Terms of Service

These terms apply when a business signs up to Zente Systems. Zente Systems is a trading name of DealSpark Ltd, a company registered in Ireland (company number 795092), registered office Unit 2, 12A Lower Main Street, Lucan, Co. Dublin, K78 X5P8 ("we", "us", "our"). "You" means the business signing up. Our services are for businesses only, not consumers.

By signing up or using the service, you agree to these terms.

1. The service

We help you get more Google reviews by sending review requests to your customers by WhatsApp and email on your behalf, together with related tools such as review alerts, help replying to reviews and simple reporting. We may improve or change features over time, but we won't materially reduce the core service during a billing period you've paid for.

2. Plans and message allowances

Plans are based on how many new customers you add each month: Starter up to 50, Growth up to 150, Pro up to 300. Prices are shown at checkout. All prices exclude VAT, which is added at the applicable rate.

Your plan includes the review-request messages needed for the customers it covers, and your past-customer review campaign, subject to fair use. If your usage goes well beyond your plan, we'll contact you first and agree either a plan that fits or a charge for extra messages. We won't charge for extra messages without agreeing it with you in advance.

3. Free trial

New accounts get a 14-day free trial, starting when you sign up. You add a card at sign-up, but you won't be charged until the trial ends. Cancel any time before then and you pay nothing. If your onboarding call hasn't happened by the end of the trial, we'll extend your trial or cancel your sign-up, and we won't charge you. One free trial per business.

4. Billing, renewal and cancellation

• Monthly plans renew automatically each month until you cancel.
• You can cancel any time by emailing hello@zentesystems.com. Cancellation takes effect at the end of your current billing period and you keep access until then. We don't refund part months.
• If a payment fails, we may pause the service until it's paid.
• We may change our prices with at least 30 days' notice by email. The new price applies from your next billing period after the notice ends, and you can cancel before then.

5. Your responsibilities

You agree to:

• give us accurate information and the access we need to set up and run the service, such as your Google Business Profile and WhatsApp Business account;
• only give us details of genuine customers of your business whom you are legally allowed to contact;
• tell us about any customer who has asked not to be contacted, and not ask us to message anyone who has opted out;
• keep your login details secure; and
• not use the service to send spam or unlawful messages, or in any way that breaks Google's or Meta's policies.

6. Fair reviews and results

Every customer receives the same request with a direct link to your Google review page. We don't filter out unhappy customers before they can review ("review gating"), offer or arrange incentives for reviews, or write or post reviews. You agree not to ask us to do any of these things.

We can't guarantee any number of reviews, star ratings, search rankings or business results.

7. Your accounts and content

You own your customer lists, your reviews, your Google Business Profile, and your WhatsApp Business number and Meta business account. We access them only to provide the service. You give us permission to use the content you provide (such as your business name, logo and photos) to provide the service.

8. Third-party platforms

The service depends on third-party platforms including Google and Meta (WhatsApp). They may change, limit or suspend features, delay or block messages, or remove reviews at their discretion. We're not responsible for their actions, but we'll work with you to resolve issues where we reasonably can.

9. Our intellectual property and confidentiality

Our software set-up, message templates, automations, processes and materials remain our property. You may use them only while you're subscribed, and you may not copy, resell, share or reverse engineer them.

Each of us will keep the other's confidential information confidential and use it only for the purposes of these terms. This doesn't apply to information that is already public or that must be disclosed by law.

10. Data protection

Where we handle your customers' personal data, we do so as your processor under the Data Processing Terms in Schedule 1, which form part of these terms. Our Privacy Policy explains how we handle your own details as a client.

11. Liability

We'll provide the service with reasonable skill and care. Apart from what's set out in these terms, and to the extent the law allows, we give no other warranties.

Nothing in these terms limits liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot be limited by law.

Subject to that, we're not liable for any loss of profits, revenue, business, goodwill or data, or for any indirect or consequential loss. Our total liability arising out of or in connection with these terms in any 12-month period is limited to the fees you paid us in the 12 months before the event giving rise to the claim.

12. Suspension and termination

We may suspend or end your service if you break these terms: immediately for a serious breach (such as sending unlawful messages or asking us to gate or incentivise reviews), or otherwise if you don't fix the problem within 14 days of us telling you. We may also end the service for any reason with 30 days' notice, and refund any prepaid fees for the period after it ends.

When the service ends, your access stops and we delete your customers' data as set out in Schedule 1.

13. Changes to these terms

We may update these terms. For material changes we'll give you at least 30 days' notice by email. If you don't agree, you can cancel before the changes take effect.

14. General

• These terms are the entire agreement between us about the service.
• You may not transfer your subscription without our written consent.
• Notices are sent by email to the address on your account, or to hello@zentesystems.com.
• If any part of these terms is found unenforceable, the rest still applies.
• Neither of us is liable for delays or failures caused by events beyond our reasonable control.
• These terms are governed by the laws of Ireland, and the courts of Ireland have exclusive jurisdiction.

15. Contact

hello@zentesystems.com

Schedule 1: Data Processing Terms

These terms apply where we process personal data on your behalf, as required by Article 28 of the GDPR.

1. Roles. You are the controller of your customers' personal data. We are your processor.

2. Details of the processing.

• Subject matter and purpose: sending review requests and related messages to your customers, tracking responses and review-link activity, replying to and sharing reviews when you turn these on, and reporting to you.
• Duration: while you're subscribed, plus the deletion period below.
• Data subjects: your customers and people who review your business.
• Types of data: names, phone numbers, email addresses, message and review-link activity, and reviewers' names and review content from your Google Business Profile.

3. Our obligations. We will:

1. process the data only on your documented instructions (these terms and the settings you agree with us), unless the law requires otherwise, and tell you if we believe an instruction breaks data protection law;
2. ensure anyone authorised to process the data is bound by confidentiality;
3. take appropriate technical and organisational security measures;
4. help you, as far as reasonably possible, to respond to requests from your customers exercising their data protection rights, and with your own security, breach-notification and impact-assessment obligations;
5. notify you without undue delay, and where possible within 48 hours, after becoming aware of a personal data breach affecting your data;
6. delete your customers' personal data within 30 days after your service ends, unless the law requires us to keep it (ask us before you cancel if you want an export); and
7. make available the information reasonably needed to show we meet these obligations, and allow reasonable audits on reasonable notice, at your cost and no more than once a year.

4. Sub-processors. You authorise us to use sub-processors to deliver the service, such as our hosting and messaging platform provider, email delivery providers and Meta (for WhatsApp). A current list is available on request. We'll tell you before adding or replacing a sub-processor; if you object on reasonable grounds and we can't resolve it, you may cancel. We'll put equivalent data protection obligations on each sub-processor and remain responsible for them.

5. International transfers. Where data is transferred outside the European Economic Area, we'll ensure an appropriate safeguard is in place, such as an adequacy decision (including the EU-US Data Privacy Framework) or the European Commission's Standard Contractual Clauses.

6. Your obligations. You confirm that you have a lawful basis to give us your customers' details and for the messages to be sent, including under electronic marketing rules, and that your own privacy notice tells your customers how their data is used.