Terms of Service and End-User Licence Agreement

Last updated: [[EFFECTIVE_DATE]]

Draft for legal review. Highlighted items are filled in before these terms take effect.

1. The agreement

These terms are an agreement between you and [[COMPANY_LEGAL_NAME]] ("we") for the Engagement AI: Social Manager apps and service ("Engagement AI"). By using Engagement AI you accept them. You use it for your business, and you must be at least 18 years old. If you use it for a company, you confirm that you may bind that company.

2. The service

Engagement AI helps a business answer its customers on Instagram: a shared inbox for messages and comments, replies, automations, AI-suggested and automatic replies based on the business's own knowledge base, insights, reports and publishing. Features and limits depend on your plan. Features may change as we improve the service, and we tell you in advance about changes that reduce what a paid plan includes.

3. Accounts and workspaces

You keep your sign-in secure and are responsible for what happens in your workspaces. A workspace owner decides who joins it and with which role, and is responsible for its members' use of the service.

4. Instagram

You may connect only Instagram professional accounts you are allowed to manage. Your use of Instagram through Engagement AI must follow Instagram's Terms of Use, its Community Guidelines and Meta's Platform Terms. Meta decides which features its platform offers and may change or limit them. Engagement AI is not made, endorsed or sponsored by Meta.

5. Acceptable use

You must not use Engagement AI to:

• send unsolicited, bulk or promotional messages: the app replies only to people who messaged or commented first, and you must not try to get around this;
• mislead or harass people, or send unlawful or infringing content;
• offer engagement bait, or buy or sell followers, likes or comments;
• scrape data, or collect data about people for purposes other than serving them;
• copy, decompile or reverse engineer the app, get around its limits or security, or overload the service.

We may suspend features or accounts that break these rules or put others at risk.

6. AI features

AI suggestions and automatic replies are generated by AI models and can be wrong. Prices, stock and policies come only from the knowledge base you maintain, and you are responsible for keeping it accurate, for reviewing suggestions before you send them, and for the settings under which AI replies automatically. Conversations where AI replies automatically carry a notice that the replies are AI-generated; this cannot be switched off. Where the law requires it, you also inform your customers that you use AI.

7. Your content and your customers' data

You keep all rights to your content and your customers' data. You allow us to process them only to provide the service to you. For your customers' data you are the controller and we are your processor; our Data Processing Agreement ([[DPA_URL]]) is part of these terms. Our Privacy Policy explains how we handle personal data.

8. Plans, purchases and renewals

• Paid plans, add-ons and message packs are sold only in the app, through the App Store or Google Play, at the price the store shows before you buy. The store charges you, and its terms apply to the payment.
• Subscriptions renew automatically at the end of each period unless you cancel at least 24 hours before. Manage or cancel them in your App Store or Google Play account settings. Deleting the app, your account or a workspace does not cancel a subscription.
• A free trial, where offered, turns into a paid subscription at its end unless you cancel before then.
• Add-ons are cancelled separately from the plan. Message packs are used up as AI replies are sent and do not expire.
• Refunds are handled by Apple or Google under their policies; this does not limit rights you have under consumer law.
• Plans include allowances and fair-use limits shown in the app. Replies you write yourself are never limited.

9. Availability

We work to keep Engagement AI available, but it may be interrupted for maintenance or by events outside our control, including changes or outages of Instagram, the app stores or our providers.

10. Ending the agreement

You can stop at any time by deleting your account (how). We may end or suspend your access for a serious or repeated breach of these terms, or if the law requires it; where reasonable we warn you first. What happens to your data is described in the Privacy Policy.

11. Warranties and liability

Engagement AI is provided "as is" to the extent the law allows. We are not liable for indirect or consequential losses, lost profits or lost data, and our total liability is limited to [[LIABILITY_CAP]]. Nothing in these terms limits liability that cannot be limited by law. You are responsible for claims that arise from your content or from your use of the service in breach of these terms.

12. Apple App Store terms

If you downloaded Engagement AI from the Apple App Store:

• These terms are between you and us, not Apple. We, not Apple, are responsible for the app and its content.
• Your licence is limited to using the app on Apple-branded products you own or control, as the Usage Rules in the App Store Terms of Service allow.
• Apple has no obligation to provide maintenance or support for the app.
• If the app fails to meet an applicable warranty, you may notify Apple, and Apple will refund the purchase price, if any; Apple has no other warranty obligation for the app.
• We, not Apple, are responsible for addressing any claims about the app, including product liability, failure to meet legal or regulatory requirements, and consumer protection claims, and for investigating and resolving any claim that the app infringes a third party's intellectual property rights.
• You confirm that you are not in a country subject to a U.S. Government embargo or designated as a "terrorist supporting" country, and that you are not on any U.S. Government list of prohibited or restricted parties.
• You must comply with any third-party terms that apply when you use the app.
• Apple and its subsidiaries are third-party beneficiaries of these terms and may enforce them against you.

13. Law and disputes

These terms are governed by [[GOVERNING_LAW]], and disputes go to [[COURTS]], without depriving consumers of the protection of the mandatory laws of their country.

14. Changes and contact

We may update these terms and tell you in the app or by email before a material change takes effect; continuing to use Engagement AI after that means you accept the change. Questions: support@engagementai.net, [[COMPANY_ADDRESS]].