Terms of Service

Last updated: May 27, 2026 · Effective date: May 27, 2026

Last updated: May 27, 2026

1. Who We Are and What This Agreement Covers

JYNI (the "Service", "Platform", "we", "us", or "our") is a software-as-a-service CRM and AI lead-discovery product operated by Axiant Partners ("Axiant"). These Terms of Service ("Terms") are a binding agreement between Axiant and the legal entity or person ("Customer", "you") that accesses or uses the Service. By creating an account, clicking "I agree", using the Service, or paying any fee, you accept these Terms. If you do not agree, do not use the Service.

If you are accepting these Terms on behalf of a company or other legal entity, you represent and warrant that you have full authority to bind that entity, and "Customer" and "you" refer to that entity.

These Terms incorporate by reference our Privacy Policy, our Acceptable Use Policy, the Sub-processor list maintained in the Privacy Policy, and any order form, statement of work, or written addendum signed between you and Axiant. In the event of conflict, a signed order form controls over these Terms, and these Terms control over the Privacy Policy and Acceptable Use Policy.

2. The Service

The Service provides software tools for commercial lending brokers, B2B sales teams, and related sales organizations, which may include a customer-relationship manager, document intake and AI-assisted classification, lead scoring, outbound email and SMS sequencing, calling, calendar integration, lender matching, AI-powered lead-discovery agents ("Jynis"), and related Features (collectively, the "Features"). Available Features depend on your subscription plan and may be added, modified, deprecated, or removed at Axiant's discretion. Where a removal materially reduces Service functionality during a paid term, Axiant will give reasonable advance notice via email or in-product message.

The Service is intended for business use only. It is not designed for consumer use and is not a fit for processing consumer-protected data outside a commercial B2B context.

3. Eligibility and Account

  • You must be at least 18 years old and legally capable of entering a binding contract.
  • You must provide accurate, current, and complete information when creating your account and keep it updated.
  • You are responsible for safeguarding credentials, for all activity on your account, and for ensuring that every user you invite complies with these Terms.
  • One person, one login. Sharing credentials across multiple individuals is prohibited; we may suspend accounts where we detect credential sharing.
  • You must notify us promptly at support@jyni.io of any suspected unauthorized access or security incident affecting your account.

4. Subscription, Billing, Auto-Renewal, and Refunds

  • Plans. The Service is sold by monthly or annual subscription. Current plans, pricing, included allotments ("agent slots", lead volumes, credit pools, AI budgets, storage caps), and any usage-based fees are published on our pricing page and may change on renewal with reasonable notice.
  • Payment processor. Payments are processed by Stripe, Inc. By subscribing, you authorize us (and Stripe on our behalf) to charge your payment method on file for all applicable fees, taxes, overages, and renewals until you cancel as set out below.
  • Auto-renewal. Subscriptions automatically renew at the then-current rate for successive periods equal to the original term unless you cancel before the renewal date through the in-app billing portal.
  • Mid-cycle changes. Upgrades are prorated automatically by Stripe and charged for the remainder of the current billing period. Downgrades take effect at the end of the current billing period.
  • No refunds. Except where required by non-waivable applicable law, all fees are non-refundable. Partial months, unused agent capacity, unused credits, unused AI budget, unused storage, downgraded plans, and canceled auto-renewals are not eligible for any refund, credit, or pro-ration. Credit grants are denominated in credits, not currency, and expire as set out on the pricing page.
  • Taxes. Fees are exclusive of taxes. You are responsible for all sales, use, value-added, GST, withholding, and similar taxes other than taxes on Axiant's net income.
  • Late and failed payment. If a payment fails, we may retry the charge, suspend or downgrade access, and charge interest on past-due amounts at the lesser of 1.5% per month or the maximum rate permitted by law, plus reasonable collection costs. Reinstatement after suspension may require payment of all accrued charges.
  • Chargebacks. You agree to contact us before initiating a chargeback. Unauthorized chargebacks may result in account termination, recovery of disputed fees, and recovery of associated processor fees.
  • Billing errors. If you believe Axiant has charged you in error (for example, a duplicate charge or an incorrect amount), notify us at billing@jyni.io within thirty (30) days of the charge date. We will investigate in good faith and, if an error is confirmed, issue a credit or refund for the erroneous amount only. Axiant is not liable for payment-processing delays, currency-conversion losses, holds, or errors imposed by Stripe, your bank, your card network, or any other financial intermediary. Stripe operates independently of Axiant; if Stripe restricts or suspends Axiant's ability to process payments (for example, due to chargebacks, fraud flags, or Stripe policy changes), Axiant will use commercially reasonable efforts to restore payment processing or provide alternative payment arrangements, but is not liable for any resulting service interruption, delayed refunds, or billing anomalies attributable to Stripe's actions.

5. Customer Data — Ownership and License to Axiant

5.1 Ownership

You retain all right, title, and interest in and to the data, records, files, leads, documents, call notes, calendar events, outbound campaign content, AI prompts, and other content you or your users submit, upload, or generate through the Service ("Customer Data"). As between you and Axiant, you own Customer Data.

5.2 License grant

You grant Axiant a worldwide, non-exclusive, royalty-free, sublicensable (to our sub-processors solely as needed to deliver the Service) license to host, copy, transmit, display, process, analyze, index, modify (for technical reasons), and otherwise use Customer Data to:

  • (a) deliver, secure, support, debug, and improve the Service;
  • (b) prevent or address service, security, or technical problems and to respond to support requests;
  • (c) comply with applicable law and respond to lawful requests from authorities;
  • (d) generate aggregated, anonymized, and de-identified data, statistics, models, benchmarks, and derivative datasets ("Aggregated Data") that do not reasonably identify you, any user, or any identifiable natural person;
  • (e) train and improve Axiant's own internal classifiers, scorers, prompts, retrieval systems, models, and analytics — excluding training of any third-party foundation model (we contractually prohibit upstream model providers from training on Customer Data, as described in our Privacy Policy).

5.3 Axiant's rights in Aggregated Data

Aggregated Data is and will be the sole property of Axiant. You agree that Axiant may freely use, license, sell, publish, and commercialize Aggregated Data — including in industry reports, market benchmarks, lead-quality scores, advertising, partner data products, and AI training datasets — without further notice or consent, provided the Aggregated Data does not identify you, your users, or any identifiable natural person.

5.4 Representations

You represent and warrant that you have all rights, consents, notices, and lawful bases necessary to submit Customer Data to the Service and that our processing of Customer Data under these Terms will not violate any third-party right or applicable law, including data-protection, privacy, anti-spam, and intellectual-property laws.

5A. Account Information — Use and Monetization Rights

Separate from Customer Data, you provide Axiant with Account Information when you register and use the Service. Account Information includes the name, business name, work email address, phone number, role/title, billing address, IP address, device and browser information, and usage telemetry of you and the users on your account.

You acknowledge and agree that Axiant may use, retain, and share, license, or sell Account Information for the following business purposes, subject to the choices and rights described in our Privacy Policy:

  • (a) operating, securing, billing, and improving the Service;
  • (b) JYNI-product marketing, lifecycle communications, partner referrals, and co-marketing with selected B2B partners (you may opt out of marketing at any time per the Privacy Policy);
  • (c) producing industry benchmarks, market research, lead-quality datasets, and similar B2B information products that may include personally identifying business-contact attributes (such as name, business name, work email, phone number, and role) where lawful;
  • (d) sharing or selling Account Information with selected third parties — including data partners, lead-enrichment providers, marketing partners, advertising networks, and affiliates — for their own marketing, sales, or analytics use, where lawful and disclosed in our Privacy Policy;
  • (e) responding to lawful requests from authorities.

Under California's CCPA/CPRA and similar U.S. state privacy laws, some of the activities in (c) and (d) above may constitute a "sale" or "sharing" of personal information. California, Colorado, Connecticut, Utah, Virginia, and other state-privacy-law residents may opt out of those activities by following the "Do Not Sell or Share My Personal Information" instructions in our Privacy Policy or by emailing privacy@jyni.io. Opting out of sale/share does not affect Axiant's ability to use Account Information to deliver, secure, or bill the Service or to send service-related communications.

6. Outbound Communications — Customer Responsibility

Features that send outbound email, SMS, or place calls (together, "Outbound Features") are tools. You, not Axiant, are the "sender" of communications originated through those Features. You are solely responsible for compliance with all applicable laws, including but not limited to the U.S. Telephone Consumer Protection Act (TCPA), the U.S. CAN-SPAM Act, Canada's CASL, state do-not-call and anti-robocall laws, 10DLC registration rules, e-mail opt-out rules, recording-disclosure laws, FCC and FTC rules, and any equivalent non-U.S. laws.

You agree that you will:

  • Only contact individuals or businesses you have a lawful basis to contact;
  • Maintain accurate records of consent or lawful basis for every outreach;
  • Honor opt-out, unsubscribe, STOP, and equivalent requests promptly and permanently;
  • Register SMS campaign brands and use cases with the carriers (10DLC / TCR) as required and pay any associated fees;
  • Provide a physical mailing address and accurate sender identification in every commercial email;
  • Not use the Service to send messages that are unlawful, harassing, deceptive, defamatory, discriminatory, sexual in nature, or that impersonate a third party;
  • Not contact numbers on the Do-Not-Call registry without an applicable exception, and not contact wireless numbers using regulated dialer technology without prior express written consent where required;
  • Not use AI-generated voice ("voice cloning", spoofing, or synthetic voice) in any outbound call without making the disclosures required by law.

You will indemnify and defend Axiant against any claim, fine, penalty, or demand arising from Outbound communications you initiate or authorize (see Section 14). Axiant reserves the right to suspend Outbound Features immediately and without prior notice if it reasonably believes your use creates legal, security, or deliverability risk, or violates any third-party provider's terms.

6A. Email Deliverability, Sender Infrastructure, and Domain Risk

The Service includes tools for sending cold outbound email, warming up sender domains and mailboxes, provisioning DNS records, and managing email-sending infrastructure (together, "Email Infrastructure"). You acknowledge and agree:

  1. No deliverability guarantee. Axiant makes no representation or warranty regarding inbox placement rates, open rates, click rates, spam-folder rates, or sender-reputation scores. Email deliverability is determined by your sending volume, list quality, content quality, recipient engagement, domain age, and the independent policies of recipient mail providers (Google, Microsoft, Yahoo, Apple, and others), none of which Axiant controls.

  2. Domain and IP blacklisting is your risk. If your sender domain, subdomain, or sending IP address is listed on any blocklist, spam-filtering service, or email-reputation authority — including Spamhaus, Barracuda, SURBL, UCEPROTECT, Microsoft SNDS, Google Postmaster, or any major mail provider's internal filtering system — as a result of your sending practices or your content, Axiant is not liable. No refund or credit is issued for plan fees, domain costs, email credits, warmup investments, or revenue losses attributable to any blacklisting event.

  3. Domain purchases are non-refundable. Domains registered through the Service (via Porkbun, Cloudflare, or any other registrar we use) are non-refundable once the registration fee has been submitted to the registrar, regardless of whether the domain is subsequently suspended, blacklisted, seized, expired, or otherwise made unavailable. Registrar fees, ICANN fees, transfer fees, and renewal fees are non-refundable in all circumstances.

  4. Registrar and registry suspension. Domain registrars, registries, and ICANN may suspend, cancel, or place a hold on a domain registration for policy violations including spam, phishing, UDRP disputes, court orders, or abuse complaints. Axiant is not liable for any such suspension, cancellation, or hold, including any fees you have paid for the domain or for email infrastructure associated with it.

  5. Sender warmup is best-efforts. If the Service includes or integrates a sender-warmup feature or connects to a third-party warmup service (including Instantly or any successor service), warmup is a best-efforts process. Axiant does not guarantee any specific inbox-placement rate, reputation score, or warmup timeline. Third-party warmup providers may change their policies, reduce sending volume, suspend accounts, or discontinue service at any time without notice to Axiant; Axiant is not liable for resulting deliverability loss, warmup progress lost, or warmup schedule disruptions, and no refund or credit is owed for warmup disruptions caused by third-party provider actions.

  6. Email infrastructure provider suspension. Email-infrastructure sub-processors (including Resend, Cloudflare, Instantly, Stalwart, and Telnyx for SMS) may independently restrict or suspend your access or Axiant's access to their services, including for violations of their own terms of service or policies. If an upstream provider takes such action, Axiant will use commercially reasonable efforts to restore functionality or find an alternative provider, but is not liable for resulting downtime, data loss, lost warmup progress, deliverability degradation, or lost business, and no refund or credit is owed for affected periods.

  7. DNS and email authentication. The Service automatically configures SPF, DKIM, and DMARC records for domains purchased through the Service. For any domain you bring to the Service yourself ("BYOD domain"), you are solely responsible for correct DNS configuration, record accuracy, and DNS provider availability. Axiant is not liable for deliverability failures caused by incorrect, conflicting, or expired DNS records, DKIM key rotation failures, propagation delays, or TTL issues, regardless of whether the DNS issue originated with Axiant's configuration tools or your own DNS provider.

6B. Advertising and Social Media Platform Compliance

The Service includes an AI-powered advertising content generator ("Ad Studio") that produces draft ad copy, targeting suggestions, audience profiles, creative briefs, and related marketing content ("Ad Content") for use on third-party advertising and social media platforms — including Meta Ads / Facebook Ads, Instagram, TikTok, LinkedIn, Google Ads, X Ads, Snapchat Ads, Pinterest Ads, and similar platforms (each, an "Ad Platform"). You acknowledge and agree:

  1. Solely responsible for platform compliance. Each Ad Platform maintains its own advertising policies, community standards, restricted-category rules, and terms of service, which change frequently and without advance notice. You are solely responsible for reviewing all Ad Content before submission, for understanding each Ad Platform's current policies, and for ensuring your advertising activities comply with those policies. Axiant does not review, approve, certify, or pre-screen Ad Content for Ad Platform compliance.

  2. No guarantee of ad approval or account standing. Axiant makes no representation or warranty that Ad Content generated through the Service will be approved by any Ad Platform, will achieve any impression, reach, click, conversion, or performance metric, or will not result in ad disapproval, account restriction, or account termination.

  3. Ad account bans and restrictions are your risk. If an Ad Platform restricts, suspends, disables, or permanently bans your advertising account, business manager account, pixel, product catalog, Facebook page, Instagram account, or any related profile or asset — for any reason, including content generated by or submitted through the Service, targeting decisions, billing issues, landing-page policies, prior account history, or any other factor — Axiant is not liable for: (a) loss of ad account access or standing; (b) lost ad spend; (c) revenue, leads, commissions, or business opportunities lost as a result of reduced or eliminated advertising capability; (d) costs to appeal, recover, or replace a banned account; or (e) any downstream business impact. No refund, credit, or compensation is provided on account of an Ad Platform ban, restriction, or policy enforcement action of any kind.

  4. AI-generated content limitations. Ad Content is produced algorithmically and may: (a) not reflect an Ad Platform's most current policies; (b) include claims that require substantiation or disclosure under FTC guidelines or Ad Platform rules; (c) reference product or service categories that are restricted or prohibited under Ad Platform policies (including financial products, health claims, regulated industries, before-and-after imagery, or political content); or (d) otherwise require material revision before use. You must independently review, edit, fact-check, and approve all Ad Content before publishing, and you remain solely responsible for any policy violation arising from published content.

  5. No advertising agency relationship. The Ad Studio is a software content-generation tool. Axiant does not act as your advertising agency, does not place ads on your behalf, does not access your Ad Platform accounts (unless you separately authorize such access in writing), and does not manage your campaigns. Campaign strategy, spend decisions, targeting, compliance review, and ongoing account health remain entirely your responsibility.

7. AI Features and Output Disclaimer

The Service uses third-party large-language-model APIs (including Anthropic Claude) and proprietary classifiers to generate outputs such as document classifications, lead scores, email drafts, deal summaries, lender matches, and pipeline alerts (collectively, "AI Output"). AI Output is produced algorithmically and may be incorrect, incomplete, biased, outdated, fabricated ("hallucinated"), or unsuitable for your purpose.

AI Output is provided as-is for informational purposes only and is not financial, legal, underwriting, accounting, tax, lending, insurance, real-estate, or professional advice. You must independently verify AI Output before relying on it, sending it to a customer, submitting it to a lender, presenting it to a borrower, or taking any action based on it. Axiant does not warrant that AI Output is accurate, current, lawful, non-infringing, or fit for any purpose, and is not liable for actions you take, or fail to take, based on AI Output.

Where your subscription includes a rolling AI budget or credit pool, once the budget is exhausted AI Features may return errors or be throttled until the next window resets or you upgrade or top up.

8. Not a Lender, Broker, or Financial Advisor

Axiant provides software tools used by commercial lending professionals and other B2B sales teams. Axiant is not a lender, broker, originator, underwriter, funding source, registered investment adviser, real-estate broker, insurance broker, or law firm. Nothing in the Service — including AI Output, lender-matching suggestions, scoring, document summaries, or written content — constitutes an offer to lend, a commitment to fund, a recommendation to approve or decline credit, legal advice, tax advice, real-estate advice, or financial advice to any borrower, applicant, end user, or third party. Axiant does not guarantee that any lead, contact, applicant, or borrower will be approved by any lender or funding source, or will produce any specific outcome.

8A. Lead Data — Not a Consumer Reporting Agency; FCRA Disclaimer

Lead and contact information surfaced through the Jynis AI lead-discovery agents, UCC scrapers, enrichment integrations, and any other data-sourcing feature of the Service ("Lead Data") is compiled from publicly available sources, business registries, and third-party data providers. You understand and agree:

  1. Not a CRA; Lead Data is not a consumer report. Axiant is not a consumer reporting agency ("CRA") as defined by the Fair Credit Reporting Act, 15 U.S.C. § 1681 et seq. ("FCRA"). Lead Data is not a "consumer report" as defined by the FCRA. Lead Data may not be used, directly or indirectly, as a factor in determining a natural person's eligibility for credit, employment, insurance, housing, or any other purpose regulated by the FCRA or any state analog (including the California Consumer Credit Reporting Agencies Act, CCRAA).

  2. No resale as consumer report. You may not resell, re-license, or redistribute Lead Data in a manner that would constitute a consumer report or that would cause Axiant to be treated as a CRA.

  3. Accuracy not warranted. Lead Data is collected from third-party sources and may be inaccurate, incomplete, outdated, or otherwise unreliable. Axiant makes no warranty regarding the accuracy, completeness, currentness, or legality of Lead Data. You are responsible for independently verifying Lead Data before using it for any decision that materially affects a third party.

  4. Indemnity for misuse. You agree to indemnify, defend, and hold harmless Axiant from any FCRA claim, FTC action, CFPB inquiry, state-regulator enforcement, private lawsuit, fine, or penalty arising from your use of Lead Data in violation of this Section or any applicable law.

9. Acceptable Use

You will not, and will not permit any user, agent, or third party acting on your behalf to:

  • Use the Service to violate any law, regulation, court order, or third-party right;
  • Send unlawful, fraudulent, harassing, defamatory, threatening, hateful, or discriminatory communications;
  • Upload malware, viruses, worms, trojans, ransomware, or any code intended to disrupt the Service;
  • Reverse engineer, decompile, disassemble, scrape, crawl, or attempt to derive source code, model weights, prompts, or underlying algorithms of the Service, except to the extent applicable law expressly and non-waivably permits;
  • Resell, sublicense, rent, lease, time-share, or operate the Service as a service bureau or managed service for unlicensed third parties;
  • Build, train, or evaluate a competing product, model, or dataset using the Service or its outputs;
  • Use the Service to scrape, harvest, or extract data from any third-party site or service in violation of that site's terms of use, robots.txt, rate limits, or applicable law;
  • Interfere with the Service's integrity, performance, rate limits, telemetry, or security controls, or attempt to gain unauthorized access to any account, data, or system;
  • Circumvent, disable, or attempt to bypass any usage limit, paywall, license check, watermark, audit log, or fraud-prevention mechanism in the Service;
  • Use the Service to collect or process sensitive categories of personal data (health, government identifiers beyond EIN, biometric data, children's data, credit reports regulated under FCRA, criminal-history data regulated under FCRA, or comparable foreign equivalents) unless you have first obtained Axiant's written consent and executed any required data-protection addendum;
  • Misuse lead or contact information obtained through AI lead-discovery ("Jynis") agents, including by violating any publicly posted source's terms of use, by enriching lead data using non-permitted sources, or by reselling raw Jynis outputs as a standalone data product;
  • Use the Service to engage in cryptocurrency mining, password cracking, denial-of-service, or other resource-intensive activity unrelated to the Service's intended use;
  • Use the Service in any way that exposes Axiant or its sub-processors to liability under the laws of any jurisdiction.

Axiant may investigate suspected violations, cooperate with law enforcement, and suspend or terminate access without prior notice for serious violations. Repeated or material violations are grounds for termination without refund.

10. Intellectual Property

Axiant owns and retains all right, title, and interest in and to the Service, including all software, source code, user interfaces, models, prompts, classifiers, workflows, dashboards, brand, look-and-feel, documentation, the "JYNI" and "Jyni" names and logos, and all related trademarks and intellectual property. Except for the limited, revocable, non-exclusive right to access and use the Service during your subscription, no license is granted to you by implication, estoppel, or otherwise.

Feedback. Any suggestions, ideas, enhancement requests, bug reports, or feedback you provide to Axiant ("Feedback") are licensed to Axiant on a perpetual, irrevocable, worldwide, royalty-free, sublicensable, transferable basis to use, modify, and commercialize without restriction or compensation to you.

No reverse engineering of AI prompts and models. Axiant's prompts, prompt templates, retrieval logic, scoring weights, and tuned classifiers are trade secrets. Extracting, copying, or attempting to reconstruct them (including by jailbreak, prompt injection, or model-inversion techniques) is a material breach of these Terms.

11. Third-Party Services and Integrations

The Service integrates with third-party services you may choose to connect, including but not limited to: Stripe (payments), Anthropic (AI inference), Supabase (hosting and database), Railway (application hosting), Resend (email delivery), Telnyx (voice and SMS), Sentry (error monitoring), Cloudflare (DNS and edge), Porkbun (domain registration), and lead-enrichment providers (e.g., Apollo, Hunter, Google Programmable Search). Your use of any such third-party service is governed by that provider's own terms and privacy policy. Axiant is not responsible for third-party availability, fees, data handling, security, breaches, or changes, and disclaims all liability for the acts and omissions of third-party providers.

If a critical upstream provider — including Anthropic, Stripe, Resend, Telnyx, Cloudflare, Porkbun, Railway, Supabase, Instantly, or any other sub-processor — restricts, suspends, or terminates service to Axiant or to you directly (whether for policy violations, financial disputes, regulatory action, or any other reason), Axiant's obligation to deliver the affected features is suspended for the duration of that disruption. Axiant will use commercially reasonable efforts to restore service or identify an alternative provider, but is not liable for resulting downtime, feature unavailability, data loss, AI-output degradation, or lost business, and no refund or credit is owed for affected periods except as expressly required by applicable law.

Bring-your-own API key ("BYOK") integrations. The Service allows you to connect your own API credentials for third-party data and enrichment providers (such as Apollo, Hunter, or similar services) to use within your account. When you do so: (a) your relationship with that provider — including your agreement to that provider's terms of service, acceptable use policy, and data usage restrictions — is solely between you and the provider; (b) Axiant acts only as a technical conduit and does not acquire, store, or take ownership of data retrieved through your credentials beyond what is necessary to deliver the requested feature; (c) Axiant makes no representation about the quality, accuracy, legality, or lawfulness of data retrieved through user-supplied credentials; and (d) you are solely responsible for ensuring that your use of enrichment data obtained through your own API keys complies with the provider's terms and all applicable law, including restrictions on resale, redistribution, and downstream use. Axiant is not liable for any claim, fine, or penalty arising from your use of data obtained through a BYOK integration.

12. Warranties and Disclaimers

THE SERVICE, AI OUTPUT, JYNIS LEADS, AND ALL CONTENT AND DATA MADE AVAILABLE THROUGH THE SERVICE ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, AXIANT, ITS AFFILIATES, AND ITS SUB-PROCESSORS DISCLAIM ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, COMPLETENESS, QUIET ENJOYMENT, AND NON-INFRINGEMENT. AXIANT DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, FREE OF VULNERABILITIES, OR SECURE, THAT DEFECTS WILL BE CORRECTED, THAT AI OUTPUT WILL BE ACCURATE OR RELIABLE, OR THAT JYNIS LEADS, ENRICHMENT, OR DELIVERABILITY WILL MEET ANY VOLUME, RESPONSE-RATE, INBOXING, OR OUTCOME EXPECTATION. NO ORAL OR WRITTEN STATEMENT BY AXIANT CREATES A WARRANTY NOT EXPRESSLY SET FORTH IN A SIGNED ORDER FORM.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, AXIANT AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND SUB-PROCESSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOST GOODWILL, LOST DEALS, LOST COMMISSIONS, LOSS OF DATA, OR COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICE, AI OUTPUT, JYNIS LEADS, DELIVERABILITY, LENDER OUTCOMES, OR THIRD-PARTY ACTS — EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

AXIANT'S TOTAL CUMULATIVE LIABILITY UNDER THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ALL CLAIMS IN THE AGGREGATE, WILL NOT EXCEED THE LESSER OF: (A) THE FEES YOU PAID TO AXIANT FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE EARLIEST CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS (US$100). Free-trial users and users on plans below US$100 are subject to the US$100 cap.

No liability for downstream outcomes. Axiant is not liable, and will not be liable, for: lender approval or decline decisions; the accuracy, completeness, or compliance posture of any lead, contact, business record, or enrichment result; deliverability of any email, SMS, or call you originate; outcomes of any borrower, lender, broker, investor, or end-user relationship; loss of email-domain reputation, sender-IP reputation, inbox-placement rates, or warmup progress; blacklisting of sending domains or IPs by spam-filtering authorities or mail providers; suspension, restriction, or permanent ban of any advertising account, social media account, business manager account, pixel, product catalog, page, or profile by any Ad Platform or social media network; suspension or cancellation of domain registrations by registrars, registries, or ICANN; third-party-provider outages, policy changes, or suspensions; or any other loss attributable to upstream provider actions, platform policy enforcement, changes in Ad Platform advertising policies, deliverability factors outside Axiant's control, or natural platform-risk events inherent to outbound communication and digital advertising.

These limitations are a fundamental part of the bargain and reflect the allocation of risk between the parties. Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions our liability is limited to the fullest extent permitted by law.

14. Indemnification

You will defend, indemnify, and hold harmless Axiant, its affiliates, and their respective officers, directors, employees, agents, and sub-processors from and against any third-party claim, demand, action, regulatory inquiry, liability, judgment, settlement, loss, damage, fine, penalty, and expense (including reasonable attorneys' fees and costs) arising out of or related to:

  • (a) Customer Data, including any allegation that Customer Data infringes a third-party right, violates law, or was obtained or used unlawfully;
  • (b) your use of Outbound Features, including any TCPA, CAN-SPAM, CASL, state telemarketing, 10DLC/TCR, FTC, or analogous claim;
  • (c) your use, reliance on, or dissemination of AI Output or Jynis Leads, including any claim of inaccuracy, defamation, infringement, or harm to any borrower, applicant, lender, or end user;
  • (d) your breach of Sections 3, 5, 6, 7, 8, 9, 10, or any applicable law, regulation, or third-party agreement;
  • (e) any dispute between you and a customer, lead, borrower, lender, end user, or other third party;
  • (f) your violation of any third-party data source's terms of use in connection with Jynis or any enrichment activity initiated through the Service;
  • (g) any tax, withholding, or reporting obligation arising from fees you owe or commissions you earn through use of the Service.

Axiant may assume exclusive defense and control of any matter for which you are required to indemnify us, in which case you will cooperate with Axiant's defense. You will not settle any claim without Axiant's prior written consent.

15. Suspension and Termination

  • By you. You may cancel your subscription at any time via the billing portal. Cancellation takes effect at the end of the then-current billing period. No refunds for partial periods (see Section 4).
  • By us — for cause. Axiant may suspend or terminate the Service (in whole or in part, immediately or with notice) if you materially breach these Terms, including non-payment, misuse of Outbound Features, violation of Acceptable Use, suspected fraud, or sustained policy violations.
  • By us — for legal or security risk. Axiant may suspend or terminate the Service immediately if required by law, by a court or regulator, by a third-party provider, or if Axiant reasonably believes continued provision creates legal, security, deliverability, or financial risk.
  • By us — for convenience. Axiant may terminate any plan or close any account on 30 days' written notice for any reason, and will refund any pre-paid fees for time after the effective date of termination (this is the sole circumstance in which a pro-rata refund is offered).
  • Effect. Upon termination, your right to access the Service ends. Customer Data may be deleted after a reasonable retention window (typically 30 days) unless applicable law requires longer retention. You are responsible for exporting your data before termination.
  • Survival. Sections that by their nature should survive termination will survive, including Sections 4 (with respect to accrued fees), 5, 5A, 6A, 6B, 8A, 10, 12, 13, 14, 16, 17, 18, 19, 20, 22, 23, 24, 25, and 26.

16. Confidentiality

Each party may receive non-public business, technical, or financial information of the other ("Confidential Information"). Each party will: (a) use the other's Confidential Information only for purposes of these Terms, (b) protect it with at least the same degree of care used for its own confidential information (and never less than reasonable care), and (c) not disclose it except to employees, contractors, or advisors with a need to know who are bound by similar duties. Confidential Information does not include information that is or becomes public through no fault of the receiving party, is independently developed without reference to the disclosing party's information, or is received from a third party without duty of confidentiality. Compelled disclosures are permitted with prompt notice where legally allowed.

For clarity, Aggregated Data (Section 5.3) and Feedback (Section 10) are not Confidential Information of the Customer.

17. Governing Law and Disputes

These Terms are governed by the laws of the State of Delaware, U.S.A., without regard to its conflict-of-laws principles, and excluding the U.N. Convention on Contracts for the International Sale of Goods.

Mandatory arbitration; class waiver. Any dispute, controversy, or claim arising out of or relating to these Terms or the Service will be resolved exclusively by binding, individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, seated in Wilmington, Delaware, conducted in English, by a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction. Each party waives any right to a jury trial. Each party waives the right to participate in a class action, collective action, mass arbitration, consolidated arbitration, or representative action. If this class waiver is found unenforceable, the entire arbitration provision is null and void, and disputes will be litigated exclusively in the state or federal courts seated in Wilmington, Delaware, to whose jurisdiction the parties consent.

Notwithstanding the foregoing, either party may seek temporary or preliminary injunctive or equitable relief in a court of competent jurisdiction to protect its intellectual property, confidential information, or security interests.

Time limit. Any claim must be brought within one (1) year after the claim arose. After that, the claim is permanently barred.

18. Export, Sanctions, and Government Use

You may not use the Service in violation of U.S. export controls or economic sanctions laws, or from any country, region, or by any person or entity subject to comprehensive U.S. sanctions (including, as of the effective date of these Terms, Cuba, Iran, North Korea, Syria, the Crimea, Donetsk, Luhansk, and Zaporizhzhia regions of Ukraine, and as updated by OFAC). You represent that you, your end users, and Customer Data are not the subject of any such sanction. The Service is "commercial computer software" and is licensed to U.S. Government end users only as a commercial item with only the rights granted to all other end users.

19. Changes to These Terms

We may revise these Terms from time to time. We will post the updated version with a new "Last updated" date and, for material changes (such as material changes to fees, Customer Data rights, or dispute-resolution provisions), provide reasonable advance notice by email or in-product message. Continued use of the Service after the effective date constitutes acceptance of the revised Terms. If you do not accept a material change, your sole remedy is to stop using the Service before the effective date.

20. Miscellaneous

  • Entire agreement. These Terms, together with any signed order form, plan description, the Privacy Policy, the Acceptable Use Policy (Section 9), and any addendum, constitute the entire agreement between the parties regarding the Service and supersede all prior or contemporaneous agreements, proposals, or statements.
  • Assignment. You may not assign these Terms or transfer your account, in whole or in part, without our prior written consent (and any attempted assignment in violation of this clause is void). We may assign these Terms to an affiliate or in connection with a merger, acquisition, reorganization, or sale of all or substantially all of the relevant assets, without your consent.
  • Force majeure. Neither party is liable for delays or failures caused by events beyond reasonable control, including outages of third-party services, network failures, denial-of-service attacks, acts of government, pandemics, supply-chain disruptions, war, civil unrest, or natural disaster.
  • No waiver. Failure to enforce any provision is not a waiver of future enforcement.
  • Severability. If any provision is held unenforceable, the remainder of these Terms continues in effect and the parties will substitute a valid provision that most closely matches the parties' original intent.
  • Relationship. The parties are independent contractors. No agency, partnership, joint venture, employment, or fiduciary relationship is created.
  • Notices. Notices to Axiant must be in writing and sent to legal@jyni.io. Notices to Customer may be sent to the email address on file. Notices are deemed delivered when sent.
  • Headings; interpretation. Headings are for convenience only. "Including" means "including without limitation".

21. Contact

Questions about these Terms? Email legal@jyni.io. Postal mail to Axiant Partners at the mailing address published on our contact page.


22. Service Levels and Availability

The Service is provided without any uptime or service-level commitment unless expressly stated in a separately signed order form. Axiant uses commercially reasonable efforts to provide availability but does not warrant continuous, error-free, or uninterrupted operation. Scheduled and emergency maintenance may occur at any time. Axiant is not liable for downtime caused by third-party providers (Section 11), force majeure (Section 20), or your use beyond published rate limits (Section 24).

23. Beta Features

From time to time, Axiant may make features, integrations, or APIs available on a beta, preview, alpha, early-access, or experimental basis ("Beta Features"). Beta Features are provided as-is and at-your-own-risk, may change at any time, may be discontinued at any time, may produce inaccurate output or break Customer Data, may not be subject to the same security or privacy controls as production Features, and are excluded from any warranties (Section 12). Feedback on Beta Features is governed by Section 10.

24. API, Rate Limits, and Fair Use

Use of any JYNI API or programmatic interface is subject to published rate limits, fair-use limits, and authentication requirements. Axiant may impose, change, or enforce rate limits, throttle, suspend, or revoke API access without prior notice to protect Service stability or to address abuse. You will not attempt to circumvent rate limits, rotate API credentials to bypass limits, or build a service whose primary function is to wrap or re-expose JYNI APIs to third parties.

25. Publicity

Axiant may identify Customer by name, logo, and case-study description in marketing materials, customer lists, the Service website, sales decks, and press releases, subject to Customer's right to opt out by emailing legal@jyni.io. Once opt-out is received, Axiant will remove the identification from forward-going materials within thirty (30) days; previously printed or distributed materials are exempt.

26. Jurisdictional Carve-Outs

Some jurisdictions do not allow certain disclaimers, limitations of liability, mandatory arbitration, class-action waivers, or fee provisions. To the extent any provision of these Terms is unenforceable in your jurisdiction, that provision is limited to the maximum extent permitted there, and the remainder of these Terms continues in effect.

If you are a resident of New Jersey, you may opt out of the arbitration provision and class-action waiver in Section 17 within thirty (30) days of first acceptance of these Terms by emailing legal@jyni.io with the subject line "Section 17 Opt-Out". Opting out does not affect any other provision of these Terms.


JYNI and the Jyni logo are trademarks of Axiant Partners. All rights reserved.