Service Agreement

1. Eligibility and accounts

You must be legally capable of entering into a binding contract and be at least 18 years old, or the age of majority where you live. You may use the Services for an organization only if you are authorized to act for that organization.

You must provide accurate, current account information and keep it updated. You are responsible for activity under your account, for protecting credentials and access tokens, and for promptly notifying us of suspected unauthorized access. Accounts may not be shared outside the licensed scope of your plan.

2. Services and administration

EngageIM provides customer communication, omnichannel messaging, collaboration, automation, translation, AI-assisted features and related tools described in the applicable plan. We may improve or modify features over time. We will not materially reduce the core functionality of a paid Service during its current subscription term without reasonable notice, except where a change is required for security, law or a third-party platform.

Customer administrators control workspaces, users, channels, permissions, integrations, retention settings and other configurations. Customer is responsible for its administrators’ decisions and for ensuring that its users follow this Agreement.

3. Customer responsibilities

You are responsible for your use of the Services, Customer Data, communications sent through the Services and all activities conducted by your users. You must obtain all notices, permissions and legal bases required to collect, upload, use and communicate Customer Data.

You must use the Services in accordance with applicable laws, messaging and marketing rules, third-party platform terms, documentation and our Acceptable Use Policy. You may not use the Services to build or benchmark a competing product, resell access unless expressly authorized, bypass plan limits, or interfere with the Services.

4. Customer Data

“Customer Data” means information, content and communications submitted to or processed through the Services by or for Customer. As between the parties, Customer retains its rights in Customer Data. Customer grants EngageIM a non-exclusive, worldwide license to host, copy, transmit, display and otherwise process Customer Data only as needed to provide, secure, support and improve the Services, comply with law and follow Customer’s documented instructions.

Customer represents that it has the rights and permissions necessary for EngageIM to process Customer Data. We do not sell Customer Data. We do not use Customer message content to train general-purpose AI models unless Customer expressly opts in or separately agrees in writing.

5. AI-assisted features

Some features may generate suggested replies, translations, summaries, classifications or other output using automated or artificial intelligence systems. Output may be inaccurate, incomplete or unsuitable. Customer is responsible for reviewing output before relying on it or sending it to an end user.

Customer must not use AI-assisted features for prohibited high-impact decisions or in a way that violates the Acceptable Use Policy. Where a third-party model provider processes Customer Data, we apply the safeguards described in our Privacy Policy, Data Processing Addendum and applicable service documentation.

6. Third-party services and channels

The Services may connect to messaging networks, social platforms, payment providers, model providers and other third-party services. Third-party services are governed by their own terms and privacy practices. Customer authorizes EngageIM to exchange Customer Data with a connected service as necessary to operate the integration.

We are not responsible for a third party’s acts, omissions, availability, policy changes or suspension of Customer’s third-party account. Features that depend on a third party may change or stop if that provider changes or ends access.

7. Fees, subscriptions and taxes

Fees, billing periods, usage allowances and the subscription term are shown at checkout or in an order form. Except where the order form states otherwise, paid subscriptions renew automatically for successive periods of the same length until cancelled before the renewal date. You authorize us and our payment providers to charge the selected payment method for fees, applicable taxes and authorized usage.

Fees are non-refundable and payment obligations are non-cancellable except where this Agreement, an order form or applicable law expressly provides otherwise. We may change prices for a future renewal period by giving reasonable advance notice. Overdue undisputed amounts may result in restricted access or suspension after notice.

8. Intellectual property and feedback

EngageIM and its licensors own the Services, software, documentation, designs, trademarks and related intellectual property. Subject to this Agreement and payment of applicable fees, we grant Customer a limited, non-exclusive, non-transferable right to access and use the Services during the subscription term for Customer’s internal business purposes.

If you provide suggestions or feedback, you grant us a perpetual, irrevocable, worldwide, royalty-free right to use it without restriction or compensation. This does not transfer ownership of Customer Data or identify Customer publicly without permission.

9. Confidentiality

Each party may receive non-public information that a reasonable person would understand to be confidential. The receiving party will use confidential information only to perform or exercise rights under this Agreement, protect it using reasonable care and disclose it only to personnel and service providers who need it and are bound by confidentiality duties.

Confidential information does not include information that is public without breach, already lawfully known, independently developed or lawfully received without restriction. A party may disclose information when legally required if it gives advance notice where permitted and reasonably assists with protective measures.

10. Privacy and security

Our Privacy Policy explains how we handle personal information when we act as a controller. When we process personal data in Customer Data on Customer’s behalf, Customer is the controller or business and EngageIM is the processor or service provider, as further described in the applicable Data Processing Addendum.

We maintain administrative, technical and organizational safeguards designed to protect the Services and Customer Data. Customer is responsible for configuring access controls, enabling available security features and using the Services in a manner appropriate to the sensitivity of its data.

11. Warranties and disclaimers

We warrant that paid Services will materially conform to the applicable documentation during the subscription term. If Customer reports a verified breach of this warranty, we will use commercially reasonable efforts to correct it. If we cannot, Customer may terminate the affected Service and receive a prorated refund of prepaid fees for the unused portion of the affected term.

Except for the express warranty above and to the maximum extent permitted by law, the Services are provided “as is” and “as available”. We disclaim implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. We do not warrant uninterrupted or error-free operation, that all content or AI output is accurate, or that the Services will meet every Customer requirement.

12. Limitation of liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, exemplary, punitive or consequential damages, or for lost profits, revenue, goodwill or data, arising from this Agreement, even if advised that such damages are possible.

Except for amounts that cannot lawfully be limited, each party’s total aggregate liability arising from this Agreement will not exceed the fees paid or payable by Customer for the affected Services during the 12 months before the event giving rise to liability. These limitations apply to all theories of liability and allocate risk between the parties.

13. Indemnification

Customer will defend and indemnify EngageIM against third-party claims arising from Customer Data, Customer’s unlawful use of the Services, or Customer’s breach of the Acceptable Use Policy. EngageIM will defend and indemnify Customer against a third-party claim that authorized use of a paid Service infringes that party’s intellectual property right.

The indemnified party must promptly notify the indemnifying party, provide reasonable cooperation and allow control of the defense and settlement. No settlement may admit fault or impose a non-monetary obligation on the indemnified party without its consent.

14. Suspension and termination

We may suspend access when reasonably necessary to prevent harm, address a security risk, comply with law or third-party platform requirements, respond to a material breach, or resolve overdue undisputed fees. Where practical, we will provide notice and limit the suspension to the affected scope.

Either party may terminate this Agreement for an uncured material breach after 30 days’ written notice, or immediately if the other party becomes insolvent or ceases business. On termination, access rights end and unpaid fees become due. Customer may export available Customer Data during the subscription term and any documented retrieval period; after that period we may delete it, subject to law and backup cycles.

15. Changes to this Agreement

We may update this Agreement to reflect changes in law, the Services or our business. We will post the updated version and revise the “Last updated” date. For material changes affecting an active paid subscription, we will provide reasonable notice through the Services or by email. Changes apply when stated; continued use after the effective date constitutes acceptance where permitted by law.

16. Governing law and disputes

The governing law and dispute forum stated in a signed order form apply. If no order form identifies them, the laws and courts of the jurisdiction in which the EngageIM contracting entity is organized apply, without regard to conflict-of-law rules. Before filing a formal claim, each party will attempt in good faith for 30 days to resolve the dispute through written notice and business discussions.

Nothing in this section limits either party’s right to seek urgent injunctive relief, enforce intellectual property rights or use a small-claims procedure where available. Mandatory consumer protections remain unaffected.

17. General terms

Neither party may assign this Agreement without the other party’s consent, except to an affiliate or in connection with a merger, reorganization or sale of substantially all relevant assets, provided the assignee assumes the obligations. EngageIM may use affiliates and subprocessors to provide the Services and remains responsible as required by this Agreement.

Neither party is liable for delay caused by events beyond its reasonable control. Notices may be delivered electronically. Failure to enforce a provision is not a waiver. If a provision is unenforceable, it will be modified to the minimum extent necessary and the remainder will continue. This Agreement is the entire agreement about the Services and does not create a partnership, agency or employment relationship.

18. Contact

Questions or legal notices about this Agreement may be sent to [email protected]. Please include your organization name, account email and enough information for us to identify and respond to the request.