Terms and Conditions

1. Definitions and Interpretation

1.1 Definitions

In these Terms and Conditions, unless the context otherwise requires:

• "Agreement" means these Terms and Conditions, together with the Privacy Policy and any other documents expressly incorporated by reference.
• "Company", "We", "Us", "Our" refers to Search Intelligence Ltd (Company No. 09361526), a private limited company registered in England and Wales, with its registered office at Witney Business And Innovation Centre, Windrush Park Road, Brighthampton, Witney, Oxfordshire, England, OX29 7DX.
• "Software Owner" refers to AI Search Labs Ltd (Company No. 16719803), a private limited company registered in England and Wales, with its registered office at Windrush House, Windrush Park Road, Witney, England, OX29 7DX, the owner of the intellectual property rights in the Platform software. AI Search Labs Ltd does not operate the Platform and does not access, process, or store any User personal data.
• "Platform" means the Search Intelligence AI software-as-a-service platform, including all associated websites, applications, APIs, and services.
• "Service(s)" means any and all services provided through the Platform, including but not limited to AI visibility tracking, SEO ranking tracking, content brief generation, AI content writing, link building insights, content recommendations, visibility reports, and any other features or functionalities.
• "User", "You", "Your" refers to any individual or entity that accesses or uses the Platform.
• "Subscription" means the paid subscription plan selected by the User, whether monthly or annual.
• "Subscription Fee" means the fees payable by the User for their selected Subscription plan.
• "User Content" means any data, information, text, or materials uploaded, submitted, or created by the User through the Platform.
• "Third-Party Services" means external services, APIs, or platforms integrated with or accessed through the Platform, including but not limited to OpenAI (ChatGPT), Anthropic (Claude), Google (Gemini), Perplexity AI, and search engine APIs.

1.2 Interpretation

In this Agreement: (a) headings are for convenience only and shall not affect interpretation; (b) words in the singular include the plural and vice versa; (c) references to statutes include all amendments and successor legislation; (d) "including" means "including without limitation".

2. Acceptance of Terms

2.1 Binding Agreement

By creating an account, accessing, or using the Platform in any manner, You acknowledge that You have read, understood, and agree to be bound by this Agreement. This Agreement is effective as of the date You first access or use the Platform ("Effective Date").

2.2 Authority to Bind

If You are using the Platform on behalf of an organisation, You represent and warrant that You have the authority to bind that organisation to this Agreement. In such cases, "You" and "Your" shall refer to that organisation.

2.3 Eligibility

You must be at least 18 years of age and have the legal capacity to enter into binding contracts to use the Platform. By using the Platform, You represent and warrant that You meet these eligibility requirements.

2.4 Modifications to Terms

We reserve the right to modify, amend, or update this Agreement at any time in Our sole discretion. We will notify Users of material changes by posting the updated Terms on the Platform and/or by email. Your continued use of the Platform after such modifications constitutes Your acceptance of the revised Terms. It is Your responsibility to review the Terms periodically.

3. Description of Services

3.1 Platform Features

The Platform provides various software-as-a-service features which may include, but are not limited to:

• AI Visibility Tracking: Monitoring brand mentions and citations across AI platforms including ChatGPT, Claude, Gemini, and Perplexity.
• SEO Rankings Tracking: Monitoring organic keyword rankings on search engines including Google and Bing.
• Content Brief Generation: Automated generation of content briefs based on SERP analysis and competitor research.
• AI Content Writer: AI-powered content generation from content briefs.
• Link Building Insights: Identification of potential link building opportunities based on AI citation analysis.
• Content Recommendations: AI-driven suggestions for content opportunities.
• Visibility Reports: Analytics and reporting on brand visibility across platforms.
• Competitor Intelligence: Analysis of competitor mentions and citations.
• Multi-Location Support: Tracking across different geographic regions.
• Team Collaboration: Multi-user access and collaboration features.

3.2 No Guarantee of Features

THE COMPANY MAKES NO GUARANTEE REGARDING THE CONTINUOUS AVAILABILITY, FUNCTIONALITY, ACCURACY, OR PERFORMANCE OF ANY FEATURE OR SERVICE. Features may be added, modified, suspended, or discontinued at any time without prior notice. The Company shall have no liability whatsoever for any modification, suspension, or discontinuation of any feature.

3.3 Third-Party Dependencies

The Platform relies on Third-Party Services to function. You acknowledge and agree that: (a) the availability and accuracy of data from Third-Party Services is beyond Our control; (b) changes to Third-Party Services' APIs, terms of service, or availability may affect Platform functionality; (c) We are not responsible for any failures, errors, or data discrepancies arising from Third-Party Services.

3.4 Beta Features and Experimental Functionality

The Platform may include beta features or experimental functionality. Such features are provided "AS IS" and "AS AVAILABLE" without any warranties whatsoever. We may discontinue beta features at any time without notice or compensation.

4. Subscription Plans and Fees

4.1 Subscription Plans

The Platform offers the following subscription tiers (subject to change):

• Starter Plan: £99 per month (monthly billing) or £79 per month (annual billing, paid annually at £948).
• Growth Plan: £250 per month (monthly billing) or £199 per month (annual billing, paid annually at £2,388).
• Enterprise Plan: £1,200 per month (monthly billing) or £999 per month (annual billing, paid annually at £11,988).

All prices are exclusive of VAT and other applicable taxes, which will be added where required by law.

4.2 Billing and Payment

By subscribing to the Platform, You authorise Us to charge Your designated payment method for the applicable Subscription Fees. For monthly subscriptions, charges occur on a recurring monthly basis. For annual subscriptions, the full annual fee is charged upfront at the time of subscription and upon each annual renewal.

4.3 Automatic Renewal

ALL SUBSCRIPTIONS AUTOMATICALLY RENEW at the end of each billing period (monthly or annually) unless cancelled prior to the renewal date. You are responsible for cancelling Your subscription before the renewal date to avoid being charged for the next billing period.

4.4 Price Changes

We reserve the right to modify Subscription Fees at any time. Price changes will take effect at the start of Your next billing period following notice of the change. Your continued use of the Platform after a price change constitutes acceptance of the new pricing.

5. Refund Policy

5.1 No Refunds - General Policy

ALL FEES PAID ARE FINAL AND NON-REFUNDABLE. This includes, without limitation:

• Monthly subscription fees, regardless of usage or non-usage of the Platform;
• Annual subscription fees, whether paid in full or in instalments;
• Fees for any billing period during which You choose not to use the Platform;
• Fees for any period during which features are modified, suspended, or discontinued;
• Fees for any period during which the Platform experiences downtime, bugs, errors, or technical issues;
• Fees for any remaining period after account termination, whether initiated by You or by Us;
• Promotional or discounted subscription fees.

5.2 No Refunds for Annual Subscriptions

If You purchase an annual subscription and subsequently wish to cancel or downgrade, You will NOT receive any refund, credit, or pro-rata reimbursement for the unused portion of Your subscription term. The full annual fee is earned upon payment and is non-refundable under any circumstances.

5.3 No Refunds for Service Issues

You acknowledge and agree that You shall NOT be entitled to any refund, credit, or compensation in the event of:

• Platform downtime, whether scheduled or unscheduled;
• Bugs, errors, glitches, or technical malfunctions;
• Changes to or discontinuation of features;
• Inaccurate, incomplete, or delayed data from Third-Party Services;
• Your inability to use the Platform for any reason;
• Changes to Third-Party Services that affect Platform functionality;
• Any other service disruption or degradation.

5.4 Waiver of Chargeback Rights

By subscribing to the Platform, You agree not to dispute or initiate chargebacks for any Subscription Fees. You acknowledge that initiating a chargeback in violation of this policy constitutes a material breach of this Agreement and may result in immediate account termination, collection actions, and legal proceedings to recover all fees owed plus associated costs.

5.5 Consumer Rights Notice (UK)

Under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, consumers ordinarily have a 14-day cancellation period. However, by using the Platform, You expressly acknowledge that the supply of digital content begins immediately upon subscription and You thereby waive Your right to cancel and receive a refund once the digital content supply has commenced. Your statutory rights as a consumer are not affected where they cannot be excluded by law.

6. Account Responsibilities

6.1 Account Security

You are solely responsible for maintaining the confidentiality of Your account credentials and for all activities that occur under Your account. You agree to immediately notify Us of any unauthorised use of Your account or any other breach of security.

6.2 Accurate Information

You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete.

6.3 Prohibited Uses

You agree not to:

• Use the Platform for any unlawful purpose or in violation of any applicable laws;
• Attempt to gain unauthorised access to any part of the Platform or its systems;
• Interfere with or disrupt the Platform or servers;
• Reverse engineer, decompile, or disassemble any part of the Platform;
• Use automated systems or software to extract data from the Platform (scraping);
• Resell, sublicense, or redistribute the Platform or its outputs without authorisation;
• Use the Platform to infringe upon intellectual property rights of others;
• Upload malicious code, viruses, or harmful content;
• Impersonate any person or entity;
• Use the Platform in any manner that could damage, disable, or impair the Platform.

7. Intellectual Property

7.1 Platform Ownership

The Platform, including all software, algorithms, code, designs, graphics, logos, trademarks, and other intellectual property, is owned by AI Search Labs Ltd and is licensed to Search Intelligence Ltd for operation. AI Search Labs Ltd owns the software IP but does not operate the Platform or process any User personal data. All rights not expressly granted in this Agreement are reserved.

7.2 Limited Licence

Subject to Your compliance with this Agreement, We grant You a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform solely for Your internal business purposes during Your active subscription period.

7.3 User Content

You retain ownership of User Content You submit to the Platform. By submitting User Content, You grant Us a worldwide, royalty-free, non-exclusive licence to use, process, store, and display such content as necessary to provide the Services.

7.4 Generated Content

Content generated by the Platform's AI features (including content briefs and articles) is provided for Your use; however, such content may not be unique and similar content may be generated for other users. We make no representations regarding the originality, accuracy, or suitability of AI-generated content.

8. Disclaimers and Warranties

8.1 "As Is" and "As Available"

THE PLATFORM AND ALL SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. We expressly disclaim all warranties, including but not limited to:

• Implied warranties of merchantability, fitness for a particular purpose, and non-infringement;
• Warranties that the Platform will be uninterrupted, error-free, secure, or virus-free;
• Warranties regarding the accuracy, reliability, or completeness of any data or information;
• Warranties that defects will be corrected or that the Platform will meet Your requirements;
• Warranties regarding the results obtained from use of the Platform.

8.2 No Guarantee of Results

We make no guarantees regarding any particular results from using the Platform. Visibility scores, rankings data, content recommendations, and other outputs are provided for informational purposes only and should not be relied upon as the sole basis for business decisions. Results may vary and are not guaranteed.

8.3 Bugs and Errors

YOU EXPRESSLY ACKNOWLEDGE THAT BUGS, ERRORS, GLITCHES, AND TECHNICAL ISSUES ARE AN INHERENT PART OF SOFTWARE AND MAY OCCUR AT ANY TIME. The Company does not warrant that the Platform will be free from bugs, errors, or defects. Your use of the Platform is at Your own risk.

8.4 Third-Party Data Disclaimer

Data provided through the Platform, including AI visibility tracking data, SEO rankings, and other metrics, is sourced from Third-Party Services and may be incomplete, inaccurate, or delayed. We do not verify the accuracy of Third-Party data and disclaim all liability for errors or omissions in such data.

8.5 AI-Generated Content Disclaimer

AI-generated content (including content briefs and articles) is produced by artificial intelligence systems and may contain errors, inaccuracies, biased content, or inappropriate material. You are solely responsible for reviewing, editing, and fact-checking all AI-generated content before use. The Company accepts no liability for AI-generated content.

9. Limitation of Liability

9.1 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, AI SEARCH LABS LTD, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, OR LICENSORS BE LIABLE FOR ANY:

• Indirect, incidental, special, consequential, punitive, or exemplary damages;
• Loss of profits, revenue, business, goodwill, or anticipated savings;
• Loss of data or data corruption;
• Loss of use or interruption of business;
• Cost of procurement of substitute goods or services;
• Any damages arising from reliance on Platform outputs or recommendations;

WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.2 Maximum Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE USE OF THE PLATFORM SHALL NOT EXCEED THE TOTAL AMOUNT OF SUBSCRIPTION FEES PAID BY YOU IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM.

9.3 Essential Basis of Agreement

You acknowledge that the limitations of liability in this Section reflect a fair allocation of risk between You and the Company and are an essential basis of the bargain between the parties. The Platform would not be provided without these limitations.

9.4 Applicability

The limitations and exclusions in this Section shall apply even if any remedy fails of its essential purpose. Some jurisdictions do not allow the exclusion of certain warranties or limitations of liability, so some of the above limitations may not apply to You. In such cases, Our liability will be limited to the maximum extent permitted by law.

10. Indemnification

10.1 Your Indemnification Obligations

You agree to indemnify, defend, and hold harmless the Company, AI Search Labs Ltd, and their respective directors, officers, employees, agents, affiliates, successors, and assigns from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to:

• Your use of the Platform;
• Your User Content;
• Your violation of this Agreement;
• Your violation of any applicable law or regulation;
• Your violation of any third-party rights;
• Any use of AI-generated content;
• Any claims made by Your end users or customers.

11. Data Protection and Security

11.1 Data Processing

We process personal data in accordance with Our Privacy Policy and applicable data protection laws, including the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.

11.2 Security Measures

We implement reasonable technical and organisational measures designed to protect the security of data processed through the Platform. However, no method of electronic transmission or storage is 100% secure.

11.3 Data Breach Disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY SHALL NOT BE LIABLE FOR ANY UNAUTHORISED ACCESS TO, DISCLOSURE OF, OR LOSS OF YOUR DATA OR USER CONTENT RESULTING FROM:

• Cyberattacks, hacking, or unauthorised intrusions;
• Security vulnerabilities in third-party software or services;
• Actions or omissions of third parties;
• Your failure to maintain adequate security of Your account credentials;
• Circumstances beyond Our reasonable control.

This disclaimer does not affect any mandatory obligations under applicable data protection laws that cannot be excluded or limited.

11.4 Data Backup

While We maintain backups of Platform data, We do not guarantee the availability or integrity of backups. You are responsible for maintaining Your own backups of User Content.

11.5 Sole Data Controller

Search Intelligence Ltd is the sole Data Controller for all personal data processed through the Platform. AI Search Labs Ltd does not act as a Data Controller or Data Processor and does not access, store, or process User personal data. All data protection obligations under applicable law are the responsibility of Search Intelligence Ltd.

12. Service Availability and Modifications

12.1 No Uptime Guarantee

We do not guarantee any specific level of Platform availability or uptime. The Platform may be unavailable from time to time due to maintenance, updates, or circumstances beyond Our control.

12.2 Right to Modify

We reserve the right to modify, suspend, or discontinue any aspect of the Platform, including features, functionality, or content, at any time without prior notice and without liability. We may also impose limits on certain features or restrict access to parts or all of the Platform.

12.3 Third-Party Service Changes

Changes to Third-Party Services (including API changes, rate limits, or discontinuation) may affect Platform functionality. We shall have no liability for any impact on the Platform resulting from changes to Third-Party Services.

13. Termination

13.1 Termination by You

You may cancel Your subscription at any time through Your account settings. Cancellation will take effect at the end of Your current billing period. No refunds will be provided for any unused portion of Your subscription.

13.2 Termination by Us

We may suspend or terminate Your account immediately, without prior notice or liability, for any reason, including without limitation if You breach this Agreement. Upon termination, Your right to use the Platform will immediately cease.

13.3 Effect of Termination

Upon termination: (a) all licences granted to You will terminate; (b) You must cease all use of the Platform; (c) We may delete Your account and User Content; (d) any outstanding fees remain due and payable; (e) provisions that by their nature should survive termination shall survive.

13.4 No Refund Upon Termination

Regardless of the reason for termination (whether initiated by You or by Us), no refunds will be provided for any pre-paid subscription fees. This applies even if termination results from Our breach of this Agreement.

14. Governing Law and Dispute Resolution

14.1 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of England and Wales, without regard to its conflict of law principles.

14.2 Jurisdiction

You agree to submit to the exclusive jurisdiction of the courts of England and Wales for the resolution of any disputes arising out of or relating to this Agreement or Your use of the Platform.

14.3 Informal Resolution

Before initiating any legal proceedings, You agree to first attempt to resolve any dispute informally by contacting Us. We will attempt to resolve the dispute through good-faith negotiations for a period of at least thirty (30) days.

14.4 US Users

If You are located in the United States, this Agreement shall still be governed by the laws of England and Wales, and You agree to submit to the jurisdiction of the English courts. You waive any objection to venue in such courts.

15. General Provisions

15.1 Entire Agreement

This Agreement, together with the Privacy Policy and any other documents expressly incorporated by reference, constitutes the entire agreement between You and the Company regarding the Platform and supersedes all prior agreements and understandings.

15.2 Severability

If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

15.3 Waiver

No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term. Our failure to enforce any right or provision shall not constitute a waiver of such right or provision.

15.4 Assignment

You may not assign or transfer this Agreement or any rights hereunder without Our prior written consent. We may assign this Agreement without restriction.

15.5 Force Majeure

We shall not be liable for any failure or delay in performance resulting from circumstances beyond Our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labour, or materials.

15.6 Notices

We may provide notices to You via email to the address associated with Your account or by posting on the Platform. You may provide notices to Us at: [email protected].

15.7 No Third-Party Beneficiaries

This Agreement does not create any third-party beneficiary rights, except that AI Search Labs Ltd is an intended third-party beneficiary of the intellectual property provisions only. AI Search Labs Ltd has no involvement in Platform operations, service delivery, or the processing of User personal data.

15.8 Relationship of Parties

Nothing in this Agreement shall be construed to create a partnership, joint venture, employment, or agency relationship between You and the Company.

15.9 Platform Operation

The Platform is operated exclusively by Search Intelligence Ltd under licence from AI Search Labs Ltd. AI Search Labs Ltd has no operational involvement in the delivery of the Services and does not process User data.

16. Company Information