Terms of Service

Thank you for using Letaido! These Terms of Service (the "Terms") are a binding agreement between you and Ahrefs Pte. Ltd. ("Ahrefs", "we", "us", or "our") (UEN No. 201227417H) of 16 Raffles Quay #33-03 Hong Leong Building Singapore 048581 (each a "Party" and collectively, the "Parties") with respect to your use of Letaido (https://letaido.com/) and all products and services offered in connection with Letaido from time to time (collectively, "Letaido Services").

By using or accessing Letaido Services or permitting any Authorised User to use or access Letaido Services, you agree to be bound by the Terms and our Privacy Policy which are expressly incorporated herein.

Where you, being an Authorised User or otherwise, are entering into the Terms on behalf of the owner of the Account (whether the owner is a company, organisation, individual or entity), you represent that you agree to the Terms on behalf of such owner and you warrant that you have the authority to bind the owner of the Account to the Terms. In such cases, all references to "you" will refer to the owner of the Account. If you are an Authorised User, the Terms apply to you to the extent that the Terms are applicable to Authorised Users.

We reserve the right, at our sole discretion, to amend the Terms, in whole or in part, at any time without notice and with immediate effect. The current version of the Terms can be found on https://letaido.com/. By continuing to use Letaido Services, you agree to the current version of the Terms. We encourage you to review the Terms periodically. If there are material changes to the Terms, we may require you to re-accept the Terms to continue use of Letaido Services.

In addition to the terms defined elsewhere herein, the following capitalised terms shall have the meaning ascribed to them in this section.

"Account" refers to a unique account owned by you and created for you and/or your Authorised Users to access Letaido Services.

"Agent(s)" refers to any and all software-based systems that use artificial intelligence models to autonomously or semi-autonomously execute actions or workflows in connection with Letaido Services (including Agent A), whether or not offered or provisioned by Letaido Services or otherwise created, configured, instructed or employed by you.

"Agent A" refers to the Agent offered or provisioned by Ahrefs in connection with Letaido Services.

"AI Content" refers to all information, data, content, messages, photos, videos, recordings, images, ideas and other materials generated, displayed, produced or made available for and in relation to Letaido Services with the use, support or assistance of AI Tools, including Generative AI Content as defined in Section 7 of the Terms.

"AI Tools" refers to products, services, features, tools or functionalities of or within Letaido Services that are built on, integrated with or supported by artificial intelligence, including any and all Agent(s).

"Authorised User(s)" refers to an individual who is authorised by you to use Letaido Services under your Account and/or on your behalf, including your employees, affiliates, personnel, agents, contractors or consultants.

"Content" refers to all information, data, content, messages, photos, videos, recordings, images, ideas and other materials provided, generated or made available for and in relation to User's use of Letaido Services, including AI Content and Third Party Content.

"Credentials" refers to application programming interface keys, open authorisation tokens, access passwords or any other authentication material required or used by User to access or otherwise use Letaido Services.

"Subscription Period" refers to the period which a Subscription Plan is in effect from the date you make payment for the Subscription Plan.

"Subscription Plan" refers to a set, package or tier of products and services of or within Letaido Services for which you have access to in exchange for a payment for the Subscription Period.

"Third Party Content" refers to all information, data, content, messages, photos, videos, recordings, images, ideas and other materials that Letaido Services collect on your behalf from Third Party Services.

"Third Party Service(s)" refers to any third-party product, service, software, technology and/or code provided under separate terms that is used to build or support Letaido Services or is offered in conjunction with or accessible through the use of Letaido Services, including large language models, integration partners and open-source software.

"User" refers to you, any or all Authorised Users and/or any or all of the Agents you create, teach, instruct, employ or otherwise use in connection with Letaido Services, including Agent A.

"User Content" refers to all information, data, search terms, prompts, messages and other materials that User provides to us in relation to any and all use of Letaido Services (including AI Tools) or through Letaido Services to Third Party Services.

"VPS" refers to a virtualised private server provided by Letaido Services which enables you to deploy, run, manage or otherwise use AI Tools in an isolated environment.

3.1 The Terms shall be governed by, construed and enforced in accordance with the laws of the Republic of Singapore, without regard to conflict of law principles.

3.2 The Terms, which incorporates our Privacy Policy, constitute the entire agreement between the Parties and supersedes all previous representations and correspondence between the Parties. We shall not be bound by any other term or condition proffered by you in any correspondence or document, regardless of whether we expressly object to such term or condition.

3.3 The Terms are in the English language, which prevails over any translations of it to other languages.

3.4 The headings and titles used in the Terms are for convenience only and shall not be considered in construing or interpreting the Terms.

3.5 The term "including" in the Terms shall be interpreted to mean "including but not limited to".

4.1 You agree that you are solely and fully responsible for maintaining the security, confidentiality and accuracy of all details and activities of any Account and VPS, and for procuring and maintaining all resources or equipment necessary to use Letaido Services. Account credentials and authentication is managed by WorkOS (https://workos.com/) and you agree to the applicable terms and policies of WorkOS.

4.2 You agree that you are solely and fully responsible for the maintenance, storage, security, validity and authorised use of Credentials, as well as any charges, fees or costs incurred in connection. You agree that any use of Credentials is at your own risk and Letaido Services has no obligation to notify you of any suspected compromise in Credentials.

4.3 You agree that you are solely and fully responsible for User's compliance with the Terms and any and all User's activity in your VPS, including any Third Party Service installed, stored or access through your VPS and all User's activity, interaction or behaviour originating or occurring in your VPS. You acknowledge that we do not actively monitor nor have control over User's activity, User Content or Content and you agree to actively monitor, review, assess and evaluate all User's activity.

4.4 You agree that we may access your Account as necessary to provide you with Letaido Services and any support or assistance in connection with Letaido Services. Notwithstanding the foregoing, we are not obligated to provide any support for the Services and you acknowledge that any support we do provide is offered on a best-effort basis without guarantees of response time or resolution.

4.5 You agree to use reasonable efforts to prevent any unauthorised use of Letaido Services. Upon being made aware of any unauthorised use of Letaido Services, you agree to immediately notify us at [email protected], take all necessary steps to terminate the unauthorised use, and provide us with your full cooperation and assistance to terminate, rectify and/or prevent further unauthorised use.

4.6 You agree that you are solely responsible for retaining and maintaining copies of User Content and that we have no obligation to store, extract or transfer any User Content to you under any circumstance. Letaido Services does not guarantee the availability, integrity or recovery of User Content stored on VPS and shall have no liability for any loss of data arising in relation to any cause whatsoever.

4.7 You agree that any and all use of Letaido Services is at your own risk and that you are solely and fully responsible for your own use and taking any appropriate measures as you may deem or assess to be necessary, including evaluating and assessing the suitability of Letaido Services for your use purposes, verifying Content before any use or reliance, implementing appropriate backup or security measures and complying with all applicable law.

5.1 You agree that User shall not:

1. (a) hide or misrepresent who you are to use Letaido Services or to breach the Terms;
2. (b) use Letaido Services in violation of applicable law or for an unlawful purpose, such as to perform fraudulent activity;
3. (c) modify, copy, prepare derivative works of, decompile, reverse engineer, disassemble, or reduce Letaido Services to human-readable form, or attempt to discover the source code or underlying components of models or algorithms of Letaido Services (unless legally compelled to by applicable law);
4. (d) abuse, harm, interfere with or disrupt Letaido Services or its systems or security-related features, such as by introducing or transmitting worms, malware, viruses or any code of a destructive or malicious nature or by imposing an unreasonably or disproportionately large load on the infrastructure of Letaido Services;
5. (e) manipulate, interfere with or disrupt the integrity, security, functionality or performance of Letaido Services or its components;
6. (f) take advantage of any feature or functionality in relation to Letaido Services that a reasonable person would consider to be an obvious omission or error;
7. (g) where you use any authorised application programming interface, access Content in violation of the machine-readable instructions on our web pages such as robots.txt files that disallow crawling, training or other activities;
8. (h) use Letaido Services, in any form and whether in whole or part, to develop a product or service which competes with us or any of our products and services;
9. (i) use Letaido Services to violate our or others' rights including intellectual property rights;
10. (j) attempt to circumvent or bypass any functionalities, restrictions, limits or access features of Letaido Services; and/or
11. (k) attempt to run or engage in resource-intensive activity designed to degrade the performance, availability or quality or otherwise affect the provision of Letaido Services;
12. (l) attempt to scan, probe or otherwise test the vulnerability of Letaido Services and its related systems.

5.2 You agree that User shall not use any VPS:

1. (a) for cryptocurrency mining or any other sustained computationally intensive workload unrelated to agent operation;
2. (b) to operate a proxy, VPN, or anonymisation service for use by third parties;
3. (c) to run open mail relays or any service designed to facilitate bulk unsolicited communications;
4. (d) to conduct port scanning, network enumeration, or vulnerability probing of any systems outside your VPS;
5. (e) to attempt to access, interfere with, or monitor the VPS or data of others; and/or
6. (f) to, as determined at our sole discretion, engage in any activity past its bandwidth allocation in a manner inconsistent with reasonable agent workload patterns.

5.3 You agree that User shall not, in connection with the use of any Agent:

1. (a) create or configure any Agent to impersonate a real person or organisation without authorisation;
2. (b) instruct, employ or otherwise use any Agent to conduct automated outreach that violates the terms and conditions of Third Party Services;
3. (c) instruct, employ or otherwise use any Agent to conduct scraping in violation of robots.txt. files;
4. (d) instruct, employ or otherwise use any Agent to process personal data of third parties without a lawful basis under applicable privacy law; and/or
5. (e) instruct, employ or otherwise use any Agent to engage in any other illegal or fraudulent activity under applicable law.

6.1 Content contains information or data obtained from public domain or third-party websites and sources and could include technical, typographical or photographic errors or may be inaccurate, offensive, indecent or objectionable. You agree that Ahrefs has no control over and is not responsible for Content, and Content remains the sole responsibility of those who make it available. You agree to irrevocably waive any claim against us with respect to Content. You agree that Ahrefs has no obligation to monitor, update, revise, amend or verify any Content. User's reliance on any and all Content is at your own risk.

6.2 Unless expressly stated otherwise, the presence or inclusion of any link, advertisement, notice or third-party content in Content does not imply our endorsement or approval or any relationship with the third party. You agree that User's use or interaction with any content, products and services from third parties are governed by their respective terms and policies.

6.3 Content may be subject to the intellectual property rights of third parties and all owners retain all rights to their respective content. You agree that you are solely responsible for ensuring that User has the necessary rights and permissions to use (including to process, host, store, transfer, display, modify, publish, distribute or create derivative works of) Content, whether in part or whole or in any form.

6.4 Without prejudice to the foregoing, we reserve the right, at our sole discretion and without liability, to monitor, screen, refuse, remove, edit, transfer or block any Content from or within Letaido Services. For the avoidance of doubt, nothing in this clause assumes our liability or responsibility over and in relation to any such Content.

7.1 Letaido Services may contain AI Tools. You agree that User shall use AI Tools, AI Content and Generative AI Content (as defined below) in compliance with the Terms and any applicable law.

7.2 AI Tools may be built on or supported by Third Party Services. You acknowledge that User's use of AI Tools, AI Content and Generative AI Content may also be subject to the terms and conditions, usage guidelines and/or other related agreements of such Third Party Services and you agree to be solely responsible for User's compliance with all applicable terms.

7.3 You acknowledge and agree that:

1. (a) AI Content may be incomplete, inaccurate or offensive and does not represent, in any way, any views, endorsements or affiliations of Ahrefs;
2. (b) User's reliance on AI Content is at your own risk;
3. (c) Ahrefs disclaims all warranties, express or implied, in relation to AI Content, including any warranty that AI Content does not violate the rights of third parties or any applicable law;
4. (d) all other disclaimers herein, including but not limited to the disclaimers set out in Section 9 (Disclaimer), apply to AI Content to the fullest extent as contemplated in the Terms;
5. (e) you are solely responsible for User's use of AI Content; and
6. (f) you shall, where applicable, conduct human review and evaluation of AI Content before User engages in any use of AI Content.

7.4 To the extent that and only where:

1. (a) User provides input to AI Tools;
2. (b) you own all necessary rights, licences and permissions in the input User provides to AI Tools; and
3. (c) you receive output from AI Tools based on the input User provides to AI Tools ("Generative AI Content"),

you own all rights, title and interests, if any, in and to Generative AI Content.

7.5 You agree that User shall not provide any input to AI Tools which:

1. (a) contains trademarks or other materials subject to third party intellectual property rights, unless you own the necessary rights in such materials;
2. (b) contains personal information, unless you own the necessary permissions to such information, including but not limited to having complied with all data protection and privacy laws applicable to such personal information;
3. (c) is intended to generate output that is substantially similar to works that are subject to third party intellectual property rights, unless you own the necessary rights in such work;
4. (d) is in breach of the Terms; or
5. (e) is in violation of any applicable law.

7.6 Notwithstanding clause 7.4, you acknowledge and agree that:

1. (a) Generative AI Content may not be unique to you;
2. (b) other users of Letaido Services or AI Tools may receive output with similarity to Generative AI Content and you do not have any right, title or interest in any such output; and
3. (c) Ahrefs reserves the right, at its sole discretion, to process, screen, review, remove, block or otherwise amend Generative AI Content before Generative AI Content is provided to you.

8.1 Letaido Services may offer features or tools, including AI Tools, that enable User to connect to, access or otherwise use Third Party Services. By using a Third Party Service, you authorise us to receive and process all Third Party Content.

8.2 You agree that User shall collect, use and process Third Party Content in compliance with the terms and conditions applicable to it and any applicable laws, including privacy laws.

8.3 You agree that User's use of any Third Party Service, including User's use of User Content or Third Party Content in relation to such Third Party Service, is governed solely by such Third Party Service's terms and conditions, usage guidelines and/or other related agreements, and that you shall ensure that User uses such Third Party Service in compliance with such terms and conditions, including any use limits, policies or cases.

8.4 You agree that you are solely and fully responsible for User's use of any Third Party Service and any and all costs, fees or damages which may be incurred in connection with, including costs arising from misconfigured Agents or usage in excess of any limits.

8.5 Ahrefs does not endorse, is not liable for, and makes no representations or warranties in relation to any and all aspects of Third Party Services and User's use of Third Party Services. You acknowledge that we have no control over and are not responsible for the provision or continued access to Third Party Services. Should any Third Party Service cease or modify its provision of access for any reason whatsoever, we reserve the right, at our sole discretion and without liability, to discontinue access to such Third Party Service. You agree to irrevocably waive any claim against us with respect to any Third Party Services.

Letaido Services, including Agent A, are provided by Ahrefs on an "as is" and "as available" basis without any representations, warranties, guarantees or conditions of any kind. To the maximum extent permitted by applicable law, we expressly disclaim any and all warranties in relation to Letaido Services and Content, whether statutory, express or implied, oral or written, including but not limited to its accuracy, uptime, performance, currency, completeness, availability, reliability, condition, security, value, quality, non-infringement, non-interference, merchantability or fitness for a particular purpose, or that your use of Letaido Services will achieve any intended result, be continuous, secure, uninterrupted, or error-free, or that Letaido Services will be compatible with any software, system or other service, or that we will update, revise, correct or rectify any errors or defects with Letaido Services.

Agents, by their very nature, may not behave, perform or execute instructions, actions or workflows in the manner you intend. Agents may consume credits, trigger actions, or incur costs at a rate or volume beyond what you anticipate or intend, including as a result of repeated execution, looping behaviour, or unanticipated action sequences. Notwithstanding the foregoing, you agree to be solely and fully responsible for all User's activity in connection with Letaido Services.

You acknowledge that Letaido Services are subject to ongoing change, experiment, development and review as part of our product and software development process and/or operate in connection with or reliance on Third Party Services. You agree that there may be errors, bugs, issues or interruptions with Letaido Services (including any paid-up functionalities) and that we have no obligation to provide notice and/or correct, update, modify, maintain or repair Letaido Services. We reserve the right, at our sole discretion and without liability to you or any third party, to modify, amend, update, or fully or partially suspend or discontinue Letaido Services or any part thereof, at any time and for any reason, temporarily or permanently, with or without notice.

10.1 Upon registering for an Account, you may obtain free access to some products and services.

10.2 The products and services available to you will be based on your Subscription Plan, which is billed upfront monthly or annually.

10.3 We reserve the right, at our sole discretion, to determine and amend the pricing structure for Letaido Services. Any alterations in pricing will come into effect upon renewal of your Subscription Plan and you agree for us to charge you as such. We may make unique promotional offers to select customers and unless made to you, such offers will not apply to you or the Terms.

10.4 You authorise Ahrefs to charge all sums applicable to your Subscription Plan, including all applicable taxes, to the payment method specified in your Account. Where you make payments with a credit card, you agree that we may seek pre-authorisation of your credit card for our verification purposes and you agree to recurring periodic charges according to the Subscription Period until the Subscription Plan is cancelled or terminated. In the event where such recurring periodic charges do not go through, you agree to such recurring periodic charges on any backup payment method you may indicate.

10.5 Any additional use on top of the credits or features provided under such Subscription Plan may be subject to additional charges on a pay-as-you-go basis. This will continue for any accrued pay-as-you-go usage even after the cessation of such Subscription Plan for any reason and any unused portion will expire by the stipulated timeframe without being transferred to any subsequent usage period.

10.6 Any changes to a Subscription Plan, such as an upgrade or downgrade, will only take effect after the end of the Subscription Period.

10.7 In the event of any non-payment of a Subscription Plan, you agree to pay the costs and expenses of collection of any outstanding payments including but not limited to legal costs incurred by us. We may charge interest, at our sole discretion, on any outstanding payments due to us at a reasonable rate or at a rate permitted by applicable law.

11.1 You may cancel a Subscription Plan by contacting us at [email protected]. Any cancellation of a Subscription Plan will take effect at the end of the Subscription Period and the products and services available under such Subscription Plan will be available to you till the end of the Subscription Period.

11.2 Unless expressly provided for by applicable law, we have no obligation to provide refunds in any instance. You may request for a refund via email in writing to [email protected] for non-use. We reserve the right, at our sole discretion, to review and determine such requests.

11.3 To delete an Account, you may do so within your Account or send us a request via email in writing to [email protected]. You agree that our acknowledgment or confirmation of deletion of any Account is subject to the fulfilment of your payment obligations to us (whether arising out of the use of Letaido Services or any other products and services of Ahrefs) and your receipt of written confirmation from us that the Account has been deleted.

11.4 We reserve the right, at our sole discretion and determination, without liability and with immediate effect, to restrict functionality, suspend, terminate and/or delete your Subscription Plan, your Account, VPS, Agents and/or any Content or User Content within, User's use of Letaido Services or take any legal or reporting action or any other appropriate measure (for instance, blocking your IP address) for reasons including but not limited to:

1. (a) User's use of Letaido Services poses a risk (security or otherwise) to us, Letaido Services or its infrastructure, or any third party;
2. (b) User's use of Letaido Services may adversely impact us, our affiliates, partners or customers;
3. (c) User's use of Letaido Services may subject us or our affiliates to liability or breach under any applicable law;
4. (d) User's use of Letaido Services may be fraudulent, abusive, discriminatory or illegal;
5. (e) User's use of Letaido Services may disparage or devalue our reputation or goodwill;
6. (f) you have not fulfilled your payment obligations to us, whether arising out of the use of Letaido Services or any other products and services of Ahrefs;
7. (g) User is in breach of any provisions in the Terms, including any representations and warranties within;
8. (h) you become a subject of a petition in bankruptcy or any other proceeding relating to insolvency, cessation of business, liquidation or assignment for the benefit of creditors;
9. (i) there has been unauthorised use of Letaido Services;
10. (j) we were requested to do so by any legal or public authority under any applicable law; and/or
11. (k) we are discontinuing or no longer providing Letaido Services on the same terms.

11.5 Upon termination of your use of Letaido Services, your VPS will consequently be terminated and cease to exist. Any license rights granted to you under the Terms will terminate with immediate effect and any outstanding payments due to Ahrefs shall become immediately due and payable. We may, at our sole discretion, apply the value of any remaining Subscription Period towards the fulfilment of such payments.

11.6 We reserve the right, at our sole discretion, to terminate or otherwise cancel your Account and/or VPS where the Account and/or VPS has remained inactive or unutilised for a continuous period of at least six (6) months. While we will use reasonable efforts to notify you prior to taking any action under this clause, Ahrefs is not liable in the event that such notification is not delivered or received.

11.7 You may appeal any decision under this section by writing to us at [email protected]. All appeals are subject to review by us and may not be available in all circumstances.

12.1 This section applies to any and all payments made for and in relation to Letaido Services.

12.2 All prices and charges are exclusive of taxes and fees. Where a currency other than United States Dollars is used for payment, we apply a fixed conversion rate that is updated from time to time. All payments and taxes due are calculated and determined by us at our sole discretion and we may make changes to such amounts without providing prior notice.

12.3 Where applicable and in accordance with applicable law, taxes and fees will be charged on the invoices issued by us. You are solely responsible for any applicable taxes and fees and you shall pay any additional amounts as may be required by applicable law such that the net amount received by us is equal to the total amount due and payable to us for your use of Letaido Services. Upon request, we will provide you with tax forms to reduce or eliminate the amount of any withholding or deduction for taxes in respect of payments made for your use of Letaido Services.

12.4 Where you are exempt from any taxes and fees, you shall provide us, for our review, validation and/or use, any and all appropriate documentation to substantiate as such. Where we determine, at our sole discretion, that such documentation is unavailable or invalid, we reserve the right to charge you the applicable taxes and fees.

12.5 Where taxes and fees are due from you to the tax authorities, you are solely responsible for paying such taxes and fees to the tax authorities such that the net amount received by us is equal to the total amount due and payable to us for your use of Letaido Services. You shall provide us, for our review, validation and/or use, any and all appropriate documentation to substantiate your business nature. Where we determine, at our sole discretion, that such documentation is unavailable or invalid, we reserve the right to charge you the applicable taxes and fees.

13.1 If a Party (the "Receiving Party") obtains access to Confidential Information (as defined below) of the other Party (the "Disclosing Party") in connection with the negotiation or performance of any agreement in relation to Letaido Services, the Receiving Party agrees that:

1. (a) the Disclosing Party shall retain ownership of the Confidential Information and the Receiving Party shall not acquire any rights therein, except to the extent provided in the Terms;
2. (b) the Receiving Party shall use at least the same degree of care (but not less than reasonable care) to protect the Confidential Information from unauthorised disclosure or access that the Receiving Party uses to protect its own Confidential Information, including measures to protect against the unauthorised use, access, destruction, loss and alteration of such Confidential Information;
3. (c) except with the Disclosing Party's written consent otherwise, the Receiving Party shall use the Confidential Information only for the purposes of and as necessary to perform its obligations under the Terms; and
4. (d) except as otherwise provided in the Terms, no Confidential Information shall be made available by the Receiving Party to any third party for any purpose, unless the Disclosing Party provides its written consent and the third party agrees in writing to treat Confidential Information in accordance with non-disclosure terms at least as comprehensive as those in the Terms ("Authorised Third Party"). The Receiving Party agrees to be liable for a breach of such non-disclosure terms by the Authorised Third Party.

13.2 "Confidential Information" shall refer to any information disclosed by the Disclosing Party to the Receiving Party in connection with the negotiation or performance of any agreement in relation to Letaido Services in any form which:

1. (a) in the case of a tangible disclosure, the Disclosing Party affixes to such disclosure an appropriate legend or marker such as "Proprietary" or "Confidential";
2. (b) in the case of an intangible disclosure, the Disclosing Party makes a contemporaneous oral statement or delivers to the Receiving Party a written statement within seven (7) days to the effect that such disclosure is confidential; or
3. (c) in the case of either a tangible or intangible disclosure, the Receiving Party should reasonably regard as Confidential Information, which may include the Disclosing Party's business or technical information or trade secrets;

but which shall not include:

1. (a) information that the Receiving Party rightfully received from a third party with the right to disclose it;
2. (b) information that was previously rightfully known by the Receiving Party free of any obligation to keep it confidential;
3. (c) information that was or becomes publicly known through no wrongful act of the Receiving Party; and/or
4. (d) information that is independently developed by the Receiving Party without use of or reference to the Confidential Information.

13.3 Without prejudice to clause 13.1, the Receiving Party may disclose Confidential Information to its directors, officers or employees on a need-to-know basis if they agree in writing to treat Confidential Information in accordance with non-disclosure terms at least as comprehensive as those in the Terms ("Authorised Person"). The Receiving Party agrees to be liable for a breach of such non-disclosure terms by the Authorised Person.

13.4 Without prejudice to clause 13.1, the Receiving Party may disclose Confidential Information as required to comply with any laws and regulations applicable to it under the Terms or orders of governmental entities with jurisdiction over it where the Receiving Party:

1. (a) provides the Disclosing Party with prior written notice sufficient to allow the Disclosing Party to seek any remedy it deems necessary or appropriate (except to the extent that the Receiving Party's compliance with this obligation will cause it to violate any legal requirements);
2. (b) where the foregoing prior written notice will cause the Receiving Party to violate any legal requirements, provides the Disclosing Party with written notice as soon as practicable and without undue delay;
3. (c) discloses Confidential Information only to the extent as so required; and
4. (d) uses commercially reasonable efforts to obtain confidential treatment for Confidential Information so disclosed.

14.1 Ahrefs retains sole ownership of all intellectual property rights in Letaido Services, including patents, trademarks, copyrights, trade secrets and any other proprietary rights inherent in Letaido Services which encompass innovations, visual interfaces, graphics, design, compilation, computer code, data, software, algorithms, products and domain names.

14.2 Other than what is expressly granted in the Terms, we do not grant you any rights, title or interest in Letaido Services. You agree to attribute such proprietary rights in any publication or distribution, where applicable.

14.3 Where Content is subject to intellectual property rights, such as Content accessible through Ahrefs, all intellectual property rights vest in their respective owners.

14.4 Subject to your complete and ongoing compliance with the Terms and the fulfilment of your payment obligations to us (whether arising out of the use of Letaido Services or any other products and services of Ahrefs), Ahrefs grants you a limited, non-exclusive, non-transferable, non-sublicensable and revocable licence to access and use Letaido Services.

14.5 You agree to grant us a non-exclusive, worldwide, royalty-free and fully paid-up licence to use (including to process, host, store, transfer, display, modify, publish, distribute or create derivative works of), in any form, all Agents, User Content and Generative AI Content for the purposes of providing and developing Letaido Services.

14.6 You agree to grant us a non-exclusive, worldwide, royalty-free and fully paid-up licence to use your company name and logo on our website and in any promotional materials, press releases, investor materials and other stockholder communications. You are able to withdraw your permission under this clause by email in writing to [email protected].

14.7 Except and solely to the extent that such a restriction is impermissible under applicable law, you agree that User shall not engage in any use of Letaido Services, Content or User Content in violation of intellectual property rights, including but not limited to:

1. (a) reproducing, duplicating, copying, selling, trading, transferring, assigning, publishing, licensing, sublicensing, or exploiting for any commercial purposes, any portion of Letaido Services, or use or access to Letaido Services or the computer code that powers Letaido Services, without our express written consent;
2. (b) misrepresenting the ownership or source of Content, such as obscuring, removing, changing or falsifying any trademark, copyright, author attributions or other proprietary notice; and/or
3. (c) reproducing, duplicating, copying, using or publishing any portion of Content to an infringing extent under any laws and regulations applicable to you under the Terms.

14.8 If you provide us with suggestions, ideas, or feedback about the Services ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such Feedback into the Services without any obligation to you. You irrevocably waive any and all rights of inspection, approval or attribution or claim to compensation relating to any use of such comments or feedback.

14.9 If you believe that there has been infringement of your intellectual property rights in relation to any use of Letaido Services, please notify us via email in writing to [email protected]. You understand that we may require your cooperation to investigate the alleged infringement, including but not limited to the provision of further information on the alleged infringement in a specified format.

15.1 You agree to our collection and processing of your information in line with the Terms and our Privacy Policy as you use Letaido Services. Such information will include:

1. (a) data collected automatically and/or in connection with the use of cookies and similar technologies;
2. (b) information provided voluntarily as you use Letaido Services, including User Content; and
3. (c) information from Third Party Services when you connect to and/or use Third Party Services, whether as part of or through Letaido Services.

15.2 You agree to our use of Stripe (https://stripe.com/), third-party payment processor, to process payments made for and in relation to Letaido Services. By submitting payment information such as your credit card details to us, you authorise the third-party payment processor to store such information and/or charge you as appropriate until your Account is deleted. You agree to keep any payment information current and accurate and you agree that your payments for Letaido Services is subject to the terms and policies of Stripe.

15.3 You agree that we may use Agents and User Content for our business and/or operating purposes and that such use is to provide you with Letaido Services, including to compile, develop and publish usage and performance information, train our machine learning models and/or AI Tools and operate, improve, develop, support and evolve Letaido Services.

15.4 Without prejudice to Section 14 (Intellectual Property), Ahrefs owns all rights, title and/or interest in all anonymised, de-identified and/or aggregated User Content and any data derived therefrom and where Ahrefs does not own such rights, title and/or interest, you permanently assign to Ahrefs all such rights, title and/or interest. You waive any and all rights of inspection, approval or attribution or claim to compensation relating to any use of such data.

15.5 All information in relation to your use of Letaido Services is collected and processed in accordance with our Privacy Policy. For more details on our processing of information and how you may exercise your rights to your information, please refer to our Privacy Policy.

16.1 We implement and maintain commercially reasonable administrative, technical, and organizational safeguards designed to protect Account, VPS and User Content against unauthorised access, disclosure, alteration, and destruction. These safeguards may include, where appropriate, measures such as access controls, authentication mechanisms, network protections, monitoring systems, and other security practices intended to protect the integrity, availability, and confidentiality of Letaido Services, including:

1. (a) network isolation between each VPS;
2. (b) access controls limiting our personnel access to VPS to those with a legitimate operational need; and
3. (c) notification to you in the event we become aware of a security breach affecting your VPS or Credentials.

16.2 You agree that our security obligations under this section are subject to Section 9 (Disclaimer) and you agree that we are unable to guarantee the security of your VPS against all possible threats, including vulnerabilities arising from any and all activity conducted by User, including User's configuration, software installed by User or integrations connected by User.

17.1 You hereby represent and warrant that:

1. (a) you are at all times in compliance with any and all laws and regulations of any jurisdiction that may be applicable to you (including export control, sanctions and privacy laws) in respect of all activities conducted in relation to User's use and conduct of Letaido Services;
2. (b) the creation of any Account was completed by a human and the information used to create any Account is accurate, complete and rightfully yours to use and you will maintain it as such at all times;
3. (c) where you and/or your Authorised Users are individuals, you and the Authorised Users are at least 18 years old or where you and/or your Authorised Users are individuals below 18 years old but at least 13 years old, you and the Authorised Users have permission from a parent or guardian who will be liable for User's use of Letaido Services, including any financial transactions or obligations incurred through such use;
4. (d) you have all the relevant rights and permissions to enter into the Terms and use Letaido Services;
5. (e) User is not in violation of any laws, regulations and/or intellectual property rights or will cause Ahrefs to be in violation of such laws, regulations and/or intellectual property rights in respect of all User Content;
6. (f) you have all the relevant rights and permissions to assign to Ahrefs all rights, title and/or interest and to grant to Ahrefs the licences set out in the Terms; and
7. (g) you have all the relevant rights, appropriate legal basis, and permissions for User's use of any personal information in connection with Letaido Services.

18.1 To the maximum extent permissible under applicable law, Ahrefs and its affiliates, officers, directors, employees or agents shall not, whether in contract, tort or otherwise, be liable for any indirect, incidental, special, consequential, punitive or exemplary losses or damages of any kind whatsoever, including any and all loss of profit or revenue, loss of use of products or services, cost of capital, financial losses, interruption to business, loss of business opportunity, loss of reputation, loss of contract, loss of data or information, failure to meet contractual commitments or deadlines, downtime costs, increased expense of operation and/or loss of or corruption of any data, whether it be arising from the Terms, User's use or inability to use Letaido Services, and/or the combination of Letaido Services with any Third Party Services or other networks or systems.

18.2 Notwithstanding any clause to the contrary in the Terms and to the maximum extent permissible under applicable law, you agree that our total aggregated liability arising out of or in connection with the Terms, including for any implied warranties, is limited to the amount of moneys actually received by us from you to use Letaido Services during the 12 months preceding the event giving rise to the liability.

18.3 The liability of Ahrefs under the Terms shall not, in any event, apply to, limit or offset any payment obligations due to Ahrefs, whether arising out of the use of Letaido Services or any other products and services of and in connection with Ahrefs.

18.4 You agree that where you are in breach of the Terms, monetary damages may not be an adequate remedy and we shall be entitled, at law or in equity, to any and all remedies or relief in respect of such breach that may be available under applicable law.

18.5 You agree that the limitations in this Section 18 (Limitation of Liability) reflect a reasonable allocation of risk between the parties and are a fundamental basis of our agreement. We would not provide Letaido Services without these limitations.

19.1 To the maximum extent permissible under applicable law, you agree to defend, indemnify, hold harmless, release and/or discharge (where applicable), Ahrefs, its owner(s), subsidiaries, affiliates, assigns, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers and employees, from and against any and all alleged and/or actual claims, actions, lawsuits, proceedings, loss of profit or revenue, loss of reputation, damages, penalties, demands, losses, expenses, fees (including reasonable attorney fees), costs, or liabilities of any kind or nature whatsoever (including but not limited to breach of any laws or regulations and/or infringement of any rights) incurred in connection with and/or arising out of:

1. (a) User's use of Letaido Services;
2. (b) any User Content;
3. (c) User's breach of the Terms;
4. (d) User's infringement or alleged infringement of any intellectual property right or violation of any applicable law; and
5. (e) the breach by an Authorised Third Party or Authorised Person of any non-disclosure terms which Confidential Information shall be subject to pursuant to the Terms.

19.2 Ahrefs reserves the right to assume the exclusive defence and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with Ahrefs in connection therewith. Where we decide not to assume defence and control over the matter, you shall take all action necessary to defend the matter, provided that you may not confess any judgment, admit any liability, take any other action materially prejudicial to the defence or impose any obligations on us without our prior written consent.

20.1 Parties agree to make their best efforts to resolve any dispute informally through discussion or negotiation talks prior to filing any claim.

20.2 Where the foregoing fails, Parties agree and submit to the exclusive jurisdiction of the following:

1. (a) the courts of Singapore or any court with proper jurisdiction, where the action is initiated by you; and
2. (b) your local courts of where you are located;, where the action is initiated by Ahrefs.

20.3 Parties agree to resolve any and all disputes in connection with and/or arising out of the Terms on an individual basis and not as part of a class, representative or consolidated action.

20.4 If any of the provisions of the Terms are held to be invalid, unenforceable or illegal by a court or arbitrator of competent jurisdiction, such provision shall, at our discretion, be either replaced with an enforceable provision that most nearly achieves the intended effect of the unenforceable provision or be limited to the minimum extent, such that the remaining portions of the Terms will remain in full force and effect.

21.1 Your obligations under any clauses in the Terms which by their nature or sense are intended to survive beyond the termination or expiration of the Terms, including those under Sections 13, 18, 19 and 20, shall survive as such.

21.2 Ahrefs shall not be responsible to you or any other party for any delay in performance or non-performance due to any cause which is beyond the reasonable control of Ahrefs (including but not limited to acts of God, industrial action or labour disputes, civil unrest, government actions or regulations, telecommunication or utility failures, epidemic, quarantine restrictions, change in law, war or threats of war, terrorism or embargo). If the period of delay or non-performance continues for 30 days, Ahrefs at its sole and absolute discretion may terminate the Agreement by giving 10 days' written notice to you which shall take effect only if the circumstance delaying or preventing performance exist at the expiry of that notice period.

21.3 You shall not assign or transfer any rights or obligations under the Terms to any party without our express written consent. We may assign the Terms without your consent to a successor (including a successor by way of merger, acquisition, sale of assets or operation of law) where the successor agrees to assume and fulfill our obligations under the Terms. The Terms shall bind and inure to the benefit of the Parties and their successors and assigns.

21.4 The waiver by Ahrefs of any term or right set out in the Terms shall not be deemed a further or continuing waiver of any other term or right.

21.5 The delay or omission by either Party to enforce or exercise any terms or right pursuant to the Terms will not impair any such terms or right nor be construed to be a waiver thereof and will in no way affect the other Party's right to enforce it.

21.6 A person who is not a party to the Terms shall have no right under the Contracts (Rights of Third Parties) Act 2001 for the time being in force, to enforce any of the covenants, terms or conditions of the Terms.

21.7 The Parties are independent contractors. Unless expressly stated otherwise, no partnership, joint venture, employment or agency relationship exists between the Parties as a result of the Terms and neither Party shall have any power or right to bind the other Party.

21.8 Unless expressly stated otherwise in the Terms, all notices under or in connection with the Terms shall be sent via email to [email protected].

21.9 We may pass notice to you by placing a banner notice on our website or platform, or by reaching you or your Authorised Users through your Account or contact information provided within your Account. You agree that you are responsible for keeping the information used to create your Account up-to-date in order to receive such notice from us.