Terms of Service

Please read these Terms of Service ("Terms," "Terms of Service," or "Agreement") carefully before using Post Layer's website, products, or services (collectively, the "Services") operated by [Your Company Name] ("us," "we," or "our").

Your access to and use of the Service is conditioned upon your acceptance of and compliance with these Terms. These Terms apply to all visitors, users, and others who wish to access or use the Service. By accessing or using our Services, you agree to be bound by these Terms. If you disagree with any part of the terms, then you do not have permission to access the Service.

1. Services Description

Post Layer provides tools for social media scheduling, content management, analytics, and other related services. Some of our Services use artificial intelligence to generate content based on your inputs. The scope of Services may be updated from time to time.

2. Account Registration

To access certain features of our Services, you may need to register for an account. When you register, you agree to provide accurate, current, and complete information about yourself as prompted by the registration form and to maintain and promptly update such information to keep it true, accurate, current, and complete.

You are responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password, whether your password is with our Service or a third-party service. You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account. You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you, without appropriate authorization.

3. Your Content

3.1 Content Ownership

You retain ownership of any intellectual property rights that you hold in any content you upload, submit, store, send, or create using our Services ("Your Content"). By using our Services, you grant us a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform Your Content solely for the purpose of providing, maintaining, promoting, and improving our Services, and to develop new ones. This license continues even if you stop using our Services, primarily for the purpose of allowing us to maintain the integrity of our system and for backup purposes.

3.2 Content Restrictions

You agree not to upload, submit, or create content that:

• Violates any applicable law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
• Infringes on the intellectual property rights, privacy rights, publicity rights, or other legal rights of others.
• Contains harmful code, viruses, Trojan horses, worms, time bombs, cancelbots, or other malware.
• Is defamatory, obscene, pornographic, abusive, harassing, threatening, libelous, or otherwise objectionable in our sole discretion.
• Contains sensitive personal information of third parties without their express consent or proper authorization.
• Promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous.
• Is fraudulent, false, misleading, or deceptive.
• Fails to comply with the terms of service, community guidelines, and other policies of any third-party social media platforms to which you schedule or publish content through our Services.

We reserve the right, but are not obligated, to review, screen, and/or remove Your Content at our sole discretion and without notice to you.

4. AI-Generated Content

4.1 Ownership and Use of AI-Generated Content

Content generated by our AI tools (such as formulas, scripts, text, images, or other outputs) based on your inputs ("AI-Generated Content") is provided for your use subject to these Terms. Subject to your compliance with these Terms, Post Layer grants you a non-exclusive license to use AI-Generated Content for your personal or legitimate business purposes. You are responsible for the AI-Generated Content you create and its subsequent use.

4.2 Limitations and Responsibilities for AI-Generated Content

You acknowledge and agree that AI-Generated Content:

• May not always be accurate, complete, unique, or suitable for your specific needs. AI models can produce incorrect or misleading information.
• Should be independently reviewed, edited, and validated by you before publication, distribution, or implementation in any critical systems or for any purpose where accuracy is essential.
• May occasionally produce unexpected, biased, or undesired results due to the probabilistic nature of AI.
• Is provided "as is" and "as available" without warranties of any kind, express or implied. You bear sole responsibility for any decisions or actions taken based on AI-Generated Content.
• May be similar or identical to content generated for other users if they provide similar inputs or queries.

You agree not to use AI-Generated Content in a way that infringes upon the rights of any third party, or to generate content that violates our Content Restrictions (Section 3.2).

4.3 Feedback on AI Systems

If you provide feedback, suggestions, or ideas regarding our AI tools or AI-Generated Content ("Feedback"), you grant us an unlimited, irrevocable, perpetual, sublicensable, transferable, royalty-free license to use such Feedback for any purpose, including to improve our Services, without any obligation or compensation to you.

5. Service Usage

5.1 Acceptable Use Policy

You agree to use our Services only for lawful purposes and in accordance with these Terms. You will not:

• Use our Services in any way that violates any applicable federal, state, local, or international law or regulation.
• Attempt to interfere with, disrupt, or compromise the integrity, security, or performance of our Services or related systems, networks, or data.
• Attempt to gain unauthorized access to our Services, other users' accounts, or related systems or networks.
• Reproduce, duplicate, copy, sell, resell, rent, lease, or exploit any portion of our Services, use of the Services, or access to the Services without our express written permission.
• Use our Services to develop, or benchmark against, a competing product or service, or copy any features, functions, or graphics of the Services.
• Engage in any automated use of our Services (such as bots, scrapers, spiders, or data mining) that is not expressly permitted by us or that interferes with the normal operation of the Services.
• Use any automation features, including content scheduling, in a manner that could be reasonably perceived as spam, abuse, or otherwise in violation of the terms of service of the connected third-party social media platforms (e.g., exceeding rate limits, posting prohibited content, or engaging in inauthentic behavior).
• Transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, or any other form of duplicative or unsolicited messages.

5.2 API and Script Usage

If we provide access to an Application Programming Interface ("API") or allow generation of scripts, such use is subject to these Terms and any additional API usage guidelines we may provide. Any scripts or formulas generated by our Services should be used responsibly. You are responsible for ensuring that any implementation of these scripts or formulas complies with applicable laws and does not cause harm to systems or data.

6. Subscriptions, Payments, and Renewals

6.1 Subscription Plans and Fees

Certain Services are offered on a subscription basis ("Subscription(s)"). By selecting a Subscription plan, you agree to pay Post Layer the applicable fees ("Subscription Fees") for the services and features included in that plan. Details of our current Subscription plans, features, and pricing are available on our website's pricing page or will be presented to you at the time of purchase or upgrade. All fees are quoted in U.S. Dollars unless otherwise specified.

6.2 Billing, Renewal, and Accurate Information

You will be billed in advance on a recurring and periodic basis (such as monthly or annually), depending on the Subscription plan you select ("Billing Cycle"). Your Subscription will automatically renew at the end of each Billing Cycle unless you cancel it through your account management page or by contacting our support team before the end of the current Billing Cycle.

You must provide us with current, complete, and accurate payment and billing information. You are responsible for keeping this information up-to-date. By providing a payment method (e.g., credit card), you expressly authorize us or our third-party payment processor to charge your payment method the Subscription Fees on a recurring basis for your selected Billing Cycle, as well as any other charges you may incur in connection with your use of the Services (such as applicable taxes and transaction fees). You represent and warrant that you have the legal right to use any payment method(s) utilized in connection with any transaction.

6.3 Cancellations and Refunds

You may cancel your Subscription at any time. Cancellation will be effective at the end of your current Billing Cycle. Except as expressly set forth in these Terms, as required by applicable law, or as explicitly stated in a specific offer at the time of purchase, all Subscription Fees are non-refundable. You will continue to have access to the paid Services through the end of your pre-paid Billing Cycle after cancellation. No refunds or credits will be provided for partial subscription periods, unused Services, or downgrades.

6.4 Price Changes

Post Layer reserves the right to change its Subscription Fees at any time in its sole discretion. We will provide you with reasonable prior notice of any such fee changes, typically by email or an in-app notification, at least thirty (30) days before the changes take effect. If you do not agree to the fee change, your sole remedy is to cancel your Subscription before the change takes effect. Your continued use of the Services after the fee change constitutes your agreement to pay the modified Subscription Fee.

6.5 Payment Failures

If your payment method fails, if your account is past due, or if we are otherwise unable to collect payment, we may, without limiting our other rights and remedies, suspend or terminate your access to the paid Services without notice until payment is successfully processed. You agree to pay all costs of collection, including reasonable attorney's fees and costs, on any outstanding balance. We may attempt to charge your payment method again after a failure.

6.6 Taxes

All Subscription Fees are exclusive of applicable national, provincial, state, local, or other taxes, levies, or duties of any nature whatsoever ("Taxes"), unless otherwise stated. You are responsible for paying all Taxes associated with your purchases and Subscription hereunder. If Post Layer has the legal obligation to pay or collect Taxes for which you are responsible, we will invoice you and you will pay that amount unless you provide us with a valid tax exemption certificate authorized by the appropriate taxing authority.

6.7 Third-Party Payment Processors

We use third-party payment processors (e.g., Stripe, PayPal) to bill you through a payment account linked to your Account on the Services. The processing of payments will be subject to the terms, conditions, and privacy policies of such payment processors in addition to this Agreement. We are not responsible for errors by the payment processor. By choosing to use paid Services, you agree to pay us, through the payment processor, all charges at the prices then in effect for any use of such paid Services in accordance with the applicable payment terms and you authorize us, through the payment processor, to charge your chosen payment provider. We reserve the right to correct any errors or mistakes that the payment processor makes even if it has already requested or received payment.

6.8 Free Trials

Post Layer may, at its sole discretion, offer a Subscription with a free trial for a limited period ("Free Trial"). You may be required to enter your billing information to sign up for the Free Trial. If you do enter your billing information, you will not be charged until the Free Trial has expired. On the last day of the Free Trial period, unless you canceled your Subscription, you will be automatically charged the applicable Subscription Fees for the type of Subscription you have selected. At any time and without notice, Post Layer reserves the right to (i) modify the terms and conditions of the Free Trial offer, or (ii) cancel such Free Trial offer.

7. Intellectual Property

7.1 Our Intellectual Property

The Services and all their original content (excluding Your Content and AI-Generated Content used by you in compliance with these Terms), features, and functionality are and will remain the exclusive property of Post Layer and its licensors. The Services are protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws of the United States and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of Post Layer.

7.2 License to Use Services

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use our Services for your personal or internal business purposes, as permitted by the features of the Service and your Subscription plan.

8. Disclaimers and Limitations of Liability

8.1 Service Disclaimers

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, POST LAYER AND ITS AFFILIATES, LICENSORS, AND SERVICE PROVIDERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT (I) THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE; (II) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; (III) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS; (IV) ANY ERRORS IN THE SERVICES WILL BE CORRECTED; OR (V) THE SERVICES OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

WE ARE NOT RESPONSIBLE FOR THE FUNCTIONALITY, UPTIME, AVAILABILITY, OR POLICIES OF THIRD-PARTY SOCIAL MEDIA PLATFORMS OR OTHER THIRD-PARTY SERVICES YOU INTEGRATE WITH. OUR SERVICES MAY RELY ON THE APIS AND FUNCTIONALITY OF THESE PLATFORMS, WHICH MAY CHANGE WITHOUT NOTICE, POTENTIALLY AFFECTING OUR SERVICES. POST LAYER IS NOT LIABLE FOR ANY ISSUES, DAMAGES, OR LOSSES ARISING FROM THE ACTIONS, CHANGES, FAILURES, OR TERMS OF SERVICE OF THESE THIRD-PARTY PLATFORMS. YOUR INTERACTIONS WITH SUCH THIRD-PARTY PLATFORMS ARE GOVERNED BY THEIR RESPECTIVE TERMS AND PRIVACY POLICIES.

8.2 AI-Generated Content Disclaimers

POST LAYER MAKES NO WARRANTIES OR REPRESENTATIONS REGARDING THE ACCURACY, RELIABILITY, COMPLETENESS, SUITABILITY, OR ORIGINALITY OF AI-GENERATED CONTENT. YOU ARE SOLELY RESPONSIBLE FOR REVIEWING, VERIFYING, AND VALIDATING ANY AI-GENERATED CONTENT, INCLUDING FORMULAS, SCRIPTS, TEXT, OR OTHER OUTPUTS GENERATED BY OUR AI SYSTEMS, BEFORE ANY USE OR IMPLEMENTATION. RELIANCE ON AI-GENERATED CONTENT IS SOLELY AT YOUR OWN RISK.

8.3 Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL POST LAYER, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE), ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SERVICES OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

IN NO EVENT SHALL POST LAYER'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) EXCEED THE GREATER OF (I) ONE HUNDRED U.S. DOLLARS ($100.00) OR (II) THE AMOUNTS PAID BY YOU TO POST LAYER FOR THE SERVICES IN THE SIX (6) MONTHS PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

9. Indemnification

You agree to defend, indemnify, and hold harmless Post Layer, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Services, including, but not limited to, Your Content, any use of AI-Generated Content, or your use of any information obtained from the Services other than as expressly authorized in these Terms.

10. Termination

We may terminate or suspend your account and bar access to the Services immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever, including but not limited to a breach of these Terms.

If you wish to terminate your account, you may do so by following the instructions on the Service or contacting us. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, limitations of liability, and payment obligations for services rendered up to the point of termination. Upon termination, your right to use the Services will immediately cease. If your account is terminated, you remain responsible for all outstanding fees and charges, if any, incurred prior to termination.

11. Changes to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least thirty (30) days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. Notice may be provided through our Services, by email to the address associated with your account, or by other means.

By continuing to access or use our Service after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Service and should discontinue use immediately. You are encouraged to review these Terms periodically for any changes.

12. Governing Law

These Terms shall be governed and construed in accordance with the laws of the State of California, United States, without regard to its conflict of law provisions. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

13. Dispute Resolution

Any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in San Francisco, California before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures. Judgment on the Award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.

Alternatively, you may assert your claims in small claims court if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis.

You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action.

14. Severability

If any provision of these Terms is held to be unenforceable or invalid by a court of competent jurisdiction, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

15. Entire Agreement

These Terms, together with our Privacy Policy (which you should also review and can typically be found linked in our website footer) and any other legal notices or terms published by us on the Services (such as specific terms for promotions or contests), constitute the entire agreement between you and Post Layer concerning your use of the Services. They supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and Post Layer with respect to the Services.

16. Waiver

No waiver by Post Layer of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Post Layer to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

17. Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Post Layer's prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and void. Post Layer may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

18. Contact Information

If you have any questions about these Terms, please contact us at:

Email: legal@www.postlayer.com
Address: 1111 Market Street, Suite 400, San Francisco, CA 94107

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