Legal
Terms of Service
These Terms are the agreement between you and Tibly, Inc. when you use the Tibly product. They cover what you can expect from us, what we expect from you, how disputes get resolved, and the legal small print. Please read them carefully — by using the product you agree to all of them.
Effective August 15, 2026
1. Acceptance of these Terms
By creating an account, accessing the product, or otherwise using Tibly, you agree to be bound by these Terms of Service and by our Privacy Policy at /privacy, which is incorporated here by reference. If you are using the product on behalf of an organisation, you represent that you have authority to bind that organisation, and "you" in these Terms refers to that organisation.
If you do not agree to these Terms, do not access or use the product.
2. Eligibility
Tibly is a business product. You must be at least 18 years old and legally able to enter into a contract in your jurisdiction to use it. The product is not directed to children and we will terminate accounts we discover to belong to a minor.
3. Accounts and security
You are responsible for keeping your account credentials secure and for everything that happens under your account. Notify us immediately if you suspect unauthorised access. We may suspend or terminate any account we reasonably believe has been compromised.
You agree to provide accurate, current, and complete information when you sign up and to keep that information up to date. Misrepresenting who you are, what organisation you represent, or your eligibility to use the product is grounds for termination.
4. Subscriptions and billing
Tibly offers paid plans (Lite, Starter, Growth, Enterprise — see /pricing for the current shape). Paid plans are billed through Stripe. You can choose monthly or annual billing at checkout; annual billing is offered at a discount to the equivalent monthly rate (currently two months free). Subscriptions renew automatically at the end of each billing period at the then-current price.
Each plan includes the features and usage allotments listed for it at /pricing at the time you subscribe. The Lite plan covers the website builder, the hosting of sites you build with it, the on-site editor, and the payments features (invoicing and the on-site store — section 13, at the fee rates shown for your plan at /pricing); it does not include the AI-visibility features (visibility reports and scans, prompt tracking, hosted pages) or reveal credits, and those surfaces are locked in the product until you upgrade to a plan that includes them. Each plan also caps the number of websites and business profiles an account (or team workspace) may create and host — the current per-plan limits are shown at /pricing — and we may decline to create, host, or attach an additional site or business, including one built before signing in, to an account that has reached its plan's limit.
Paid plans are billed immediately at checkout; we do not offer free trials. You can cancel at any time from your account's Billing settings or by emailing legal@tibly.ai; cancellation takes effect at the end of the current billing period and you will not receive a refund for the unused portion. The Enterprise tier is sales-assisted and is governed by the order form signed with Tibly, Inc. (which incorporates these Terms). Accounts on legacy plans that included a free trial keep the trial terms that applied when they subscribed.
Some product features (notably the Reveal action, which retrieves a contact's email address and direct-dial phone number where available) consume reveal credits. Paid plans other than Lite include a per-month allotment of reveal credits — see /pricing for the current allotment by tier; the Lite plan includes none. The plan allotment resets at the start of each billing period. You can also purchase additional reveal credits at any time as a one-time charge through Stripe. The current per-credit price and pack sizes are shown on the Billing & Credits surface in your account at the moment of purchase, and we may change those prices for future purchases on the same 30 days' notice that applies to subscriptions.
A reveal credit is consumed at most once per contact per account, pooled across the contact's email address, direct-dial phone number, and any other contact fields the Reveal action returns. A credit is consumed only when the Reveal action returns at least one usable result for a contact your account has not already revealed. If a Reveal returns no usable result — or if your account has already been billed for the same contact, including on a separate row that resolves to the same underlying person — no credit is deducted from any of your buckets and no charge is incurred. This means that if a first click delivers only one of the requested fields (for example, the phone number but not the email), you can click Reveal again on the same contact later to fill in the missing field without spending an additional credit.
Purchased add-on reveal credits roll over from billing period to billing period and do not expire while your account remains active. They are not consumed by changes in your subscription tier and remain on your account if you cancel a paid subscription (you keep them and may continue to spend them). We may, on at least 30 days' notice, treat credits as expired after 24 consecutive months in which your account has had no live paid subscription and no credit consumption. Purchased reveal credits are non-refundable, non-transferable, and have no cash value; they may only be used to reveal contacts within your own account. We will refund a credit purchase in our sole discretion (for example, in cases of a duplicated charge or proven fraud) and as otherwise required by law. We may revoke unused credits in connection with termination of your account for breach of these Terms (see Section 5) or, for an admin-initiated account deletion, in connection with that deletion.
Certain features — including the AI-visibility scans that query AI engines on your behalf — consume scan capacity rather than reveal credits. Plans that include the AI-visibility features carry a defined scan allotment for each billing period: a bounded number of markets, prompts, engines, and samples per period, shown for your tier at /pricing. The Lite plan does not include the AI-visibility features and carries no scan allotment. We may queue, throttle, or decline usage that exceeds your plan's allotment, and we may set, adjust, and enforce per-account and per-period limits to protect the service and the third-party providers the scans depend on. One-time audits and any done-for-you service tier, where offered, are governed by the applicable order form or services addendum, which incorporates these Terms.
If you purchase a custom domain for a site built with the website builder, the purchase is a separate yearly subscription billed through Stripe, at the flat yearly price shown at the moment of purchase. The first payment funds the domain's registration and each anniversary payment funds its renewal with the registrar; we register the domain on your behalf through our registrar account. Because a domain registration is placed with the registrar immediately after payment, domain purchases are non-refundable once registration has been placed; if we are unable to complete the registration after you have paid, we will refund the purchase in full. If you turn off auto-renew or cancel the domain subscription, the domain is not renewed and lapses at the end of its current registration year; after it lapses, we do not control whether or at what price it can be re-registered. On your written request while the registration is active, we will reasonably cooperate to transfer the domain's registration to a registrar account you control (the registrar's transfer rules and any transfer fees apply). Your subdomain and any purchased domain point at your site only while the associated site remains hosted with us.
We may change pricing on at least 30 days' advance notice, sent to the email on your account. Continued use after the change takes effect constitutes acceptance of the new pricing. All fees, including reveal credit purchases, are exclusive of taxes, which you are responsible for paying. We may suspend or terminate access for non-payment after notice and a reasonable cure period.
5. Acceptable use
You agree not to:
- Use the product to violate any law, infringe any third party's rights (including intellectual-property rights, privacy rights, or publicity rights), or distribute spam.
- Scrape, copy, or systematically extract the product's data outside the routes the product explicitly exposes for that purpose, or attempt to do so by means that circumvent our authentication or rate limits.
- Resell, sublicense, white-label, or otherwise make the product available to third parties as a substitute service.
- Reverse-engineer, decompile, or attempt to discover the source code or underlying algorithms of the product, except where that restriction is expressly prohibited by law (and then only to the extent of that prohibition).
- Use the product to make hiring, lending, housing, insurance, or other decisions that have a legal or similarly significant effect on an individual — the product is sales intelligence, not a consumer report under the Fair Credit Reporting Act, and you may not use it as one.
- Send unsolicited commercial email using contact information surfaced through the product that does not comply with the CAN-SPAM Act, the Telephone Consumer Protection Act, or equivalent law in the recipient's jurisdiction.
- Use the product's review-solicitation or reputation features to seek, incentivise without clear and conspicuous disclosure, gate, or otherwise procure reviews or testimonials in a way that violates the FTC Rule on the Use of Consumer Reviews and Testimonials (16 C.F.R. Part 465), the Consumer Review Fairness Act, or any platform's review policies.
- Connect, or direct the product to publish to or read from, any website, content-management system, analytics property, or business profile that you do not own or lack authority to manage.
- Use a website we host or the payments features to sell, offer, or promote goods, services, events, or content that are unlawful, that infringe a third party's rights, that you are not licensed or authorised to sell, or that fall within Stripe's prohibited-business categories; or to publish content on a hosted site that is unlawful, deceptive, defamatory, or infringing.
- Use visibility reports or their contents to harass, defame, or misrepresent the standing of any business named in them. A report records what an AI engine or public source returned at a point in time; it is not our statement about any business, and any claim you make about what a report proves is your own.
- Use the product to build, train, or evaluate a model that competes with the product.
- Test, probe, or scan the product's vulnerability without our prior written consent (security researchers can contact us at the address in section 21 to arrange a coordinated review).
- Misrepresent your identity or affiliation with any person or organisation.
We may suspend or terminate accounts that violate these rules. Repeat violations will result in permanent termination.
6. Your data
You own the information you put into the product — workspace columns, Signals templates, notes, CRM-sync data, your AI-visibility profile (the company, trade, markets, competitors, and prompts you configure), the credentials you use to connect a website or content-management system (such as WordPress Application Passwords), the analytics data you authorise us to read (such as Google Analytics), and, where those features are enabled, connected call-tracking or field-service data (together, "Customer Data"). You grant Tibly a non-exclusive, worldwide, royalty-free licence to host, process, transmit, display, and otherwise use Customer Data solely to provide and improve the product and to perform our obligations under these Terms — including, where you connect a website, profile, or other system and direct us to act on it, to transmit generated artifacts and other content to that system at your direction (see section 7). The licence terminates when you delete the underlying data or close your account, subject to the retention windows described in our Privacy Policy.
You are responsible for the legality of the Customer Data you upload and for having the rights to upload it. You represent that you own or are authorised to manage every website, content-management system, analytics property, and business profile you connect to the product, and that we may access and act on those connected services solely to provide the product's features. You also represent that any third-party personal information you direct the product to look up (for example, by clicking Reveal on a contractor) is information you are permitted to receive under applicable law.
7. AI-generated content, publishing, and your website
Some features generate marketing artifacts — web pages, posts, business-profile content, and similar material — using large language models, grounded in public records and in the Customer Data you provide. Where you connect a website, content-management system, or business profile and enable publishing, the product can transmit those artifacts to your connected system, either automatically at your standing direction or when you approve a specific artifact.
Where you use the website builder, we generate, host, and serve a website for you — and the builder, the on-site editor, and the assistant let you change what is on it. That website is yours: as between you and Tibly, you are its owner and publisher, and everything it presents to the public — its copy and claims, prices, images, offers, forms, booking availability, and anything you sell through it — is your content and your responsibility, whether it was written by you, generated at your direction, or left unedited from the initial build. You are responsible for the site's compliance with the laws that apply to your business and its advertising, for the accuracy of what it says, and for your dealings with the people who visit it. We host and transmit the site at your direction; we do not review, endorse, or verify its content, and we are not a party to any interaction or transaction between you and your site's visitors. We may remove content from, or suspend the hosting of, a site that we reasonably believe is unlawful, deceptive, infringing, or in breach of these Terms.
- Ownership
- As between you and us, generated artifacts are assigned to you on delivery and are yours to use, modify, and publish. We retain all rights in the underlying software, models, templates, prompts, and know-how used to produce them, and nothing here assigns those to you.
- Review before publishing
- You are responsible for reviewing every generated artifact before it is published or before you direct the product to publish it, including the accuracy of every claim it makes about your business — prices, licence or registration numbers, service areas, certifications, and job history. Do not publish, or direct us to publish, an artifact you have not reviewed.
- Advertising compliance is yours
- A published artifact is your advertising. You are responsible for its compliance with every law and policy that applies to your trade's advertising — including state contractor-licensing advertising rules (for example, requirements to display a licence number in advertising), pricing and claim-substantiation rules, and the content policies of the platform it is published to (such as your website host or Google Business Profile).
- Credentials
- We store the connection credentials you provide only to act at your direction, use them solely for the product's publishing and reading functions, and never for any other purpose. You can revoke a connection at any time from the product, after which we will stop using its credentials.
- We may decline
- We may decline to generate or publish content that we reasonably believe is unlawful, infringes a third party's rights, or violates these Terms or a connected platform's policies.
8. Visibility reports and third-party businesses
Visibility reports identify third-party businesses — competitors, the names an engine returns, citation sources, and their relative positions — as they appear in AI-engine outputs and public sources. That information is reproduced as observed, not endorsed or verified by us, and its appearance in a report is not a statement by Tibly about any business.
You may use reports for your own internal analysis and marketing decisions. You may not republish excerpts from a report as claims of fact about a named competitor without your own verification, and you remain responsible for any claim you choose to make in reliance on a report (see the acceptable-use restriction in section 5).
A business that believes it is misidentified or misrepresented in the product can contact us at legal@tibly.ai and we will investigate.
9. Our intellectual property
Tibly, the Tibly marks, the product, and all underlying software, databases, designs, and documentation are owned by Tibly, Inc. or its licensors and are protected by intellectual-property laws. These Terms grant you a limited, non-exclusive, non-transferable right to access and use the product during the term of your subscription and for the purposes described in the product documentation. We reserve all rights not expressly granted.
If you provide us with feedback, suggestions, or ideas about the product, you grant us a perpetual, worldwide, royalty-free licence to use that feedback without obligation to you. We are not obligated to act on any feedback.
10. Third-party services and content
The product surfaces information from third parties (public records published by federal, state, county, and municipal agencies; licensed data providers including Apollo, Lusha, and BuiltWith; AI and search providers including OpenAI, Anthropic, Google (Gemini), xAI, Perplexity, DeepSeek, and Mistral; SerpApi for sampling Google's AI Overviews; and any service you choose to connect — WordPress or another content-management system for publishing, Google Analytics for traffic data, Google Business Profile and Maps for reputation data, Pipedrive for CRM sync, Slack for notifications, Google for sign-in). We do not control that information, do not guarantee its accuracy, currency, or completeness, and are not responsible for it. If you connect a third-party service to your Tibly account, your use of that service remains governed by the third party's own terms — your obligations to that third party are between you and them, not between you and us.
The contact records the product returns through Reveal are sourced from licensed business-contact databases. You may use those records to support outreach about your own products and services to the named business contact, subject to applicable law (including CAN-SPAM, the TCPA, GDPR/UK GDPR, and any state-level commercial-email or data-protection statute). You may not use them as a "consumer report" under the Fair Credit Reporting Act or for any decision that has a legal or similarly significant effect on the named individual.
The AI-visibility features depend on third-party AI providers and data vendors that we do not control. Those providers may change their models, pricing, availability, or terms, or may limit or terminate programmatic access, at any time and without notice to us. If that happens, we may modify, substitute, or discontinue the affected features without it constituting a breach of these Terms, and your remedy is limited to a pro-rata refund or credit for any prepaid fees allocable to a materially affected feature for the period it is unavailable.
AI-engine answers surfaced in the product are observed outputs of nondeterministic third-party AI systems, recorded at a point in time. They are not statements by Tibly about any business, and the same query may produce different results from one moment to the next. Visibility metrics estimate how often an engine names a business across repeated samples; they do not represent what any single query will return.
11. Free preview
We offer a free preview report that anyone can run without an account. By running a preview report you agree to these Terms and to our Privacy Policy.
To keep the preview fast and free, a preview report for a given company and market may be cached and shown to other visitors who request a report for the same company and market for up to seven days. Do not run a preview for a company or market if you do not want the resulting report to be cached and re-shown in this way.
We rate-limit and otherwise protect the preview against automated or abusive use, and may decline, queue, or throttle preview requests at our discretion. If you provide an email address to unlock a full report, we may contact you about the product as described in our Privacy Policy.
12. Beta and early-access features
We may make features available on a beta, preview, or early-access basis, and we will generally label them as such. Beta features are provided with reduced or no warranties, may be changed or withdrawn at any time, may not work as described, and are excluded from any service commitment. We may use your use of a beta feature to evaluate and improve it.
13. Payments you collect (Stripe Connect): invoices and your on-site store
Plans that include the payments features (see /pricing) let you collect payments from your own customers in two ways: you can send invoices from the product, which your customer pays over ACH debit, bank transfer, or card through a payment page hosted by our payment processor, Stripe; and, on a site you build with the website builder, you can sell products and event tickets through an on-site store — a product catalog, cart, and embedded card checkout served on your site, with payments processed by Stripe. This section applies whenever you enable or use any of those features.
- Your Stripe account
- Payments run on a Stripe "connected account" created for you under our platform. By starting payments onboarding you agree to the Stripe Connected Account Agreement (including the Stripe Terms of Service, available at stripe.com/legal), which binds you directly to Stripe. Stripe — not Tibly — verifies your identity, decides whether and when you may accept payments and receive payouts, holds your funds, and may request additional information from you, pause your capabilities, or hold funds under its own agreement and applicable law. We do not control and are not responsible for those decisions.
- You are the merchant
- Each invoice you send and each order placed through your on-site store is a transaction between you and your customer. You — not Tibly — are the merchant of record and the seller: the goods, services, and tickets sold, the accuracy of every invoice and product listing (amounts, descriptions, the customer it is addressed to), the handling of refunds, credits, disputes, chargebacks, and ACH returns, any resulting negative balance on your connected account, and the taxes on your sales are all yours. Charges are created directly on your connected account; payment funds are held by Stripe and are never held by Tibly. We provide software that instructs Stripe at your direction; we are not a party to the transaction, not a bank, and not a money transmitter, and we provide no escrow.
- Selling on your site (products and tickets)
- If you sell through the on-site store, you are responsible for everything about what you sell: the accuracy of each product listing (name, description, images, price, availability), delivering or fulfilling every paid order — including shipping physical goods to the address the buyer provides, honouring the terms you offer, and setting and honouring your own return, exchange, and cancellation policies — and complying with the consumer-protection, e-commerce, distance-selling, and product-safety laws that apply to your sales. For event tickets, you are additionally responsible for the event itself: that it takes place as described, that ticket holders are admitted, and for refunds or exchanges if it is changed or cancelled — a ticket sold through the store is your commitment to the buyer, not ours. You may only sell what you are legally permitted and licensed to sell. Buyers' details collected at checkout (name, email address, and shipping address where you sell physical goods) are provided to you to fulfil the order; you are responsible for your use of them, which must comply with section 5 and applicable law. We may suspend the store surface for the reasons in the Suspension clause below, and the store operates only while your Stripe account can accept charges and your plan includes the payments features.
- Platform fees
- We charge a platform fee on each paid invoice, collected automatically from the payment through Stripe, and a fee on any Instant Payout you choose to take, collected from the payout. Fee rates vary by subscription plan — the current rates for your plan are shown at /pricing and in the product before you send an invoice or take a payout, and changing your plan changes the rates applied to future transactions. Card payments carry the card-processing rates shown at the point of sending. We may change payments fees for future transactions on at least 30 days' notice, the same way as subscription pricing (section 4). Stripe's own processing fees and payout timing are set by Stripe and may change under your agreement with Stripe.
- Your customers' information
- To send invoices you give us contact details for your customers (name, email, phone, notes); store buyers enter their own details (name, email, and shipping address where applicable) at checkout, and we process them to run the order, send its receipts and tickets, and show it to you for fulfilment. You represent that you are permitted to provide us the information you give us and to have invoices and payment communications sent to those contacts, and your use of the product to contact any of them must comply with the acceptable-use rules in section 5 and applicable law. We process that information to provide the payments features, as described in our Privacy Policy; you remain the business responsible for your customer relationships.
- Invoice branding
- If you upload a logo or set brand colours for your invoices, you represent that you have the rights to use them, and you grant us and Stripe the licence needed to display them on your invoices, payment pages, and related emails.
- Accounting integrations
- Plans that include accounting integrations (see /pricing) let you connect your payments account to QuickBooks Online through an embedded application provided by a third party (Acodei) on Stripe's platform. If you connect it, you authorise Stripe and Acodei to access your connected account's transaction data and to write to the QuickBooks company you authorise; the connection is governed by Acodei's and Intuit's own terms, and Tibly does not access your QuickBooks data. We may add, change, or withdraw accounting integrations as third-party availability changes (section 10 applies), and the integration is available only on the plans that include it.
- Speed and availability
- ACH and bank-transfer settlement times, payout schedules, Instant Payout eligibility and limits, and the availability of any particular payment method are controlled by Stripe and the banking system, vary by transaction, and are not guaranteed by Tibly. Payments features depend on Stripe as a third-party provider (section 10 applies).
- Suspension
- We may suspend or limit your use of the payments features — independently of Stripe — if we reasonably believe they are being used for fraud, for goods or services that violate law or Stripe's prohibited-business categories, in breach of these Terms, or in a way that creates financial or reputational risk to the platform. Where practical we will notify you and work with you to restore access.
- If payments end
- If you downgrade to a plan without invoice payments, close your account, or we discontinue the feature, your connected account and its balance remain governed by your agreement with Stripe; already-sent invoices may still complete or be voided, and we will reasonably cooperate so you can export your invoice and customer records.
14. Copyright and DMCA notices
If you believe content available through the product infringes your copyright, you can send a notice that complies with 17 U.S.C. § 512(c)(3) to our designated agent at dmca@tibly.ai. The notice must include: (a) your physical or electronic signature; (b) identification of the copyrighted work; (c) identification of the material that is allegedly infringing; (d) your contact information; (e) a statement of good-faith belief that the use is not authorised; and (f) a statement, under penalty of perjury, that the notice is accurate and that you are authorised to act on behalf of the owner.
We will respond to valid notices. We will also terminate the accounts of repeat infringers in appropriate circumstances.
15. Term and termination
These Terms apply from the date you first accept them and continue until terminated. You can terminate by closing your account. We can terminate or suspend access immediately if you breach these Terms, if your account creates a risk to the product or other customers, or if we are required to do so by law.
On termination, your right to use the product ends. We will delete or anonymise your Customer Data within a reasonable time after termination, subject to the retention exceptions described in our Privacy Policy. Sections that are by their nature meant to survive termination (intellectual property, indemnities, liability limits, disputes, miscellaneous) will survive.
16. Disclaimers
Read this section carefully — it limits your remedies.
THE PRODUCT IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE PRODUCT WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT INFORMATION SURFACED THROUGH THE PRODUCT IS ACCURATE, CURRENT, OR COMPLETE. YOUR USE OF THE PRODUCT IS AT YOUR OWN RISK.
For the AI-visibility features specifically, and without limiting the disclaimer above: we do not guarantee inclusion, ranking, or position in any AI engine's answers, any change in how often you are named or cited, or any leads, calls, or revenue. Visibility metrics are estimates drawn from finite samples of nondeterministic systems and do not guarantee what any individual query will return. AI-generated content may contain errors, and you are responsible for reviewing every artifact before it is published or before you direct us to publish it.
For websites you build and the payments features specifically, and without limiting the disclaimer above: we are not a party to any transaction, booking, or other interaction between you and your customers or site visitors, and we make no warranty about — and accept no responsibility for — the goods, services, events, or content you sell, offer, or publish through a site we host, their legality, quality, safety, or delivery, or the conduct of you or your customers. We do not guarantee any sales, orders, bookings, or revenue from a site or store built with the product.
Some jurisdictions do not allow disclaimers of implied warranties. To the extent the law of your jurisdiction does not allow a disclaimer above, that disclaimer does not apply to you and the warranty is limited to the shortest period and to the narrowest scope the law permits.
17. Limitation of liability
This cap is the most important number in these Terms.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, TIBLY, INC. AND ITS SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY. OUR TOTAL LIABILITY FOR ALL CLAIMS UNDER OR RELATING TO THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID US IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED US DOLLARS.
Some jurisdictions do not allow limitations on certain damages. The limitations above apply to the maximum extent permitted by your jurisdiction's law.
18. Indemnification
You agree to defend, indemnify, and hold harmless Tibly, Inc. and its officers, directors, employees, and agents from any third-party claim, demand, or proceeding (including reasonable attorneys' fees) arising out of (a) your use of the product in violation of these Terms or any law, (b) any Customer Data you submit, (c) your violation of any third party's rights, including intellectual-property or privacy rights, (d) content you approved or directed the product to publish to your website, content-management system, or business profiles, (e) your connecting a website, content-management system, analytics property, or business profile that you did not own or lacked authority to manage, (f) any transaction between you and a customer who pays you through the payments features (section 13) — an invoice you send or an order placed through your on-site store — including the goods, services, tickets, or events sold, their delivery, fulfilment, or non-occurrence, refunds, disputes, and your invoicing, selling, or payment-collection conduct, or (g) any website we host or build for you, including its content, the claims it makes, and any interaction between you and its visitors (section 7). We will let you know promptly of any such claim and reasonably cooperate with you in the defence. You will not settle any claim that imposes a financial or admission-of-fault obligation on us without our prior written consent.
19. Dispute resolution and arbitration
Read this section — it changes how you can bring a claim.
This section requires you and Tibly, Inc. to resolve disputes by individual arbitration rather than in court, and waives the right to bring or participate in a class action. You can opt out within 30 days of first accepting these Terms by emailing legal@tibly.ai with the subject line "Arbitration Opt-Out" and your account email — you will retain the right to bring claims in court, and we will too.
Before either of us files an arbitration demand, we agree to attempt to resolve the dispute informally by exchanging written notice with a description of the claim and the relief sought, and by negotiating in good faith for at least 30 days.
If informal resolution fails, the dispute will be resolved by binding individual arbitration administered by JAMS under its Streamlined Arbitration Rules. The arbitration will be conducted in English, on a documents-only basis where the amount in controversy is below $25,000 and otherwise by video conference unless both parties agree to an in-person hearing. The arbitrator may award the same individual relief a court could award under applicable law.
You and Tibly, Inc. agree that each may bring claims only on an individual basis and not as a plaintiff or class member in any purported class or representative action. The arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding. If this class-waiver provision is found to be unenforceable, then the entirety of this dispute-resolution section is null and void, and any dispute will be litigated in court under section 20.
20. Governing law and venue
These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. For any dispute not subject to arbitration under section 19, the exclusive venue is the state and federal courts located in New Castle County, Delaware, and each party submits to the personal jurisdiction of those courts.
21. Miscellaneous
- Changes to these Terms
- We may update these Terms from time to time. Material changes will be announced at least 30 days before they take effect by posting the updated version with a new effective date and, for users with active accounts, by email. Continuing to use the product after the change takes effect means you accept the updated Terms.
- Notice
- Notices to Tibly, Inc. must be sent to legal@tibly.ai (and, when in writing, to Tibly, 2810 N Church St · STE 88949 · Wilmington, DE 19802 · USA). Notices to you may be sent to the email on your account or posted within the product.
- Assignment
- You may not assign these Terms without our prior written consent. We may assign them to an affiliate or in connection with a merger, acquisition, or sale of all or substantially all of our assets.
- Entire agreement
- These Terms, together with the Privacy Policy and any order forms or written agreements signed between us, are the entire agreement between you and Tibly, Inc. on the subject and supersede any prior agreements.
- Severability
- If any provision of these Terms is held unenforceable, the rest of the Terms remain in effect and the unenforceable provision will be reformed to the minimum extent necessary to make it enforceable.
- No waiver
- Our failure to enforce any provision is not a waiver of our right to enforce it later.
- Force majeure
- Neither party is liable for delay or failure to perform caused by events outside its reasonable control (natural disasters, war, civil unrest, labour disputes, internet outages, government action, third-party infrastructure failure).
- US Government users
- If you are a US Government end user, the product is "commercial computer software" and "commercial computer software documentation" as defined in 48 C.F.R. § 2.101, licensed with only the rights set out in these Terms.