Terms of Service

1. Definitions

• "Service" means the Novachi Engine platform and all related websites, portals, APIs, workflows, and features described above.
• "Customer" means a person or organization that accesses or uses the Service, including brands that use the Service to conduct marketing activities.
• "Customer Data" means data a Customer provides to or processes through the Service, including lead and prospect data.
• "AI Features" means any artificial intelligence, machine learning, generation, scoring, enrichment, or automation features provided by the Service.

2. Description of the Service

Novachi Engine is a marketing automation platform that captures, scores, enriches, and nurtures leads on behalf of the brands it powers; generates personalized outreach; sends and schedules follow-up communications; and serves and measures demonstration videos. The features, limits, and pricing applicable to your use of the Service will be described on our website, in an applicable order or plan, or in a separate written agreement.

3. Eligibility and Accounts

You must be at least 18 years old, or the age of legal majority in your jurisdiction, to use the Service. If you use the Service on behalf of an organization, you represent that you have authority to bind that organization to these Terms. You are responsible for providing accurate account information, for maintaining the confidentiality of your credentials, and for all activity under your account. Notify us promptly if you suspect unauthorized access.

4. Subscriptions, Billing, and Payment

Where the Service is offered on a paid basis, by purchasing a subscription you authorize us or our payment processor to charge the applicable fees, taxes, and renewal amounts. Unless otherwise stated, paid subscriptions automatically renew until canceled. You may cancel according to the process we make available, and cancellation generally takes effect at the end of the then-current billing period. Fees are non-refundable except as required by law or expressly stated in an applicable order. We may suspend or terminate access for overdue payment.

5. Acceptable Use

You agree not to:

• Use the Service in violation of any applicable law, regulation, or third-party right.
• Reverse engineer, decompile, or attempt to derive the source code, models, or underlying structure of the Service, except where such restriction is prohibited by law.
• Resell, sublicense, or commercially exploit the Service except as expressly permitted.
• Circumvent security, access controls, usage limits, or authentication mechanisms.
• Upload or transmit malware or harmful code, or interfere with the integrity, performance, or availability of the Service.
• Attempt unauthorized access to accounts, systems, networks, or data.
• Use the Service to harass, defame, impersonate, unlawfully surveil, or otherwise harm others.

6. Marketing, Outreach, and Customer Responsibility

The Service enables Customers to send marketing and outreach communications and to process lead and prospect data. If you use the Service for these purposes, you are solely responsible for ensuring that you have a lawful basis to contact each recipient and to process their personal data, and for complying with all applicable marketing and data protection laws, including the CAN-SPAM Act, the Telephone Consumer Protection Act where applicable, the General Data Protection Regulation, and similar laws.

You are responsible for honoring opt-out and unsubscribe requests, for including required disclosures and a valid physical address in marketing communications, and for not sending unlawful, deceptive, or unsolicited communications. We may suspend or terminate access, or remove data, if we reasonably believe the Service is being used in a manner that violates these Terms, applicable law, or the terms of any connected platform.

7. Intellectual Property

The Service is licensed, not sold. Novachi and its licensors retain all right, title, and interest in and to the Service, including all software, designs, workflows, documentation, branding, and other intellectual property. You receive only the limited rights expressly granted in these Terms. No rights are granted by implication or estoppel.

8. Customer Data

As between the parties, you retain ownership of Customer Data. You grant Novachi a limited, worldwide, non-exclusive, royalty-free license to host, store, process, transmit, and analyze Customer Data solely as necessary to provide, maintain, secure, and improve the Service, to provide support, to detect and prevent fraud and abuse, and to comply with legal obligations. You represent that you have all rights, consents, and authority necessary for Novachi to process Customer Data as contemplated by these Terms and our Privacy Policy. Our processing of personal data is described in the Privacy Policy.

9. AI Features

The Service uses AI Features to generate outreach, score and enrich leads, and support automation. AI Features may produce incomplete, inaccurate, or inappropriate outputs. You are responsible for reviewing and validating AI-generated outputs before relying on them. AI-generated outputs are not legal, financial, compliance, or professional advice. We do not guarantee that AI Features will be accurate, complete, or error-free.

10. Third-Party Services and Integrations

The Service integrates with third-party services, including hosting, database, email delivery, AI infrastructure, content delivery, payment, enrichment, and social media and advertising platforms. Use of third-party services may be subject to their own terms, privacy policies, and fees. We are not responsible for third-party services, including their availability, security, performance, or data handling. You authorize us to exchange information with third-party services as necessary to provide integrations you configure.

11. Privacy

Our collection, use, and protection of personal data is described in our Privacy Policy, available at novachiengine.net/privacy, which is incorporated into these Terms by reference. You are responsible for providing any required notices and obtaining any required consents from individuals whose data you process through the Service.

12. Service Availability and Changes

We may update, modify, suspend, discontinue, or remove features of the Service at any time. The Service may be unavailable due to maintenance, outages, third-party failures, security events, or circumstances beyond our control. We do not guarantee uninterrupted or error-free operation unless expressly stated in a separate written service-level agreement.

13. Term and Termination

These Terms apply while you access or use the Service. You may stop using the Service at any time. We may suspend or terminate your access if you breach these Terms, if payment is overdue, if your use creates legal, security, or reputational risk, or if required by law. Upon termination, your right to use the Service ends. Provisions that by their nature should survive termination will survive, including those relating to intellectual property, disclaimers, limitation of liability, indemnification, and governing law.

14. Disclaimer of Warranties

Except as expressly stated in a separate written agreement, the Service is provided "as is" and "as available." To the maximum extent permitted by law, Novachi disclaims all warranties, express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, availability, reliability, and uninterrupted or error-free operation. We do not warrant that the Service will meet your requirements, that AI Features will be accurate or complete, or that third-party integrations will remain available or secure.

15. Limitation of Liability

To the maximum extent permitted by law, Novachi and its affiliates, officers, directors, employees, contractors, licensors, and suppliers will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages; loss of profits, revenue, business, goodwill, or data; business interruption; or AI-generated errors, omissions, or recommendations. Our total aggregate liability for all claims arising out of or related to these Terms or the Service will not exceed the greater of the amounts you paid us for the Service during the twelve months preceding the event giving rise to the claim, or one hundred U.S. dollars if you used the Service for free. Nothing in these Terms limits liability that cannot be limited under applicable law.

16. Indemnification

You agree to defend, indemnify, and hold harmless Novachi and its affiliates, officers, directors, employees, contractors, agents, licensors, and suppliers from and against any claims, damages, liabilities, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or related to Customer Data; your use or misuse of the Service; your marketing or outreach activities; your violation of these Terms or applicable law; or your violation of any third-party right.

17. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Georgia, United States, without regard to conflict of law principles. Any dispute arising out of or related to these Terms or the Service will be resolved in the state or federal courts located in Georgia, unless otherwise stated in an applicable order or agreement. Before filing a formal legal claim, the parties agree to attempt to resolve disputes informally by providing written notice and allowing at least thirty days for good-faith resolution.

18. Changes to These Terms

We may update these Terms from time to time. If changes are material, we will provide reasonable notice, such as by posting the updated Terms or providing notice through the Service. Your continued use of the Service after the effective date of updated Terms constitutes acceptance of the updated Terms.

19. Miscellaneous

You may not assign these Terms without our prior written consent; we may assign them in connection with a merger, acquisition, reorganization, or sale of assets. If any provision is held invalid or unenforceable, the remaining provisions remain in full force. Our failure to enforce a provision is not a waiver. We are not liable for delays or failures caused by events beyond our reasonable control. These Terms, together with the Privacy Policy and any applicable order or agreement, constitute the entire agreement between you and Novachi regarding the Service.

20. Contact Us

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