1. DEFINITIONS
- “Customer Data” means all data, text, prompts, images, brand assets, or other materials submitted, stored, or processed by Customer through the Service (“Input”), and the resulting content generated by the Service for Customer (“Output”).
- “Intellectual Property Rights” means all patent rights, copyright rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, trade secrets, and other intellectual property rights.
- “Subscription Term” means the period of time for which Customer has subscribed to the Service.
- “Third-Party Services” means any platform not provided by Company that the Service interacts with, including but not limited to LinkedIn, X (Twitter), Meta (Facebook/Instagram), and AI model providers.
2. THE SERVICE
2.1 Access and Use. Subject to Customer’s compliance with these Terms, Company grants Customer a non-exclusive, non-transferable, non-sublicensable right to access and use the Service during the Subscription Term.
2.2 Usage Limits. Use of the Service may be subject to usage limits (e.g., number of agents, posts per month, or API calls). If Customer exceeds these limits, Company may charge additional fees or restrict access until compliance is restored.
2.3 Modifications. Company is constantly innovating. We reserve the right to modify the Service or add/remove features at any time. We will provide notice of material changes that significantly decrease the functionality of the Service.
3. CUSTOMER RESPONSIBILITIES
3.1 Account Security. Customer is responsible for maintaining the confidentiality of its login credentials and for all activities that occur under its account.
3.2 Content Review. Customer acknowledges that the Service utilizes artificial intelligence to generate Output. Output may be inaccurate, offensive, or otherwise inappropriate. Customer is solely responsible for reviewing, vetting, and approving all Output before publication to any Third-Party Service.
3.3 Compliance. Customer shall use the Service in compliance with all applicable laws and the terms of any Third-Party Services. Customer represents that it has all necessary rights to the Input provided to the Service.
4. INTELLECTUAL PROPERTY
4.1 Company Property. Company retains all right, title, and interest in and to the Service, including all software, source code, algorithms, user interfaces, and "look and feel." No license is granted to Customer except as expressly set forth herein.
4.2 Customer Data. As between Company and Customer, Customer owns all Customer Data (Input and Output).
4.3 Assignment of Output. Subject to Customer’s payment of all applicable fees, Company hereby assigns to Customer all its right, title, and interest in and to the Output. Customer acknowledges that due to the nature of machine learning, Output may not be unique across users and the Service may generate the same or similar content for other parties.
4.4 Feedback. If Customer provides suggestions or feedback, Company may use such feedback without restriction or obligation to Customer.
5. AI AND DATA USAGE
5.1 Data Improvement. Company may use anonymized, de-identified, and aggregated Customer Data to improve the Service and its underlying machine learning models. Customer may opt-out of this usage in the account settings.
5.2 AI Disclaimers. Customer understands that the Service uses experimental technology. Company does not guarantee the accuracy of Output and shall not be liable for any "hallucinations" or factual errors produced by the AI.
6. FEES AND PAYMENT
6.1 Subscription Fees. Customer shall pay all fees specified in the selected Subscription Plan. Except as otherwise provided herein, all payment obligations are non-cancelable and fees paid are non-refundable.
6.2 Taxes. Fees are exclusive of all taxes, levies, or duties. Customer is responsible for all such taxes, excluding taxes based solely on Company’s income.
6.3 Suspension. If any amount is overdue, Company may, without limiting its other rights and remedies, suspend Customer’s access to the Service until such amounts are paid in full.
7. LIMITATION OF LIABILITY
7.1 Exclusion of Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, OR PROFITS) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS.
7.2 Liability Cap. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF COMPANY ARISING OUT OF OR RELATED TO THESE TERMS EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER HEREUNDER IN THE TWELVE (12) MONTHS PRECEDING THE FIRST INCIDENT GIVING RISE TO THE CLAIM.
8. INDEMNIFICATION
8.1 By Customer. Customer shall defend, indemnify, and hold harmless Company and its officers, directors, and employees from and against any third-party claims, actions, or demands arising out of (a) Customer Data; (b) Customer’s breach of Section 3 (Responsibilities); or (c) Customer’s violation of Third-Party Service terms.
9. TERM AND TERMINATION
9.1 Termination for Convenience. Customer may cancel its subscription at any time via the Service dashboard. Termination will take effect at the end of the current billing cycle.
9.2 Termination for Cause. Either party may terminate these Terms for material breach upon 30 days' written notice if the breach remains uncured.
9.3 Effect of Termination. Upon termination, Customer’s right to use the Service immediately ceases. Sections 4, 7, 8, and 10 shall survive termination.
10. GENERAL PROVISIONS
10.1 Governing Law. These Terms shall be governed by the laws of the State of Delaware, without regard to conflict of laws principles.
10.2 Dispute Resolution. Any dispute arising out of these Terms shall be settled by binding arbitration in Wilmington, Delaware, in accordance with the rules of the American Arbitration Association.
10.3 Entire Agreement. These Terms constitute the entire agreement between the parties regarding the Service and supersede all prior agreements.
10.4 Assignment. Neither party may assign these Terms without the other party's prior written consent, except that Company may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets.