Social Intents Terms of Service

1. Acceptance of Terms

These Terms of Service (“Terms”) govern your use of the live chat, AI chatbot, and related software-as-a-service offerings (collectively, the “Services”) provided by Social Intents, LLC (“Social Intents,” “we,” “us,” or “our”). By accessing or using our Services, you (the “Customer”) agree to be bound by these Terms. If you do not agree, you must discontinue your use of the Services immediately. These Terms are legally binding, and your continued use signifies acceptance.

2. Description of Services

Social Intents provides a suite of live chat and AI chatbot tools that enable businesses and other organizations to communicate with their end users and customers in real time across various channels (including, but not limited to, websites, messaging apps, and integrated third-party platforms). The Services may include:

• Customizable chat widgets for embedding on websites and applications.
• Integration with external messaging services such as Microsoft Teams, Slack, Google Chat, and others.
• AI chatbot functionality for automated responses, knowledge base retrieval, and user support.
• Dashboards and analytics to monitor chat interactions, usage metrics, and team performance.
• Options to store and retrieve chat transcripts, user data, and other relevant information.

The specific features and functionality available to you depend on your selected subscription plan or any custom agreement you have with us.

3. Eligibility & Account Registration

• You must be at least 18 years old (or the age of majority in your jurisdiction) to use our Services.
• You agree to provide accurate, complete, and up-to-date information when creating an account, including your legal name, valid email address, and any other information requested during the sign-up process.
• You are responsible for all activities that occur under your account and for maintaining the confidentiality of your login credentials. If you suspect unauthorized use of your account, you must notify us immediately.
• We reserve the right to refuse registration or cancel accounts at our discretion, with or without prior notice.

4. License & Use Restrictions

Subject to these Terms and the payment of any applicable fees, Social Intents grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes. You may not:

• Copy, modify, or create derivative works of the Services, except as explicitly authorized by us.
• Reverse engineer, decompile, or disassemble any aspect of the Services, or attempt to derive the source code of any software provided as part of the Services.
• Use the Services in violation of any applicable law, regulation, or third-party right (including intellectual property and privacy rights).
• Rent, lease, sublicense, or otherwise transfer rights to the Services to any third party without our prior written consent.
• Engage in any activity that could interfere with, disrupt, or negatively affect the functioning of the Services or other users’ access to the Services.
• Introduce viruses, malware, or other harmful code that may damage or compromise the security or functionality of the Services.

5. Subscriptions, Fees & Billing

• Subscription Plans: We offer various subscription plans (monthly, annual, or multi-year). The features, pricing, and payment schedule for each plan are outlined on our website or in a custom Order Form.
• Payment Method: You must provide a valid payment method (e.g., credit card) and ensure that it has sufficient funds or credit to cover the fees. By providing such payment information, you authorize us to charge the applicable subscription fees to your payment method.
• Automatic Renewal: Unless stated otherwise, subscription plans automatically renew at the end of each billing cycle. You may turn off auto-renewal in your account settings before the renewal date to avoid being billed for the next term.
• Late Payments: If payment is not received on time, we reserve the right to suspend or terminate your access to the Services. You may also be responsible for reasonable costs (including attorneys’ fees) incurred by us in the collection of overdue amounts.
• Refunds: Social Intents does not offer refunds for any subscription fees, whether for monthly or annual plans. If you cancel your subscription before the end of your billing cycle (including a yearly term), you will not receive any refund or credit for unused time unless required by law or explicitly stated in a separate written agreement.
• Fee Changes: We may change the fees for our Services. Any fee changes will take effect at the start of your next billing cycle after we provide reasonable notice.

6. Service Level Agreement & Availability

We strive to maintain high availability and performance of our Services, but we do not guarantee uninterrupted or error-free operation. We offer an official Service Level Agreement (“SLA”), documented separately, outlining specific uptime commitments and remedies.

Maintenance & Updates: We may perform scheduled or emergency maintenance, upgrades, or repairs, which may temporarily degrade the quality of the Services or result in a partial or complete outage. We will make reasonable efforts to notify you in advance of scheduled downtime.

7. Beta Features

From time to time, we may offer or invite you to try Beta Features or early access programs for new products or functionalities. These Beta Features are provided on an “as is” basis and may be discontinued or modified at any time without notice.

AI Chatbot / Early Release Tools: Some advanced chatbot functionalities may be classified as Beta Features, where reliability, availability, or performance are not guaranteed. Your use of Beta Features is at your own risk.

8. Third-Party Integrations

Our Services may support integrations with third-party platforms such as Microsoft Teams, Slack, Google Chat, and others. We do not control or endorse these third-party platforms or their content. Your use of third-party services is subject to their respective terms and conditions, and we are not responsible for any data collected, used, or shared by such third parties.

9. User Content & Responsibilities

You are solely responsible for all content (“User Content”) transmitted through the Services, including messages, chat logs, files, or other data you or your end users submit. You represent and warrant that you have all necessary rights to share such content.

• Prohibited Content: You must not submit any content that is unlawful, harmful, threatening, defamatory, obscene, harassing, or otherwise objectionable. This includes any content that infringes on intellectual property rights or violates privacy laws.
• Compliance with Laws: You are responsible for ensuring that your use of the Services, including the collection and handling of personal data, complies with all applicable laws and regulations (e.g., GDPR, CCPA).
• Data Storage: We may store certain data (like chat transcripts) on your behalf. We do not guarantee indefinite retention unless explicitly stated. Please review our data retention policies and back up critical data.

10. Data Protection & Privacy

We process personal data in accordance with our Privacy Policy. By using the Services, you agree to our collection, use, and disclosure of data as described therein.

Subprocessors & International Transfers: We may engage third-party subprocessors and transfer your data across international borders. Where required by law, we will implement appropriate safeguards to protect personal data.

11. Confidential Information

Each party may have access to information that is confidential and proprietary (“Confidential Information”). Confidential Information includes, but is not limited to, trade secrets, technology, and information pertaining to business operations. Each party agrees:

• To protect the other party’s Confidential Information with the same degree of care it uses to protect its own confidential information, but in no event less than a reasonable degree of care.
• Not to disclose or use the other party’s Confidential Information for any purpose except to fulfill obligations under these Terms.
• These obligations will survive termination of these Terms for a period of at least two (2) years.

12. Indemnification

You agree to defend, indemnify, and hold harmless Social Intents, its affiliates, officers, directors, employees, and agents from any and all claims, damages, liabilities, and expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your violation of these Terms or any applicable law.
• Your use or misuse of the Services, including any unauthorized activity by your employees, contractors, or agents.
• Allegations that User Content infringes or misappropriates the rights of a third party.

13. Disclaimer of Warranties

EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, SOCIAL INTENTS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SOCIAL INTENTS OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR USE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT WILL OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES EXCEED THE AMOUNTS PAID BY YOU FOR THE SERVICES IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

15. Modifications to the Terms

We reserve the right to update or modify these Terms at any time by posting a revised version on our website. Your continued use of the Services after the revised Terms become effective constitutes your acceptance of the updated Terms. If you do not agree to the changes, you must stop using the Services.

16. Term & Termination

These Terms commence when you first accept them and continue until terminated. Either party may terminate these Terms or your subscription:

• By providing written notice before the end of the current billing cycle.
• Immediately, if the other party materially breaches any provision of these Terms and fails to cure the breach within thirty (30) days of receiving written notice.

Upon termination, you must cease all use of the Services, and all accrued rights to payment and sections of these Terms that by their nature should survive will remain in effect.

17. Governing Law & Dispute Resolution

These Terms and any disputes arising hereunder will be governed by and construed in accordance with the laws of the State of Georgia, without regard to conflict of laws principles.

Forum Selection: The courts located in Atlanta, Georgia have exclusive jurisdiction over any claims arising out of or relating to these Terms or the Services. You hereby consent to the personal jurisdiction of such courts.

18. Force Majeure

Neither party will be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including acts of God, natural disasters, wars, riots, strikes, or governmental actions. The affected party will promptly notify the other party of such an event and make reasonable efforts to resume performance as soon as possible.

19. Miscellaneous

• Entire Agreement: These Terms, along with any Order Form, SLA, Privacy Policy, and other referenced documents, constitute the entire agreement between you and Social Intents, superseding all prior agreements or understandings.
• Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
• No Waiver: Failure by either party to enforce any right under these Terms does not constitute a waiver of future enforcement of that right.
• Assignment: You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign or transfer our rights and obligations under these Terms at any time without restriction.
• Independent Contractors: Nothing in these Terms creates a partnership, joint venture, or agency relationship between you and Social Intents.
• Export Compliance: You agree to comply with all applicable export control laws. You warrant that you are not located in or a resident of any embargoed or sanctioned country.