These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Ultimate Quantum LLC ("Company," "we," "us," or "our"), governing your access to and use of UltimateNexus.ai, including all related websites, APIs, applications, AI services, and any associated features or functionality (collectively, the "Service" or "Platform").
By accessing, registering for, or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any additional terms referenced herein. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.
If you do not agree to these Terms, you must not access or use the Service.
The Service is designed to assist with marketing operations through autonomous AI agents. However, we make no representations, warranties, or guarantees regarding: (a) the quality, accuracy, completeness, reliability, or suitability of any AI-generated content, recommendations, analyses, predictions, or decisions; (b) the performance, results, or effectiveness of any marketing campaigns, ad campaigns, content, or strategies created, managed, or optimized by the Service; (c) the achievement of any specific business outcomes, revenue targets, conversion rates, lead generation goals, or return on investment; (d) the continuous, uninterrupted, or error-free operation of the Service or any AI system; or (e) the accuracy of any competitive intelligence, market analysis, or predictive analytics.
The Service employs AI systems that make autonomous decisions regarding content creation, publishing, advertising, audience targeting, budget allocation, campaign optimization, and lead engagement. While the Service includes human oversight mechanisms and approval workflows for material decisions, you acknowledge that: (a) AI systems may make errors, produce inaccurate outputs, or take suboptimal actions; (b) AI-generated content may contain inaccuracies, biases, or unintended messaging; (c) AI decisions regarding ad spending, audience targeting, and campaign strategy may not produce desired results; and (d) AI systems may interact with your contacts, leads, and audiences in ways that do not precisely reflect your intentions. You are solely responsible for reviewing, approving, and monitoring AI-generated content and decisions, and for the consequences of content published or actions taken through the Service.
The Service utilizes third-party AI providers for content generation, analysis, and decision-making. These providers may change their models, capabilities, terms, pricing, or availability at any time without notice. We reserve the right to add, remove, or substitute AI providers at our sole discretion. Changes in third-party AI providers may result in changes to the quality, style, capabilities, or characteristics of AI-generated outputs.
To use the Service, you must: (a) be at least 18 years old; (b) provide accurate, current, and complete registration information; (c) maintain and promptly update your registration information; (d) maintain the security of your account credentials; and (e) accept responsibility for all activity under your account. You must notify us immediately of any unauthorized access to your account.
The Service is available through paid subscription plans as described on our pricing page. Subscription fees are billed in advance on a monthly or annual basis, depending on the plan selected. All fees are quoted in U.S. dollars unless otherwise specified.
Each subscription plan includes a monthly allocation of credits for AI operations. Credits are consumed by AI content generation, publishing operations, ad campaign management, mass campaign delivery, contact intelligence processing, voice interactions, and other AI-powered features. Usage beyond included credits is billed at our then-current published rates. Credit consumption rates may vary depending on the complexity of operations and the AI resources utilized. You may purchase additional credits ("top-offs") at any time. Unused credits do not roll over to subsequent billing periods unless otherwise specified in your subscription agreement.
You authorize us to charge your designated payment method for all applicable fees. If payment fails, we may suspend or terminate your access to the Service. All fees are non-refundable except as expressly set forth herein or as required by applicable law.
We reserve the right to modify our pricing, credit allocations, and usage rates at any time. For existing subscribers, price changes will take effect at the start of the next billing cycle following 30 days' notice. If you do not agree to a price change, you may cancel your subscription before the change takes effect.
All fees are exclusive of applicable taxes. You are responsible for all taxes, duties, and levies imposed by taxing authorities in connection with your use of the Service.
Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Service for your internal business marketing purposes.
You agree not to: (a) use the Service for any illegal, harmful, fraudulent, or deceptive purpose; (b) generate content that is defamatory, obscene, harassing, threatening, or that violates the rights of any third party; (c) use the Service to send unsolicited communications in violation of applicable anti-spam laws (CAN-SPAM, GDPR, CASL, or equivalent); (d) attempt to circumvent any usage limits, credit allocations, rate limits, or access controls; (e) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service; (f) resell, sublicense, or otherwise make the Service available to third parties without our written consent; (g) use the Service to develop a competing product or service; (h) use the Service to generate content that infringes on intellectual property rights of third parties; (i) upload viruses, malware, or other harmful code; (j) interfere with or disrupt the Service or its underlying infrastructure; or (k) use the Service in any manner that violates the terms of service of any third-party platform integrated with the Service.
You are responsible for ensuring that all content published and campaigns executed through the Service comply with the terms of service, advertising policies, and content guidelines of the third-party platforms to which content is published (including but not limited to Meta, Google, LinkedIn, TikTok, X, Pinterest, Snapchat, and all messaging platforms). We are not responsible for account suspensions, penalties, or other actions taken by third-party platforms in response to content or campaigns managed through the Service.
The Service, including its technology, software, algorithms, user interface, design, documentation, and all related intellectual property rights, is and remains the exclusive property of Ultimate Quantum LLC. These Terms do not grant you any ownership rights in the Service.
You retain ownership of content you create or upload to the Platform ("Your Content"). By uploading or creating content through the Service, you grant us a limited, non-exclusive license to use, process, store, and transmit Your Content solely for the purpose of providing and improving the Service.
Content generated by the AI systems of the Service based on your inputs and configurations ("AI-Generated Content") is provided to you for your use. However, you acknowledge that: (a) AI-Generated Content may not be unique and similar content may be generated for other users; (b) we make no representations regarding the intellectual property status of AI-Generated Content; (c) AI-Generated Content may inadvertently contain elements similar to existing copyrighted material; and (d) you are solely responsible for reviewing AI-Generated Content for potential intellectual property issues before use. We do not claim ownership of AI-Generated Content produced for you.
If you provide us with feedback, suggestions, or ideas regarding the Service, you grant us an unrestricted, irrevocable, perpetual, royalty-free license to use such feedback for any purpose without compensation or attribution to you.
Our collection, use, and sharing of your information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Service, you consent to the data practices described in the Privacy Policy.
You represent and warrant that you have obtained all necessary consents and authorizations to provide contact data, lead information, and audience data to the Service, and that your use of such data through the Service complies with all applicable privacy and data protection laws.
The Service integrates with third-party platforms and services. Your use of such integrations is subject to the terms of service and privacy policies of those third parties. We are not responsible for the availability, accuracy, security, or practices of any third-party service. Third-party services may change, limit, or discontinue functionality at any time, which may affect the Service's capabilities. We are not liable for any losses or damages arising from your reliance on or use of third-party services accessed through the Platform.
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:
YOU ACKNOWLEDGE THAT ARTIFICIAL INTELLIGENCE IS AN EXPERIMENTAL AND RAPIDLY EVOLVING TECHNOLOGY. AI SYSTEMS MAY PRODUCE UNEXPECTED, INACCURATE, BIASED, INAPPROPRIATE, OR HARMFUL OUTPUTS. AI CAPABILITIES MAY CHANGE, DEGRADE, OR BE DISCONTINUED WITHOUT NOTICE DUE TO CHANGES IN UNDERLYING MODELS, PROVIDERS, OR TECHNOLOGY. YOU USE AI-POWERED FEATURES OF THE SERVICE AT YOUR OWN RISK.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ULTIMATE QUANTUM LLC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY:
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.
IN NO EVENT SHALL OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICE EXCEED THE AMOUNTS PAID BY YOU TO US DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED U.S. DOLLARS ($100), WHICHEVER IS GREATER.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
You agree to indemnify, defend, and hold harmless Ultimate Quantum LLC, its affiliates, officers, directors, employees, agents, licensors, and service providers from and against any and all claims, demands, actions, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or relating to:
We reserve the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification, in which event you will cooperate with us in asserting any available defenses.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. You understand and accept that:
We strive to maintain the Service's availability but do not guarantee uninterrupted or error-free operation. The Service may be unavailable due to maintenance, updates, technical issues, third-party service outages, or circumstances beyond our control.
We reserve the right to modify, update, suspend, or discontinue any aspect of the Service at any time, with or without notice. We are not liable for any modification, suspension, or discontinuance of the Service or any feature thereof.
We may add, remove, or change the AI providers used by the Service at any time. Such changes may affect the quality, style, or characteristics of AI-generated outputs. We will endeavor to maintain or improve output quality but cannot guarantee consistency across provider changes.
You may cancel your subscription at any time through your account settings or by contacting us. Cancellation takes effect at the end of the current billing period. No refunds will be provided for partial billing periods.
We may suspend or terminate your access to the Service at any time, with or without cause, with or without notice. Grounds for termination include, but are not limited to: violation of these Terms, non-payment, fraudulent activity, abuse of the Service, or risk of harm to us, other users, or third parties.
Upon termination: (a) your right to use the Service immediately ceases; (b) we may delete your data after a reasonable data export period (not exceeding 30 days following termination); (c) any outstanding fees become immediately due and payable; and (d) provisions that by their nature should survive termination shall survive, including Sections 6, 9, 10, 11, 12, 15, 16, and 17.
You and Company agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service (including disputes regarding the scope or applicability of this arbitration provision) shall be resolved through binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules.
YOU AND COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate the claims of more than one person and may not preside over any form of class or representative proceeding.
The arbitration shall be conducted by a single arbitrator. The arbitration shall take place in the state of the Company's principal place of business or, at your election, via videoconference. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.
Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement of intellectual property rights.
These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. To the extent that litigation is permitted under these Terms, the exclusive jurisdiction and venue shall be the federal and state courts located in Delaware.
These Terms, together with the Privacy Policy and any additional terms referenced herein, constitute the entire agreement between you and Company regarding the Service and supersede all prior agreements and understandings.
If any provision of these Terms is found to be invalid or unenforceable, that provision shall be enforced to the maximum extent possible, and the remaining provisions shall remain in full force and effect.
Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.
You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.
We shall not be liable for any failure or delay in performing our obligations under these Terms due to causes beyond our reasonable control, including but not limited to: natural disasters, pandemics, acts of government, war, terrorism, labor disputes, internet or telecommunications failures, power outages, third-party service outages, or changes in law or regulation.
We may provide notices to you via email to the address associated with your account, through the Platform, or by posting on our website. You may provide notices to us at legal@ultimatenexus.ai.
These Terms do not create any third-party beneficiary rights in any person or entity.
You agree to comply with all applicable export and import laws and regulations. You may not use the Service in any country subject to comprehensive U.S. sanctions.
We may modify these Terms at any time. We will provide notice of material changes at least 30 days before they take effect, via email or through the Platform. Your continued use of the Service after the effective date of revised Terms constitutes your acceptance of the changes. If you do not agree to the revised Terms, you must stop using the Service and cancel your subscription.
For questions about these Terms, contact us at:
Ultimate Quantum LLC
Email: legal@ultimatenexus.ai