Emanuel — Terms of Service

1. Parties and acceptance

These Terms of Service ("Terms") constitute a binding agreement between:

• CivSec S.M.A.R.T B.V., a private limited liability company incorporated in the Netherlands, registered with the Dutch Chamber of Commerce under number 98045768, VAT NL868337237B01, having its registered office available on request via dpo@civsecsmart.com ("CivSec", "we", "us", "our"); and
• the Shopify merchant who installs, accesses, or uses the App ("Merchant", "you", "your").

By installing the App, clicking "Accept", or otherwise using the App, you agree to these Terms. If you do not agree, do not install or use the App.

2. Definitions

• App — the "Emanuel" application distributed through the Shopify App Store, including the admin interface, widget, and all APIs.
• Shopify — Shopify Inc. and its affiliates, operator of the Shopify platform and App Store.
• Subscription — a paid or free plan chosen through Shopify Managed Pricing.
• Visitor — an end-user of the Merchant's storefront who interacts with the widget.
• Visitor Data — personal data about Visitors processed through the App.
• Privacy Policy — the policy at civsecsmart.com/apps/emanuel/privacy.

3. The Service

The App provides an embeddable AI-powered chat widget for Shopify storefronts. Core features include:

• A theme app extension that embeds the widget in the Merchant's storefront
• An admin interface for configuration (appearance, greeting, knowledge base, etc.)
• AI responses powered by Anthropic's Claude language models (default) and Google's Gemini (optional, Pro+ tier merchant-choice toggle)
• Conversation storage, transcripts, and basic analytics
• GDPR-compliant data-subject webhooks (customers/data_request, customers/redact, shop/redact)

Features, limits, and availability are described on the App's Shopify listing. We may modify, enhance, or remove non-core features; material reductions in functionality on active paid plans are communicated at least 30 days in advance.

4. Eligibility and account

You represent that you:

• operate a valid Shopify store
• are authorised to bind your business to these Terms
• will provide accurate information during installation and configuration
• are not located in, or acting on behalf of a party located in, a jurisdiction subject to comprehensive sanctions under EU, US, or UN law

Your App account is tied to your Shopify shop. On uninstall, your subscription is terminated in accordance with §14.

5. Subscription, billing, and trial

5.1 Plans

The App offers a free plan and several paid plans (currently Starter, Growth, Pro, and Scale). Prices, message limits, and features for each plan are shown inside Shopify Admin under Apps → Emanuel → Pricing.

5.2 Billing via Shopify Managed Pricing

All paid subscriptions are billed exclusively through Shopify Managed Pricing. Shopify charges your Shopify invoice and remits to us. We do not collect payment details directly. You are responsible for maintaining a valid billing method on your Shopify account.

5.3 Trial

Each paid plan includes a 14-day free trial for first-time subscribers on that plan. The trial ends automatically; you will be charged the plan price from day 15 unless you downgrade or cancel via Shopify Admin before then.

5.4 Message limits and overage

Each plan includes a monthly AI-message allowance (see §5.1). If you exceed your allowance, the widget will display a soft-limit banner prompting an upgrade; we do not auto-charge overage. Excessive automated abuse may be rate-limited or suspended under §7.

5.5 Annual plans

Annual plans are offered at a 20% discount relative to monthly. Annual plans are billed once per year through Shopify Managed Pricing. Cancellation mid-year results in a pro-rata refund of unused months under §6.

5.6 Taxes

Prices are exclusive of VAT, sales tax, or equivalents unless expressly stated. Shopify calculates and collects applicable taxes as part of its invoicing.

6. Refund policy

For monthly subscriptions: you may request a refund of the most recent monthly charge within 30 days of that charge by emailing emanuel-support@civsecsmart.com with your shop domain and reason. Refunds are issued at our discretion and processed via Shopify.

For annual subscriptions: on cancellation mid-term, a pro-rata refund of the unused full months remaining in the paid period is available on request within 30 days of cancellation.

No refunds are available for charges older than 12 months, or where the account has been suspended for breach under §7 or §14.

7. Acceptable use

You agree not to:

• use the App to transmit or generate content that is unlawful, infringing, defamatory, obscene, or that violates third-party rights
• use the App to impersonate CivSec or any third party
• attempt to bypass message limits, rate limiting, or billing controls (including by creating multiple trial-only accounts)
• reverse-engineer, decompile, or circumvent security controls, except where Dutch mandatory law permits
• use the App for mass unsolicited messaging, spam, or phishing of Visitors
• train or evaluate a competing AI chat product using the App's output
• resell, sublicense, or distribute the App or its output as a standalone service without written permission

You are solely responsible for (i) the content of the knowledge base and system prompt you provide, (ii) the lawfulness of interacting with your Visitors under applicable consumer and data-protection law, and (iii) ensuring that AI-generated responses do not mislead Visitors in regulated contexts (medical, legal, financial advice, etc.).

We may suspend or terminate your access for material or repeated violation of this §7, with notice where feasible.

8. Intellectual property

• Our IP. The App, its source code, design, documentation, and branding are owned by CivSec or our licensors and are protected by copyright, trademark, and other laws. We grant you a limited, revocable, non-exclusive, non-transferable right to use the App within your Shopify shop for the term of your subscription.
• Your content. You retain all rights in configuration you provide (knowledge base, system prompt, colour, branding). You grant us a worldwide, non-exclusive, royalty-free licence to host, process, and transmit your content solely to provide the App.
• Visitor conversations. Conversations are Visitor Data owned by the Merchant as Controller, subject to the DPA referenced in §9.
• Feedback. If you send us suggestions or feedback, you grant us a perpetual, irrevocable, royalty-free licence to use them without attribution.

We respect third-party IP. To submit a copyright notice, email legal@civsecsmart.com with subject "DMCA / copyright notice".

9. Privacy and data protection

Your use of the App is subject to our Emanuel Privacy Policy and the Data Processing Agreement available on request via dpo@civsecsmart.com, both incorporated by reference. In any conflict between the DPA and these Terms concerning Visitor Data, the DPA prevails.

10. Confidentiality

Each party may receive information from the other that is marked confidential or is reasonably understood to be confidential ("Confidential Information"). Confidential Information does not include information that is public, rightfully received from a third party, or independently developed. Each party agrees to protect the other's Confidential Information with the same care it uses for its own (no less than reasonable care) and to use it only for the purposes of these Terms.

11. Warranties and disclaimers

To the maximum extent permitted by applicable law:

• The App is provided "AS IS" and "AS AVAILABLE". We do not warrant that it will be uninterrupted, error-free, or free of harmful components.
• AI responses are generated by third-party language models and may contain inaccuracies, hallucinations, or offensive content. You are responsible for reviewing, filtering, and supervising AI output used in customer interactions.
• We disclaim all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement, to the fullest extent permitted by law.

Nothing in this §11 limits any warranty or statutory right that cannot be excluded under Dutch mandatory law.

12. Limitation of liability

Subject to the following paragraph, to the maximum extent permitted by applicable law:

• Excluded damages. Neither party is liable for indirect, incidental, consequential, special, or punitive damages, loss of profits, loss of revenue, loss of goodwill, loss of data, or interruption of business.
• Cap on liability. Our total aggregate liability to you arising out of or in connection with these Terms is limited to the total amount paid by you to us via Shopify in the 12 months preceding the event giving rise to the claim, or €500, whichever is greater.

These limitations do not apply to liability for: (a) wilful misconduct or gross negligence; (b) death or personal injury caused by our negligence; (c) statutory product-liability claims; or (d) any other liability that cannot be excluded or limited under Dutch mandatory law.

13. Indemnification

You will indemnify, defend, and hold harmless CivSec, its affiliates, and their personnel from and against any third-party claim, loss, damage, liability, or reasonable legal fees arising out of: (a) your violation of §7 (Acceptable Use); (b) your violation of law in your use of the App; (c) your Visitor interactions where you failed to apply an appropriate legal basis under data-protection law; or (d) your Content infringing third-party rights.

14. Term and termination

• Term. These Terms apply from installation until termination.
• Termination for convenience by you. You may terminate at any time by uninstalling the App or cancelling your subscription via Shopify Admin. Termination takes effect at the end of the current billing period; prepaid annual amounts are refunded on a pro-rata basis per §6.
• Termination for convenience by us. We may discontinue the App on 30 days' written notice (posted in-app, emailed, or via the Shopify listing). Pro-rata refund applies for active paid periods.
• Termination for cause. Either party may terminate immediately on written notice for material breach by the other, not cured within 14 days of notice.
• Effect of termination. On termination: (a) your access ceases; (b) we delete Visitor Data for your shop within 48 hours via shop/redact; (c) retention exceptions apply only where required by law; (d) §8, §10, §11, §12, §13, §18 survive.

15. Changes to these Terms

We may update these Terms as the App evolves or as law changes. We will provide at least 30 days' notice of material changes by email and in-app notification. If you do not agree to the updated Terms, your remedy is to uninstall the App before the effective date. Continued use after the effective date constitutes acceptance.

16. Third-party services

The App integrates with:

• Shopify. Your use of the App remains subject to the Shopify Partner Program Agreement and Shopify's merchant Terms of Service. In the event of conflict with Shopify's mandatory App Store rules, those rules prevail.
• Anthropic. AI responses (default provider) are generated by Anthropic's Claude models subject to Anthropic's Commercial Terms of Service. Anthropic's availability is outside our control; we disclaim liability for Anthropic outages to the extent permitted by law.
• Google (Gemini API). Optional alternate AI provider available to Pro+ merchants via the merchant-AI-choice toggle. Subject to Google's Gemini API Additional Terms of Service.
• Other subprocessors are listed in our Privacy Policy.

17. Beta features

From time to time we may make features available as "Beta", "Preview", or "Experimental". These are provided without warranty, may change or be removed at any time, and are excluded from §11 and §12 limits only to the extent of increased permissible-exclusion latitude under mandatory law.

18. Governing law and jurisdiction

These Terms are governed by the laws of the Netherlands, excluding its conflict-of-laws provisions and the UN Convention on Contracts for the International Sale of Goods.

Any dispute arising out of or in connection with these Terms that cannot be resolved amicably will be submitted to the exclusive jurisdiction of the competent court in Amsterdam, the Netherlands (Rechtbank Amsterdam), unless Dutch mandatory law designates a different forum (e.g. for consumer Merchants).

19. Miscellaneous

• Entire agreement. These Terms together with the Privacy Policy constitute the entire agreement between you and us regarding the App, and supersede any prior agreements on the same subject.
• Severability. If any provision is held unenforceable, the remainder continues in effect.
• No waiver. Failure to enforce a right is not a waiver.
• Assignment. You may not assign these Terms without our written consent. We may assign to an affiliate or successor in connection with a corporate reorganisation, merger, or sale.
• Notices. Notices to us: legal@civsecsmart.com. Notices to you: the email address on your Shopify account, or in-app.
• No agency. Nothing creates a partnership, agency, or employment relationship.
• Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control (e.g. internet outages, subprocessor outages, acts of government).