Terms of service

1. Definitions

• ChatReach: a general partnership (Vennootschap Onder Firma) registered with the Dutch Chamber of Commerce under number 98527029, with its main establishment at Kazernestraat 17, 5928 NL Venlo, The Netherlands.
• Partner: the natural person acting in the course of a profession or business, or the legal entity, that enters into an Agreement with ChatReach.
• Agreement: the agreement between ChatReach and the Partner regarding the use of the Platform.
• Platform: the ChatReach SaaS platform, including messaging, WhatsApp marketing, broadcasts, campaigns, automations, forms, inbox, integrations, and related services.
• Services: all services provided by ChatReach through the Platform.
• End User: any third party (such as a contact, lead, or customer) whose data is processed or who receives messages via the Platform.
• Subscription: the recurring agreement granting access to the Platform.
• Content: all data, messages, contact details, and materials processed via the Platform.

2. Applicability

• These Terms of Service apply to all offers, Agreements, and Services of ChatReach.
• ChatReach provides Services exclusively to business users (B2B).
• The Partner confirms acting in a professional or business capacity.
• Any terms of the Partner are explicitly rejected.
• If any provision is invalid, the remaining provisions remain in force.
• In case of conflict, the Agreement prevails over these Terms.

3. Agreement Formation

• All offers are non-binding unless stated otherwise.
• The Agreement is formed upon registration or acceptance of an offer.
• ChatReach may refuse registrations without providing a reason.

4. Subscription and Access

• Access is granted for the duration of the Subscription.
• The Partner is responsible for account security.
• All activities under the account are the responsibility of the Partner.
• Account sharing is only allowed within the limits of the selected plan.

5. Fees and Payment

• All prices are in EUR and exclude VAT unless stated otherwise.
• Payment is made in advance (monthly or annually).
• Payments are processed via third-party providers (e.g. Stripe, Mollie).
• Failed payments may result in suspension after notice.
• ChatReach may change pricing with 30 days’ notice.
• Late payments may incur statutory commercial interest and collection costs.

6. Duration and Termination

• Subscriptions renew automatically unless cancelled.
• Termination takes effect at the end of the billing cycle.
• No refunds are provided for unused time.
• ChatReach may terminate or suspend immediately in case of:
  • Non-payment
  • Breach of these Terms
  • Misuse of the Platform
  • Legal or compliance risks
• The Partner may export data up to 30 days after termination.

7. Use of the Platform

The Partner is solely responsible for:

• All Content sent through the Platform
• Obtaining valid legal grounds (e.g. consent)
• Compliance with applicable laws, including GDPR and telecom laws
• Compliance with Meta / WhatsApp policies
• Maintaining proof of consent

The Partner may NOT:

• Send spam or unsolicited messages
• Send unlawful, misleading, or harmful content
• Violate third-party rights
• Engage in fraud or abuse
• Reverse engineer or copy the Platform
• Resell or sublicense the Platform without permission

ChatReach may monitor usage and investigate violations.

8. WhatsApp and Third-Party Services

• The Platform relies on third-party services such as Meta (WhatsApp).
• Use is subject to Meta’s policies.
• Meta may independently restrict or suspend accounts.

ChatReach is not responsible for:

• Downtime or changes in third-party services
• WhatsApp account restrictions or bans
• Message delivery failures

9. Availability and Support

• ChatReach does not guarantee uninterrupted availability.
• Maintenance may cause temporary downtime.
• Support is provided during business hours (NL).
• No guaranteed response times unless agreed in an SLA.

10. Intellectual Property

• All intellectual property rights belong to ChatReach.
• The Partner receives a limited, non-transferable license to use the Platform.
• The Partner retains ownership of their Content.
• ChatReach may process Content to provide the Services.

11. Data Protection

• The Partner acts as Data Controller.
• ChatReach acts as Data Processor.
• Processing is governed by a Data Processing Agreement (DPA).
• The Privacy Policy applies to account-related data.

12. Confidentiality

• Both parties must keep confidential information secret.
• This obligation continues after termination.

13. Liability

• Total liability is limited to the amount paid in the last 12 months, up to €10,000.
• Only direct damages are covered.

ChatReach is not liable for:

• Indirect or consequential damages
• Third-party failures (Meta, integrations)
• Partner misuse or unlawful use
• Delivery failures
• Account breaches caused by Partner negligence

Claims must be submitted within 30 days.

14. Force Majeure

• ChatReach is not liable for force majeure events.
• Includes outages, cyberattacks, third-party failures, and external disruptions.
• If it lasts longer than 30 days, either party may terminate.

15. Changes to Terms

• ChatReach may update these Terms with 30 days’ notice.
• Continued use constitutes acceptance.

16. Transfer of Rights

• ChatReach may transfer the Agreement (e.g. acquisition).
• The Partner may not transfer rights without consent.

17. Governing Law

• Dutch law applies.
• Disputes are handled by the competent court in Limburg.
• CISG is excluded.

18. Fair Use

• ChatReach may impose reasonable usage limits.
• Excessive usage may result in restrictions, upgrades, or suspension.

19. Anti-Spam Enforcement

ChatReach may suspend or restrict accounts if the Partner:

• Sends unsolicited messages
• Violates opt-in rules
• Generates high complaint or block rates
• Risks platform reputation

20. Beta Features

• Beta features are provided “as is”
• May change or be discontinued
• No guarantees or liability apply

21. No Guarantee of Results

ChatReach does not guarantee:

• Delivery rates
• Conversions
• Revenue outcomes

22. Data Export

• Data can be exported during the Subscription and up to 30 days after termination.
• ChatReach is not required to retain data after this period.

23. Suspension of Service

ChatReach may suspend access immediately if:

• Required by law
• Required by third parties (e.g. Meta)
• Necessary for security or abuse prevention

24. Competitor Restriction

The Partner may not:

• Use the Platform to build competing products
• Reverse engineer or replicate functionality
• Benchmark for competitive purposes

25. Disclaimer

• The Platform is provided “as is”
• No guarantees of uptime or performance
• All implied warranties are excluded

26. Account Security

• The Partner is fully responsible for account security
• ChatReach is not liable for unauthorized access

27. Integrations

• Integrations depend on third parties
• ChatReach is not responsible for failures or changes

28. Indemnification

The Partner agrees to indemnify ChatReach against:

• Legal claims
• GDPR violations
• Spam or unlawful messaging
• Claims from End Users

29. Platform Changes

• ChatReach may modify or discontinue features
• No liability applies for such changes

30. Automation Responsibility

• The Partner is responsible for all automated actions and messages
• ChatReach is not liable for automation errors

31. Entire Agreement

• These Terms, together with the Privacy Policy and DPA, form the entire Agreement

32. Contact Details

ChatReach
Kazernestraat 17
5928 NL Venlo
The Netherlands

KVK: 98527029

Email: hello@chatreach.com

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