Terms of Service

1. Acceptance of Terms

By accessing or using the AdaptiveReply platform (the "Service") operated by AdaptiveReply ("we," "us," or "our"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you must not use the Service.

2. Description of Service

AdaptiveReply is a customer engagement and social commerce platform that enables users to:

• Connect business social media accounts (Facebook, Instagram, WhatsApp) to manage conversations in a unified inbox.
• Automate responses using AI-powered chatbots.
• Schedule and publish social media posts.
• Manage orders, appointments, and product catalogs.
• Integrate with e-commerce platforms (Shopify, WooCommerce) for product and order synchronization.
• Connect Gmail accounts for email management.
• Send SMS notifications via integrated SMS providers.
• Deploy embeddable web chat widgets on external websites.

3. Eligibility

You must be at least 16 years of age to use the Service. By using the Service you represent and warrant that you meet this requirement and have the legal capacity to enter into these Terms. If you are using the Service on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

4. Account Registration

You must provide accurate and complete information when creating an account. You are solely responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account.

5. Acceptable Use

You agree not to:

• Use the Service for any unlawful purpose or in violation of any applicable law or regulation.
• Violate the terms of service of any third-party platform connected through the Service (including Meta's Platform Terms and Community Standards, Google's API Services User Data Policy, Shopify's API Terms, and WooCommerce's Terms).
• Send unsolicited messages, spam, or engage in any form of abuse through the Service.
• Send bulk or automated SMS messages without proper recipient consent.
• Attempt to gain unauthorized access to the Service, other user accounts, or any related systems or networks.
• Interfere with, disrupt, or impose an unreasonable burden on the Service or its infrastructure.
• Use the Service to transmit malware, viruses, or other harmful code.
• Reverse-engineer, decompile, or disassemble any part of the Service.
• Use the AI chatbot features to generate content that is illegal, harmful, deceptive, or violates any third party's rights.
• Resell, sublicense, or redistribute access to the Service without our prior written consent.
• Use the Service to collect, store, or process personal data in violation of applicable data protection laws.

6. Your Content & Data

You retain ownership of any content you submit, upload, or transmit through the Service ("Your Content"). By using the Service you grant us a limited, non-exclusive, worldwide license to use, process, store, and transmit Your Content solely as necessary to provide and improve the Service.

You are solely responsible for Your Content, including all messages sent through the Service and all data you collect from your end-users. You represent and warrant that you have all necessary rights and consents to collect, use, and process any data you submit to the Service, including personal data of your contacts and end-users.

7. Your Role as Data Controller

When you use the Service to process personal data of your end-users, customers, or contacts, you act as the data controller (or equivalent under applicable law) and we act as the data processor. As the data controller, you are responsible for:

• Obtaining all necessary consents and legal bases for collecting and processing personal data of your end-users through the Service.
• Providing appropriate privacy notices to your end-users about how their data is collected and processed.
• Ensuring your use of the Service complies with all applicable data protection laws (including GDPR, CCPA, and any local data protection regulations).
• Responding to data subject requests from your end-users (access, deletion, portability).

We process your end-users' data solely on your behalf and in accordance with your instructions as provided through the Service. A Data Processing Agreement (DPA) is available upon request by contacting us at the email address provided in Section 21.

8. Third-Party Platforms & Integrations

The Service integrates with the following categories of third-party platforms:

• Meta Platforms: Facebook Pages, Instagram Business Accounts, and WhatsApp Business for messaging, comments, and page management.
• Google Services: Gmail for email management and synchronization.
• E-commerce Platforms: Shopify and WooCommerce for product catalog, order, and customer data synchronization.
• SMS Providers: Third-party SMS gateway services for sending appointment and order notifications.
• AI Service Providers: Third-party large language model (LLM) providers for powering chatbot and automation features.
• Cloud Infrastructure: Cloud hosting, storage (CDN), and database providers.
• Payment Processors: Third-party billing and subscription management services.

Your use of these integrations is subject to the respective third-party terms and policies. We are not responsible for the availability, accuracy, or practices of any third-party platform. Changes made by third-party platforms to their APIs, terms, or services may affect the functionality of our Service, and we shall not be liable for any such changes.

9. AI-Powered Features

The Service includes AI-powered chatbot and automation features. When you enable these features, message content and relevant context may be sent to third-party AI service providers to generate responses. These providers process data according to their own privacy policies and data handling practices.

AI-generated content is provided on an "as-is" basis. We do not guarantee the accuracy, completeness, or appropriateness of any AI-generated responses. You are solely responsible for reviewing, approving, and monitoring all automated content sent on your behalf. You acknowledge that AI outputs may occasionally be inaccurate, inappropriate, or unsuitable, and we shall not be liable for any consequences arising from AI-generated content, including but not limited to incorrect information, missed sales opportunities, or reputational damage.

10. SMS & Notification Services

If you configure SMS notification features, you are solely responsible for ensuring compliance with applicable telecommunications laws and regulations, including obtaining proper consent from recipients before sending SMS messages. We act solely as a technical intermediary and are not liable for any claims arising from your SMS communications.

11. Subscription Plans & Payments

Certain features of the Service are available only under paid subscription plans. Each plan includes defined usage limits (such as monthly messages, orders, appointments, connected accounts, and team members). If you exceed your plan's limits, access to the relevant features may be restricted until the next billing cycle or until you upgrade to a higher plan.

Pricing, plan details, and billing terms will be presented to you before purchase. All fees are non-refundable except as expressly stated or as required by applicable law. We reserve the right to modify pricing with reasonable advance notice. Downgrading your plan may result in loss of access to certain features or data beyond the lower plan's limits.

12. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT THAT AI-GENERATED CONTENT WILL BE ACCURATE, APPROPRIATE, OR SUITABLE FOR YOUR PURPOSES. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ADAPTIVEREPLY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

WITHOUT LIMITATION, WE SHALL NOT BE LIABLE FOR: (A) ANY ACTIONS TAKEN BY THIRD-PARTY PLATFORMS (INCLUDING SUSPENSION OR TERMINATION OF YOUR ACCOUNTS ON THOSE PLATFORMS); (B) ANY LOSS OR DAMAGE RESULTING FROM AI-GENERATED CONTENT; (C) ANY LOSS OR DAMAGE CAUSED BY SMS MESSAGES SENT THROUGH THE SERVICE; (D) ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA; (E) ANY LOSS OF DATA DUE TO THIRD-PARTY PLATFORM API CHANGES OR OUTAGES.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED US DOLLARS ($100), WHICHEVER IS GREATER.

14. Indemnification

You agree to indemnify, defend, and hold harmless AdaptiveReply and its officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use of the Service; (b) Your Content; (c) your violation of these Terms; (d) your violation of any third-party right, including intellectual property, privacy, or publicity rights; (e) any claim that Your Content or your use of the Service caused damage to a third party; (f) your failure to comply with applicable data protection laws in your capacity as data controller; (g) any SMS or other communications you send through the Service; or (h) any claims from your end-users relating to their personal data.

15. Account Deletion

You may request deletion of your account at any time through your account settings or by contacting us at the email address in Section 21. Upon receiving a valid deletion request, we will permanently delete your personal data and, if you are the sole member of your organization, all associated organization data (including messages, contacts, orders, appointments, connected account data, and media files) within 30 days. Deletion is irreversible.

We will acknowledge your deletion request within 3 business days and notify you via email once the deletion process is complete.

16. Termination

We may suspend or terminate your access to the Service at any time for violation of these Terms, applicable laws, or third-party platform policies. Where reasonably practicable, we will provide you with notice before suspension or termination. You may terminate your account at any time as described in Section 15. Upon termination, your right to use the Service ceases immediately. Sections that by their nature should survive termination (including but not limited to Sections 12, 13, 14, and 18) shall survive.

17. Force Majeure

We shall not be liable for any failure or delay in performing our obligations under these Terms where such failure or delay results from circumstances beyond our reasonable control, including but not limited to: natural disasters, acts of war or terrorism, pandemics, government actions, power outages, internet or telecommunications failures, third-party platform outages or API changes, cyberattacks, or any other force majeure event.

18. Modifications to the Service & Terms

We reserve the right to modify, suspend, or discontinue any part of the Service at any time without liability. We may update these Terms from time to time. We will notify you of material changes by posting the revised Terms on this page and updating the "Last updated" date. Your continued use of the Service after changes constitutes acceptance of the revised Terms.

19. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the jurisdiction in which AdaptiveReply is established, without regard to conflict of law principles. Any dispute arising out of or relating to these Terms or the Service shall be resolved through binding arbitration or in the competent courts of that jurisdiction, at our sole discretion.

20. Severability & Entire Agreement

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect. These Terms, together with our Privacy Policy, constitute the entire agreement between you and AdaptiveReply regarding the Service and supersede all prior agreements and understandings.

21. Contact Us

If you have questions about these Terms, please contact us at: info@adaptivereply.com