Terms of Service

These Terms of Service (“Terms”) form a binding agreement between you and Pennix. They govern your access to and use of the Pennix website and our monthly and annual processing-capacity plans, Solo and Firm (together, the “Service”). Please read them carefully. By accessing the website, submitting an application, purchasing a package, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

01Who we are & scope

The Service is operated by Pennix LLC (“Pennix”, the “Company”, “we”, “us”, “our”), a Wyoming limited liability company, operating from 308 N Fairfield Rd, Devon, PA 19333, USA. Pennix LLC is part of the Peregrine X group. For all matters — general enquiries, privacy and data requests, and legal notices — contact info@getpennix.ai.

These Terms apply to everyone who accesses the website and to any firm (“you”, “your”, “Customer”) that purchases or uses the Service, and to the individuals a firm authorises to use it. They incorporate by reference the Privacy Policy, the Cookie Policy, the Security & Data-Handling Brief, any Data Processing Agreement (“DPA”), and the commercial terms shown at checkout or in your order (the “Order”). If there is a conflict, a signed Order or DPA prevails over these Terms, and these Terms prevail over the website.

02Definitions

• Service — the Pennix website, the monthly and annual processing-capacity plans, the Pennix agents, and any related interfaces, outputs and support.
• Pennix Agents — the AI intake workers presented on the website (for example Vera, Marco, Lilly and Atlas), which perform defined intake-processing operations.
• Processing Capacity — the defined, prepaid allowance of processing operations (such as documents ingested, client emails drafted, and Atlas queries) included in a package, as stated in your Order.
• Customer Data — data you or your clients submit to the Service, including client-contact lists and uploaded documents.
• Output — drafts, status information, missing-item lists, next actions, and other results the Service generates from Customer Data.
• Order — the package, price, capacity limits, term and any specific terms presented at checkout or in a written order form.

03Agreement, eligibility & authority

The Service is a business-to-business service intended for tax, accounting and bookkeeping firms and similar professional practices. It is not directed to consumers or to anyone under 18. By using the Service you represent that you are at least 18, are using it for business purposes, and are authorised to bind the firm on whose behalf you act.

You must designate an authorised approver for your firm. Actions taken, and Orders placed, by anyone using your credentials or your firm’s account are treated as authorised by you. You are responsible for keeping credentials secure and for the acts and omissions of your users.

04What Pennix is — and is not

Pennix is an AI intake-processing service: it moves active client files toward preparation with a visible status, a missing-items list, and a defined next action, using the Pennix Agents. It is sold as prepaid processing capacity, purchased in packages — not as unlimited software access, a perpetual licence, or a promise of a specific business result.

05The offer, packages & plans

The current offer structure is:

• A first-month promotional discount may apply to monthly plans where stated at checkout; the plan then renews at the standard rate stated in your Order.
• Monthly and annual processing-capacity plans, currently offered as SOLO and FIRM, each containing a defined monthly Processing Capacity allowance (annual plans, a pooled annual allowance).
• Time-limited Founder or promotional pricing may be offered to a limited number of firms; promotional and post-promotional pricing apply only as stated in your Order at the time of purchase.

The specific price, capacity limits, term, seat count, renewal behaviour, and any credit for each package are those shown at checkout or in your Order and may change over time. Figures shown elsewhere on the website are indicative and do not form part of the contract unless repeated in your Order. Taxes may apply (see §7).

No free processing. Every processing operation creates a cost, so Pennix does not offer free trials or free processing. A package is a prepaid purchase of a defined amount of Processing Capacity.

06Processing capacity & usage

Each package includes only the Processing Capacity stated in your Order. When that capacity is used, further processing requires a separate approved purchase or plan. Unless your Order says otherwise, Processing Capacity is for the stated term, is not transferable between packages, firms or terms, and unused capacity does not roll over. We may measure usage using our own systems, and those measurements are used to administer capacity.

The Service depends on inputs you control. We cannot process files you do not provide, and we cannot control whether your clients respond, upload documents, or meet deadlines.

07Fees, taxes & payment

• Fees. You agree to pay the fees for the package you purchase, as shown in your Order. Fees are stated in US Dollars (USD) unless otherwise shown.
• Taxes. Fees are exclusive of taxes. You are responsible for all applicable sales, use, VAT, GST, and similar taxes and duties, except taxes on our net income. Where we are required to collect tax (for example EU/UK VAT or GCC VAT), it will be added at the applicable rate. You are responsible for any withholding required by your jurisdiction and will gross up so we receive the full fee where lawfully required.
• Payment processing. Payments are handled by a third-party payment processor. We do not store full card details. Your use of payment is also subject to the processor’s terms.
• Failed or reversed payments. If a payment fails, is charged back, or is reversed, we may suspend or terminate the Service and recover amounts due, including reasonable costs where permitted by law.

08Renewal, cancellation & refunds

Renewal and cancellation terms are those stated in your Order. Unless your Order states otherwise, monthly plans renew monthly and annual plans renew annually, in each case at the standard (non-promotional) rate stated in your Order, and either can be cancelled before a renewal as described in your Order.

Where an annual plan renews, we will give notice and a means to cancel before renewal to the extent required by applicable law (including US automatic-renewal laws such as California’s, and EU/UK rules on subscriptions). You may cancel future renewals as described in your Order or by contacting info@getpennix.ai.

09Your responsibilities

• Provide accurate account and firm information and a usable client list (for example a CSV), and designate an authorised approver.
• Ensure you have a lawful basis and any necessary client consents to share client information with a service provider — including, where applicable in the US, consent under IRC §7216 before disclosing tax-return information to us — and comply with all applicable professional, confidentiality and data-protection rules.
• Review and approve outbound client communications where your professional or internal rules require approval. You remain the sender of, and responsible for, communications your firm authorises.
• Keep credentials confidential, use the Service lawfully (see §12), and not rely on Output without professional review (see §13).
• Comply with all laws applicable to your firm, your clients and your jurisdiction.

10Data protection & roles

Our handling of personal data is described in the Privacy Policy and the Security & Data-Handling Brief. In summary:

• Website & applications. For personal data you submit through the website (for example the application form) and for operating and securing the site, Pennix acts as a controller.
• Installation / client-file data. When we process Customer Data on your firm’s behalf and on your instructions, your firm is the controller and Pennix is the processor. That processing is governed by a Data Processing Agreement, which forms part of these Terms where you process personal data subject to the GDPR, UK GDPR, or similar laws.
• International transfers. Where personal data is transferred across borders, we rely on appropriate safeguards (for example the Standard Contractual Clauses, the UK International Data Transfer Agreement, or adequacy decisions), as described in the Privacy Policy.
• Data subject rights & requests. We will assist you, as processor, with data-subject requests and, where we are controller, honour rights as described in the Privacy Policy.

You must not submit special-category or unusually sensitive data except as contemplated by your Order and the DPA, and you are responsible for the lawfulness of the Customer Data you provide.

11Cookies & electronic communications

Cookies. By default the website uses only strictly necessary storage. Analytics or marketing technologies load only with your consent, where consent is required (for example under the EU/UK ePrivacy rules and GDPR). You can accept, reject, or change your choices at any time via the consent banner or “Manage cookies” in the footer. Full details are in the Cookie Policy.

Electronic communications. By providing your details you agree we may send you service and transactional messages relating to your account and package. Marketing messages are sent only where permitted — on the basis required by applicable law (for example prior consent under Canada’s CASL and, where relevant, the EU/UK; or the opt-out and identification requirements of the US CAN-SPAM Act) — and you can unsubscribe at any time. You consent to receive notices and agreements electronically to the extent permitted by law.

12Acceptable use

You agree not to, and not to permit anyone to:

• use the Service for unlawful, deceptive, harassing, or fraudulent purposes, or to send unsolicited or unlawful mass communications;
• upload content you have no right to share, or that infringes intellectual-property, privacy, or confidentiality rights;
• attempt to disrupt, overload, probe, or gain unauthorised access to the Service, or circumvent capacity limits or security;
• reverse-engineer, decompile, scrape, or copy the Service or its underlying models except to the extent this restriction is prohibited by law;
• use the Service or Output to build a competing service, or to train a competing model;
• misrepresent Output as professional advice, or use the Service in a way that violates professional, regulatory, or export-control rules.

We may investigate and take action, including suspension or termination, for suspected breach.

13Artificial intelligence & human oversight

The Service uses artificial intelligence to generate Output. AI Output may contain errors, omissions, or inaccuracies, and is not guaranteed to be correct, complete, or fit for any particular purpose. Output is a draft and an aid, not advice and not a decision.

• You are responsible for reviewing, verifying, and approving all Output before you rely on it or send it to a client, in line with your professional obligations.
• The Service does not make solely automated decisions that produce legal or similarly significant effects about individuals; approval of client communications stays with your firm. Where any automated processing would be significant, a human at your firm remains in the loop.
• We may use aggregated, de-identified operational data to maintain and improve the Service. We do not use your Customer Data to train third-party foundation models except as permitted by your Order and the DPA. See the Privacy Policy for detail.

14Intellectual property & your data

Our IP. The Pennix name, logo, marks, website, software, models, and the Pennix Agents are owned by Pennix or its licensors and are protected by intellectual-property laws. Subject to these Terms and payment of fees, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Service during your active package for your internal business purposes only. No other rights are granted.

Your data. As between you and us, you own your Customer Data. You grant us the rights needed to host, process, and transmit it to provide the Service and to produce Output, and to comply with law. You own the Output you are permitted to use, subject to our and our licensors’ underlying IP.

Feedback. If you give us feedback or suggestions, we may use them without restriction or obligation to you.

15Confidentiality

Each party may receive information the other treats as confidential. The receiving party will use it only to perform under these Terms, protect it with reasonable care, and not disclose it except to those who need it and are bound by like duties, or where disclosure is required by law. This does not apply to information that is public, independently developed, or lawfully received from a third party. Customer Data is also protected under §10 and the DPA.

16Third-party services & subprocessors

We use vetted service providers (subprocessors) under contract to run the Service — for example hosting, email delivery, payment processing, and AI document processing. The current list, with roles and locations, is described in the Security & Data-Handling Brief and, for personal data, governed by the DPA. The Service may also link to or interoperate with third-party services governed by their own terms; we are not responsible for third-party services.

17Availability, changes & suspension

We aim to keep the Service available but do not guarantee uninterrupted or error-free operation. We may modify, add, or remove features, and perform maintenance. We may suspend the Service, in whole or part, where reasonably necessary — for example for security, legal compliance, non-payment, or suspected breach — and will give notice where practicable. We will act reasonably to limit the impact of any suspension.

18Term & termination

These Terms apply while you use the Service and for as long as any package is active. Either party may terminate for material breach not cured within 30 days of notice; we may terminate or suspend immediately for serious breach, unlawful use, or non-payment. On termination, your right to use the Service ends, and we will handle Customer Data (return or deletion) in line with the DPA and the Security & Data-Handling Brief. Fees already incurred are non-refundable except as required by law or your Order. Sections that by their nature should survive (including IP, confidentiality, disclaimers, liability, indemnity, and governing law) survive termination.

19Any performance guarantee

Any performance or operating guarantee that Pennix offers is described on the website or in your Order and applies only on the specific terms stated there. Pennix cannot and does not guarantee that a client will reply, upload a document, meet a deadline, or that any particular business, revenue, or compliance outcome will result. Any guarantee is limited to Pennix-controlled actions and to the remedy stated, and does not expand our liability beyond §21.

20Disclaimers

To the maximum extent permitted by law, the Service and all Output are provided “as is” and “as available”, without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, accuracy, title, and non-infringement. We do not warrant that the Service will meet your requirements, be uninterrupted, secure, or error-free, or that Output will be accurate or reliable. Some jurisdictions do not allow the exclusion of certain warranties; in those places, exclusions apply only to the extent permitted, and you may have additional non-waivable rights.

21Limitation of liability

To the maximum extent permitted by law:

• Neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, goodwill, or data, arising out of or relating to the Service, even if advised of the possibility.
• Each party’s total aggregate liability arising out of or relating to these Terms and the Service is limited to the total fees you paid to Pennix for the Service in the 12 months before the event giving rise to the claim.

Nothing in these Terms limits or excludes liability that cannot be limited or excluded by law — for example, liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, for a party’s wilful misconduct, or for any other liability that applicable mandatory law does not allow to be limited. The caps above allocate risk between the parties and are a basis of the bargain.

22Indemnification

You will defend, indemnify, and hold harmless Pennix and its affiliates, and their officers, employees, and agents, from third-party claims, losses, and reasonable costs arising from: (a) your Customer Data or your failure to obtain necessary rights or consents (including client consents and any IRC §7216 consent); (b) your use of the Service or Output in breach of these Terms or applicable law; or (c) your professional advice, filings, or client-facing decisions. We will notify you of the claim, let you control the defence (with our reasonable cooperation), and not settle in a way that admits your fault without your consent. This section is subject to any mandatory consumer-protection limits that apply to you.

23Export, sanctions & anti-bribery

You represent that you and your users are not subject to, and will not use the Service in violation of, applicable export-control and economic-sanctions laws (including those of the US, EU, UK, and your local jurisdiction), and are not located in, or ordinarily resident in, a comprehensively sanctioned territory or on a restricted-party list. You will comply with all applicable anti-bribery, anti-corruption, and anti-money-laundering laws (for example the US FCPA, the UK Bribery Act, and applicable GCC/MENA laws). We may suspend or terminate the Service to comply with these laws.

24Force majeure

Neither party is liable for delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, including acts of God, natural disaster, war, terrorism, civil unrest, labour disputes, failures of utilities, internet or hosting providers, cyber-attacks, or governmental action.

25Governing law & disputes

These Terms are governed by the laws of the State of Wyoming, USA, and applicable US federal law, without regard to conflict-of-laws rules, and the United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to the region-specific terms in §26 and any mandatory local law, the parties submit to the exclusive jurisdiction of the state and federal courts located in the State of Wyoming and the Commonwealth of Pennsylvania, USA, for disputes.

Before starting formal proceedings, the parties will attempt in good faith to resolve any dispute by negotiation for 30 days.

26Region-specific terms

Where the following apply to you, they supplement (and, where required by mandatory law, prevail over) the rest of these Terms. Nothing in these Terms removes rights that cannot be waived under the law that protects you.

27Notices & assignment

Notices. Legal notices to Pennix must be sent to info@getpennix.ai and, if required, to 308 N Fairfield Rd, Devon, PA 19333, USA. We may give you notice by email to your account address or by posting on the website. Assignment. You may not assign or transfer these Terms without our consent. We may assign them to an affiliate or in connection with a merger, reorganisation, or sale of assets, on notice. These Terms bind permitted successors and assigns.

28General

These Terms, together with your Order, the DPA, and the policies referenced above, are the entire agreement between us on their subject matter and supersede prior discussions. If any provision is held unenforceable, it is modified to the minimum extent necessary and the rest remains in effect (severability). A failure to enforce a right is not a waiver of it. Nothing creates a partnership, agency, or employment relationship, and there are no third-party beneficiaries except as expressly stated. Headings are for convenience only. The English-language version of these Terms controls unless a local-language version is required by mandatory law.

29Changes & contact

We may update these Terms from time to time. If we make material changes, we will update the “last updated” date and, where required by law or reasonable in the circumstances, give additional notice. Changes take effect when posted (or on any later stated date); your continued use after that means you accept them. If you do not agree, stop using the Service. Questions about these Terms: info@getpennix.ai.