Terms of Service

1. Acceptance: installing is agreeing

You accept these Terms, and they become a binding agreement between you and us, on the earliest of: installing or using the App; granting us access to your store, marketing platform, booking platform, or customer data in any form; starting any Presterly service under a proposal or order form; or using this website. If you accept on behalf of a business, you confirm you are authorised to bind that business, and “you” means that business.

These Terms incorporate our Data Processing Addendum (“DPA”) and, for messaging programmes, our SMS & WhatsApp Terms. Our Privacy Policy explains how we handle personal data. By accepting these Terms you also enter into the DPA; no separate data processing agreement needs to be signed, and none applies unless we expressly agree one in writing. If you and we sign a proposal or service agreement, it prevails over these Terms to the extent of any conflict, and the DPA prevails on data protection matters.

2. The Service

Presterly helps merchants keep customers reordering. Depending on what you take, the Service includes: predicting when a customer is likely to run out of a consumable product and sending reorder reminders with a one-tap path back to checkout; one-off win-back campaigns to lapsed customers; growing your consented SMS and WhatsApp marketing lists through opt-in surfaces on your storefront (such as checkout consent and post-purchase offers); setting up and operating messaging channels for you, including a verified WhatsApp Business account; and building and operating campaigns, automation flows, message templates, and message copy (including copy produced with the assistance of automated and AI tools, which you can review). Messages are sent over the channels you enable (such as SMS, WhatsApp, and email), either through your own connected platforms (for example Klaviyo) or through our delivery providers.

We may add, change, or withdraw features over time. Some features may be offered as pilots or betas; they are provided as-is and may change or end without notice.

3. Access you grant us

To provide the Service you authorise us to access and operate within the systems you connect, which may include: the App’s Shopify API scopes; Shopify collaborator access; an admin seat or API access in your marketing platform (for example Klaviyo); your WhatsApp Business account; your booking or point-of-sale platform; and data exports you provide (for example order history files). You confirm you are entitled to grant this access, and that our team may act within it on your behalf to deliver the Service (a white-glove, operated model). We store credentials encrypted and use this access only to provide the Service, as described in the DPA and Privacy Policy.

4. Eligibility and account

You must be an authorised operator of the store or business on which the Service runs, at least 18 years old, and you must provide accurate information. You are responsible for activity that occurs through your installation and the access you grant.

5. Fees and billing

Fees are as agreed with you in a proposal, order form, or in-App plan, and typically combine a set-up or subscription fee with a percentage of the revenue attributed to Presterly. Attribution is measured by Presterly’s tracking (such as tracked reorder links and order attribution tokens), which is the record for billing purposes absent manifest error. Charges are billed through Shopify’s billing system, by direct invoice, or both, as agreed. Invoices are payable within 14 days unless agreed otherwise. Fees are exclusive of taxes unless stated. We may change pricing on reasonable notice; changes do not apply retroactively.

6. Your responsibilities (important)

You are the data controller for your customers’ personal data. You represent and warrant that:

• you have all necessary rights, a valid lawful basis, and any required consents to contact your customers through each channel the Service uses for you (SMS, WhatsApp, email, or otherwise), and to give us access to their data;
• the consent and opt-out records in your store and connected platforms are accurate and lawfully obtained, and we are entitled to rely on them;
• you comply with all laws that apply to your marketing, including the GDPR, the ePrivacy rules (in Ireland, S.I. No. 336 of 2011), and, for United States recipients, the TCPA, the CTIA guidelines, and applicable state law; and
• you are responsible for the content and lawfulness of messages sent on your behalf, including messages, offers, and discount codes you approve or ask us to operate.

Where we prepare message copy, campaigns, or flows for you, you have the opportunity to review them, and going live with them is your approval.

7. Acceptable use

You agree not to:

• use the Service for any unlawful, infringing, deceptive, or abusive purpose;
• send, or ask us to send, messages to people who have not consented or whom you have no lawful basis to contact;
• upload data you have no right to share, including special categories of personal data;
• interfere with, overload, or attempt to gain unauthorised access to the Service or its infrastructure; or
• reverse engineer, copy, or resell the Service except as permitted by law.

8. Data protection

Our handling of personal data is described in our Privacy Policy. Where we process your customers’ personal data, we do so as your processor under the DPA, which applies automatically and satisfies Article 28(3) GDPR. We honour the deletion requests Shopify relays for you automatically.

9. Aggregated and anonymised data

We may create and use aggregated or anonymised data derived from use of the Service (data that no longer identifies you, your customers, or any person) to operate, benchmark, and improve the Service, including improving our prediction models. We own that aggregated and anonymised data.

10. Intellectual property

We own all rights in the Service, the presterly.com site, our prediction models and software, and our trademarks and content. We grant you a limited, non-exclusive, non-transferable right to use the Service while these Terms are in effect. You retain all rights in your own store and customer data, and you grant us the licence to process it needed to provide the Service. Message copy and templates we prepare for you may be used by you within the Service for your own marketing.

11. Third-party services

The Service runs on and connects to third-party platforms (such as Shopify, Klaviyo, Meta’s WhatsApp Business Platform, Twilio, and booking platforms). Your use of those platforms is governed by their own terms, and you must keep your accounts with them in good standing. We are not responsible for third-party platforms, their availability, their decisions (such as messaging approvals or account restrictions), or changes they make that affect the Service.

12. Disclaimers

The Service is provided “as is” and “as available”. Predictions are estimates, not guarantees. We do not warrant that the Service will be uninterrupted or error-free, that predictions will be accurate, that messages will be delivered, or that the Service will generate any particular amount of recovered revenue. To the maximum extent permitted by law, we disclaim all implied warranties.

13. Limitation of liability

To the maximum extent permitted by law: we will not be liable for any indirect, incidental, special, or consequential losses, or for lost profits, revenue, goodwill, or data; and our total aggregate liability arising out of or relating to the Service will not exceed the greater of the fees you paid us in the three months before the event giving rise to the claim and €100. Nothing in these Terms limits liability that cannot be limited by law, including for fraud or for death or personal injury caused by negligence.

14. Indemnity

You will indemnify and hold us harmless against claims, losses, fines, and costs (including reasonable legal fees) arising from: your breach of these Terms; your customer data or the instructions you give us; any claim that messages sent on your behalf were sent without a lawful basis or required consent (including claims under the TCPA or ePrivacy rules); and your violation of any law or third-party right.

15. Suspension

We may suspend some or all of the Service immediately if we reasonably believe your use breaks the law, breaches these Terms, risks harm to message recipients, carriers, platforms, other merchants, or us, or if a platform or carrier requires it. We will tell you and work with you to restore service where we can.

16. Term and termination

These Terms apply for as long as you use the Service. You may terminate at any time by uninstalling the App and ending any active service with us; agreed fees for work already performed and revenue already attributed remain payable. We may suspend or terminate access if you breach these Terms or use the Service unlawfully. On termination, your right to use the Service ends and customer data is deleted or returned under the DPA. Sections that by their nature should survive (including fees owed, aggregated data, disclaimers, liability, and indemnity) survive.

17. Changes to these Terms

We may update these Terms from time to time. When we do, we will update the “Last updated” date above, and for material changes we will take reasonable steps to notify you. Continued use of the Service after changes take effect means you accept the updated Terms.

18. General

These Terms, the DPA, the SMS & WhatsApp Terms, and any signed proposal are the entire agreement between you and us about the Service. If a provision is unenforceable, the rest remain in effect. A failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them to a successor of the business. Neither party is liable for delay caused by events beyond its reasonable control. Notices to us go to fergus@presterly.com; notices to you go to the contact details on your account.

19. Governing law

These Terms are governed by the laws of the Republic of Ireland, and the courts of the Republic of Ireland have exclusive jurisdiction over any dispute, without prejudice to any mandatory consumer-protection rights you may have.

20. Contact

Questions about these Terms? Email fergus@presterly.com.