Terms of Service

1. The service

Sherpa is a platform for building, hosting, editing, publishing, and measuring websites, including managed hosting and custom domains, a private GitHub repository for your website's code, a content management system, forms, analytics, A/B testing, website migration and setup, and an MCP server and other tools that let you and the AI agents you choose work on your website (the "Service"). Features vary by plan, as described on our pricing page. We may update the Service over time and will not materially reduce the core functionality of a paid plan during a paid billing period.

2. Accounts

You must provide accurate account information and keep it up to date. You are responsible for activity under your account and workspaces, for the people you invite, and for keeping sign-in credentials and access tokens secure. If you set up Sherpa for a client, you confirm that you are authorized to act for that client. Tell us promptly at hello@withsherpa.ai if you believe your account has been compromised.

3. Fees and billing

Paid plans are billed monthly in advance through our payment provider, unless a separate signed agreement says otherwise, and renew automatically until cancelled. You can cancel at any time; cancellation takes effect at the end of the current billing period. Except where required by law, fees are non-refundable. Fees exclude taxes, which you are responsible for. We will give you at least 30 days' notice before a price change takes effect for your subscription. If payment fails, we may suspend paid features after notice.

4. Your content and data

Ownership. You keep all rights to the content, code, data, and materials you or your users submit to or create with the Service, including your website code and content and the analytics collected on your websites ("Customer Data"). Sherpa keeps your website code in a private GitHub repository that Sherpa manages for you. You can invite your team to that repository from Sherpa and copy, change, or move the code at any time. You confirm that you have the rights to the content you give us, including any existing website you ask us to migrate.

License to operate the Service. You grant Sherpa a limited license to host, copy, process, transmit, and display Customer Data only as needed to provide, secure, support, and improve the Service, and as you direct.

Website visitors. When you use Sherpa on your websites, you control what visitor information is collected and why, and Sherpa processes that information on your behalf. You are responsible for providing any notices and obtaining any consents your visitors are owed under applicable law. On request, Sherpa will enter into its standard data processing addendum.

Privacy. Our Privacy Policy explains how we handle personal information.

5. Security and confidentiality

Sherpa maintains administrative, technical, and organizational safeguards designed to protect Customer Data against unauthorized access, use, alteration, and disclosure. These include encryption of data in transit and at rest, access to production systems limited to authorized personnel, logging and monitoring, and backups. More detail is available on our trust page, and service status is published at status.withsherpa.ai.

If we become aware of a security incident that results in unauthorized access to Customer Data, we will notify you without undue delay, provide information you reasonably need to respond, and take reasonable steps to contain and remediate it.

Each party will protect the other's non-public information that it receives in connection with the Service with at least reasonable care, use it only to perform under these Terms, and share it only with personnel and service providers who need it and are bound by confidentiality obligations. This does not apply to information that is public, already known to the recipient, independently developed, or lawfully received from someone else, or to disclosures required by law.

6. Acceptable use

You will not use the Service to:

• break the law or infringe anyone's rights;
• host or distribute malware, phishing, spam, or deceptive content;
• probe, scan, or attack the Service or other customers' websites, or bypass security or usage limits;
• collect visitor data without the notices and consents the law requires; or
• resell or provide the Service to third parties except as your plan allows.

We may remove content or suspend access that violates these Terms or threatens the security or integrity of the Service. When practical, we will notify you first and give you a chance to fix the problem.

7. AI features and third-party services

The Service includes features that use AI models, and you may connect your own AI agents. AI output can be inaccurate, so review changes before you publish them. You are responsible for the agents and third-party services you connect, such as GitHub, Google, or analytics providers, and your use of them is governed by their terms.

8. Term, termination, and data deletion

These Terms apply while you use the Service. You may stop using the Service and cancel at any time. We may terminate or suspend your account for material breach of these Terms that you do not cure within 15 days of notice, or immediately where required by law or to prevent harm to the Service or others.

Before your account closes, you can copy your website code from its repository and request an export of your other Customer Data. Sherpa deletes Customer Data from active systems on your written request, or otherwise in accordance with our data retention practices. Data may remain in backups for a limited period until it is overwritten.

9. Warranties and disclaimers

Sherpa will provide the Service in a professional manner consistent with these Terms. Except as stated in these Terms, the Service is provided "as is" and "as available," and Sherpa disclaims all other warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not guarantee that the Service will be uninterrupted or error-free.

10. Limitation of liability

To the extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, or data, even if advised of the possibility. Each party's total liability arising out of these Terms will not exceed the amounts you paid Sherpa in the 12 months before the event giving rise to the claim. These limits do not apply to your payment obligations or to a party's indemnification obligations.

11. Indemnification

You will defend and indemnify Sherpa against third-party claims arising from Customer Data or your use of the Service in violation of these Terms or the law. Sherpa will defend and indemnify you against third-party claims that the Service, as provided by Sherpa, infringes that party's intellectual property rights.

12. Changes to these Terms

We may update these Terms. We will post the updated version here and revise the effective date. For material changes, we will notify account administrators by email at least 30 days before they take effect. Continuing to use the Service after changes take effect means you accept them.

13. General

These Terms are governed by the laws of the State of California, excluding its conflict-of-law rules, and disputes will be resolved in the state or federal courts located in San Francisco, California. Neither party may assign these Terms without the other's consent, except in a merger, acquisition, or sale of substantially all of its assets. If any provision is unenforceable, the rest remain in effect. These Terms, together with any separate signed agreement, are the entire agreement about the Service.

14. Contact us

Questions about these Terms can be sent to:
Everest Labs, Inc.
369 Pine Street, Suite 208
San Francisco, CA 94104
Email: hello@withsherpa.ai