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Terms of Service

Version: 2.2-draft · Effective date: [not yet in effect]

1. Introduction and Parties

1.1. These Terms of Service (the "Terms") govern the use of the Sended platform, a business messaging and marketing-automation service for salon and beauty businesses, available at sended.io.

1.2. The Service is provided by Elephants Production s.r.o., with its registered seat at Rybná 716/24, Staré Město, 110 00 Prague 1, Czech Republic, Company ID (IČO): 23397292, registered in the Commercial Register maintained by the Municipal Court in Prague, File No. C 426391 (the "Provider").

1.3. By creating an account, completing checkout, or otherwise using the Service, the Customer enters into a binding agreement with the Provider consisting of the documents listed in Section 3.4 (the "Agreement").

1.4. Provisions requiring special attention. In accordance with Sections 1751–1753 of Act No. 89/2012 Coll., the Czech Civil Code, the Provider draws the Customer's express attention to the following provisions of these Terms, which the Customer accepts specifically by entering into the Agreement:

• Section 7.1 — the automatic pause of email dispatch when the Plan's monthly email allowance is exhausted;
• Section 7.2 — automatic conversion of the free trial into a paid subscription unless cancelled;
• Section 7.5 — WhatsApp conversation charges billed by Meta directly, and the Service's refusal to dispatch certain WhatsApp messages while the Customer's Meta payment setup is not ready;
• Section 8.3 — non-refundability of Fees;
• Section 8.4 — automatic suspension of message delivery and of account changes on non-payment;
• Section 9 — the Customer's messaging-compliance warranties;
• Section 10 — platform-enforced messaging guardrails that the Customer cannot disable;
• Section 11 — allocation of responsibility for AI-assisted content;
• Section 15.5 — exclusion of implied warranties;
• Section 16 — limitation of the Provider's liability;
• Section 17 — the Customer's indemnity for unlawful marketing;
• Section 18 — the Provider's suspension rights;
• Section 21 — the mechanism for changing these Terms and the Acceptable Use Policy;
• Acceptable Use Policy, Section 10 — enforcement measures, including immediate suspension for the conduct listed there and the survival of Fees already due and obligations already accrued.

2. Definitions

• "Provider" means Elephants Production s.r.o., as identified in Section 1.2.
• "Sended" or the "Service" means the platform at sended.io, including its web application, APIs, messaging infrastructure, and related documentation.
• "Customer" means the salon business holding the account (B2B only).
• "Authorized User" means an individual using the account, such as the Customer's owner, manager, or staff member.
• "End Client" means the Customer's client or prospective client whose personal data is processed through the Service on the Customer's behalf.
• "Customer Data" means all data submitted to, generated in, or synchronized into the Service under the Customer's account, including End Client records synchronized from the Customer's booking system, message content, campaign configurations, and related metadata. Customer Data includes the End Client Personal Data as defined in the Data Processing Agreement.
• "Plan" means a subscription tier described in Section 7.
• "Fees" means the subscription and usage charges payable for the Service.
• "DPA" means the Data Processing Agreement referred to in Section 12.
• "Channels" means the messaging channels described in Section 5.

3. Business Use Only; Formation of the Agreement; Contract Documents

3.1. B2B only. The Service is designed for and offered to businesses. At registration, the Customer expressly confirms that it acts within the scope of its business activity (as an entrepreneur, podnikatel, within the meaning of Section 420 of the Czech Civil Code) and not as a consumer, and the Provider relies on that confirmation. Statutory provisions protecting consumers do not apply to the Agreement, except that, if mandatory law nevertheless treats a particular Customer as a consumer notwithstanding its confirmation, the Agreement applies to that Customer only to the extent it does not conflict with mandatory provisions protecting consumers, and Section 22.3 (out-of-court dispute resolution) applies.

3.2. The individual accepting these Terms on behalf of the Customer represents that they are authorized to bind the Customer.

3.3. The Agreement is concluded upon the earlier of (a) the Customer completing account registration and accepting these Terms, or (b) the Customer completing checkout for a Plan. Where account creation is initiated from a partner marketplace (such as the Altegio marketplace), the Agreement is concluded when the Customer first accepts these Terms in the Service. The Provider records which version of each accepted document the Customer accepted and when; the accepted versions remain available to the Customer at sended.io/legal in a form allowing their storage and reproduction.

3.4. Contract documents. The Agreement consists of, in the following order of precedence:

1. any individually negotiated written agreement between the parties, provided that, with respect to the processing of personal data, it amends the Data Processing Agreement only where it does so expressly, by reference to the affected clause;
2. the Data Processing Agreement, which prevails with respect to the processing of personal data;
3. these Terms;
4. the Acceptable Use Policy;
5. the Plan and pricing details presented at checkout;
6. the data-export register at sended.io/legal/data-export (Section 20.4).

The Privacy Policy and Cookie Policy are transparency documents referred to by the Agreement; the Sub-processor List is incorporated into the Agreement through the Data Processing Agreement and is operative through it.

4. The Service

4.1. Sended enables the Customer to communicate with its End Clients across multiple messaging Channels. Subject to the Customer's Plan, the Service includes:

• Campaigns — creation and dispatch of one-off marketing messages to selected audiences, including message templates, overlap detection between campaigns, and per-recipient exclusions;
• Automations — event-driven messaging workflows (for example appointment-lifecycle messages, birthday and reactivation messages, and review requests);
• Segments — audience segmentation based on End Client attributes and visit history;
• Unified inbox — a shared inbox for two-way conversations with End Clients on supported Channels;
• Altegio synchronization — two-way synchronization with the Customer's Altegio (YCLIENTS) booking system: clients, staff, services, and appointments are synchronized into the Service, and the AI assistant's approved booking actions (Section 11) are written back to Altegio;
• Optional AI assistance — an AI assistant for End Client conversations, with the operating modes described in Section 11; separately, an AI-supported authoring aid (WhatsApp template drafting) that processes template content through the AI provider listed in the Sub-processor List;
• Uploaded images — hosting of images the Customer uploads for use in its messages and pages, served through a public content-delivery network (Section 14.5);
• Profiling and scoring — automated scoring of End Clients by recency, frequency, and spend; automated segment suggestions; periodic re-evaluation of dynamic segments; and date-based and inactivity-based triggers that initiate messages configured by the Customer without per-message staff action;
• Analytics — delivery statistics; per-recipient tracking of clicks on campaign calls-to-action (recording the recipient, campaign, channel, time of click, and browser user-agent string); and attribution of bookings and attendance to campaigns by inference from send and click events.

4.2. The precise feature set, included allowances, and limits depend on the Customer's Plan and on which Channels the Customer has connected. Individual features may additionally be enabled or disabled by the Provider per account, in particular features in pre-release or early access (Section 15.4).

4.3. The Provider may improve, modify, or discontinue individual features of the Service, provided that the core functionality contracted for is not materially reduced during a paid subscription period without the notice procedure in Section 21.

5. Channels and Third-Party Dependencies

5.1. All Channels depend on third-party platforms and infrastructure that the Provider does not control. The Channels are:

• Email, delivered via Amazon Simple Email Service (Amazon SES), operated from an EU region (eu-central-1). Sending addresses are provisioned by the Provider on a platform-verified sending domain; the Customer cannot set arbitrary sender addresses. Where the Customer has configured a reply address, replies from recipients are directed to it; otherwise replies are directed to the sending address on the Provider's domain and are not delivered to the Customer. The Service does not receive or store inbound email.
• WhatsApp, via Meta's WhatsApp Business Platform (Cloud API). This Channel is in a pre-release state: it becomes available to a Customer only after the Provider's Meta platform review and the Customer's own onboarding checks pass, and until then it is presented in the Service as "coming soon" and cannot be selected for sending. The Customer connects its own WhatsApp Business Account through Meta's onboarding flow and is a party to Meta's applicable business terms. Business-initiated messages outside Meta's 24-hour customer-service window require message templates approved by Meta in the correct category. Charges for WhatsApp conversations are set and billed by Meta directly to the Customer under the Customer's own agreement with Meta — see Section 7.5.
• Telegram, sent from the Customer's own connected Telegram account (a user account authorized by the Customer via its phone number), not from a bot operated by the Provider. The Customer acknowledges that, to deliver a message, the Service resolves the recipient by phone number, which may add the recipient's phone number to the contact list of the Customer's Telegram account.
• Instagram Direct, only where and when enabled for the Customer's account. This Channel is in development and, where made available, is provided as an early-access feature.

5.2. The availability, delivery, pricing, and rules of each Channel are subject to the terms and technical decisions of the respective third party (Amazon Web Services, Meta, Telegram). The Provider is not responsible for third-party outages, policy changes, template rejections, quality-rating downgrades, rate limits, or account restrictions imposed by those third parties, except where caused by the Provider's breach of the Agreement.

5.3. The Customer is responsible for maintaining valid credentials, authorizations, and — where applicable — verifications (such as Meta Business Verification) for each Channel it connects.

5.4. The Altegio synchronization depends on the Customer's valid Altegio subscription and API credentials. The Provider is not responsible for the accuracy of data as recorded in Altegio.

5.5. Sandbox mode. New accounts start in a sandbox sending mode in which outbound messages are not delivered to real recipients. Live sending is enabled as part of account activation; until then, the Service behaves for testing purposes only.

6. Account, Authorized Users, and Security

6.1. The Customer must provide accurate and complete registration and billing information, including its legal name, registered seat, and company identification number, and keep it up to date. The Customer's legal identity details are used in the sender-identity footer described in Section 10.1.

6.2. Acts performed through the Customer's account are attributed to the Customer, including the acts and omissions of its Authorized Users, unless the Customer proves that they resulted from unauthorized third-party access that the Customer could not reasonably have prevented. The Customer shall ensure that its Authorized Users comply with the Agreement.

6.2a. The Customer may hold one account, unless otherwise agreed with the Provider. The Customer must not create an account under a false identity and must not circumvent a suspension, restriction, or termination by registering or using another account. There is no legal claim to registration or to the maintenance of an account; the Provider's termination rights are governed by Sections 18 and 19.

6.3. The Customer and its Authorized Users must keep account credentials confidential, use access controls appropriate to their organization, and notify the Provider without undue delay at contact@sended.io of any suspected unauthorized access or compromise of credentials.

6.4. Accounts may only be created and used by persons aged 18 or over.

6.5. The Provider may verify the Customer's identity or business status and may refuse registration, or revoke a registration obtained on the basis of false identity or business information. Termination or suspension of the Agreement for breach is governed by Sections 18 and 19.

6.6. Suspension, closure, or termination of the account does not affect rights and obligations already accrued, in particular the obligation to pay Fees, indemnity obligations, and accrued claims for damages. The Provider closes an account on request after open payment obligations, disputes, and running retrieval windows relating to it have been settled or have expired.

7. Plans, Trial, and Fees

7.1. Plans. The Service is offered in the following subscription Plans, each billed monthly or yearly at the Customer's choice:

The Fee is the Plan's fixed Fee for the billing interval the Customer chooses at checkout; the yearly Fee is ten times the monthly Fee. The Fee does not depend on the number of staff members in the Customer's connected booking system, and no per-staff charge applies. "Authorized User seats" — the number of individuals who may hold access to the account — are a hard Plan limit (adding an Authorized User beyond it is refused, not billed).

Each Plan further includes allowances for branches, Authorized Users, marketable contacts, and emails per month, as presented at checkout and in the Service. Allowances and limits published in the Service or at checkout apply as presented at the start of the Customer's current subscription period; they may not be reduced, and no new payment obligation may be introduced, during a running period otherwise than by an amendment under Section 21 or a Plan change chosen by the Customer.

Plan allowances are technically enforced. The monthly allowance counts emails only, per calendar month, on monthly and yearly subscriptions alike. When a Plan's monthly email allowance is exhausted, further outbound emails are not dispatched until the next calendar month begins or the Customer upgrades; messages on other Channels do not count against it. The Service warns the Customer in the application as the allowance approaches its limit. Contact and branch allowances limit the creation and activation of new campaigns, automations, and branches; they never interrupt the synchronization of the Customer's existing data.

7.1a. Metering. To enforce Plan allowances, and to record at checkout a snapshot of the account's size that does not affect the Fee, the Service counts the Customer's synchronized staff, client, and appointment records. Only aggregate counts are used for this purpose; no record content is evaluated. The Provider may also grant a Customer an entitlement to use the Service outside a paid Plan (for example a pilot or complimentary plan), for a stated period and revocably; such grants do not create a payment obligation.

7.2. Trial. New Customers receive a 14-day free trial. A payment card is required at sign-up and is collected through Stripe Checkout; a temporary card-verification authorization may appear on the Customer's statement. No subscription Fee is charged before the trial ends. Unless the Customer cancels before the end of the trial, the paid subscription begins automatically when the trial expires.

7.3. Prices and taxes. Fees are presented and charged through Stripe (Stripe Checkout and the Stripe billing portal). All Fees are exclusive of value added tax and other applicable taxes, which will be added or accounted for where required by law. The Customer is responsible for any taxes for which it is liable as recipient of the Service, including under reverse-charge rules where applicable.

7.4. Price changes. The Provider may change the Fees with at least 30 days' prior notice. Changes take effect at the start of the Customer's next billing period after the notice period. If the Customer does not accept a price increase, it may terminate the Agreement with effect from the date the change would take effect.

7.5. Third-party Channel charges (WhatsApp). Fees under this Section 7 cover the Service only. Conversation-based charges for WhatsApp messaging are set and billed by Meta directly to the Customer's WhatsApp Business Account under the Customer's own agreement with Meta; those amounts never pass through the Provider. Where the Service displays estimated WhatsApp conversation costs, the figures are provisional estimates derived from Meta's published rates, provided for the Customer's information only, and are not an invoice or a statement of account. Meta requires an active payment method on the Customer's WhatsApp Business Account for certain conversation categories (per Meta's pricing policy, from 1 October 2026); where the Customer's Meta payment setup is not ready, the Service refuses to dispatch the affected messages (fail-closed) until the Customer completes it.

8. Payment and Consequences of Non-Payment

8.1. Fees are billed in advance through Stripe, monthly or yearly according to the billing interval the Customer chooses at checkout. The Customer authorizes recurring charges to its payment method for the duration of the subscription.

8.2. Payment processing is performed by Stripe; the Provider does not receive or store payment-card data. The Customer's bank may require payment authentication (strong customer authentication) as mandated by EU payment law.

8.3. Fees are non-refundable except where these Terms or mandatory law provide otherwise. This does not affect the rights of a Customer that mandatory law treats as a consumer (Section 3.1).

8.4. Suspension on non-payment. As soon as the payment provider reports the Customer's subscription as past due, unpaid, incomplete, or paused — which occurs on the first failed renewal charge, while the payment provider's automatic retries may still be running — the Service automatically suspends outbound message delivery and the ability to make changes in the account (such as creating or editing campaigns, automations, and settings). This delivery gate is fail-closed: no campaign, automation, or other outbound message is dispatched while the subscription entitlement is not valid. A successful retry restores the account automatically. Read access is preserved during suspension: the Customer can continue to sign in and view its data — client records, conversations, and campaign history. If the subscription is cancelled by the payment provider at the end of its retry process, or the Provider terminates under Section 19.3, in-application access ends and the Customer's data-retrieval rights under Section 20 apply.

8.5. Suspension under this Section does not relieve the Customer of the obligation to pay Fees accrued before suspension.

9. Messaging Compliance — Customer Obligations

This Section allocates legal responsibility for marketing and messaging content. It flows down obligations that apply to the Customer directly under EU and Czech law and under the terms of the Channel platforms. Please read it carefully.

9.1. Lawful basis for End Client data. The Customer warrants that it has a lawful basis under Regulation (EU) 2016/679 (GDPR) for the processing of all End Client personal data it submits to or synchronizes into the Service, and that it has provided End Clients with the privacy information required by law, including that their data is processed through the Service.

9.2. Commercial communications — Czech Act No. 480/2004 Coll. Act No. 480/2004 Coll. governs commercial communications sent by any electronic means — email, WhatsApp, and Telegram alike. A commercial communication may be sent through the Service only to recipients who either (a) have given prior consent, or (b) qualify under the "existing customer" exception in Section 7(3) of that Act, which requires all of the following:

• the Customer obtained the recipient's electronic contact from the recipient in connection with the sale of the Customer's own product or service;
• the message promotes only the Customer's own similar products or services;
• the recipient had the opportunity to refuse such use of their contact when it was collected; and
• every message offers a simple, free-of-charge way to refuse further messages.

The Customer warrants that every recipient of a commercial communication it targets through the Service satisfies condition (a) or (b). On WhatsApp and Telegram the Service inserts no commercial-communication marker and no opt-out mechanism into message content, so the Customer must include both in every marketing message on those Channels itself (Acceptable Use Policy, Sections 5.7 and 6).

9.3. WhatsApp. The Customer must comply with Meta's WhatsApp Business terms and messaging policies, including: obtaining valid opt-in permission before initiating WhatsApp messages to an End Client; using Meta-approved templates of the correct category (marketing, utility, or authentication) for business-initiated messages outside the 24-hour customer-service window; honoring opt-out requests made on or off WhatsApp; and not sending content in categories prohibited by Meta.

9.4. Telegram. The Telegram Channel operates through the Customer's own Telegram account. The Customer is solely responsible for compliance with Telegram's Terms of Service, including its rules against spam and unsolicited messages. The Customer acknowledges that sending unsolicited messages may result in restrictions or termination of the Customer's Telegram account by Telegram, and that the Provider has no control over and no responsibility for such measures.

9.5. Opt-outs. The Customer must honor every opt-out request from an End Client, whether made through the Service's unsubscribe mechanisms or by any other means (for example verbally in the salon). Opt-out requests received outside the Service must be reflected by the Customer without undue delay.

9.6. Content. The Customer is solely responsible for the content of its messages, including their accuracy, legality, and compliance with advertising and sector-specific rules applicable to the Customer's business.

9.7. The Customer's use of the Service is further governed by the Acceptable Use Policy, which forms part of the Agreement.

10. Platform Messaging Guardrails and Deliverability Protection

10.1. The Service enforces compliance and deliverability guardrails at the platform level. The Customer acknowledges and agrees that the following guardrails are mandatory and cannot be disabled or overridden by the Customer:

• Unsubscribe. Every marketing email carries a per-recipient unsubscribe link and one-click unsubscribe headers (RFC 8058). Recorded opt-outs are enforced automatically at send time across email, WhatsApp, and Telegram; the Customer cannot remove an End Client's opt-out.
• Commercial-communication labeling and sender identity. Every marketing email carries a system-generated footer identifying the message as a commercial communication and stating the Customer's name, registered seat, and company identification number. If the Customer's legal identity details are incomplete, the email Channel is unavailable until they are completed.
• Global suppression list. Email addresses that produce hard bounces or spam complaints are suppressed platform-wide and cannot be re-targeted by the Customer.
• Frequency cap. At most one marketing message is delivered to a given client record per 24 hours per Customer account. Where the Customer's booking system holds more than one record for the same person, the cap applies to each record separately.
• Entitlement gate. Outbound delivery requires a valid subscription entitlement (Section 8.4).

10.1a. Quiet hours (configurable). The Service additionally offers quiet hours: where enabled by the Customer, scheduled marketing campaign and marketing automation sends are deferred during the configured window (evaluated in the account's timezone), not dropped; transactional messages such as appointment reminders are exempt. Quiet hours are off by default, and the Customer may override them for an individual campaign. The Customer remains responsible for complying with any legal restrictions on the timing of its communications.

10.2. These guardrails are technical support for compliance; they do not transfer the Customer's legal responsibilities under Section 9 to the Provider, and they do not guarantee that any particular message is lawful.

10.3. Deliverability protection. The Provider sends email through shared infrastructure whose standing depends on aggregate sender behavior. The Provider may throttle, defer, or suspend the Customer's messaging (in whole or per Channel) where the Customer's sending produces bounce or complaint rates that jeopardize the Provider's standing with its infrastructure or Channel providers (for example Amazon SES bounce and complaint thresholds, or Meta quality-rating enforcement), or where the Provider reasonably suspects a breach of Section 9 or the Acceptable Use Policy. The Provider will notify the Customer of such measures and lift them once the cause is remedied.

11. AI Features

11.1. The Service includes an optional AI assistant that, where the Customer enables it, converses with End Clients in the Customer's connected two-way Channels (Telegram, WhatsApp, and, where enabled, Instagram Direct; the email Channel is outbound-only and the AI assistant does not operate on it) and can propose or perform actions in the Customer's booking system (such as creating or cancelling an appointment, or creating a client record). AI features use a third-party AI model provider listed in the Sub-processor List.

11.2. Operating modes. In the default, semi-automatic mode, the AI assistant composes and sends conversational replies to End Clients autonomously, without per-message review; only actions that write to the Customer's booking system are held as proposals requiring review and approval by an Authorized User before they are executed. In fully-automatic mode, where the Customer expressly enables it, those actions are also executed without prior approval. Enabling the AI assistant therefore means that AI-composed messages reach End Clients without individual human review. The Customer remains fully responsible for messages sent from its account, whether composed by a human or by the AI assistant.

11.3. AI-interaction disclosure. The Service inserts an AI-interaction disclosure at the beginning of AI-assisted conversations, as required by Article 50 of Regulation (EU) 2024/1689 (the AI Act). The Customer must not remove, suppress, or obscure such disclosures or AI-content markings. The Customer is responsible for any additional disclosure duties that apply to it as the business communicating with the End Client.

11.4. AI content and actions. AI-generated content may be inaccurate, incomplete, or inappropriate for a given context, and AI-proposed booking actions may be wrong. The Customer must exercise appropriate review consistent with its chosen operating mode. Except where liability cannot be excluded under mandatory law, the Provider is not liable for the content of AI-composed messages, for booking-system actions the AI assistant proposes or (in fully-automatic mode) executes, or for the Customer's decisions to approve them.

12. Data Protection and the Data Processing Agreement

12.1. Except as stated in Section 12.2, for End Client personal data processed through the Service, the Customer is the controller and the Provider acts as the Customer's processor. This processing is governed by the Data Processing Agreement, which is incorporated into and forms an integral part of the Agreement. In the event of conflict concerning personal data processing, the DPA prevails over these Terms.

12.2. For account, billing, and platform-operations data relating to the Customer and its Authorized Users — and, as described in the Data Processing Agreement and the Privacy Policy, for the service-wide email suppression list (bounce and complaint records) and aggregate deliverability monitoring, which the Provider maintains in its own controller capacity to protect shared sending infrastructure — the Provider acts as controller, as described in the Privacy Policy.

12.3. Sub-processors. The Provider uses the Sub-processors listed in the Sub-processor List. The Provider will give the Customer advance notice of intended additions or replacements of Sub-processors, and the Customer may object, in each case as set out in the DPA.

12.4. Cookies and similar technologies used by the Service are described in the Cookie Policy.

12.5. Administrative access. The Provider's authorized personnel may access a Customer's workspace data on a need-to-know basis for support, incident response, and platform administration (including inspection and reprocessing of stored integration payloads). Such access is restricted, bound by confidentiality (Section 13 and the DPA), and recorded in audit logs.

13. Confidentiality

13.1. Each party shall keep confidential all non-public information disclosed by the other party in connection with the Agreement ("Confidential Information"), use it only for performing the Agreement, and protect it with at least the care it applies to its own confidential information of similar nature.

13.2. Confidential Information does not include information that is or becomes public without breach, was lawfully known before disclosure, is independently developed, or is lawfully received from a third party without confidentiality obligation.

13.3. A party may disclose Confidential Information where required by law or a competent authority, provided it notifies the other party in advance where legally permitted.

13.4. This Section survives termination of the Agreement for 5 years; confidentiality of personal data is governed by the DPA.

14. Intellectual Property and Customer Data

14.1. The Service, including its software, design, trademarks, and documentation, is and remains the intellectual property of the Provider or its licensors. The Customer receives a non-exclusive, non-transferable, non-sublicensable right to use the Service for its internal business purposes for the duration of the Agreement.

14.2. The Customer retains all rights to Customer Data. The Customer grants the Provider a non-exclusive license to host, process, transmit, and display Customer Data solely to the extent necessary to provide and secure the Service and to comply with law. The Provider acquires no ownership of Customer Data.

14.3. The Customer must not reverse engineer, decompile, or disassemble the Service except to the extent such restriction is prohibited by mandatory law; must not resell or provide the Service to third parties as a service bureau; and must not remove proprietary notices.

14.4. If the Customer provides feedback or suggestions, the Provider may use them without restriction or obligation; feedback does not include Customer Data.

14.5. Uploaded images. Images the Customer uploads for use in its messages and pages are stored at public, content-addressed URLs and served through a content-delivery network, where they may be cached for up to one year. Because messages already delivered continue to reference them, uploaded images are retained after removal from the Customer's library and after termination; removal hides an image from further use but does not withdraw the stored object or its URL. The Customer must not upload images containing End Client personal data or other content it is not entitled to publish (Acceptable Use Policy, Section 8).

15. Warranties and Disclaimers

15.1. The Provider warrants that it will provide the Service with professional care and in material conformity with its documentation.

15.2. The Provider does not warrant that the Service will be uninterrupted or error-free. The Service may be temporarily unavailable due to maintenance, updates, or events outside the Provider's reasonable control; the Provider will use reasonable efforts to announce planned maintenance in advance.

15.3. Message delivery depends on third-party Channel platforms and on recipient-side factors; the Provider does not warrant that any individual message will be delivered, displayed, or read.

15.4. Features identified as early access, beta, or in development (including WhatsApp, until the Provider announces its general availability, and Instagram Direct, where enabled) are provided "as is", may be changed or withdrawn at any time, and are excluded from the warranty in Section 15.1.

15.5. To the maximum extent permitted by law, all other warranties, whether express or implied, are excluded. The Parties exclude the application of trade usages to the extent they would conflict with these Terms.

16. Limitation of Liability

16.1. To the maximum extent permitted by applicable law, the Provider is not liable for indirect or consequential damage, loss of profit, loss of business opportunity, loss of goodwill, or loss of data (to the extent such loss results from the Customer's failure to retrieve data during the retrieval window in Section 20).

16.2. Cap. The Provider's total aggregate liability for all claims arising out of or in connection with the Agreement is limited to the greater of (a) the total Fees paid by the Customer in the 12 months preceding the event giving rise to the claim, and (b) EUR 500.

16.3. Carve-outs (mandatory Czech law). Nothing in the Agreement excludes or limits liability for: (a) harm caused intentionally or by gross negligence; (b) harm to a person's natural rights, including personal injury or death; (c) the Provider's obligations under the Data Processing Agreement in respect of Article 32 GDPR, or a party's recourse claims under Article 82(5) GDPR, to the extent a limitation would conflict with them; or (d) any other liability that cannot be excluded or limited under Section 2898 of the Czech Civil Code or other mandatory law.

16.4. The limitations in this Section do not apply to the Customer's payment obligations or to the Customer's indemnity under Section 17.

17. Customer Indemnity

17.1. The Customer shall indemnify the Provider and hold it harmless against all claims, fines, penalties, damages, and reasonable costs (including legal costs) asserted against or imposed on the Provider by third parties or public authorities to the extent arising from:

• the Customer's breach of Section 9 (Messaging Compliance) or the Acceptable Use Policy; where a public authority imposes an administrative fine on the Provider in connection with the Customer's messaging (for example under Act No. 480/2004 Coll. or data-protection law), this indemnity operates as a claim for damages caused by the Customer's breach, to the extent recovery is permitted by mandatory law;
• the content of the Customer's messages;
• claims by Channel platforms (including Meta or Amazon Web Services) arising from the Customer's use of the Service in breach of the Agreement; or
• the Customer's lack of a lawful basis for the End Client data it processes through the Service.

17.2. The Provider will notify the Customer of any such claim without undue delay and allow the Customer to participate in the defense; the Provider will not settle a claim at the Customer's expense without the Customer's consent, not to be unreasonably withheld.

18. Suspension of the Service

18.1. In addition to Sections 8.4 and 10.3, the Provider may suspend the Customer's account or specific functionality, in whole or in part, where:

• the Customer materially breaches the Agreement and, where the breach is curable, fails to cure it within a reasonable period after notice — except where the breach consists of conduct described in Section 10.2 of the Acceptable Use Policy, in which case the Provider may suspend immediately and give notice promptly afterwards;
• suspension is required to protect the security or integrity of the Service or of other customers;
• suspension is required by law, by a competent authority, or by a Channel platform.

18.2. The Provider will limit any suspension to the scope and duration reasonably necessary and will notify the Customer of the reasons, before suspension where practicable and otherwise without undue delay.

19. Term and Termination

19.1. The Agreement runs for an indefinite term, with subscription periods of one month or one year according to the billing interval the Customer chooses.

19.2. Termination by the Customer. The Customer may terminate the Agreement at any time by cancelling its subscription through the billing portal or by written notice to contact@sended.io. Termination takes effect at the end of the current billing period, unless the Customer specifies a later date within the maximum notice period in Section 20.2. Fees for the current billing period are not refunded.

19.3. Termination by the Provider. The Provider may terminate the Agreement: (a) for convenience with 2 months' written notice; (b) with immediate effect if the Customer materially breaches the Agreement and fails to cure the breach within 14 days of notice (or immediately if the breach is incapable of cure or involves unlawful messaging that exposes the Provider to sanctions); or (c) with immediate effect if the Customer's Fees remain unpaid for more than 30 days after notice.

19.4. Upon termination, the Customer's access to the Service ends, subject to the data-retrieval rights in Section 20. Handling of personal data after termination is governed by the DPA.

20. Switching and Exit (EU Data Act)

This Section implements the customer switching rights under Chapter VI of Regulation (EU) 2023/2854 (the Data Act).

20.1. The Customer may at any time switch to another provider of a service of the same type, to on-premises infrastructure, or to several providers, or simply stop using the Service. The Agreement contains no minimum-term, technical, or contractual obstacle to switching beyond what this Section states.

20.2. Notice. The maximum notice period for initiating switching or termination under this Section is 2 months. The Customer may specify any shorter notice.

20.3. Transition. Following notice, the Provider will provide reasonable transition assistance for a transition period of up to 30 days. If completing the transition within 30 days is technically unfeasible, the Provider will notify the Customer within 14 days of the switching request, stating the reasons and an alternative transition period, which may not exceed 7 months in total. The Customer may extend the transition period once, by a period it considers more suitable for its purposes.

20.4. Data export. On the Customer's written request to privacy@sended.io, the Provider will provide an export of all exportable Customer Data, including relevant metadata, in structured, commonly used, machine-readable formats. The export is currently fulfilled by the Provider as a manual process; the Provider will act on export requests without undue delay. The Provider maintains at sended.io/legal/data-export an up-to-date specification of all categories of exportable Customer Data and digital assets, the categories exempt as the Provider's internal/proprietary data, and the available formats, standards, and known technical restrictions (the online register required by Article 26 of Regulation (EU) 2023/2854). That specification forms part of the Agreement.

20.5. Retrieval window. After termination of the Agreement (or completion of the transition period, whichever is later), the Customer may request retrieval of its exportable data for a period of 90 days (exceeding the 30-day statutory minimum). During the retrieval window, the Provider will retain the Customer Data needed to fulfil export requests; erasure thereafter is governed by Section 13 of the DPA.

20.6. Erasure. After expiry of the retrieval window, the Provider will erase Customer Data in accordance with the DPA, subject to retention required by law. Erasure obligations that are not yet automated in the Service are fulfilled by the Provider manually.

20.7. No switching charges. The Provider does not charge the Customer any fee for switching, termination assistance, data export, or data retrieval under this Section.

21. Changes to These Terms

21.1. The Provider may amend these Terms and the Acceptable Use Policy to a reasonable extent, in particular to reflect changes in law, in Channel-platform requirements, or in the Service. This reflects Section 1752 of the Czech Civil Code.

21.2. The Provider will notify the Customer of amendments at least 30 days before they take effect, by email to the Customer's account or billing email or by prominent notice in the Service.

21.3. If the Customer does not agree with an amendment, it may reject it by notice to the Provider before the effective date and terminate the Agreement with a notice period of one month running from the effective date; throughout that notice period, the existing Terms continue to apply to the Customer. If the Customer neither rejects the amendment nor terminates, the amended Terms apply from the effective date. This does not affect the rights of a Customer that mandatory law treats as a consumer (Section 3.1).

21.4. Changes to the Sub-processor List follow the notice-and-objection mechanism in the DPA, not this Section.

22. Governing Law and Jurisdiction

22.1. The Agreement and any non-contractual obligations arising out of or in connection with it are governed by the laws of the Czech Republic, excluding its conflict-of-law rules.

22.2. All disputes arising from or in connection with the Agreement shall be finally resolved by the courts of Prague, Czech Republic, which shall have exclusive jurisdiction. This does not affect the rights of a Customer that mandatory law treats as a consumer (Section 3.1).

22.3. Out-of-court dispute resolution (consumers). Where mandatory law treats the Customer as a consumer notwithstanding Section 3.1, the body competent for out-of-court resolution of consumer disputes is the Czech Trade Inspection Authority (Česká obchodní inspekce), Ústřední inspektorát – oddělení ADR, Štěpánská 796/44, 110 00 Prague 1, Czech Republic, https://adr.coi.cz, adr@coi.cz. The European online dispute resolution platform at https://ec.europa.eu/consumers/odr may also be used.

23. Final Provisions

23.1. Severability. If any provision of the Agreement is or becomes invalid or unenforceable, the remaining provisions remain in effect; the parties shall replace the invalid provision with a valid one that most closely reflects its purpose.

23.2. Entire agreement. The documents listed in Section 3.4 constitute the entire agreement between the parties regarding the Service and supersede all prior arrangements on the same subject.

23.3. Assignment. The Customer may not assign the Agreement without the Provider's prior written consent. The Provider may assign the Agreement to an affiliate or in connection with a merger, reorganization, or sale of the business, with notice to the Customer.

23.4. Notices. Legal notices to the Provider must be sent to contact@sended.io or to the Provider's registered seat. Notices to the Customer are sent to the account or billing email on file; the Customer must keep it current.

23.5. Force majeure. Neither party is liable for failure to perform (other than payment obligations) caused by circumstances beyond its reasonable control, including outages of third-party platforms, power or network failures, acts of authorities, or natural events, provided the affected party notifies the other and resumes performance as soon as reasonably possible.

23.6. Language. These Terms are executed in English. Where a translation is provided for convenience, the English version prevails.

23.7. No waiver. A failure to enforce a provision of the Agreement is not a waiver of it.

24. Contact

Elephants Production s.r.o. Rybná 716/24, Staré Město, 110 00 Prague 1, Czech Republic Company ID (IČO): 23397292 Registered in the Commercial Register maintained by the Municipal Court in Prague, File No. C 426391

General inquiries: contact@sended.io Privacy and data subject requests: privacy@sended.io