THE AGENCYIQ TERMS AND CONDITIONS

1. Definitions

Account: Your user account.

Billing Cycle: The recurring period for which Fees are charged.

Customer Content: All text, images, videos, prompts, brand details, AI-generated outputs, scheduled posts, published posts, and any other material you upload, generate, schedule, approve, or publish.

Services: The full platform for AI content generation (text + Veo 3.1 video), smart scheduling, AUTO publishing, OAuth connections to Third-Party Platforms, multi-brand management, self-healing publisher, client review links, branded PDF proof packs, and related tools.

Third-Party Platforms: Facebook, Instagram (Meta), LinkedIn, X (Twitter), YouTube (Google), and any other connected social service.

AUTO Mode: The default "set-and-forget" feature where the system automatically publishes AI-generated content on your behalf.

Agency Partner Plans: The multi-client plans shown on the pricing page (Agency Launch, Agency Scale, Agency Enterprise).

Brand: A distinct social-media brand/profile managed within the Service (each Brand is strictly isolated).

Client Brand: A third-party brand managed by an Agency Partner customer.

Pooled Quota: The aggregate monthly limit of Posts and Videos shared across all Brands under one Agency Partner subscription.

2. Eligibility

You must be at least 18 years old (or the minimum age required by each Third-Party Platform) and able to form a binding contract. You are solely responsible for the accuracy and security of your Account.

2.1 Account Registration & Password Recovery

To create an account, you provide a mobile phone number and password, verified by SMS. Email address is optional and is not required to sign up.

If you forget your password, we send a one-time verification code by SMS to the mobile number on your account — this is the primary way to reset your password. If you have also provided an email address and it matches the one on file, we will additionally send a reset link to that email as a secondary option. We will never send a password reset to an email address that does not match the one already on your account.

3. Subscription Plans and Features

3.1 Business Plans

3.1 Business Plans (Starter A$99/mo, Growth A$299/mo, Professional A$799/mo) are for single-brand or limited multi-brand use as advertised on the pricing page.

3.2 Agency Partner Plans

3.2 Agency Partner Plans are built for agencies managing multiple client brands:

• Agency Launch: A$1,500 per month – 5 Brands, 300 Posts + 5 Videos per month.
• Agency Scale: A$5,000 per month – 20 Brands, 1,500 Posts + 20 Videos per month.
• Agency Enterprise: from A$10,000 per month – 50+ Brands, custom volume, dedicated SLA, holding-group support (requires separate signed custom contract).

3.3 Key Agency Partner Features (included in all Agency Plans)

One login for all Client Brands, per-Brand posting schedule and quota enforcement, pooled predictable quota (deducted only on confirmed publish — no silent burn), client review links, branded PDF proof packs attached to invoices, multi-brand management with strict brand isolation at the data layer, automated post creation, per-brand analytics, content recommendations, Veo 3.1 video generation, self-healing publisher, and priority support.

3.4 Billing, Payment & Refunds

Subscriptions auto-renew unless cancelled. Fees are processed via Stripe in AUD (including GST). No refunds for partial periods or unused entitlements except as required by the Australian Consumer Law (ACL). Unused posts, videos, or generations do not roll over.

3.5 Promotional Credits, Gifts and Limited-Time Offers

From time to time AgencyIQ may offer promotional credits, one-time gift certificates or limited-time promotions (including the Mother’s Day 2026 promotion). These offers are non-transferable, non-recurring and subject to the specific terms communicated at the time of the offer. Promotional credits are applied as a one-time increase to your remaining post quota. Unless otherwise stated, gifted credits are consumed at the next monthly quota reset and do not roll over. AUTO publishing mode may be enabled as part of certain promotions but will revert to your account’s default setting after the promotional credit is exhausted or the offer period ends. All promotions are provided “as is” with no guarantee of results or continued availability. We reserve the right to modify, suspend or terminate any promotion at any time without notice.

4. Acceptable Use & User Responsibility

You must use the Services lawfully. Prohibited conduct includes spamming, bypassing limits, violating platform rules, or submitting unconsented personal data.

You own all Customer Content (including every AI-generated post). By creating your Account you are solely and exclusively responsible for every piece of Customer Content — its accuracy, legality, compliance with Third-Party Platform rules, and all consequences of publishing it. This responsibility never shifts to us.

4.2 Brand Purpose Policy

By agreeing to these Terms (including by checking the box at sign-up), you represent and warrant that your Brand Purpose and all use of AgencyIQ will comply with applicable laws.

AgencyIQ reserves the right to refuse to process any Brand Purpose or terminate your account if it clearly involves:

• Child sexual exploitation or any content involving anyone under 18

• Real-world criminal activity (scams, fraud, violent crime, human trafficking, terrorism, or clear incitement to commit crimes)

• Non-consensual intimate imagery or deepfakes involving real people without consent

If your Brand Purpose is refused, you will be given one opportunity to revise it. If the revised Brand Purpose is still unacceptable, your account will be terminated and you will receive a full refund of any fees paid.

You are solely responsible for ensuring your Brand Purpose and all generated content comply with all applicable laws and the terms of any third-party platforms you use. AgencyIQ does not assume any legal responsibility for your content or its use.

5. AI-Assisted & Generated Content + AUTO Publishing (Default from Signup)

Our Services use AI (Grok, Google Veo 3.1, and other providers) to generate, schedule and automatically publish content on your behalf.

5.1 Your Ownership and Full Responsibility

You own all Customer Content (including every AI-generated post). By creating your Account you accept full and sole responsibility for every post that publishes — including its accuracy, legality, compliance with platform rules, and any consequences (including harm, negative engagement, legal claims or reputational damage). This responsibility never shifts to us.

5.2 AUTO Mode (Default Set-and-Forget)

Upon signup your Account is automatically placed in AUTO mode. You may switch to MANUAL mode at any time in your Account settings. By signing up you explicitly acknowledge and accept the risks of AI-generated content being automatically published.

5.3 MANUAL Mode Dormancy

If you choose MANUAL Mode, Qy prepares posts for you, but those posts will not publish unless you approve them. You are responsible for reviewing and approving posts in MANUAL Mode.

If you have an active paid subscription and use MANUAL Mode, we may treat your account as dormant if, for 90 cumulative days on which Qy had at least one post pending your approval, you did not approve any post on any of your brands. Days on which no post was available for your approval do not count toward this period, and any approval on any brand you own resets it to zero.

Before we schedule cancellation for MANUAL Mode dormancy, we will use reasonable efforts to notify you and give you the opportunity to approve a post, switch to Set & Forget / AUTO Mode, or cancel your subscription yourself.

If no post is approved and no reactivation action is taken after those notices, we may schedule your subscription to cancel at the end of your current billing period. Access to paid features will continue until the end of that billing period, unless your account is separately cancelled, suspended, or deleted under another part of these Terms.

MANUAL Mode dormancy cancellation does not apply where the lack of approvable posts is caused by a system failure, platform connection issue, content generation issue, or other issue within Qy’s responsibility.

Nothing in this clause limits any rights you may have under Australian Consumer Law or any other non-excludable consumer protection law.

5.4 Deletion of Published Posts

We provide an X-style deletion tool (⋯ menu on every published post card) that lets you permanently remove any published post from the connected platform.

• Only you can trigger deletion.

• We do not and will never auto-delete, moderate, or alter any published post, even if it receives negative engagement or appears harmful.

• You are responsible for using this tool if any post needs removal. Instagram may require manual deletion in the native app (we provide a direct link).

5.5 Video Generation

Subject to your plan caps. We rely on third-party providers (e.g. Google Veo 3.1). Unused credits do not roll over. No refunds for provider outages (subject to ACL).

5.6 Closed-Loop Learning, Insights & Brand Optimisation (Automatic on Signup)

By creating your Account and agreeing to these Terms you explicitly consent to our use of performance data from your published posts (engagement metrics, reach, comments, etc.) together with your Brand Purpose to generate closed-loop insights and automatically refine how your Brand Purpose is interpreted and expressed in all future AI-generated content, scheduling recommendations, and strategic timing decisions. This consent is granted automatically on signup as part of the core Services (including AUTO mode). You may revoke or manage this consent at any time via Profile → Data & Privacy (instant self-service revocation; we stop all learning use of your data within 24 hours and delete associated insights within 30 days). All learning uses only your own data, never trains general AI models, and never shares data across users (see Privacy Policy for full details).

5.7 Self-Healing Publisher

The Service includes a self-healing publisher and sentinel system that diagnoses issues, retries failed publishes, and regenerates recovery posts on a best-efforts basis before the client notices. This feature is provided “as is” with no guarantee of zero downtime or instant recovery.

5.8 CRM Callback Agent

TheAgencyIQ provides a governed CRM Callback Agent that lets you message for a callback from our team. The Agent operates under the same canonical contracts and invariants as Qy! and any future agents.

By messaging the CRM Callback Agent you expressly consent to processing of your contact details and message content solely to understand your request and schedule the callback. The Agent is AI-powered. Callback times are preferences only and are not guaranteed. To the maximum extent permitted by the Australian Consumer Law we exclude liability for any loss arising from use of the CRM Callback Agent, including AI interpretation or scheduling. Callback request data is deleted or anonymised promptly after the callback and/or subsequent meetings is/are completed or the request expires, unless converted to an active client relationship.

6. Third-Party Platforms & Connections

Services depend on Third-Party Platform APIs and policies. You authorise us (via signup and these Terms) to connect via OAuth, store tokens securely, and act on your behalf to publish or delete content. Platform changes may disrupt service without liability or refunds.

7. Intellectual Property

7.1 Definitions (Precision-Locked)

In this clause:

(a) “Customer Content” means any content, data, prompts, brand materials, images, videos, copy, instructions, account credentials, or other materials you submit, upload, connect, or provide to the Services (including via connected social media profiles).

(b) “Customer Output” means any captions, posts, drafts, schedules, creative concepts, images, videos, or other material generated fully autonomously by the Services’ AI agents, orchestration logic, prompts, queues, self-healing workflows, and evaluation systems (including Qy!, ContentGenerationQueue, ScheduleRegenerationOrchestrator, video pipelines, sentinels, and all future Clawbot/Moltbot agents).

(c) “Published Customer Output” means any Customer Output that has been approved by you (or auto-approved per your AUTO mode setting in users.auto_publish_enabled) and successfully published through your connected social media profile, page, account, or channel.

(d) “TheAgencyIQ IP” means the Services and all related technology, including (without limitation) Qy!, agents (Clawbot/Moltbot and successors), workflows, orchestration logic, prompts, prompt templates, models, software, source code, user interfaces, scheduling logic, publishing logic, evaluation systems, QY invariants, diagnostics, self-healing systems, analytics, documentation, know-how, improvements, derivative works, and any aggregated/anonymised/de-identified operational data.

(e) “Showcase Material” means Published Customer Output, screenshots, excerpts, public links, customer names, logos, handles, testimonials, performance results, or case-study material used to demonstrate or promote TheAgencyIQ.

(f) “Termination” or “Cancellation” means the end of your subscription or account (voluntary cancellation, non-renewal, or termination for breach).

7.2 Customer Content

You retain all rights, title, and interest in your Customer Content. TheAgencyIQ cannot claim ownership of Customer Content. You warrant you have all necessary rights to provide it. The Services access and process Customer Content only as strictly necessary for autonomous operation while your subscription is active.

7.3 Customer Outputs

TheAgencyIQ does not claim ownership of Customer Outputs. To the extent any rights exist and are capable of ownership/assignment/licensing, they belong to you, subject only to: (a) TheAgencyIQ IP; (b) third-party platform terms; (c) third-party AI/provider rights; (d) rights in your Customer Content; (e) the licence in 7.4; and (f) any Showcase Rights granted under 7.7.

Explicit promises:

• Outputs are generated 100% autonomously with zero human intervention (aligned with all content-generation invariants and single-write authority).

• Outputs may not be unique and may resemble outputs for other users.

• They may receive limited or no copyright protection in some jurisdictions.

TheAgencyIQ cannot use Customer Outputs outside the licence in 7.4.

7.4 Licence to Operate the Services (Scope & Survival)

You grant TheAgencyIQ a non-exclusive, worldwide, royalty-free, irrevocable-for-the-term-of-your-subscription licence to access, host, process, generate, transform, adapt, transmit, display, schedule, publish, analyse, and otherwise use Customer Content and Customer Outputs solely to provide, operate, secure, maintain, improve, and scale the Services. This expressly includes all autonomous agentic functions: content generation, smart scheduling, video pipelines, approval/publishing (AUTO/MANUAL), self-diagnose/self-heal mechanisms, quota enforcement, brand isolation, and future Clawbot/Moltbot agents.

On Termination/Cancellation the operational licence ends immediately for new generation, scheduling, publishing, or healing of your active data. The licence survives (narrowly and solely) for legal/compliance/audit obligations, maintaining internal operational/security records, completing any in-flight publishes that were already queued/approved before cancellation, and removing or anonymising data as required for system integrity. TheAgencyIQ cannot generate new Customer Outputs, run new schedules, or perform healing actions on your account after Termination. Published Customer Outputs remain under your control on the respective social platforms; TheAgencyIQ has no ability or obligation to delete them from those platforms.

7.5 No Archive or Record-Retention Promise + Graceful Wind-Down

The Services are not a records-management, legal-archiving, or long-term storage service. TheAgencyIQ will make reasonable efforts to provide you an export of your active Customer Outputs, drafts, and schedules before final deletion, where technically feasible and permitted by law. After a reasonable wind-down period (no longer than 30 days unless required by law), TheAgencyIQ will delete or irreversibly anonymise your Customer Content and un-Published Customer Outputs from active systems. TheAgencyIQ cannot and will not promise perpetual retention, retrieval, or reproduction of Customer Outputs after Termination. Once Published Customer Outputs are on your social platforms, they are governed solely by those platforms’ terms and your account settings — TheAgencyIQ has no control or responsibility for them. No human intervention is involved in wind-down; it is fully automated per self-healing and data-integrity invariants.

7.6 TheAgencyIQ IP

TheAgencyIQ and its licensors exclusively own all TheAgencyIQ IP. Nothing transfers to you. You may not reverse-engineer, extract, or misuse TheAgencyIQ IP. Customer Outputs do not become TheAgencyIQ IP except to the extent they embed protected elements of the Services.

7.7 Showcase and Marketing Rights (Agentic & User-Controlled)

TheAgencyIQ may use Customer Content, Customer Outputs, Published Customer Outputs, names, logos, handles, screenshots, testimonials, performance results, or case-study material for marketing, advertising, investor, sales, or promotional purposes only if (a) fully anonymised/de-identified; or (b) you have given explicit approval via the in-product Showcase approval workflow; or (c) limited to aggregated, non-identifying statistics/benchmarks/metrics. On Termination already-approved Showcase Material may continue to be used in historical materials that TheAgencyIQ no longer reasonably controls. TheAgencyIQ will cease creating new marketing material using your material and will remove it from active TheAgencyIQ-controlled online channels within a reasonable period. You may withdraw approval at any time; withdrawal triggers the same automated removal. TheAgencyIQ cannot and will not use unpublished drafts, private data, access tokens, credentials, deleted content, or any non-Published material for marketing at any time without your express approval.

7.8 Feedback & Model Training

Feedback (excluding Customer Content/Outputs) may be used freely. TheAgencyIQ will not use your Customer Content or Customer Outputs to train general-purpose AI models for other customers unless you expressly opt in. Anonymised/aggregated/de-identified operational data may be used to improve the Services (including future Clawbot/Moltbot agents).

7.9 General Termination Protections

All self-healing, reconciliation, and sentinel mechanisms apply only while your subscription is active. On Termination, the system performs a clean, idempotent wind-down (no data leaks, no dangling locks, no residual generation). TheAgencyIQ cannot access your connected social accounts or publish new content after token revocation or cancellation. You remain responsible for any content already published on social platforms.

7.10 AI-Generated Brand Characters, Mascots, and Creative Assets

TheAgencyIQ's content generation features may create original illustrated characters, mascots, avatars, or animated-style visual devices ("Generated Characters") intended for a Brand's exclusive, recurring use across its content.

Every effort has been made to ensure Generated Characters are original and do not knowingly reproduce, imitate, or derive from any existing copyrighted, trademarked, or otherwise protected character, mascot, or intellectual property. Our generation process includes explicit instructions to the underlying AI models prohibiting resemblance to existing third-party characters or IP.

However, due to the nature of AI-generated content, TheAgencyIQ cannot and does not guarantee that any Generated Character is entirely free of unintentional resemblance to existing third-party works, nor that it is legally unique or eligible for trademark protection. The User is solely responsible for:

(a) reviewing any Generated Character before using it at scale, in paid advertising, or as a registered trademark or brand asset;

(b) conducting the User's own due diligence (including, where appropriate, a professional trademark/copyright clearance search) before relying on a Generated Character as an exclusive or legally protected brand asset; and

(c) discontinuing use of any Generated Character the User becomes aware may infringe a third party's rights.

TheAgencyIQ disclaims all warranties, express or implied, as to the originality, non-infringement, or legal availability of any Generated Character, and shall not be liable for any claim, loss, or damages arising from a User's use of a Generated Character in commerce.

8. Beta / Preview / Future Agentic Features

Provided "as is". Future agentic features will follow the same responsibility rules.

9. Disclaimers & Limitation of Liability

The Services and all AI-generated content are provided "as is". To the maximum extent permitted by law, we are not liable for any loss, damage or harm arising from Customer Content or AUTO publishing.

10. Indemnity & Force Majeure

To the maximum extent permitted by law, you indemnify us against all claims, losses and expenses arising from your Customer Content and use of the Services (including AUTO mode). Nothing in these Terms excludes any rights or remedies you have under the Australian Consumer Law.

Force Majeure. TheAgencyIQ is not liable for any failure, delay, suspension, or interruption in the performance of the Services to the extent caused by events beyond our reasonable control, including but not limited to acts of God, natural disasters, fire, flood, earthquake, pandemic or epidemic, war, terrorism, civil unrest, government action or regulation, labour disputes, internet or telecommunications failures, power outages, cyberattacks, denial-of-service attacks, third-party platform outages, API changes or suspensions (including by Meta, X, LinkedIn, YouTube, Instagram, Google, Stripe, xAI, or other providers), AI/model provider failures, and any other event of force majeure. During any such event, our obligations are suspended for its duration. If a force majeure event continues for more than 30 consecutive days, either party may terminate the affected Services, in which case any prepaid unused fees will be refunded on a pro-rata basis (subject to the Australian Consumer Law).

11. Privacy & Data

Governed by our Privacy Policy and the Privacy Act 1988 (Cth), including 2025–2026 amendments.

12. SMS Messaging Consent

SMS Messaging Consent. By entering your phone number during account registration, you expressly consent to receive SMS messages from TheAgencyIQ. Messages are limited to: (a) a one-time verification code at sign-up, (b) a one-time verification code for password reset, and (c) occasional service notifications when a connected social media platform requires re-authorisation. No marketing or promotional messages are sent. Message frequency varies. Message and data rates may apply. You may opt out at any time by replying STOP to any message we send. Replying HELP will return support contact information. Opting out of SMS does not affect your account or subscription — you may continue to use TheAgencyIQ without SMS notifications. We use Twilio as our SMS service provider; your phone number is processed in accordance with Twilio's Acceptable Use Policy and our Privacy Policy.

13. Termination & Account Deletion

Cancel via Account. Delete via support or in-app (irrevocable). Automation stops, tokens are revoked, data queued for 30-day deletion. Unused entitlements forfeit.

14. Governing Law

Queensland, Australia. Disputes resolved by arbitration in Brisbane (ACICA) where possible; your ACL rights are fully preserved.

15. Qy Creators Referral Programme

Participation in the Qy Creators referral programme is optional. If you choose to participate, you must accept the Qy Creators Program Agreement presented in your Account Profile (the click-wrap terms you agree to by checking the box and clicking “I Agree — Activate My Link”). That Agreement is incorporated into these Terms by reference and governs your participation in full. In the event of any conflict between these Terms and the Qy Creators Program Agreement regarding the referral programme, the Qy Creators Program Agreement controls.

16. Miscellaneous

Entire agreement. Continued use accepts updates.

Contact: support@theagencyiq.ai