Legal
Terms of Service
Effective date: 1 April 2025 · Last updated: 1 April 2025
1. Service Description
OmniReach is a multi-tenant, AI-driven B2B revenue growth platform that provides automated account discovery, stakeholder mapping, multi-channel outreach (email, SMS, WhatsApp, LinkedIn, voice), MEDDPICC opportunity qualification, deal coaching, and meeting scheduling services. The Platform uses large language model AI agents to research, qualify, and engage prospects on behalf of Tenants.
OCS reserves the right to modify, suspend, or discontinue any feature of the Platform with reasonable notice, except where required to comply with legal or security obligations.
2. Account Registration and Access
To use the Platform you must register an account and provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your login credentials. You must immediately notify OCS at support@omnicybersolutions.com of any suspected unauthorised access.
Each Tenant account is logically isolated from all other Tenants. You may not attempt to access, interfere with, or extract data belonging to another Tenant.
You are responsible for all activity that occurs under your account and the accounts of your authorised Tenant Users. OCS is not liable for losses arising from unauthorised account access caused by your failure to maintain credential security.
3. Subscription and Payment
Access to the Platform is provided on a subscription basis. Subscription fees, billing cycles, and plan details are set out in your Order Form or as displayed at checkout. All fees are quoted in USD unless otherwise stated.
Subscriptions are billed in advance on a monthly or annual cycle as selected. Payment is due on the first day of each billing period. OCS may suspend access for overdue invoices after seven (7) days of written notice.
All fees are non-refundable except as expressly stated in Section 4 (Performance Guarantee) or as required by applicable law. You are responsible for all applicable taxes, duties, and withholdings on top of the stated fees.
OCS may adjust pricing with 30 days written notice. If you do not accept a price change, you may terminate your subscription before the change takes effect.
4. Performance Guarantee
OCS offers a performance-backed engagement model for qualifying Managed Growth subscriptions. The specific guarantee terms, including qualifying metrics, measurement periods, and remedy conditions, are set out in the applicable Order Form or Managed Growth Agreement. Where a remedy is owed, it will take the form of a service credit or fee reduction — not a cash refund — unless otherwise agreed in writing.
Guarantees are void if the Tenant: (a) has not provided complete and accurate product, ICP, and target market information; (b) has disabled or interfered with AI workflows; (c) has failed to respond to human-in-the-loop escalations within agreed SLA windows; or (d) is in breach of these Terms.
5. Acceptable Use Policy
You agree to use the Platform only for lawful B2B sales and marketing purposes. You must not:
- Use the Platform to send unsolicited commercial messages ("spam") in violation of applicable law, including CAN-SPAM, GDPR, CASL, or the Spam Act 2003;
- Send outreach to individuals who have opted out, are on a national do-not-call/do-not-contact registry, or are on your suppression list;
- Engage in deceptive, misleading, or fraudulent outreach or impersonate any person or entity;
- Upload or process sensitive personal data such as health information, financial account numbers, government-issued identification numbers, or data relating to minors;
- Use the Platform to target individuals for consumer (B2C) marketing without OCS's prior written approval;
- Attempt to probe, scan, or test the vulnerability of the Platform or circumvent security controls;
- Reverse engineer, decompile, or attempt to extract source code from the Platform;
- Resell, sublicense, or provide access to the Platform to third parties without OCS's written consent;
- Use automated scripts or bots to access the Platform outside of its documented API;
- Violate any applicable law, regulation, or third-party right.
OCS reserves the right to suspend or terminate access immediately and without notice for material violations of this section.
6. Third-Party Integrations and OAuth
The Platform offers optional integration with third-party services including Google (Gmail, Google Calendar), Microsoft 365, LinkedIn, Twilio, SendGrid, and various CRM platforms. By connecting a third-party account, you:
- Authorise OCS to access and use data from that account solely for the purposes you have enabled within the Platform;
- Represent that you have authority to grant OCS such access and that doing so does not violate the third-party provider's terms of service;
- Acknowledge that OCS is not responsible for the availability, accuracy, or security of third-party services;
- Understand that you may revoke access at any time via the Platform's integration settings or directly through the third-party provider.
OCS's use of data obtained via Google APIs complies with the Google API Services User Data Policy, including Limited Use requirements. See the Privacy Policy for full details.
7. Data Ownership and Licence
Your data remains yours.You retain all ownership rights in Prospect Data, campaign content, and other data you upload to or generate within the Platform ("Tenant Content").
You grant OCS a limited, non-exclusive, royalty-free licence to process, store, and transmit Tenant Content solely as necessary to provide the Platform services as directed by you. OCS acquires no ownership rights in Tenant Content.
You represent and warrant that you have all necessary rights, consents, and permissions to provide Prospect Data to the Platform and to direct OCS to process it.
OCS owns all rights in the Platform itself, including its software, AI models, documentation, branding, and any derivative improvements OCS develops. Nothing in these Terms transfers any intellectual property right in the Platform to you.
8. AI-Generated Content and Human Review
The Platform uses AI agents to generate outreach messages, qualification assessments, deal coaching recommendations, and other content. AI outputs are provided as suggestions and tools to assist human judgement — not as professional legal, financial, or compliance advice.
You are responsible for reviewing AI-generated content before it is sent to prospects. Where the Platform offers human-in-the-loop approval workflows, we strongly recommend enabling them for high-risk or high-stakes outreach. OCS is not liable for outcomes resulting from AI-generated content that you approve and deploy.
OCS does not guarantee that AI-generated content is accurate, appropriate, or effective for your specific use case. AI model performance may vary over time.
9. Confidentiality
Each party ("Disclosing Party") may disclose confidential information to the other party ("Receiving Party"). The Receiving Party agrees to: (a) hold Confidential Information in strict confidence; (b) not disclose it to third parties without prior written consent; and (c) use it only to perform obligations under these Terms.
Confidential Information does not include information that: (i) is or becomes publicly known through no breach of this clause; (ii) was already known to the Receiving Party prior to disclosure; (iii) is independently developed without use of the Confidential Information; or (iv) is required to be disclosed by law or court order (with prompt notice to the Disclosing Party where legally permissible).
10. Warranties and Disclaimers
OCS warrants that: (a) it has the right to enter into these Terms; (b) the Platform will perform materially in accordance with its documentation under normal use; and (c) OCS will implement commercially reasonable security measures as described in the Security page.
EXCEPT AS EXPRESSLY SET OUT ABOVE, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE". OCS DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. OCS DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE FROM HARMFUL COMPONENTS.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OCS'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO OCS IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE CLAIM.
IN NO EVENT SHALL OCS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS OPPORTUNITIES, EVEN IF OCS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Nothing in these Terms limits liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be excluded or limited by applicable law.
12. Indemnification
You agree to defend, indemnify, and hold harmless OCS and its officers, directors, employees, and agents from and against any third-party claims, damages, losses, and expenses (including reasonable legal fees) arising from or relating to: (a) your use of the Platform in violation of these Terms; (b) your Tenant Content, including any claim that it infringes third-party rights; (c) your violation of applicable anti-spam, data protection, or telecommunications law; or (d) any outreach you conduct through the Platform.
13. Termination
Either party may terminate the subscription at the end of the current billing period by providing written notice. OCS may terminate or suspend access immediately for: (a) material breach of these Terms not remedied within 14 days of notice; (b) non-payment; (c) violations of the Acceptable Use Policy; or (d) if required by law or to protect Platform security.
Upon termination, your access to the Platform ceases. OCS will retain your data for 90 days following termination to allow export, after which it will be permanently deleted. You may request an export at any time during this period by contacting support@omnicybersolutions.com.
Sections 7 (Data Ownership), 9 (Confidentiality), 11 (Limitation of Liability), 12 (Indemnification), and 15 (Governing Law) survive termination.
14. Service Availability and SLA
OCS targets 99.5% monthly uptime, excluding scheduled maintenance (notified with at least 24 hours advance notice), emergency maintenance, and downtime caused by third-party infrastructure providers, force majeure events, or Tenant-caused issues.
Uptime credits for qualifying downtime events are available on written request within 14 days of the event and apply as a credit against future invoices. Credits are the sole and exclusive remedy for downtime.
15. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of Delaware, USA, without regard to its conflict of laws provisions. Any dispute arising under or in connection with these Terms shall first be subject to good-faith negotiation for 30 days. If unresolved, disputes shall be submitted to binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, conducted in English. The parties waive any right to a jury trial.
Notwithstanding the foregoing, either party may seek injunctive or other equitable relief from any court of competent jurisdiction to protect intellectual property or confidential information.
16. General Provisions
Entire Agreement. These Terms, together with any applicable Order Form, constitute the entire agreement between the parties and supersede all prior negotiations, representations, or agreements.
Amendments. OCS may update these Terms from time to time. Material changes will be notified to Tenant administrators by email at least 14 days before taking effect. Continued use of the Platform constitutes acceptance.
Waiver. Failure to enforce any provision of these Terms does not constitute a waiver of that right.
Severability. If any provision is found unenforceable, it will be modified to the minimum extent necessary to make it enforceable; all other provisions remain in full force.
Assignment.You may not assign these Terms without OCS's prior written consent. OCS may assign these Terms to an affiliate or in connection with a merger or acquisition.
Force Majeure. Neither party shall be liable for delays or failures in performance resulting from events beyond their reasonable control, including natural disasters, government actions, internet outages, or third-party service failures.
Notices. Legal notices to OCS must be sent to legal@omnicybersolutions.com. Notices to you will be sent to the email address on your account.
17. Contact
Omni Cyber Solutions LLC
Legal enquiries: legal@omnicybersolutions.com
Support: support@omnicybersolutions.com
Website: omnireach.omnicybersolution.com