BY ACCESSING, REGISTERING FOR, OR USING THE WEBii PLATFORM ("Platform"), YOU ("User," "You," or "Your") AGREE TO BE LEGALLY BOUND BY THESE TERMS OF SERVICE ("Terms"). IF YOU DO NOT AGREE TO ALL TERMS, DO NOT USE THE PLATFORM.
These Terms constitute a binding contract between You and WebXess, Inc. DBA WEBii, a Texas corporation ("Company," "We," "Us," or "Our"), with its principal place of business in the State of Texas. You represent that You are at least 18 years of age and have full legal capacity to enter into this agreement. If registering on behalf of an entity, You represent You have authority to bind that entity and that entity is duly organized, validly existing, and in good standing under the laws of its jurisdiction.
Your agreement is recorded at signup with Your IP address, timestamp, browser fingerprint, and a cryptographic hash of the Terms text You accepted. This record is admissible as evidence of Your assent.
WEBii provides AI-powered chatbot services, lead management, customer relationship management (CRM), appointment scheduling, messaging automation, and related business tools (collectively, "Services"). Services are provided on an "AS IS" and "AS AVAILABLE" basis. We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time without notice or liability.
You must provide current, accurate, and complete information during registration. You agree to maintain and promptly update this information. Providing false information constitutes a material breach.
You are solely responsible for:
WE ARE NOT LIABLE FOR ANY LOSS OR DAMAGE ARISING FROM YOUR FAILURE TO COMPLY WITH THESE SECURITY OBLIGATIONS.
Accounts are non-transferable. You may not sell, license, or transfer Your account to any third party without Our prior written consent. Any unauthorized transfer is void and may result in immediate termination.
You may not share login credentials among multiple individuals. Each user must have a unique account. You may not create accounts using false identities or on behalf of suspended or terminated users.
You may use the Platform solely for lawful business purposes in accordance with these Terms and applicable law. The Services are intended for business or professional use only.
You expressly agree NOT to, and not to permit any third party to:
We actively monitor the Platform for violations. We reserve the right to investigate and cooperate with law enforcement regarding any suspected prohibited activity. You consent to such monitoring. We may report illegal activity to appropriate authorities without notice to You.
In the event of a violation of Section 4.2, You agree to pay liquidated damages of $50,000 per incident plus actual damages and attorneys' fees, without requiring the Company to prove specific harm. This amount is a reasonable estimate of the harm caused by such violations and is not a penalty.
While We implement commercially reasonable technical and organizational measures to protect data, YOU ACKNOWLEDGE AND AGREE THAT:
You acknowledge that no internet-based system is completely secure. THE COMPANY EXPRESSLY DISCLAIMS ANY WARRANTY OR GUARANTEE THAT THE PLATFORM WILL BE FREE FROM CYBER ATTACKS, HACKING, DATA BREACHES, RANSOMWARE, OR UNAUTHORIZED ACCESS.
In the event of a security incident caused by Your actions, negligence, or breach of these Terms, You bear full legal and financial responsibility for all resulting damages, including third-party claims, regulatory fines, remediation costs, and reputational harm.
By uploading data, You grant Us a limited, non-exclusive license to process, store, and transmit such data solely to provide the Services. You represent and warrant that You have obtained all necessary consents, rights, and authorizations to upload such data and to grant this license. You agree to indemnify Us against any claim arising from Your failure to obtain such rights.
All intellectual property rights in the Platform, including software, algorithms, models, trademarks, trade secrets, patents, copyrights, documentation, and content (excluding Your data), are owned exclusively by the Company. These Terms grant You no license to Our intellectual property except the limited right to use the Services as expressly permitted herein.
You retain ownership of Your data. You grant Us a worldwide, royalty-free, sublicensable license to use, reproduce, modify, and distribute Your data solely as necessary to operate the Platform and provide Services to You. This license survives termination of Your account for a reasonable period necessary to comply with legal obligations or to provide data export functionality.
Any feedback, suggestions, or ideas You provide become the exclusive property of the Company without compensation, attribution, or obligation of confidentiality. You hereby assign all rights in such feedback to the Company.
You may not use the WEBii name, logo, or trademarks without Our prior written consent. You may not register domain names, social media handles, or business names that are confusingly similar to Our marks.
You agree to pay all fees associated with Your selected plan. Fees are non-refundable except as required by law or as expressly stated in a written agreement. All fees are stated in U.S. Dollars.
If offered, trial access is granted at Our sole discretion and may be revoked without notice. Trial users are bound by all provisions of these Terms, including limitations of liability and indemnification. We may charge a nominal verification fee (e.g., $1.00) to validate Your payment method during signup.
We may suspend Services for non-payment, suspected fraud, or security concerns without liability. Suspension does not terminate Your obligation to pay outstanding fees or excuse You from liability for damages caused during the suspension period.
We may change pricing with 30 days' advance notice. Continued use after the effective date of a price change constitutes acceptance.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM AND SERVICES ARE PROVIDED "AS IS," "AS AVAILABLE," AND "WITH ALL FAULTS." THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO:
NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY THE COMPANY OR ITS REPRESENTATIVES SHALL CREATE ANY WARRANTY.
TO THE MAXIMUM EXTENT PERMITTED BY TEXAS LAW AND APPLICABLE FEDERAL LAW:
IN NO EVENT SHALL THE COMPANY, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, OR LICENSORS BE LIABLE FOR:
THE COMPANY'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE GREATER OF:
You acknowledge that these limitations are fundamental elements of the bargain between You and the Company, that the Company would not provide the Platform without such limitations, and that they shall apply even if any limited remedy fails its essential purpose. The pricing of the Services reflects this allocation of risk.
Some jurisdictions do not allow the exclusion or limitation of certain damages. If such law applies to You, the above limitations may not apply. However, for users domiciled in Texas or engaging in commercial use, the above limitations shall apply to the fullest extent permitted by law.
You agree to defend, indemnify, and hold harmless the Company and its directors, officers, employees, affiliates, agents, contractors, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:
We reserve the right to assume exclusive defense and control of any matter subject to indemnification, at Your expense. You agree to cooperate fully in such defense. You may not settle any claim that imposes liability on the Company without Our prior written consent.
We may terminate or suspend Your account immediately, without prior notice or liability, for any reason, including but not limited to:
Upon termination:
Termination for cause under this Section voids any right to refund, credit, or compensation. Termination for convenience by You does not entitle You to a refund of prepaid fees unless required by law.
These Terms and any dispute arising out of or relating to these Terms or the Platform shall be governed by and construed in accordance with the laws of the State of Texas, United States of America, without regard to its conflict of law principles or the United Nations Convention on Contracts for the International Sale of Goods.
Any legal suit, action, or proceeding arising out of or related to these Terms or the Platform shall be instituted exclusively in the state or federal courts located in Travis County, Austin, Texas (or, at the Company's election, the county of Your principal place of business if You are a corporate user). You waive any objection to venue or jurisdiction in such courts.
EACH PARTY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM.
YOU AGREE THAT ANY PROCEEDINGS, WHETHER IN ARBITRATION OR COURT, WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, COLLECTIVE, PRIVATE ATTORNEY GENERAL, OR REPRESENTATIVE ACTION. You waive any right to participate as a plaintiff or class member in any purported class action, collective action, or representative proceeding. The arbitrator or judge may not consolidate more than one person's claims.
Before filing any claim, the parties agree to attempt to resolve disputes informally for at least thirty (30) days by written notice to the other party. Notice must be sent to legal@webii.net (for the Company) or to Your registered email address (for You).
At the Company's sole election, any dispute shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. Judgment on the award may be entered in any court of competent jurisdiction. The arbitration shall be conducted in Houston, Texas, or remotely at the Company's election. The arbitrator shall have no authority to conduct class, collective, or representative proceedings.
Notwithstanding the above, the Company may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm, and You consent to such jurisdiction. This includes claims for unauthorized access, IP infringement, or violations of the AUP.
You agree that any claim arising out of or relating to these Terms must be filed within one (1) year after the event giving rise to the claim occurred, or the claim is permanently barred. This shorter period applies regardless of any statute of limitations that would otherwise apply under Texas law.
These Terms, together with any Privacy Policy, Data Processing Agreement, and any written service agreement signed by authorized representatives of both parties, constitute the entire agreement between You and the Company regarding the Platform and supersede all prior agreements, negotiations, and understandings, whether written or oral.
If any provision of these Terms is held invalid or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall remain in full force and effect. If modification is not possible, the provision shall be severed and the remainder shall continue.
No waiver of any provision shall be effective unless in writing signed by the waiving party. Failure to enforce any right shall not constitute a waiver. No single or partial exercise of a right precludes further exercise.
We shall not be liable for any failure or delay in performance due to causes beyond Our reasonable control, including cyber attacks (by state actors, criminal organizations, or otherwise), acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, labor shortages, or shortages of transportation, facilities, fuel, energy, or materials.
We may assign these Terms without restriction. You may not assign these Terms without Our prior written consent. Any purported assignment in violation of this Section is void.
You agree to the use of electronic signatures and records in connection with these Terms and Your use of the Platform. By clicking "I Agree," creating an account, or using the Platform, You manifest Your assent to these Terms and acknowledge that such action constitutes a legally binding signature under the Texas Uniform Electronic Transactions Act (UETA) and the federal E-SIGN Act. We record Your acceptance with a timestamp, IP address, and hash of the Terms text You accepted.
Notices to the Company must be sent to: legal@webii.net or WebXess, Inc. DBA WEBii, with our registered Texas business address. Notices to You will be sent to the email address associated with Your account. Notices are deemed received 24 hours after email transmission or 3 business days after mailing.
Headings are for convenience only and do not affect interpretation.
These Terms do not create any third-party beneficiary rights. Only You and the Company have enforceable rights under these Terms.
In any dispute arising under these Terms, the prevailing party shall be entitled to recover its reasonable attorneys' fees, costs, and expenses from the non-prevailing party.
You may not use the Platform in violation of U.S. export control laws or sanctions. You represent that You are not located in, under the control of, or a national or resident of any sanctioned country or restricted party list.
The Platform's AI systems generate automated responses and suggestions. You acknowledge that AI outputs may contain errors, hallucinations, or inappropriate content. You bear full responsibility for reviewing, verifying, and approving all AI outputs before using them or sharing them with Your customers. We are not liable for any damages arising from Your reliance on AI-generated content.
If We notify You of a security incident or data breach, such notification is provided as a courtesy and does not constitute an admission of liability, fault, or negligence on Our part. You may not use any such notification as evidence in any legal proceeding against Us.
You represent that Your use of the Platform will comply with all applicable laws, regulations, and industry standards, including but not limited to data protection laws, telemarketing regulations, and anti-spam laws.
We have no obligation to monitor Your use of the Platform or the content You upload, but We reserve the right to do so. Our failure to detect or act upon a violation does not waive Our right to act upon that or any other violation.
BY AGREEING TO THESE TERMS, YOU EXPLICITLY ACKNOWLEDGE AND ACCEPT THAT: