Terms & Conditions
Terms & Conditions
Terms & Conditions
1. Agreement to These Terms
These Terms of Service (the “Terms”) form a binding agreement between Destro AI Inc. (“Destro AI,” “we,” “us,” or “our”) and the individual or entity that accesses or uses our websites, products, or services (“you” or “your”). Destro AI is a robotics-as-a-service (“RaaS”) and artificial intelligence company that provides AI-powered orchestration software and robotic systems for warehouse and factory operations.
These Terms govern your access to and use of our website at destroai.com (the “Site”), our MothershipOS orchestration platform, our VisionOS on-body intelligence layer, our robotic systems, our Innovation Readiness Engineer (“IRE”) program, our simulations, demos, waitlist and pilot programs, APIs, dashboards, and related products, content, and services (collectively, the “Services”).
If you use the Services on behalf of a company or other organization, you represent that you have authority to bind that entity to these Terms, and “you” refers to that entity. Where you and Destro AI have entered into a separate written agreement (such as a master services agreement, order form, or statement of work) (a “Services Agreement”), that Services Agreement governs and controls over these Terms to the extent of any conflict for the services it covers.
2. Definitions
“Customer Data” means data, content, and materials that you or your authorized users provide to, or that are generated on your behalf through, the Services, including data captured by robots operating at your sites.
“MothershipOS” means Destro AI’s cloud-based, multi-body orchestration engine that observes, plans, simulates, and coordinates robots and human workers and integrates with enterprise systems.
“VisionOS” means Destro AI’s on-body (edge) intelligence layer for perception and physical manipulation tasks such as SKU identification and pick-and-place.
“Robots” means the humanoid, autonomous mobile robot (AMR), autonomous forklift, and other robotic systems made available by Destro AI to operate under the Services.
“Documentation” means user guides, specifications, and other materials we make available describing the Services.
“Output” means results, recommendations, analytics, plans, and other content generated by the Services, including by our AI/ML models.
“Users” means individuals you authorize to access the Services on your behalf.
3. Eligibility
The Services are intended for businesses and for individuals who are at least 18 years old and able to form a legally binding contract. The Services are not directed to children, and you may not use the Services if you are barred from doing so under applicable law.
4. Changes to the Terms and Services
We may modify these Terms from time to time. If we make material changes, we will update the “Last Updated” date above and may provide additional notice (such as posting on the Site or contacting you). Changes are effective when posted unless otherwise stated. Your continued use of the Services after the effective date constitutes acceptance of the revised Terms. We may also modify, suspend, or discontinue any part of the Services at any time, subject to any applicable Services Agreement.
5. The Services
Destro AI provides AI-powered software and robotic systems to automate complex warehouse and factory workflows. Components of the Services may include:
MothershipOS: a global orchestration engine that monitors real-time operational state, performs agentic planning and task allocation, runs digital-twin simulations, applies machine learning, and executes commands across robots, humans, and enterprise systems.
VisionOS: on-body intelligence that runs at the edge to identify items, count inventory, and perform manipulation tasks, and that generates embodied training data to improve performance.
Robots: humanoids, AMRs, and autonomous forklifts engineered or integrated to operate under MothershipOS as a coordinated workforce.
Innovation Readiness Engineer (IRE): an onsite engineering and advisory program to assess operations, design workflows, and plan a phased automation roadmap.
Simulations, demos, waitlist, and pilots: free or paid evaluations, simulation outputs, business-case modeling, and early-access or pilot deployments.
The availability, features, and configuration of the Services depend on your plan, your site, and any applicable Services Agreement. Some features may be provided by, or require integration with, third parties.
6. Accounts and Registration
To access certain features, you may need to register for an account or be granted access by your organization. You agree to provide accurate and complete information and to keep it current. You are responsible for safeguarding your credentials and for all activity that occurs under your account. You must promptly notify us of any unauthorized use or suspected security incident. We may suspend or terminate accounts that contain false information or that are used in violation of these Terms.
7. Waitlist, Pilots, and Pre-Release Services
Certain Services, including waitlist enrollment, demos, simulations, beta, evaluation, or pilot programs (“Pre-Release Services”), are made available to help evaluate the Services and may be incomplete, change at any time, or be discontinued. Pre-Release Services are provided “AS IS” and “AS AVAILABLE” without warranties of any kind, and any specific terms presented with a pilot or evaluation will also apply. We may collect and use performance and usage data from Pre-Release Services to operate and improve the Services.
8. Acceptable Use
You agree not to, and not to permit any User or third party to:
Use the Services in violation of any applicable law, regulation, or third-party right;
Interfere with, disrupt, or compromise the integrity, security, or performance of the Services, robots, networks, or data;
Attempt to gain unauthorized access to any portion of the Services or related systems;
Reverse engineer, decompile, or disassemble any software, robot, or model, except to the extent permitted by law;
Copy, modify, distribute, sell, lease, or create derivative works of the Services except as expressly authorized;
Use the Services to develop a competing product or to train competing models, or scrape or harvest data from the Services without authorization;
Operate, relocate, modify, or service Robots other than in accordance with the Documentation, safety guidelines, and our instructions;
Override, disable, or tamper with safety systems, sensors, or controls on any Robot; or
Use the Services in any high-risk environment in a manner inconsistent with the Documentation or applicable safety requirements.
9. Robotics Operations, Safety, and Site Requirements
Where the Services involve Robots operating at your facility, you agree to provide a safe and suitable operating environment and to cooperate with reasonable deployment, safety, and maintenance requirements, including:
Providing accurate site information, power, network connectivity, and physical access needed to deliver the Services;
Maintaining a safe operating environment and complying with applicable workplace-safety and operational requirements;
Following all safety instructions, exclusion zones, and operating procedures we provide, and ensuring your personnel are appropriately trained;
Not interfering with autonomous operation except through authorized stop or override controls; and
Promptly reporting incidents, malfunctions, or safety concerns to Destro AI.
You acknowledge that robotic systems operate in physical environments and that, despite safeguards, risks of property damage or injury cannot be entirely eliminated. Allocation of responsibility for installation, maintenance, insurance, and risk is further addressed in any applicable Services Agreement.
10. Orders, Fees, and Payment
Fees for the Services are set out in an applicable order form, quote, or Services Agreement. Unless otherwise stated: (a) fees are quoted and payable in U.S. dollars; (b) invoices are due within thirty (30) days of the invoice date; (c) late amounts may accrue interest at the lower of 1.5% per month or the maximum rate permitted by law; and (d) fees are exclusive of taxes, which are your responsibility (other than taxes on our net income). Except as expressly stated or required by law, payments are non-refundable. We may suspend Services for non-payment after reasonable notice.
11. Subscriptions, Term, and Renewal
Subscription Services continue for the term stated in the applicable order form and, unless otherwise specified, automatically renew for successive periods unless either party gives written notice of non-renewal before the end of the then-current term. Fees for renewal terms may change upon notice. Cancellation and renewal terms in a Services Agreement control over this section.
12. Customer Data and Privacy
As between the parties, you retain all rights in Customer Data. You grant Destro AI a worldwide, non-exclusive license to host, process, transmit, display, and use Customer Data as necessary to provide, secure, and support the Services, and to create de-identified and aggregated data as described below. You are responsible for the accuracy and legality of Customer Data and for having the rights and consents necessary for us to process it.
Our collection and use of personal information is described in our Privacy Policy, which is incorporated into these Terms by reference. Where we process personal information on your behalf, the applicable Services Agreement and any data processing terms govern that processing.
13. Artificial Intelligence, Machine Learning, and Output
The Services use artificial intelligence and machine learning, including agentic planning, simulation, perception, and manipulation models. You understand and agree that:
Nature of Output: AI-generated Output may be probabilistic and may contain errors or be incomplete; you are responsible for evaluating Output before relying on it, particularly for safety-critical or business-critical decisions.
Human oversight: the Services are intended to be used with appropriate human oversight, and you should not rely on automated Output as the sole basis for decisions that produce legal or similarly significant effects without review.
Model and service improvement: we may use operational, telemetry, usage, and embodied training data, and de-identified or aggregated data, to operate, secure, evaluate, and improve the Services and our models, consistent with these Terms, any Services Agreement, and our Privacy Policy.
De-identified data: we may create and retain de-identified and aggregated data that does not identify you or any individual, and we may use such data for any lawful purpose, including analytics, benchmarking, and model improvement.
14. Intellectual Property
The Services, including all software, robots, models, Documentation, content, designs, and the look and feel of the Site, and all related intellectual property rights, are owned by Destro AI or its licensors and are protected by law. Except for the limited rights expressly granted in these Terms, no rights are granted to you. “Destro,” “Destro AI,” “MothershipOS,” “VisionOS,” and related logos are trademarks of Destro AI; you may not use them without our prior written permission.
15. License and Restrictions
Subject to these Terms and payment of applicable fees, Destro AI grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for your internal business purposes during the applicable term. All restrictions in the “Acceptable Use” section apply to this license. We reserve all rights not expressly granted.
16. Feedback
If you provide suggestions, ideas, or other feedback regarding the Services (“Feedback”), you grant Destro AI a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate the Feedback for any purpose without restriction or compensation to you.
17. Third-Party Services and Materials
The Services may interoperate with or contain links to third-party products, services, or content that we do not control. We are not responsible for third-party services, and your use of them is governed by their terms. Integration with a third party does not constitute an endorsement.
18. Confidentiality
Each party may disclose confidential information to the other in connection with the Services. The receiving party will use the disclosing party’s confidential information only to perform under these Terms, will protect it using reasonable care, and will not disclose it except to personnel and advisors who need to know and are bound by confidentiality obligations. This section does not apply to information that is or becomes public without breach, was already known, is independently developed, or is rightfully received from a third party. A party may disclose confidential information if required by law, with reasonable notice where permitted.
19. Disclaimers
EXCEPT AS EXPRESSLY PROVIDED IN A SIGNED SERVICES AGREEMENT, THE SERVICES, INCLUDING ALL SOFTWARE, ROBOTS, MODELS, OUTPUT, AND PRE-RELEASE SERVICES, ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. DESTRO AI DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. DESTRO AI DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT OUTPUT WILL BE ACCURATE OR RELIABLE. SOME JURISDICTIONS DO NOT ALLOW CERTAIN DISCLAIMERS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.
20. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR YOUR PAYMENT OBLIGATIONS AND EACH PARTY’S INDEMNIFICATION OBLIGATIONS, EACH PARTY’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY YOU TO DESTRO AI FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT. THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY.
21. Indemnification
You agree to defend, indemnify, and hold harmless Destro AI and its affiliates, officers, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use of the Services in violation of these Terms or applicable law; (b) Customer Data or content you provide; (c) your breach of these Terms; or (d) your operation of your facility or interference with the Robots or Services. We will provide prompt notice of the claim and reasonable cooperation, and you may not settle any claim in a way that imposes obligations on us without our consent.
22. Term, Termination, and Suspension
These Terms apply while you access or use the Services. We may suspend or terminate your access, with or without notice, if you violate these Terms, create a risk to the Services or others, or fail to pay amounts due. You may stop using the Services at any time. Upon termination, your right to use the Services ceases; provisions that by their nature should survive (including ownership, confidentiality, disclaimers, limitations of liability, indemnification, and dispute resolution) will survive. Return, deletion, and transition of Customer Data following termination are addressed in any applicable Services Agreement.
23. Compliance, Export Controls, and Sanctions
You agree to comply with all applicable laws in connection with your use of the Services, including export control, sanctions, anti-corruption, and data-protection laws. You represent that you are not located in, and will not use the Services in, a jurisdiction subject to comprehensive sanctions, and that you are not a restricted or denied party. You will not export or re-export the Services in violation of applicable law.
24. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of New York, without regard to its conflict-of-laws rules. Subject to the arbitration provision below, the parties consent to the exclusive jurisdiction of the state and federal courts located in New York County, New York for any dispute not subject to arbitration.
24.1 Binding Arbitration
PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS. Except for claims that may be brought in small-claims court and claims for injunctive relief to protect intellectual property or confidential information, any dispute arising out of or relating to these Terms or the Services will be resolved by final and binding arbitration administered by a recognized arbitration body under its applicable rules, conducted in New York, New York (or another mutually agreed location or by videoconference). Judgment on the award may be entered in any court of competent jurisdiction.
24.2 Class-Action Waiver
TO THE EXTENT PERMITTED BY LAW, DISPUTES WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS, AND YOU AND DESTRO AI WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION.
25. Force Majeure
Neither party will be liable for any delay or failure to perform (other than payment obligations) due to causes beyond its reasonable control, including acts of God, natural disasters, labor disputes, utility or network failures, governmental action, or other events of force majeure.
26. Notices
We may provide notices to you by email, through the Site, or through the Services. You may provide legal notices to Destro AI at the contact details below. Notices are deemed given when sent (for email or in-Service notices) or when received (for mailed notices).
27. Assignment
You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets. These Terms bind and benefit the parties and their permitted successors and assigns.
28. General
Entire agreement: these Terms, together with any Services Agreement and policies referenced here, are the entire agreement between the parties regarding the Services and supersede prior agreements on that subject.
Severability: if any provision is held unenforceable, the remaining provisions remain in effect, and the unenforceable provision will be modified to the minimum extent necessary.
No waiver: a failure to enforce any provision is not a waiver of the right to enforce it later.
Relationship: the parties are independent contractors; these Terms create no partnership, agency, or employment relationship.
Electronic communications: you consent to receive communications and agreements electronically, and you agree that electronic records satisfy any legal requirement that such communications be in writing.
Headings: section headings are for convenience only and do not affect interpretation.
29. Contact Us
If you have questions about these Terms or the Services, please contact us:
Destro AI Inc.
Attn: Legal Team
Email: info@destroai.com
Mailing Address: 35 Hudson Street, Apt W2308, Jersey City, NJ 07302, United States
Website: https://www.destroai.com
These Terms of Service are effective as of April 1, 2026.