1. Agreement to Terms

These Terms of Service ("Terms", "Agreement") constitute a legally binding agreement between InstantXS Inc ("InstantXS Inc", "Company", "we", "our", or "us") and you ("User", "Client", "you" or "your"). This Agreement governs your use of the http://www.instant-xs.com website and all related services, including but not limited to AI consulting, chatbot development, social media integration, cloud migration, demand forecasting, and managed cloud services (collectively, "Website" or "Services").

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use our Services.

2. Eligibility and Account Registration

2.1 Age Requirements

You must be at least 13 years of age to use our Services. If you are under 18 years of age, you must have permission from a parent or legal guardian to use our Services. By using our Services, you represent and warrant that you meet these eligibility requirements.

2.2 Business Clients

If you are using our Services on behalf of a business, organization, or other entity, you represent and warrant that you have the authority to bind that entity to these Terms, and references to "you" in these Terms refer to that entity.

2.3 Account Creation

To access certain features of our Services, you may need to create an account or connect your social media accounts (Instagram Business Account, Facebook Page, WhatsApp Business). You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information to keep it accurate and complete
• Maintain the security and confidentiality of your account credentials
• Notify us immediately of any unauthorized access to or use of your account
• Accept responsibility for all activities that occur under your account

2.4 Account Suspension and Termination

We reserve the right to suspend or terminate your account and access to our Services at any time, with or without notice, for any reason, including but not limited to violations of these Terms, fraudulent activity, or actions that may harm our Services or other users.

3. Description of Services

InstantXS Inc provides a range of technology consulting and cloud-based services, including:

3.1 AI Consulting and Chatbot Development

• Custom AI-powered chatbot solutions using natural language processing
• Conversational AI systems for customer engagement and support
• AI model training, testing, and optimization
• Integration with leading AI platforms (OpenAI, Anthropic, etc.)
• Automated response generation and message processing

3.2 Social Media Integration Services

• Instagram Direct Message automation and integration using Instagram Graph API
• Facebook Messenger integration and chatbot deployment
• WhatsApp Business API integration
• Multi-platform messaging and webhook configuration
• Real-time message processing and response delivery
• Social media account connection and management

3.3 Cloud Services and Infrastructure

• AWS cloud migration and architecture design
• Managed cloud services and infrastructure optimization
• Serverless and containerized application development
• DevOps implementation and continuous delivery
• Microservices architecture consulting

3.4 Demand Forecasting and Machine Learning

• Sales and demand forecasting using machine learning
• Inventory optimization and predictive analytics
• Amazon SageMaker implementation and consulting
• Custom machine learning model development

3.5 Salesforce and Zuora Integration

• Custom Salesforce CRM development and consulting
• Zuora billing and subscription management integration
• SaaS platform customization and optimization

4. Acceptable Use Policy

4.1 Prohibited Activities

You agree NOT to use our Services to:

• Violate any local, state, national, or international laws or regulations
• Infringe upon or violate the intellectual property rights or other rights of third parties
• Send spam, unsolicited messages, or engage in bulk automated communications
• Harass, abuse, threaten, defame, or intimidate any person or entity
• Impersonate any person or entity, or falsely state or misrepresent your affiliation with any person or entity
• Distribute viruses, malware, or any other harmful or malicious code
• Interfere with, disrupt, or create an undue burden on our Services, servers, or networks
• Attempt to gain unauthorized access to our systems, accounts, or networks
• Use automated means (bots, scrapers, crawlers) to access our Services without our express written permission
• Collect, harvest, or store personal information about other users without their consent
• Use our Services for any illegal, fraudulent, or malicious purpose
• Reverse engineer, decompile, or attempt to extract source code from our Services
• Remove, alter, or obscure any copyright, trademark, or other proprietary notices

4.2 Social Media Platform Compliance

When using our social media integration services, you agree to comply with the terms of service, policies, and guidelines of all integrated platforms, including but not limited to:

• Meta Platforms Terms of Service (Instagram, Facebook, WhatsApp)
• Instagram API Terms and Community Guidelines
• Facebook Platform Policy and Messenger Platform Policy
• WhatsApp Business API Terms of Service

Violations of these third-party platform policies may result in immediate suspension or termination of your access to our Services.

4.3 Content Standards

Any content you transmit through our Services must:

• Be accurate and not misleading
• Not contain offensive, obscene, or inappropriate material
• Not promote violence, discrimination, or illegal activities
• Not violate the privacy or publicity rights of others
• Comply with all applicable advertising and marketing regulations

5. AI Services and Chatbot Usage

5.1 AI-Generated Content

Our Services utilize artificial intelligence and machine learning technologies to generate automated responses and process natural language. You acknowledge and agree that:

• AI-generated content may contain errors, inaccuracies, or inappropriate responses
• AI responses are generated based on training data and algorithms and may not always be accurate or appropriate
• You should verify important information independently before relying on AI-generated content
• We are not liable for any decisions made based on AI-generated responses
• AI models are continuously improved using anonymized conversation data

5.2 AI Processing and Data Usage

By using our AI chatbot services, you acknowledge and consent to the following:

• Your messages are sent to third-party AI providers (such as OpenAI, Anthropic) to generate responses
• We do NOT use your data to train our own AI models or algorithms
• Third-party AI providers have their own data policies that govern how they process data sent through their APIs
• We may use anonymized and aggregated usage data (not message content) for service analytics and improvement
• Message data is retained temporarily for service delivery as described in our Privacy Policy

You should review the data policies of the AI providers we use (OpenAI, Anthropic, etc.) to understand how they handle data processed through their APIs.

5.3 Message Processing and Storage

Messages sent through our chatbot services are:

• Processed in real-time through webhook integrations
• Stored temporarily for service delivery (up to 90 days)
• Encrypted in transit and at rest
• Accessible only to authorized personnel on a need-to-know basis
• Subject to the data retention policies outlined in our Privacy Policy

5.4 Service Limitations

You acknowledge that our AI services:

• Are not a substitute for professional advice (medical, legal, financial, etc.)
• Should not be used for critical decision-making without human oversight
• May experience temporary outages or performance issues
• Depend on third-party AI platforms which may change or become unavailable

6. Intellectual Property Rights

6.1 Our Intellectual Property

All content, features, functionality, software, code, algorithms, designs, graphics, logos, trademarks, and other materials available through our Services are owned by InstantXS Inc or our licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use our Services for their intended purposes. This license does not grant you any ownership rights or the right to:

• Copy, modify, or create derivative works based on our Services
• Distribute, sell, lease, or sublicense our Services
• Reverse engineer or attempt to extract source code
• Use our trademarks, logos, or branding without written permission

6.2 Your Content and Data

You retain ownership of any content, data, or information you submit through our Services ("Your Content"). However, by using our Services, you grant InstantXS Inc a worldwide, non-exclusive, royalty-free, transferable license to:

• Use, reproduce, process, and analyze Your Content to provide our Services (including sending to third-party AI providers for response generation)
• Store Your Content on our servers and backup systems
• Create anonymized and aggregated analytics data (not including message content) for service improvement

This license terminates when you delete Your Content or close your account, except for:

• Content that has been shared with others and they have not deleted
• Anonymized or aggregated data that cannot be attributed to you
• Content retained for legal, regulatory, or backup purposes as described in our Privacy Policy

6.3 Feedback and Suggestions

If you provide feedback, suggestions, or ideas about our Services, you grant us the right to use and incorporate such feedback without compensation or attribution.

7. Third-Party Services and Integrations

7.1 Third-Party Platforms

Our Services integrate with third-party platforms and services, including:

• Meta Platforms (Instagram, Facebook, WhatsApp)
• AI providers (OpenAI, Anthropic, etc.)
• Cloud infrastructure providers (Amazon Web Services)
• Workflow automation tools (N8N)
• Other third-party APIs and services

7.2 Third-Party Terms

Your use of these third-party services is subject to their respective terms of service, privacy policies, and usage guidelines. We are not responsible for the practices, availability, or content of these third-party services.

7.3 API and Integration Changes

Third-party platforms may change their APIs, policies, or availability at any time. We will make reasonable efforts to adapt our Services to such changes, but we are not liable for any disruptions, limitations, or loss of functionality resulting from third-party changes.

7.4 Data Sharing

When you use our Services with third-party integrations, you authorize us to share necessary data with those platforms according to our Privacy Policy and the requirements of the integration.

8. Payment Terms and Fees

8.1 Service Fees

Certain Services require payment of fees. All fees are:

• Stated in U.S. Dollars unless otherwise specified
• Exclusive of applicable taxes, which you are responsible for paying
• Non-refundable except as expressly stated in these Terms or required by law
• Subject to change with 30 days' notice (for subscription services)

8.2 Billing and Payment

For subscription-based services:

• You authorize us to charge your designated payment method on a recurring basis
• Billing occurs at the beginning of each billing cycle
• You must maintain valid payment information in your account
• Failed payments may result in service suspension or termination

8.3 Late Payments and Collection

Late or failed payments may result in:

• Immediate suspension of Services
• Interest charges on overdue amounts at the rate of 1.5% per month (or the maximum allowed by law)
• Collection fees and legal costs if we pursue collection
• Termination of your account

8.4 Refund Policy

Refunds are handled as follows:

• Setup and Onboarding Fees: Non-refundable once work has commenced
• Subscription Fees: Non-refundable except where required by law
• Custom Development: Refunds based on work completed, as specified in individual contracts
• Dissatisfaction: If you are dissatisfied with our Services, contact us within 14 days to discuss a resolution

8.5 Free Trials and Promotions

We may offer free trials or promotional pricing for certain Services. These offers:

• Are subject to specific terms communicated at the time of the offer
• May automatically convert to paid subscriptions unless canceled
• Are limited to one per customer unless otherwise stated
• May be modified or discontinued at any time

9. Service Availability and Modifications

9.1 Service Availability

We strive to maintain high availability of our Services but do not guarantee uninterrupted, error-free, or secure access. Our Services may be unavailable due to:

• Scheduled or emergency maintenance
• Third-party service outages or API limitations
• Technical difficulties, server issues, or network problems
• Force majeure events beyond our reasonable control

We will make reasonable efforts to provide advance notice of scheduled maintenance and to minimize service disruptions.

9.2 Service Modifications

We reserve the right to:

• Modify, suspend, or discontinue any part of our Services at any time
• Change features, functionality, or technical specifications
• Update or migrate to new technologies and platforms
• Impose usage limits or restrictions on certain features

Material changes that significantly reduce functionality will be communicated with reasonable advance notice where possible.

9.3 Updates and Upgrades

We may release updates, patches, or new versions of our Services. You agree to accept and install updates, which may occur automatically. Continued use of outdated versions may result in reduced functionality or security risks.

10. Data Backup and Loss

10.1 Your Responsibility

You are solely responsible for maintaining appropriate backups of Your Content and data. We are not responsible for any loss, corruption, or unauthorized access to Your Content.

10.2 Our Backup Practices

While we implement regular backup procedures for operational continuity, we make no guarantee that:

• Backups will be available when needed
• Backups are complete or current
• Data can be restored to a specific point in time
• Backups are immune to corruption or loss

On occasion, we may be able to restore some data from backups, but this is at our sole discretion with absolutely no obligation.

11. Links to Other Websites

Our Website and Services may contain links to third-party websites or services that are not owned or controlled by InstantXS Inc. We are not responsible for:

• The content, accuracy, or practices of third-party websites
• Privacy policies or terms of service of linked websites
• Any damages or losses resulting from your use of third-party websites

We do not endorse or assume any liability for any third-party sites, products, or services unless explicitly stated. You access third-party websites at your own risk.

12. Disclaimers and Limitations of Liability

12.1 No Warranties

OUR SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• Warranties of merchantability, fitness for a particular purpose, or non-infringement
• Warranties regarding accuracy, reliability, or availability of the Services
• Warranties that the Services will be uninterrupted, error-free, or secure
• Warranties regarding the quality, accuracy, or completeness of AI-generated content
• Warranties that defects will be corrected or that our servers are free of viruses or harmful components

No advice or information, whether oral or written, obtained by you from us or through the Services shall create any warranty not expressly made herein.

12.2 AI Service Disclaimers

SPECIFICALLY FOR AI-POWERED SERVICES, WE DISCLAIM ALL LIABILITY FOR:

• The accuracy, completeness, or appropriateness of AI-generated responses
• Decisions made based on AI-generated content
• Offensive, inappropriate, or harmful content generated by AI systems
• Errors, hallucinations, or inaccuracies in AI outputs
• Reliance on AI services for critical business or personal decisions

12.3 Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL INSTANTXS INC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE TO ANY PERSON FOR:

• (A) ANY indirect, incidental, special, punitive, cover, or consequential damages (including, without limitation, damages for lost profits, revenue, sales, goodwill, use of content, impact on business, business interruption, loss of anticipated savings, loss of business opportunity) however caused, under any theory of liability, including contract, tort, warranty, breach of statutory duty, negligence, or otherwise, even if we have been advised of the possibility of such damages or could have foreseen such damages.
• (B) Any damages, losses, or injuries resulting from: (i) your use or inability to use the Services; (ii) unauthorized access to your data or communications; (iii) statements or conduct of any third party on the Services; (iv) reliance on AI-generated content; (v) integration with third-party platforms; or (vi) any other matter relating to the Services.

12.4 Maximum Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF INSTANTXS INC AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, AND LICENSORS RELATING TO THE SERVICES WILL BE LIMITED TO THE GREATER OF:

• One hundred dollars ($100), OR
• The total amount actually paid by you in cash to InstantXS Inc for the Services during the twelve (12) months immediately preceding the event or occurrence giving rise to such liability

The limitations and exclusions in this section apply even if this remedy does not fully compensate you for any losses or fails of its essential purpose, and to the fullest extent permitted by law.

12.5 Jurisdictions That Do Not Allow Limitations

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages. In such jurisdictions, our liability will be limited to the maximum extent permitted by law.

13. Indemnification

You agree to indemnify, defend, and hold harmless InstantXS Inc, its affiliates, directors, officers, employees, agents, suppliers, and licensors from and against any and all liabilities, losses, damages, costs, and expenses (including reasonable attorneys' fees and legal costs) incurred in connection with or arising from:

• Your use or misuse of the Services
• Your violation of these Terms or any applicable laws or regulations
• Your violation of any rights of another person or entity, including intellectual property rights or privacy rights
• Your Content or any content you submit, post, or transmit through the Services
• Your conduct, actions, or omissions in connection with the Services
• Any third-party claims, actions, or disputes arising from your use of the Services
• Your violation of third-party platform terms (Instagram, Facebook, etc.)

We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate with our defense of such claims. You will not settle any claim that affects us without our prior written consent.

14. Privacy and Data Protection

Your use of our Services is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy carefully to understand how we collect, use, disclose, and protect your information.

By using our Services, you consent to the data practices described in our Privacy Policy, including:

• Collection of personal information and usage data
• Processing of messages through third-party AI systems for response generation
• Sharing data with third-party service providers
• Use of anonymized analytics data for service improvement (not message content)
• International data transfers

15. Termination

15.1 Termination by You

You may terminate your use of our Services at any time by:

• Discontinuing use of the Services
• Canceling your subscription (if applicable)
• Requesting account deletion by contacting us at support@instant-xs.com

Termination does not relieve you of any payment obligations for Services already provided or fees already incurred.

15.2 Termination by Us

We may suspend or terminate your access to the Services immediately, with or without prior notice, for any reason, including but not limited to:

• Violation of these Terms or any applicable laws
• Fraudulent, abusive, or illegal activity
• Non-payment of fees or charges
• Actions that harm or could harm our Services, reputation, or other users
• Violation of third-party platform terms (Instagram, Facebook, etc.)
• Extended periods of inactivity
• Our decision to discontinue providing Services (with reasonable notice)

15.3 Effect of Termination

Upon termination of your account or access to the Services:

• Your right to access and use the Services ceases immediately
• We may delete your account and Your Content, subject to our data retention policies and legal obligations
• Sections of these Terms that by their nature should survive termination will remain in effect (including intellectual property provisions, disclaimers, limitations of liability, indemnification, and dispute resolution)
• You remain liable for all fees, charges, and obligations incurred prior to termination
• We are not liable for any damages or losses resulting from termination

15.4 Data Retrieval After Termination

If you wish to retrieve Your Content after termination, you must request it within 30 days. After this period, we may permanently delete all data associated with your account. Data retrieval may be subject to reasonable fees.

16. Severability

All rights and restrictions contained in this Agreement may be exercised and shall be applicable and binding only to the extent that they do not violate any applicable laws and are intended to be limited to the extent necessary so that they will not render this Agreement illegal, invalid, or unenforceable.

If any provision or portion of any provision of this Agreement shall be held to be illegal, invalid, or unenforceable by a court of competent jurisdiction, it is the intention of the parties that the remaining provisions or portions thereof shall constitute their agreement with respect to the subject matter hereof, and all such remaining provisions or portions thereof shall remain in full force and effect.

17. Dispute Resolution

17.1 Informal Resolution

Before filing a formal claim, you agree to contact us at support@instant-xs.com and attempt to resolve the dispute informally for at least thirty (30) days. Include a description of the dispute, your contact information, and your desired resolution.

17.2 Governing Law

The formation, interpretation, and performance of this Agreement and any disputes arising out of it shall be governed by the substantive and procedural laws of the State of Maryland, United States, without regard to its rules on conflicts or choice of law and, to the extent applicable, the laws of the United States.

17.3 Jurisdiction and Venue

The exclusive jurisdiction and venue for any legal actions related to the subject matter hereof shall be the state and federal courts located in Maryland, United States, and you hereby submit to the personal jurisdiction of such courts. You hereby waive any right to a jury trial in any proceeding arising out of or related to this Agreement.

17.4 International Law

The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

17.5 Class Action Waiver

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. You waive your right to participate in a class action lawsuit or class-wide arbitration.

18. Assignment

18.1 Assignment by You

You may not assign, resell, sub-license, or otherwise transfer or delegate any of your rights or obligations hereunder, in whole or in part, without our prior written consent, which consent shall be at our own sole discretion and without obligation. Any attempted assignment or transfer in violation of this section shall be null and void.

18.2 Assignment by Us

We are free to assign any of our rights or obligations hereunder, in whole or in part, to any third party as part of:

• The sale of all or substantially all of our assets or stock
• A merger, acquisition, or corporate reorganization
• Any other business transaction or restructuring

19. Force Majeure

We shall not be liable for any failure or delay in performance of our obligations under these Terms to the extent such failure or delay is caused by circumstances beyond our reasonable control, including but not limited to:

• Acts of God, natural disasters, pandemics, or epidemics
• War, terrorism, civil unrest, or government action
• Internet or telecommunications failures not caused by us
• Third-party service outages or API unavailability
• Labor disputes, strikes, or lockouts
• Fire, flood, earthquake, or other catastrophic events

20. Entire Agreement

These Terms, together with our Privacy Policy and any other policies or agreements referenced herein, constitute the entire agreement between you and InstantXS Inc regarding the use of our Services and supersede all prior or contemporaneous understandings, agreements, representations, and warranties, both written and oral.

21. Waiver and Amendment

21.1 Waiver

Our failure to enforce any right or provision of these Terms does not constitute a waiver of such right or provision. No waiver by us of any breach or default hereunder shall be deemed a waiver of any subsequent breach or default.

21.2 Changes and Amendments

We reserve the right to modify this Agreement or its policies relating to the Website or Services at any time, effective upon posting of an updated version of this Agreement on the Website.

When we make material changes, we will:

• Update the "Last Updated" date at the top of these Terms
• Post a notification on the main page of our Website
• Send email notification to registered users (for material changes)

Continued use of the Website or Services after any such changes shall constitute your consent to such changes. If you do not agree to the modified Terms, you must stop using our Services.

22. Electronic Communications

By using our Services, you consent to receive electronic communications from us, including emails, notices posted on our Website, and messages sent through our Services. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

23. Notices

All notices to InstantXS Inc under these Terms should be sent to:

• Support Team: support@instant-xs.com
• General Support: support@instant-xs.com

We may provide notices to you via email to the address associated with your account or by posting on our Website. Notices sent by email are deemed received 24 hours after sending, unless we receive notice of delivery failure.

24. Acceptance of These Terms

You acknowledge that you have read this Agreement and agree to all its terms and conditions. By accessing, using, or registering for the Website or Services, you agree to be bound by this Agreement.

If you do not agree to abide by the terms of this Agreement, you are not authorized to access or use the Website, Services, or any associated features or functionality.

25. Contacting Us

If you have any questions, concerns, or comments about these Terms of Service, please contact us:

• Company Name: InstantXS Inc
• Email: support@instant-xs.com
• Website: www.instant-xs.com

This document was last updated on November 3, 2024