Legal

Terms of Service

Last Updated: December 8, 2025

1. Introduction

Welcome to Ember AI. These Terms of Service (“Terms”) constitute a binding legal agreement between you (either an individual or an entity, hereinafter “Customer,” “User,” “you,” or “your”) and Migate AI DBA Ember AI (“Ember”, “we”, “us”, or “our”).

By accessing or using our platform, IDE extensions, API, AI-assisted development tools, multi-agent workflows, or consulting services (collectively, the “Service”), you agree to be bound by these Terms.

IF YOU ARE ENTERING INTO THESE TERMS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS.

2. Description of Service

Ember AI is an enterprise-grade AI software development platform that provides code generation, automated refactoring, project scaffolding, autonomous agent workflows, and access to human expert sessions. The Service utilizes Large Language Models (LLMs) and integrates with third-party tools to assist developers.

3. License Grant and Restrictions

3.1. Limited License

Subject to your compliance with these Terms and payment of applicable fees, Ember grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your internal business or personal development purposes.

3.2. Commercial Use

You are permitted to use the Output (code, artifacts) generated by the Service for commercial projects, products, and services that you develop, subject to Section 4.

3.3. Restrictions

You agree that you will not, and will not permit any third party to:

  • Resell or White-Label: License, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Service itself (e.g., you cannot resell access to Ember).
  • Train Competing Models: Use the Service, including the output, API data, or telemetry, to develop, train, or fine-tune any machine learning models or AI systems that compete with Ember.
  • Reverse Engineering: Reverse engineer, decompile, disassemble, or attempt to derive the source code or underlying algorithms of the Service.
  • Benchmarking: Use the Service for competitive analysis or benchmarking purposes without our prior written consent.

4. Intellectual Property & Ownership

4.1. Ember IP

The Service, including its architecture, software, proprietary agents, UI/UX, and trademarks, is the exclusive property of Ember AI.

4.2. Customer Data & Project Artifacts

You retain all rights, title, and interest in and to the data, code snippets, prompts, and repository files you input into the Service (“Customer Data”).

4.3. AI-Generated Output

Ember hereby assigns to you all right, title, and interest in and to the output (code, documentation, explanations) generated by the AI in response to your inputs (“Output”). You are responsible for ensuring that your use of the Output does not violate the rights of any third party.

5. Data Security & Confidentiality

This section applies specifically to Enterprise users and strictly confidential data handling.

5.1. Security Measures

We maintain industry-standard administrative, technical, and physical safeguards designed to protect the security, confidentiality, and integrity of Customer Data. This includes encryption of data in transit (TLS 1.2+) and at rest (AES-256).

5.2. No Training on Customer Data

We do not train our foundation models on your private Customer Data or Code. Your inputs are processed solely to generate predictions and suggestions for you and, where applicable, to provide context for your specific session. Data is not shared across customers.

5.3. Confidentiality

Ember agrees to hold your Customer Data in strict confidence and not to disclose it to third parties except as required to provide the Service (e.g., cloud hosting providers) or as required by law.

5.4. Data Residency

For Enterprise plans, if explicitly agreed in an Order Form, we will use commercially reasonable efforts to store and process your data within a specific geographic region (e.g., US-East, EU-Central).

6. Account Registration & Identity

You are responsible for maintaining the confidentiality of your login credentials. You accept responsibility for all activities that occur under your account. You agree not to create an account if you have been previously removed from or banned by Ember.

7. Fees, Payment, and SLA

7.1. Subscriptions

By subscribing, you authorize us (via our payment processor, Stripe) to charge your payment method for the applicable fees. Fees are non-refundable except as required by law.

7.2. Service Level Agreement (SLA)

  • Standard/Pro Plans: The Service is provided “AS IS” and “AS AVAILABLE” without any uptime guarantee.
  • Enterprise Plans: Service Level Agreements, if any, regarding uptime availability (e.g., 99.9%) and support response times are strictly governed by the separate Enterprise Master Services Agreement (MSA) or Order Form executed between you and Ember.

8. Human Expert Sessions

8.1. Nature of Service

Ember may offer access to human experts (“Experts”) for code review, architecture planning, or debugging.

8.2. No Professional Advice

Sessions with Experts are for informational and guidance purposes only. These sessions do not constitute professional engineering certification, legal advice, or a guarantee of software quality.

8.3. Disclaimer

Ember is not liable for any specific coding decisions, architectural flaws, or system failures resulting from advice given during Expert Sessions. You are responsible for validating all advice before implementation.

9. Autonomous Agents & Code Execution Risks

9.1. Agent Capabilities

Our Service includes “Agents” capable of executing commands, modifying files, and interacting with third-party APIs autonomously based on your prompts.

9.2. Customer Responsibility

You assume full liability for the actions of these Agents. This includes, but is not limited to:

  • Accidental deletion or modification of data/files.
  • Provisioning of cloud resources resulting in financial costs (e.g., spinning up AWS EC2 instances).
  • Execution of unintended system commands.

9.3. Sandboxing

While we provide sandboxed environments for certain tasks, you acknowledge that no sandbox is impenetrable. You agree not to use Agents to execute malicious code or attempt to escape the sandbox environment.

10. Beta Services

From time to time, we may invite you to try “Beta”, “Early Access”, or “Preview” features. You agree that these features:

  • Are not relied upon for mission-critical production systems.
  • May be modified or discontinued at any time without notice.
  • Are provided without any warranty or SLA of any kind.

11. Acceptable Use Policy

You agree not to use the Service to:

  • Generate malware, viruses, ransomware, or code intended to disrupt systems.
  • Input Protected Health Information (PHI), financial data (PCI-DSS), or government-classified data unless you have signed a specific BAA or Enterprise Addendum with us permitting such data.
  • Harass or harm others, or violate applicable laws.

12. Termination

12.1. Termination by Us

We reserve the right to suspend or terminate your access to the Service immediately, without prior notice, if:

  • You violate these Terms (including the Acceptable Use Policy).
  • We are required to do so by law.
  • You fail to pay applicable fees.

12.2. Effect of Termination

Upon termination, your license to use the Service ceases immediately. We may delete your Customer Data from our systems in accordance with our retention policies, unless a separate data export agreement exists.

13. Export Controls & Sanctions

The Service may be subject to U.S. export control laws, including the Export Administration Regulations (EAR) and sanctions programs administered by the Office of Foreign Assets Control (OFAC).

You represent and warrant that:

  • You are not located in, or a resident of, any country subject to comprehensive U.S. sanctions (e.g., Cuba, Iran, North Korea, Syria, Russia).
  • You are not on any U.S. government list of prohibited or restricted parties.
  • You will not use the Service to design, develop, or produce nuclear, missile, chemical, or biological weapons.

14. Disclaimers

THE SERVICE AND AI-GENERATED OUTPUT ARE PROVIDED “AS IS.”

TO THE FULLEST EXTENT PERMITTED BY LAW, EMBER DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT AI-GENERATED CODE IS SECURE, BUG-FREE, OR SUITABLE FOR PRODUCTION. YOU ARE SOLELY RESPONSIBLE FOR REVIEWING, TESTING, AND VETTING ALL CODE BEFORE DEPLOYMENT.

15. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EMBER BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

(A) YOUR USE OR INABILITY TO USE THE SERVICE;
(B) ANY AI-GENERATED CONTENT; OR
(C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA.

OUR AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE SHALL NOT EXCEED THE GREATER OF $100 OR THE AMOUNT PAID BY YOU TO EMBER IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

16. Indemnification

You agree to indemnify and hold harmless Ember and its officers, directors, employees, and agents from any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with:

  • (a) your access to or use of the Service;
  • (b) your violation of these Terms;
  • (c) your violation of any third-party right, including intellectual property rights; or
  • (d) any damage caused by Agents or code executed by you or on your behalf.

17. Dispute Resolution: Arbitration & Class Action Waiver

17.1. Mandatory Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof, shall be determined by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The location of the arbitration shall be Wilmington, Delaware.

17.2. Class Action Waiver

YOU AND EMBER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

18. General Provisions

  • Governing Law: These Terms are governed by the laws of the State of Delaware.
  • Severability: If any provision of these Terms is held to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the other provisions will remain in full force and effect.
  • Entire Agreement: These Terms (and any specific Enterprise Order Form) constitute the entire agreement between you and Ember.

Contact Us

If you have any questions about these Terms, please contact us at:

Ember AI

Email: support@snapdev.ai