Terms and Conditions

1. Introduction and Acceptance of Terms

Welcome to impressly. These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Impressly Inc. ("Company," "we," "us," or "our") governing your access to and use of the impressly platform, including all associated services, features, and content (collectively, the "Service").

By accessing, browsing, or using the Service in any manner, you acknowledge that you have read, understood, and agree to be bound by these Terms, as well as our Privacy Policy. If you do not agree to these Terms, you must not access or use the Service. 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, and "you" shall refer to both you individually and the organization.

2. Service Description

impressly is a customer support software-as-a-service ("SaaS") platform designed to help businesses manage and streamline their customer communications. The Service includes, but is not limited to, the following features:

• An embeddable chat widget for real-time customer engagement on your website or application
• A knowledge base for creating, organizing, and publishing help articles and documentation
• AI-powered auto-responses and suggested replies to improve response times and efficiency
• A shared team inbox for collaborative management of customer inquiries across your organization
• Administrative tools to monitor and configure support behavior

We reserve the right to modify, enhance, or discontinue any feature of the Service at any time, with or without notice, subject to the provisions outlined in these Terms.

3. Account Registration and Security

To access certain features of the Service, you must create an account. When registering, you agree to the following:

• Accurate Information: You must provide truthful, accurate, and complete information during registration and keep your account information up to date at all times.
• Password Responsibility: You are solely responsible for maintaining the confidentiality of your account credentials, including your password. You agree not to share your login credentials with any third party.
• One Account Per Person: Each individual may maintain only one account. Creating multiple accounts for the same person is prohibited and may result in termination of all associated accounts.
• Unauthorized Access: You must notify us immediately at support@impressly.online if you become aware of any unauthorized access to or use of your account. We are not liable for any loss or damage arising from your failure to protect your account credentials.

4. Acceptable Use Policy

You agree to use the Service only for lawful purposes and in accordance with these Terms. You shall not, and shall not permit any third party to, use the Service to:

• Engage in any activity that violates any applicable local, state, national, or international law or regulation
• Harass, abuse, threaten, defame, or intimidate any individual or group
• Distribute malware, viruses, trojan horses, or any other malicious code or software
• Attempt to reverse engineer, decompile, disassemble, or otherwise derive the source code of the Service
• Scrape, crawl, or use automated means to extract data from the Service without prior written consent
• Impersonate any person or entity, or falsely represent your affiliation with any person or entity
• Send unsolicited bulk messages, spam, or promotional content through the Service
• Interfere with or disrupt the integrity, performance, or security of the Service or its underlying infrastructure

We reserve the right to investigate and take appropriate action against anyone who, in our sole discretion, violates this provision, including without limitation suspending or terminating the offending User's account and reporting such activity to law enforcement authorities.

5. Intellectual Property

The Service, including its original content, features, functionality, design, source code, trademarks, logos, and all associated intellectual property rights, is and shall remain the exclusive property of Impressly Inc. and its licensors. The Service is protected by copyright, trademark, trade secret, and other intellectual property laws of the United States and international jurisdictions.

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service solely for your internal business purposes. This license does not grant you any right to sublicense, modify, distribute, sell, or create derivative works based upon the Service or any part thereof.

6. User-Generated Content

The Service allows you to create, upload, store, and share content, including but not limited to chat messages, knowledge base articles, canned responses, macros, and other materials ("User Content"). You retain all ownership rights in your User Content.

By submitting User Content to the Service, you grant impressly a worldwide, non-exclusive, royalty-free, sublicensable license to use, reproduce, process, adapt, transmit, and display your User Content solely as necessary to provide, maintain, and improve the Service. This license exists only for the purpose of operating the Service and does not grant us any ownership of your User Content.

You represent and warrant that you own or have the necessary rights and permissions to submit your User Content and to grant the license described above. We reserve the right, but have no obligation, to monitor, review, or remove User Content at our sole discretion, including content that we believe violates these Terms, applicable laws, or is otherwise objectionable.

7. Payment Terms

Certain features of the Service are available under paid subscription plans. By selecting a paid plan, you agree to pay the applicable fees as described at the time of purchase.

• Billing: Fees are billed in advance on a recurring basis (monthly or annually, depending on the plan selected). All fees are quoted in U.S. dollars unless otherwise specified.
• Auto-Renewal: Your subscription will automatically renew at the end of each billing cycle unless you cancel before the renewal date. Renewal will be at the then-current rate for your plan.
• Cancellation: You may cancel your subscription at any time through your account settings. Cancellation will take effect at the end of the current billing period. No refunds will be issued for partial billing periods unless otherwise required by applicable law.
• Price Changes: We reserve the right to change our pricing at any time. We will provide you with reasonable advance notice of any price changes, and such changes will take effect at the start of your next billing cycle.

8. Service Availability

We strive to maintain high availability of the Service but do not guarantee that the Service will be available at all times or without interruption. The Service may be subject to limitations, delays, and other problems inherent to the use of internet-based and electronic communications, including scheduled maintenance, emergency maintenance, and circumstances beyond our reasonable control.

We reserve the right to modify, suspend, or discontinue the Service (or any part thereof) at any time, with or without notice. We shall not be liable to you or any third party for any modification, suspension, or discontinuation of the Service, including any resulting downtime, data loss, or interruption to your business operations.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL IMPRESSLY INC., ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO IMPRESSLY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

10. Indemnification

You agree to indemnify, defend, and hold harmless impressly, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use of or access to the Service; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; (d) your User Content; or (e) your infringement of any third-party rights, including intellectual property rights or privacy rights.

This indemnification obligation shall survive the termination or expiration of these Terms and your use of the Service.

11. Termination

Either party may terminate these Terms at any time. You may terminate your account by contacting us at support@impressly.online or through your account settings. We may suspend or terminate your access to the Service immediately, without prior notice or liability, for any reason, including if you breach any provision of these Terms.

Upon termination: (a) your right to access and use the Service will immediately cease; (b) you remain responsible for all fees incurred prior to termination; and (c) we may, at our discretion, delete your account data after a reasonable retention period. We will make commercially reasonable efforts to allow you to export your data prior to deletion upon request.

The following provisions shall survive termination: Sections 5 (Intellectual Property), 6 (User-Generated Content, with respect to the license granted), 9 (Limitation of Liability), 10 (Indemnification), 13 (Governing Law), and any other provisions that by their nature should survive.

12. Third-Party Services

The Service may integrate with or provide access to third-party services, platforms, and applications, including but not limited to:

• E-commerce platforms for customer data synchronization
• Third-party artificial intelligence and large language model providers for AI-powered features
• Cloud infrastructure and storage providers for data storage

Your use of any third-party service is subject to that third party's own terms of service and privacy policy. We do not control, endorse, or assume any responsibility for the content, accuracy, privacy practices, or policies of any third-party services. You acknowledge and agree that impressly shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any third-party service.

13. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict of law provisions. Any legal action or proceeding arising out of or relating to these Terms or the Service shall be brought exclusively in the federal or state courts located in the State of Delaware, and you hereby consent to the personal jurisdiction and venue of such courts.

14. Changes to Terms

We reserve the right to modify or update these Terms at any time at our sole discretion. When we make material changes, we will notify you by posting the updated Terms on the Service and updating the "Effective Date" at the top of this page. We may also provide additional notice through email or in-app notifications for significant changes.

Your continued use of the Service after the effective date of any modifications constitutes your acceptance of the updated Terms. If you do not agree to the modified Terms, you must discontinue your use of the Service and terminate your account.

15. Contact Information

If you have any questions, concerns, or requests regarding these Terms or the Service, please contact us at:

Email: support@impressly.online