01Parties & acceptance
These Terms of Service ("Terms") form a contract between the person or entity accepting them ("Customer", "you") and Innovanet Software Ltd, of [registered address — to be confirmed] (trading as "Ascent", "we", "us"). By creating an account, clicking acceptance, ordering a plan or using the Service, you agree to these Terms. If you act for an organisation, you represent that you can bind it.
02Service & beta status
The "Service" is the hosted Ascent autonomous search-optimisation platform, including audits, recommendations, generated content, publishing actions, monitoring and related interfaces. Features labelled beta, preview, experimental or free may change, be suspended or contain errors, and are provided without service-level commitments unless an Order states otherwise.
03Accounts, authority & site ownership
- Provide accurate account information and protect credentials and API keys.
- Use write, publishing or analytics connections only for properties you own or are authorised to administer.
- You are responsible for users, roles, connected systems and actions taken through your account.
- Notify us promptly of suspected compromise or unauthorised publishing.
04Plans, fees & renewal
Plans, sites, seats, operations, provider costs and limits are described at checkout or in an Order. Unless stated otherwise, paid plans renew automatically for the same billing period until cancelled. Before charging, we clearly disclose price, billing frequency, trial conversion, taxes, material limits and cancellation terms and obtain your express consent. Cancellation is available through a simple online mechanism. Fees already accrued are non-refundable except where an Order or applicable law requires otherwise.
05Customer content & instructions
"Customer Content" includes sites, prompts, brand materials, credentials, analytics data, approvals and content you supply or connect. You retain your rights. You grant us a worldwide, non-exclusive licence during the term to host, copy, transform and process Customer Content only to provide, secure, support and improve the Service as described in the Privacy Policy and any Data Processing Addendum.
06Generated output & publishing
To the extent permitted by law, you may use output generated specifically for you after paying applicable fees. Output may not be unique and may contain errors — you are responsible for factual, legal, regulatory, brand, IP and editorial review. Autonomy settings are your instructions: enabling automatic mode authorises us to perform the configured actions within the selected limits. No ranking, traffic, citation or revenue outcome is guaranteed.
07Acceptable use
- No unlawful, deceptive, infringing, defamatory, malicious or discriminatory use.
- No unauthorised access, credential testing, harmful code, denial of service or circumvention of limits.
- No use against sites without authority where the action goes beyond public analysis.
- No resale, sublicensing, scraping, reverse engineering or competitive model training except under a developer licence or mandatory law.
- No automated generation or publishing of regulated advice, impersonation, fake reviews, spam or search-engine policy violations.
08Third-party services
Search engines, AI providers, CMSs, analytics services, marketplaces and hosting providers are third parties; their terms and availability apply. We are not responsible for their changes, rankings, enforcement decisions or outages, but will use commercially reasonable care in integrations.
09Security & data protection
Each party maintains reasonable safeguards appropriate to its role. You must configure least privilege and promptly revoke unused credentials. Personal data is handled under the Privacy Policy and, where applicable, a Data Processing Addendum.
10Intellectual property & feedback
We and our licensors retain the Service, software, models, documentation, interfaces and aggregate know-how. You receive only the limited right to access the Service during the term. Feedback may be used without restriction or payment, provided it does not identify you or disclose your Confidential Information.
11Suspension & termination
We may suspend access proportionately for security risk, unlawful use, non-payment or material breach, with notice where practicable. Either party may terminate for uncured material breach after 30 days’ notice, or immediately where cure is impossible. You may cancel renewal online. After termination, write access stops; export and deletion periods are stated in the Privacy Policy or your Order.
12Warranties & disclaimers
We warrant that paid services will materially conform to published documentation; the remedy is correction, re-performance or termination with a pro-rata refund for the affected prepaid period. Except as stated and to the maximum extent allowed by law, the Service and output are provided "as is" and implied warranties are disclaimed. Nothing excludes non-excludable consumer rights.
13Liability
Neither party is liable for indirect, special, incidental, exemplary or consequential loss, lost profits or lost data, except where exclusion is prohibited. Each party’s aggregate liability arising from the Service will not exceed fees paid or payable for the affected Service in the 12 months before the event. The cap does not apply to fraud, wilful misconduct, death/personal injury from negligence, confidentiality breach, infringement indemnity, payment obligations, or liability that law cannot limit.
14Indemnities
You will defend us against third-party claims arising from your Customer Content, unauthorised sites, unlawful instructions or breach of acceptable use. We will defend a claim that the unmodified paid Service infringes a third party’s IP right, subject to control of defence, prompt notice and standard exclusions; remedies may include modification, replacement, licence procurement or termination with a pro-rata refund.
15General
These Terms, Orders, the Privacy Policy and incorporated addenda are the agreement. Assignment, notices, force majeure, waiver, severability and independent-contractor clauses apply. Governing law and forum: [governing law & courts — to be confirmed]. Consumer users retain mandatory protections. Contact hello@ascent.dev.