By accessing or using the Ninja platform and services ("Services"), you agree to be bound by these Terms of Service ("Terms"). These Terms constitute a legally binding agreement between you ("User," "you," or "your") and Ninja ("Company," "we," "us," or "our").

If you are accessing or using the Services on behalf of a business or organization, you represent and warrant that you have the authority to bind that entity to these Terms. If you do not agree to these Terms, you must not access or use our Services.

2. Description of Services and Subscription

Ninja provides AI-powered local business optimization tools, including but not limited to Google Business Profile management, AI search visibility, keyword optimization, automated posting, review management, and listing synchronization across business directories.

Subscription Tiers

Our Services are offered on a subscription basis with multiple tiers. Each tier provides access to different features and levels of service as described on our pricing page. Subscriptions automatically renew at the end of each billing period unless cancelled before the renewal date.

Payment

By subscribing to our Services, you authorize us to charge your designated payment method for the applicable subscription fees. All fees are non-refundable except as expressly provided in these Terms. You are responsible for providing accurate and up-to-date payment information.

Price Adjustments

We reserve the right to adjust subscription pricing at any time. We will provide at least 30 days advance notice of any price changes. Continued use of our Services after a price change takes effect constitutes your acceptance of the new pricing. Price increases will not exceed 50% of your current subscription rate within any 12-month period unless we provide you with additional advance notice.

3. SMS and Messaging Service

By providing your phone number and opting into our SMS communications, you consent to receive text messages from Ninja, including service updates, promotional messages, and other communications related to your account.

Opt-In

You may opt into SMS communications by providing your phone number during registration or account setup and affirmatively consenting to receive text messages. Standard message and data rates may apply depending on your mobile carrier and plan.

Opt-Out

You may opt out of SMS communications at any time by replying STOP to any text message you receive from us. After opting out, you will receive a one-time confirmation message. To re-subscribe, reply START or contact us at help@tryninja.co. Opting out of marketing SMS does not affect transactional or account-related messages necessary for service delivery.

4. User Accounts and Responsibilities

To access certain features of our Services, you must create an account. You agree to provide accurate, current, and complete information during registration and to update such information as necessary. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.

You agree to notify us immediately of any unauthorized use of your account or any other security breach. We cannot and will not be liable for any loss or damage arising from your failure to comply with these requirements.

Prohibited Conduct

You agree not to:

Use our Services for any unlawful purpose or in violation of any applicable laws or regulations
Violate any third-party rights, including intellectual property rights or privacy rights
Upload, transmit, or distribute any content that is harmful, offensive, defamatory, fraudulent, or otherwise objectionable
Attempt to gain unauthorized access to our systems, networks, or other users' accounts
Interfere with or disrupt the integrity or performance of the Services
Use automated means to access or scrape our Services without our written consent
Reverse engineer, decompile, or disassemble any portion of our platform
Impersonate any person or entity, or falsely represent your affiliation with any person or entity
Use our Services to send unsolicited communications (spam)
Engage in any conduct that restricts or inhibits any other user from using or enjoying the Services
Violate any platform terms of service or policies of third-party services we integrate with, including Google

5. Intellectual Property Rights

The Ninja platform, including its software, algorithms, design, text, graphics, logos, and other content, is owned by or licensed to Ninja and is protected by applicable intellectual property laws. All rights not expressly granted in these Terms are reserved by Ninja.

Your Content

You retain ownership of the content and data you submit to our Services ("User Content"). By submitting User Content, you grant Ninja a worldwide, non-exclusive, royalty-free license to use, process, and display your User Content solely for the purpose of providing and improving our Services.

License to Use Services

Subject to your compliance with these Terms and payment of applicable fees, Ninja grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes during the term of your subscription.

6. Disclaimers and Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, NINJA DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not warrant that the Services will be uninterrupted, error-free, or free of viruses or other harmful components. We do not warrant that any specific results will be achieved through use of our Services. Search engine rankings, visibility, and performance metrics depend on many factors outside our control, including third-party algorithm changes.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NINJA AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SERVICES.

IN NO EVENT SHALL NINJA'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU TO NINJA IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

8. Termination

Termination by You

You may terminate your subscription and account at any time by providing at least 10 days written notice before your next billing date via your account settings or by contacting us at help@tryninja.co. Termination will take effect at the end of the then-current billing period. No refunds will be issued for any prepaid subscription fees.

Termination by Ninja

Ninja reserves the right to suspend or terminate your account and access to the Services immediately, without prior notice, if you violate these Terms, engage in fraudulent or illegal activity, fail to pay applicable fees, or if we determine in our sole discretion that termination is necessary to protect the integrity of the Services or other users. Upon termination, your right to use the Services immediately ceases, and we may delete your account data in accordance with our data retention policies.

9. Dispute Resolution

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions.

Mandatory Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or your use of the Services shall be resolved exclusively through binding arbitration administered by JAMS (Judicial Arbitration and Mediation Services) in accordance with its Streamlined Arbitration Rules and Procedures. The arbitration shall be conducted in California, or by telephone or videoconference if mutually agreed. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Class Action Waiver

YOU AND NINJA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of representative, class, or collective proceeding.

Exceptions

Notwithstanding the foregoing, either party may seek emergency injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm pending the resolution of a dispute. Small claims court actions that qualify may also be brought in lieu of arbitration.

10. Miscellaneous Provisions

Entire Agreement

These Terms, together with our Privacy Policy and any additional terms for specific features or services, constitute the entire agreement between you and Ninja regarding the Services and supersede all prior agreements and understandings.

Severability

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect.

Waiver

Our failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by an authorized representative of Ninja.

Assignment

You may not assign or transfer any rights or obligations under these Terms without our prior written consent. Ninja may freely assign these Terms without restriction.

Contact

If you have any questions about these Terms, please contact us:

Ninja

Email: help@tryninja.co