Terms of Use

The agreement between you and Overflow Labs Ltd for the use of Sinchao.

Last updated 23 September 2026.

01Who these terms are with

These terms govern use of Sinchao, the customer support service operated by Overflow Labs Ltd, a company registered in England and Wales under number 13324827, with its registered office at Suite 201, 16 Pepper Street, London E14 9RP, United Kingdom ("we", "us", "our").

By creating an account, signing in, or using the service on behalf of an organization, you accept these terms. If you accept on behalf of an organization, you confirm you are authorised to bind it, and "you" means that organization.

02Words we use

Service: the Sinchao workspace, its websites, APIs and supporting infrastructure.
Organization: the workspace tenant that owns a set of conversations, knowledge base entries and user memberships.
Agent: a person you authorise to review responses and handle conversations in an organization.
Skill: the conversation patterns you choose for the service to answer, with the data it may read, the actions it may take and the limits it must respect.
Response: a reply the service writes under a skill: in copilot, a draft or internal note for an agent to review; in takeover, a reply the service sends itself.
Knowledge Base: the facts, instructions, policies, templates and case studies you supply as the material a response may draw on.
End Customer: a person who contacts you and whose conversation you bring into the service.
Customer Content: everything you or your agents put into the service, including conversations, Knowledge Base entries and sent replies.

03Accounts and organizations

One account may belong to several organizations and switch between them without signing out.
You must give accurate details, keep your credentials secret, and tell us promptly if you suspect unauthorised access.
You are responsible for everything done under your account and by the agents you admit to your organization.
An organization’s administrators control who may join it and what they may see. We act on their instructions about membership.

04What the service does, and what it does not do

The service reads incoming conversations and writes a response, from your Knowledge Base and the data you connect, to those that match a skill. Conversations outside your skills are left to your team. Each skill runs in one of two modes:

Copilot — the default. The response is published to your helpdesk as a draft or an internal note, and an agent approves, edits, regenerates or rejects it. Nothing reaches the End Customer unless an agent sends it.
Takeover — only when you turn it on for a skill. The service sends the response to the End Customer itself. Before sending, it checks the response against your data, your policies and the limits you set for that skill, and a response that fails a check is held and assigned to your team instead of being sent.

You can turn takeover off, or change a skill’s limits, at any time. Whoever sends it, a reply to an End Customer is your communication, not ours: sent by your agent in copilot, or by the service on your instruction in takeover.

Responses are produced by language models. They can be wrong, incomplete or out of date, and they are only as accurate as the Knowledge Base behind them. They are not legal, medical, financial or other professional advice, and must not be relied on as such. You are responsible for checking a response before an agent sends it, and for the skills, limits and Knowledge Base under which takeover sends replies.

05Your content

Customer Content stays yours. You grant us a non-exclusive, worldwide, royalty-free licence to host, copy, transmit, translate and process it for the sole purpose of providing and supporting the service, for the term of your use.

You confirm that you have the right to supply Customer Content, that you have a lawful basis for the End Customer personal data in it, and that supplying it to us breaks no law or agreement. Where we process personal data on your behalf we act as your processor, as described in our Privacy Policy.

Do not put special category data, payment card numbers, or government identity numbers into the service unless we have agreed to it in writing first. Ask at [email protected] if you need to.

06Acceptable use

You must not:

use the service unlawfully, or to send content that is unlawful, defamatory, harassing or deceptive;
present a response as coming from a person when it did not, in a way that misleads an End Customer to their detriment;
copy, reverse engineer, decompile or attempt to derive the source of the service, except where law forbids that restriction;
resell, sublicense or provide the service to a third party as your own, unless we have agreed in writing;
probe, scan, overload or circumvent limits, quotas, authentication or the isolation between organizations;
use automated means to extract data at a scale the interface is not intended to serve;
upload malware or anything designed to interfere with the service.

07Fees

The service is charged by usage. A charge accrues for each ticket the service processes, metered and invoiced in arrears, at the rates agreed with you.

Fees are exclusive of VAT and any other applicable tax, which we add where required. Invoices are payable within 14 days unless we agreed otherwise. Late amounts may carry interest under the Late Payment of Commercial Debts (Interest) Act 1998.

Refunds, billing errors and credits for service failures are covered by our Refunds Policy, which forms part of these terms.

08Availability and support

We work to keep the service available and to fix faults promptly, but we do not commit to an uptime level unless we have signed a separate service level agreement with you. We may carry out maintenance, and will give notice of planned work that we expect to interrupt the service.

We may change how the service works. Where a change materially reduces the functionality you rely on, we will give at least 30 days’ notice.

09Our intellectual property

The service, its software, design and our marks remain ours or our licensors’. Nothing in these terms transfers any right in them to you beyond the limited right to use the service in line with these terms.

If you send us feedback or suggestions, we may use them without obligation or payment to you.

10Confidentiality

Each of us may receive information from the other that is marked confidential or that would obviously be treated as confidential. Neither of us will disclose it except to people who need it and are bound to keep it confidential, or where law requires disclosure. This lasts three years after the information is received.

11Warranties and disclaimers

We provide the service with reasonable care and skill. Beyond that, and to the fullest extent the law allows, the service is provided "as is": we do not warrant that it will be uninterrupted or error free, or that a response will be accurate, complete or fit for a particular reply.

Nothing here affects the statutory rights of a consumer.

12Liability

Nothing in these terms limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited.

Subject to that, neither of us is liable for loss of profit, revenue, goodwill, anticipated savings, or for indirect or consequential loss, and our total liability arising out of or in connection with these terms is limited to the fees you paid us in the 12 months before the event giving rise to the claim.

We are not liable for the content of a reply your agent chose to send, for a reply the service sent in takeover within the skills, limits and Knowledge Base you set, or for a decision you took on the strength of a response.

13Indemnity

You will indemnify us against claims, losses and reasonable costs arising from Customer Content, from your use of the service in breach of these terms, or from a reply sent by your agents or by the service in takeover on your instruction.

14Suspension and termination

You may stop using the service and close your account at any time. Charges stop accruing immediately; charges already accrued remain payable.
We may suspend access where use threatens the security or integrity of the service, where an invoice is materially overdue, or where law requires it. We will tell you why and restore access once the cause is resolved.
Either of us may terminate for material breach that is not remedied within 30 days of written notice.
For 30 days after termination we keep your Customer Content available for export. After that we delete it as described in the Privacy Policy.

15Changes to these terms

We may update these terms. We give at least 30 days’ notice of material changes to account holders, and the date at the top shows the current version. Continuing to use the service after a change takes effect means you accept it. This version is dated 23 September 2026.

16General

Neither of us is liable for failure caused by events beyond reasonable control.
You may not assign these terms without our consent; we may assign them to a group company or a buyer of the business.
These terms, with the policies they reference and any order form, are the entire agreement between us on their subject.
If a provision is unenforceable, the rest continues in force.
A person who is not a party has no right to enforce these terms under the Contracts (Rights of Third Parties) Act 1999.
Notices to us go to [email protected]; notices to you go to the email on your account.

17Governing law

These terms and any dispute arising out of them are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction. If you are a consumer, you keep the protection of the mandatory law of the country where you live.