1. Introduction
1.1 These Terms of Use (“Terms”) govern your access to and use of the ClickHelp documentation platform (the “Service”) and all related websites operated by ClickHelp AM LLC (“Vendor”), including clickhelp.com, clickhelp.co, and their respective subdomains (collectively, the “Site”). By clicking “I agree”, creating an account, or accessing or using the Site or the Service, you (“Client”) agree to be bound by these Terms. If you are accepting on behalf of a business entity, you represent that you have the authority to bind that entity.
1.2 The Site may include informational pages, downloadable content, forms, demo requests, blog articles, marketing pages, and other features. All such use is governed by these Terms and the Privacy Policy and Cookie Policy referenced herein. Capitalized terms not defined in this Section have the meanings given elsewhere in these Terms.
1.3 Incorporation by Reference. By accepting these Terms, you also agree to the following documents, which are incorporated herein by reference and form part of these Terms:
(i) the AI Features Terms of Use. In the event of any conflict between these Terms and the AI Features Terms of Use with respect to AI features, the AI Features Terms of Use will control;
(ii) the AI Points (CAPs) Rates;
(iii) the Privacy Policy;
(iv) the Cookie Policy;
and (v) the Data Processing Addendum (DPA), where applicable.
1.4 Changes to Terms. Vendor may update these Terms from time to time. The updated Terms will be effective when posted on the Site, unless a later effective date is specified. For material changes, Vendor will use reasonable efforts to provide notice (for example, by email, in-product notification, or a notice on the Site). By continuing to access or use the Service after the effective date of updated Terms, Client agrees to be bound by the updated Terms. If Client does not agree to the updated Terms, Client must stop using the Service and cancel its subscription before the effective date.
2. Service Overview
2.1 The Service is a cloud-based platform for creating, managing, and publishing online documentation, knowledge bases, API documentation, and downloadable documentation assets. Access to the Service is provided via designated URLs. Each user is assigned login credentials that must not be shared. The Service is intended for use by business entities only. Individuals acting on behalf of a legal entity must have the authority to bind that entity to these Terms.
3. Account and Access
3.1 Clients are responsible for securing login credentials and maintaining the confidentiality of account access. Vendor reserves the right to access accounts for technical support or security reasons.
3.2 Acceptable Use; Prohibited Activities. Client will not (and will not permit any user or third party to): (a) access or use the Service in violation of applicable law or these Terms; (b) attempt to gain unauthorized access to the Service, other accounts, or Vendor systems; (c) probe, scan, or test the vulnerability of the Service, or conduct penetration testing, load testing, stress testing, or security assessments, except with Vendor’s prior written consent and under Vendor’s then-current rules; (d) interfere with, disrupt, or degrade the integrity or performance of the Service or third-party data; (e) reverse engineer, decompile, disassemble, or attempt to derive source code or underlying ideas of the Service, except to the extent prohibited by law; (f) introduce malware or harmful code; or (g) use the Service to develop or benchmark a competing product or service. Vendor may suspend or terminate access for violations of this Section.
4. AI Features and AI Points
4.1 Certain features, including AI-powered tools, may require consumption of ClickHelp AI Points (“CAPs”). Subscriptions may include a monthly CAPs limit, depending on the plan or add-on selected by the Client. CAPs are reset at the beginning of each subscription month and cannot be accumulated or carried over.
4.2 The number of CAPs used per operation is determined by Vendor and may be adjusted without changing the subscription fee. Updated CAP rates will be published on the website at https://clickhelp.com/legal/ai-caps-rates/ or within the Service, and may be updated from time to time at Vendor’s discretion.
4.3 CAPs have no monetary value, are non-refundable, non-transferable, and expire at the end of each monthly CAPs period.
4.4 Usage Measurement & CAPs Attribution. Your consumption of CAPs is measured by Vendor’s metering and log systems. We apply reasonable technical and operational measures to detect and mitigate automated or abusive traffic; however, no method is foolproof and we do not warrant that all automated requests will be blocked. You acknowledge that CAPs consumption is determined based on Vendor’s logs and metering data. If you suspect abnormal consumption, you must notify Support immediately upon noticing (or as soon as reasonably practicable) so we can investigate and take timely measures. Upon investigation, Vendor may, at its sole discretion, apply adjustments (including goodwill additional CAPs) where Vendor determines – based on its logs – that automated activity materially impacted your consumption. Monetary refunds are not available for such automated activity. Administrators can enable threshold email notifications (e.g., at 70%, 90%, and 100% of the plan limit) to be alerted and react sooner.
4.5 Automated Access & Abuse. You will not intentionally facilitate automated or abusive access to the Services that artificially inflates CAPs usage, including by exposing unauthenticated endpoints, disabling available rate or access controls, publishing credentials or session tokens, or attempting to circumvent anti-abuse measures. Where controls are available (e.g., requiring authenticated access, switching the “Show to Power Readers only” mode for AnswerGenius, IP allow/deny lists, or rate limits), you agree to configure them appropriately for your environment. Vendor may throttle, block, or suspend access (including specific features) to protect the Services and other customers from abusive or anomalous traffic.
4.6 Use of AI features is governed by the AI Features Terms of Use. Your acceptance of these Terms constitutes acceptance of the AI Features Terms of Use. AI features remain optional and can be disabled at any time as described therein.
5. Beta Services
5.1 Vendor may offer certain features as beta services (“Beta Services”). These are provided “as is,” may be modified, suspended, or discontinued at any time, including for business, legal, or technical reasons, and are not subject to support or availability guarantees. Use of Beta Services is at the Client’s sole risk.
6. Subscription, Fees, and Payment
6.1 Subscription fees are payable in advance. Subscription terms and billing cycles (monthly, annual, semi-annual, or other) are selected at the time of purchase and confirmed in the ordering process.
6.2 Subscriptions automatically renew unless cancelled at least 48 hours prior to the renewal date. Payments are processed via Vendor’s eCommerce partner.
6.3 Vendor provides a 30-day money-back guarantee from the date of initial purchase. No other refunds or credits are provided for unused time or downgrades after this period.
6.4 Payment Processing; Merchant of Record. Payments for the Service are processed via Vendor’s e-commerce payment partner acting as Merchant of Record (the “Payment Partner”), which is the recipient of funds for subscription fees and related charges.
6.5 Taxes. Fees are exclusive of any VAT/GST, sales/use tax, duties, levies, or similar transaction taxes (“Transaction Taxes”), excluding taxes based on Vendor’s net income. Vendor (or the Payment Partner, where applicable) will charge, collect, and remit Transaction Taxes only if and to the extent legally required. If no Transaction Taxes are charged, Client remains responsible for determining and remitting any applicable Transaction Taxes (including any required self-assessed use tax), as required by law.
6.6 Withholding taxes (WHT). If Client is required by law to withhold any amount from a payment, Client shall (i) notify Vendor in advance, (ii) gross up so that Vendor/Payment Partner receives the full invoiced amount, and (iii) promptly provide official withholding documentation (certificate/receipt). Any shortfall will be treated as underpayment.
6.7 Bank charges. For wire transfers, where available, Client shall use the OUR charge option (or local equivalent) and bear all sender/intermediary bank fees so they do not reduce the amount received by Vendor or Payment Partner.
6.8 Payment Failure; Suspension. If any payment is not received when due, is reversed, charged back, or otherwise disputed, or if Vendor or the Payment Partner reasonably suspects fraudulent payment activity, Vendor may, upon notice to Client, suspend access to the Service (in whole or in part) until all amounts are paid in full and the issue is resolved. Suspension does not relieve Client of its obligation to pay all applicable fees and charges, and Vendor may continue to accrue and charge subscription fees during any suspension period to the extent permitted by applicable law.
7. Support and Service Levels
7.1 Vendor will use commercially reasonable efforts to ensure 99.5% uptime, excluding maintenance periods. Support is provided via email, with standard responses within 24 hours on business days. Critical issues are addressed 24/7.
7.2 Vendor shall not materially degrade the core functionality of the Service during an active subscription term.
7.3 Disclaimer of Warranties. EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS (INCLUDING SECTION 7.1), AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE AND THE SERVICE (INCLUDING ANY RELATED FEATURES, CONTENT, DOCUMENTATION, AND SUPPORT) ARE PROVIDED “AS IS” AND “AS AVAILABLE”. VENDOR DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. VENDOR DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT ALL DEFECTS WILL BE CORRECTED, OR THAT CLIENT CONTENT WILL BE RETAINED WITHOUT LOSS.
8. Client Content and Responsibilities
8.1 Client retains ownership of all content uploaded to the Service (“Client Content”). Vendor does not acquire any rights to use, distribute, or disclose Client Content, except as required to operate and support the Service.
8.2 Client is responsible for securing all necessary licenses and complying with applicable laws regarding content. Vendor agrees to maintain the confidentiality of Client Content in accordance with Section 11.
8.3 Third-Party Services and Integrations. The Service may enable integrations, connectors, embedded features, or links to third-party services, content, or applications (“Third-Party Services”). Third-Party Services are not part of the Service and are provided under the third party’s terms, policies, and support commitments. Client is solely responsible for: (a) enabling or using any Third-Party Service; (b) reviewing and accepting the applicable third-party terms; and (c) configuring any data sharing settings. Vendor does not control Third-Party Services and is not responsible for their availability, security, functionality, or acts or omissions. To the maximum extent permitted by law, Vendor disclaims all warranties and liability arising out of or relating to Third-Party Services, including any outages, data loss, or unauthorized access attributable to a Third-Party Service. Vendor may modify, suspend, or disable any integration at any time where required to protect the Service, comply with law, or address security or technical risks.
9. Privacy and Data Protection
9.1 Vendor will process personal data as defined in the DPA (if any) in accordance with Vendor’s Privacy Policy, Cookie Policy, and the Data Processing Addendum (DPA). To the extent applicable, the DPA governs the parties’ respective obligations regarding personal data processing and transfers (including the parties’ roles). Client is responsible for (i) providing required notices and obtaining any required consents or other lawful bases for the collection, use and transfer of personal data to Vendor; and (ii) ensuring that Client Content and any personal data submitted to the Service comply with applicable data protection laws. In the event of any conflict between the DPA and these Terms regarding the processing of personal data, the DPA will control.
9.2 Vendor may provide available security documentation and third-party reports/certifications, if any, subject to confidentiality and applicable restrictions.
9.3 Standard Contractual Clauses. Where Client transfers personal data from the EEA and/or the UK to Vendor in a country not recognized as providing an adequate level of protection, the parties agree that the applicable Standard Contractual Clauses (Controller-to-Processor, Module 2) (and, where applicable, the UK Addendum) are incorporated by reference and will be completed and signed upon Client’s request, using Vendor’s standard template, with Annexes aligned to the DPA.
9.4 AI Features; Personal Data Restrictions. AI features are intended for non-personal documentation content. Client must not submit to any AI feature any Personal Data, Special Categories of Personal Data, PHI, payment card data, or other regulated/sensitive information.
If Client nevertheless submits any such data (including inadvertently), Client represents and warrants that it has a lawful basis to do so and instructs Vendor to process such data solely to provide the requested AI functionality, which may include processing by Vendor’s third-party AI providers acting as sub-processors under the DPA, where applicable. Client remains responsible for compliance obligations applicable to Client as the controller (including transparency and self-assessment obligations) with respect to any Personal Data Client submits to AI features. If Client believes it has submitted sensitive or personal data to an AI feature by mistake and requests deletion, Client must promptly notify Vendor via support. Vendor will use commercially reasonable efforts to delete such data from AI request logs to the extent technically feasible and legally permitted, noting that residual copies may persist in backups and security/audit logs for limited periods in accordance with Vendor’s retention practices.
10. Data Transmission and Retention
10.1 Data is transmitted with TLS 1.2+ encryption. Clients using custom domains are responsible for TLS certificates. Data is retained during the subscription term and for 90 days post-termination. After this period, all data is permanently deleted.
10.2 Security & Encryption Evidence. Vendor maintains administrative, technical, and physical safeguards designed to protect Client Data, including encryption in transit and encryption at rest as described in Vendor’s security documentation. Upon Client’s reasonable request for vendor onboarding purposes, Vendor will provide a signed “Encryption Statement” summarizing Vendor’s encryption controls, subject to confidentiality and without disclosing sensitive security details.
11. Confidentiality
11.1 Each party agrees to protect the confidential information of the other with reasonable care. Confidential information includes Client Content and any non-public information disclosed in connection with the Service. Confidential information does not include public or independently developed information.
12. Third-Party Claims and IP Indemnification
12.1 Vendor shall, at its discretion, defend or settle IP infringement claims related to the Service. Remedies may include modification, replacement, or termination with refund of prepaid fees. Vendor’s liability is limited as set forth herein. Vendor maintains cybersecurity insurance to cover certain risks.
12.2 Indemnification by Client. Client shall defend, indemnify, and hold harmless Vendor, its affiliates, and their respective directors, officers, employees, and agents from and against any and all claims, demands, actions, damages, liabilities, losses, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) Client Content; (b) Client’s or its users’ access to or use of the Service in violation of these Terms or applicable law; (c) Client’s products, services, instructions, or materials provided to Vendor; or (d) any allegation that Client Content or Client’s use of the Service infringes or misappropriates a third party’s rights or violates privacy or data protection laws. Vendor will provide prompt written notice of any claim subject to indemnification and reasonably cooperate (at Client’s expense). Client will have sole control of the defense and settlement, provided that no settlement that admits fault on behalf of Vendor or imposes obligations on Vendor may be entered into without Vendor’s prior written consent (not to be unreasonably withheld or delayed).
13. Reference to Client Relationship
13.1 Vendor may reference the existence of a commercial relationship with Client in sales and marketing materials unless otherwise prohibited by written request. No logos or trademarks will be used without explicit permission.
14. Export Compliance.
14.1 Client agrees to comply with applicable export laws and regulations.
15. Limitation of Liability
15.1 Neither party shall be liable for indirect, incidental, consequential, special, punitive, or exemplary damages, including but not limited to loss of profits, loss of data, business interruption, or reputational harm, even if advised of the possibility of such damages.
15.2 To the maximum extent permitted by applicable law, Vendor’s total aggregate liability arising out of or related to these Terms (whether in contract, tort, or otherwise) shall not exceed the lesser of: (a) the fees paid by Client for the Service in the twelve (12) months immediately preceding the event giving rise to the claim; and (b) USD 1,000.
15.3 No Guarantee of Complete Prevention. While Vendor maintains controls designed to detect and mitigate abusive or automated traffic, there are inherent limitations to any control system and no system can be guaranteed to be 100% effective against evolving automated agents.
15.4 Sole Remedy for Automated Traffic. If ClickHelp determines, based on its logs, that a material portion of your CAPs consumption during a period was caused by automated traffic outside your reasonable control, ClickHelp may grant goodwill additional CAPs. This is your sole and exclusive remedy for impacts related to automated traffic. No monetary refunds will be provided.
16. Termination
16.1 Client may terminate the Service at any time. Vendor may terminate access for breach or unlawful use. No refunds are provided for prepaid but unused time in either case, except as otherwise expressly stated in Section 6.
17. Force Majeure
17.1 Neither party shall be liable for any failure or delay in performance (except for payment obligations) to the extent caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, governmental actions, Internet or telecommunications failures, widespread cloud/provider outages, or denial-of-service attacks (“Force Majeure Event”).
17.2 The affected party will use commercially reasonable efforts to mitigate the impact of the Force Majeure Event and resume performance.
17.3 If a Force Majeure Event continues for more than thirty (30) consecutive days and materially prevents performance, either party may terminate the affected Service by written notice. Any refunds, if any, will be provided only to the extent required by applicable law.
18. Governing Law and Jurisdiction
18.1 These Terms are governed by the laws of the Republic of Armenia. Any disputes arising under or in connection with these Terms shall be finally settled by arbitration in Yerevan, Republic of Armenia, in accordance with the rules of the Armenian Chamber of Commerce and Industry. The arbitration proceedings shall be conducted in English, to the extent permitted by applicable law.