Terms of service for the platform

Acceptance of terms

These Terms of Service ("Terms") form a binding agreement between you (and, where applicable, the organisation you represent) and Panorama Brands B.V., which operates ReplyBay as a trading name and software product ("ReplyBay", "we", "us"). Panorama Brands B.V. is a Dutch private limited company registered with the Dutch Chamber of Commerce under KvK 92632483 at Koemarkt 53, 1441 DB Purmerend, the Netherlands. By creating an account, accessing, or using the ReplyBay service, you confirm that you have read, understood, and agree to these Terms.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you do not agree to these Terms, you must not use the service.

Service description

ReplyBay is an AI-assisted customer support platform. It connects to the messaging channels you authorise, reads incoming messages, organises them, and prepares suggested replies using your knowledge, policies and connected context. Depending on the controls you choose, a reply waits for review by your team or is sent automatically, as described in Review-required and automated sending.

We may add, modify, or discontinue features of the service over time to improve it. Where a change materially reduces core functionality, we will make reasonable efforts to notify you in advance.

Review-required and automated sending

Review-required mode is the default for private replies. When a workspace is created, automatic sending of inbox replies (email, direct messages and helpdesk tickets) is off. ReplyBay prepares drafts, and a member of your team reviews, edits and sends each reply. Public comments work differently. Comment automation is on by default: after the comment delay, ReplyBay may post a public reply, like a comment or hide an abusive one when its confidence clears your threshold, and anything uncertain goes to your team. You can switch comment replies to review or turn comment automation off at any time.

Merchant-authorised automation. You may configure ReplyBay to automatically send AI-generated replies, public comment replies and comment-to-DM messages when the conditions and safety thresholds you specify are met. ReplyBay may hold or escalate any message that does not satisfy your configured automation requirements. Payment problems, disputes, legal threats and privacy requests are always held for a person, whatever your settings. Refund and return requests are held unless you explicitly allow ReplyBay to answer them.

Your responsibility. You are responsible for the automation rules you configure, for monitoring how they perform, and for the communications sent from your connected channels, whether a person or an automation sends them. Enable automated sending only where it suits your use case, and keep the settings, knowledge and policies it relies on up to date.

Account registration and security

To use ReplyBay, you must register for an account and provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.

You agree to notify us immediately at support@replybay.ai of any unauthorised use of your account or any other breach of security. We are not liable for any loss arising from your failure to safeguard your credentials. You must be at least 18 years old, or the age of legal majority in your jurisdiction, to use the service.

ReplyBay is offered for business purposes only and is not intended for consumers. By creating an account or using the service, you confirm that you are acting for purposes relating to your trade, business, craft or profession, and not as a consumer. Statutory withdrawal rights for consumer contracts therefore do not apply.

Acceptable use

You agree not to use ReplyBay to:

Violate any applicable law or regulation, or infringe the rights of any third party.
Send spam, unsolicited bulk communications, or messages that you are not authorised to send.
Transmit malware, attempt to gain unauthorised access to our systems, or interfere with the integrity or performance of the service.
Reverse engineer, resell, or sublicense the service except as expressly permitted by these Terms.
Process data in a manner that violates the privacy or data-protection rights of the individuals you correspond with.

We reserve the right to suspend or terminate access for any use that we reasonably determine breaches this section.

Subscription and billing

ReplyBay is offered on a subscription basis. By subscribing to a paid plan, you authorise us (or our payment processor) to charge the applicable fees, plus any taxes, on a recurring basis according to your billing cycle.

Subscriptions renew automatically at the end of each period unless cancelled before the renewal date. You may cancel at any time from your account settings; cancellation takes effect at the end of the current billing period. Fees are non-refundable, except where required by applicable law or where ReplyBay decides otherwise at its discretion, for example after a billing error or an extended service outage. If you believe you were charged in error, contact support@replybay.ai. We will give reasonable advance notice of any change to our pricing.

Data and privacy

Your use of ReplyBay is also governed by our Privacy Policy, which explains how we collect, use, and protect personal data. ReplyBay's core application, database, object storage, backups and workflow processing run in Google Cloud's Netherlands region. AI model providers, the other sub-processors and the providers you connect may process the limited data their service needs outside the EU/EEA, subject to their terms and the transfer safeguards described in the Privacy Policy.

We never sell your data. ReplyBay does not use customer content to train AI models and does not opt it into provider model training. Where ReplyBay processes personal data on your behalf, you are the controller and Panorama Brands B.V. is your processor under the data processing terms below.

Data processing terms (Art. 28 GDPR)

When you connect channels and tools, ReplyBay processes personal data of your customers and contacts, such as names, contact details, messages, attachments and order details, on your behalf. For that data you are the controller and Panorama Brands B.V. is your processor. These data processing terms form part of these Terms and apply for as long as ReplyBay processes that data for you. The subject matter and purpose of the processing is providing the service: receiving, organising and storing messages, drafting replies with AI, sending the replies that you or your automation rules approve, and the related support. The people concerned are your customers, prospects and other people who contact you through connected channels, and the members of your team.

ReplyBay, as your processor:

Instructions. Processes the data only on your documented instructions, which are these Terms, your workspace settings and automation rules and your requests to support, including with regard to transfers outside the EU/EEA, unless EU or Member State law requires otherwise. In that case ReplyBay tells you first, unless that law forbids it. ReplyBay tells you if it believes an instruction infringes data protection law.
Confidentiality. Ensures that the people authorised to process the data are bound by confidentiality.
Security. Takes the technical and organisational measures appropriate to the risk that the Privacy Policy describes (Art. 32 GDPR).
Sub-processors. Uses the sub-processors listed in the Privacy Policy, for which you give general authorisation. ReplyBay announces intended additions or replacements at least 14 days in advance in the app or by email, so that you can object on reasonable grounds; if an objection cannot be resolved, you may end the affected service. ReplyBay imposes the same data protection obligations on each sub-processor and remains responsible to you for its performance.
Assistance. Helps you, taking into account the nature of the processing, to answer requests from the people whose data it is, for example with the export, deletion and retention controls in the app, and to meet your obligations on security, breach notification, data protection impact assessments and prior consultation (Art. 32 to 36 GDPR).
Breaches. Notifies you without undue delay after becoming aware of a personal data breach affecting this data, with the information then available.
End of the service. Deletes the data when you delete a workspace or your account, as the Privacy Policy describes, unless law requires it to be kept. You can export it from the app before then, or ask us to.
Information and audits. Makes available the information needed to demonstrate compliance with Art. 28 GDPR, and allows for and contributes to audits, including inspections, by you or an auditor you mandate, with reasonable notice, at your cost and under confidentiality.
Transfers. Transfers the data outside the EU/EEA only with a safeguard under Chapter V GDPR, as the Privacy Policy describes for each provider.

You are responsible for having a legal basis for the processing you instruct, for telling your customers, for example in your own privacy notice, that you use ReplyBay and AI to handle their messages, and for the lawfulness of your instructions. A provider you connect under your own account or key, such as your own OpenAI, Anthropic, Z.ai or OpenRouter account, processes the data under your own agreement with it and is not ReplyBay's sub-processor. If you need a separately signed data processing agreement, contact support@replybay.ai.

AI-generated content

ReplyBay uses artificial intelligence to generate suggested replies. Whether a reply is held for review or sent automatically depends on the controls described in Review-required and automated sending. AI systems can produce content that is inaccurate, incomplete, or inappropriate for a given context.

ReplyBay does not guarantee the accuracy, suitability, or legal compliance of generated content, and you should not rely on it as professional, legal, financial, or medical advice. Your responsibilities for automation rules and outbound communications are set out in Review-required and automated sending.

Disclosing the use of AI. Where the law requires that people are told they are communicating with an AI system or that content was generated by AI, including under the EU Artificial Intelligence Act (Regulation (EU) 2024/1689), consumer protection law or the rules of a connected platform, you are responsible for giving that information in the communications you send or automate through ReplyBay. To support this, ReplyBay adds a short AI disclosure by default to every message it sends automatically: AI replies sent without review, automatic public comment replies, comment-to-DM messages, the after-hours message and the order-shipped notice. It is the last line of a direct message or WhatsApp message, appears directly above the workspace's email signature in email, and is a short suffix on public comment replies, where it is left out only if the platform's length limit leaves no room. You can change its wording and also add it to drafts a person approves. You can switch it off only by confirming that the use of AI is obvious from the context or disclosed elsewhere; that confirmation is recorded in the workspace audit log. Replies your team writes, approves or edits are sent without it unless you choose otherwise.

Intellectual property

The ReplyBay platform, including its software, design, branding, and documentation, is owned by Panorama Brands B.V. and protected by intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable licence to use the service in accordance with these Terms.

You retain all rights to the content and data you provide ("Customer Content"). You grant us a limited licence to process Customer Content solely as necessary to operate and provide the service to you. Nothing in these Terms transfers ownership of your content to us.

Referral program

ReplyBay may offer a referral program. A workspace owner or admin can share the workspace's invite link with another business. When a new ReplyBay account that signed up through the link has a workspace that pays its first invoice, both workspace owners receive the number of bonus AI replies shown in the app. Trials, free plans and invoices with nothing paid do not count, and neither do referrals within the same business, team, company email domain, payment customer or payment card. The monthly reward limit shown in the app applies.

A full refund or a chargeback of that first invoice during its service period, or abuse or fraud, cancels the reward, and the unused bonus AI replies of both sides are then removed. Bonus AI replies are used after the plan's monthly allowance, expire after the period shown in the app, end when the account is deleted, have no cash value and cannot be transferred, sold or exchanged for money. ReplyBay may change or end the program at any time for future referrals; rewards already granted stay valid until they expire, unless they are cancelled as described above. Rewards are service credits, not payments, and you are responsible for any tax consequences for your business.

Agency partners

ReplyBay's agency features let an agency set up and manage workspaces for its clients. Once a client accepts ownership of a workspace, the client pays for its own plan and is the controller of its workspace data. The agency accesses the workspace with the role the client allows and loses that access when the client removes it. Referred revenue and commission figures shown in the app are estimates for information only, not an offer, an invoice or a promise of payment. ReplyBay pays commission only under a separate written partner agreement, on the terms and at the rate set out there, and nothing is paid out automatically.

Limitation of liability

To the maximum extent permitted by law, the service is provided "as is" and "as available" without warranties of any kind, whether express or implied, including fitness for a particular purpose and non-infringement.

To the maximum extent permitted by law, ReplyBay shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or goodwill. Our total aggregate liability arising out of or relating to these Terms shall not exceed the total fees you paid to us in the twelve (12) months preceding the event giving rise to the claim.

These limitations and exclusions do not apply to damage caused by the intent or gross negligence of ReplyBay or its management, to liability for death or personal injury, or to any other liability that cannot be limited or excluded under applicable law.

Termination

You may cancel a paid subscription without deleting your account, or permanently delete your account from Settings. We may suspend or terminate your access if you materially breach these Terms, fail to pay applicable fees, or use the service in a way that creates risk or legal exposure for us or other users.

Account deletion first cancels active subscriptions and then removes active-system data as described in the Privacy Policy. Cancelling a subscription alone does not delete the account. Sections that by their nature should survive termination, including intellectual property, limitation of liability, and governing law, will continue to apply.

Governing law

These Terms are governed by and construed in accordance with the laws of the Netherlands and, where applicable, the law of the European Union, without regard to conflict-of-law principles.

The District Court of North Holland (Rechtbank Noord-Holland), the Netherlands, has exclusive jurisdiction over disputes arising out of or in connection with these Terms. ReplyBay is offered to businesses only, so the rules for consumer contracts do not apply; mandatory provisions of law that cannot be excluded by contract remain unaffected.

Changes to these Terms

We may update these Terms. We will announce material changes in the app and by email at least 14 days before they take effect. If you do not agree to a change, you can cancel your subscription or delete your account before the effective date. If you continue to use the service after the effective date, the updated Terms apply.

This version was published on 30 September 2026. It applies to accounts created on or after 1 October 2026 from the moment they are created. For accounts created before 1 October 2026 it takes effect on 15 October 2026; until then, the previous version continues to apply to them.

Contact

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

support@replybay.ai

For privacy-specific enquiries, contact support@replybay.ai.