1. These terms
1.1 These Terms of Service govern your access to and use of the SignalTo Services provided by Signalto Limited (“SignalTo”, “we”, “us”, “our”). By creating an account, starting a Free Trial, or using the Services, you (“the Customer”, “you”) agree to these terms.
1.2 These terms incorporate by reference our Privacy Policy, Data Processing Terms, Cookies Policy, Acceptable Use Policy, and Fair Usage Policy. If you access the Services as a Reseller or Affiliate, the relevant partner terms also apply.
1.3 Capitalised terms have the meanings given in these terms and in our shared defined terms. Rules of interpretation: headings are for convenience only; the singular includes the plural; a reference to a statute includes any amendment to or replacement of it; “including” is not a word of limitation; and currency is United States dollars unless stated otherwise.
2. The Services
2.1 SignalTo provides an AI Visibility Management platform that monitors how AI Systems and search engines represent a business, identifies gaps and issues, and generates Suggested Changes to improve that representation across AI answers and traditional search.
2.2 The Services may be used in Integrated Mode (with the Plugin connected to your Customer Site) or Standalone Mode (without the Plugin, with generated files available for download). The features available depend on the mode and on whether you are on a Free Trial or a paid plan.
2.3 We may improve, change, or discontinue features of the Services from time to time. We will not make a change that materially reduces the core functionality of a paid plan without reasonable notice.
3. Accounts and users
3.1 You must provide accurate account information and keep it up to date. You are responsible for your account, for the security of your login credentials, and for the acts and omissions of your Authorised Users.
3.2 You may invite Authorised Users and assign roles (such as Admin, Editor, and Viewer). Authorised Users must comply with these terms and the End User Terms.
3.3 You must be authorised to enter into these terms on behalf of the organisation you represent, and you confirm that you are when you accept them.
4. The Free Trial
4.1 The Services begin with a 15-day Free Trial. The Free Trial uses real data from your site, is limited in scope, and does not include the Plugin or integrations.
4.2 The Free Trial is never charged. If you do not upgrade to a paid plan, your account becomes read-only at the end of the trial and is then archived. An account that never upgrades is never charged.
5. Plans and fees
5.1 Self-Managed Plan. The self-managed plan is charged at the published price of $300 USD per month. You operate the Console yourself.
5.2 Done for You Services. Done for You Services, under which we operate the Services on your behalf, are offered by request, scoped per engagement, and priced on application. They are provided under these terms together with a per-engagement order.
5.3 Marketplace. If you obtained the Services through a third-party marketplace, your subscription is billed by that marketplace and these terms apply together with the marketplace’s terms.
5.4 Fees are exclusive of taxes. You are responsible for any taxes that apply to your purchase, other than taxes on our income.
6. Billing cycle
6.1 Billing applies only once you upgrade from the Free Trial to a paid plan. Nothing is charged on the day you upgrade.
6.2 Your first charge is billed as a setup fee at the start of the month following your upgrade. The setup fee is the same amount as your monthly Fee, not an additional charge.
6.3 After the setup fee, your plan is charged monthly at the start of each calendar month. There is no per-account anniversary date and no proration for partial months.
6.4 Worked example. You run the Free Trial at no charge and upgrade on 25 January. Nothing is charged on 25 January. On 1 February you are charged the setup fee. On 1 March, and at the start of each month after, you are charged the monthly Fee.
6.5 Payment is processed by our payment provider. You authorise us to charge your nominated payment method for the Fees as they fall due.
6.6 If a payment fails, we may retry it and may suspend the Services if the Fees remain unpaid. We will let you know before suspending for non-payment where it is reasonable to do so.
7. Cancellation and refunds
7.1 You may cancel a paid plan at any time. Cancellation stops the charge at the next month start.
7.2 Fees already charged are not refundable, and there is no proration or refund for the remainder of a month in which you cancel. Cancelling during the Free Trial means no charge at all.
7.3 Nothing in this clause limits any right you have that cannot be excluded under the Consumer Guarantees Act 1993 (see clause 15).
8. Your content and the approval model
8.1 You retain all rights in your Customer Data. You grant us a licence to use, host, copy, and Process your Customer Data as needed to provide the Services, and to generate Suggested Changes, Reports, and other outputs.
8.2 The Services operate on a human-in-the-loop basis. Suggested Changes are proposals only. Nothing is published to your Customer Site without your Approval. Where you use Standalone Mode, generated files are made available for you to download and publish yourself.
8.3 You are responsible for reviewing Suggested Changes before approving them, and for ensuring that anything you publish through or with the Services is accurate, lawful, and not misleading. Your use of the Services must comply with the Acceptable Use Policy.
8.4 You confirm that you own or are authorised to manage the Customer Site you connect, and that you may publish the content you approve.
9. Service levels and support
9.1 Availability target. We aim to keep the SignalTo Console and Platform available at least 99.5% of the time, measured per calendar month over our control plane.
9.2 What the target does not cover. The target does not cover, and we are not responsible for, any unavailability caused by: Scheduled Maintenance; any AI System, search engine, Subprocessor, or other Third-Party Provider; your own site, network, equipment, or CMS; beta or preview features; the Free Trial; or any event outside our reasonable control. The Services depend on AI Systems we do not operate, and we do not guarantee their availability, accuracy, or behaviour.
9.3 Support. We provide support by email during Support Hours, being Monday to Friday, 9:00am to 5:00pm New Zealand time, excluding New Zealand public holidays. We aim to provide a first response within 4 Support Hours for an issue that makes the Platform unavailable, within 1 business day for a significant issue, and within 2 business days otherwise. These are target response times, not resolution times.
9.4 Service Credits. For Enterprise, Marketplace, and larger Reseller arrangements, a credit-backed service level may apply as set out in the relevant order or addendum, under which a Service Credit is the sole and exclusive remedy for failure to meet the availability target. For the Self-Managed Plan, the availability target in clause 9.1 is a commercially reasonable efforts target and Service Credits do not apply automatically.
10. Intellectual property
10.1 The SignalTo Intellectual Property is owned by Signalto IP Limited. Subject to these terms and to payment of the Fees, you are granted a non-exclusive, non-transferable, revocable licence to access and use the Services for your business during your subscription.
10.2 You must not copy, modify, reverse engineer, resell, or create derivative works from the Services, except as expressly permitted by these terms or the Reseller Terms, or as permitted by law.
10.3 Outputs the Services generate for you, once approved and applied, are yours to use for your business. The underlying systems, models, rules, and methodology that produce them remain the SignalTo Intellectual Property.
10.4 You grant us a non-exclusive licence to use anonymised and aggregated data derived from your use of the Services to operate, secure, and improve the Services. This data does not identify you or your business.
11. Acceptable use
Your use of the Services must comply with the Acceptable Use Policy and the Fair Usage Policy. We may suspend or limit the Services if your use breaches those policies or poses a risk to the Services or to others.
12. Confidentiality
Each party may receive Confidential Information of the other. The receiving party will keep it confidential, use it only for the purposes of these terms, and protect it with reasonable care. This does not apply to information that is public through no fault of the receiving party, was already known to it, or is required to be disclosed by law.
13. Suspension and termination
13.1 You may stop using the Services and cancel at any time under clause 7.
13.2 We may suspend or terminate your access if you materially breach these terms (including non-payment or a breach of the Acceptable Use Policy) and, where the breach can be remedied, you do not remedy it within a reasonable time after we ask you to.
13.3 We may suspend the Services immediately where necessary to protect the security or integrity of the Services or to comply with the law.
13.4 On termination, your right to use the Services ends. We will handle your data in accordance with the Privacy Policy and the Data Processing Terms, including the retention window that allows reactivation.
14. No warranties and results
14.1 The Services help you understand and improve how AI Systems and search engines represent a business. They do not guarantee any particular outcome. We do not warrant that a business will rank in any position, appear in any AI answer, be cited by any AI System, or achieve any level of visibility, traffic, or revenue.
14.2 AI Systems and search engines are operated by third parties, change without notice, and may produce inaccurate or inconsistent results. Outputs generated by the Services, including AI-generated content and Suggested Changes, may contain errors and must be reviewed by you before use. You are responsible for what you choose to approve and publish.
14.3 To the extent permitted by law, the Services are provided “as is” and “as available”, and we exclude all warranties, conditions, and representations not expressly set out in these terms.
15. Consumer law
15.1 If you acquire the Services for the purposes of a business, you agree that the Consumer Guarantees Act 1993 does not apply, and that sections 9, 12A, 13, and 14(1) of the Fair Trading Act 1986 do not apply, and you confirm it is fair and reasonable to contract out of them given you are in trade.
15.2 Nothing in these terms limits or excludes any right or remedy that cannot lawfully be limited or excluded, including any guarantee under the Consumer Guarantees Act 1993 that applies to a Customer who is a consumer.
16. Liability
16.1 Subject to clause 15, and to the maximum extent permitted by law, neither party is liable for any indirect or consequential loss, or for loss of profit, revenue, goodwill, or data, arising out of or in connection with these terms or the Services.
16.2 Subject to clause 15, and to the maximum extent permitted by law, our total aggregate liability arising out of or in connection with these terms or the Services is limited to the Fees you paid us in the twelve months before the event giving rise to the liability.
16.3 Nothing in this clause limits liability that cannot be limited by law.
17. Indemnity
You indemnify us against any claim, loss, or liability arising from your breach of these terms, your Customer Data, or content you approve and publish through or with the Services, except to the extent it is caused by our breach of these terms or our negligence.
18. Changes to these terms
We may update these terms from time to time. The current version is always available at signalto.ai/legal/terms, and the effective date shows when it last changed. Where a change is material, we will take reasonable steps to notify you. If you continue to use the Services after a change takes effect, you accept the updated terms.
19. General
19.1 Governing law. These terms are governed by New Zealand law, and the parties submit to the non-exclusive jurisdiction of the New Zealand courts.
19.2 Disputes. Before starting proceedings, the parties will try in good faith to resolve any dispute through discussion. This does not prevent either party from seeking urgent interim relief.
19.3 Assignment. You may not assign these terms without our consent. We may assign them in connection with a sale or restructure of our business.
19.4 Notices. Notices to us may be sent to support@signalto.ai or to our registered office. Notices to you may be sent to the email associated with your account.
19.5 Force majeure. Neither party is liable for failure or delay caused by an event beyond its reasonable control.
19.6 Entire agreement. These terms, together with the documents they incorporate, are the entire agreement between the parties about the Services and replace any earlier understanding.
19.7 Severance. If any provision is unenforceable, it is severed and the rest remains in force.