Terms of Service

1. Agreement to Terms

UpAmp is a marketing automation service provided by Mfini Inc., a Delaware corporation. By accessing or using the UpAmp marketing automation platform and services ("Services"), you agree to be bound by these Terms of Service ("Terms") between you and Mfini Inc. If you disagree with any part of these terms, you may not access our Services.

These Terms apply to all visitors, users, and others who access or use the Services, including users of our free tools.

2. Description of Services

UpAmp provides a marketing automation platform that enables businesses to:

• Create and manage marketing campaigns across multiple channels
• Generate AI-powered blog posts, social media content, and images
• Generate AI-powered marketing videos using third-party video generation services
• Connect and manage their own advertising accounts (Google Ads, Facebook, LinkedIn)
• Publish content directly to social media platforms (Facebook, Instagram, LinkedIn, Twitter/X)
• Publish blog posts to WordPress websites
• Track and analyze campaign performance
• Analyze and optimize existing blog content for SEO and Generative Engine Optimization (GEO)
• Automate marketing workflows using AI agents
• Manage contacts and email marketing campaigns

Important: UpAmp operates on a "Bring Your Own Account" model. You must have your own advertising accounts with third-party platforms. Ad spend is billed directly by those platforms, not through UpAmp.

3. Free Tools

UpAmp offers free tools (blog generator and social post generator) that can be used without creating a full account. By using our free tools:

• You must provide a valid email address for verification
• Free usage is limited to 3 generations per email address (combined blog and social posts)
• Generated content is subject to the same terms as paid content
• We may use your email address to send you information about our paid services
• Free tool usage does not create a paid subscription or require payment information

Free tools are provided "as is" and we reserve the right to modify, suspend, or discontinue free tools at any time without notice.

4. User Accounts

Account Creation

To use our paid Services, you must create an account. During registration, you must verify your email address by entering a one-time verification code sent to the email you provide. You agree to:

• Provide accurate, current, and complete information
• Verify ownership of your email address during registration
• Maintain and update your information to keep it accurate
• Keep your password secure and confidential
• Accept responsibility for all activities under your account
• Notify us immediately of any unauthorized access

Account Requirements

• You must be at least 18 years old
• You must have the legal authority to enter into these Terms
• You must not be prohibited from receiving our Services under any applicable laws

Team Accounts

If you invite team members to your account, you are responsible for:

• Ensuring team members comply with these Terms
• Managing team member roles and permissions appropriately
• All actions taken by team members under your account
• Removing team members when their access should be revoked

5. AI Content Generation

Third-Party AI Services

Our content generation features are powered by third-party AI services, including OpenAI, Google (Gemini), and Anthropic (Claude). By using AI content generation features, you acknowledge that:

• Your content prompts and generation parameters are transmitted to these AI service providers
• These providers have their own terms of service and privacy policies that may apply
• AI-generated content may occasionally contain errors, inaccuracies, or inappropriate material
• We do not guarantee the accuracy, quality, or suitability of AI-generated content

Your Responsibilities

You are solely responsible for reviewing, editing, and approving all AI-generated content before use. You must:

• Review all generated content for accuracy and appropriateness
• Ensure content complies with applicable laws and platform policies
• Verify any factual claims before publishing
• Not use AI-generated content for illegal, harmful, or deceptive purposes

AI-Generated Images

AI-generated images are created using third-party services (Google Gemini, OpenAI DALL-E). You are responsible for ensuring generated images are appropriate for your intended use and do not infringe on third-party rights.

AI-Generated Videos

AI-generated videos are created using third-party video generation services, including Runway, OpenAI Sora, and HeyGen. By using video generation features, you acknowledge that:

• Your video prompts, images, and generation parameters are transmitted to these third-party video generation providers
• Video generation uses a credit-based system where credits are consumed based on video duration
• Generated videos are stored on our secure cloud storage and associated with your account
• You are responsible for ensuring generated videos are appropriate for your intended use and comply with applicable laws
• Video generation may take several minutes to complete; you will be notified by email when your video is ready

Video Generation Prohibited Uses

The following uses of our video generation features are strictly prohibited:

• Real Person Restrictions: Generating videos depicting real individuals (including celebrities, public figures, or private persons) without their explicit written consent
• Impersonation and Deepfakes: Creating videos that impersonate real people or could reasonably be mistaken as authentic footage of real individuals
• Child Safety: Generating any video content depicting minors (persons under 18) in any harmful, exploitative, sexual, or inappropriate context. This is absolutely prohibited and will be reported to law enforcement
• Adult and Sexual Content: Generating sexually explicit, nude, pornographic, or adult content of any kind
• Non-Consensual Intimate Imagery: Creating intimate or sexual imagery of any real person without their consent
• Violence and Harm: Generating videos depicting graphic violence, gore, torture, or content that promotes harm to individuals or groups
• Fraud and Deception: Creating videos intended to deceive, defraud, or mislead others, including fake news, misinformation, or scam content
• Intellectual Property Infringement: Using copyrighted images, characters, or content without proper rights or licenses
• Harassment and Defamation: Creating videos to harass, bully, threaten, or defame any individual

Image Upload Requirements

When uploading images for video generation, you represent and warrant that:

• You own the rights to the image or have obtained all necessary permissions and licenses to use it
• If the image contains identifiable individuals, you have obtained their written consent to use their likeness in AI-generated video content
• The image does not contain content that violates the prohibited uses listed above
• You will not upload images of minors for any video generation purpose

Enforcement and Reporting

We take these prohibitions seriously and reserve the right to:

• Monitor and review generated video content for policy violations
• Immediately suspend or terminate accounts that violate these policies without refund
• Remove any violating content from our platform
• Report illegal content (including but not limited to child exploitation material) to the National Center for Missing & Exploited Children (NCMEC) and appropriate law enforcement authorities
• Cooperate with law enforcement investigations related to misuse of our services
• Pursue legal action against users who cause harm through misuse of our services

If you become aware of any misuse of our video generation features, please report it immediately to abuse@upamp.com.

6. AI Agents and Automation

UpAmp offers AI agent features that can automatically generate and publish content. By using AI agents:

• Approval Mode: You can configure agents to require your approval before publishing, or to auto-publish without approval
• Auto-Publish: If you enable auto-publish, content will be published automatically without your review. You are responsible for all auto-published content
• Scheduling: Agents operate on schedules you configure. You are responsible for monitoring agent activity
• Usage Limits: Agent-generated content counts toward your plan usage limits

We recommend using approval mode until you are confident in your agent configurations. You can disable or modify agents at any time through your account settings.

7. Content Optimization and Blog Optimizer

UpAmp offers content optimization features that allow you to analyze, score, and improve existing blog content for search engine optimization (SEO) and Generative Engine Optimization (GEO).

Website Crawling and Discovery

The Content Optimizer crawls URLs you provide to discover and analyze blog posts. By submitting URLs for crawling:

• You represent and warrant that you have authorization to crawl the provided URLs
• You must only submit URLs for websites you own or have explicit written permission to analyze
• UpAmp is not responsible for any consequences arising from crawling URLs you were not authorized to access

SEO/GEO Scoring

Blog posts are scored for SEO and GEO using automated analysis. You acknowledge that:

• Scores are estimates based on automated analysis and heuristics
• Scores do not guarantee any particular search engine rankings, traffic, or visibility
• Search engine algorithms change frequently and scores may not reflect current ranking factors

AI-Powered Content Rewriting

The Content Optimizer uses AI to rewrite blog content to improve SEO/GEO scores. By using these features:

• You must review all rewritten content before publishing to ensure accuracy, appropriateness, and compliance with applicable laws
• Rewritten content is your sole responsibility, including any claims, damages, or liabilities arising from its publication
• AI-rewritten content may differ substantially from the original and may contain errors or inaccuracies

Content Optimization Prohibited Uses

The following uses of the Content Optimization features are strictly prohibited:

• Optimizing content from websites you do not own or operate, unless you have explicit written authorization from the content owner
• Optimizing competitors' blog posts, articles, or other content and republishing as your own
• Using the optimizer to plagiarize, copy, or create derivative works from copyrighted content without proper rights or licenses
• Removing or obscuring original authorship, attribution, or copyright notices from optimized content
• Using optimized content in a way that infringes any third party's intellectual property rights

Content Ownership Warranty

By using the Content Optimizer, you represent and warrant that you own or have all necessary rights, licenses, and permissions to the content being optimized. You are solely responsible for verifying content ownership and rights before optimization and publication of any optimized content.

8. Acceptable Use Policy

You agree not to use our Services to:

• Violate any laws or regulations
• Infringe on intellectual property rights
• Transmit spam, malware, or malicious content
• Engage in deceptive or fraudulent practices
• Harass, abuse, or harm others
• Attempt to gain unauthorized access to our systems
• Interfere with or disrupt the Services
• Violate third-party platform policies (Google, Meta, LinkedIn, Twitter)
• Use the Services for any illegal or unauthorized purpose
• Generate content that is defamatory, obscene, or harmful
• Misrepresent AI-generated content as human-written where disclosure is required
• Create deepfakes, impersonate real people, or generate content depicting real individuals without their consent
• Generate any content involving minors in harmful, exploitative, or inappropriate contexts
• Create sexually explicit, pornographic, or non-consensual intimate imagery
• Optimize, rewrite, or republish content from websites you do not own without authorization
• Use the Content Optimizer to create derivative works from copyrighted material without proper rights

Important: For video generation specifically, please review the detailed "Video Generation Prohibited Uses" section under AI Content Generation above. For content optimization, please review the "Content Optimization Prohibited Uses" section above.

9. Email Marketing Compliance

Prohibited Email Practices

You agree NOT to use our email marketing services for any of the following:

• Upload purchased, rented, or harvested email addresses. All email addresses must be obtained through legitimate opt-in processes
• Send emails to recipients who have not opted-in to receive communications from you or your organization
• Upload or use third-party lists, scraped contacts, or any email addresses obtained without explicit permission
• Send unsolicited bulk email (spam) of any kind
• Use misleading subject lines, "From" names, or email headers to deceive recipients
• Continue sending emails to recipients who have unsubscribed or requested to be removed from your list
• Share, sell, or distribute email lists uploaded to our platform
• Use our Services to send emails that violate CAN-SPAM, GDPR, CASL, or any other applicable email marketing laws

Required Email Practices

When using our email marketing services, you MUST:

• Only send emails to recipients who have explicitly opted-in to receive communications from you
• Maintain records of consent showing how and when each email address was obtained and consented to receive emails
• Include a clear and conspicuous unsubscribe mechanism in every marketing email
• Honor unsubscribe requests immediately and within 10 business days as required by law
• Include your valid physical postal address in all marketing emails
• Use accurate "From," "To," and "Reply-To" information that identifies you or your business
• Clearly identify messages as advertisements when applicable

List Quality Standards

To maintain high deliverability and protect our platform reputation, you agree to:

• Regularly clean your email lists to remove invalid or inactive addresses
• Implement double opt-in procedures for new subscribers when possible
• Remove hard bounces and repeated soft bounces from your lists
• Monitor and maintain acceptable engagement rates (open rates, click rates, complaint rates)

Compliance Monitoring

UpAmp reserves the right to:

• Monitor your email sending practices for compliance with these Terms
• Request proof of opt-in consent for any email addresses
• Suspend or terminate your account immediately for violations
• Report violations to appropriate authorities and email service providers
• Charge fees or seek damages for any harm caused to our platform reputation

Zero Tolerance Policy

We have a ZERO TOLERANCE policy for spam and email abuse. Any violation of these email marketing compliance requirements will result in immediate account suspension or termination without refund, and may result in legal action.

10. Third-Party Integrations

Our Services integrate with third-party platforms. You acknowledge that:

• You are responsible for maintaining your own accounts with these platforms
• Your use of third-party services is governed by their respective terms
• UpAmp is not responsible for third-party platform changes or outages
• You must comply with all third-party platform policies and guidelines
• Ad spend and charges from third-party platforms are your responsibility

Social Media Publishing

When you connect social media accounts (Facebook, Instagram, LinkedIn, Twitter/X) for direct publishing:

• You authorize UpAmp to post content to your connected accounts on your behalf
• You are responsible for all content published to your social media accounts
• You must comply with each platform's terms of service and community guidelines
• You may revoke access at any time by disconnecting integrations in UpAmp or revoking access in the platform's settings

WordPress Integration

UpAmp allows you to connect your WordPress website using the UpAmp Connector plugin to publish blog content directly from our platform. By connecting your WordPress site:

• You authorize UpAmp to transmit blog content (including titles, body text, excerpts, categories, tags, and featured images) to your WordPress site on your behalf
• You are responsible for installing and configuring the UpAmp Connector plugin on your WordPress site
• You are responsible for the content published to your WordPress site, including ensuring it complies with applicable laws and WordPress.org guidelines
• You may revoke UpAmp's access at any time by regenerating API credentials in the plugin or disconnecting the integration in UpAmp

11. Payment Terms

Subscription Plans

UpAmp offers tiered subscription plans with different usage limits:

• Starter ($29/month): 6 blog posts, 30 social posts per month
• Pro ($99/month): 30 blog posts, 150 social posts per month
• Premium ($299/month): 100 blog posts, 500 social posts per month

Current pricing and features are available on our pricing page. Prices are subject to change with 30 days notice.

Usage Limits and Overage

Important: If you exceed your plan's monthly usage limits, you will be automatically charged overage fees:

• Overage charges are billed automatically to your payment method
• Overage rates vary by plan (e.g., $9.99 per additional blog post on Starter, $6.99 on Pro, $3.99 on Premium)
• You will receive email notifications when approaching and exceeding usage limits
• You can monitor your usage in your account dashboard

Plan Changes

• You may upgrade or downgrade your plan at any time
• Plan changes are limited to 3 per billing period
• Upgrades take effect immediately with prorated charges
• Downgrades take effect at the next billing cycle

Promotional Offers

We may offer promotional discounts (such as discounted first months). Promotional pricing applies only to the promotional period; standard pricing applies thereafter.

Billing

• Subscription fees are billed in advance on a monthly basis
• All fees are non-refundable except as required by law
• You authorize us to charge your payment method on a recurring basis

Payment processing is handled by our third-party payment processor (Stripe). You agree to provide current, complete, and accurate billing information.

Video Credits

Video generation uses a credit-based system separate from your subscription plan:

• Credit Rate: 1 credit equals 1 second of generated video at the standard rate. Premium video generation (such as OpenAI Sora) may consume credits at a higher rate (e.g., 3 credits per second)
• Signup Credits: New subscribers receive one-time bonus video credits based on their plan: 60 credits (Starter), 300 credits (Pro), or 600 credits (Premium)
• Purchasing Credits: Additional credits can be purchased at $0.10 per credit. Credit purchases are charged to your payment method on file
• Credit Deduction: Credits are deducted after video generation completes, based on the actual duration of the generated video
• No Expiration: Video credits never expire and remain in your account until used
• Non-Refundable: Purchased video credits are non-refundable except as required by law
• Pre-Authorization: Video generation requires sufficient credits for the estimated video duration. Generation will be blocked if you have insufficient credits

Plan upgrades may include additional bonus credits equal to the difference between the new plan's signup credits and your original plan's signup credits.

Ad Spend Clarification

UpAmp subscription fees do not include advertising spend. All ad spend is billed directly by the advertising platforms (Google, Facebook, LinkedIn) to your payment methods on those platforms.

12. API Access

If you use our API:

• You are responsible for keeping your API keys secure
• You must not share API keys or expose them in client-side code
• API usage counts toward your plan limits
• We may rate limit API requests to ensure platform stability
• We reserve the right to revoke API access for abuse or violations

13. Intellectual Property

Mfini Inc. Property

The UpAmp Services, including all content, features, and functionality, are owned by Mfini Inc. and are protected by copyright, trademark, and other intellectual property laws.

Your Content

You retain ownership of content you create using our Services. By using our Services, you grant Mfini Inc. a limited license to use, store, and display your content solely to provide the UpAmp Services to you.

AI-Generated Content

Content generated using our AI features is provided for your use. You are responsible for reviewing and ensuring the accuracy, appropriateness, and legality of AI-generated content before use. You may use AI-generated content for your business purposes, subject to any applicable third-party AI provider terms.

Contact Data

You retain ownership of contact data you upload to UpAmp. You are responsible for having proper rights and consent to use such data.

14. Privacy and Data Protection

Your use of our Services is also governed by our Privacy Policy. By using the Services, you consent to our collection and use of information as described in the Privacy Policy, including the sharing of data with AI service providers for content generation.

15. Disclaimers and Limitations of Liability

No Warranty

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. UPAMP DISCLAIMS ALL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

AI Content Disclaimer

AI-GENERATED CONTENT MAY CONTAIN ERRORS, INACCURACIES, OR INAPPROPRIATE MATERIAL. WE DO NOT WARRANT THE ACCURACY, COMPLETENESS, OR SUITABILITY OF AI-GENERATED CONTENT FOR ANY PURPOSE.

No Guarantee of Results

UpAmp does not guarantee any specific results from using our Services, including but not limited to increased sales, leads, engagement, or return on ad spend.

Third-Party Services

WE ARE NOT RESPONSIBLE FOR THE AVAILABILITY, ACCURACY, OR RELIABILITY OF THIRD-PARTY SERVICES (INCLUDING AI PROVIDERS, SOCIAL MEDIA PLATFORMS, AND ADVERTISING PLATFORMS).

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MFINI INC. SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY.

IN NO EVENT SHALL MFINI INC.'S TOTAL LIABILITY EXCEED THE AMOUNT PAID BY YOU TO MFINI INC. FOR THE UPAMP SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

16. Indemnification

You agree to indemnify and hold harmless Mfini Inc., its affiliates, and their respective officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:

• Your use of the UpAmp Services
• Content you create, generate, or publish using the Services, including AI-generated text, images, and videos
• Your violation of these Terms, including the Video Generation Prohibited Uses
• Your violation of any third-party rights, including rights of publicity, privacy, or intellectual property
• Your violation of third-party platform policies
• Your email marketing practices and contact list usage
• Any claims by third parties that your use of AI-generated content infringes their rights
• Your use of the Content Optimization features, including any claims that optimized or rewritten content infringes third-party copyrights, intellectual property rights, or other proprietary rights

17. Termination

Either party may terminate these Terms at any time:

• You may cancel your account at any time through your account settings
• We may suspend or terminate your account for violation of these Terms
• Upon termination, your right to use the Services will immediately cease
• You may export your data before termination; we are not obligated to retain your data after account deletion
• All provisions that should survive termination will remain in effect

18. Governing Law and Dispute Resolution

These Terms are governed by the laws of Delaware, United States, without regard to conflict of law principles. Any disputes shall be resolved through binding arbitration in accordance with the American Arbitration Association rules, except where prohibited by law.

19. Changes to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes at least 30 days before they take effect via email and/or notification in the Services. Continued use of the Services after changes constitutes acceptance of the new Terms.

20. General Provisions

• Entire Agreement: These Terms constitute the entire agreement between you and Mfini Inc. regarding the UpAmp Services
• Severability: If any provision is found invalid, the remaining provisions will continue
• Waiver: Failure to enforce any right shall not constitute a waiver
• Assignment: You may not assign these Terms without our written consent

21. Contact Information

For questions about these Terms, please contact us:

• Email: legal@upamp.com
• Company: Mfini Inc.
  Service: UpAmp Marketing Automation Platform
• Website: upamp.com/contact