Terms of service

Last updated October 18, 2026

These terms of service ("Terms") govern your use of getpassionfruit.com (the "website") and of the services and platform provided by Alopay Inc., a Delaware corporation doing business as Passionfruit ("Passionfruit", "we" or "us").

Acceptance of these Terms

By using the website, booking a call, logging in to our platform or signing an agreement with us, you agree to these Terms. If you accept them on behalf of a company or other organization, you confirm that you have authority to bind it, and "you" and "client" refer to that organization.

Order of precedence

Each client engagement is also governed by a master services agreement, service level agreement, statement of work or order form agreed for that engagement (an "Engagement Agreement"). If an Engagement Agreement conflicts with these Terms, the Engagement Agreement controls for that engagement. Our data processing agreement controls on data protection matters.

The services

Passionfruit provides search and AI search services. Our platform analyzes data from the tools a client authorizes, such as Google Search Console, Google Analytics 4 and the client's content management system, and produces action items and reports. Our team then carries out the work inside the client's own systems.

The scope, deliverables, schedule and service levels of each engagement are set out in its Engagement Agreement. We may change how we deliver the services, provided the change does not materially reduce what the Engagement Agreement commits us to.

No guaranteed results

Search engines and AI engines are run by third parties that change their systems without notice. Unless an Engagement Agreement says otherwise, we do not guarantee any particular ranking, traffic, mention in an AI answer, or business result.

Accounts

Client staff log in to our platform with their work email address. You are responsible for keeping access to those email accounts secure, for activity under your accounts, and for removing access for people who no longer need it. Tell us promptly at security@getpassionfruit.com if you suspect unauthorized use.

Client responsibilities

You agree to:

• give us accurate information and timely access to the tools, content and people we need to deliver the services;
• make sure you have the right to grant us access to the tools and data you connect, and to let us use them for the services;
• not give us special categories of personal data or other sensitive personal information;
• review and approve work where the Engagement Agreement requires it, and take responsibility for content you publish;
• use the website and services lawfully, and not interfere with their security or operation, or try to copy, reverse engineer or resell the platform.

Delays caused by missing access, approvals or information may affect timelines.

Fees and payment

Fees, billing frequency, payment terms and any expenses are set out in each Engagement Agreement. Unless it says otherwise, invoices are due within 30 days of the invoice date, and we may suspend the services if an undisputed invoice remains unpaid 15 days after we give written notice. Fees exclude taxes, which you are responsible for paying, other than taxes on our income.

Intellectual property

Our property

We own the website, the platform, our software, tools, methods, templates and know-how, and all improvements to them. We give you a limited, non-exclusive, non-transferable right to use the platform during the engagement for your internal business purposes.

Your content and data

You keep ownership of your content, trademarks and the data from your connected tools ("Client Data"). You give us a license to use Client Data only to provide the services to you.

Deliverables

Once you have paid the related fees, you own the deliverables created specifically for you under an Engagement Agreement, such as content, recommendations and reports. Our pre-existing materials, tools, methods and platform are not deliverables. To the extent any of them are built into a deliverable, we give you a perpetual, non-exclusive, royalty-free license to use them as part of that deliverable.

Aggregated data

We may create aggregated, anonymized data from our services that does not identify you, any individual or your confidential information, and use it to improve our methods and benchmarks. We own that aggregated data. It is never used to train AI models.

No AI training on your data

We do not use Client Data to train, fine-tune or otherwise improve any artificial intelligence or machine learning model, whether our own or a third party's. We use AI model providers only under commercial API or enterprise terms that prohibit them from using our inputs and outputs to train their models, and we do not enable any setting that would allow it. This commitment survives the end of any engagement.

Confidentiality

Each party will keep the other's non-public information confidential, use it only for the engagement, and share it only with personnel, contractors and advisers who need it and are bound by similar obligations. This does not apply to information that is public through no fault of the receiving party, was already known to it, is independently developed, or is received lawfully from a third party. A party may disclose information where the law requires, after giving notice where allowed. These obligations last for three years after the engagement ends, and for trade secrets and Client Data, for as long as they remain confidential.

Data protection

Our privacy policy explains how we handle personal information. When we process personal data on a client's behalf, our data processing agreement applies and forms part of these Terms. Our current subprocessors are listed on our subprocessors page.

Warranties and disclaimers

Each party confirms that it has the authority to enter into these Terms. We will perform the services with reasonable skill and care. Except as stated in these Terms or an Engagement Agreement, the website and services are provided "as is" and "as available", and we disclaim all other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose and non-infringement, to the extent the law allows. We are not responsible for third-party tools, search engines or AI engines.

Limitation of liability

To the extent the law allows, neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or goodwill, even if it was told they were possible.

Each party's total liability arising out of or relating to these Terms and an engagement is limited to the total fees paid by the client to Passionfruit under that engagement. If you use only the website and are not a client, our total liability to you is limited to US$100.

These limits do not apply to your obligation to pay fees, to either party's indemnity obligations, or to liability for fraud, gross negligence or willful misconduct.

Indemnities

You will defend and indemnify Passionfruit against third-party claims arising from Client Data, from content you instruct us to publish, or from your breach of these Terms. We will defend and indemnify you against third-party claims that the platform, as we provide it, infringes their intellectual property rights. The party seeking indemnity must notify the other promptly, let it control the defense, and cooperate reasonably.

Term and termination

These Terms apply for as long as you use the website or services. Each engagement runs for the term, and may be renewed or ended, as set out in its Engagement Agreement.

Either party may terminate an engagement if the other materially breaches these Terms or the Engagement Agreement and does not fix the breach within 30 days of written notice, or if the other becomes insolvent.

When an engagement ends, you pay fees for work performed up to the end date, we stop accessing your connected tools, and Client Data is returned or deleted within 30 days as set out in the data processing agreement. Sections that by their nature should survive will survive, including those on fees, intellectual property, AI training, confidentiality, disclaimers, liability and indemnities.

Governing law

These Terms are governed by the laws of the State of Delaware, without regard to its conflict of laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in the State of Delaware.

General

Neither party is liable for delays caused by events beyond its reasonable control. You may not assign these Terms without our consent, except to a successor of your business. If a provision is found unenforceable, the rest remains in effect. Failing to enforce a right is not a waiver of it. These Terms, together with any Engagement Agreement and the data processing agreement, are the entire agreement between the parties on their subject. Notices to us must be sent to legal@getpassionfruit.com.

Changes to these Terms

We may update these Terms from time to time and will post the new version on this page with a new "Last updated" date. We will tell clients about material changes by email before they take effect. Changes do not affect a signed Engagement Agreement for its current term unless both parties agree in writing.

Contact

Questions about these Terms can be sent to legal@getpassionfruit.com, or to Alopay Inc., 169 Madison Avenue, New York, NY 10016, United States.