Terms of Service

Effective Date: 4 November 2026 · Last Updated: 4 November 2026

These Terms of Service (these "Terms") govern your access to and use of:

SMILE Agent Studio (including the embedded ioa agent runtime, smile hub autonomous Bot engine, and the built-in "Login with Google" and "Login with Microsoft" OAuth 2.0 integrations);
SMILE Core Engine and SMILE Serve Engine; and
The websites located at https://aihalo.dev and https://www.aihalo.dev (the "Website") (collectively, the "Services").

These Terms form an agreement between you (and any organization on whose behalf you act, "you" or "User") and HALO.AI LLC, a New York limited liability company ("HALO.AI," "we," "us," or "our"). By downloading, installing, or using SMILE Agent Studio (including connecting your Google or Microsoft account via OAuth 2.0) or accessing the Website, you agree to these Terms and our Privacy Policy.

1. Software Licensing & Order of Precedence

1.1 Open-Source and Source-Available Distributions. Each component of the SMILE software suite is distributed with a specific license file in its repository and distribution archive:

(a) SMILE Agent Studio: Distributed under the Business Source License 1.1 (BSL 1.1), whose Additional Use Grant permits free personal, academic, evaluation, and other non-production use, and which converts to the GNU Affero General Public License v3.0 (AGPLv3) four (4) years after each version's first public release.
(b) SMILE Serve Engine: Distributed under the GNU Affero General Public License v3.0 (AGPLv3).
(c) SMILE Core Engine (Libraries): Distributed under the GNU General Public License v3.0 (GPLv3).

1.2 Commercial Licenses. Commercial production use, proprietary OEM/embedded distribution, and commercial seat subscriptions are governed by our standard commercial agreements and an executed Order Form:

1.3 Order of Precedence. If you have entered into a signed Order Form incorporating one of the Commercial License Agreements listed in Section 1.2, that Commercial License Agreement and Order Form govern your commercial use of the Licensed Product and supersede any conflicting provision in these Terms. Nothing in these Terms restricts any rights granted to you under the applicable open-source or BSL 1.1 license.

2. Local-First Execution & OAuth 2.0 Integrations ("Login with Google" / "Login with Microsoft")

2.1 Local Desktop & Self-Hosted Operation. SMILE Agent Studio is an on-premises, local-first software application installed and operated by you on machines under your control. We do not host or operate your SMILE Agent Studio instance.

2.2 Google & Microsoft Account Connections. SMILE Agent Studio provides optional one-click "Login with Google" and "Login with Microsoft" features that use OAuth 2.0 with Proof Key for Code Exchange (PKCE, RFC 7636) and a local loopback callback (127.0.0.1, RFC 8252) to connect your Gmail, Google Calendar, Outlook, or Microsoft 365 accounts:

(a) Your Authorization: By signing in with Google or Microsoft, you authorize the SMILE Agent Studio process running on your local machine to access your profile (openid, email, profile / User.Read), email messages and drafts (gmail.readonly, gmail.compose, gmail.send / Mail.Read, Mail.ReadWrite, Mail.Send), and calendar events (calendar.events / Calendars.ReadWrite) directly from your device.
(b) Local Credential Custody: Your OAuth 2.0 refresh tokens are stored locally in your operating system's native credential manager (macOS Keychain, Windows Credential Manager, or Linux Secret Service). You are responsible for maintaining the physical and logical security of your device and operating system user account.
(c) Human-in-the-Loop Responsibility: While SMILE Agent Studio requires explicit user approval in interactive sessions and stages autonomous Bot email/calendar actions into a local Batch Draft Queue before execution, you are solely responsible for reviewing, verifying, and approving all emails, replies, calendar invitations, and other actions sent or executed from your connected accounts.
(d) Revocation: You may disconnect your account in SMILE Agent Studio at any time or revoke access directly through Google Account Permissions or your Microsoft account security portal.

3. Third-Party AI Models & External Services

SMILE Agent Studio allows you to connect to local inference runtimes (such as SMILE Serve) or third-party cloud LLM and API providers (such as OpenAI, Anthropic, Google Gemini, Azure, or Google Cloud Vertex AI) using your own credentials. Your use of any third-party service is governed solely by your agreement with that provider. We are not responsible for the availability, pricing, data handling, or outputs of any third-party service you configure.

4. Intellectual Property & Ownership of Your Work

4.1 SMILE Software & Marks. All intellectual property rights in the SMILE software, documentation, and the SMILE and HALO.AI names, logos, and marks are and remain the exclusive property of Haifeng Li and his licensors. Except as expressly granted in the applicable license agreement, all rights are reserved.

4.2 Your Data, Code, and Models. You retain all right, title, and interest in and to your datasets, source code, notebooks, trained models, exported model packages (.sml, .onnx), emails, calendar data, and configurations. We do not claim any ownership right in your data, models, or work product.

5. Acceptable Use

You agree not to use the Services or any built-in OAuth credentials packaged with SMILE Agent Studio to:

(a) violate any applicable law, regulation, or third-party right, or the terms of service or acceptable use policies of Google, Microsoft, or any connected API provider;
(b) send unsolicited bulk email (spam), phishing messages, malware, or deceptive communications;
(c) extract, abuse, or redistribute built-in OAuth client credentials from the ioa runtime for use in unrelated third-party applications or to circumvent Google or Microsoft API rate quotas; or
(d) interfere with or disrupt the security, integrity, or availability of the Website or our ordering endpoints.

6. Disclaimer of Warranties

EXCEPT AS EXPRESSLY PROVIDED IN A SIGNED COMMERCIAL LICENSE AGREEMENT BETWEEN YOU AND LICENSOR / HALO.AI LLC, THE SERVICES, WEBSITE, AND SOFTWARE (INCLUDING ALL AI AGENT OUTPUTS, AUTONOMOUS BOT ROUTINES, OAUTH INTEGRATIONS, ALGORITHMS, MODELS, PREDICTIONS, AND EXPLANATIONS) ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. AI AND MACHINE LEARNING OUTPUTS MAY CONTAIN ERRORS OR INACCURACIES; YOU ARE SOLELY RESPONSIBLE FOR VERIFYING ALL OUTPUTS, CODE, DRAFTS, AND DECISIONS BEFORE RELYING ON OR EXECUTING THEM.

7. Limitation of Liability

EXCEPT AS EXPRESSLY PROVIDED IN A SIGNED COMMERCIAL LICENSE AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW: (A) WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICES OR SOFTWARE; AND (B) OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS ($100.00) OR THE FEES PAID BY YOU TO HALO.AI LLC IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

8. Governing Law & Venue

These Terms are governed by the laws of the State of New York, United States, without regard to its conflict-of-laws principles. Any dispute arising under or relating to these Terms shall be brought exclusively in the state or federal courts located in New York, New York, and each party consents to the personal jurisdiction of such courts.

9. Changes to These Terms

We may update these Terms from time to time by posting the revised version on this page and updating the "Last Updated" date above. Your continued use of the Website or Services after the effective date of an update constitutes acceptance of the revised Terms.

10. Contact Information

Questions or notices regarding these Terms may be directed to:

HALO.AI LLC
Email: [email protected]