Terms and Conditions

1Definitions

For the purposes of these Terms, the terms below have the following meaning, both in the singular and the plural:

• Provider: Atakan Kayatekin, a sole proprietorship (VAT no. 01452450321, Tax Code KYTTKN96M02Z243J), with registered office at Via Giovanni Paisiello 5, 34148 Trieste (TS), Italy, owner and operator of the "PappaChat" service.
• Customer: the business, entity, self-employed professional or, in any case, the VAT-registered party that registers an Account or subscribes to a Subscription to use the Platform in the course of its professional or commercial activity.
• End Customers: the customers, patrons or users of the Customer who interact with the Customer's AI Assistant through the Channels (for example, the patrons of a restaurant or bar who send a message to obtain information or make a reservation).
• Platform: the multi-tenant software-as-a-service (SaaS) infrastructure accessible through the control panel, by means of which the Customer configures and manages its own AI Assistant and the connected Channels.
• Software / AI Assistant: the artificial-intelligence-based virtual assistant which, on the Customer's behalf, replies to End Customers, handles reservations and hands the conversation over to a human operator, trained exclusively on the data provided by the Customer (RAG technique: menu, hours, rules).
• Channels: the third-party messaging channels integrated with the Platform, namely WhatsApp (WhatsApp Business), Instagram and Messenger, provided by Meta.
• Account: the set of credentials and registration data that identify the Customer and allow it to access the Platform.
• Subscription: the plan subscribed to by the Customer (Base, Starter, Pro or Max), which determines the available features, the usage limits and the periodic fee due.
• AI Key (BYO key): the access key (API key) to an artificial intelligence provider held by the Customer and which, under the Base plan, the Customer provides to the Provider so that the AI Assistant can operate.
• Customer Data: all content, information and personal data uploaded, entered or transmitted by the Customer or by the End Customers through the Platform (for example menus, hours, reservation rules, conversation messages).
• Intellectual Property Rights: all proprietary rights, registered and unregistered, including copyright, trademarks, patents, designs, know-how, source code, databases and trade secrets.

2Subject matter and description of the service

Upon acceptance of these Terms, the Provider grants the Customer a non-exclusive, non-transferable and non-sublicensable licence to access and use the Platform on a SaaS basis, for the duration of the Subscription and within the limits of the subscribed plan.

In particular, the service enables the Customer to:

• activate and configure an AI Assistant able to operate across multiple channels (including WhatsApp, Instagram, Telegram, website chat and email);
• train the AI Assistant exclusively on the data provided by the Customer (RAG technique: menu, hours, rules and other business information);
• correct and update, independently, the content already loaded into the Knowledge base, without a full re-training, within the periodic allowances provided by the plan;
• automatically handle End Customers' requests for information and reservations;
• allow manual intervention by a human operator, with takeover of the conversation;
• configure the service on a turnkey basis (handled by the Provider) or independently (self-serve);
• consult statistics and analytics on the use of the AI Assistant.

Unless otherwise agreed, each of the Customer's businesses corresponds to a single AI Assistant.

3Registration and Account

To use the Platform, the Customer must register an Account. Registration takes place via an email address and a one-time verification code (OTP). The Customer undertakes to provide truthful, accurate, complete and up-to-date information and to promptly notify any subsequent changes.

The Customer is solely responsible for the confidentiality of its access credentials and for any activity carried out through its Account, even if performed by third parties.

The Customer undertakes to notify the Provider without delay of any unauthorised use of the Account or suspected breach of credential security, at [email protected].

The Customer holds the Provider harmless and indemnifies it against any loss, damage or liability arising from negligent or insecure management of its credentials.

4Plans, prices and billing

Available plans

The service is offered through periodic Subscriptions. The Base plan requires the Customer to use its own AI Key (BYO key); the Starter, Pro and Max plans include artificial intelligence, managed directly by the Provider. Each plan provides certain features and usage limits (for example, the number of conversations per month).

Prices and payments

The applicable prices are those indicated on the pappachat.com website or in the order at the time of subscription. Payments are processed through the payment service provider Stripe: the Provider does not store or directly process the Customer's payment card data.

Unless otherwise stated, fees are exclusive of taxes. VAT and any other taxes are applied in accordance with applicable law.

Automatic renewal

The Subscription renews automatically at the end of each period (monthly or annual, depending on the plan), unless cancelled as provided in the "Term, cancellation and termination" section. Upon each renewal, the fee is charged to the payment method saved by the Customer.

Usage limits and overage

Each plan provides for usage limits. When such limits are reached or exceeded, depending on the plan, the service may be temporarily limited, or the Customer may be offered an upgrade to a higher plan or an overage charge, according to the conditions set out in the plan and on the website.

Knowledge base: corrections and imports

The configuration of the AI Assistant (persona, behaviour rules, hours and settings) may be modified freely, without any numerical limit and at no processing cost. Operations on the Knowledge base that require the content to be reprocessed (re-embedded) by the artificial intelligence systems do, however, entail a processing cost and are included in the plan up to periodic allowances that vary by plan: bulk imports of documents use the training (RAG) credit provided by the plan, whereas corrections to content already present, which do not involve a full re-training, have a distinct periodic corrections allowance. Such allowances renew at each Subscription cycle and are indicated in the plan and on the website; the number of remaining corrections can be viewed from the control panel. Once the allowance is used up, the Customer may wait for the cycle to renew, upgrade to a higher plan or, where provided for the operation, proceed with the overage charge.

Non-payment

In the event of non-payment or late payment, the Provider may suspend the Customer's access to the service until full settlement, without prejudice to any further right.

514-day free trial and cancellation

By starting the trial, the Customer requests the immediate performance of the digital service. The right of withdrawal provided by the Italian Consumer Code does not apply to professionals and businesses, which act in the course of their activity and not as consumers.

Once the trial period has elapsed and the first charge has been made, fees already paid for the current period are not refundable upon later cancellation or termination, it being understood that the service will remain available until the end of the period already paid for.

6Term, cancellation and termination

The Subscription has the duration of the subscribed period and renews automatically for successive periods of equal duration, unless cancelled.

The Customer may cancel the Subscription at any time from the control panel. Cancellation takes effect at the end of the current billing period: the service therefore remains available until that date, with no further charges for subsequent periods.

The Provider may suspend or terminate the Subscription, including with immediate effect, in the following cases:

• material breach by the Customer of the obligations under these Terms;
• unlawful, fraudulent or abusive use of the Platform or the Channels;
• non-payment of the fees due.

Upon termination of the Subscription, for any reason, the Customer's access to the Platform ceases. The processing and retention of the Customer Data after termination are governed by the Data Processing Agreement (DPA) and the Privacy Policy.

7Customer obligations and acceptable use

The Customer undertakes to use the Platform lawfully and in accordance with these Terms. In particular, the Customer undertakes to:

• comply with applicable laws and regulations, as well as with Meta's policies relating to WhatsApp Business, Instagram and Messenger;
• obtain from the End Customers the consents and opt-ins necessary to be able to contact them and to send them messages through the Channels;
• not use the service to send spam or unsolicited messages, nor for unlawful, harmful, deceptive, defamatory or infringing content;
• keep the configuration data and the content provided to the AI Assistant accurate, up to date and lawful;
• act as the Controller of the End Customers' personal data, preparing its own privacy notice and identifying a valid lawful basis for the processing.

8Customer's AI Key (BYO key)

Under the Base plan, the Customer provides its own AI Key (BYO key) relating to an artificial intelligence provider with which it has entered into a direct contract.

The Customer is solely responsible for the costs, contractual terms and compliance with such artificial intelligence provider, as well as for compliance with its terms of use.

The Provider transmits the necessary content to the Customer's artificial intelligence provider, using the AI Key solely to enable the operation of the AI Assistant. The Provider is not liable for the availability, pricing, changes or conduct of the third-party artificial intelligence provider chosen by the Customer.

9Artificial intelligence: limitations

The AI Assistant generates its replies using artificial intelligence technologies and on the basis of the data provided by the Customer. Where artificial intelligence is included in the plan, the model providers used are Anthropic (Claude) and Google (Gemini); under the Base plan, the artificial intelligence provider is contracted directly by the Customer.

The outputs of the AI Assistant may contain errors, inaccuracies or incomplete or outdated information. The Provider does not warrant the accuracy, completeness or fitness of the replies for a particular purpose.

The Customer must review the configuration and supervise the operation of the AI Assistant; takeover by a human operator is always available. The AI Assistant is a support tool and does not constitute professional advice of any kind.

10Intellectual property

The Platform, the software, the documentation and any related Intellectual Property Rights belong exclusively to the Provider or its licensors. Nothing in these Terms transfers to the Customer any rights other than the licence to use expressly granted.

The Customer Data and the uploaded content remain owned by the Customer. The Customer grants the Provider a limited, non-exclusive licence, for the duration of the Subscription only, to process such data and content to the extent necessary to deliver the service.

It is prohibited to decompile, disassemble, reverse engineer, copy, resell or make unauthorised use of the Platform and the software. The name, trademark and distinctive elements "PappaChat" are protected and may not be used without the Provider's written authorisation.

11Availability and maintenance

The Provider endeavours, with the utmost reasonable diligence (best effort), to ensure the availability and continuity of the service. The service may nevertheless be temporarily suspended or limited for scheduled or extraordinary maintenance.

Save as may be agreed in custom or enterprise plans, the Provider does not guarantee specific service levels (SLA).

Support. Every account is entitled to one free assisted setup session of approximately thirty minutes, usable once for the lifetime of the account and not tied to the subscribed plan. Further live sessions are included in the plans that provide them, at the cadence stated on the pricing page. Ticket support is available on every plan and is subject to a daily request limit per organisation, applied to keep response times sustainable; requests involving an operational outage of the service are handled with priority beyond that limit.

The operation of the service depends on third-party channels and providers (in particular Meta for WhatsApp and Instagram, and the artificial intelligence providers). The Provider is not liable for unavailability, malfunctions or changes attributable to such third parties.

12Limitation of liability

To the maximum extent permitted by applicable law, the Provider's aggregate liability towards the Customer, on any ground, is capped at the amount of the fees paid by the Customer in the 12 months preceding the event giving rise to the liability.

In no event shall the Provider be liable for indirect or consequential damages, loss of earnings, loss of profits, of data or of business opportunities, nor for damages arising from third-party channels and providers or from events of force majeure.

Nothing in these Terms excludes or limits the Provider's liability that cannot be excluded or limited under applicable law, including cases of wilful misconduct or gross negligence.

13Indemnification

The Customer undertakes to indemnify and hold the Provider harmless from any claim, action, cost, damage or expense (including reasonable legal fees) brought by third parties and arising from: (a) the Customer's content and Customer Data; (b) the Customer's relationship with its End Customers; (c) the Customer's breach of these Terms or of applicable law.

14Changes to the terms

The Provider may modify these Terms or the prices for justified reasons, such as, for example, adjustments to legal or regulatory requirements, technical needs, service improvements or organisational reasons, by giving the Customer at least 30 days' notice.

A Customer who does not wish to accept the changes may withdraw from the Subscription before they take effect. Continued use of the service after the notice period has elapsed constitutes acceptance of the changes.

15Governing law and jurisdiction

These Terms are governed by Italian law. The Court of Trieste shall have exclusive jurisdiction over any dispute arising out of or in connection with these Terms.

For any Customer who may qualify as a consumer, the mandatory jurisdiction of the consumer's place of residence or domicile shall apply.

16Annexes and contacts

The Privacy Policy and the Data Processing Agreement (DPA) form an integral and essential part of these Terms.

For any communication relating to these Terms, the Customer may contact the Provider at [email protected] or at the registered office at Via Giovanni Paisiello 5, 34148 Trieste (TS), Italy.