Welcome to ReplyBlue, LLC’s Terms of Service (“Terms” or this “Agreement”). These Terms constitute a legal agreement between ReplyBlue, LLC (“ReplyBlue,” “we,” “us”) and the individual or entity (“Customer,” “you,” or “User”) registering for or using our services. These services are designed to enhance customer communications and drive sales outcomes through advanced messaging technology, CRM integration, and automation (“Services”).By registering for or using our Services, you acknowledge that you are authorized to enter into this Agreement on behalf of yourself or your organization. These Terms apply to all Users of the Services and supersede any prior agreements between the parties.

BY SELECTING “I ACCEPT” OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT USE THE SERVICES.

THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION PROVISION. YOU WAIVE YOUR RIGHT TO A JURY TRIAL AND AGREE TO INDIVIDUAL ARBITRATION. CLASS ACTIONS AND CLASS ARBITRATIONS ARE NOT PERMITTED.

1. Acceptable Use & Restrictions

By using ReplyBlue Services, you agree not to:
• Upload or transmit unlawful, offensive, or harmful content.
• Engage in illegal, fraudulent, or immoral conduct using the Services.
• Tamper with or reverse-engineer any proprietary systems, software, or algorithms.
• Violate intellectual property rights of ReplyBlue or third parties.
• Exceed usage limitations by evading system constraints or creating unauthorized accounts.
• Send spam or unsolicited communications without consent.
• Misrepresent your identity or intentions, including impersonating another party.
• Input inaccurate or misleading data that impacts service performance or outcomes.
• Disrupt the Services or impair other users’ access to the platform.Violation of these restrictions may result in immediate suspension or termination of access to the Services without notice.

2. Legal Compliance & Ethical Use

Users agree to comply with all applicable laws, including those relating to:
• Data privacy and consent
• Biometric or personal data protection
• Anti-spam laws (e.g., TCPA, CAN-SPAM)
• Consumer rights and advertising standardsYou must not use the Services:
• To distribute misinformation, impersonate others, or manipulate audiences.
• For unsupervised use in high-stakes domains (e.g., health, finance, legal).
• In any activity that violates ethical, democratic, or regulatory frameworks.You are solely responsible for implementing safeguards to ensure compliance and responsible usage.

3. Payment Terms

• All fees (“Fees”) are outlined in your signed Order Form or agreement with ReplyBlue.
• Fees are non-refundable and due in advance unless otherwise specified.
• Late payments are subject to a 1.5% monthly finance charge or the maximum permitted by law.
• ReplyBlue may adjust Fees to reflect changes in carrier or third-party service costs.
• You are responsible for all taxes and regulatory fees, except those based on ReplyBlue’s income.

4. Relationship Between Parties

This Agreement does not create any partnership, employment, joint venture, or agency relationship between you and ReplyBlue. Both parties remain independent contractors.

5. Intellectual Property

• ReplyBlue retains ownership of its technology, content, designs, processes, and associated intellectual property.
• You retain ownership of your customer data, provided you have the legal right to submit it.
• ReplyBlue may use aggregated and anonymized usage data to improve service offerings.
• Any feedback you provide can be used by ReplyBlue royalty-free for product development.

6. Confidentiality

You agree to protect and maintain the confidentiality of any proprietary information received from ReplyBlue. This includes:
• Not disclosing Confidential Information to third parties without consent
• Only using Confidential Information to utilize the Services
• Returning or destroying all Confidential Information upon terminationAny breach may result in legal action or immediate suspension of Services.

7. Consent and Messaging Compliance

You are solely responsible for securing explicit opt-in consent from recipients before sending messages through ReplyBlue. Failure to comply with opt-in/opt-out requirements:
• Constitutes a material breach of this Agreement
• May subject you to regulatory penalties and fines
• Will require you to indemnify ReplyBlue against any resulting damagesReplyBlue reserves the right to audit and enforce compliance at any time.

8. User Content and Responsibilities

• You maintain rights to your user-generated content.
• By uploading content, you grant ReplyBlue a license to use it solely to provide and improve the Services.
• You are fully responsible for the legality, accuracy, and appropriateness of any data or content you submit.

9. Disclaimers

ReplyBlue offers Services “as is” and “as available.” We do not guarantee:
• That the Services will be error-free, uninterrupted, or fit for a specific purpose
• The accuracy of data or output generated through the Services
• Protection against all potential data loss, malware, or unauthorized accessUse of the Services is at your own risk.

10. Limitation of Liability

To the fullest extent permitted by law:
• ReplyBlue is not liable for indirect, incidental, or consequential damages.
• Total liability for all claims is limited to the total amount paid in the six months preceding the claim.
• You agree to indemnify and defend ReplyBlue against any claims arising from your misuse of the Services, your breach of this Agreement, or your violation of third-party rights.

11. Miscellaneous

• Use of Logo: You authorize ReplyBlue to use your logo for marketing unless you opt out in writing.
• Third-party content: ReplyBlue is not liable for content or services provided by third-party links.
• Notices: Will be sent via email or posted on our website.
• Entire Agreement: This Agreement supersedes all prior agreements and forms.
• Governing Law: This Agreement is governed by the laws of the State of Delaware.
• Arbitration: All disputes will be settled via binding arbitration in Delaware.
• Non-Assignability: Neither party may assign this Agreement without the other’s written consent.
• Attorney Fees: The prevailing party in a legal dispute may recover reasonable legal fees.
• Severability: If any term is found unenforceable, the rest remain in full force.

Contact Us
If you have any questions about these Terms, reach out to us at hello@replyblue.com

Thank you for choosing ReplyBlue. We are committed to empowering your communication with powerful, scalable tools built for modern outreach.