Terms of Service

1. Acceptance of Terms

By accessing or using Sponsoly (the "Service"), operated by KILOS AI LLC, a limited liability company organized under the laws of the State of Wyoming, United States ("Sponsoly," "we," or "the Company"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to them, you must not use the Service.

2. Description of the Service

Sponsoly is a SaaS platform designed for independent direct selling and network marketing distributors. It includes, among other features: a CRM and multichannel inbox, custom public pages ("funnels" or bio pages) for lead capture, artificial intelligence assistants and tools for generating and translating content and for responding to prospect messages, messaging via WhatsApp, SMS, and email, connection of third-party social media accounts, and a single-tier referral program.

3. Eligibility

You must be at least 18 years old and have the legal capacity to enter into binding contracts to use the Service. By registering, you represent and warrant that you meet this requirement and that the information you provide is accurate.

4. Registration and Account

• You must provide accurate, complete, and up-to-date information when registering.
• You are responsible for keeping your password and access credentials confidential.
• You must notify us immediately of any unauthorized use of your account by writing to legal@sponsoly.com.
• Each account corresponds to one person or entity; sharing credentials across multiple users without our prior authorization is not permitted.

5. Subscriptions and Billing

• Sponsoly offers the Starter, Pro, and Elite plans, billed monthly or annually depending on the option you select, processed through our payment provider, Stripe.
• Subscriptions automatically renew at the end of each billing period (monthly or annual) at the then-current price, unless you cancel before the renewal date.
• You may cancel your subscription at any time from your account dashboard. Cancellation takes effect at the end of the billing period you already paid for, and no further charges are made after cancellation.
• We do not offer refunds for partial periods or for months or years already billed, except where required by applicable law.
• We may change plan prices with at least 30 days' prior notice by email or through a notice within the Service. Price changes do not apply retroactively to already-paid periods.
• We periodically offer "launch offers" (for example, founder, pioneer, or launch pricing) discounts on annual billing pricing, available to a limited number of customers as described on the pricing page in effect at the time you subscribe. The discounted price carries over to subsequent renewals as long as the subscription stays active, on the same plan, and without interruption; if you cancel or change plans, the discount is permanently lost and is not restored upon reactivation.
• If you are on an ANNUAL plan and upgrade to a higher annual plan, you are charged immediately the full difference between the then-current annual price of your current plan and the higher plan (both with your subscriber discount applied, if you have one), with no proration for days already elapsed in the period; your renewal date and your promotional discount, if any, remain unchanged. Downgrades to a lower annual plan are not applied immediately — they only take effect at your next renewal.
• Failure to pay a subscription may result in suspension or downgrade of access to the Service until payment is brought current.

6. Referral Program

• Sponsoly offers a single-tier referral program: you can earn a commission on the actual payments made by people you refer using your link or code when they subscribe to a paid plan. The program does not pay commissions for recruiting other affiliates or for additional referral tiers — it is not a pyramid scheme or a multi-level program.
• The commission percentage depends on the subscription plan you have active at the time your referral's payment is generated: 0% on the Starter plan, 20% on the Pro plan, and 30% on the Elite plan. Sponsoly may change these percentages, plans, or program terms with reasonable notice.
• Commissions are calculated on the amounts actually charged to your referral (not on list price) and are consolidated at the close of each calendar month. The corresponding payout is made around the 15th of the following month, subject to a minimum payout of $25 USD; amounts below that threshold roll over and are paid out in the next period in which the minimum is reached.
• Commission reversal (clawback): if your referral's payment is refunded or results in a chargeback, the corresponding commission is deducted from your next payout. Sponsoly may also withhold, adjust, or reverse commissions associated with payments identified as fraudulent.
• Commissions are paid using the payment methods Sponsoly offers from time to time (for example, PayPal or other payment processors). You are responsible for providing and keeping valid payment details up to date; Sponsoly is not responsible for payments not received due to incorrect or outdated information.
• Tax requirements: before processing a payout, Sponsoly may require you to submit tax forms (for example, a W-9 if you are a U.S. person, or a W-8BEN if you are a foreign person), and may report payments made to the relevant tax authorities where required by law. Each affiliate is solely responsible for determining and meeting their own tax obligations arising from commissions received.
• If you participate as an affiliate, you must comply with the disclosure rules of the U.S. Federal Trade Commission (FTC) and equivalent rules in your jurisdiction: you must clearly and conspicuously disclose your affiliate relationship whenever you promote Sponsoly in a way that could earn you a commission.
• You may not: (a) make false or misleading income claims about the referral program or about Sponsoly; (b) use spam, deceptive advertising, bots, or fake accounts to generate referrals; (c) self-refer or create fake accounts to generate artificial commissions; or (d) use the Sponsoly name or brand in a way that implies a franchise, partnership, or employment relationship.

Violating this section may result in the forfeiture of pending commissions, termination of your participation in the referral program, and, where applicable, suspension of your account.

7. Acceptable Use

You may not use the Service to:

• Send spam or unsolicited bulk communications via WhatsApp, SMS, email, or any other integrated channel to contacts who have not given their consent.
• Make false, misleading, or unsubstantiated income, health, or results claims about any business opportunity.
• Import, purchase, or use contact lists obtained through scraping, purchase of third-party databases, or any other means lacking the data subject's consent.
• Post or distribute illegal, defamatory, or fraudulent content, or content that infringes third parties' intellectual property rights.
• Impersonate third parties, including trademarks, direct selling companies, or public figures, or impersonate Sponsoly or its staff.
• Use the Service, including its WhatsApp and social media integrations, in violation of the terms of service of Meta, WhatsApp, or any other connected third-party platform.
• Attempt to gain unauthorized access to other users' data, reverse-engineer the Service, or interfere with its operation or security.

Repeated use of the Service for any of the conduct above may result in immediate suspension or termination of the account, without prejudice to any other legal action that may apply.

### 7.1 Fair Email Use and Automatic Suspension for Sending Quality

In addition to the general rules above, sending email through the Service is subject to the following conditions:

• You may only send emails to contacts who have given you their direct consent to receive your communications. Using purchased, rented, scraped, or otherwise third-party-sourced contact lists is prohibited.
• Sponsoly continuously monitors each account's bounce and spam-complaint rates and applies a graduated process when it detects poor sending-quality signals: (i) warnings and visibility into your quality metrics directly in the dashboard; (ii) automatic suspension of your email sending if you exceed the established quality thresholds; (iii) reinstatement of your sending once the underlying cause is corrected, for example by cleaning your contact list and confirming your consent practices; and (iv) permanent suspension or termination of your access to this channel, or of your account, in the event of repeat violations or a flagrant violation, such as the use of purchased lists.
• Termination of your account or of your access to this channel for breach of this section does not entitle you to a refund of the remaining paid period (monthly or annual), except to the extent otherwise required by applicable law (see Section 5). You are also liable to Sponsoly for damages your misuse of email causes to the platform or to third parties, under Section 16 (Indemnification).

8. User Content

You retain ownership of all content you enter, generate, or publish through the Service (public pages, messages, AI-generated text, lead data, among others). You grant us a limited, non-exclusive, worldwide license to host, store, process, and display that content solely for the purpose of operating, maintaining, and improving the Service. You are solely responsible for the legality, accuracy, and appropriateness of your content.

9. Artificial Intelligence

The Service includes artificial intelligence features, including conversational assistants that respond to messages from your prospects, and tools for generating and translating content, processed through providers such as Anthropic and OpenAI. These tools can make mistakes or produce information that is inaccurate, outdated, or inappropriate for your context. You are responsible for reviewing and validating any AI-generated content or response before publishing it or sending it to a third party. Sponsoly does not guarantee the accuracy of content generated by these tools.

10. Connecting Social Media Accounts

The Service lets you connect third-party social media accounts (for example, Instagram and Facebook, with support for additional platforms in the future) through integration providers, in order to manage messages and content from within Sponsoly. By connecting such accounts, you agree to comply with the terms of service and policies of the relevant platform, including Meta's. Sponsoly does not control those platforms' policies and is not responsible for changes, suspensions, or restrictions that a third-party platform applies to your account.

11. WhatsApp, SMS, and Email Messaging

The Service lets you send messages to your contacts via WhatsApp, SMS, and email. You are responsible for obtaining each recipient's prior consent before sending them communications, and for including an opt-out mechanism (for example, a "STOP" reply) in your bulk communications. You must comply with all applicable law, including the Telephone Consumer Protection Act (TCPA) and the CAN-SPAM Act in the United States, as well as the equivalent laws of your jurisdiction. Sponsoly may suspend your access to these channels if it detects use that violates this section or the policies of our messaging infrastructure providers.

12. Public Pages and Lead Data

The public pages you create with the Service may be hosted on Sponsoly subdomains or on your own connected domain. When a visitor fills out a form on your page (for example, name, phone number, or email), you are the controller of that data with respect to the visitor, and Sponsoly acts as your processor, processing it only to operate the Service and following your instructions. You are responsible for having the legal bases, privacy notices, and consents necessary with respect to your leads and contacts.

13. Intellectual Property

Sponsoly, its brand, design, code, and original content are the property of KILOS AI LLC or its licensors and are protected by applicable intellectual property laws. No rights to Sponsoly's brand or software are granted to you beyond the limited license to use the Service under these Terms.

14. Service Availability

The Service is provided "as is" and "as available." We make reasonable efforts to keep it operational, secure, and available, but we do not guarantee that it will function uninterrupted, error-free, or completely secure.

15. Limitation of Liability

To the maximum extent permitted by applicable law, KILOS AI LLC will not be liable for indirect, incidental, special, consequential, or punitive damages, including loss of revenue, profits, data, or goodwill, arising from use of or inability to use the Service. In no event will KILOS AI LLC's total liability to you for claims relating to the Service exceed the amount you paid to Sponsoly during the 12 months preceding the event giving rise to the claim.

16. Indemnification

You agree to indemnify and hold harmless KILOS AI LLC, its officers, employees, and contractors from any claim, damage, loss, or expense (including reasonable legal fees) arising from: (a) your use of the Service; (b) your content or the content you send to your contacts; (c) your breach of these Terms; or (d) your violation of any third party's rights, including intellectual property, privacy, or communications regulations.

17. Termination

We may suspend or terminate your access to the Service, with or without prior notice, if you breach these Terms, including the misuse described in Section 7 or the misuse of the referral program described in Section 6. You may terminate your account at any time by canceling your subscription from your dashboard. Provisions that by their nature should survive termination (including intellectual property, limitation of liability, indemnification, and dispute resolution) will remain in effect.

18. Dispute Resolution and Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms or the Service will be resolved by binding, individual arbitration administered by the American Arbitration Association (AAA) under its then-current commercial arbitration rules. You and Sponsoly waive any right to participate in a class action, representative action, or consolidated arbitration. This section does not prevent either party from bringing an individual claim in small claims court where applicable, nor does it prevent Sponsoly from seeking injunctive relief to protect its intellectual property rights.

19. Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Wyoming, United States, without giving effect to its conflict-of-laws provisions, and without prejudice to any non-waivable rights that the laws of your country of residence may grant you as a consumer.

20. Changes to These Terms

We may modify these Terms at any time. We will notify you of material changes by email or through a notice within the Service, at least 30 days in advance when reasonably possible. Continued use of the Service after the effective date of the changes constitutes your acceptance of the updated Terms.

21. General Provisions

If any provision of these Terms is found invalid or unenforceable, the remaining provisions will remain in full force and effect. Sponsoly's failure to enforce a right does not constitute a waiver of that right. You may not assign these Terms without our prior written consent; Sponsoly may freely assign these Terms in connection with a merger, acquisition, or sale of assets.

22. Contact

For questions about these Terms, contact us at legal@sponsoly.com or by mail at KILOS AI LLC, 1621 Central Ave, Cheyenne, WY 82001, USA. Phone: +1 (321) 408-3622.