Terms of Service

1. Definitions

• "Customer Data" means all information, data, content, and materials that you or your users submit, collect, or process via the Subscription Service.

• "Subscription Service" means all of our web-based applications, tools, and platforms that you have subscribed to, including CRM, website building, marketing automation, and communication tools.

• "Third-Party Products" means non-embedded products and professional services that are provided by third parties which interoperate with or are used in connection with the Subscription Service (e.g., Stripe, Twilio, Mailgun, Meta).

2. Use of Services

2.1 Access and Security: During your subscription term, we will provide you access to the Subscription Service. You are responsible for all activities that occur under your account. You will notify us promptly of any unauthorized use of your users' identifications and passwords.

2.2 Acceptable Use and Prohibited Acts: You will not use the Subscription Service in any way that violates applicable local, state, federal, or foreign laws or regulations. You will not directly or indirectly reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or underlying structure of the Subscription Service.

2.3 Communications Compliance: AutoClients.io provides tools for Email, SMS, and WhatsApp marketing. You are solely responsible for ensuring that your use of these tools complies with all applicable telemarketing and anti-spam laws (e.g., TCPA, CAN-SPAM, GDPR). You must include required "opt-out" mechanisms in commercial emails. Use of the email send service that results in excessive bounces, SPAM complaints, or requests for removal may result in immediate suspension.

3. Customer Data and Privacy

• Data Ownership: You retain all rights and ownership to the data, contacts, and content you upload or create within AutoClients.io ("Customer Data").

• Our Processing Role: We process your Customer Data solely to provide the Services to you, acting as a Data Processor. Our use of your data is strictly governed by our Privacy Policy and any applicable Data Processing Agreement (DPA).

• Compliance: You are solely responsible for ensuring that your collection and use of Customer Data (including sending emails, SMS, or WhatsApp messages) complies with all applicable local and international data privacy and communication laws.

3. Fees, Billing, and Payments

3.1 Payment Authorization: By registering for a free trial or entering your payment information into the AutoClients.io system, you authorize us and our third-party payment processors to charge your Authorized Payment Method for all fees payable during the Subscription Term. This includes your core subscription fees as well as any usage-based charges (e.g., telephony, email, SMS, or AI feature consumption) incurred based on your actual usage of the platform.

3.2 Free Trials and Auto-Conversion: If you register for a free trial of the Subscription Service, we will make the service available to you free of charge until the expiration of the trial period. Unless you explicitly cancel your subscription through your account settings prior to the end of the free trial period, your account will automatically convert to a paid subscription. Upon conversion, you authorize us to automatically charge your Authorized Payment Method for the applicable Subscription Fees based on the plan selected at the time of trial registration. It is your sole responsibility to monitor the duration of your free trial and to cancel the service if you do not wish to be charged. We are not obligated to notify you prior to the expiration of your free trial or the subsequent processing of your initial payment.

3.3 Final Payments and Refunds: All payment obligations are non-cancelable and all amounts paid are non-refundable. We do not provide refunds or credits for partial months of service, downgrades, or unused time. However, Mooofit Limited reserves the right, at its sole and absolute discretion, to issue a refund or credit in exceptional circumstances based on the customer's circumstances. Granting a refund in one instance does not establish a precedent or entitle you to future refunds.

3.4 Failed Payments and Auto-Retry: In the event of a failed attempt to charge your Authorized Payment Method (for example, if your payment method has expired or is no longer valid), we reserve the right, and you authorize us, to retry billing your Authorized Payment Method. The system will automatically retry billing your payment method for any owed or scheduled amounts unless you explicitly cancel your subscription or the specific service yourself within the AutoClients.io system.

3.5 Suspension for Non-Payment: If we remain unable to successfully charge a valid Authorized Payment Method, we may suspend your access to any or all of the Subscription Services.

4. Customer Data and Intellectual Property

4.1 Customer Ownership: You own and retain all rights to your Customer Data. You grant us and our licensors permission to use the Customer Data as necessary to provide the Subscription Service to you.

4.2 AutoClients.io Ownership: We retain all intellectual property rights to the Subscription Service, the underlying software, and any related materials. You agree not to copy, rent, lease, sell, distribute, or create derivative works based on the Subscription Service.

5. Third-Party Products and Integrations

AutoClients.io integrates with various Third-Party Products (such as payment gateways, email/SMS routing APIs, and social media platforms). We and our affiliates disclaim all liability with respect to Third-Party Products that you use. You are solely responsible for maintaining accounts in good standing with these third parties and adhering to their respective terms of service.

6. Suspension and Termination

6.1 Cancellation: You may choose to cancel your subscription at the end of your current term by navigating to the billing section of your AutoClients.io account and explicitly canceling the service.

6.2 Suspension for Present Harm: We may, with electronic or telephonic notice to you, suspend all or any access to the Subscription Service if your use:

• (i) is being subjected to denial of service attacks or other disruptive activity,

• (ii) is being used to engage in denial of service attacks,

• (iii) is creating a security vulnerability for the Subscription Service,

• (iv) is exhibiting anomalous usage patterns, consuming excessive bandwidth or storage, or shows other signs of potentially fraudulent or compromised access, or

• (v) is causing harm to us or others.

6.3 Termination for Cause: We may terminate this Agreement for cause if we determine that you are acting, or have acted, in a way that has or may negatively reflect on or affect us, our prospects, or our customers.

7. Indemnification

You will indemnify, defend and hold us and our Affiliates harmless, at your expense, against any third-party claim, suit, action, or proceeding brought against us by a third party not affiliated with us to the extent that such action is based upon or arises out of:

• (i) unauthorized or illegal use of the Subscription Service by you,

• (ii) your noncompliance with or breach of this Agreement,

• (iii) your use of Third-Party Products, or

• (iv) the unauthorized use of the Subscription Service by any other person using your User information.

8. Disclaimer of Warranties

To the maximum extent permitted by law, the subscription service is provided "as is" without warranty or condition of any kind. We disclaim all warranties and conditions, whether express, implied or statutory, including all implied warranties or conditions of merchantability, fitness for a particular purpose, title and non-infringement.

9. Limitation of Liability

9.1 No Indirect Damages: To the maximum extent permitted by law, in no evnet will either party or its affiliates be liable for any indirect, incidental, punitive, or consequentail damages, or loss of profits, revenue, data or business opportunities arising out of or related to this agreement.

9.2 Liability Cap: If either party or its affiliates is determined to have any liability to the other party, the parties agree that the aggregate liability of a party and its affiliates will be limited to a sum equal to the amounts paid or payable for the subscription service in the twelve month period preceding the event giving rise to a claim.

10. Governing Law and Jurisdiction

This Agreement is governed by the laws of the Hong Kong Special Administrative Region, without reference to conflicts of law principles. Both parties consent to the exclusive jurisdiction and venue of the courts of Hong Kong for all disputes arising out of or relating to this Agreement.

11. Miscallaneous

11.1 Force Majeure: Neither party will be responsible for failure or delay of performance if caused by an act of war, hostility, or sabotage; act of God; electrical, internet, or telecommunication outage that is not caused by the obligated party; government restrictions; pandemic; or other event outside the reasonable control of the obligated party.

11.2 Entire Agreement: This Agreement, along with our Privacy Policy, is the entire agreement between us for the Subscription Service and supersedes all other proposals and agreements, whether oral or written. We may modify any part of the Agreement by posting a revised version on our website.