Terms &
Conditions
Last Updated: December 8, 2025
Last Updated: December 8, 2025
Please read these terms and conditions carefully before using our service. These terms contain important provisions including limitations of liability, indemnification obligations, mandatory arbitration, and class action waiver. By using the service, you acknowledge that you have read, understood, and agree to be bound by these terms in their entirety.
These Terms and Conditions (the "Agreement" or "Terms") constitute a legally binding agreement between you (the "User," "you," or "your") and Imperius AI, a company incorporated in England and Wales (collectively, "Imperius," "we," "us," or "our"), governing your access to and use of the Imperius platform, including all associated websites, mobile applications, browser extensions, software, services, and AI-powered features (collectively, the "Service" or "Platform").
By creating an account, accessing, or using any part of our Service, you unconditionally acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, our Acceptable Use Policy, and all applicable laws and regulations. If you do not agree to these Terms in their entirety, you must immediately cease all use of the Service and delete your account.
If you are accessing or using the Service on behalf of a company, organization, or other legal entity, you represent and warrant that you have the full authority to bind such entity to these Terms, and "you" and "your" shall refer to such entity. If you do not have such authority, or if you or the entity does not agree to these Terms, you may not use the Service.
We reserve the right to refuse service, terminate accounts, or restrict access to any person for any reason, in our sole and absolute discretion, without notice or liability.
Imperius AI provides an AI-powered sales automation platform featuring Sania AI, an autonomous sales assistant that enables users to discover prospects from a database of professional profiles, create and manage email campaigns, automate multi-channel outreach sequences, manage contacts, and access various sales and recruiting tools (the "Service").
The Service includes, but is not limited to:
We reserve the absolute right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice, and without liability to you. We may also impose limits on certain features or restrict your access to parts or all of the Service without notice or liability.
3.1 Eligibility: You must be at least 18 years of age and have the legal capacity to enter into binding contracts to use the Service. By using the Service, you represent and warrant that you meet these requirements and that all registration information you submit is truthful and accurate.
3.2 Account Creation: To access certain features of the Service, you must create an account by providing accurate, current, and complete information. You agree to promptly update your account information to maintain its accuracy. Providing false, misleading, or outdated information is a material breach of these Terms.
3.3 Account Security: You are solely and exclusively responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account, whether authorized or unauthorized. You agree to immediately notify us of any unauthorized use of your account or any other security breach. We shall have no liability for any loss, damage, or harm arising from your failure to comply with these security obligations or from unauthorized use of your account.
3.4 Account Termination: We reserve the right to suspend, restrict, or terminate your account at any time, with or without cause, with or without notice, in our sole and absolute discretion, including but not limited to if we reasonably believe you have violated these Terms, engaged in fraudulent, illegal, or harmful conduct, or pose a risk to us or other users.
3.5 Account Transfer: Your account is personal to you and may not be transferred, assigned, or sold to any third party without our prior written consent.
4.1 Subscription Tiers: Imperius AI offers multiple subscription plans with varying features and pricing. Current pricing is available on our website and is subject to change.
4.2 Payment Terms: All subscription fees are payable in advance on a monthly or annual basis as selected during subscription. Payment must be received by the due date specified in your account. We accept payments via credit card, debit card, or other payment methods we may make available. By providing a payment method, you authorize us to charge all fees incurred to that payment method.
4.3 Automatic Renewal: YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW AT THE END OF EACH BILLING PERIOD UNLESS YOU CANCEL BEFORE THE RENEWAL DATE. YOU AUTHORIZE US TO CHARGE YOUR PAYMENT METHOD FOR THE RENEWAL FEE. Renewal fees are charged at the then-current rate, which may differ from your original subscription rate.
4.4 Price Changes: We reserve the right to modify our pricing at any time. Price changes will apply to subscriptions entered into after the price change becomes effective or upon renewal of existing subscriptions. We will provide you with at least 30 days' advance notice of any price changes for existing subscriptions.
4.5 Taxes: All fees are exclusive of applicable taxes, levies, or duties (including VAT, sales tax, GST, or similar), which you are solely responsible for paying. We will add such taxes to your invoice where required by law.
4.6 No Refunds: ALL SUBSCRIPTION FEES ARE NON-REFUNDABLE EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS OR AS REQUIRED BY APPLICABLE LAW. No refunds or credits will be provided for: (a) partial months or periods of service; (b) downgrade or cancellation before the end of a billing period; (c) periods in which you did not use the Service; (d) unused credits, features, or allowances; or (e) any other reason. You are solely responsible for properly canceling your subscription.
4.7 Late Payment: If payment is not received by the due date, we reserve the right to: (a) suspend or terminate your access to the Service immediately without notice; (b) charge interest on overdue amounts at the rate of 1.5% per month or the maximum rate permitted by law; and (c) recover all reasonable costs of collection, including attorneys' fees and collection agency fees.
4.8 Disputes: Any billing disputes must be raised within thirty (30) days of the charge date. Failure to dispute a charge within this period constitutes waiver of your right to dispute that charge.
5.1 Nature of AI Services: Sania AI and other AI-powered features utilize machine learning, natural language processing, and other artificial intelligence technologies to generate content, provide recommendations, and automate processes. You expressly acknowledge and agree that:
5.2 User Responsibility: You are solely and exclusively responsible for:
5.3 NO WARRANTY ON AI OUTPUTS: WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, COMPLETENESS, RELIABILITY, TIMELINESS, APPROPRIATENESS, OR SUITABILITY OF ANY AI-GENERATED CONTENT OR RECOMMENDATIONS. ALL USE OF AI FEATURES IS AT YOUR SOLE AND EXCLUSIVE RISK. WE DISCLAIM ALL LIABILITY FOR ANY HARM, DAMAGE, OR LOSS ARISING FROM AI-GENERATED CONTENT.
5.4 Training and Learning: You acknowledge and agree that we may use aggregated, anonymized data derived from your use of the Service to train, improve, develop, and enhance our AI models, algorithms, and Service functionality. This may include analyzing usage patterns, inputs, outputs, and feedback.
6.1 Prohibited Activities: You expressly agree not to:
6.2 Compliance with Laws: You are solely responsible for ensuring that your use of the Service complies with all applicable laws, regulations, and industry standards, including but not limited to:
6.3 Content Standards: All content you create, upload, or transmit through the Service must comply with applicable laws and must not contain material that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, invasive of another's privacy, hateful, discriminatory, or otherwise objectionable.
6.4 Enforcement: We reserve the right to investigate and take appropriate action against anyone who violates this Acceptable Use Policy, including removing or disabling access to content, suspending or terminating accounts without refund, and reporting violations to law enforcement authorities. We may cooperate with law enforcement investigations and legal proceedings.
7.1 Data Controller and Processor: For the personal data you provide to us about yourself, we act as a data controller. For personal data about prospects, candidates, or contacts that you upload or collect using the Service, you act as the data controller and we act as a data processor on your behalf.
7.2 Your Obligations as Data Controller: As a data controller, you represent, warrant, and covenant that:
7.3 Data Processing Agreement: Our processing of personal data on your behalf is governed by our Data Processing Agreement (DPA), which forms part of these Terms. By using the Service, you agree to the terms of our DPA.
7.4 Data Location: Our servers and databases are primarily located within the European Economic Area and the United Kingdom. We may transfer data to trusted third-party service providers in other jurisdictions, provided they maintain adequate data protection standards and appropriate transfer mechanisms are in place.
7.5 Data Security: We implement industry-standard security measures to protect your data, including encryption, access controls, regular security audits, and monitoring. However, no method of transmission or storage is 100% secure, and we cannot guarantee absolute security. You are responsible for maintaining the security of your account and any data you transmit.
7.6 Privacy Policy: Our collection, use, and disclosure of your personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy to understand our data practices.
8.1 Our Intellectual Property: The Service and its entire contents, features, and functionality (including but not limited to all information, software, code, algorithms, AI models, text, displays, images, video, audio, design, selection, arrangement, interfaces, and underlying technology) are exclusively owned by Imperius AI, its licensors, or other providers of such material and are protected by United Kingdom and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. All rights not expressly granted are reserved.
8.2 Limited License: Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service solely for your internal business purposes. This license may be revoked at any time for any reason. This license does not include any right to:
8.3 User Content: You retain ownership rights in content you create, upload, or transmit through the Service ("User Content"). By using the Service, you grant us a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, transferable, sublicensable license to use, copy, modify, process, analyze, create derivative works from, distribute, publicly display, and otherwise exploit your User Content for any purpose, including but not limited to providing, improving, developing, and marketing the Service and our AI models.
8.4 AI-Generated Content: As between you and Imperius AI, subject to our underlying intellectual property rights in the AI models, algorithms, and systems, you may use AI-generated content produced using the Service for your business purposes. However, you acknowledge that: (a) similar or identical content may be generated for other users; (b) we retain all rights in our AI systems; and (c) you are solely responsible for ensuring your use does not infringe third-party rights.
8.5 Feedback: If you provide us with any feedback, suggestions, ideas, comments, or improvements regarding the Service ("Feedback"), you hereby irrevocably assign and transfer to us all right, title, and interest in such Feedback, and grant us an unrestricted, perpetual, irrevocable, worldwide, royalty-free, fully-paid, transferable, sublicensable license to use, modify, incorporate, and commercialize such Feedback in any manner without any obligation, attribution, or compensation to you.
8.6 Trademarks: Imperius AI, SANIA AI, and all related logos, product names, and service names are trademarks of Imperius AI. You may not use these trademarks without our prior written permission. All other trademarks are the property of their respective owners.
9.1 Third-Party Services: The Service may integrate with or contain links to third-party services, applications, websites, or data providers (collectively, "Third-Party Services"). Your use of Third-Party Services is subject to their respective terms and conditions and privacy policies.
9.2 No Endorsement or Warranty: We do not endorse, warrant, guarantee, or assume any responsibility for any Third-Party Services. We are not liable for any damage, loss, cost, or harm caused by your use of or reliance on any Third-Party Services. Third-party data is provided "as is" without any warranty of accuracy, completeness, or reliability.
9.3 Data Sharing: When you connect Third-Party Services to our Platform, you authorize us to access and process data from those services as necessary to provide the Service. You are solely responsible for ensuring you have the right to share such data with us and for compliance with the Third-Party Service's terms.
9.4 Third-Party Data Accuracy: Prospect and contact data provided through our Service may be sourced from third-party data providers. We make no representations or warranties regarding the accuracy, completeness, reliability, or currency of such data. You are solely responsible for verifying any third-party data before use.
10.1 THE SERVICE IS PROVIDED STRICTLY ON AN "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS, SYSTEM INTEGRATION, OR COURSE OF PERFORMANCE.
10.2 WE EXPRESSLY DISCLAIM ALL WARRANTIES AND DO NOT WARRANT THAT: (A) THE SERVICE WILL MEET YOUR REQUIREMENTS, EXPECTATIONS, OR NEEDS; (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR VIRUS-FREE; (C) THE RESULTS OBTAINED FROM USE OF THE SERVICE WILL BE ACCURATE, RELIABLE, COMPLETE, OR CURRENT; (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS; (E) ANY ERRORS OR DEFECTS WILL BE CORRECTED; (F) THE SERVICE WILL BE COMPATIBLE WITH YOUR SYSTEMS OR THIRD-PARTY SERVICES; OR (G) THE SERVICE WILL PRODUCE ANY PARTICULAR BUSINESS RESULTS, SALES, REVENUE, OR OUTCOMES.
10.3 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.
10.4 AI DISCLAIMER: WE SPECIFICALLY AND EXPRESSLY DISCLAIM ALL WARRANTIES RELATED TO AI-GENERATED CONTENT, INCLUDING ANY WARRANTY OF ACCURACY, COMPLETENESS, RELIABILITY, APPROPRIATENESS, BIAS-FREE OPERATION, OR FITNESS FOR PURPOSE. AI OUTPUTS MAY CONTAIN ERRORS, INACCURACIES, BIASES, HALLUCINATIONS, OR INAPPROPRIATE CONTENT. YOU ACKNOWLEDGE AND AGREE THAT ALL USE OF AI FEATURES IS ENTIRELY AT YOUR OWN RISK AND DISCRETION.
10.5 Prospect Data: We make no warranties regarding the accuracy, completeness, reliability, currency, or availability of prospect or contact data. Contact information may be outdated, incorrect, incomplete, or unavailable. You are solely responsible for verifying any data before use.
10.6 ASSUMPTION OF RISK: YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE AND EXCLUSIVE RISK. YOU ASSUME ALL RISK AND LIABILITY FOR ANY LOSS, DAMAGE, OR HARM ARISING FROM YOUR USE OF THE SERVICE.
11.1 EXCLUSION OF DAMAGES: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL IMPERIUS, ITS AFFILIATES, PARENT COMPANIES, SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, INTERNS, SUPPLIERS, LICENSORS, SUCCESSORS, OR ASSIGNS BE LIABLE FOR ANY: (A) INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES; (B) LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OPPORTUNITIES, CONTRACTS, OR ANTICIPATED SAVINGS; (C) LOSS OF DATA, USE, OR OTHER INTANGIBLE LOSSES; (D) DAMAGES ARISING FROM INTERRUPTED COMMUNICATIONS, SYSTEM FAILURES, OR DATA LOSS; (E) COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (F) DAMAGES RESULTING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA; OR (G) ANY OTHER DAMAGES WHATSOEVER ARISING OUT OF OR RELATED TO YOUR USE OF, INABILITY TO USE, OR RELIANCE ON THE SERVICE, EVEN IF IMPERIUS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE LEGAL THEORY UPON WHICH ANY CLAIM IS BASED.
11.2 LIABILITY CAP: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IMPERIUS'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTORY LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY, SHALL NOT EXCEED THE LESSER OF: (A) THE AMOUNTS YOU ACTUALLY PAID TO IMPERIUS IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED POUNDS STERLING (£100.00).
11.3 ESSENTIAL PURPOSE: THE LIMITATIONS IN THIS SECTION APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE LEGAL THEORY UPON WHICH ANY CLAIM IS BASED.
11.4 AI-SPECIFIC LIMITATIONS: WITHOUT LIMITING THE FOREGOING, WE SHALL HAVE ABSOLUTELY NO LIABILITY FOR ANY DAMAGES, CLAIMS, COSTS, OR LOSSES ARISING FROM: (A) ERRORS, INACCURACIES, BIASES, OR INAPPROPRIATE CONTENT IN AI-GENERATED MATERIALS; (B) YOUR RELIANCE ON OR DECISIONS MADE BASED ON AI RECOMMENDATIONS OR OUTPUTS; (C) CAMPAIGNS, COMMUNICATIONS, OR OUTREACH CONDUCTED USING THE SERVICE; (D) ANY CONSEQUENCES OF CONTENT YOU SEND TO THIRD PARTIES; (E) VIOLATIONS OF THIRD-PARTY TERMS OF SERVICE; OR (F) YOUR FAILURE TO REVIEW, VERIFY, OR EDIT AI-GENERATED CONTENT.
11.5 Jurisdictional Limitations: Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages. In such jurisdictions, our liability shall be limited to the greatest extent permitted by applicable law. Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud, or fraudulent misrepresentation.
You agree to fully indemnify, defend, and hold harmless Imperius AI, its affiliates, parent companies, subsidiaries, and their respective directors, officers, employees, agents, contractors, interns, suppliers, licensors, service providers, successors, and assigns from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys' fees, expert witness fees, investigation costs, and costs of litigation and settlement) arising from or relating to:
We reserve the right, at your expense, to assume exclusive defense and control of any matter subject to indemnification by you, in which event you shall fully cooperate with our defense. You agree not to settle any claim without our prior written consent. This indemnification obligation shall survive termination of these Terms.
13.1 Term: These Terms commence when you first access the Service and continue until terminated in accordance with this Section.
13.2 Termination by You: You may terminate your subscription by providing notice through your account settings or by contacting our support team. You must provide at least 30 days' advance notice prior to your next billing date. Termination will be effective at the end of your current paid subscription period. No refunds will be provided for early termination or unused periods.
13.3 Termination by Us: We may suspend, restrict, or terminate your access to the Service immediately, without prior notice or liability, for any reason or no reason, in our sole and absolute discretion, including but not limited to if:
13.4 Effect of Termination: Upon termination:
13.5 Data Retrieval: You are solely responsible for exporting any User Content or data you wish to retain prior to termination. After termination, we have no obligation to maintain or provide any data, and all data may be permanently deleted without notice or liability.
14.1 Informal Resolution: In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the Service, you agree to first contact us at [email protected] to attempt to resolve the dispute informally. We will attempt to resolve the dispute through good faith negotiations for a period of at least sixty (60) days.
14.2 Binding Arbitration: IF WE CANNOT RESOLVE THE DISPUTE INFORMALLY, YOU AGREE THAT ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL BE FINALLY AND EXCLUSIVELY RESOLVED BY BINDING ARBITRATION administered by the London Court of International Arbitration (LCIA) in accordance with its Arbitration Rules then in effect.
14.3 Arbitration Rules:
14.4 CLASS ACTION AND JURY TRIAL WAIVER: YOU AND IMPERIUS AI AGREE THAT ANY DISPUTE RESOLUTION PROCEEDING SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, COLLECTIVE, OR REPRESENTATIVE ACTION. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) NO ARBITRATION OR COURT PROCEEDING SHALL BE JOINED WITH ANY OTHER; (B) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED OR LITIGATED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; (C) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC OR ANY OTHER PERSONS; AND (D) YOU AND IMPERIUS AI EACH WAIVE THE RIGHT TO A JURY TRIAL.
14.5 Time Limitation: ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE, REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY. ANY CLAIM NOT FILED WITHIN THIS TIME PERIOD SHALL BE PERMANENTLY BARRED.
14.6 Exceptions: Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent actual or threatened infringement, misappropriation, or violation of intellectual property rights, confidential information, or trade secrets.
14.7 Opt-Out: You may opt out of the arbitration and class action waiver provisions by sending written notice to [email protected] within 30 days of first accepting these Terms. Such notice must include your name, address, and a clear statement that you wish to opt out. If you opt out, you agree to resolve disputes exclusively in the courts of England and Wales.
15.1 Governing Law: These Terms shall be governed by and construed in accordance with the laws of England and Wales, without regard to conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
15.2 Jurisdiction: Subject to the arbitration provisions in Section 14, the courts of England and Wales shall have exclusive jurisdiction over any disputes arising out of or relating to these Terms or the Service.
15.3 Changes to Terms: We reserve the right to modify, amend, or update these Terms at any time in our sole discretion. We will notify you of material changes by posting the updated Terms on our website and updating the "Last Updated" date. Your continued use of the Service after any changes constitutes your binding acceptance of the modified Terms. If you do not agree to the modified Terms, you must immediately stop using the Service and terminate your account.
15.4 Force Majeure: We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, war, terrorism, riots, civil unrest, embargoes, acts of civil or military authorities, fire, floods, earthquakes, accidents, pandemics, epidemics, strikes, shortages, internet or telecommunications failures, power outages, or third-party service provider failures.
15.5 Assignment: You may not assign, transfer, or delegate these Terms or any rights or obligations hereunder without our prior written consent. Any attempted assignment in violation of this provision is null and void. We may freely assign, transfer, or delegate these Terms or any rights or obligations hereunder without restriction or notice to you.
15.6 No Waiver: No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition. Our failure to exercise or enforce any right or provision under these Terms shall not constitute a waiver of such right or provision.
15.7 Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired. The invalid, illegal, or unenforceable provision shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable while preserving its original intent to the maximum extent possible.
15.8 Entire Agreement: These Terms, together with our Privacy Policy, Data Processing Agreement, and any other legal notices, policies, or agreements published by us on the Service, constitute the entire agreement between you and us regarding the Service and supersede all prior or contemporaneous communications, proposals, agreements, and understandings, whether electronic, oral, or written, between you and us.
15.9 Relationship: Nothing in these Terms creates any agency, partnership, joint venture, employment, or franchise relationship between you and Imperius AI. Neither party has authority to bind the other.
15.10 No Third-Party Beneficiaries: These Terms do not and are not intended to confer any rights, benefits, or remedies upon any person or entity other than the parties hereto. There are no third-party beneficiaries to these Terms.
15.11 Export Compliance: You represent and warrant that you are not located in a country subject to a UK, EU, or US government embargo, or designated as a "terrorist supporting" country, and that you are not listed on any UK, EU, or US government list of prohibited or restricted parties. You agree to comply with all applicable export control and sanctions laws.
15.12 Notices: All notices under these Terms shall be in writing. Notices to us must be sent to [email protected]. Notices to you may be sent to the email address associated with your account and shall be deemed delivered when sent. You are responsible for keeping your contact information current.
15.13 Headings: Section headings are for convenience only and shall not affect the interpretation of these Terms.
15.14 Language: These Terms are written in English. Any translation is provided for convenience only. In the event of any conflict between the English version and any translation, the English version shall prevail.
If you have any questions, concerns, or complaints regarding these Terms or the Service, please contact us at:
This section describes additional terms that apply specifically to the Imperius AI Sales Copilot Chrome Extension ("Extension"). By installing, accessing, or using the Extension, you unconditionally agree to be bound by these terms in addition to the general Terms and Conditions above.
The Extension provides AI-powered sales assistance features including:
We reserve the absolute right to modify, suspend, discontinue, or terminate any aspect of the Extension at any time, with or without notice, and without any liability to you whatsoever.
Use of the Extension requires an active Imperius AI account with a valid subscription. You must comply with Imperius AI's main Terms of Service for your account. The Extension is licensed, not sold, and access may be revoked at any time.
You must be at least 18 years of age and have the legal capacity to enter into binding contracts. By using the Extension, you represent and warrant that you meet these eligibility requirements.
You may use the Extension solely for:
You expressly agree NOT to use the Extension to:
You acknowledge and agree that:
You acknowledge and agree that:
You acknowledge and agree that:
AI-generated content is provided as preliminary suggestions only, utilizing machine learning and natural language processing technologies. You expressly acknowledge and agree that:
You are solely and exclusively responsible for:
Subject to our underlying intellectual property rights in the AI models, algorithms, and systems, you retain ownership of content you create using the Extension. However, you grant Imperius AI a perpetual, worldwide, non-exclusive, royalty-free, transferable, sublicensable license to use, copy, modify, process, analyze, distribute, and display your content and inputs solely for the purpose of providing, improving, developing, and training our services and AI models.
The Extension uses third-party data providers to enrich LinkedIn profiles. You expressly acknowledge and agree that:
Use of the Extension requires a paid Imperius AI subscription. All billing is governed by your Imperius AI account terms. We reserve the right to modify pricing at any time with 30 days' notice. Non-payment or late payment may result in immediate suspension or termination of access without notice.
The Extension, including but not limited to all code, software, algorithms, AI models, designs, interfaces, features, documentation, trademarks, logos, and all content therein, is exclusively owned by Imperius AI and/or its licensors and is protected by United Kingdom and international copyright, trademark, patent, trade secret, and other intellectual property laws. All rights not expressly granted herein are reserved.
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Extension solely for your internal business purposes. This license may be revoked at any time for any reason or no reason.
If you provide any feedback, suggestions, ideas, or improvements regarding the Extension ("Feedback"), you hereby assign and transfer to us all right, title, and interest in such Feedback, and grant us an unrestricted, perpetual, irrevocable, worldwide, royalty-free license to use, modify, incorporate, and commercialize such Feedback without any obligation, attribution, or compensation to you.
THE EXTENSION AND ALL CONTENT, FEATURES, DATA, AND SERVICES ARE PROVIDED STRICTLY ON AN "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, OR STATUTORY.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IMPERIUS AI EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO: (A) WARRANTIES OF MERCHANTABILITY; (B) FITNESS FOR A PARTICULAR PURPOSE; (C) NON-INFRINGEMENT; (D) TITLE; (E) QUIET ENJOYMENT; (F) ACCURACY, COMPLETENESS, OR RELIABILITY; (G) RESULTS OR OUTCOMES; (H) SYSTEM INTEGRATION; (I) WORKMANLIKE EFFORT; (J) FREEDOM FROM VIRUSES OR ERRORS; AND (K) ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
WE DO NOT WARRANT OR GUARANTEE THAT: (A) THE EXTENSION WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (B) THE EXTENSION WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS OBTAINED FROM USE OF THE EXTENSION WILL BE ACCURATE, RELIABLE, COMPLETE, OR CURRENT; (D) ANY ERRORS OR DEFECTS WILL BE CORRECTED; (E) THE EXTENSION WILL BE COMPATIBLE WITH YOUR SYSTEMS OR THIRD-PARTY SERVICES; OR (F) THE EXTENSION WILL PRODUCE ANY PARTICULAR BUSINESS RESULTS, SALES, REVENUE, OR OUTCOMES.
WE SPECIFICALLY AND EXPRESSLY DISCLAIM ALL WARRANTIES RELATED TO AI-GENERATED CONTENT, INCLUDING ANY WARRANTY OF ACCURACY, COMPLETENESS, RELIABILITY, APPROPRIATENESS, OR FITNESS FOR PURPOSE. AI OUTPUTS MAY CONTAIN ERRORS, INACCURACIES, BIASES, HALLUCINATIONS, OR INAPPROPRIATE CONTENT. YOU ACKNOWLEDGE THAT ALL USE OF AI FEATURES IS ENTIRELY AT YOUR OWN RISK AND DISCRETION.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE EXTENSION IS AT YOUR SOLE AND EXCLUSIVE RISK. YOU ASSUME ALL RISK AND LIABILITY FOR ANY LOSS, DAMAGE, OR HARM ARISING FROM YOUR USE OF THE EXTENSION, INCLUDING BUT NOT LIMITED TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR OTHER HARM.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL IMPERIUS AI, ITS AFFILIATES, PARENT COMPANIES, SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, SUPPLIERS, LICENSORS, SUCCESSORS, OR ASSIGNS BE LIABLE FOR ANY: (A) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES; (B) LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OPPORTUNITIES, OR ANTICIPATED SAVINGS; (C) LOSS OF DATA, USE, OR OTHER INTANGIBLE LOSSES; (D) DAMAGES ARISING FROM INTERRUPTED COMMUNICATIONS OR DATA LOSS; (E) COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; OR (F) ANY DAMAGES WHATSOEVER ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE EXTENSION, EVEN IF IMPERIUS AI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IMPERIUS AI'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE EXTENSION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTORY LIABILITY, OR ANY OTHER LEGAL THEORY, SHALL NOT EXCEED THE LESSER OF: (A) THE AMOUNTS YOU ACTUALLY PAID TO IMPERIUS AI IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) FIFTY POUNDS STERLING (£50.00).
WITHOUT LIMITING THE FOREGOING, WE SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY DAMAGES, CLAIMS, OR LOSSES ARISING FROM: (A) ERRORS, INACCURACIES, OR INAPPROPRIATE CONTENT IN AI-GENERATED MATERIALS; (B) YOUR RELIANCE ON OR DECISIONS MADE BASED ON AI RECOMMENDATIONS OR OUTPUTS; (C) COMMUNICATIONS, CAMPAIGNS, OR OUTREACH CONDUCTED USING THE EXTENSION; (D) ANY CONSEQUENCES OF CONTENT YOU SEND TO THIRD PARTIES; (E) VIOLATIONS OF THIRD-PARTY TERMS OF SERVICE; OR (F) YOUR FAILURE TO REVIEW, VERIFY, OR EDIT AI-GENERATED CONTENT.
THE LIMITATIONS IN THIS SECTION APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND REGARDLESS OF THE LEGAL THEORY UPON WHICH ANY CLAIM IS BASED.
Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability shall be limited to the greatest extent permitted by applicable law.
You agree to fully indemnify, defend, and hold harmless Imperius AI, its affiliates, parent companies, subsidiaries, and their respective directors, officers, employees, agents, contractors, suppliers, licensors, successors, and assigns from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys' fees, expert witness fees, and costs of investigation and litigation) arising from or relating to:
We reserve the right, at your expense, to assume exclusive defense and control of any matter subject to indemnification by you. You agree to cooperate fully with our defense. You may not settle any claim without our prior written consent.
You may cease using the Extension at any time by uninstalling it from Chrome. This does not entitle you to any refund of subscription fees.
We may suspend, restrict, or terminate your access to the Extension immediately, without prior notice or liability, for any reason or no reason, in our sole and absolute discretion, including but not limited to:
Upon termination: (a) your license to use the Extension immediately terminates; (b) you must immediately cease all use and uninstall the Extension; (c) we may delete your data without notice or liability; (d) you remain liable for all obligations accrued prior to termination; and (e) the disclaimers, limitations of liability, indemnification, and general provisions shall survive termination indefinitely.
Before initiating any formal dispute resolution, you agree to first contact us at [email protected] to attempt to resolve the dispute informally for a period of at least sixty (60) days.
If the dispute cannot be resolved informally, you agree that all disputes, claims, or controversies arising out of or relating to these Terms or the Extension shall be finally and exclusively resolved by binding arbitration administered by the London Court of International Arbitration (LCIA) in accordance with its Arbitration Rules. The arbitration shall be conducted by a single arbitrator selected by Imperius AI, in London, United Kingdom, in English. The arbitrator's decision shall be final, binding, and non-appealable. Judgment may be entered in any court of competent jurisdiction.
YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDING SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU EXPRESSLY WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR OTHER REPRESENTATIVE PROCEEDING. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU WAIVE ANY RIGHT TO A JURY TRIAL.
ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR THE EXTENSION MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE, OR BE FOREVER BARRED.
Notwithstanding the foregoing, Imperius AI may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent actual or threatened infringement, misappropriation, or violation of our intellectual property rights or confidential information.
These Terms shall be governed by and construed in accordance with the laws of England and Wales, without regard to conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
We reserve the right to modify these Terms at any time in our sole discretion. We will notify you of material changes by updating the date at the top of these Terms. Your continued use of the Extension after any changes constitutes your binding acceptance of the modified Terms. It is your responsibility to review these Terms periodically.
We may modify, update, suspend, or discontinue the Extension or any features at any time without notice or liability.
If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.
No waiver of any term or condition shall be deemed a further or continuing waiver of such term or any other term. Our failure to exercise any right or provision shall not constitute a waiver of such right or provision.
You may not assign or transfer these Terms or any rights hereunder without our prior written consent. We may freely assign these Terms without restriction. Any attempted assignment in violation hereof is void.
These Terms, together with our Privacy Policy and Imperius AI's main Terms of Service, constitute the entire agreement between you and Imperius AI regarding the Extension and supersede all prior agreements, understandings, and communications.
We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, war, terrorism, riots, civil unrest, pandemics, epidemics, natural disasters, government actions, internet or telecommunications failures, power outages, or third-party service provider failures.
You may not use or export the Extension except as authorized by United Kingdom law, European Union law, and the laws of the jurisdiction in which you obtained the Extension. You represent that you are not located in a sanctioned country or on any prohibited party list.
Nothing in these Terms creates any agency, partnership, joint venture, employment, or franchise relationship between you and Imperius AI.
These Terms do not confer any rights or remedies upon any third party.
BY INSTALLING OR USING THE EXTENSION, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE IN THEIR ENTIRETY.
By creating an account or using the service, including the Chrome Extension, you acknowledge that you have read, understood, and agree to be bound by these terms and conditions in their entirety, including the mandatory arbitration provision and class action waiver. If you do not agree to these terms, do not use the service.