Terms of Service

1. Acceptance of Terms

By accessing or using Chat33 (the “Service”), operated by Nitrotech Inc. (“Company,” “we,” “us,” or “our”), you agree to be bound by these Terms of Service (“Terms”). If you do not agree to these Terms, you may not access or use the Service.

These Terms constitute a legally binding agreement between you and Nitrotech Inc. regarding your use of the Service. By creating an account, clicking “I agree,” or otherwise accessing the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms.

2. Description of Service

Chat33 is a direct message (DM) automation platform that enables users to create, manage, and deploy automated messaging workflows across social media platforms including Instagram, Facebook, and WhatsApp.

The Service includes, but is not limited to:

• Automated message flow creation and management
• Contact management and segmentation
• Multi-channel messaging across supported platforms
• Analytics and reporting on messaging performance
• Template management for reusable message components
• API access for programmatic integration (where applicable)
• Influencer campaign creation and management for brands
• Influencer marketplace with application and invitation system
• Video content tracking across Instagram, YouTube, and TikTok
• Campaign billing, and creator payouts through Stripe Connect for campaigns where Chat33 pays creators
• Influencer earnings, milestone tracking, and payout management

3. Account Registration & Security

To use the Service, you must create an account by providing accurate, complete, and current information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

You agree to:

• Provide truthful and accurate registration information
• Maintain and promptly update your account information
• Keep your password secure and confidential
• Notify us immediately of any unauthorized access to your account
• Accept responsibility for all activities conducted through your account

We reserve the right to suspend or terminate accounts that contain false or misleading information, or that are used in violation of these Terms.

4. Acceptable Use Policy

You agree to use the Service only for lawful purposes and in compliance with these Terms. You shall not:

• Send unsolicited bulk messages (spam) or engage in any form of abusive messaging
• Violate the terms of service, community guidelines, or policies of Instagram, Facebook, WhatsApp, or any other connected platform
• Use the Service to harass, threaten, defame, or intimidate any person
• Transmit malware, viruses, or any harmful code through the Service
• Attempt to gain unauthorized access to the Service, other accounts, or computer systems
• Use the Service for any illegal activity, including but not limited to fraud, phishing, or identity theft
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity
• Interfere with or disrupt the integrity or performance of the Service
• Collect or harvest user data from the Service without authorization
• Resell, sublicense, or redistribute the Service without our prior written consent

You are solely responsible for ensuring that your use of the Service complies with all applicable laws, regulations, and the policies of any third-party platforms you connect to through the Service. Violation of this Acceptable Use Policy may result in immediate suspension or termination of your account.

5. Intellectual Property

The Service, including all software, designs, text, graphics, logos, icons, and other content, is the property of Nitrotech Inc. and is protected by copyright, trademark, and other intellectual property laws.

You retain ownership of all content you create, upload, or transmit through the Service. By using the Service, you grant Nitrotech Inc. a non-exclusive, worldwide, royalty-free license to use, process, and display your content solely for the purpose of providing and improving the Service. This license gives no rights in your content to brands or other users; a brand’s rights in a creator’s campaign videos come only from section 7.6.

You may not copy, modify, distribute, sell, or lease any part of the Service or its underlying software, nor may you reverse engineer or attempt to extract the source code, unless applicable laws permit such activities or you have our written consent.

6. Payment Terms

Certain features of the Service require a paid subscription. By subscribing to a paid plan, you agree to the following:

• Subscription Billing: Subscriptions are billed on a recurring basis (monthly or annually, as selected) and will automatically renew at the end of each billing period unless cancelled prior to the renewal date.
• Payment Method: You authorize us to charge your designated payment method for all applicable fees. You are responsible for keeping your payment information current.
• Price Changes: We may change subscription prices with at least 30 days’ notice. Price changes will take effect at the start of your next billing period.
• Refund Policy: This policy covers Chat33 plan subscriptions; campaign billing and campaign funding follow section 7. We offer prorated refunds for plan cancellations made within 14 days of the initial subscription purchase or renewal. After 14 days, no refunds will be issued, but you will retain access to the Service until the end of your current billing period. Lifetime (one-time) purchases are refundable in full within 30 days of purchase; a refund removes the lifetime tiers it paid for. After 30 days a lifetime purchase is non-refundable.
• Taxes: All fees are exclusive of applicable taxes, which will be charged as required by law.

7. Campaign System Terms

Chat33 lets brands run creator campaigns: creators post videos about a brand’s product, viewers comment a keyword to get the brand’s link by DM, and Chat33 tracks videos, views, link clicks and installs. The following terms govern participation in campaigns.

7.1 Brand Approval

Chat33 approves every brand before it can run its first campaign, and may refuse or withdraw approval. Chat33 may run pilot campaigns with selected brands free of charge.

7.2 Two Ways to Pay Creators

Each campaign uses one of two payment modes, chosen by the brand when it creates the campaign.

• The brand pays creators itself: the brand pays Chat33 $99 per month per campaign, with 50 creators included and $49 per month for each additional 50 creators, up to 500 creators per campaign. Billing starts when the brand pays and repeats monthly until the brand cancels the campaign’s billing. A paused or ended campaign is still billed until it is cancelled. Fees already paid for the current period are not refunded. Chat33 takes no fee on what the brand pays its creators and moves no money to creators; it reports what each creator earned under the brand’s rates.
• Chat33 pays creators: the brand funds a budget for the campaign by card or invoice. Chat33 charges a platform fee of 10% of the funded budget (campaigns created before October 16, 2026 keep the rate shown when they were funded), and card payments add 3%. The budget is a hard cap: creators can never earn more than the brand funded, and the campaign stops taking videos when it is used up. Creator earnings are held for 14 days before they can be paid out and are paid weekly through Stripe Connect Express accounts (see section 8). Stripe collects creators’ tax details and issues 1099 forms to US creators. Budget left when the campaign ends stays with Chat33 as credit for the brand’s future campaigns.

7.3 Brand Obligations

• Brands must describe in the campaign brief what creators are asked to make, and pay creators what the campaign promises.
• When a campaign requires video approval, brands review submitted videos within the review time set on the campaign (48 hours unless the brand sets another). A video not reviewed in that time is approved automatically.
• When the brand pays creators itself, the brand is responsible for its agreements with creators beyond these Terms, for paying them, and for any tax forms owed to them.
• Brands use creators’ videos only within the content usage license in section 7.6.

7.4 Creator Obligations

• Creators must deliver content as specified in the campaign brief and post it from their own accounts on the platforms the campaign allows.
• By participating in campaigns, creators consent to view tracking and performance monitoring of their submitted content across connected platforms.
• Creators consent to the campaign’s DM automation running on their connected account, which sends the brand’s link to viewers who comment the campaign keyword.
• Creators are independent contractors. They are not employees, agents or partners of Chat33 or of the brand, and they are responsible for their own taxes.

7.5 Participation Agreement and Platform Role

Each campaign has its own participation agreement, made of these Terms, the campaign brief and the campaign’s content usage settings. A creator accepts it electronically when they apply to, join or accept an invitation to a campaign, and Chat33 records when they accepted and which terms they accepted. A brand accepts it by creating and running the campaign. Chat33 provides the tools and infrastructure, does not guarantee campaign performance, content quality or specific results, and is not responsible for disputes between brands and creators beyond reviewing reported videos and facilitating communication.

7.6 Content Usage License

• Ownership: creators keep ownership of the videos they make for campaigns. Chat33 does not claim ownership of any creator content.
• Scope: the license covers only videos a creator submits to a campaign through Chat33 and that the campaign’s brand approves. It never covers any other content: not the posts, videos, media or messages that Chat33 users publish, schedule or send through the Service, not a creator’s other content, and not anything outside campaigns.
• License: when a creator accepts a campaign’s participation agreement, they grant the brand a worldwide, royalty-free, non-exclusive, transferable and sublicensable license (for example to the brand’s agencies) to use, copy, edit, publish and distribute each video they submit to that campaign that the brand approves. The license takes effect for a video once it is paid or earned, and from then on it is irrevocable for the campaign’s chosen duration.
• Duration: forever unless the campaign sets a shorter period (12 months, 90 days or 30 days), counted from the video’s approval.
• Uses: organic posts on the brand’s own channels and, unless the campaign is set to organic posts only, paid advertising, including whitelisting, Spark Ads, Meta partnership ads and other paid amplification.
• Name and likeness: the license includes the creator’s name, image, voice, likeness and handle as they appear in the video, used with that video.
• Raw files: creators provide raw or unedited files only when the campaign brief asks for them.
• Portfolio: creators may show their released campaign videos in their own portfolio.
• No exclusivity: creators may work with other brands, including competitors, unless the campaign brief or its exclusivity setting says otherwise.
• Changes: a brand may change a campaign’s duration or paid ads setting. The change applies only to creators who accept the campaign’s terms after it; each creator keeps the terms they accepted. Each video keeps the terms its creator had accepted when it was submitted: a creator who leaves and rejoins a campaign accepts its terms of that moment for new videos only.

8. Influencer Payouts & Stripe Connect

This section applies to campaigns where Chat33 pays creators. When the brand pays its creators itself, the brand pays them directly under its own agreement and no Stripe Connect account is needed (section 7.2).

• Stripe Connect Requirement: To be paid for campaigns where Chat33 pays creators, influencers must connect a Stripe Connect account. Chat33 is not responsible for Stripe account setup, verification, or compliance issues.
• Payout Fee: No fee is deducted from influencer payouts.
• Payout Timing: Earnings become available for payout 14 days after they are earned. An influencer’s first payout is requested by the influencer and reviewed by Chat33; once it is approved, available balances of at least $25 are paid out automatically every Monday. Payouts typically arrive within 1–3 business days via Stripe; actual timing depends on Stripe processing and the influencer’s bank.
• Milestone Bonuses: Milestone bonus achievements are subject to a 48-hour confirmation period. After confirmation, bonuses are subject to standard payment terms and processing timelines.
• Tax Responsibility: Tax responsibility for all earnings received through Chat33 lies entirely with the influencer. Chat33 does not withhold taxes and does not provide tax advice. Influencers are responsible for reporting and paying all applicable taxes.
• Liability: Chat33 is not responsible for Stripe account issues, bank transfer delays, or any other payment processing issues outside of our direct control.

9. Platform Integrations

By connecting third-party platform accounts to Chat33, you authorize us to access data as described below. Your use of these integrations is also subject to the respective platform’s terms of service:

• TikTok: Authorization to access profile and video data via the TikTok API for content tracking and performance metrics. Subject to TikTok’s Terms of Service.
• YouTube: Authorization to access video data via the YouTube Data API for content tracking and performance metrics. Subject to Google’s Terms of Service. You can revoke Chat33’s access to your YouTube data at any time via Google Security Settings.
• Instagram: Authorization to access messaging and media data via the Instagram API for DM automation and content performance metrics. Subject to Meta’s Terms of Service.

You are responsible for maintaining valid connections to third-party platforms. If you revoke API access or your platform credentials become invalid, Chat33 may suspend related features until access is restored. Chat33 may also suspend features if platform API access is revoked by the third-party platform.

10. Data Processing

We process personal data in accordance with our Privacy Policy, which is incorporated into these Terms by reference. By using the Service, you acknowledge and agree to our data processing practices as described in the Privacy Policy.

When you connect third-party platforms (such as Instagram, Facebook, or WhatsApp) to the Service, you authorize us to access and process data from those platforms as necessary to provide the Service. You are responsible for ensuring that you have obtained all necessary consents from your contacts and end users for any data processing conducted through the Service.

11. Service Availability

We strive to maintain a 99.9% uptime target for the Service. However, we do not guarantee uninterrupted or error-free operation. The Service may be temporarily unavailable due to:

• Scheduled maintenance (we will provide reasonable advance notice where possible)
• Emergency maintenance or security updates
• Factors beyond our reasonable control, including third-party service outages, natural disasters, or network failures
• Changes or outages in connected third-party platforms (Instagram, Facebook, WhatsApp)

We shall not be liable for any damages, losses, or costs arising from service interruptions or downtime.

Affiliate Program

Chat33 runs a referral program that pays a share of subscription revenue to users who refer new workspaces. Participation is optional and governed by the Affiliate Terms published at chat33.io/affiliates, which form part of these Terms for participating users.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NITROTECH INC. AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICE.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU HAVE PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

13. Termination

You may terminate your account at any time by contacting us at support@chat33.io or through the account settings in the Service.

We may suspend or terminate your access to the Service at any time, with or without notice, for any reason, including but not limited to:

• Violation of these Terms or the Acceptable Use Policy
• Non-payment of subscription fees
• Conduct that we determine, in our sole discretion, is harmful to the Service, other users, or third parties
• Prolonged inactivity

Upon termination, your right to use the Service will immediately cease. We will retain your data for a period of 30 days following termination, after which it will be permanently deleted unless otherwise required by law.

Records of campaign participation agreements and content usage acceptances (who accepted which terms for which campaign and when, and the terms of each submitted video) are kept for as long as any license they grant is in force, plus the period the law requires us to keep them, even after an account is terminated.

14. Modifications to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by posting the updated Terms on the Service and updating the “Last updated” date at the top of this page. We may also provide additional notice through email or in-app notifications for significant changes.

Your continued use of the Service after the effective date of any modifications constitutes your acceptance of the updated Terms. If you do not agree to the modified Terms, you must stop using the Service and terminate your account.

15. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

Any disputes arising out of or relating to these Terms or the Service shall be resolved exclusively in the state or federal courts located in the State of Delaware. You consent to the personal jurisdiction of such courts and waive any objections to venue.

16. Contact Information

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