Terms of Service

1. The Services

HappyCohort is a competitive email-intelligence tool. We subscribe our own seed inboxes to brands' marketing emails, analyze each message with a combination of automated parsing and machine-learning models to produce a structured taxonomy and benchmarks, and present that analysis to you through a dashboard. We also publish a public, indexable library of per-email analysis pages. The scope, features, and limits of the Services depend on your plan and are described in the Services and in these Terms.

The Services are provided for informational and analytical purposes only. They do not constitute legal, financial, marketing, or professional advice, and any decision you make in reliance on the Services is your own responsibility.

2. Accounts

To use most features you must create an account. You agree to provide accurate, complete, and current information and to keep it up to date. You are responsible for all activity that occurs under your account and for keeping your password confidential. You may permit your employees or contractors ("Authorized Users") to use the Services under your account, provided you remain responsible for their compliance with these Terms and for all activity under your account.

Notify us immediately at support@happycohort.com if you know or suspect that your account or password has been compromised or used without authorization.

3. License and acceptable use

Subject to your compliance with these Terms and, where applicable, your payment of fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable right to access and use the Services solely for your own internal business purposes.

You agree that you will not, and will not permit any Authorized User or third party to:

• (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, or otherwise commercially exploit the Services or make them available to any third party, except for your Authorized Users;
• (b) use the Services to operate a service bureau or provide a similar service to third parties;
• (c) copy, reproduce, distribute, republish, publicly display, or create derivative works from any data, analysis, report, or other content obtained from the Services, except as expressly permitted by these Terms or the Services' intended functionality;
• (d) decompile, reverse engineer, disassemble, or attempt to derive the source code, underlying models, or algorithms of the Services;
• (e) remove, obscure, or alter any copyright, trademark, or other proprietary notice on or in the Services;
• (f) use the Services to build or train a competing product or service, or to benchmark against a competing product;
• (g) access or use the Services through any automated means (including bots, scrapers, spiders, or crawlers) or otherwise access, monitor, extract, or copy data from the Services other than through functionality we expressly provide (such as a documented API, if and where offered);
• (h) circumvent, disable, or interfere with any security, rate-limiting, access-control, or usage-metering feature of the Services;
• (i) introduce any virus, worm, or other harmful code, or take any action that imposes an unreasonable load on, damages, or disrupts the Services or the infrastructure of any third party;
• (j) attempt to gain unauthorized access to the Services, other users' accounts, or any related systems or networks; or
• (k) use the Services in violation of any applicable law or regulation, or for any unlawful, infringing, harassing, or deceptive purpose.

We may investigate and take appropriate action against any suspected violation, including suspending or terminating your access.

4. Your Content

The Services let you provide information and materials such as your workspace settings, watched brands and projects, saved items, chat and prompt inputs and the resulting chat history and memory, alert rules, strategy reports you generate, brand requests you submit, and the email addresses of people you designate to receive alerts (collectively, "Your Content"). As between you and us, you retain all rights you hold in Your Content.

You grant us a worldwide, non-exclusive, royalty-free license to host, store, process, transmit, and display Your Content solely as necessary to operate, secure, and provide the Services to you and to support your use of them.

You represent and warrant that you have all rights necessary to provide Your Content and to grant the license above, and that Your Content and our use of it in accordance with these Terms will not violate any law or infringe any third party's rights. In particular, where you provide us with another person's email address to receive alerts, you represent that you have that person's permission to do so; those recipients must confirm their subscription before we will deliver alerts to them.

You are solely responsible for Your Content and for maintaining your own copies. We are not obligated to store, retain, or return Your Content, and we are not responsible for any loss or corruption of it.

5. Artificial intelligence and automated analysis

The Services use machine-learning models — including third-party AI providers acting as our service providers — to analyze emails and to generate summaries, benchmarks, drafts, chat responses, and other output ("AI Output"). You acknowledge and agree that:

• (a) AI Output is generated by automated systems and may be incomplete, inaccurate, or out of date, and does not represent our views, endorsements, or advice;
• (b) you are responsible for reviewing and independently verifying AI Output before relying on it, and any reliance is at your own risk;
• (c) AI Output is provided without warranty and is subject to the disclaimers in Section 11; and
• (d) you will not use AI Output in any way that violates these Terms or applicable law.

We do not use Your Content or prompts to train models. We send them to our AI providers only so they can generate results for us (inference), not to train their models. Our use of third-party AI providers is described further in our Privacy Policy.

6. The competitive dataset and public pages

The Services are built on our own analysis of brands' publicly distributed marketing emails, which we receive at seed inboxes that we control. This analysis, together with the underlying dataset, benchmarks, taxonomy, and derived metrics, is our intellectual property or that of our licensors (see Section 7).

We also publish public pages that present our analysis of individual emails and aggregate trends. Where those pages display a brand's creative, they do so to illustrate the analysis, with recipient-identifying information and per-recipient links removed, and remote images served through our own systems. If you are a brand or rights holder and wish to raise a concern about a public page, contact us at support@happycohort.com and we will review the request in good faith.

7. Intellectual property

The Services — including their software, models, taxonomy, analysis, benchmarks, text, graphics, logos, design, and "look and feel," and all intellectual property rights in them — are owned by Altquid and our licensors and are protected by intellectual property laws. Except for the limited rights expressly granted in these Terms, we grant you no right, title, or interest in the Services.

"HappyCohort," "Altquid," and our logos are our trademarks. Other names, logos, and marks that appear in or through the Services are the property of their respective owners and are used for identification and analytical purposes; their appearance does not imply any affiliation with or endorsement by those owners.

If you send us feedback, suggestions, or ideas about the Services ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free right to use it for any purpose without restriction or compensation to you.

8. Subscriptions, fees, and payment

Some features of the Services require a paid subscription. If and when you purchase a subscription, the following terms apply.

8.1 Plans and fees. Available plans, their features, and their prices are described at the point of purchase. You agree to pay all fees for the plan you select, in U.S. Dollars, together with any applicable taxes. Fees are charged through our third-party payment processor (currently Stripe); your payment information is provided directly to that processor and is subject to its terms and privacy practices. We do not receive or store your payment-card details.

8.2 Free trial. New subscriptions currently include a 14-day free trial. You must provide a valid payment method to start the trial. We will not charge you during the trial, but unless you cancel before the trial ends, your paid subscription begins automatically and we will charge your payment method at the plan price when the trial ends. You can cancel at any time during the trial through your account or by emailing support@happycohort.com. We may change or discontinue trial offers for future subscriptions.

8.3 Auto-renewal. Subscriptions renew automatically at the end of each billing period (monthly or annual, as you select) at the then-current price, and you authorize us and our payment processor to charge your payment method for each renewal, until you cancel. We may change our prices from time to time; changes apply to the next billing period after we provide notice.

8.4 AI usage and rollover. Certain AI-powered features draw on an AI-usage allowance included with your plan, which is denominated in U.S. dollars and consumed at the actual cost of each request. Unused allowance rolls over from month to month, but your accumulated allowance is capped at three months' worth of your plan's monthly allowance — amounts above that cap do not accumulate, and any remaining allowance is forfeited when your subscription ends. You may also purchase additional usage; a purchased balance is separate, is used only after your monthly allowance, does not expire, and, except as required by law, is non-refundable. The current allowances, the rollover cap, and top-up terms are described in the Services.

8.5 Cancellation. You may cancel your subscription at any time through your account or by contacting support@happycohort.com. Cancellation takes effect at the end of the then-current billing period, and you will retain access to paid features until that time. If you cancel during a free trial, cancellation takes effect at the end of the trial and you will not be charged for the subscription that would have followed.

8.6 No refunds. Except as expressly stated in these Terms or as required by applicable law, all fees are non-refundable and there are no credits for partially used periods.

8.7 Late or failed payment. If a charge fails or an amount is past due, we may suspend or limit your access to paid features until the amount is paid, and we may charge interest on overdue amounts at the lower of 1.5% per month or the maximum rate permitted by law, plus reasonable costs of collection.

8.8 Taxes. Fees are exclusive of taxes. You are responsible for all sales, use, value-added, and similar taxes associated with your purchase, other than taxes based on our net income.

9. Third-party services and materials

The Services may link to, integrate with, or display content from third parties. We do not control and are not responsible for third-party websites, services, or materials, and their inclusion does not imply our endorsement. Your use of any third-party service is governed by that third party's terms and policies, and is at your own risk.

10. Confidentiality

Each party may receive information from the other that is marked or reasonably understood to be confidential ("Confidential Information"). Information about the non-public features and operation of the Services is our Confidential Information. Each party will use the other's Confidential Information only as necessary to exercise its rights or perform its obligations under these Terms, and will protect it using at least reasonable care. This section does not apply to information that is or becomes public through no fault of the receiving party, was already known to the receiving party, is independently developed, or is rightfully received from a third party, and does not prevent a disclosure required by law (with reasonable prior notice where permitted).

11. Disclaimers

THE SERVICES AND ALL CONTENT AND AI OUTPUT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALTQUID AND ITS AFFILIATES, LICENSORS, AND SUPPLIERS (THE "ALTQUID PARTIES") DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT ANY DATA OR ANALYSIS WILL BE COMPLETE, ACCURATE, OR CURRENT, OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS. NO ADVICE OR INFORMATION OBTAINED FROM THE SERVICES CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE ALTQUID PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, BUSINESS, OR GOODWILL, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, WHETHER IN CONTRACT, TORT, OR ANY OTHER THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ALTQUID PARTIES' TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US FOR THE SERVICES IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE LIABILITY, OR (B) ONE HUNDRED U.S. DOLLARS (US$100).

SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

13. Indemnification

You will defend, indemnify, and hold harmless the Altquid Parties from and against any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of or related to (a) your breach of these Terms or applicable law, (b) Your Content, (c) your use of the Services, or (d) your violation of any third party's rights.

14. Term, suspension, and termination

These Terms apply while you use the Services. You may stop using the Services and, if you have an account, close it at any time. We may suspend or terminate your access, with or without notice, if we reasonably believe you have violated these Terms, if required by law, to protect the Services or other users, or if your account is inactive or your payment is overdue.

Upon termination, your license to use the Services ends and we may delete or disable access to your account and Your Content. Any fees accrued before termination remain payable. Sections that by their nature should survive termination — including Sections 4, 6, 7, 8.6 through 8.8, and 10 through 16 — will survive.

15. Governing law and disputes

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. You and Altquid agree to the exclusive jurisdiction of the state and federal courts located in Delaware for any dispute arising out of or relating to these Terms or the Services, and you consent to personal jurisdiction there. Before filing a claim, you agree to first contact us at support@happycohort.com and attempt in good faith to resolve the dispute informally. Nothing in this section prevents either party from seeking injunctive or equitable relief to protect its intellectual property or confidential information.

16. Changes to these Terms

We may update these Terms from time to time. If we make material changes, we will take reasonable steps to notify you, such as by posting a notice in the Services or emailing you, and we will update the "Last updated" date above. Changes take effect when posted unless we state otherwise. Your continued use of the Services after changes take effect constitutes your acceptance of the updated Terms.

17. General

Entire agreement. These Terms and the Privacy Policy are the entire agreement between you and us regarding the Services and supersede any prior agreements on that subject.

Assignment. You may not assign these Terms without our prior written consent. We may assign them in connection with a merger, acquisition, reorganization, or sale of assets.

Severability and waiver. If any provision is held unenforceable, the remaining provisions will remain in effect. Our failure to enforce any provision is not a waiver of it.

Force majeure. Neither party is liable for any failure or delay (other than payment obligations) caused by events beyond its reasonable control.

Publicity. We may identify you as a customer, including by displaying your name and logo, in our marketing materials; you may opt out by emailing support@happycohort.com.

Notices. We may provide notices to you through the Services or to the email associated with your account. You may send notices to us at support@happycohort.com.

18. Contact us

Questions about these Terms? Contact us at:

Altquid, Inc.

Email: support@happycohort.com