Terms of Service

1. Agreement and Acceptance

1.1 Binding Contract

These Terms of Service ("Terms", "TOS", or "Agreement") constitute a legally binding contract between you ("User", "You", "Customer", or "Client") and KC Meta Ventures, Inc. ("Clients.ai", "we", "us", or "our"), an Ontario corporation with principal offices at 141 Sandwich Street North, Amherstburg, Ontario, N9V 2V1, Canada.

These Terms govern your access to and use of Clients.ai's AI-driven marketing platform, autonomous AI agents (including Traffic Agents, Conversion Agents, and Nurture Agents), lead generation tools, marketing automation, AI-generated content, funnel builders, analytics, web properties, APIs, and all related software, services, and technologies (collectively, the "Services").

1.2 Acceptance

By: (a) creating an account; (b) clicking "I Accept", "Sign Up", or similar buttons; (c) accessing or using any part of the Services; (d) signing up for any trial, subscription, or package; or (e) providing payment information, you acknowledge that you have read, understood, and irrevocably agree to be bound by these Terms and all incorporated policies.

IF YOU DO NOT AGREE TO THESE TERMS IN THEIR ENTIRETY, YOU MUST IMMEDIATELY CEASE ALL USE OF THE SERVICES.

1.3 Legal Capacity

You represent and warrant that: (a) you are at least 18 years of age and have full legal capacity to enter into this Agreement; (b) if entering this Agreement on behalf of an organization, you have full authority to bind that organization; (c) you are not located in a country subject to Canadian government embargo or designated as a "terrorist supporting" country; and (d) you are not prohibited by law from using the Services.

1.4 Modifications

We reserve the right to modify, amend, or replace these Terms at any time, in our sole and absolute discretion, by posting updated Terms on our website or within the Services. Your continued use of the Services after any modification constitutes your binding acceptance of the modified Terms. We may, but are not obligated to, notify you of material changes via email or in-app notification.

1.5 Additional Policies

These Terms incorporate by reference and include our Privacy Policy, Acceptable Use Policy, and any other policies, guidelines, or rules posted on our website or provided to you. In the event of a conflict, these Terms control.

2. Description of Services

2.1 AI-Powered Platform

Clients.ai provides an advanced artificial intelligence platform that enables autonomous AI agents to perform marketing, lead generation, customer engagement, content creation, and sales activities on your behalf. Our Services include, but are not limited to:

• Traffic Agents: AI agents that post content to social media, engage prospects, and direct traffic to your marketing funnels
• Conversion Agents: AI agents that create lead magnets, landing pages, and conversion-optimized content
• Nurture Agents: AI agents that send follow-up communications, nurture leads, and move prospects through your sales pipeline
• AI-Generated Content: Marketing copy, emails, social media posts, advertisements, and sales materials created by machine learning models
• Marketing Automation: Automated campaigns, funnels, sequences, and workflows powered by AI
• Lead Generation: Capture, storage, enrichment, and management of prospect information
• Analytics and Reporting: AI-driven insights, data analysis, and performance metrics

2.2 Autonomous Nature of AI Agents

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT:

• Our AI agents operate autonomously using probabilistic machine learning models
• AI agents make decisions, generate content, and take actions without human oversight or intervention
• AI outputs are generated by statistical pattern recognition and may contain errors, inaccuracies, biases, or unpredictable results
• We do NOT control, predict, guarantee, or warrant the specific outputs, actions, or consequences of AI agent activities
• AI-generated content may be similar or identical to content generated for other users

2.3 No Guarantees of Performance or Results

While our AI technology is advanced, WE MAKE ABSOLUTELY NO REPRESENTATIONS, PROMISES, OR GUARANTEES regarding: (a) the accuracy, reliability, completeness, or quality of AI-generated content; (b) the performance, effectiveness, or results of AI agents; (c) the number of leads, conversions, clients, sales, or revenue you will generate; (d) any return on investment (ROI), profit, or business outcomes; (e) the legality or regulatory compliance of AI outputs in your specific jurisdiction or industry; or (f) the suitability of AI-generated content for any particular purpose.

Limited Money-Back Reimbursement Only: The only guarantee we offer is a conditional monetary reimbursement program as described in Section 4.8 ("Limited Guarantee Programs"). This reimbursement is NOT a guarantee of business results, profit, leads, or success—it is solely a conditional money-back offer requiring strict compliance with all eligibility requirements set forth in Section 4.8, including but not limited to: (i) being a resident of USA, Canada, UK, Australia, or New Zealand; (ii) maintaining an active LinkedIn Traffic Agent for the full 18-day guarantee period; (iii) maintaining at least 1,000 LinkedIn connections; (iv) submitting three daily screenshots with complete metadata within specified time windows; and (v) demonstrating zero qualified client inquiries during the guarantee period. Failure to meet ANY requirement disqualifies you from reimbursement.

2.4 Service Modifications

We reserve the right, in our sole discretion, to: (a) modify, suspend, discontinue, or terminate any feature, functionality, or aspect of the Services at any time without notice; (b) update, change, or replace AI models, algorithms, or underlying technologies; (c) impose limits on usage, features, or functionality; and (d) add, remove, or modify pricing, plans, or packages. We shall have no liability for any such modifications.

3. Account Registration and Security

3.1 Account Requirements

To access the Services, you must create an account by providing accurate, current, and complete information. You agree to maintain and promptly update your account information to keep it accurate and current.

3.2 Account Responsibility

You are solely responsible for: (a) maintaining the confidentiality of your account credentials; (b) all activities that occur under your account, whether or not authorized by you; (c) immediately notifying us of any unauthorized access or security breach; and (d) all content, data, and actions taken through your account. You irrevocably release us from any and all liability arising from unauthorized account access or use.

3.3 Account Suspension and Termination

We reserve the absolute right to suspend, restrict, or terminate your account and access to the Services, immediately and without notice, if: (a) you breach any provision of these Terms; (b) we suspect fraudulent, abusive, or illegal activity; (c) your use poses security, legal, or reputational risks to us or others; (d) your payment fails or is disputed; (e) we are required to do so by law or legal process; or (f) for any other reason in our sole discretion. No refunds will be provided for terminations for cause.

4. Fees, Billing, and Payment

4.1 Subscription Fees

Access to the Services requires payment of subscription fees according to the plan you select (monthly, annual, or other billing period). All fees are stated in Canadian Dollars (CAD) unless otherwise specified. By providing payment information, you authorize us to charge the applicable fees to your payment method.

4.2 Automatic Renewal and Recurring Billing

YOUR SUBSCRIPTION AUTOMATICALLY RENEWS at the end of each billing period (monthly, annually, etc.) unless you cancel at least ten (10) days before the renewal date. By enrolling in a subscription, you expressly authorize us to automatically charge your payment method on each renewal date for the then-current subscription fees, plus any applicable taxes, overage charges, or additional fees.

4.3 Usage-Based Fees and Overages

Certain plans include usage limits (e.g., monthly lead allowances, agent action limits). If you exceed these limits, you will automatically be charged overage fees as specified in your plan details. Overage charges are billed immediately upon exceeding thresholds and are non-refundable.

4.4 Free Trials

If you sign up for a free trial, your trial begins upon registration and continues for the stated duration (e.g., 18 days). If you do not cancel before the free trial ends, you will be automatically charged for the subscription plan you selected, and recurring billing will commence. We may require payment information at trial signup.

4.5 Price Changes

We reserve the right to modify subscription fees, plan features, or pricing structures at any time. Price changes for existing subscriptions will generally take effect on your next renewal date after notice, though we may implement immediate price changes with notice as required by law.

4.6 Taxes

All fees are exclusive of applicable federal, provincial, state, local, or foreign taxes (including GST, HST, PST, VAT, or sales taxes). You are responsible for all such taxes, and we will charge and collect them as required by law.

4.7 No Refunds

ALL FEES ARE NON-REFUNDABLE except as expressly required by applicable law. This includes, but is not limited to: (a) subscription fees for any unused portion of a billing period; (b) overage fees; (c) fees paid for accounts terminated for cause; (d) fees for Services you do not use; and (e) fees for trials that converted to paid subscriptions. By agreeing to these Terms, you expressly waive any right to refunds.

4.8 Limited Guarantee Programs

This Section 4.8 governs all promotional guarantees, monetary reimbursement promises, and "better than money back" guarantees made by Clients.ai or authorized representatives, including but not limited to promises made in social media posts, LinkedIn bios, marketing materials, or other public communications (collectively, "Guarantee Programs"). For example, if an authorized Clients.ai representative promises in a LinkedIn bio or other marketing communication that you will receive a monetary reimbursement (such as $1,000 via Venmo or other payment method) if you do not receive a client within a specified trial period, that promise is subject to the terms and conditions set forth in this Section 4.8.

Authorized Representatives: For purposes of this Section, "authorized Clients.ai representatives" includes individuals with express written authority from KC Meta Ventures, Inc. to make binding promotional offers, including but not limited to the company's founder, CEO, or other designated executives. Promises made in official LinkedIn bios, verified social media accounts, or official marketing materials by such authorized representatives create binding Guarantee Programs subject to these terms. Verbal promises, social media posts, or statements by unauthorized personnel do not create binding Guarantee Programs.

Definition of Qualified Client Inquiry: For purposes of this Section 4.8, a "qualified client inquiry" means a lead who: (a) provided contact information through the Clients.ai platform; (b) responded to agent communications or engaged with agent-generated content; and (c) expressed interest in your products or services as evidenced by platform interaction logs, message responses, or form submissions. Mere profile views, connection requests, or passive engagement do not constitute qualified client inquiries.

Eligibility Requirements - Complete Compliance Mandatory: To qualify for any Guarantee Program, including but not limited to monetary reimbursement guarantees, you must strictly comply with ALL of the following requirements. Failure to satisfy even one (1) requirement in its entirety results in immediate and permanent disqualification with no exceptions, appeals, or discretionary waivers. Requirements must be completed in the sequence listed and within the time periods specified:

• Account Activation and Connection: You must implement and activate a LinkedIn Traffic Agent flow within the Clients.ai platform within 24 hours of account creation. Activation timestamp is recorded at the moment you complete the final step of the activation wizard.
• LinkedIn Account Requirements: You must connect your LinkedIn account to the LinkedIn Traffic Agent and maintain that connection for the entire guarantee period without disconnection, re-authentication, or interruption of any kind. Your connected LinkedIn account must have at least 1,000 connections at the precise moment of agent activation (verified by platform API snapshot—retroactive connection growth does not qualify).
• Agent Operational Continuity: You must leave the LinkedIn Traffic Agent active and operational for the entire 18-day guarantee period without: (a) disabling, pausing, or deactivating the agent; (b) modifying agent settings, parameters, or configurations; (c) interfering with automated agent actions; or (d) experiencing agent inactivity for more than sixty (60) consecutive minutes for any reason (including but not limited to internet outages, platform maintenance, or user action). Agent activity is continuously monitored via platform telemetry.
• Simple Daily Documentation - Just Three Quick Screenshots: To help us verify your agent was working properly, we just need you to capture three (3) quick screenshots of your dashboard each day during the 18-day period—super easy, takes less than a minute each time! Just grab screenshots at these convenient times (based on your account's time zone):
  • Morning check-in: Anytime between 6:00 AM and 9:00 AM
  • Midday check-in: Anytime between 12:00 PM and 3:00 PM
  • Evening check-in: Anytime between 6:00 PM and 9:00 PM

  Pro tip: Set simple phone reminders for these times to make it effortless! The three screenshots each day create a complete record showing your agent stayed active throughout the trial period. For quality assurance purposes, all daily documentation must be complete (screenshots captured within their designated windows on the same calendar day) to maintain documentation continuity for verification. Natural timing variation expected: To verify authentic human activity (as opposed to automated screenshot systems), we expect natural variation in screenshot timing across the 18-day period—screenshots captured at identical or suspiciously regular intervals (e.g., every day at exactly 7:00 AM, 12:00 PM, and 6:00 PM) may trigger additional verification requirements or indicate automated capture systems, which violates program requirements.

• What to Include in Your Screenshots - Easy Checklist: Each screenshot should show your full dashboard in action. Here's what to include (don't worry, it's all visible on one screen!): (a) your Clients.ai dashboard with stats and metrics; (b) your computer's clock showing the current date and time; (c) the web address at the top of your browser; (d) the green "Active" or "Running" status for your agent; (e) your LinkedIn tab open showing your connection count; and (f) a clear, unobstructed view. Just use your computer's built-in screenshot tool (like Snipping Tool on Windows or Screenshot on Mac) and save the image normally as PNG or JPEG—your computer automatically stores helpful file information with each screenshot that we use for verification purposes.
• Quick Upload Process - Right Away is Best: To keep everything organized and avoid losing track of files, simply upload each screenshot to your Google Drive folder right after you take it—ideally within 15 minutes while it's fresh in your mind. This quick upload habit prevents the hassle of searching for old screenshots later and ensures your documentation is complete and organized as you go. The upload timing (shown in your Google Drive file details) is compared with the photo's creation time (automatically embedded by your computer) for verification purposes.
• Keep Screenshots Original - No Editing Needed: Just keep your screenshots exactly as captured—no need to edit, crop, or modify them in any way. Your computer automatically saves important technical details with each screenshot (like when and where it was taken) that help us verify everything is authentic. We use standard verification methods to ensure all documentation is legitimate, including reviewing the technical file data your computer creates, comparing screenshots to our platform records, and checking upload histories. Simply save screenshots normally without editing, and you're all set!
• Anti-Automation Requirement for Program Integrity: To ensure the Guarantee Program maintains its integrity as a genuine trial verification system (and not a loophole for automated exploitation), you confirm that: (a) all screenshots are captured manually by you personally using standard computer screenshot tools; (b) you are not using any automated screenshot capture software, bots, scripts, macros, browser automation tools (including but not limited to Selenium, Puppeteer, or similar), scheduled screenshot utilities, or any other automated or semi-automated systems to capture, organize, or upload screenshots; (c) you are not using any software, tools, or services designed to circumvent, bypass, or automate compliance with Guarantee Program requirements; (d) each screenshot represents your personal, real-time verification of agent operation at that specific moment; and (e) you are personally present at your computer and actively viewing the dashboard at the time each screenshot is captured. Use of automation tools, screenshot schedulers, batch processors, or any system that captures screenshots without your active personal involvement at that moment constitutes a material breach of this Guarantee Program and results in immediate permanent disqualification regardless of whether the automated tool produced technically compliant screenshots.
• Continuous Google Drive Folder Maintenance: You must create a dedicated Google Drive folder for guarantee documentation before capturing your first screenshot. The folder must remain continuously accessible (not deleted, not made private, not moved) throughout the guarantee period and for ninety (90) days following the end of the guarantee period to allow for verification. You must share this folder with the email address verification@clients.ai with "Viewer" permissions before uploading your first screenshot. Failure to maintain folder accessibility or revocation of sharing permissions at any time disqualifies your claim.
• Zero Qualified Client Inquiry Verification: You must be able to demonstrate, through the complete screenshot documentation AND independent platform data verification, that you did not receive even one (1) qualified client inquiry (as defined in this Section) during the entire 18-day guarantee period. Platform activity logs, message records, engagement metrics, and AI agent interaction data will be analyzed to independently verify zero qualified inquiries occurred.
• One-Time Per Person Lifetime Limit: Each individual person (identified by legal name, government-issued ID, residential address, payment method, IP address, device fingerprint, or email address) is eligible for Guarantee Program reimbursement only once in their lifetime across all Clients.ai accounts, services, and related entities. Creating multiple accounts, using different email addresses, or attempting to claim the guarantee multiple times through any means constitutes fraud and will result in permanent ban from all Clients.ai Services, forfeiture of all fees paid, and potential legal action. You represent and warrant that you have never previously claimed or attempted to claim any Clients.ai Guarantee Program reimbursement under any name, account, or identity.
• Anti-Collusion and Anti-Fraud Covenant: You covenant and warrant that: (a) you are claiming the Guarantee Program for legitimate business purposes in good faith; (b) you have not coordinated, colluded, or conspired with any other person to claim the guarantee for the purpose of defrauding Clients.ai or obtaining money through false pretenses; (c) you have not shared guarantee eligibility strategies, documentation methods, or claim procedures with others for the purpose of enabling fraudulent claims; (d) you have not created or participated in any online communities, forums, groups, or communications with the primary or substantial purpose of coordinating guarantee claims or exploiting the Guarantee Program; (e) you will not share any reimbursement received with any third party in exchange for assistance with claim preparation or documentation; and (f) you have not and will not make any false statements or submit any false documentation in connection with your guarantee claim. Violation of this covenant will result in immediate disqualification, forfeiture of any reimbursement, demand for return of any funds paid, and potential legal action for fraud, conspiracy, or unjust enrichment under Ontario law.

Reimbursement Request Process - Strict Documentation Required: To request reimbursement under a Guarantee Program (including but not limited to promises such as "$1,000 via Venmo" or "better than money back" guarantees made in LinkedIn bios or other marketing communications), you must email care@clients.ai AND verification@clients.ai (both addresses required) within thirty (30) days after the end of the 18-day guarantee period. Your email subject line must be exactly: "Guarantee Program Claim - [Your Full Legal Name] - [Account Email]". You must provide ALL of the following in a single email submission:

• Direct shareable link to your Google Drive folder containing all 54 required screenshots, with verification that the folder has been shared with verification@clients.ai since before the first screenshot was taken
• Detailed spreadsheet (Excel or Google Sheets format) listing all 54 screenshots with columns for: screenshot number (1-54), date captured, time captured, EXIF timestamp, Google Drive upload timestamp, and link to each individual screenshot file
• Signed declaration (digital signature acceptable) certifying under penalty of perjury that: (a) all 54 screenshots are authentic, unedited, and unmanipulated; (b) all screenshots were captured within the specified time windows; (c) all screenshots were uploaded within 15 minutes of capture; (d) you maintained continuous agent operation for all 18 days; (e) you received zero qualified client inquiries; and (f) you have never previously claimed this guarantee
• Clear written request for monetary reimbursement stating the exact amount promised (e.g., "$1,000") and preferred payment method (Venmo account email, PayPal account email, or bank transfer details including institution name, transit number, account number, and account holder name matching your legal name)
• Copy of government-issued photo ID (driver's license, passport, or national ID card) showing your full legal name matching the account registration name
• Your complete account information including: account email, account creation date, agent activation date, LinkedIn account URL, and the specific Guarantee Program you are claiming with exact reference to where the promise was made (URL to LinkedIn bio, marketing email with full headers, or screenshot of promotional material with date visible)
• Written confirmation that you consent to Clients.ai verifying your claim through: (a) forensic analysis of all screenshot EXIF metadata; (b) review of platform activity logs and API data; (c) analysis of Google Drive audit logs; (d) verification of LinkedIn account connection history; and (e) any other verification methods Clients.ai deems necessary
• Any other documentation or evidence required by the specific Guarantee Program terms or requested by Clients.ai during the verification process

CRITICAL: Incomplete submissions will NOT be processed. You will receive one (1) opportunity to cure deficiencies within seven (7) days of notification. Failure to provide complete documentation within the cure period results in permanent claim denial with no further reconsideration.

Verification and Approval with Good Faith Discretion: Clients.ai reserves the right to verify all eligibility requirements, review all submitted documentation, and confirm compliance with these terms before approving any reimbursement. While strict compliance is required, Clients.ai may, in its sole discretion, accept claims with minor technical deficiencies (e.g., 1-2 missing screenshots out of 54, partial metadata corruption due to software issues beyond user control, timing variance of a few minutes) where the user has demonstrated good faith substantial compliance with the program's intent and the deficiency does not materially impair our ability to verify agent operation. This discretion does NOT create any obligation or entitlement to accommodation and is exercised on a case-by-case basis. Clients.ai's discretion will be exercised: (a) in good faith and not arbitrarily; (b) based on objective verification criteria (EXIF analysis, platform logs, timing records); (c) consistently across claimants; and (d) with written explanation provided for any denial. We may request additional documentation or clarification at any time.

Processing Timeline: Clients.ai will review and respond to reimbursement requests within sixty (60) days of receipt. If additional documentation is required, the review period may be extended by an additional thirty (30) days. Approved reimbursements will be processed within thirty (30) days of approval via the payment method specified in your request (e.g., Venmo, PayPal, bank transfer).

Disputes and Appeals: If your reimbursement request is denied, you may request a written explanation of the denial within thirty (30) days. Disputes regarding Guarantee Program eligibility or reimbursement decisions are subject to the dispute resolution procedures set forth in Section 18 (Arbitration) of these Terms.

Tax Obligations: You are solely responsible for any tax obligations arising from any reimbursement received under a Guarantee Program. Clients.ai may issue tax forms (e.g., T4A in Canada, 1099 in the U.S.) as required by applicable law.

Limitations and Exclusions: You acknowledge and agree that:

• Guarantee Programs (including promises made in LinkedIn bios, social media posts, or marketing materials) are separate from and do not modify the "No Refunds" policy in Section 4.7
• Guarantee Programs apply only to specific promotional offers made by authorized Clients.ai representatives (such as "$1,000 via Venmo" or "better than money back" guarantees) and do not create any general right to refunds or reimbursements
• If you fail to meet ANY of the eligibility requirements, you will not qualify for reimbursement, and Clients.ai has no obligation to provide any monetary reimbursement, regardless of any promise made in a LinkedIn bio or other marketing communication
• Clients.ai reserves the right to modify, suspend, or discontinue Guarantee Programs at any time, and such modifications will not apply retroactively to existing guarantee periods
• Any Guarantee Program (including promises in LinkedIn bios or marketing materials) is subject to the specific terms communicated at the time of the offer and these Terms. In the event of a conflict between a promise made in a LinkedIn bio or marketing material and these Terms, these Terms shall control
• Clients.ai is not obligated to provide reimbursement unless you strictly comply with ALL requirements set forth in this Section 4.8 and provide verifiable documentation, regardless of any promise made in a LinkedIn bio or other marketing communication

Quebec Consumer Protection: If you are a resident of Quebec, certain provisions of this Section 4.8 may be subject to Quebec's Consumer Protection Act (Loi sur la protection du consommateur). Quebec residents retain all rights under applicable Quebec law, and nothing in this Section limits those rights. Where these Terms conflict with Quebec's Consumer Protection Act, the Act prevails for Quebec residents.

This is Money-Back ONLY—NOT a Guarantee of Business Results: Nothing in this Section 4.8 or any Guarantee Program creates any warranty, guarantee, or promise that you will: (i) receive clients, leads, sales, revenue, or profit; (ii) achieve any return on investment (ROI); (iii) generate any business results or outcomes; or (iv) experience any success whatsoever. The Guarantee Program is SOLELY a conditional monetary reimbursement offer (e.g., "$1,000 via Venmo") that provides potential money-back IF AND ONLY IF you: (a) strictly comply with ALL eligibility requirements in this Section 4.8 including capturing 54 screenshots (3 per day for 18 days) within specific time windows, uploading each within 15 minutes to Google Drive, maintaining complete EXIF metadata integrity, and sharing folder access with verification@clients.ai; (b) maintain an active LinkedIn Traffic Agent with exactly 1,000+ connections at activation for 18 consecutive days without any agent downtime exceeding 60 minutes; (c) demonstrate zero qualified client inquiries during the entire 18-day period through both screenshot documentation and independent platform verification; (d) submit your reimbursement request within 30 days with ALL required documentation including government ID, signed declaration, detailed spreadsheet, and folder link; and (e) successfully pass all verification procedures including EXIF forensic analysis, platform log comparison, Google Drive audit review, and fraud detection screening, subject to our verification and approval in our sole and absolute discretion. This is an extremely strict compliance program with zero tolerance for missing documentation, timing errors, or incomplete submissions. This is a money-back reimbursement offer, NOT a guarantee of profit, results, leads, clients, or success.

4.9 Payment Failures

If any payment fails, is declined, or is charged back, we may: (a) immediately suspend or terminate your access; (b) charge late fees or collection costs; (c) pursue collection through third-party agencies or legal action; and (d) report delinquencies to credit bureaus. You remain liable for all amounts due, plus collection costs and attorney fees.

4.10 Cancellation

To cancel your subscription, you must provide written notice to us at least ten (10) days before your next billing date. Cancellation requests made fewer than ten (10) days before renewal may result in charges for the next billing period. Upon cancellation, your access continues until the end of your current paid period, after which access terminates. No partial or pro-rata refunds will be issued.

6. Disclaimers and Warranties

6.1 "AS IS" and "AS AVAILABLE" Basis

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. Your use of the Services is entirely at your own risk.

6.2 Disclaimer of All Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• Warranties of merchantability, fitness for a particular purpose, title, and non-infringement
• Warranties arising from course of dealing, course of performance, or trade usage
• Warranties regarding accuracy, reliability, completeness, timeliness, or quality of the Services or outputs
• Warranties that the Services will be uninterrupted, secure, error-free, or free from viruses, bugs, or harmful components
• Warranties regarding the results, performance, effectiveness, or outcomes you will achieve
• Warranties that AI-generated content will be accurate, legal, compliant, appropriate, or suitable for any purpose
• Warranties that defects or errors will be corrected

6.3 No Guarantee of Business Results, Profit, or ROI

WE DO NOT GUARANTEE, WARRANT, OR PROMISE that you will: (a) generate any specific number of leads, conversions, clients, sales, or revenue; (b) achieve any particular return on investment (ROI) or profit; (c) recoup your subscription fees or investment; (d) improve your marketing performance or business results; or (e) achieve any outcome whatsoever. Success depends on numerous factors outside our control, including your products, services, market, audience, industry, effort, and many other variables.

Conditional Money-Back Reimbursement Distinguished: This Section 6.3 does NOT guarantee business performance or results. Our only guarantee is the conditional monetary reimbursement program described in Section 4.8 ("Limited Guarantee Programs"), which offers potential money-back reimbursement (e.g., $100 via Venmo) ONLY if you: (i) strictly comply with ALL eligibility requirements in Section 4.8; (ii) maintain an active LinkedIn Traffic Agent for 18 consecutive days with at least 1,000 LinkedIn connections; (iii) submit all required twice-daily screenshots with intact metadata; (iv) demonstrate zero qualified client inquiries during the 18-day period; and (v) submit your reimbursement request within 30 days with all required documentation. This is a money-back offer, NOT a guarantee of business results, leads, clients, profit, or success.

6.4 Third-Party Content and Services

The Services may include or integrate with third-party content, services, APIs, platforms, or technologies. WE MAKE NO REPRESENTATIONS OR WARRANTIES regarding any third-party content or services and DISCLAIM ALL LIABILITY for third-party acts, omissions, content, availability, security, or performance.

6.5 Public Data and Enrichment

We may gather, compile, or enrich lead data using publicly available information (e.g., social media profiles, business directories, online databases). WE DO NOT WARRANT the accuracy, timeliness, completeness, or legality of such data and DISCLAIM ALL LIABILITY arising from inaccurate, outdated, or unlawfully obtained public data.

6.6 No Professional Advice

THE SERVICES DO NOT CONSTITUTE AND SHALL NOT BE CONSTRUED AS: (a) legal, compliance, or regulatory advice; (b) financial, investment, accounting, or tax advice; (c) medical, health, or therapeutic advice; (d) professional consulting or advisory services; or (e) any other form of professional advice. You must consult qualified professionals (lawyers, accountants, compliance experts, etc.) for advice specific to your situation, jurisdiction, and industry.

6.7 Jurisdictional Limitations

Some jurisdictions do not allow disclaimers of implied warranties or limitations on how long an implied warranty lasts. In such jurisdictions, the disclaimers and limitations in this Section 6 apply only to the maximum extent permitted by applicable law.

7. Limitation of Liability

7.1 Released Parties

For purposes of these Terms, "Released Parties" means Clients.ai, KC Meta Ventures, Inc., and all of their respective: (a) parent companies, subsidiaries, affiliates, joint venture partners, and related entities; (b) officers, directors, shareholders, members, managers, employees, agents, contractors, consultants, and representatives; (c) licensors, suppliers, service providers, and business partners; (d) predecessors, successors, and assigns; and (e) any other parties involved in creating, producing, delivering, or supporting the Services.

7.2 Exclusion of Consequential and Indirect Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL ANY RELEASED PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO:

• Lost profits, revenue, sales, business, or contracts
• Loss of goodwill, reputation, or business opportunities
• Loss of data, information, or content
• Cost of procurement of substitute goods or services
• Business interruption or downtime
• Emotional distress, reputational harm, or personal injury
• Any other indirect, consequential, incidental, special, exemplary, or punitive damages

This limitation applies regardless of: (a) the legal theory on which the claim is based (contract, tort, strict liability, negligence, product liability, or otherwise); (b) whether the Released Parties have been advised of the possibility of such damages; (c) whether direct damages are insufficient to compensate you; or (d) the failure of essential purpose of any limited remedy.

7.3 Cap on Aggregate Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF ALL RELEASED PARTIES, COLLECTIVELY, FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, SHALL NOT EXCEED THE GREATER OF: (a) the total amount you paid to Clients.ai for the Services during the twelve (12) months immediately preceding the event giving rise to liability; or (b) ONE THOUSAND CANADIAN DOLLARS ($1,000 CAD).

Rationale for Cap: This liability limitation: (i) aligns with industry-standard SaaS agreements from Salesforce, HubSpot, and other enterprise platforms; (ii) reflects the reasonable allocation of risk between parties given the subscription-based, low-cost nature of Services; (iii) avoids unconscionability challenges by providing a meaningful minimum floor ($1,000 CAD) while scaling with contract value (12-month fees for higher-paying customers); (iv) enables affordable Service provision without prohibitive insurance costs; and (v) encourages users to implement their own risk mitigation strategies (backups, monitoring, supervision) rather than relying solely on vendor liability.

This cap applies regardless of: (i) the number of claims or causes of action; (ii) the legal theory; (iii) whether claims are brought individually, as part of a class (if not waived), or in any other capacity; or (iv) the type or amount of damages claimed.

7.4 Essential Basis of Bargain

YOU ACKNOWLEDGE AND AGREE that the limitations of liability and disclaimers set forth in these Terms: (a) reflect a reasonable and fair allocation of risk between you and the Released Parties; (b) are essential elements of the basis of the bargain between you and Clients.ai; and (c) are a material inducement for Clients.ai to provide the Services to you at the prices charged. Without these limitations, Clients.ai would not provide the Services to you.

7.5 Jurisdictional Limitations

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages or certain types of liability. In such jurisdictions, the limitations and exclusions in this Section 7 apply only to the maximum extent permitted by applicable law. Where liability cannot be entirely excluded, it shall be limited to the greatest extent permitted by law.

7.6 Multiple Claims

The limitations of liability in this Section 7 apply to ALL claims in aggregate, not per claim or per incident. You may not circumvent these limitations by bringing multiple claims or re-characterizing claims under different legal theories.

8. Indemnification

8.1 Your Indemnification Obligation

YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS all Released Parties from and against any and all claims, demands, actions, suits, proceedings, investigations, liabilities, damages, losses, costs, and expenses (including reasonable attorney fees, expert fees, litigation costs, and settlement amounts) arising out of or relating to:

• Your use or misuse of the Services
• Any AI-generated content, output, communication, or action taken through your account
• Your violation of these Terms or any applicable law, regulation, or third-party right
• Any content, data, or materials you upload, submit, post, transmit, or make available through the Services ("User Content")
• Any claim that your use of the Services or AI-generated content infringes, misappropriates, or violates any intellectual property, privacy, publicity, or other proprietary right
• Any claim brought by your customers, prospects, leads, or third parties arising from AI agent communications or actions
• Any regulatory investigation, enforcement action, or compliance matter arising from your use of the Services
• Your breach of any representation, warranty, or covenant in these Terms
• Any negligent or wrongful act or omission by you or anyone using your account

8.2 Defense and Settlement

Clients.ai reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you. You agree to cooperate fully with Clients.ai in the defense of any claim. You may not settle any claim without Clients.ai's prior written consent.

8.3 Survival

Your indemnification obligations under this Section 8 shall survive termination or expiration of these Terms and shall continue indefinitely.

9. User Responsibilities and Prohibited Conduct

9.1 Compliance with Laws

You are solely responsible for ensuring that your use of the Services complies with all applicable federal, provincial, state, local, and foreign laws, regulations, and industry standards, including but not limited to: (a) privacy and data protection laws (PIPEDA, GDPR, CCPA, CASL, etc.); (b) advertising and marketing regulations; (c) consumer protection laws; (d) anti-spam laws (CAN-SPAM, CASL); (e) intellectual property laws; (f) industry-specific regulations (financial, healthcare, legal, real estate, etc.); and (g) professional conduct rules.

9.2 Review and Validation of AI Outputs

You must: (a) thoroughly review, verify, and validate all AI-generated content before using it in any public-facing communications, marketing materials, or business operations; (b) implement appropriate human oversight and review processes; (c) immediately stop, correct, or retract any AI-generated content that is inaccurate, misleading, inappropriate, offensive, defamatory, or unlawful; and (d) maintain records of your review and approval processes.

9.3 Prohibited Uses

You agree NOT to use the Services to:

• Violate any law, regulation, or third-party right
• Send spam, unsolicited communications, or violate anti-spam laws
• Engage in fraudulent, deceptive, misleading, or unethical business practices
• Infringe intellectual property rights (copyrights, trademarks, patents, trade secrets)
• Violate privacy, publicity, or data protection rights
• Generate or distribute hateful, harassing, discriminatory, defamatory, obscene, pornographic, or offensive content
• Promote illegal products, services, or activities (drugs, weapons, gambling where prohibited, etc.)
• Impersonate any person or entity or falsely represent affiliation
• Interfere with or disrupt the Services, servers, networks, or security measures
• Attempt to gain unauthorized access to any systems, accounts, or data
• Use the Services to develop competing products or reverse engineer our technology
• Engage in any activity that could damage, disable, overload, or impair the Services
• Upload viruses, malware, or any harmful code
• Scrape, crawl, or harvest data from the Services without authorization
• Use the Services for any purpose that is illegal, harmful, or violates these Terms

9.4 Acceptable Use Policy

Your use of the Services is also governed by our Acceptable Use Policy, which is incorporated into these Terms by reference. Violations of the Acceptable Use Policy constitute breaches of these Terms and may result in immediate suspension or termination.

11. Intellectual Property

11.1 Clients.ai Ownership

The Services, including all software, code, algorithms, AI models, designs, graphics, interfaces, documentation, trademarks, logos, and other intellectual property, are owned by Clients.ai, KC Meta Ventures, Inc., our licensors, or our partners. All rights not expressly granted to you are reserved. You acquire no ownership rights in the Services.

11.2 License to Use Services

Subject to your compliance with these Terms and payment of all fees, Clients.ai grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services solely for your internal business purposes. This license terminates immediately upon termination of your account or these Terms.

11.3 AI-Generated Content Ownership and Perpetual Irrevocable License - Cascading Tiers

Ownership of AI Outputs: Subject to the licenses granted herein, you retain ownership of AI-generated content created specifically for you through the Services. However, you acknowledge that: (a) AI may generate similar or identical outputs for multiple users based on similar inputs; (b) we cannot guarantee uniqueness or originality of AI outputs; and (c) we make no representations regarding intellectual property rights in AI-generated content.

11.4 Feedback and Suggestions

If you provide feedback, suggestions, ideas, or recommendations regarding the Services ("Feedback"), you grant Clients.ai a worldwide, perpetual, irrevocable, royalty-free, fully paid, transferable, sublicensable, exclusive license to use, exploit, and commercialize the Feedback without any obligation to you. You waive all moral rights in Feedback.

11.5 Trademark Usage

You may not use Clients.ai's name, logos, trademarks, or branding without our prior written consent. We may use your name and logo to identify you as a customer in our marketing materials unless you opt out in writing.

12. Termination and Suspension

12.1 Termination by You

You may terminate your account at any time by following the cancellation procedures described in Section 4.10. Termination does not relieve you of any payment obligations or liabilities incurred prior to termination.

12.2 Termination or Suspension by Clients.ai

We reserve the right to suspend, restrict, or terminate your access to the Services, immediately and without prior notice, for any reason, including but not limited to: (a) violation of these Terms; (b) fraudulent, abusive, or illegal activity; (c) security threats or risks; (d) failure to pay fees; (e) chargebacks or payment disputes; (f) harming other users or the platform's reputation; (g) legal requirements; or (h) any other reason in our sole discretion. No refunds will be provided for terminations for cause.

12.3 Effect of Termination

Upon termination: (a) your license to use the Services immediately terminates; (b) you must cease all use of the Services; (c) we may delete your account and data, subject to our retention obligations; (d) all payment obligations become immediately due; and (e) you remain bound by provisions that expressly or by their nature survive termination.

12.4 Survival

The following provisions survive termination: Sections 5 (AI Liability Disclaimer), 6 (Disclaimers), 7 (Limitation of Liability), 8 (Indemnification), 10 (Data Privacy - rights to contact leads and use data), 11 (Intellectual Property), 18 (Arbitration), 19 (Governing Law), 20 (Class Action Waiver), 22 (Severability), 24 (Entire Agreement), and any other provisions that by their nature should survive.

13. Electronic Communications and Signatures

You consent to receive electronic communications from us, including emails, in-app notifications, and postings on our website. You agree that all agreements, notices, disclosures, and other communications provided electronically satisfy any legal requirement that such communications be in writing.

By clicking "I Accept," "Sign Up," or similar buttons, or by accessing or using the Services, you are electronically signing these Terms. Your electronic signature has the same legal force and effect as a handwritten signature.

14. Force Majeure

Clients.ai shall not be liable for any failure or delay in performing obligations under these Terms due to events beyond our reasonable control, including but not limited to: acts of God, natural disasters, pandemics, epidemics, war, terrorism, civil unrest, labor disputes, strikes, government actions, embargoes, internet or telecommunications failures, power outages, failures of third-party services (including AI model providers, cloud infrastructure, or payment processors), cyberattacks, or any other force majeure event.

15. Assignment

Clients.ai may freely assign, transfer, or delegate these Terms and our rights and obligations hereunder, in whole or in part, without your consent or notice, including to: (a) any affiliate, subsidiary, or parent company; (b) any successor in a merger, acquisition, reorganization, or sale of assets; or (c) any third party. You may not assign, transfer, or delegate these Terms or any rights or obligations hereunder without our prior written consent, and any attempted assignment without consent is void.

16. User Monitoring Obligations for AI Agent Compliance

To ensure compliance with this Agreement and the Acceptable Use Policy, you must implement appropriate monitoring and oversight of AI agent activities. Specifically, you are required to:

• Establish reasonable processes to review AI-generated content and communications before or promptly after publication
• Implement automated or manual checks to detect violations of the Acceptable Use Policy, spam, harmful content, or regulatory non-compliance
• Promptly investigate and remediate any suspected AUP violations, inappropriate outputs, or harmful AI behaviors
• Maintain records demonstrating reasonable oversight and good faith efforts to comply with applicable laws and policies
• Configure AI agents with appropriate guardrails, content filters, and usage parameters to minimize risk of violations

Failure to implement reasonable monitoring does not excuse violations and may be considered evidence of negligence or willful non-compliance in enforcement actions or disputes.

17. International Jurisdictional Variations and Consumer Rights

17.1 Jurisdictional Applicability

While these Terms are governed by Ontario law (Section 19), users in certain jurisdictions may have additional or different rights under their local laws that cannot be waived by contract. Where local mandatory consumer protection laws conflict with these Terms, the local laws shall prevail to the extent of the conflict.

17.2 European Economic Area (EEA) and UK Residents - GDPR Rights

If you are located in the EEA or UK, you have rights under the General Data Protection Regulation (GDPR), UK GDPR, and local consumer protection laws, including the following data protection rights:

• Right to Access: Request access to your personal data we hold and receive a copy
• Right to Rectification: Request correction of inaccurate or incomplete personal data
• Right to Erasure ("Right to be Forgotten"): Request deletion of your personal data in certain circumstances
• Right to Restriction of Processing: Request that we limit how we use your personal data
• Right to Data Portability: Receive your personal data in a structured, machine-readable format and transmit it to another controller
• Right to Object: Object to processing of your personal data based on legitimate interests or for direct marketing purposes
• Rights Related to Automated Decision-Making: Not be subject to decisions based solely on automated processing, including profiling, which produce legal or similarly significant effects
• Right to Withdraw Consent: Withdraw consent for data processing at any time (without affecting lawfulness of processing before withdrawal)
• Right to Lodge a Complaint: File a complaint with your local supervisory authority or the Irish Data Protection Commission (our lead supervisory authority for EEA)

Consumer Protection Rights: EU/UK residents also benefit from protections against unfair contract terms under EU consumer law, and certain liability limitations and arbitration provisions may not be enforceable against EU/UK consumers.

Note: Mandatory arbitration and class action waivers may not be enforceable against EU/UK consumers. EU/UK residents may bring disputes in their local courts.

To exercise your GDPR rights, please contact us at compliance@Clients.ai or legal@clients.ai. We will respond to your request within 30 days as required by GDPR.

17.3 California and U.S. Residents

California residents have rights under the California Consumer Privacy Act (CCPA) and other state laws. Other U.S. states may have similar privacy and consumer protection laws. Contact compliance@Clients.ai or legal@clients.ai to exercise state-specific privacy rights.

17.4 Quebec Residents - See Section 28

Quebec-specific consumer protections and variations are addressed in Section 28 (Quebec Consumer Protection Notice).

17.5 Other Jurisdictions

If you are located in a jurisdiction with mandatory consumer protection laws, privacy laws, or other regulations that conflict with these Terms, please contact us at legal@clients.ai before using the Services to discuss applicable rights and potential modifications.

17.6 GDPR Data Processing Agreement (DPA) and International Data Transfers

19. Governing Law and Jurisdiction

19.1 Governing Law

These Terms and any disputes arising out of or relating to these Terms or the Services shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles.

19.2 Exclusive Jurisdiction

For any claims not subject to arbitration (including claims in small claims court or injunctive relief), you and Clients.ai irrevocably and unconditionally submit to the exclusive jurisdiction of the courts located in Windsor, Ontario, Canada.

You irrevocably waive: (a) any objection to venue in the specified courts; (b) any claim that such courts are an inconvenient forum; (c) any right to transfer or change venue; and (d) any right to jury trial.

19.3 Maximum Protection Against Foreign Jurisdiction Litigation

19.4 Consent to Electronic Service and Expedited Procedures

You consent to service of process by email to the email address associated with your account. Service shall be deemed complete 24 hours after email is sent. You also consent to expedited procedures, summary judgment motions, and all procedural mechanisms available under Ontario law to resolve disputes quickly and cost-effectively.

21. JURY TRIAL WAIVER

TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AND CLIENTS.AI KNOWINGLY, VOLUNTARILY, AND IRREVOCABLY WAIVE ANY RIGHT TO TRIAL BY JURY in any action, proceeding, or counterclaim arising out of or relating to these Terms or the Services, whether sounding in contract, tort, or otherwise.

22. Severability, Reformation, and Cascading Enforceability

Interpretation Priority: Courts and arbitrators shall interpret these Terms liberally in favor of validity and enforceability, applying the rule of ut res magis valeat quam pereat (it is better for a thing to have effect than to be void). Where multiple interpretations are possible, the interpretation that maximizes validity and enforceability shall be preferred.

23. Waiver

No waiver of any provision of these Terms shall be deemed a further or continuing waiver of that provision or any other provision. Clients.ai's failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative of Clients.ai.

24. Entire Agreement

These Terms, together with the Privacy Policy, Acceptable Use Policy, Security Policy, and any other policies or agreements expressly incorporated by reference, constitute the entire agreement between you and Clients.ai regarding the Services and supersede all prior or contemporaneous communications, agreements, representations, and understandings, whether oral or written.

In the event of a conflict between these Terms and any other policy or agreement, these Terms shall control unless explicitly stated otherwise.

25. Notices

Clients.ai may provide notices to you via email to the address associated with your account, by posting on our website, or through in-app notifications. You are responsible for keeping your email address current. Notices shall be deemed given: (a) 24 hours after email is sent; or (b) immediately upon posting.

You must send all notices to Clients.ai in writing to: KC Meta Ventures, Inc., 141 Sandwich Street North, Amherstburg, Ontario, N9V 2V1, Canada, or via email to legal@clients.ai or compliance@Clients.ai.

For specific matters, contact:

• Legal Notices & Service of Process: legal@clients.ai
• Privacy Rights & Data Requests: compliance@Clients.ai
• Security Issues & Vulnerabilities: security@Clients.ai
• Account Cancellations: legal@clients.ai or manage via account settings

26. Survival - Maximum Perpetual Scope