Terms of Service

1. Introduction and Acceptance

These Terms of Service ("Terms") govern your access to and use of the Neural Partners LLC ("Neural Partners," "we," "us," or "our") website at www.neuralpartners.ai (the "Website"), the Neural Partners Digital Experience platform for website hosting and ecommerce (the "Digital Experience Platform"), the Neural Core self-service management portal ("Neural Core"), professional services provided through Neural Labs ("Neural Labs"), and any related services, features, tools, APIs, or content we provide (collectively, the "Services").

By accessing or using any of our Services, you agree to be bound by these Terms. If you do not agree to these Terms, do not use our Services.

If you are using the Services on behalf of a business or organization, you represent and warrant that you have the authority to bind that entity to these Terms, and "you" refers to both you individually and that entity.

2. Definitions

In addition to terms defined elsewhere in these Terms, the following definitions apply:

• "Account" means any account you create to access the Services.
• "Client Data" means any data, content, or information you upload, submit, or transmit through the Services.
• "Digital Experience Platform" means our website hosting, content management, and ecommerce platform services.
• "Neural Core" means our self-service administrative portal at core.neuralpartners.ai.
• "Neural Labs" means our professional services division providing custom development, consulting, and managed services.
• "Product Data" means product catalog information, pricing, inventory, and related ecommerce data.
• "Third-Party Providers" means external service providers whose services are integrated with or accessed through our Services.
• "Transaction Fees" means fees charged on transactions processed through the Services, including payment processing fees.

3. Scope of These Terms

These Terms apply to:

• Visitors browsing our Website
• Individuals who contact us through forms or our chat assistant
• Newsletter subscribers
• Prospective clients evaluating our services
• Subscribers to the Digital Experience Platform
• Users of Neural Core
• Clients receiving Neural Labs professional services

Separate Agreements:

• Custom Services: If you engage Neural Partners for custom marketing, technology, or consulting services through Neural Labs, those services may be governed by a separate Master Services Agreement (MSA), Statement of Work (SOW), or other written agreement, which takes precedence over these Terms in the event of a conflict.
• End Consumer Terms: Consumer use of websites and ecommerce experiences powered by Neural Partners technology is governed by terms provided by the respective retailer or merchant, not these Terms.

4. Services Description

4.1 Overview

Neural Partners provides AI-powered marketing, technology, and platform services. Service descriptions on our Website are for informational purposes. Actual deliverables, timelines, features, and pricing are defined in your subscription plan, applicable order form, or separate written agreement.

4.2 Digital Experience Platform

The Digital Experience Platform provides:

• Website hosting, design, and content management
• Ecommerce functionality including product catalog management and order processing
• AI-powered content generation and optimization (where included in your plan)
• Integration with third-party services for payments, shipping, and analytics

4.3 Neural Core

Neural Core is our self-service administrative portal that allows authorized users to:

• Edit and manage website content
• View and modify product data and catalog information
• Access data feeds, analytics, and performance reporting
• Manage advertising campaigns and review performance data
• Interact with AI features (where included in your plan)
• Add, remove, and manage users within your organization's account

Access to Neural Core features depends on your subscription plan and user role permissions.

4.4 Neural Labs Professional Services

Neural Labs provides custom professional services including:

• Custom website design and development
• Marketing strategy and campaign management
• Data integration and migration services
• Custom AI/ML solution development
• Ongoing managed services and support

Neural Labs engagements are typically governed by a separate SOW or MSA that specifies scope, deliverables, timeline, and fees. Where no separate agreement exists, these Terms apply.

4.5 Service Modifications

We reserve the right to modify, suspend, or discontinue any part of the Services at any time. We will use reasonable efforts to provide advance notice of material changes that negatively affect your use of the Services, except where immediate changes are required for security, legal compliance, or to prevent harm. Your continued use of the Services after changes become effective constitutes acceptance of those changes.

5. User Responsibilities

When using our Services, you agree to:

• Provide accurate and complete information when requested
• Maintain the security of your account credentials and notify us immediately of any unauthorized access
• Use the Services only for lawful purposes and in compliance with all applicable laws and regulations
• Not attempt to gain unauthorized access to any part of the Services or related systems
• Not interfere with or disrupt the integrity, security, or performance of the Services
• Not use automated systems (bots, scrapers, crawlers) to access the Services without our written permission
• Not reverse engineer, decompile, disassemble, or attempt to derive the source code of any part of the Services
• Not resell, sublicense, or provide access to the Services to third parties without authorization
• Respect the intellectual property rights of Neural Partners and third parties
• Comply with any acceptable use policies we publish

6. Account Terms

6.1 Account Registration

To access certain Services, you must create an account and provide accurate, complete registration information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

6.2 User Limits and Permissions

Accounts are subject to the user limits and permission levels specified in your subscription plan. Current limits are available on your account dashboard and the pricing page at www.neuralpartners.ai/pricing. You may not share login credentials or exceed your plan's user limits. You are responsible for managing user access within your organization and for the actions of all users on your account.

6.3 Account Security

You must notify us immediately at team@neuralpartners.ai if you believe your account has been compromised. We are not liable for any loss or damage arising from unauthorized use of your account where you have failed to maintain adequate security of your credentials.

7. Subscription and Billing Terms

7.1 Subscription Plans

The Services are offered through various subscription plans as described on our pricing page at www.neuralpartners.ai/pricing. Subscription features, limitations, and pricing are subject to change; current plan details are always available on the pricing page. By subscribing, you agree to the plan terms in effect at the time of your subscription or renewal.

7.2 Billing and Payment

Subscriptions are billed on a monthly or annual basis, as selected at checkout. Payment is due at the beginning of each billing cycle. Certain plans may require a one-time setup fee. By subscribing, you authorize Neural Partners (or our payment processor) to charge your payment method for recurring subscription fees until you cancel.

7.3 Non-Refundable Fees

All subscription fees, setup fees, and other charges are non-refundable except as expressly stated in these Terms or required by applicable law. If payment fails, we may suspend or terminate your access to the Services.

7.4 Usage Limits and AI Credits

Certain subscription plans include usage allowances such as AI tokens, API calls, storage limits, or bandwidth allocations as specified on the pricing page and your account dashboard. When you exhaust your allocated credits or allowances, affected features may be unavailable until the next billing cycle unless you purchase additional capacity. Unused credits or allowances do not roll over to subsequent billing periods unless otherwise specified.

7.5 Price Changes

We reserve the right to modify pricing at any time. For existing subscribers, price changes will take effect at the start of your next billing cycle following notice. If you do not agree to a price change, you may cancel your subscription before the new pricing takes effect.

8. Payment Processing and Transaction Fees

8.1 Payment Processing Services

Payment processing services for the Digital Experience Platform are provided by Stripe, Inc. ("Stripe") and are subject to Stripe's terms of service and privacy policy (available at stripe.com/legal). By using payment processing features, you agree to be bound by Stripe's terms as they may be modified from time to time.

8.2 Transaction Fees

Transactions processed through the Services are subject to payment processing fees charged by Stripe (currently 2.9% + $0.30 per transaction for most card transactions, subject to change by Stripe). Neural Partners may charge an additional platform transaction fee on top of Stripe's fees, as specified in your subscription plan or order form. Current fee schedules are available on the pricing page. Transaction fee rates are subject to change upon notice.

8.3 Stripe Connect

The Services may utilize Stripe Connect to facilitate payments between you and your customers. You acknowledge that Neural Partners acts as a platform connecting merchants with payment services, and that you are responsible for your own compliance with applicable payment card industry standards, tax obligations, and financial regulations.

8.4 Fee Collection

You authorize Neural Partners and our payment processors to deduct applicable fees from transaction proceeds before settlement to your account, or to charge fees to your designated payment method.

8.5 Chargebacks and Disputes

You are responsible for all chargebacks, refunds, reversals, and disputes related to transactions on your account. We reserve the right to deduct disputed amounts from your account or future payouts pending resolution.

9. Third-Party Services and Integrations

9.1 Third-Party Providers

The Services integrate with and rely upon third-party service providers including, but not limited to: Stripe (payments), Amazon Web Services (infrastructure), Google (analytics, advertising, cloud services), Anthropic (AI/ML), HUMAN Security (bot protection), Fluency Inc. (advertising), and others. These integrations may change at any time.

9.2 Third-Party Terms

Your use of third-party services accessed through or in connection with our Services is governed by the respective third party's terms of service and privacy policies. You are responsible for reviewing and complying with all applicable third-party terms. We are not responsible for the availability, accuracy, or content of third-party services.

9.3 Third-Party Access Authorization

By using integrations or features that connect to third-party services, you grant Neural Partners permission to access your information on those services and to allow third-party providers to access your information as necessary to provide the Services. You acknowledge that Neural Partners is not responsible for any disclosure, modification, or deletion of your information by third-party providers.

9.4 No Warranty for Third-Party Services

NEURAL PARTNERS MAKES NO WARRANTIES OR REPRESENTATIONS REGARDING THIRD-PARTY SERVICES AND DISCLAIMS ALL LIABILITY ARISING FROM YOUR USE OF OR RELIANCE ON THIRD-PARTY SERVICES. Third-party services may be modified, suspended, or discontinued at any time without notice to you.

10. Data and Content

10.1 Your Content

You retain ownership of any original content you upload to the Services ("Your Content"). You grant Neural Partners a non-exclusive, worldwide, royalty-free license to host, store, transmit, display, and use Your Content solely for the purpose of providing and improving the Services. This license continues for a reasonable period after termination to allow for data export and backup processes.

10.2 Product Data

For ecommerce clients, you grant Neural Partners the right to ingest, process, store, and display Product Data as necessary to provide the Services, including making Product Data available to end consumers on your behalf.

10.3 Prohibited Content

You may not upload, transmit, or store content that: violates any law or regulation; infringes intellectual property rights; contains malware or malicious code; is defamatory, obscene, or harmful; promotes illegal activities; or violates the rights of any third party.

10.4 Content Removal

We reserve the right to remove or disable access to any content that we determine, in our sole discretion, violates these Terms or applicable law, or that may expose Neural Partners to liability.

10.5 Aggregated and Anonymized Data

Neural Partners may collect and use aggregated, anonymized data derived from your use of the Services for analytics, benchmarking, service improvement, and other business purposes. Such data will not identify you or your customers.

11. Artificial Intelligence and Automated Systems

11.1 Use of AI in Our Services

Neural Partners uses artificial intelligence and automated systems throughout the Services, including:

• Chat assistants and conversational AI
• Content generation, optimization, and recommendations
• Data analysis and insights
• Image and video generation
• Automated marketing and advertising optimization
• Fraud detection and security monitoring

11.2 AI Limitations and Disclaimers

You acknowledge and agree that:

• AI-generated content may contain errors, inaccuracies, biases, or inappropriate outputs
• AI outputs should not be relied upon as professional, legal, financial, medical, or other expert advice
• You are responsible for reviewing, verifying, and approving any AI-generated content before use
• Human oversight is maintained for AI systems, but we cannot guarantee accuracy or appropriateness of all outputs
• AI capabilities, features, and underlying models may change at any time

11.3 AI Input and Output Rights

You retain rights to content you provide as input to AI features. Neural Partners and its AI providers may use inputs and outputs to improve AI models and services, subject to our privacy policy. You are responsible for ensuring you have the right to use any AI-generated outputs.

12. Beta and Experimental Features

12.1 Beta Services

From time to time, Neural Partners may offer access to features, services, or products that are in beta, preview, early access, or experimental status ("Beta Services"). Beta Services are provided "as is" without warranty of any kind.

12.2 Beta Terms

By using Beta Services, you acknowledge that:

• Beta Services may be incomplete, contain bugs, or cause errors
• Beta Services may be modified or discontinued at any time without notice
• Beta Services may not be covered by support or service level commitments
• Data processed through Beta Services may be lost or corrupted
• Your feedback about Beta Services may be used to improve the Services without compensation
• Confidentiality obligations may apply to Beta Services and related information

12.3 No Liability for Beta Services

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEURAL PARTNERS SHALL HAVE NO LIABILITY FOR ANY DAMAGES ARISING FROM YOUR USE OF BETA SERVICES.

13. Intellectual Property

13.1 Our Intellectual Property

All content, software, technology, designs, trademarks, and other intellectual property comprising the Services (excluding Your Content) is owned by Neural Partners or our licensors and is protected by copyright, trademark, patent, and other intellectual property laws. This includes the Digital Experience Platform, Neural Core, all templates, tools, AI models, algorithms, and underlying infrastructure.

13.2 License to Use Services

Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services in accordance with your subscription plan. This license does not include the right to sublicense, resell, or provide the Services to third parties.

13.3 Restrictions

You may not: copy, modify, or create derivative works from the Services; reverse engineer, decompile, or disassemble any part of the Services; remove proprietary notices; use our trademarks without authorization; or access the Services to build a competitive product.

13.4 Feedback

If you provide feedback, suggestions, or ideas about the Services, you grant Neural Partners a perpetual, irrevocable, royalty-free license to use such feedback for any purpose without obligation to you.

14. Confidentiality

Each party agrees to maintain the confidentiality of the other party's confidential information and not to disclose it to third parties except as necessary to perform obligations under these Terms or as required by law. Confidential information does not include information that is publicly available, independently developed, or rightfully received from third parties.

15. Privacy

Our collection, use, and sharing of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Services, you consent to our data practices as described in the Privacy Policy.

16. Disclaimers

16.1 As-Is Basis

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, NEURAL PARTNERS DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

16.2 No Guarantees

We do not warrant that: the Services will be uninterrupted, secure, or error-free; defects will be corrected; results obtained from the Services will be accurate or reliable; the Services will meet your requirements; or the Services are free of viruses or harmful components.

16.3 No Professional Advice

Content provided through the Services, including AI-generated content, is for informational purposes only and does not constitute professional, legal, financial, tax, medical, or other expert advice. You should consult qualified professionals for advice specific to your situation.

16.4 No Service Level Agreement

Unless separately agreed in writing, Neural Partners does not guarantee any specific level of uptime, availability, performance, or support response time for the Services.

17. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW:

• NEURAL PARTNERS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES.
• OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED: (A) FOR SUBSCRIBERS, THE TOTAL AMOUNT PAID BY YOU TO NEURAL PARTNERS IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM; OR (B) FOR NON-SUBSCRIBERS, ONE HUNDRED DOLLARS ($100).
• THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF NEURAL PARTNERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH CASES, OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

18. Indemnification

18.1 Your Indemnification

You agree to defend, indemnify, and hold harmless Neural Partners, its officers, directors, employees, agents, licensors, and affiliates from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

• Your use of the Services
• Your Content or Product Data
• Your violation of these Terms
• Your violation of any applicable law or regulation
• Your violation of any rights of a third party
• Any transaction between you and your customers
• Any claim by your employees, contractors, or end users

18.2 Indemnification Procedure

We will provide you with prompt notice of any claim subject to indemnification and reasonable cooperation in the defense. You may not settle any claim without our prior written consent if the settlement would impose obligations on us or admit fault on our behalf.

19. Termination

19.1 Termination by You

You may cancel your subscription at any time through your account settings or by contacting us. Upon cancellation, your subscription will remain active until the end of your current billing period.

19.2 Termination by Us

We may suspend or terminate your access to the Services at any time, with or without cause, and with or without notice. We may terminate immediately if we believe you have violated these Terms, engaged in fraudulent activity, or if required by law.

19.3 Effect of Termination

Upon termination:

• Your right to access the Services will immediately cease
• You will have thirty (30) days from termination to export any data you wish to retain
• After the 30-day period, your data may be permanently deleted
• You remain liable for all fees incurred prior to termination
• No refunds will be provided for unused portions of your subscription

19.4 Survival

Sections of these Terms that by their nature should survive termination will survive, including intellectual property provisions, confidentiality, disclaimers, limitations of liability, indemnification, and dispute resolution.

20. Governing Law and Disputes

20.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Vermont, United States, without regard to its conflict of law provisions.

20.2 Informal Resolution

Before filing any legal claim, you agree to attempt to resolve the dispute informally by contacting us at team@neuralpartners.ai. We will attempt to resolve the dispute informally within thirty (30) days.

20.3 Jurisdiction

Any dispute arising from these Terms or your use of the Services that is not resolved informally shall be resolved in the state or federal courts located in Vermont, and you consent to the personal jurisdiction of such courts.

20.4 Class Action Waiver

TO THE EXTENT PERMITTED BY LAW, YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.

21. General Provisions

21.1 Entire Agreement

These Terms, together with the Privacy Policy, any applicable order forms, SOWs, and other legal notices published on the Website, constitute the entire agreement between you and Neural Partners regarding the Services.

21.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will continue in full force and effect.

21.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver must be in writing and signed by Neural Partners.

21.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction, including in connection with a merger, acquisition, or sale of assets.

21.5 Force Majeure

Neural Partners shall not be liable for any failure or delay in performance due to causes beyond our reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, government actions, internet or telecommunications failures, or third-party service outages.

21.6 Notices

We may provide notices to you via email, posting on the Website, or through your account. Notices to Neural Partners must be sent to team@neuralpartners.ai or to our physical address.

21.7 Relationship of Parties

Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and Neural Partners.

21.8 Headings

Section headings are for convenience only and do not affect the interpretation of these Terms.

22. Changes to These Terms

We reserve the right to modify these Terms at any time. If we make material changes, we will provide notice by updating the "Last Updated" date and, where appropriate, by providing additional notice such as a prominent website announcement, in-app notification, or email to subscribers.

Your continued use of the Services after any changes become effective indicates your acceptance of the updated Terms. If you do not agree to the changes, you must stop using the Services before they take effect.

23. Contact Us

If you have questions about these Terms, please contact us: