Terms and Conditions of Service

Important plain-English summary

This summary is included to make the commercial position clear. If there is any conflict between this summary and the formal clauses below, the formal clauses below and the applicable Order Form / Proposal control.

• NeuralAdX Ltd services are intended for business clients only.
• AI platforms, search engines, Otterly.ai, hosting systems, CMS plugins, algorithms, and third-party tools are outside NeuralAdX Ltd’s control.
• The AI Citation Performance Guarantee is not a refund guarantee. The remedy is continued GEO service for up to 12 additional months after the initial six-month target date, at no additional service fee, subject to eligibility, cooperation, measurement, exclusions, and these Terms.
• Pro GEO target: 2× the agreed baseline AI citation quantity, unless the Order Form states a different written target.
• Elite GEO target: 3× the agreed baseline AI citation quantity, unless the Order Form states a different written target.
• If the baseline is zero, a specific minimum citation target must be stated in the Order Form / Proposal.
• Client delays, lack of access, non-cooperation, website changes, technical blocks, third-party interference, or overlapping providers can pause, suspend, or invalidate the guarantee.

1. Acceptance and scope

1.1 These Terms and Conditions of Service (“Terms”) govern: (a) use of the NeuralAdX Ltd website; and (b) the purchase and delivery of NeuralAdX Ltd Generative Engine Optimisation services (“Services”).

1.2 A legally binding agreement is formed when the Client signs an Order Form, accepts a Proposal, pays an invoice, confirms acceptance by email, ticks an online acceptance box, or instructs NeuralAdX Ltd to start Services after receiving these Terms.

1.3 These Terms apply to the fullest extent permitted by law. Nothing in these Terms excludes or limits rights, remedies, or liabilities that cannot lawfully be excluded or limited.

1.4 Website visitors who do not purchase Services must use the website lawfully and must not interfere with the website, copy protected materials, scrape content unlawfully, or misuse the website.

2. Business clients only

2.1 The Services are intended for business clients only. By purchasing Services, the Client confirms that it is acting wholly or mainly for business, trade, craft, or professional purposes and not as a consumer.

2.2 If an individual purchases Services, that individual confirms they are purchasing for business or professional purposes.

2.3 NeuralAdX Ltd does not knowingly contract with consumers for the Services unless expressly agreed in writing. If mandatory consumer protection laws apply, nothing in these Terms limits those statutory rights.

3. Authority to contract

3.1 The person accepting these Terms, signing an Order Form, accepting a Proposal, paying an invoice, or instructing NeuralAdX Ltd to start Services warrants that they have full authority to bind the Client.

3.2 If the person does not have authority, that person may be personally responsible for losses, costs, or unpaid fees caused by unauthorised instruction.

4. Definitions

4.1 “Agreement” means the contract between NeuralAdX Ltd and the Client made up of the Order Form / Proposal, these Terms, and any schedules or policies incorporated by reference.

4.2 “AI Citation” means a reference, citation, link, source selection, or other measurable citation-type visibility signal recorded by the agreed measurement source for the relevant prompts, platforms, and reporting window.

4.3 “AI Citation Performance Guarantee” or “Guarantee” means the limited performance remedy set out in Schedule 1.

4.4 “Baseline Measurement Record” means the record confirming the starting citation quantity, target quantity, measurement tool, prompts, platforms, assessment dates, package, and guarantee status.

4.5 “Client”, “you”, and “your” mean the business, organisation, sole trader, partnership, individual acting for business purposes, or other legal person purchasing the Services.

4.6 “Deliverables” means outputs provided by NeuralAdX Ltd, including audits, reports, strategy documents, content briefs, structured data drafts, technical recommendations, implementation notes, prompt reports, benchmark reports, and related materials.

4.7 “GEO” means Generative Engine Optimisation: work intended to improve AI platform visibility, entity clarity, machine-readable relevance, citation potential, and retrieval readiness.

4.8 “Order Form” or “Proposal” means any written commercial document, accepted quote, email agreement, invoice-backed offer, or signed service document specifying the package, fees, term, scope, and commercial conditions.

4.9 “Third-Party Platforms” include AI engines, search engines, Otterly.ai, analytics tools, hosting providers, CMS platforms, plugins, AI tools, social networks, browsers, payment providers, and other third-party systems.

5. Order Forms, Proposals, and priority of documents

5.1 If there is a conflict between contract documents, the order of priority is: (1) a signed or expressly accepted Order Form / Proposal; (2) the Baseline Measurement Record for guarantee measurement matters; (3) these Terms; (4) any schedule, policy, or page referenced by these Terms.

5.2 The Order Form / Proposal should state the package, fees, billing date, minimum term, cancellation terms, service scope, whether the Guarantee applies, and any special exclusions or assumptions.

5.3 Any guarantee claim made on a pricing page, email, proposal, call, landing page, social post, or marketing material is subject to these Terms, Schedule 1, the Baseline Measurement Record, Client cooperation, and all exclusions.

6. Services, standards, and no professional advice

6.1 NeuralAdX Ltd will provide the Services described in the Order Form / Proposal or the applicable service page description.

6.2 NeuralAdX Ltd will provide the Services with reasonable care and skill.

6.3 NeuralAdX Ltd may update tactics, workflows, recommendations, prompts, measurement methods, content structures, technical methods, and implementation priorities where reasonably necessary to respond to AI platform, search engine, algorithmic, technical, legal, or market changes, provided the Services remain substantially consistent with the agreed package.

6.4 The Services are marketing and business optimisation services. NeuralAdX Ltd does not provide legal, tax, financial, medical, regulatory, investment, or professional compliance advice.

6.5 The Client remains responsible for its own business decisions, legal compliance, commercial claims, regulated statements, pricing, advertising, and website content.

7. Third-party platforms, AI systems, and measurement tools

7.1 The Client acknowledges that AI platforms, search engines, model providers, citation systems, analytics tools, Otterly.ai, hosting providers, CMS plugins, browser behaviour, and other Third-Party Platforms are outside NeuralAdX Ltd’s control.

7.2 Third-Party Platforms may change behaviour, policies, interfaces, APIs, crawlability, ranking systems, citation behaviour, sampling, coverage, availability, or reporting methods at any time.

7.3 NeuralAdX Ltd is not responsible for Third-Party Platform outages, data delays, sampling limitations, reporting changes, algorithmic changes, model updates, account restrictions, crawl restrictions, or measurement changes, but will use commercially reasonable efforts to mitigate disruption where the issue materially affects the Services.

7.4 Where a measurement source is agreed for guarantee purposes, that measurement source is used to assess the Guarantee unless there is a manifest error or the parties agree a replacement in writing.

8. Client responsibilities

8.1 The Client must provide timely access, approvals, information, brand details, business details, website access, CMS access, analytics access, hosting cooperation, technical cooperation, and feedback reasonably required by NeuralAdX Ltd.

8.2 The Client warrants that all materials, claims, images, testimonials, data, business descriptions, credentials, case studies, pricing, and instructions supplied to NeuralAdX Ltd are accurate, lawful, properly authorised, and do not infringe third-party rights.

8.3 The Client is solely responsible for the truthfulness, legality, substantiation, and regulatory compliance of claims made about the Client’s business, products, services, results, awards, testimonials, pricing, guarantees, accreditations, case studies, professional status, or regulated activities.

8.4 The Client must not ask NeuralAdX Ltd to publish, optimise, support, or amplify unlawful, misleading, fraudulent, defamatory, discriminatory, harmful, infringing, or unsubstantiated content.

8.5 The Client is responsible for maintaining backups, secure hosting, plugin updates, password security, administrator access controls, software licences, domain renewals, DNS control, and disaster recovery unless expressly included in the Services.

9. Access, approvals, delays, and cooperation

9.1 NeuralAdX Ltd’s ability to deliver the Services depends on the Client’s website, hosting, CMS, technical setup, content accuracy, business reputation, cooperation, and implementation approval.

9.2 The Client must respond to reasonable requests within a commercially reasonable time. Where the Client’s delay prevents or materially restricts delivery, NeuralAdX Ltd may adjust timelines, pause work, suspend Services, or treat the delay as Client non-cooperation.

9.3 The Guarantee assessment period will be paused for any period during which NeuralAdX Ltd is unable to perform the Services materially because of Client delay, lack of access, failure to approve Deliverables, failure to provide requested information, website downtime, CMS restrictions, hosting failures, technical blocks, third-party interference, or any matter outside NeuralAdX Ltd’s reasonable control.

9.4 Before implementing technical recommendations or granting NeuralAdX Ltd website access, the Client must ensure that a complete and restorable backup exists. NeuralAdX Ltd is not responsible for loss that could have been avoided by the Client maintaining proper backups, except to the extent caused by NeuralAdX Ltd’s negligence and subject to the liability cap.

9.5 Unless expressly agreed in writing, the Services do not include emergency support, out-of-hours support, guaranteed response times, hosting support, malware removal, website recovery, or business continuity services.

10. Fees, billing, VAT, and payment

10.1 Fees are as stated in the Order Form / Proposal, invoice, or applicable pricing page.

10.2 Unless stated otherwise, fees are exclusive of VAT, which will be added where applicable.

10.3 NeuralAdX Ltd is not required to commence or continue Services for any billing period until cleared payment for that period has been received.

10.4 Payment is due by direct bank transfer or any other method expressly accepted by NeuralAdX Ltd. The first payment is due before NeuralAdX Ltd commences work unless agreed otherwise in writing.

10.5 If payment is late, NeuralAdX Ltd may suspend Services until payment is received. Suspension caused by late payment does not extend deadlines in favour of the Client and may pause or invalidate guarantee eligibility.

10.6 If the Client fails to pay any undisputed invoice by the due date, NeuralAdX Ltd may charge statutory interest, fixed-sum compensation, and reasonable debt recovery costs under applicable late-payment legislation.

10.7 Fees are payable for Services performed and are not conditional on the Client’s satisfaction with commercial outcomes, subjective preferences, AI platform behaviour, rankings, traffic, leads, revenue, or citation results, except for the sole and exclusive remedy expressly stated in the AI Citation Performance Guarantee.

10.8 The Client must not initiate a chargeback, payment reversal, or bank dispute without first notifying NeuralAdX Ltd in writing and allowing NeuralAdX Ltd a reasonable opportunity to investigate and respond. This does not affect statutory rights that cannot be excluded.

10.9 All fees are payable in full without deduction, withholding, set-off, or counterclaim. If any withholding tax or similar deduction is required by law outside the United Kingdom, the Client must increase the payment so that NeuralAdX Ltd receives the full amount it would have received had no deduction been required.

11. Term, renewal, cancellation, and minimum terms

11.1 The initial term is as stated in the Order Form / Proposal. Where the Guarantee applies, the minimum paid term is six consecutive months unless the Order Form states a longer minimum term.

11.2 After any agreed minimum term, the Services continue on a monthly rolling basis unless either party gives at least one full month’s written notice to cancel.

11.3 Cancellation takes effect at the end of the next full billing month after valid written notice is received, unless NeuralAdX Ltd agrees an earlier date in writing.

11.4 Where the Client commits to a minimum term, early cancellation does not release the Client from paying fees due for the remainder of that minimum term, unless NeuralAdX Ltd agrees otherwise in writing.

11.5 Cancellation does not waive fees already accrued, unpaid invoices, minimum-term fees, or any rights that arose before cancellation.

12. Scope and change control

12.1 Work outside the agreed scope may be quoted separately or handled as a written variation.

12.2 Out-of-scope work may include website redesign, paid advertising, PR placement fees, third-party software fees, hosting, custom development, legal review, regulated-sector compliance review, emergency support, malware recovery, extensive content migration, major technical remediation, or work on additional websites not listed in the Order Form.

12.3 NeuralAdX Ltd may refuse out-of-scope work where it is not commercially, legally, technically, or reputationally appropriate.

13. Deliverables, acceptance, and revisions

13.1 Deliverables will be provided in the format NeuralAdX Ltd considers appropriate unless a format is specified in the Order Form.

13.2 Deliverables are deemed accepted unless the Client notifies NeuralAdX Ltd of a specific material issue within seven days of delivery.

13.3 Minor edits, stylistic preferences, requests for additional work, or changes in Client preference do not prevent acceptance of a Deliverable.

13.4 NeuralAdX Ltd may correct errors, clarify recommendations, or revise Deliverables where reasonably appropriate, but is not required to perform unlimited revisions unless expressly agreed.

14. Intellectual property

14.1 NeuralAdX Ltd retains all rights in its methodologies, frameworks, processes, systems, prompts, templates, know-how, training materials, internal tools, analysis methods, reporting structures, and pre-existing intellectual property.

14.2 The Client retains ownership of its pre-existing materials.

14.3 Upon payment of all fees due, NeuralAdX Ltd grants the Client a non-exclusive, non-transferable licence to use the Deliverables for the Client’s own internal business purposes and on the Client’s own web properties.

14.4 The Client must not copy, reverse engineer, disclose, publish, resell, adapt, train systems on, or use NeuralAdX Ltd methodologies, frameworks, templates, prompts, reports, audits, or Deliverables to create, support, or improve a competing service.

14.5 The Client must not provide NeuralAdX Ltd materials to another GEO, SEO, AI visibility, marketing, PR, or technical optimisation provider for replication, reuse, benchmarking, or reverse engineering without written permission.

14.6 The Client must not resell or commercially redistribute Deliverables or NeuralAdX Ltd frameworks without written permission.

15. Confidentiality

15.1 Each party must keep confidential information secret and use it only for performing or administering the Agreement.

15.2 Confidentiality does not apply to information that is public other than through breach, independently developed, lawfully obtained from a third party, already known without restriction, or required to be disclosed by law.

15.3 NeuralAdX Ltd may retain records of acceptance, instructions, approvals, implementation logs, reports, baseline measurements, communications, and service activity for contract administration, dispute prevention, compliance, and legitimate business purposes.

16. Data protection and privacy

16.1 Each party will comply with applicable data protection laws, including the UK GDPR and Data Protection Act 2018 where applicable.

16.2 Depending on the work, either party may act as controller, processor, or independent controller. Where Article 28 UK GDPR processor terms are required, Schedule 2 applies unless the parties sign a separate Data Processing Agreement.

16.3 The Client is responsible for ensuring it has a lawful basis for any personal data it provides to NeuralAdX Ltd.

16.4 The Client must not provide NeuralAdX Ltd with special category personal data, criminal offence data, payment card data, medical data, passwords in insecure channels, or unnecessary personal data unless expressly agreed in writing and appropriate safeguards are in place.

16.5 NeuralAdX Ltd may use reputable third-party processors and subprocessors where reasonably necessary to deliver, administer, measure, secure, or support the Services.

16.6 Where international transfers of personal data are required, the parties will use appropriate safeguards where legally required.

17. AI tools, analytics tools, and software use

17.1 NeuralAdX Ltd may use AI systems, analytics platforms, SEO/GEO tools, citation monitoring tools, project management tools, structured data tools, content tools, and other third-party software to perform the Services.

17.2 NeuralAdX Ltd will use reasonable care when selecting tools, but does not guarantee the availability, accuracy, continuity, security, outputs, model behaviour, or reporting methods of third-party systems.

17.3 The Client must not provide confidential, regulated, personal, or sensitive information for use in AI tools unless NeuralAdX Ltd expressly requests it and appropriate arrangements are in place.

18. Marketing communications, cookies, and published claims

18.1 Where NeuralAdX Ltd sends electronic marketing communications, it will seek to do so in line with applicable PECR and data protection requirements.

18.2 The NeuralAdX Ltd website may use cookies or similar technologies. Where consent is required for non-essential cookies, NeuralAdX Ltd will seek consent.

18.3 Any public reference to the AI Citation Performance Guarantee is subject to these Terms, Schedule 1, package eligibility, baseline measurement, Client cooperation, exclusions, and the sole remedy stated in this Agreement.

18.4 If NeuralAdX Ltd is asked to draft or optimise marketing claims for the Client, the Client remains responsible for checking that those claims are accurate, lawful, substantiated, and suitable for the Client’s industry and jurisdiction.

18.5 NeuralAdX Ltd may identify the Client as a client and use the Client’s name or logo in its portfolio unless the Client opts out in writing. Detailed case studies, confidential results, private data, or unpublished materials will not be published without the Client’s consent.

19. Warranties, disclaimers, and no guaranteed commercial outcomes

19.1 NeuralAdX Ltd will provide the Services with reasonable care and skill.

19.2 Except as expressly stated in Schedule 1, NeuralAdX Ltd does not guarantee rankings, traffic, leads, sales, revenue, profit, enquiries, conversions, press coverage, investor interest, brand reputation, search engine rankings, AI responses, AI citations, AI recommendations, AI platform visibility, or business results.

19.3 AI citation increases, brand mentions, AI visibility, rankings, impressions, or traffic do not guarantee enquiries, sales, revenue, profitability, investor interest, press coverage, or commercial success.

19.4 NeuralAdX Ltd is not responsible for reduced performance caused by weak technical infrastructure, poor website quality, inaccurate business information, low authority, lack of content, poor reputation, client refusal to implement recommendations, platform changes, competitor activity, or other matters outside NeuralAdX Ltd’s reasonable control.

20. AI Citation Performance Guarantee incorporated

20.1 If the Client purchases Pro GEO or Elite GEO and satisfies all eligibility requirements, the AI Citation Performance Guarantee applies only as set out in Schedule 1.

20.2 If there is any inconsistency between marketing copy and Schedule 1, Schedule 1 prevails.

20.3 The Guarantee is a limited contractual remedy. It is not a refund guarantee, revenue guarantee, lead guarantee, ranking guarantee, or promise that Third-Party Platforms will behave in any particular way.

21. Suspension and termination

21.1 NeuralAdX Ltd may suspend or terminate Services immediately if: (a) fees are overdue; (b) the Client breaches these Terms and fails to remedy within a reasonable period; (c) the Client requests unlawful, misleading, harmful, or infringing work; (d) continued performance would expose NeuralAdX Ltd to legal, regulatory, technical, security, or reputational risk; (e) the Client fails to provide required cooperation; or (f) the Client engages another provider in a way that materially interferes with the Services or Guarantee.

21.2 Termination does not affect rights accrued before termination, including unpaid fees, confidentiality obligations, intellectual property protections, liability limits, indemnities, and dispute provisions.

22. International clients and local law

22.1 NeuralAdX Ltd may provide Services to clients outside the United Kingdom.

22.2 Unless expressly agreed otherwise in writing, this Agreement is governed by the laws of England and Wales and the courts of England and Wales have exclusive jurisdiction.

22.3 The Client is responsible for ensuring that its website, marketing claims, data use, advertising, regulatory disclosures, sector-specific compliance, and use of Deliverables comply with all laws applicable to the Client in its own country, state, province, region, or territory.

22.4 NeuralAdX Ltd does not warrant that Deliverables are suitable for every jurisdiction outside England and Wales.

22.5 Where mandatory local law applies and cannot lawfully be excluded, these Terms apply to the fullest extent permitted by that local law.

23. Prohibited use, sanctions, and reputational risk

23.1 The Client must not use the Services for unlawful, fraudulent, harmful, misleading, defamatory, infringing, abusive, discriminatory, or high-risk activity.

23.2 NeuralAdX Ltd may refuse, suspend, or terminate Services where it reasonably believes that providing Services may breach sanctions, export controls, anti-bribery laws, anti-money laundering laws, platform policies, professional standards, or expose NeuralAdX Ltd to legal, regulatory, reputational, or security risk.

23.3 NeuralAdX Ltd may refuse to work on sectors, claims, jurisdictions, topics, websites, or campaigns it considers legally, ethically, technically, or reputationally unsuitable.

24. Limitation of liability

24.1 Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation, or any liability that cannot lawfully be excluded or limited.

24.2 Subject to clause 24.1, NeuralAdX Ltd’s total aggregate liability arising out of or in connection with the Agreement, whether in contract, tort, negligence, misrepresentation, restitution, breach of statutory duty, or otherwise, shall not exceed the total fees actually paid by the Client to NeuralAdX Ltd in the six months immediately preceding the event giving rise to the claim.

24.3 Subject to clause 24.1, NeuralAdX Ltd is not liable for indirect, consequential, special, punitive, or exemplary losses, loss of profits, loss of revenue, loss of business, loss of goodwill, loss of anticipated savings, loss of opportunity, loss of data, loss of reputation, loss of contracts, or loss caused by Third-Party Platforms.

24.4 The parties agree that these limitations are reasonable having regard to the nature of the Services, the monthly subscription fees, the Client’s ability to obtain insurance, the role of Third-Party Platforms, and the fact that NeuralAdX Ltd does not control AI engines, search engines, hosting providers, analytics platforms, or third-party tools.

25. Client indemnity

25.1 The Client will indemnify NeuralAdX Ltd against claims, losses, damages, liabilities, costs, and expenses arising from: (a) materials supplied by the Client that infringe rights or are unlawful; (b) the Client’s breach of data protection, advertising, consumer, marketing, sector-specific, or local laws; (c) the Client’s misuse of Deliverables; (d) claims made on the Client’s website that the Client instructs NeuralAdX Ltd to publish or that the Client publishes independently; (e) the Client’s breach of confidentiality or intellectual property restrictions; or (f) the Client’s unauthorised, inaccurate, misleading, or unlawful instructions.

26. Force majeure

26.1 Neither party is liable for delay or failure caused by events beyond reasonable control, including third-party platform outages, hosting failures, cyber incidents, model changes, algorithm changes, strikes, network failures, legal restrictions, regulatory changes, war, terrorism, pandemic, natural disaster, power failure, or changes in third-party policies.

27. Notices

27.1 Notices must be in writing and sent to the contact details stated in the Order Form or these Terms.

27.2 Notices to NeuralAdX Ltd should be sent to [email protected] unless another notice address is stated in the Order Form.

28. Entire agreement and non-reliance

28.1 This Agreement constitutes the entire agreement between the parties and supersedes prior discussions, proposals, emails, calls, statements, or marketing materials unless expressly incorporated in the Order Form.

28.2 The Client confirms it has not relied on any statement, representation, promise, forecast, estimate, result claim, or guarantee not expressly set out in the Agreement.

28.3 Nothing in this clause limits liability for fraud or fraudulent misrepresentation.

29. Assignment, subcontracting, and third-party rights

29.1 The Client may not assign, transfer, subcontract, or deal with its rights or obligations under the Agreement without NeuralAdX Ltd’s written consent.

29.2 NeuralAdX Ltd may subcontract or delegate parts of the Services where reasonably necessary, provided NeuralAdX Ltd remains responsible for the Services subject to these Terms.

29.3 Unless expressly stated, no person other than the parties has rights to enforce the Agreement.

30. Variation, waiver, and severability

30.1 Variations to the Agreement must be agreed in writing.

30.2 Failure to enforce a provision does not waive the right to enforce it later.

30.3 If any provision is held invalid, unlawful, or unenforceable, the remaining provisions remain in force. The invalid provision shall be modified only to the minimum extent necessary to make it valid, lawful, and enforceable.

30.4 The version of the Terms in force at the date the Client accepts the Order Form, pays an invoice, or instructs Services applies to that purchase unless the parties agree updated terms in writing.

31. Disputes and complaints

31.1 Before issuing legal proceedings, either party must first notify the other in writing of the dispute, provide reasonable details, and allow 14 days for senior-level resolution discussions, except where urgent injunctive relief, debt recovery, confidentiality protection, or intellectual property protection is required.

31.2 A dispute does not suspend the Client’s obligation to pay undisputed invoices.

32. Governing law and jurisdiction

32.1 The Agreement is governed by the laws of England and Wales.

32.2 The courts of England and Wales have exclusive jurisdiction, except where mandatory law requires otherwise or where NeuralAdX Ltd seeks urgent injunctive relief, debt recovery, or enforcement in another jurisdiction.

Schedule 1

AI Citation Performance Guarantee

1. Overview

1.1 This Schedule sets out the full terms of the AI Citation Performance Guarantee. It replaces any inconsistent guarantee language in marketing materials, service descriptions, emails, calls, or proposals unless a signed Order Form expressly states otherwise.

1.2 The Guarantee is a limited service-continuation remedy. It is not a refund promise, damages promise, cash alternative, lead guarantee, revenue guarantee, ranking guarantee, or general results guarantee.

2. Eligible packages

2.1 The Guarantee applies only to Pro GEO and Elite GEO clients where the Order Form / Proposal expressly confirms that the Guarantee applies.

2.2 The Client must complete six consecutive paid months of the eligible package without interruption, late-payment suspension, material breach, or material non-cooperation.

2.3 The Client must not engage a third party to perform materially similar or overlapping GEO, AI visibility, AI citation, SEO, technical optimisation, PR, or content optimisation services during the guarantee period unless NeuralAdX Ltd agrees in writing.

3. Baseline Measurement Record

3.1 Before substantive GEO work starts, NeuralAdX Ltd may create a Baseline Measurement Record recording the package, baseline citation quantity, measurement source, tracked prompts, tracked platforms, measurement window, target citation quantity, service start date, six-month target date, and guarantee status.

3.2 The Baseline Measurement Record forms part of the Agreement. The baseline, target, prompts, platforms, and assessment date stated in that record are final unless both parties agree otherwise in writing.

3.3 If a Baseline Measurement Record is not separately signed, the baseline and target may be evidenced by onboarding reports, email approval, invoice-backed proposal, dashboard screenshots, Otterly.ai reports, written client acceptance, or other reasonable written records.

4. Baseline and target

4.1 AI citations are measured using Otterly.ai unless the Order Form / Proposal states another measurement source.

4.2 The baseline is the seven-day rolling average AI citation quantity recorded during the onboarding measurement window before substantive GEO work commences, unless another measurement period is stated in the Baseline Measurement Record.

4.3 For Pro GEO, the target is two times the agreed baseline AI citation quantity unless the Order Form states a different written target.

4.4 For Elite GEO, the target is three times the agreed baseline AI citation quantity unless the Order Form states a different written target.

4.5 If the baseline AI citation quantity is zero, the applicable target shall be the specific minimum citation quantity stated in the Order Form / Proposal or Baseline Measurement Record. A multiplier does not apply to a zero baseline unless expressly agreed in writing.

4.6 Only citations recorded by the agreed measurement source for the agreed prompts, platforms, and assessment window count toward the Guarantee unless NeuralAdX Ltd agrees otherwise in writing.

5. Achievement definition

5.1 The Guarantee is achieved when the agreed measurement source records that the relevant AI citation quantity equals or exceeds the agreed target at any point during the initial six-month service period.

5.2 Achievement of the target does not require the target level to be maintained after the first qualifying achievement date unless expressly stated in the Order Form.

5.3 Third-party measurement changes, delayed reports, sampling limits, dashboard changes, or platform availability issues may affect reporting. Unless there is a manifest error, the agreed measurement source is used to determine whether the target has been achieved.

6. Remedy: up to 12 additional months of service

6.1 If the Client purchases Pro GEO or Elite GEO, satisfies all eligibility requirements, completes six consecutive paid months of service, and the agreed AI citation quantity target is not achieved during the initial six-month service period, NeuralAdX Ltd will continue providing the agreed GEO services for up to twelve additional months after the initial six-month target date at no additional service fee.

6.2 The additional service period consists of continued delivery of the same package level purchased by the Client during the initial six-month term, unless otherwise agreed in writing.

6.3 The additional service period does not include additional paid advertising, PR placement fees, third-party software fees, hosting fees, development work outside scope, website redesign, legal review, regulated-sector compliance, emergency support, paid media, or any services not included in the original package.

6.4 The additional service period ends on the earliest of: (a) the target being achieved; (b) twelve months after the initial six-month target date; (c) termination for Client breach; (d) material Client non-cooperation; (e) late payment of any paid services or third-party costs; or (f) a qualifying exclusion event.

6.5 This continuation of service is the Client’s sole and exclusive contractual remedy for failure to meet the AI citation quantity target. No refund, damages, credit, chargeback entitlement, or cash alternative applies, except where liability cannot lawfully be excluded or limited.

7. Guarantee clock pause

7.1 The initial six-month assessment period and any additional service period will be paused for any period where NeuralAdX Ltd is materially prevented, delayed, or restricted because of Client delay, lack of access, failure to approve Deliverables, failure to provide information, website downtime, CMS restrictions, hosting failure, technical barriers, legal review delays, third-party interference, or any matter outside NeuralAdX Ltd’s reasonable control.

8. Exclusions

8.1 The Guarantee does not apply, or may be suspended, paused, or invalidated, where performance is materially affected by:

• major AI platform, search engine, model, algorithm, policy, reporting, or citation-behaviour changes;
• Otterly.ai or other measurement-source outages, data restrictions, methodology changes, sampling changes, or reporting changes;
• Client delay, non-cooperation, lack of access, slow approvals, refusal to implement recommendations, or incomplete information;
• Client website downtime, hosting failure, CMS or plugin conflicts, domain issues, DNS issues, security incidents, malware, expired licences, or lack of backups;
• robots.txt restrictions, noindex tags, canonical errors, crawl blocks, indexing blocks, firewall restrictions, broken pages, removed pages, or technical implementation barriers;
• Client changes to business name, domain, website structure, core offer, location targeting, pricing, brand positioning, content, technical setup, or reputation without NeuralAdX Ltd approval;
• another provider performing overlapping GEO, SEO, AI visibility, content, PR, technical optimisation, or website work;
• unlawful, misleading, unsubstantiated, reputationally risky, or regulated claims;
• search engine penalties, manual actions, AI platform suppression, legal restrictions, regulatory restrictions, sanctions issues, or platform account restrictions;
• material competitor activity, market disruption, sector changes, public controversy, negative reviews, reputational damage, or events outside NeuralAdX Ltd’s reasonable control.

9. Non-transferable

9.1 The Guarantee is personal to the Client and package stated in the Order Form. It cannot be transferred to another company, website, domain, brand, package, owner, or project without NeuralAdX Ltd’s written consent.

Schedule 2

Data Processing Addendum

1. This Schedule applies where NeuralAdX Ltd processes personal data as processor for the Client as controller.

2. NeuralAdX Ltd will process personal data only on the Client’s documented instructions unless required by law to do otherwise.

3. The subject matter of processing is the delivery, administration, measurement, reporting, support, and improvement of the Services.

4. The duration of processing is the term of the Services and any reasonable retention period required for legal, accounting, compliance, dispute prevention, or legitimate business purposes.

5. The nature and purpose of processing may include accessing website systems, analytics data, contact details, business records, content assets, user accounts, prompt reports, platform reports, and communication records.

6. The types of personal data may include business contact details, user account details, email addresses, names, job titles, website user data visible in tools, analytics identifiers, and personal data contained in Client-supplied materials.

7. Categories of data subjects may include Client staff, contractors, customers, prospects, website users, business contacts, and other individuals whose data appears in Client systems or materials.

8. NeuralAdX Ltd will implement appropriate technical and organisational measures appropriate to the nature of the Services and the risks involved.

9. The Client gives NeuralAdX Ltd general written authorisation to use subprocessors where reasonably necessary to provide the Services. NeuralAdX Ltd remains responsible for subprocessors as required by applicable data protection law.

10. NeuralAdX Ltd will take reasonable steps to ensure persons authorised to process personal data are subject to confidentiality obligations.

11. NeuralAdX Ltd will assist the Client, taking into account the nature of the processing, with reasonable requests relating to data subject rights, security, breach response, data protection impact assessments, and controller obligations, where required by applicable law and proportionate to the Services.

12. At the end of the Services, NeuralAdX Ltd will delete or return personal data where required by law and reasonably requested, unless retention is required or permitted for legal, accounting, compliance, dispute prevention, or legitimate business purposes.

13. The Client must not provide unnecessary personal data and must not provide special category personal data, criminal offence data, payment card data, medical data, or highly sensitive personal data unless expressly agreed in writing.

14. Where international transfers are required, the parties will use appropriate safeguards where legally required.

Schedule 3

Compliance references

These references are included for transparency and do not replace the legal obligations in the clauses above.

• Consumer Rights Act 2015, section 49: service to be performed with reasonable care and skill
• Unfair Contract Terms Act 1977
• GOV.UK: charging interest on late commercial payments
• ICO: what needs to be included in controller-processor contracts
• ICO: brief guide to international transfers
• ASA CAP Code: misleading advertising rules and qualifications
• ICO: PECR guidance on electronic mail marketing
• ICO: cookies and similar technologies guidance