Terms of Service — Indexed*

Indexed Pte Ltd is in the process of being incorporated in Singapore. Pending completion of incorporation, Indexed* is operated by Han Studios (Phnom Penh, Cambodia) under Singapore-law contracts that will be assigned to Indexed Pte Ltd by operation of these Terms upon its registration. References to "Indexed" in these Terms refer to the current operator and its incorporated successor interchangeably.

These Terms of Service (the "Terms") form a binding agreement between Indexed Pte Ltd, a private company limited by shares to be incorporated in Singapore ("Indexed", "we", "us", "our"), and the business entity that signs up for the Service ("Client", "you", "your").

By clicking the acceptance checkbox at signup, completing the Stripe checkout, or otherwise using the Service, you confirm that (a) you are at least 18 years of age, (b) you have authority to bind the Client to these Terms, and (c) you have read and agree to be bound by these Terms in full.

If you do not agree to these Terms, do not use the Service.

1. Definitions

Service — the Indexed offering described in Section 2, including the website build, hosting, domain registration, monthly Kenji AEO/GEO audit, and client portal.
Agents — the autonomous AI systems we operate to deliver the Service, including Sho, Kenji, Yori, Tomo, and Rose.
Client Content — all data, text, images, brand assets, business information, and other materials that you submit to us or that we collect from you under Section 7.
Customer Data — personal information of your end-customers that flows through your Indexed-deployed site (e.g. contact form submissions).
Deployed Site — the production website built and hosted by Indexed for the Client.
Preview — the staging version of the Deployed Site provided for Client review prior to production deploy.
Confirmation — your express, recorded approval of the Preview, which triggers production deploy under Section 5.

2. The Service

Indexed builds and operates a small, AI-optimized website for your business. Standard Indexed includes:

(a) A one-page website (with optional Contact and Menu pages) built from our 5-system design library by Sho;

(b) A custom .com domain selected from three options we present during onboarding, purchased and managed by us via Cloudflare Registrar;

(d) A monthly AEO/GEO audit delivered as a PDF report by Kenji;

(e) Edit-request routing through your client portal, processed by Sho subject to the fair-use limits in Section 11.

Custom Deployment work is not governed by these Terms and requires a separate Master Services Agreement.

3. Acceptance and Authority

These Terms are accepted by clickwrap: a deliberate, affirmative checkbox at signup recording the acceptance event, your IP address, user agent, and timestamp. That record is the conclusive evidence of acceptance.

You represent and warrant that:

(a) The Client is a duly registered business entity (or recognised sole proprietorship) with capacity to enter into binding contracts;

(b) The individual accepting these Terms is duly authorised to bind the Client; and

4. Fees and Payment

4.1 Fees

Setup fee: USD 349.00, charged once at signup.
Subscription fee: USD 49.00 per month, charged on the date you Confirm and on the same calendar day each subsequent month.

All fees are exclusive of any taxes, duties, levies, or withholdings that may be imposed on the Service in your jurisdiction, all of which are your responsibility.

4.2 Payment processor

All payments are processed by Stripe. By providing payment details, you authorise Stripe to charge the Setup fee immediately and to store your card for recurring Subscription billing.

4.3 Auto-renewal

Your Subscription will renew automatically each month at the then-current Subscription fee unless you cancel before the next billing date. No further notice is required for renewal at the existing fee. Cancellation is governed by Section 13.

4.4 Price changes

We may increase the Subscription fee on no less than 30 days' written notice to you (by email to the address on file or by notice in the client portal). If you do not cancel before the new fee takes effect, the new fee applies to your next billing cycle. The Setup fee is fixed for any signup completed before a fee change.

4.5 Failed payment

If a charge fails, we will retry up to three (3) times over seven (7) days. If we are unable to collect after retries, we may suspend or terminate your account without further notice.

4.6 Currency

All fees are quoted, charged, and refunded in United States Dollars (USD).

5. Confirmation Triggers Autonomous Deploy

Indexed operates an autonomous deployment model. Confirmation of the Preview by the Client is the irrevocable trigger for production deploy and constitutes the Client's express authorisation for Indexed to, on its behalf:

(a) Purchase the .com domain selected during onboarding through Cloudflare Registrar (an irreversible third-party transaction);

(b) Configure DNS and attach the domain to the Deployed Site;

(d) Begin recurring Subscription billing under Section 4.

No Indexed staff member separately authorises the deploy at Confirmation time. The Client's act of Confirmation IS the authorisation. The Client is responsible for reviewing the Preview before Confirmation and warrants that any Confirmation it sends is intentional.

If you Confirm and immediately recognise it was in error, you may notify us within 24 hours at billing@beindexed.ai. Subject to the irreversibility of any domain purchase already made, we may at our sole discretion accept the reversal and refund the Setup fee less domain registration cost incurred. There is no entitlement to such reversal.

6. Domain Ownership

The .com domain we purchase under Section 5 is registered, owned, and held in Indexed's Cloudflare Registrar account.

(a) The Client has a right to use the domain for as long as it maintains an active Subscription.

(b) The domain is not transferable to the Client, to any other registrar account, or to any third party, under any circumstances, including but not limited to cancellation, termination, refund, or sale of the Client's business.

(d) Clients requiring legal ownership of a domain in their own name must enter into a Custom Deployment engagement.

The Client expressly waives any claim to ownership, transfer, or continued control of the domain after termination.

7. Client Content

7.1 Ownership

The Client retains all right, title, and interest in and to Client Content. By submitting Client Content, you grant Indexed a worldwide, non-exclusive, royalty-free, sub-licensable licence to host, reproduce, adapt, display, translate, modify (for the purpose of fitting our templates), and otherwise process Client Content as reasonably necessary to deliver the Service.

7.2 Warranties

You warrant that:

(a) You own or have all necessary rights, licences, consents, and permissions to submit Client Content and to grant the licence in Section 7.1;

(b) Client Content does not and will not infringe, misappropriate, or violate the intellectual property, privacy, publicity, or other rights of any third party;

(d) Any business information, claims, prices, or representations in Client Content are accurate and not misleading.

7.3 Removal

We may remove or refuse to display Client Content that we reasonably believe breaches Section 7.2 or our Acceptable Use Policy, with notice where practicable.

8. Indexed IP — Our Materials

All right, title, and interest in and to the following, including all intellectual property rights, are and remain the exclusive property of Indexed:

(a) The 5 design systems, page modules, design tokens, and underlying templates;

(b) The Agents and the prompts, workflows, training data, and orchestration logic that drive them;

(d) The Indexed brand, the beindexed.ai domain, the wordmark "Indexed*", and any related marks;

(e) All improvements, derivative works, and Service-aggregated metrics derived from operating the Service across the Indexed customer base, provided no Client Content of one customer is exposed to another.

8.1 Wordmark generated for Client

Where Sho generates a custom wordmark or visual brand asset for the Client as part of the Service ("Generated Brand Asset"), the Client receives a non-exclusive, worldwide, royalty-free licence to use that Generated Brand Asset on the Deployed Site and on the Client's other marketing materials for the duration of the Subscription.

On termination of the Subscription, the Generated Brand Asset licence converts to a perpetual, non-exclusive, royalty-free licence to continue using the asset on materials that exist as at the date of termination, provided that:

(a) The Client has paid all amounts owing to Indexed; and

(b) The Client does not modify, sublicense, or use the Generated Brand Asset on new materials produced after termination.

Indexed retains ownership of the Generated Brand Asset and the right to incorporate it into Indexed's portfolio and case studies.

8.2 Feedback

If the Client provides any suggestions, ideas, or feedback regarding the Service ("Feedback"), Indexed may use the Feedback without restriction or compensation and shall own all resulting improvements.

9. AI-Generated Content

The Service is delivered by autonomous AI Agents. The Client acknowledges and agrees that:

(a) AI Agents may produce errors, omissions, or content that is not factually accurate;

(b) Yori performs system-level quality review prior to Preview but Indexed does not human-verify every piece of generated content;

(d) The Client is solely responsible for the accuracy of business information (hours, address, menu, prices, service descriptions) appearing on the Deployed Site and must request edits through the client portal to correct any inaccuracies.

Indexed makes no warranty that any AI system (including ChatGPT, Claude, Gemini, Perplexity, or any other) will cite, rank, surface, or otherwise feature the Deployed Site. The Service builds an evidence layer for AI visibility; it does not control how third-party AI systems respond.

10. Service Availability

Indexed aims for high availability through Cloudflare infrastructure but does not warrant uninterrupted or error-free operation of the Service. Cloudflare's own service availability terms apply at the infrastructure layer.

Scheduled maintenance and feature updates may be performed without advance notice. We will give reasonable notice for any change that materially reduces functionality.

No service-level credits or guarantees are offered with the standard Service. Any service credit issued at our discretion is the Client's sole and exclusive remedy for unavailability.

11. Edit Requests — Fair Use

Edit requests submitted through the client portal are processed by Sho subject to fair use, defined as:

(a) Up to five (5) edit requests per calendar month, each consisting of textual or asset changes to existing pages;

(b) Edits that do not require structural redesign, new pages beyond the standard set, or custom code.

Requests beyond fair use may be deferred, declined, or quoted as paid work at our prevailing rates. Repeated abuse of edit-request volume is a material breach of these Terms.

12. Acceptable Use

Use of the Service is subject to our Acceptable Use Policy, incorporated by reference into these Terms. Material breach of the Acceptable Use Policy is a material breach of these Terms.

13. Term, Cancellation, and Termination

13.1 Term

These Terms commence on Acceptance and continue until terminated under this Section 13.

13.2 Cancellation by Client

The Client may cancel the Subscription at any time through the client portal or by emailing billing@beindexed.ai. Cancellation takes effect at the end of the current paid month. No further Subscription fees will be charged.

13.3 Effect of cancellation

On cancellation:

(a) The Deployed Site remains live until the end of the paid period;

(b) Following the paid period, the Deployed Site is taken offline;

(d) We may retain a copy of Client Content for up to 90 days for restoration purposes and will then delete it, subject to Section 22 of our Privacy Policy.

13.4 Termination by Indexed

Indexed may suspend or terminate the Subscription, with or without prior notice, for:

(a) Material breach of these Terms (including Sections 7.2, 11, or 12) that is not cured within 14 days of written notice (or that is incapable of cure);

(b) Non-payment under Section 4.5;

(d) Indexed's lawful or reasonable discontinuation of the Service, on no less than 30 days' written notice.

13.5 Refund on termination

Refunds on termination are governed by the Refund Policy.

14. Confidentiality

Each party (the "Receiving Party") will hold in confidence and not disclose to any third party any non-public information disclosed to it by the other (the "Disclosing Party"), and will use such information only for the purposes of these Terms. Confidentiality obligations survive termination for three (3) years.

This Section 14 does not apply to information that is (a) publicly available without breach of these Terms, (b) lawfully received from a third party without restriction, (c) independently developed without reference to Disclosing Party's information, or (d) required to be disclosed by law or court order.

15. Indemnification

15.1 Indemnification by Client

The Client will indemnify, defend, and hold harmless Indexed, its affiliates, officers, employees, contractors, and agents from and against any and all third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:

(a) Client Content, including any claim that Client Content infringes third-party rights or is unlawful;

(b) The Client's breach of these Terms;

(d) The Client's use of the Deployed Site to operate its business, including in respect of Customer Data.

15.2 Indemnification by Indexed

Indexed will indemnify, defend, and hold harmless the Client from third-party claims that the Service, as delivered by Indexed and used in accordance with these Terms, infringes the intellectual property rights of a third party, subject to the Client (a) promptly notifying Indexed in writing, (b) granting Indexed sole control of the defence and settlement, and (c) providing reasonable cooperation. Indexed's liability under this Section 15.2 is subject to the cap in Section 16.

15.3 Exclusions to Section 15.2

Indexed has no obligation under Section 15.2 for claims arising from (a) Client Content, (b) modifications to the Service not made by Indexed, (c) combination of the Service with third-party products not provided by Indexed, or (d) use of the Service after Indexed has provided a non-infringing alternative.

16. Limitation of Liability

16.1 Exclusion of indirect damages

To the maximum extent permitted by law, neither party is liable to the other for any indirect, incidental, special, consequential, punitive, or exemplary damages, including loss of profits, revenue, business opportunity, goodwill, anticipated savings, or data, even if advised of the possibility.

16.2 Liability cap

To the maximum extent permitted by law, the total aggregate liability of Indexed to the Client under or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, is limited to the greater of:

(a) the total fees actually paid by the Client to Indexed in the 12 months preceding the event giving rise to the claim; or

(b) USD 1,000.00.

16.3 Carve-outs

Sections 16.1 and 16.2 do not apply to:

(a) The Client's payment obligations under Section 4;

(b) The Client's indemnification obligations under Section 15.1;

(d) Either party's breach of confidentiality under Section 14, in respect of damages directly arising from such breach;

(e) Any liability that cannot be excluded or limited under applicable law.

16.4 Allocation of risk

The Client acknowledges that the fees for the Service reflect the allocation of risk in this Section 16 and that Indexed would not enter into these Terms on different terms.

17. Time Bar on Claims

Any claim by the Client arising out of or related to these Terms or the Service must be brought within twelve (12) months of the event giving rise to the claim, failing which the claim is permanently barred. This Section 17 does not extend any limitation period imposed by mandatory applicable law where the law prohibits its reduction by contract.

18. Anti-Circumvention

The Client will not, and will not permit any third party to:

(a) Reverse engineer, decompile, disassemble, or attempt to derive the source code, prompts, or operational logic of the Agents;

(b) Scrape, crawl, or harvest the Service or Deployed Site for purposes of building or training a competing AI-visibility or website-generation service;

(d) Access the Service for the purpose of building a competing product or for the benefit of any competitor.

Breach of this Section 18 is a material breach. Indexed is entitled to seek injunctive relief in any court of competent jurisdiction in addition to all other remedies.

19. Non-Solicitation

For the duration of the Subscription and 12 months thereafter, the Client will not directly or indirectly solicit for employment or engagement any current employee, contractor, or agent of Indexed who has been involved in the delivery of the Service to the Client, except through a public, untargeted hiring channel (e.g. a public job posting that the individual responds to without solicitation).

20. Force Majeure

Neither party is liable for any failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including but not limited to acts of God, war, terrorism, civil disturbance, pandemic, embargo, government action, internet shutdown, failure of public infrastructure or upstream services (including Cloudflare, Stripe, or any AI provider), or failure of communications networks. The affected party must give prompt notice and use reasonable efforts to mitigate. If a force majeure event continues for more than 60 consecutive days, either party may terminate by written notice without liability.

21. Assignment

The Client may not assign, transfer, or sub-contract these Terms, in whole or in part, without Indexed's prior written consent (not to be unreasonably withheld).

Indexed may assign or transfer these Terms (including upon and pursuant to its incorporation as Indexed Pte Ltd in Singapore, in respect of any contract entered into prior to incorporation) and/or any of its rights or obligations under these Terms without the Client's consent, including in connection with a merger, acquisition, reorganisation, or sale of all or substantially all of its assets. The Client expressly consents to assignment of these Terms to Indexed Pte Ltd upon its incorporation.

22. Notices

All legal notices must be in writing and given by email to:

(a) To Indexed: legal@beindexed.ai

(b) To Client: the primary email address on file in the client portal.

Notices are deemed received on the day of transmission if sent before 17:00 Singapore time on a business day, and otherwise on the next business day.

23. Entire Agreement

These Terms, together with the Privacy Policy, Refund Policy, Acceptable Use Policy, and (where applicable) Data Processing Addendum, constitute the entire agreement between the parties and supersede all prior or contemporaneous representations, communications, proposals, marketing materials, and agreements, whether oral or written, regarding the subject matter.

24. Severability

If any provision of these Terms is held invalid, illegal, or unenforceable by a court or tribunal of competent jurisdiction, the remaining provisions remain in full force and effect, and the invalid provision will be modified to the minimum extent necessary to make it enforceable while preserving its original intent.

25. No Waiver

No failure or delay by either party in exercising any right or remedy operates as a waiver of that right or remedy. No single or partial exercise precludes any further exercise of the same or any other right or remedy.

26. No Third-Party Beneficiaries

A person who is not a party to these Terms has no right under the Contracts (Rights of Third Parties) Act 2001 of Singapore to enforce any term of these Terms.

27. Survival

The following Sections survive termination or expiration of these Terms: 6 (Domain Ownership), 7.2 (Client warranties), 8 (Indexed IP), 13.3 (Effect of cancellation), 14 (Confidentiality), 15 (Indemnification), 16 (Limitation of Liability), 17 (Time Bar), 18 (Anti-Circumvention), 19 (Non-Solicitation), 22 (Notices), 23 (Entire Agreement), 24 (Severability), 28 (Governing Law), 29 (Dispute Resolution), 30 (Language), and 31 (Class Action Waiver).

28. Governing Law

These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) are governed by and construed in accordance with the laws of the Republic of Singapore, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

29. Dispute Resolution

29.1 Good faith negotiation

The parties will attempt in good faith to resolve any dispute arising out of or in connection with these Terms by negotiation between authorised representatives for a period of not less than 30 days before commencing formal proceedings.

29.2 Arbitration

Any dispute arising out of or in connection with these Terms, including any question regarding their existence, validity, or termination, that is not resolved under Section 29.1 will be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (SIAC) in accordance with the Arbitration Rules of the Singapore International Arbitration Centre in force at the time of commencement, which rules are deemed incorporated by reference into this clause.

Seat: Singapore.
Language: English.
Number of arbitrators: one (1).
Expedited procedure: where the amount in dispute does not exceed SGD 6,000,000, the parties agree that the SIAC Rules' Expedited Procedure applies.

The award of the arbitrator is final and binding on the parties. Judgment on the award may be entered in any court of competent jurisdiction.

29.3 Injunctive relief carve-out

Notwithstanding Section 29.2, either party may seek interim or injunctive relief in any court of competent jurisdiction (including in respect of confidentiality, intellectual property infringement, or breach of Section 18 or 19) without first complying with Section 29.1.

30. Language

These Terms are made in English, which is the controlling language. Any translation is provided for convenience only. In the event of any inconsistency or conflict, the English version prevails.

31. Class Action Waiver

To the maximum extent permitted by law, the Client agrees that any dispute will be conducted on an individual basis only and not as part of any class, consolidated, or representative action. The arbitrator may not consolidate more than one party's claims and may not preside over any form of representative or class proceeding.

32. Changes to These Terms

We may amend these Terms from time to time. Material amendments will be communicated by email or through the client portal at least 14 days before they take effect. Continued use of the Service after the effective date of an amendment constitutes acceptance of the amended Terms. If you do not agree, your sole remedy is to cancel under Section 13.2 before the amendment takes effect.

33. Contact

General: hello@beindexed.ai
Billing: billing@beindexed.ai
Privacy / DPO: privacy@beindexed.ai
Legal notices: legal@beindexed.ai
Mail: [Indexed Pte Ltd registered office to be confirmed on incorporation]. Operations: Han Studios, Phnom Penh, Cambodia.