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
• Payment processing and escrow services via Stripe Connect
• 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.

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: We offer prorated refunds for 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.
• Taxes: All fees are exclusive of applicable taxes, which will be charged as required by law.

7. Campaign System Terms

Chat33 provides a campaign marketplace connecting brands with influencers. The following terms govern participation in the campaign system:

7.1 Brand Obligations

• Brands are responsible for fully funding campaigns before they are published to the marketplace.
• Campaign funds are held in escrow via Stripe and released upon milestone completion or campaign completion.
• A 15% platform fee is charged on all campaign budgets.
• Brands must review and approve or reject submitted content within 48 hours. If no action is taken within 48 hours, submitted content will be automatically approved.
• Campaign cancellation after influencer acceptance may result in partial payment obligations to accepted influencers for work already completed.

7.2 Influencer Obligations

• Influencers must deliver content as specified in the campaign brief and within agreed-upon deadlines.
• Video submissions must meet the requirements outlined in the campaign deliverables.
• By participating in campaigns, influencers consent to view tracking and performance monitoring of their submitted content across connected platforms.
• Influencers consent to DM automation features used by brands for campaign communication.

7.3 Platform Role

Chat33 operates as an intermediary platform facilitating connections between brands and influencers. Chat33 is not a party to any agreement between brands and influencers and does not guarantee campaign performance, content quality, or specific results. Chat33 provides tools and infrastructure but is not responsible for disputes between brands and influencers beyond facilitating communication.

7.4 Campaign Funding & Escrow

Campaign funds are held in escrow via Stripe. Funds are released to influencers upon completion of agreed-upon milestones or upon campaign completion, subject to brand approval. In the event of a dispute, Chat33 reserves the right to hold funds in escrow until the dispute is resolved.

7.5 Content Ownership

Influencers retain full ownership of all content they create for campaigns. By submitting content through the platform, influencers grant brands a license to use the content as specified in the campaign brief. Chat33 does not claim ownership of any influencer-created content.

8. Influencer Payouts & Stripe Connect

• Stripe Connect Requirement: Influencers must connect a Stripe Connect account to receive payouts. Chat33 is not responsible for Stripe account setup, verification, or compliance issues.
• Platform Fee: A 5% platform fee is deducted from all influencer payouts.
• Payout Timing: Payouts are processed upon admin approval and 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.

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.

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: