Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Rosel Group LTD., a limited liability company registered in Sofia, Bulgaria (UIC/EIK 206801487), operating under the trade name Emporiqa ("we," "us," or "our"), regarding your access to and use of our e-commerce online-salesperson platform (also described in marketing materials as a chat assistant for e-commerce) and related services (the "Service").

By accessing or using our Service, you agree to be bound by these Terms. If you disagree with any part of these Terms, you may not access the Service.

2. Description of Service

Emporiqa provides an e-commerce chat assistant platform that offers:

• Product discovery and search using vector embeddings
• 24/7 automated customer support
• Optional order tracking via store-provided API endpoint (HMAC-signed requests)
• Human handoff with confidence-based escalation to your support team
• In-chat cart operations: customers can add products to cart, update quantities, and proceed to checkout directly from the conversation
• Conversion tracking: chat session to purchase attribution, revenue dashboard, and order.completed webhook integration
• Customer satisfaction (CSAT): post-chat thumbs up/down ratings with aggregate scores on the dashboard
• Proactive chat triggers: behavior-based engagement (time on page, pages viewed, checkout page), configurable per store with rate limiting
• Chat widget interface with support in 65+ languages
• Official extensions for Drupal Commerce, WooCommerce, Sylius, PrestaShop, Shopware, and Magento 2 / Adobe Commerce, plus a generic webhook API for custom integrations
• Analytics dashboard with conversion funnel, widget engagement metrics, and conversation activity
• Customizable chat widgets and branding options
• Vector database-powered semantic search
• Complete platform management dashboard with product and page viewing
• Unlimited team member management with role-based access controls
• Chat history management with 90-day retention and full conversation access
• Billing management with invoice viewing and plan switching
• Store and account management including suspension and activation controls
• Activity logging and audit trails for all store-related activities
• User profile management allowing members to update their information

3. Account Registration and Eligibility

To access our Service, you must:

• Be acting for purposes relating to your business, trade, craft or profession, and operate or intend to operate an online store
• Be at least 18 years old and have legal capacity to enter into contracts
• Provide accurate, current, and complete information during registration
• Maintain the security of your account credentials
• Accept responsibility for all activities under your account
• Notify us immediately of any unauthorized use of your account

4. Plans and Billing

4.1 Plans

We offer the following plans:

• Pay-as-you-go ($0/month base + $0.25/conversation): No monthly base fee. Each new store receives a one-time $25 signup credit, granted when the store is created. The credit covers approximately 100 conversations and does not expire while the account remains active. After the credit is exhausted, conversations are billed at $0.25 each. A default monthly spending cap of $59 applies and can be raised or lowered from your billing dashboard; once the cap is reached, the chat widget pauses on the storefront for the rest of the billing period. AI model costs are bundled (no bring-your-own-key). No payment method is required at signup; a valid card on file is only required when the signup credit is exhausted (or to raise the spending cap). There is no trial deadline. Each store may sync up to 100,000 products and 500 store pages; contact us if you need more. See section 4.5 for signup-credit details and section 4.6 for widget-pause and inactivity-pause behavior.
• Enterprise Plan (Custom pricing): Custom volume commitments, dedicated support, custom integrations, and SLA guarantee. Contact us for a quote.

All plans include: Complete platform management access, 90-day chat history retention, conversion tracking with revenue attribution, customer satisfaction (CSAT) ratings, proactive chat triggers, in-chat cart operations, billing dashboard, activity logs, store management controls, and unlimited team member access with role-based permissions.

4.2 Conversation Counting and Usage Billing

What counts as a conversation: A conversation is one customer chat session. Multiple messages exchanged within the same session count as one conversation. A new conversation is counted when a customer returns to the chat after 24 hours of inactivity. Proactive chat triggers that do not receive a response from the customer are not counted as conversations.

• Signup credit: Each new store receives a one-time $25 signup credit, granted when the store is created. The credit applies before any conversations are billed and does not expire while the account remains active. No payment method is required at signup.
• Per-conversation rate: On the Pay-as-you-go plan, each billable conversation is charged at $0.25 once the signup credit is exhausted. There is no monthly base fee and no included allowance beyond the signup credit; you only pay for conversations that occur after the credit is used. Rates may change with 30 days' notice in accordance with section 4.3.
• Monthly spending cap: A default monthly cap of $59 applies to every Pay-as-you-go account. You can raise or lower the cap at any time from your billing dashboard. Once the cap is reached, the chat widget pauses on the storefront for the rest of the billing period (see section 4.6 for propagation timing). The cap protects you against unexpected usage spikes.
• AI model costs: All AI model usage costs are bundled into the per-conversation rate. We do not offer or support bring-your-own-key (BYOK) arrangements; you are not separately billed by any AI model provider.
• Payment method: No payment method is required at signup. A valid card on file is only required once the $25 signup credit is exhausted (to continue serving conversations) or earlier if you choose to raise the spending cap above the default. We may suspend the Service if the payment method later becomes invalid or a charge fails.
• Usage invoicing: Per-conversation charges (after the signup credit) are calculated at the end of each billing cycle and invoiced to your payment method on file. You can review accumulated usage at any time in your platform billing dashboard.
• Usage notifications: You will receive email notifications as your signup credit nears exhaustion and as your monthly usage approaches and reaches your spending cap, so you can add a card, raise the cap, or take other action.
• No trial deadline: The signup credit is not a time-limited free trial. There is no deadline by which a card must be added. The widget continues operating on credit until the credit runs out; if no card is on file at that point, the widget pauses (the chat bubble disappears from the storefront). It resumes once a card is added. See section 4.6.
• Measurement and dispute: Conversation counts are measured by Emporiqa's platform and reported to our payment processor for billing. If you believe a charge is incorrect, please contact us at [email protected] within 30 days of the invoice date so we can investigate while the underlying records are readily available. Contacting us later does not remove any right you have to dispute a charge.

4.3 Billing and Payment

• Monthly billing, in arrears: On the Pay-as-you-go plan there is no subscription fee and nothing is billed in advance. Conversation charges accrue as conversations are served and are invoiced at the end of each monthly billing cycle (yearly billing is not currently available)
• All fees are non-refundable except as required by law or as provided in these Terms
• Changes to our rates: We may change the per-conversation rate, the default spending cap, or introduce new charges on 30 days' notice by email. A change applies only to conversations served on or after the date it takes effect. It does not apply to a rate fixed for a committed term under a separate Enterprise agreement. If you do not accept a change you may cancel under section 12.1 before it takes effect
• Failure to pay may result in service suspension or termination
• Tax: The $0.25 per-conversation rate is tax-inclusive. Any VAT or sales tax we are required to charge is accounted for within that rate and is not added on top of it, and this does not change if we become registered for VAT: the rate you pay stays $0.25 per conversation either way. Where tax applies, your invoice will state the treatment required by law for your location and status, including a reverse-charge notation where you account for the tax yourself; in every case the total you pay remains $0.25 per conversation, subject only to the No deduction paragraph below
• Your own tax position: Where the reverse charge applies, you are responsible for accounting for the tax in your own country. You remain responsible for tax arising on your own business. You warrant that any VAT or tax identification number you give us is valid and correctly identifies you, and you will tell us promptly if it changes or ceases to be valid; if we are assessed for tax we did not charge because a number you gave us was invalid or incorrect, you will reimburse us that tax and any related interest or penalty
• No deduction: Amounts payable to us are payable in full, without deduction or withholding for any tax. If you are required by law to make such a deduction, you will increase the amount payable so that we receive what we would have received had no deduction been required
• Payment processing and your authorisation: All payments are securely processed through Stripe. On the Pay-as-you-go plan your account runs on a monthly billing cycle that renews automatically, but there is no recurring fee: the recurring element exists only to anchor the cycle, and its amount is $0. At the end of each cycle we total the conversations served, and you authorise us to charge the payment method on file for that amount. On this plan you will never be charged a subscription fee, and you will not be charged at all for a cycle in which no billable conversations were served
• Invoice access: All invoices and payment history are accessible through your platform billing dashboard
• Currency: All amounts stated in these Terms and on your invoices are in US dollars. Where we are required to state a tax amount in another currency, we convert at the rate required by the applicable law

4.4 Consumers and the Right of Withdrawal

The Service is offered only to businesses (see section 3), and the consumer right of withdrawal under EU law does not apply to a contract concluded in the course of a business. If, despite section 3, you are found to have contracted as a consumer, you may withdraw within 14 days of concluding the contract without giving a reason, by telling us at [email protected]. Because each new store receives a $25 credit and conversations are invoiced only after they are served, withdrawal in that period will normally leave nothing owing in either direction; where conversations were served at your express request during that period, you may be asked to pay a proportionate amount for them. Nothing in this section limits section 15.

4.5 Signup Credit

We grant a one-time $25 signup credit to each new store on the Pay-as-you-go plan. The credit is applied when the store is created. At $0.25 per conversation, the credit covers approximately 100 conversations. No payment method is required at signup, and there is no trial deadline.

The credit is granted per store: every store you create on the Pay-as-you-go plan receives its own $25 at the moment it is created, including a second store for a shop you already run here. It is meant once per real shop, though, and two genuinely different shops each keep their own credit, including a shop you run on a separate subdomain. If you are creating a store for a shop that has already received the credit, please tell us. Where the credit has been issued more than once for the same shop, we may remove any part of it you have not yet used; we will tell you before we do so and you may ask us to review it, and we will not bill you for conversations already served on it. The credit does not expire while the account remains active. Credit balance is visible in your billing dashboard. If you add a card before the credit is exhausted, the credit is consumed first; per-conversation billing begins only after the credit reaches zero. The credit is non-transferable, has no cash value, and cannot be refunded.

4.6 Widget Pause and Inactivity Pause

When the $25 signup credit is exhausted and no valid payment method is on file, the chat widget pauses on your storefront (the chat bubble is no longer rendered to shoppers). We email you before this happens, when roughly 25 conversations of credit remain, and again when it reaches zero. Your account, catalog data, conversation history, dashboard access, and configuration are preserved. Adding a valid card resumes the widget immediately. No charges are made until a card is added and additional conversations are served.

• Widget pause after a failed payment: If a charge is declined, we email you and the chat keeps running while your bank retries. If the payment has still not gone through 7 days after the end of that billing period, the widget pauses until it does.
• Widget pause on credit exhaustion: If no card is on file when the signup credit reaches zero, the chat widget pauses on the storefront. Existing conversations already in progress complete normally; no new conversations are served until a card is added. We notify you by email before the credit runs out and again when it does.
• Up to about 5 minutes to take effect: The chat widget configuration is cached for performance, so for up to about 5 minutes after the cap is reached or the signup credit is exhausted the chat bubble can still appear on your storefront, including on pages a shopper already had open. No conversation is started or charged during that window. The check runs when a conversation begins, not when the widget loads, so a shopper who opens the bubble in those few minutes does not get an answer and no conversation is started.
• Data preservation during pause: Your products, store pages, conversation history, analytics, team members, and widget configuration are retained while the widget is paused. Sync continues to receive catalog updates from your store.
• Resuming the widget: Adding a valid payment method from your billing dashboard resumes the widget. You may also raise the spending cap at this point if you expect higher volume.
• Chat pause after 12 months of inactivity: If a store records no conversations for 12 consecutive months, we email the account owner 30 days beforehand, and then pause the chat widget on the storefront. Nothing is charged while it is paused.
• Resuming after an inactivity pause: You can resume the chat yourself at any time with the Resume chat button on your billing dashboard. There is no deadline for doing so, and you do not need to contact us to have it lifted.
• Effect of a pause: A paused store keeps its products, store pages, conversation history, analytics, team members and configuration, and the dashboard stays available throughout. If the store is later deleted or the account closed, data is handled under the retention policy in section 12.3.

5. Acceptable Use Policy

You agree not to:

• Use the Service for any illegal or unauthorized purpose
• Violate any applicable laws or regulations
• Infringe upon intellectual property rights of others
• Transmit viruses, malware, or other harmful code
• Attempt to gain unauthorized access to our systems
• Reverse engineer, decompile, or disassemble the Service
• Use the Service to compete with us or develop competing products
• Share your account credentials with third parties
• Exceed usage limits specified in your plan
• Attempt to manipulate or abuse the AI systems
• Use the Service for resale or white-label purposes without written permission
• Use the Service in a manner that could damage, disable, overburden, or impair our servers
• Use the Service for stores selling illegal, counterfeit, or heavily regulated products without appropriate compliance
• Intentionally feed data designed to make the AI generate harmful, misleading, or illegal content

6. Team Management and User Access

6.1 Unlimited Team Members

All plans include unlimited team member access at no additional cost. You may add, remove, and manage team members through your platform dashboard.

6.2 Role-Based Access Control

Team members can be assigned one of two access levels:

• Owner: Full access to everything including billing, team management, store settings, and all business features
• Team Member: Can help customers, view products and store pages, see chat history and reports, but cannot manage team members, billing, or store settings

6.3 Team Member Responsibilities

• Store owners are responsible for all activities performed by their team members
• Team members must keep their login information secure and private
• Store owners must remove access for team members who no longer work for them
• Team members can update their own profile information
• Inappropriate use by any team member may result in account suspension

6.4 Store Integration and Management

Store owners (Owner role) can:

• Connect your store: Set up secure connections and sync your store information with our platform
• Manage data updates: Configure how your products and store pages stay updated automatically
• Monitor store connection: Track connection status and resolve any issues with data syncing
• Add chat to website: Generate and manage the chat widget code for your website
• Control store settings: Manage account status, preferences, and operational settings

6.5 Platform Access by Role

All team members can:

• View your store's products and pages
• Access customer chat conversations and 90-day chat history
• View business reports and activity logs
• Update their own profile information

Owner-only features:

• Access billing information, invoices, and manage your plan
• Manage team members (invite, remove, assign access levels)
• Configure store settings and connection setup
• Manage store account status and operational controls
• Customize chat widget appearance and settings

7. Integration Endpoints and Rate Limits

Our integration surface consists of: (a) webhook endpoints on our platform that your store pushes product, page, and order events to using an HMAC-signed request; (b) an embeddable chat widget script served from our platform; and (c) an optional outbound HTTPS call to an order-tracking endpoint you host, for answering customer order-status questions. We do not operate an inbound REST API that you consume for general integration.

Use of these integration endpoints is subject to the following terms:

• Integration endpoints are intended only for transmitting data from your own store to the Service
• We apply plan-based rate limits on webhook traffic to ensure fair usage
• Traffic that exceeds rate limits may be temporarily rejected with an HTTP 429 response
• You must not use our endpoints to attempt to retrieve data belonging to other merchants or to probe our systems
• We may revoke your webhook signing secret and require re-issuance if it is compromised or misused
• Webhook event schemas and endpoint URLs may change with reasonable advance notice

8. Data and Privacy

Your privacy is important to us. Our collection and use of your personal information is governed by our Privacy Policy, which is incorporated by reference into these Terms. Privacy Policy,

8.1 Your Data

• You retain ownership of your business data and content
• You grant us necessary rights to process your data to provide the Service
• You are responsible for the accuracy and lawfulness of data you provide
• You must comply with applicable data protection laws
• The webhook signing secret we issue for your store is stored encrypted at rest (Fernet) and is only used to verify HMAC signatures on webhook requests your store sends to our platform

8.2 Chat History and Customer Data

Chat History Retention: All customer conversations are stored and accessible through your platform for 90 days from the date of the conversation. After 90 days, chat history is automatically deleted from our systems.

When processing customer data on your behalf, we act as a data processor. You remain the data controller and are responsible for obtaining necessary consents and providing appropriate privacy notices to your customers.

8.3 Platform Activity and Analytics

We collect and store activity logs, usage analytics, and performance metrics including:

• Product and page sync statistics
• Chat session and message volume tracking
• Conversion funnel metrics (chat sessions, cart adds, checkouts, completed purchases)
• Chat-attributed revenue and order tracking
• Customer satisfaction (CSAT) scores and feedback
• Widget engagement metrics (loads, opens, unique visitors, engagement rates)
• Proactive trigger performance (triggers fired, customer responses)
• Conversation usage tracking
• Team member activity and access logs
• Billing and plan usage data

8.4 GDPR and International Privacy Compliance

If you are located in the European Economic Area (EEA) or process personal data of EU residents through the Service, you are the controller and Emporiqa is the processor under Art. 28 of the General Data Protection Regulation (GDPR). We also comply with other applicable privacy laws, including the California Consumer Privacy Act (CCPA) where applicable. Our Data Processing Addendum (DPA), incorporating the Standard Contractual Clauses, governs our processing of personal data on your behalf. We will enter into it with you on request at [email protected], and until we do we process personal data in accordance with Article 28 and your documented instructions.

8.5 Data Processing

Our systems process your data to provide responses and recommendations. This includes:

• Generating vector embeddings for semantic search
• Processing conversations in multiple languages
• Aggregating operational metrics (conversation volumes, token counts) for billing and capacity planning. We do not use the content of customer chats to improve responses or train AI models
• Storing conversation context for better customer experience (90-day retention)

8.6 AI Disclosure to End-Users

You acknowledge that the chat widget serves AI-generated responses to your customers. We design the widget so that your visitors are informed they are interacting with an AI system, as required of us under Article 50 of the EU AI Act. The welcome message that opens the chat carries that disclosure, in every language we ship, and it is what your visitors read first.

You may rewrite the welcome message in your own words, and we check on saving that your version still says an AI is answering. You must not remove, suppress or obscure that disclosure by any other means, including custom CSS, custom code, or any change that hides the message or makes it unreadable. Doing so is a breach of these Terms.

You remain responsible for any further disclosure your own deployment requires under applicable law, and other jurisdictions may impose obligations of their own.

9. Intellectual Property

9.1 Our IP Rights

Emporiqa and all related technology, software, algorithms, and content are owned by us and protected by intellectual property laws. You receive a limited, non-exclusive license to use the Service according to these Terms.

9.2 Your IP Rights

You retain ownership of your trademarks, content, and business data. By using our Service, you grant us a non-exclusive licence, for the term of this agreement, to host, process and display your data, and to pass it to our subprocessors, solely to the extent necessary to provide the Service to you. We do not use it to train or improve AI models. Aggregated operational metrics that identify neither you nor your customers are dealt with in section 8.5.

9.3 Reseller and White-label Restrictions

The Service is licensed for your internal business use only. You may not resell, white-label, or sublicense the Service to third parties without our prior written consent. Any such use requires a separate agreement.

10. Service Availability and Support

10.1 Service Level

We strive to maintain 99.9% uptime but do not guarantee uninterrupted service. This uptime goal is not a service level guarantee and does not entitle users to compensation, except where a service level is agreed in a separate written Enterprise agreement, in which case that agreement governs. Planned maintenance will be communicated in advance when possible.

10.2 Support

• Email support is provided for all plans
• Priority support is available for Enterprise plans
• Our team generally operates Monday-Friday, 9 AM - 6 PM EET (Sofia, Bulgaria). Response times may vary and are not guaranteed

10.3 Third-party Services

The Service relies on third-party subprocessors (including a payment processor, an LLM provider, a CDN/edge network, an error-tracking provider, and a cloud hosting provider; see our Subprocessors page). We are not responsible for outages or failures originating with those subprocessors beyond our use of them. Nothing in this paragraph limits our responsibility for our subprocessors under Article 28(4) of the General Data Protection Regulation. Your store may also integrate with our official platform extensions (Drupal Commerce, WooCommerce, Sylius, PrestaShop, Shopware, Magento 2 / Adobe Commerce), which are first-party code we publish.

11. Beta Features and Experimental Tools

We may offer access to beta or experimental features. These features are provided "as is" and may be changed, modified, or removed without notice. Beta features may contain bugs, errors, or other issues and should not be used in production environments without thorough testing.

12. Termination

12.1 Termination by You

You may cancel at any time from your billing dashboard. Cancellation is scheduled for the end of your current billing cycle: you keep full access until then, and you can reactivate at any point before that date. Because conversations are invoiced after they are served, you will be billed for any conversations served between your cancellation request and the end of the cycle, on one final invoice. If you want charges to stop sooner, remove the widget from your storefront or lower your spending cap: either stops conversations being served straight away. On the Pay-as-you-go plan, because nothing is paid in advance, there is no prepaid period to refund.

12.2 Termination by Us

We may suspend or terminate your account for violation of these Terms or for non-payment. We may also terminate for any other reason on 30 days' notice by email, in which case we will refund any amounts you have prepaid for a period or committed volume you have not used.

12.3 Effect of Termination

Upon termination, your access to the Service will cease. Data retention after termination follows these specific periods:

• Account Recovery: Account data retained for 30 days for potential reactivation
• Chat History: Customer conversations follow standard 90-day retention from conversation date
• Billing Records: Invoice and payment data retained for 7 years for legal and tax purposes
• Product/Page Data: Store product and page data deleted immediately upon termination
• Analytics Data: Usage statistics and activity logs retained for 2 years unless longer retention is required by law
• Team Member Data: User profiles and access logs retained according to our Privacy Policy

Store Suspension: If your store is suspended rather than terminated, data is preserved according to normal retention periods and can be fully restored upon reactivation.

12.4 Service Discontinuation

In the event that we discontinue the Service, we will provide at least 30 days' advance notice via email to all active customers. During this notice period we will, on request, provide you with an export of your product catalog, page content and available chat history. On the Pay-as-you-go plan there are no prepaid subscription fees to refund, because conversations are invoiced after they are served; you will be invoiced only for conversations served before the discontinuation date. Where you have prepaid for a committed period or volume under an Enterprise agreement, we will refund the portion of your prepayment corresponding to the committed volume you have not used at the discontinuation date, less any amounts you owe us, within 60 days to the payment method or bank account you nominate.

13. Disclaimers and Limitations

13.1 Service Disclaimer

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT.

Section 13.2 sets out specific disclaimers about the chat assistant. Those specific disclaimers are in addition to, and do not limit, narrow or replace, this general disclaimer, and this general disclaimer does not limit, narrow or replace them. Where the two overlap, each applies to the fullest extent permitted by law. Some jurisdictions do not allow the exclusion of certain implied or statutory warranties. Where a warranty cannot lawfully be excluded, it is not excluded by these Terms, and the exclusions in this section apply only to the extent the law permits.

13.2 Chat Assistant Limitations and Your Responsibilities

The chat assistant answers your shoppers automatically and in real time. Answers are generated and displayed without prior review by you or by us, and you acknowledge that prior review of individual answers is not a feature of the Service and is not possible. Answers are produced from the product data, page content and settings you sync to us and are not verified against any external source. You warrant that the data you supply is accurate, current, lawful and yours to supply, and you accept that the quality of answers depends on it. Language models can produce output that is inaccurate, incomplete or unexpected even where your data is correct, and where confidence is low the assistant may hand the conversation to your team instead of answering. We give no warranty that answers will be accurate, complete or fit for any purpose. You decide whether to enable the assistant, on which pages, and how handoff and availability are configured, and you are solely responsible for that decision and configuration. Conversations are stored and searchable by you for 90 days, and you are responsible for reviewing them regularly and for correcting your data, changing your configuration or disabling the assistant if answers are unsatisfactory. Answers are not offers, warranties or advice by us, you remain the seller and the controller of your customer relationship, and you are responsible for the information you give your customers under applicable consumer and sales law.

13.3 Limitation of Liability

Liability we do not exclude. Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, for gross negligence or wilful misconduct, or for any other liability that cannot lawfully be excluded or limited. Nothing in these Terms limits your rights under the Consumer protection paragraph of section 15.

Essential obligations. Where we breach, through slight negligence, an obligation whose fulfilment makes proper performance of this agreement possible in the first place and on whose observance you may reasonably rely, our liability is limited to the foreseeable loss typical for this type of agreement.

Losses we exclude. Subject to the paragraphs above, WE ARE NOT LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL LOSS, OR FOR LOSS OF PROFIT, REVENUE, SALES, BUSINESS, GOODWILL, ANTICIPATED SAVINGS OR DATA, whether or not we were advised such loss was possible.

Our cap. Subject to the paragraphs above, our total liability arising out of or in connection with these Terms and the Service, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited in aggregate to the greater of (a) the total fees you paid us for the Service in the 12 months before the event giving rise to the claim and (b) USD 5,000.

If the cap fails. Each of the four paragraphs of this section operates separately. If any limitation or exclusion in this section is held unenforceable or unreasonable, it is severed and the remainder continues in force, and our liability is limited to the smallest amount or narrowest scope that is enforceable under applicable law.

14. Indemnification

You will defend, indemnify and hold us harmless from any claim, demand, proceeding, damages, loss or expense (including reasonable legal fees) arising from or relating to (a) your use of the Service, (b) your breach of these Terms, (c) your infringement or misappropriation of any third-party right, (d) the product data, page content, settings and other material you sync to or configure in the Service, including its accuracy, currency, lawfulness and your right to supply it to us, and (e) any claim brought by your customer, shopper or any other end user arising from an answer, recommendation or other output the chat assistant gave on your storefront, including claims under consumer, advertising, product safety, pricing or sales law.

This indemnity does not extend to any fine or penalty imposed on us by a regulator or court in respect of our own conduct, and your total liability under paragraphs (a) to (d) of it is limited in aggregate to USD 25,000. That limit does not apply to paragraph (e). This limit is separate from, and does not count towards, the cap in section 13.3.

We will notify you of any claim promptly, and a delay in doing so does not release you from this indemnity except to the extent the delay actually prejudices your defence. You may conduct the defence and settlement of the claim, and we will give you reasonable cooperation at your cost; you may not settle in a way that imposes liability, a payment or an admission on us without our written consent. We may take over or participate in the defence, in which case we bear our own costs of doing so and they are not recoverable under this indemnity, and we will not settle without your consent, which you may not unreasonably withhold.

15. Governing Law and Disputes

These Terms are governed by the laws of the Republic of Bulgaria. Any disputes will be resolved in the courts of Sofia, Bulgaria. To the maximum extent permitted by applicable law, you waive any right to participate in class action lawsuits.

Consumer protection: Nothing in these Terms shall limit any rights you may have as a consumer under applicable mandatory consumer protection laws in your jurisdiction. If you are a consumer in the European Union, you retain the right to bring proceedings in the courts of your country of residence.

16. Changes to Terms

We may update these Terms. We will give at least 30 days' notice of material changes by email and in the Service. A change takes effect on the date stated in the notice and applies only to conversations served on or after that date. If you do not accept it, you may cancel under section 12.1 at any time before it takes effect, at no charge; continued use after it takes effect is acceptance. Changes required by law, or needed to address a security or legal risk, may take effect on shorter notice, and we will say so in the notice.

17. General Provisions

• Order of precedence: If you have entered into a separate written agreement with us covering the Service, including an Enterprise order form or master services agreement, that agreement prevails over these Terms to the extent of any conflict, and these Terms apply to everything it does not address
• Entire Agreement: These Terms, together with our Privacy Policy, any Data Processing Addendum we have entered into with you, and any separate written agreement referred to above, constitute the entire agreement between you and us
• Notices: We give notice to the email address of the account owner recorded in your account, and you must keep it current. Notice is treated as given on the day we send it. You give us notice at [email protected]
• Survival: Section 4 (for amounts accrued before termination) and sections 8, 9, 12.3, 13, 14, 15 and 17 continue to apply after these Terms end
• Severability: If any provision is invalid, the remainder remains enforceable, and the invalid provision is replaced by a valid one that comes closest to its commercial intent
• Assignment: We may assign these Terms on notice to you, provided the assignee assumes our obligations; you may not assign without our consent, which we will not unreasonably withhold
• Waiver: Failure to enforce any right does not waive that right
• Force Majeure: We are not liable for delays due to circumstances beyond our control
• Governing Language: These Terms are published in English. Translations into other languages may be provided for convenience only; in case of any discrepancy or inconsistency between the English version and any translation, the English version shall prevail.

18. Contact Information

If you have questions about these Terms, please contact us: