Terms of Service

1. Acceptance of Terms

By accessing or using watch.ly ("Service"), operated by WinrickLabs DBA watch.ly ("we," "us," or "our"), you agree to be bound by these Terms of Service. If you do not agree, do not use the Service.

You must be at least 18 years of age to use this Service. By using watch.ly, you represent and warrant that you are at least 18 years old.

2. Description of Service

watch.ly provides network access control for AI agents, allowing you to approve, deny, and monitor network requests made by AI systems operating on your machines. The Service is available in the following tiers:

• Free / Local - $0/month, single machine, local-only filtering with no cloud sync
• Personal - $6.99/month, up to 3 machines, cloud-synced policies, SMS/push notifications, and 30-day audit logs
• Enterprise - custom pricing, unlimited machines, team management, custom retention, and dedicated support

watch.ly filters network requests made by AI agents based on policies you configure. We are not responsible for the actions, outputs, or behavior of the AI agents themselves. Our Service controls network access only - it does not control, direct, or supervise the underlying AI systems.

watch.ly is not affiliated with, and assumes no responsibility for, any third-party AI model, provider, framework, or runtime (including but not limited to OpenAI, Anthropic, Google, Meta, locally hosted models, and any agent framework or orchestration tool). You are solely responsible for your selection, configuration, and use of such third-party systems, and for complying with their terms.

3. Account Responsibilities

When you create an account, you agree to:

• Provide accurate, current, and complete information during registration
• Keep your login credentials secure and confidential
• Notify us immediately of any unauthorized use of your account
• Accept responsibility for all activity that occurs under your account

We reserve the right to suspend or terminate accounts that contain false or misleading information.

4. Acceptable Use

You agree not to:

• Use the Service to facilitate illegal activity of any kind
• Attempt to circumvent, disable, or interfere with the access controls provided by the Service
• Use the Service to abuse, harass, or harm others
• Resell or redistribute the Service without our written consent
• Interfere with or disrupt the integrity or performance of the Service
• Attempt to gain unauthorized access to the Service or its related systems

Your AI agents are your responsibility. You acknowledge and agree that you are solely responsible for any action, output, or damage caused by any AI agent, script, model, or automated system operated by you or on your behalf, including damage to your own systems, data, or accounts; damage to third parties or their systems; data loss, corruption, or exfiltration; unauthorized transactions; intellectual property infringement; and any violation of law or third-party rights. watch.ly provides a network filtering Service only and is not a guarantor, supervisor, or controller of your AI agents.

5. Agent Access Control

watch.ly filters network requests made by AI agents running on your machines. You acknowledge and agree that:

• Access control decisions are based on the policies you configure - you are responsible for setting appropriate rules
• The Service enforces or advises based on your configuration; we do not guarantee that all unwanted network activity will be blocked
• We are not liable for any actions taken by AI agents outside the scope of our network filtering, including local file system operations, computation, or other non-network activity
• Network traffic content is not stored by default - logging is opt-in and controlled by you
• If you enable logging, data is retained according to your plan's retention policy as described in our Privacy Policy

6. SMS Notifications

watch.ly offers an optional SMS notification program for agent access request alerts. For the complete SMS program details, opt-in flow, and sample messages, see our SMS Terms & Conditions.

Program Description

Program name: watch.ly Agent Access Alerts

When enabled, watch.ly sends automated SMS messages to notify you of agent access requests that require your approval or denial. These are transactional messages triggered by AI agent activity on your machines.

Eligibility & Consent

To receive SMS notifications, you must be a registered watch.ly user who has:

• Verified your phone number via a one-time passcode (OTP)
• Explicitly opted in by checking the SMS consent checkbox, which includes disclosure that you agree to receive automated agent access alerts from watch.ly

Consent to receive SMS notifications is not a condition of purchasing or using the watch.ly service. You may use the Service without enabling SMS notifications.

Message Frequency & Rates

Message frequency varies based on your AI agent activity and notification preferences. Message and data rates may apply. You are responsible for any charges from your mobile carrier.

Opting Out

You can stop receiving SMS messages at any time by:

• Replying STOP (or STOPALL, UNSUBSCRIBE, CANCEL, END, QUIT) to any watch.ly message
• Disabling SMS notifications in your dashboard at watch.ly

After opting out, you will not receive further SMS messages unless you re-enable notifications and re-consent.

Help

For assistance with SMS notifications, reply HELP to any watch.ly message, visit watch.ly/support, or email click to reveal email.

Delivery & Liability

We are not responsible for delayed or undelivered messages caused by carrier network issues, device settings, or third-party provider (including Twilio and mobile carriers) failures. We are not liable for any carrier fees or charges associated with receiving SMS messages.

Data Sharing & Privacy

Your phone number is shared with Twilio, our SMS delivery provider, solely for the purpose of delivering notifications. SMS consent records are retained for compliance purposes. For full details, see our Privacy Policy.

7. Intellectual Property

The watch.ly service, including its software, branding, documentation, and website content, is owned by WinrickLabs and protected by applicable intellectual property laws. You may not copy, modify, or distribute any part of the Service without our written consent.

You retain full ownership of your data, access control configurations, and audit logs. We claim no rights over your content or configurations.

8. Payment & Billing

This section applies to paid plans (Personal and Enterprise).

• Paid plans are billed on a monthly recurring cycle starting from the date of subscription
• You may cancel your subscription at any time from your dashboard - cancellation takes effect at the end of the current billing period
• Refunds are not provided for partial billing periods; your access continues until the end of the period you have already paid for
• We will notify you at least 30 days in advance of any price changes to your plan
• Failure to pay may result in downgrade to the Free / Local tier or suspension of your account

9. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not warrant that:

• The Service will be uninterrupted, error-free, or secure
• AI agents will behave as expected even when access controls are in place
• All unwanted network requests will be detected or blocked

No uptime guarantee or service level agreement (SLA) is provided for the Free / Local tier. Paid plans may include SLA terms as specified in your plan documentation.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WINRICKLABS DBA WATCH.LY, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, REVENUE, PROFITS, GOODWILL, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE, THE ACTIONS OR OUTPUTS OF ANY AI AGENT OR AUTOMATED SYSTEM, OR ANY FAILURE OF THE SERVICE TO DETECT OR BLOCK ANY REQUEST, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING UNDER OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO WATCH.LY IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE, AND SHALL SURVIVE TERMINATION OF THESE TERMS.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law, including liability for gross negligence, willful misconduct, fraud, death or personal injury caused by negligence, or any other liability that cannot be waived as a matter of law. Some jurisdictions do not allow the exclusion or limitation of implied warranties or incidental or consequential damages, so some of the above exclusions or limitations may not apply to you; in such jurisdictions, our liability is limited to the greatest extent permitted by law.

11. Indemnification

You agree to defend, indemnify, and hold harmless WinrickLabs DBA watch.ly, its affiliates, and its and their respective officers, directors, employees, agents, and licensors from and against any third-party claims, demands, actions, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your breach of these Terms or your violation of any applicable law or any third-party right;
• Your misuse of the Service, or your use of the Service in a manner not authorized by these Terms;
• The configuration, rules, or policies you set within the Service, including any over-permissive, under-permissive, or misconfigured access controls;
• The actions, outputs, behavior, or outcomes of any AI agent, model, script, or automated system operated by you or on your behalf, regardless of whether the Service permitted, denied, or was unaware of the relevant network request;
• Any data, credentials, secrets, or content you transmit, store, process, or expose through the Service or your AI agents;
• Your use of any third-party AI model, provider, framework, or service in connection with the Service.

This indemnity does not apply to any claim to the extent arising from watch.ly's own gross negligence, willful misconduct, or breach of these Terms.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you agree to cooperate with our defense of such claim. You will not settle any such claim without our prior written consent.

12. Binding Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY TRIAL.

You and WinrickLabs DBA watch.ly agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service (a "Dispute") shall be resolved by binding individual arbitration administered by JAMS under its Streamlined Arbitration Rules and Procedures, except that either party may bring an individual action in small-claims court for disputes within that court's jurisdiction. The arbitration shall be conducted in the English language and seated in California, United States; however, if you are a consumer, you may elect to have the arbitration conducted by telephone, videoconference, on written submissions, or in person in the county of your residence. Judgment on the arbitrator's award may be entered in any court of competent jurisdiction.

Consumer Minimum Standards. If you are a consumer, the JAMS Consumer Minimum Standards of Procedural Fairness shall apply to the arbitration and, where applicable, shall control over any inconsistent provision of these Terms, including with respect to location, discovery, remedies, and allocation of arbitration fees and costs. Any fees or costs allocated to watch.ly under those standards shall be paid by watch.ly.

Class Action Waiver. You and watch.ly agree that each may bring claims against the other only in an individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding.

Public Injunctive Relief. Notwithstanding the foregoing, this Section does not waive any non-waivable right to seek public injunctive relief under applicable law (including, where applicable, the rule announced in McGill v. Citibank, N.A., 2 Cal. 5th 945 (2017)). If a claim for public injunctive relief is asserted, that specific claim shall be severed from arbitration and stayed pending resolution of the arbitrable claims, and shall then be brought in the courts identified in Section 16 (Governing Law); all other claims shall remain in arbitration.

Severability. If the Class Action Waiver is found unenforceable as to any claim, that claim (and only that claim) shall be severed from arbitration and brought in the courts identified in Section 16 (Governing Law); all other claims remain in arbitration.

Opt-Out. You may opt out of this arbitration agreement by sending written notice to legal@watch.ly within 30 days of first accepting these Terms. Your notice must include your name, account email, and a clear statement that you wish to opt out of arbitration. Opting out will not affect any other provision of these Terms.

This Section survives termination of these Terms.

13. Force Majeure

We shall not be liable for any failure or delay in performance caused by circumstances beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, governmental action, labor disputes, pandemics, power or internet outages, failures of telecommunications or hosting providers, failures of upstream AI providers or networks, cyberattacks, or other similar events.

14. Termination

Either party may terminate this agreement at any time:

• You may close your account through your dashboard or by contacting us
• We may suspend or terminate your account if you violate these Terms, with notice where practicable

Upon termination, you will have 30 days to export your data (configurations, audit logs) before it is permanently deleted. We may retain certain information as required by law or for legitimate compliance purposes.

15. Changes to Terms

We may update these Terms of Service from time to time. We will notify you of material changes by email or through a notice on our service at least 30 days before the changes take effect. Your continued use of the Service after changes become effective constitutes acceptance of the updated Terms.

16. Governing Law

These Terms are governed by and construed in accordance with the laws of the State of California, United States, without regard to its conflict of law provisions. Subject to the binding arbitration and class action waiver in Section 12, any disputes not subject to arbitration shall be resolved exclusively in the state or federal courts located in the State of California, and you consent to the personal jurisdiction of those courts.

Entity: WinrickLabs DBA watch.ly

17. Contact

If you have questions about these Terms of Service, contact us at:

click to reveal email