Terms of Service

1. Agreement to terms

These Terms of Service (“Terms”) govern access to and use of SetterAI and related websites, applications, and services (collectively, the “Service”) provided by Instantxs Inc. (“Instantxs,” “we,” “us,” or “our”), a company registered in the United States.

By creating an account, clicking “accept,” or using the Service, you agree to these Terms on behalf of yourself and, if applicable, the organization you represent. If you do not agree, do not use the Service.

2. Eligibility

You must be at least eighteen (18) years old (or the minimum age of legal capacity in your jurisdiction — for example, 20 in Thailand under the PDPA for data consent purposes) and capable of forming a binding contract. If you use the Service on behalf of an entity, you represent that you have authority to bind that entity.

3. Description of the Service

SetterAI is an AI-powered business platform that may include, depending on your subscription: CRM and contact management; multi-channel messaging (e.g., WhatsApp, Instagram, Telegram, email); AI assistants and automated replies; AI voice calls and human calling integrations; LinkedIn posting and related tools; SEO tools (audits, content, analytics integrations); campaigns and automations; an autonomous agent (“UpClaw” or similar branding); integrations with third-party platforms; and related analytics and billing features.

The Service is provided in multiple interface languages (including English, French, Spanish, German, and Portuguese). Translations are for convenience; if there is a conflict with the English Terms, the English version controls unless local mandatory law requires otherwise.

We may modify, suspend, or discontinue features with reasonable notice where practicable.

4. Account registration and security

You must provide accurate registration information and keep it current. You are responsible for safeguarding credentials and for all activity under your account. Notify us promptly at [email protected] of any unauthorized use.

We may suspend or terminate accounts that violate these Terms or pose security or legal risk.

5. Subscriptions, fees, and billing

Paid modules (e.g., chatbot, CRM, AI calls, LinkedIn, SEO) and optional add-ons are billed as described at signup, checkout, or your order summary. Fees are charged via our payment processor (e.g., Stripe) in the currency and intervals shown in the product. Taxes may apply.

Usage and overages: Certain features include included usage (messages, minutes, posts, sites, etc.); additional use may incur metered charges as disclosed in-product.

Renewals and cancellation: Subscriptions automatically renew at the then-current rate unless cancelled before the renewal date using the cancellation flow in your account settings. Upon cancellation, you retain access through the end of the paid period unless stated otherwise.

Currency: Fees are quoted in the currency shown at checkout. Currency conversion rates are determined by your payment provider and may fluctuate.

Lifetime or promotional offers: If offered, additional terms may apply and will be presented at purchase.

Refunds: Unless required by law or expressly stated at purchase, fees are non-refundable. EU/EEA consumers may have a 14-day withdrawal right for digital content under the Consumer Rights Directive, subject to applicable exceptions.

6. Your responsibilities and compliance

You are solely responsible for: (a) your use of the Service and all content you upload, configure, or generate; (b) compliance with applicable laws and regulations in every jurisdiction where you operate, including but not limited to: telemarketing and direct marketing laws (CAN-SPAM Act, TCPA in the U.S.; ePrivacy Directive / national implementations in the EU; Marco Civil da Internet and LGPD in Brazil; PDPA and Electronic Transactions Act in Thailand), consent requirements, data protection, employment, and industry-specific rules; (c) obtaining all necessary consents, authorizations, and rights to message, call, record, enrich, and otherwise process personal data about your contacts; (d) complying with third-party platform terms (Meta, LinkedIn, WhatsApp, Telegram, Twilio, Google, Microsoft, Shopify, etc.); (e) any disclosures to end users regarding AI, recording, or automation; and (f) secure storage of API keys and integration secrets you provide (including BYOK).

You represent that you will not use the Service in violation of anti-spam laws (e.g., CAN-SPAM, EU ePrivacy), telephone consumer protection laws (e.g., TCPA, national Do-Not-Call registries), or platform policies.

7. AI features — disclaimers

AI features (including chatbots, voice agents, content generation, SEO suggestions, LinkedIn automation assistance, enrichment inference, and autonomous agent actions) produce probabilistic outputs. They may be wrong, outdated, biased, or inappropriate.

No professional advice: Output is not legal, medical, financial, tax, or other professional advice.

Voice and messaging: AI may place or answer calls or send messages on your behalf when you configure the Service to do so. You assume all risk and liability for such actions. Where you enable call recording or transcription, you are solely responsible for complying with all applicable consent and notice laws, including but not limited to two-party/all-party consent statutes.

LinkedIn and social platforms: Automation may be restricted or prohibited by platform rules. We are not responsible for account restrictions, suspensions, or penalties imposed by third parties.

SEO: We do not guarantee rankings, traffic, or business results.

Enrichment: Data from enrichment providers may be inaccurate or stale.

Agent autonomy: Tools labeled autonomous or semi-autonomous may take actions without manual steps. You must configure permissions carefully and monitor outcomes.

8. Acceptable use

You may not: use the Service for unlawful, harmful, fraudulent, or deceptive activity; harass, threaten, or discriminate; send spam or unsolicited bulk communications without proper consent; infringe intellectual property or privacy rights; attempt to bypass security or access others’ data; scrape or overload the Service except via documented APIs; upload malware; use the Service to train competing models without our written consent; or use the Service in any way that violates third-party terms.

We may investigate violations and cooperate with law enforcement.

9. Third-party services

The Service integrates with third-party products. Your use of those products is governed by their terms and privacy policies. We do not control and are not responsible for third-party availability, performance, pricing changes, or conduct. Third-party AI or telecom outages may affect the Service.

10. Intellectual property

We and our licensors own the Service, software, branding, and documentation. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable right to access and use the Service during your subscription.

You retain rights to content you submit. You grant us a license to host, process, transmit, and display your content as needed to provide the Service and as described in our Privacy Policy.

AI-generated output may not be unique or protectable; you receive a non-exclusive right to use output as permitted by law and these Terms, understanding that similar output may be produced for others.

11. Data processing

Our Privacy Policy explains how we handle personal data. Where GDPR (or similar law) requires a data processing agreement for the personal data you instruct us to process about your contacts, you may request our standard DPA at [email protected].

12. Disclaimer of warranties

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, INSTANTXS DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR THAT AI OUTPUT WILL BE ACCURATE OR RELIABLE.

13. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INSTANTXS AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY.

OUR TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THE SERVICE OR TERMS SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO INSTANTXS FOR THE SERVICE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (US$100) IF YOU HAVE NOT HAD PAYMENT OBLIGATIONS.

THE LIMITATIONS IN THIS SECTION DO NOT APPLY WHERE PROHIBITED BY LAW (FOR EXAMPLE, LIABILITY FOR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, OR STATUTORY RIGHTS THAT CANNOT BE WAIVED).

14. Indemnification

You will defend, indemnify, and hold harmless Instantxs and its affiliates, officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: your content; your use of AI, messaging, voice, LinkedIn, or SEO features; your violation of these Terms or law; your violation of third-party rights or platform policies; or personal data you process about third parties through the Service.

15. Termination

You may stop using the Service at any time. We may suspend or terminate access for breach, risk, non-payment, or legal reasons. Provisions that by their nature should survive (including intellectual property, disclaimers, limitations of liability, indemnity, governing law) will survive termination.

Data handling after termination is described in our Privacy Policy and in-product deletion tools.

16. Governing law and disputes

These Terms are governed by the laws of the State of Delaware, USA, excluding conflict-of-law rules, except where mandatory local consumer protection laws of your country of residence require otherwise.

Arbitration (U.S. users where permitted): Except for small claims court or injunctive relief for intellectual property, any dispute arising out of these Terms or the Service shall be resolved by binding arbitration administered under the rules of a recognized arbitration provider, on an individual basis. YOU AND INSTANTXS WAIVE ANY RIGHT TO A JURY TRIAL OR TO PARTICIPATE IN A CLASS ACTION, TO THE EXTENT PERMISSIBLE BY LAW.

EU/UK/EEA consumers: You may benefit from mandatory protections and venue rules in your country of residence. Nothing in this Section limits non-waivable rights. You may also use the European Commission's Online Dispute Resolution platform at https://ec.europa.eu/consumers/odr.

Brazil: If you are a consumer in Brazil, disputes may be resolved in the courts of your domicile in accordance with the Brazilian Consumer Defense Code (CDC).

Thailand: Thai consumers may have non-waivable rights under the Consumer Protection Act and PDPA; nothing in these Terms limits those rights.

17. General

These Terms constitute the entire agreement regarding the Service and supersede prior understandings. If any provision is unenforceable, the remainder remains in effect. Failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign in connection with a merger or sale.

Export: You comply with export and sanctions laws.

Force majeure: We are not liable for delays or failures due to events beyond our reasonable control, including third-party API or AI provider outages.

18. Changes to Terms

We may update these Terms. We will post the new Terms and update the “Last updated” date. For material changes, we will provide reasonable advance notice (e.g., email or in-app). Continued use after the effective date constitutes acceptance unless applicable law requires express consent.

19. Contact

Instantxs Inc. — [email protected] · [email protected]