Terms of Service

These Terms of Service ("Terms") form a binding agreement between you and Ironact, Inc. ("Prompt Architect", "we", "us", or "our"), a Delaware corporation with its principal place of business at 1111B S Governors Ave Ste 51691, Dover, DE 19904, United States. They govern your access to and use of the Prompt Architect platform, websites, APIs, and related services (collectively, the "Services").

By creating an account, clicking "I agree", or otherwise using the Services, you agree to these Terms. If you do not agree, do not use the Services.

If you are using the Services on behalf of an organization, you represent that you are authorised to bind that organization, and "you" refers to both you individually and the organization. A sole-trader / freelancer acting outside their main occupation is treated as a consumer for the purposes of these Terms.

1. Eligibility

You must be old enough to consent to a digital service contract in your country of residence to use the Services. We do not knowingly provide the Services to:

• Children below the digital-consent age set by your EU Member State under GDPR Art. 8 — typically 13 to 16 (e.g., Germany 16; France 15; Italy and Spain 14; many other Member States 13). UK: 13 under UK GDPR.
• Children below 14 years in the Republic of Korea (Personal Information Protection Act, "PIPA", § 22).
• Children below 13 years in the United States (COPPA).

Where local law sets a higher minimum, that higher age applies.

2. The Services; AI transparency

Prompt Architect is an AI Answer Engine Optimization (AEO) platform that helps brands monitor and improve their visibility across AI answer engines. The Services include:

• Brand content collection and transformation into AI-readable formats;
• Brand Intelligence Model (BIM) construction using vector databases;
• Real-time monitoring of brand mentions across AI engines (including ChatGPT, Perplexity, Gemini, Claude, Grok, and Microsoft Copilot);
• Visibility analytics, insights, and optimization recommendations.

AI transparency (EU Regulation 2024/1689 "AI Act", Art. 50): The Services use and query third-party AI systems. Outputs are AI-generated, may be inaccurate, biased, or out of date, and may change without notice when underlying models change. You are the deployer of these outputs in your business decisions; we are not responsible for decisions you take based on them.

Some features may be labelled "beta", "preview", "experimental", or "coming soon". These features are provided as-is, may change or be discontinued without notice, and may not be subject to the same service levels as generally available features.

3. Accounts and Security

You are responsible for:

• Providing accurate registration information and keeping it up to date;
• Maintaining the confidentiality of your account credentials;
• All activity that occurs under your account;
• Notifying us promptly at contact@ironact.net of any suspected unauthorised access.

We may require you to verify your email or take additional authentication steps. We may suspend or terminate accounts that violate these Terms (see Section 11).

4. Acceptable Use

You agree not to, and not to permit any third party to:

• Use the Services in violation of any applicable law, regulation, or third-party right;
• Attempt to gain unauthorised access to the Services or to other users' accounts or data;
• Interfere with, disrupt, or impose an unreasonable load on the Services or underlying infrastructure;
• Reverse engineer, decompile, or disassemble any part of the Services, except to the extent this restriction is prohibited by applicable law;
• Use the Services to collect data in ways that infringe intellectual property, privacy, or other rights of third parties;
• Resell, sublicense, rent, lease, or otherwise commercially redistribute access to the Services without our prior written authorization;
• Submit content that is false, misleading, defamatory, infringing, harassing, or otherwise unlawful;
• Use the Services to train AI models that compete with the Services.

5. Your Content; Our Intellectual Property

Your Content. You retain all rights in the brand data, URLs, documents, prompts, and other content you provide to the Services ("Your Content"). You grant us a worldwide, non-exclusive, royalty-free licence to host, store, process, transmit, analyse, and transform Your Content solely to provide and improve the Services and as otherwise permitted by these Terms and the Privacy Policy.

You represent that you have all rights necessary to grant the above licence and that Your Content does not infringe third-party rights or violate applicable law.

Our IP. All rights, title, and interest in the Services — including the software, models, algorithms, designs, trademarks, logos, and documentation — are and remain the exclusive property of Ironact, Inc. and its licensors. No rights are granted to you other than the limited right to use the Services as set out in these Terms.

Feedback. If you send us suggestions or feedback, we may use them without restriction or obligation.

6. Payment, Renewal, and Withdrawal Rights

6.1 Plans and fees

A free tier is available with the limits described on our pricing page. Paid plans are billed in advance on a monthly or annual basis, in the currency shown at checkout. Fees are exclusive of applicable taxes (VAT/GST/sales tax), which you are responsible for paying unless otherwise stated.

We may change pricing for new billing cycles on at least 30 days' prior notice (longer where required by local law). Continued use after the new pricing takes effect is acceptance of the change.

6.2 Auto-renewal

Subscriptions renew automatically for successive periods of equal length unless cancelled before the renewal date through your account settings. You will not be charged after cancellation, but no refunds are issued for the current paid period except as required by mandatory law (including Sections 6.3 and 6.4 below).

For UK consumers, the Digital Markets, Competition and Consumers Act 2024 auto-renewal reminder rules apply once they come into force. We will send reminder notices and price-change notices in line with the secondary legislation when it takes effect.

6.3 Statutory withdrawal / cancellation right (EEA, UK)

Consumers in the EEA and the UK have a statutory right to withdraw from a distance contract for the Services within 14 days of the contract being concluded, without giving any reason. The legal bases are:

• EU: Directive 2011/83/EU on Consumer Rights;
• UK: The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.

Loss of withdrawal right for digital services. Because Prompt Architect is a digital service provided online, your statutory withdrawal right ends when performance has begun, provided that all three of the following are met (CRD Art. 16(m); Reg. 37(1)(a) of the UK 2013 Regulations):

(a) you have given your prior express consent to begin performance before the withdrawal period ends; (b) you have acknowledged that you will lose your right of withdrawal once performance is complete (or, for ongoing services, to the extent already performed); and (c) we have provided you confirmation of the contract on a durable medium (a post-checkout email) that records your consent under (a) and acknowledgement under (b).

By choosing a paid plan and clicking "Subscribe" you are asked to give the express consent and acknowledgement at (a) and (b); the confirmation email at (c) is sent automatically.

"Cancel my contract" button (from 19 June 2026). In accordance with Directive (EU) 2023/2673 amending the CRD, consumers in the EEA who conclude a paid subscription online will be able to cancel it through an easy, clearly visible, continuously available withdrawal function within the 14-day window, accessible from the in-product Billing settings and from your purchase-confirmation email.

How to withdraw. To exercise the right within the 14-day window, send an unambiguous statement to contact@ironact.net with your account email and subscription details, or use the model withdrawal form at /legal/withdrawal-form (linked in your purchase-confirmation email). We will refund all payments received from you within 14 days, using the same payment method, less any pro-rata amount for Services already performed with your express consent.

6.4 Statutory withdrawal right (Republic of Korea)

Consumers in the Republic of Korea have a statutory right to withdraw from a distance contract under the Act on the Consumer Protection in Electronic Commerce (전자상거래법) Art. 17:

• For services, within 7 days of contract conclusion or the date on which the contract document is received, whichever is later.
• For digital content delivered immediately, withdrawal is excluded once performance has begun, only if we (i) clearly indicated the exclusion in advance, (ii) offered a trial, sample, or other means to evaluate the product before purchase (Art. 17(6)), and (iii) recorded your prior express consent to immediate provision. The exclusion applies only to the portion already provided — withdrawal remains available for any portion not yet supplied.

For monthly or annual subscription plans, you may withdraw from any subsequent billing cycle whose performance has not yet begun, in addition to the statutory 7-day window above.

How to withdraw. Send a withdrawal notice to contact@ironact.net with your account email and subscription details, or refuse continued performance through the in-product Billing settings.

6.5 Failure to pay

If a payment fails, we may retry the charge, downgrade your plan, or suspend or terminate access after reasonable notice.

7. Service Levels and Beta Features

We will use commercially reasonable efforts to make the Services available, but we do not guarantee uninterrupted availability for free or non-enterprise plans. Service Level commitments, if any, are described in a separate Service Level Agreement for Enterprise customers.

Beta features may have bugs, may change, may be withdrawn, and may not be subject to support. Do not rely on beta features for critical workflows.

8. Third-Party AI Engines and Sources

The Services interact with third-party AI engines, search APIs, and websites. We do not control these third parties, their outputs, their availability, or their policies. AI engines may produce inaccurate, biased, or outdated information. You are responsible for evaluating outputs before acting on them.

We are not responsible for changes to third-party APIs, algorithms, terms, or pricing that affect the Services.

9. Disclaimers

To the maximum extent permitted by applicable law, the Services are provided "as is" and "as available", without warranties of any kind, whether express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, and uninterrupted operation. We do not warrant any specific outcome — including any specific ranking, mention frequency, or share of voice — in any AI answer engine.

Mandatory consumer warranties. Nothing in these Terms excludes or limits warranties or rights that cannot be excluded or limited under the consumer-protection laws of your country of residence, including:

• the UK Consumer Rights Act 2015 (Part 1 Chapter 3) — digital content must be of satisfactory quality, fit for purpose, and as described, with statutory remedies including repair, replacement, price reduction, and refund;
• the French Code de la consommation Art. L217-3 et seq. (legal warranty of conformity) and Art. 1641 et seq. Code civil (warranty against hidden defects);
• BGB §§ 327 et seq. (Germany, in force since 1 January 2022) — digital-product warranty and supplier's update obligation under § 327f BGB; and
• the Korean Framework Act on Consumers (소비자기본법) and the 전자상거래법.

Those warranties apply alongside (and prevail over) anything to the contrary in this Section.

10. Limitation of Liability

To the maximum extent permitted by applicable law:

• Neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages — including lost profits, lost revenue, lost data, or business interruption — arising out of or relating to these Terms or the Services, even if advised of the possibility of such damages.
• Our total aggregate liability for all claims arising out of or relating to these Terms or the Services in any 12-month period will not exceed the amounts you paid us for the Services in that period, or USD 100, whichever is greater.

These limits do not apply to: (a) liability for death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) gross negligence or wilful misconduct; (d) any other liability that cannot be excluded or limited under applicable law (including mandatory consumer-protection law in the EEA, UK, and Korea); or (e) your payment obligations.

11. Suspension and Termination

You may cancel your account at any time through account settings or by emailing us. Cancellation takes effect at the end of the current paid period (subject to any earlier termination required by mandatory law).

We may suspend or terminate your access — in whole or in part, with or without notice — if (a) you materially breach these Terms, (b) we are required to do so by law or by a competent authority, (c) your account presents a security or abuse risk, or (d) we discontinue the Services. Where reasonably practicable, we will give you advance notice and an opportunity to cure.

On termination, your right to use the Services ends. We will delete or anonymise Your Content in accordance with the retention periods set out in the Privacy Policy, except where law requires longer retention.

Sections that by their nature should survive termination (including Sections 5, 9, 10, 12, 13, 14) will survive.

12. Governing Law; Dispute Resolution

12.1 Business users

If you are using the Services on behalf of an organization (a "business user"), these Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws rules. Any dispute will be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, seated in Wilmington, Delaware, in English. Judgment on the award may be entered in any court of competent jurisdiction. Either party may seek injunctive relief in any court of competent jurisdiction to protect intellectual property or confidential information.

Class-action waiver and opt-out. Each party agrees that disputes will be resolved on an individual basis and waives any right to participate in a class, collective, or representative action. You may opt out of arbitration within 30 days of first accepting these Terms by emailing contact@ironact.net with the subject "Arbitration Opt-Out" and your account email. Either party may also bring an individual action in small-claims court for claims within that court's jurisdiction.

12.2 Consumer carve-out (EEA, UK, Korea)

If you are a consumer (a natural person acting outside your trade, business, craft, or profession, or a sole trader acting outside your main occupation) resident in the EEA, the UK, or the Republic of Korea, the choice of Delaware law and AAA arbitration in Section 12.1 does not deprive you of the protection of the mandatory laws of your country of residence (Rome I Regulation Art. 6; Brussels I bis Art. 17–19; Korean Act on the Regulation of Terms and Conditions). You may bring proceedings in the courts of your country of residence; we may bring proceedings against you only in the courts of your country of residence.

• EEA consumers: Under Directive 2013/11/EU on Alternative Dispute Resolution, you may refer a dispute to a competent ADR body in your Member State. The EU Online Dispute Resolution platform (https://ec.europa.eu/consumers/odr) was permanently shut down on 20 July 2025 (Regulation (EU) 2024/3228) and is no longer available.
• French consumers may, after first contacting us in writing, refer a dispute free of charge to a médiateur de la consommation. See Section 13.2.
• UK consumers may bring proceedings in any UK court that has jurisdiction.
• Korean consumers may refer disputes to the Korea Consumer Agency Consumer Dispute Settlement Commission (한국소비자원 소비자분쟁조정위원회) or the Electronic Commerce Mediation Committee (전자거래분쟁조정위원회).

13. Country-Specific Provisions

The provisions in this Section apply in addition to (and, where they conflict, prevail over) the rest of the Terms for users in the relevant country.

13.1 Germany

Provider information required by § 5 of the Digitale-Dienste-Gesetz (DDG) (which replaced the TMG on 14 May 2024) is published at /imprint.

German consumers receive the statutory withdrawal instruction (Widerrufsbelehrung) and the model withdrawal form (Muster-Widerrufsformular) at the time of purchase, in accordance with §§ 312g, 355 ff. BGB, available at /legal/widerrufsbelehrung.

In addition to the rights under § 9 of these Terms, we provide the security and functionality updates required by § 327f BGB during the period the Services are made available, as required for digital products supplied to consumers.

We are not obliged to and do not participate in dispute resolution proceedings before a consumer arbitration body (Verbraucherschlichtungsstelle) within the meaning of § 36 VSBG.

13.2 France

In accordance with Articles L611-1 and L616-1 of the French Code de la consommation, French consumers may, after first attempting to resolve a dispute with our customer support, refer it free of charge to a médiateur de la consommation:

Mediator enrolment in progress. We are in the process of enrolling with a CECMC-listed médiateur de la consommation and will publish the appointee here once enrolled. In the interim, French consumers with a dispute should first contact us at contact@ironact.net; we are committed to good-faith resolution and to enrolling with a mediator promptly.

French consumers also benefit from the legal warranty of conformity (Articles L217-3 et seq. Code de la consommation) and the warranty against hidden defects (Articles 1641 et seq. Code civil).

Language (Loi Toubon). Pursuant to Loi n° 94-665 of 4 August 1994 (Loi Toubon), the French version of these Terms controls for French consumers, to the extent required by that law. The English version controls for all other users.

13.3 United Kingdom

UK consumers benefit from rights under the Consumer Rights Act 2015, including that digital content must be of satisfactory quality, fit for the particular purpose you made known to us, and as described. Statutory remedies include repair, replacement, an appropriate price reduction, and (in some cases) a refund.

UK consumers also benefit from the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013. Nothing in these Terms removes those rights.

UK consumers may bring proceedings in any UK court that has jurisdiction.

13.4 Republic of Korea

In accordance with the Act on the Consumer Protection in Electronic Commerce (전자상거래법) § 13, Korean consumers are entitled to the disclosures published at /imprint and at the time of purchase, including:

• Trade name (상호) and representative (대표자);
• Business address and customer service contact (phone, email);
• Business registration number (사업자등록번호), or a statement that Korean registration is not required because the operator is overseas;
• Mail-order business report number (통신판매업 신고번호): 해당 없음 — 한국 내 영업소 미설치 / 통신판매업 신고 의무 미해당.;
• Conditions and methods of payment, delivery, and refund.

Korean consumers may use the dispute mediation procedures listed in Section 12.2.

13.5 California, United States

California consumers have additional rights under the California Consumer Privacy Act / California Privacy Rights Act, including the automated-decision-making technology ("ADMT") rights effective 1 January 2026 (Cal. Code Regs. Tit. 11). See our Privacy Policy for the full California Disclosures.

13.6 Other US states

Consumers resident in Virginia, Colorado, Connecticut, Utah, Texas, Oregon, Montana, Iowa, Delaware, New Hampshire, New Jersey, Tennessee, Minnesota, Maryland, Indiana, Kentucky, Rhode Island, and other states with comprehensive privacy laws have rights described in our Privacy Policy, including the right to appeal denials of rights requests within 60 days (Virginia VCDPA § 59.1-577; Colorado CPA § 6-1-1306(3); Connecticut CTDPA § 42-520; Oregon ORS 646A.578; and equivalents).

14. EU Data Act — Portability and Switching

In accordance with Regulation (EU) 2023/2854 (Data Act, applicable from 12 September 2025), customers established in the EEA may:

• Switch to another provider of equivalent data-processing services with a maximum 2-month notice period and a 30-day switching period (extensions available on request);
• Request export of their data in a structured, commonly used, machine-readable format;
• Receive information on switching procedures, supported data formats, and charges on request.

Switching charges, if any, are cost-based and will be phased out as required by the Data Act. Contact contact@ironact.net to initiate a switch. We will assist in good faith with data export and reasonable cooperation during the switching period.

15. Changes to these Terms

We may update these Terms from time to time. Material changes will be announced by email or in-product notice at least 30 days before they take effect (or any longer period required by local law). Non-material changes (such as clarifications and typo fixes) take effect on posting. The "Last updated" date at the bottom of this page always reflects the current version.

If you do not agree to a change, you must stop using the Services before the change takes effect. Continued use after the effective date is acceptance.

16. Miscellaneous

Entire agreement. These Terms (together with the Privacy Policy and any order form or Enterprise agreement signed with us) constitute the entire agreement between you and us regarding the Services.

Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets.

Severability. If any provision is held unenforceable, the remaining provisions will remain in full force, and the unenforceable provision will be modified to the minimum extent necessary.

No waiver. Failure to enforce a provision is not a waiver of the right to do so later.

Notices. We may give notices to you by email to the address on your account, or by in-product notice. You may give notices to us at contact@ironact.net.

Language. These Terms are made available in English, Korean, German, and French. The English version is the controlling version in case of conflict, except (i) for French consumers, the French version controls to the extent required by Loi Toubon (see § 13.2) and (ii) where mandatory local law requires another language version to control.

17. Contact

Ironact, Inc. 1111B S Governors Ave Ste 51691 Dover, DE 19904 United States Phone: +1 (415) 851-9366

General: contact@ironact.net Legal & withdrawal: contact@ironact.net Security: contact@ironact.net Privacy: contact@ironact.net