Terms of Service

1. Acceptance of Terms

By accessing or using IncrediChat's services, you agree to be bound by these Terms of Service and all applicable laws and regulations. If you do not agree with any of these terms, you are prohibited from using or accessing our services.

IncrediChat is a product name of MenuWays Ltd., a company registered in Israel. All references to "IncrediChat", "we", "us", or "our" in these Terms refer to MenuWays Ltd.

These Terms of Service apply to all users of the service, including without limitation users who are browsers, customers, merchants, and contributors of content.

These Terms, together with our Privacy Policy, Data Processing Agreement, and Refund Policy, constitute the entire agreement between you and IncrediChat regarding the Services.

2. Service Description

IncrediChat provides AI-powered chat widget services that allow businesses to engage with their website visitors through text and voice conversations. Our services include:

• AI-powered chat widgets for websites
• Voice chat capabilities
• Lead capture and management
• Knowledge base (RAG) functionality
• Analytics and reporting

2.1 Service Modifications

We may modify, update, or discontinue features of the Service to improve functionality, address security concerns, or comply with legal requirements. For material changes that significantly reduce the core functionality of your subscription tier, we will provide at least 30 days' advance notice and, at your option, either a prorated refund for the remaining subscription period or the ability to cancel without penalty.

Minor updates, bug fixes, security patches, and feature enhancements do not require advance notice.

3. User Accounts

To use certain features of our service, you must register for an account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Maintain the security and confidentiality of your login credentials
• Notify us immediately of any unauthorized use of your account
• Accept responsibility for all activities that occur under your account

You must be at least 18 years old or the age of majority in your jurisdiction to create an account. We reserve the right to refuse service, terminate accounts, or remove content at our sole discretion for violation of these Terms or applicable law.

4. Subscriptions and Billing

4.1 Free Trial

We offer a 14-day free trial for new users. No credit card is required to start your trial. At the end of the trial period, you will need to subscribe to a paid plan to continue using the service.

4.2 Subscription Plans

Our subscription plans are billed on a monthly or annual basis. By selecting a subscription plan, you agree to pay the applicable fees as described on our pricing page at the time of purchase.

4.3 Automatic Renewal

Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. You will be charged the then-current subscription rate. We will send you a reminder email at least 7 days before your renewal date.

4.4 Refunds

Refunds are available only if you have sent less than 20 messages AND your request is made within 3 days from the date of first purchase (or longer periods where required by applicable law). Once more than 20 messages are sent, or the applicable period has passed, the service is considered consumed and non-refundable. For full details, please see our Refund Policy.

5. Acceptable Use

You agree not to use our services to:

• Violate any applicable laws or regulations
• Infringe on intellectual property rights of others
• Transmit harmful, threatening, abusive, defamatory, or harassing content
• Distribute spam, malware, or other harmful code
• Attempt to gain unauthorized access to our systems or other users' accounts
• Interfere with the proper functioning of the service or circumvent security measures
• Use the service for any illegal or fraudulent purpose
• Collect personal information of users without proper consent and legal basis
• Impersonate any person or entity or misrepresent your affiliation
• Use the service to provide medical, legal, financial, or other professional advice without appropriate qualifications and disclaimers
• Process data of children under 13 (or applicable age in your jurisdiction) without verifiable parental consent

Violation of these terms may result in immediate suspension or termination of your account without refund.

6. Intellectual Property

6.1 Our Intellectual Property

The Service and its original content, features, functionality, and underlying technology are and will remain the exclusive property of IncrediChat (MenuWays Ltd.) and its licensors. Our Service is protected by copyright, trademark, patent, and other intellectual property laws of Israel and other countries.

6.2 Your Content

You retain ownership of any content you upload to the Service, including documents and knowledge base materials. By uploading content, you grant us a non-exclusive, worldwide, royalty-free license to use, store, and process such content solely for the purpose of providing the Service to you. This license terminates when you delete the content or terminate your account.

6.3 Feedback

If you provide us with feedback, suggestions, or ideas about the Service, you grant us a perpetual, irrevocable, royalty-free license to use such feedback for any purpose without obligation to you.

7. Your Data and Our Role

You retain all rights to your data. IncrediChat acts as a data processor for conversation data, processing it solely on your behalf. We process your data in accordance with our Privacy Policy and Data Processing Agreement.

7.1 What We Do NOT Do With Conversation Data

• We do NOT use conversation data to train, improve, or develop AI models
• We do NOT use conversation data for our own analytics or business purposes
• We do NOT access conversation content except as necessary to provide the service or as required by law
• We do NOT sell or share conversation data with third parties for their own purposes

7.2 Your Responsibilities

You are responsible for:

• The accuracy and legality of the data you upload
• Ensuring you have all necessary rights and consents to upload and process data through our Service
• Maintaining your own backups of important data
• Complying with all applicable data protection laws in your use of the Service

8. Your Compliance Obligations

By using IncrediChat, you agree to the following compliance obligations:

8.1 AI Disclosure

You must clearly disclose to your end users that they are interacting with an AI-powered assistant. This disclosure must be visible before or at the start of the chat interaction (e.g., "You are chatting with an AI assistant" or similar clear language).

8.2 Recording Consent

You must inform your end users that conversations are recorded and stored. You are responsible for:

• Including appropriate disclosures in your website's privacy policy
• Obtaining any consents required by applicable law before recording begins
• For voice chat: obtaining explicit consent before voice recording, particularly in two-party consent jurisdictions (including but not limited to California, Florida, Pennsylvania, Massachusetts, Illinois, Maryland, Montana, New Hampshire, Washington, and equivalent jurisdictions outside the United States)

8.3 Applicable Laws

You must comply with all applicable laws and regulations, including but not limited to:

• Data protection laws (GDPR, UK GDPR, CCPA/CPRA, LGPD, POPIA, etc.)
• Wiretapping and recording laws (including California Penal Code Section 631 - CIPA)
• Consumer protection regulations
• Industry-specific regulations applicable to your business (e.g., HIPAA, PCI-DSS, financial services regulations)
• AI-specific regulations applicable in your jurisdiction

8.4 Prohibited Uses

You must NOT use IncrediChat to:

• Collect personal information from children under 13 (or the applicable age in your jurisdiction) without verifiable parental consent (COPPA compliance)
• Process special categories of personal data (health, biometric, genetic, racial/ethnic origin, political opinions, religious beliefs, sexual orientation, trade union membership) without explicit consent and appropriate safeguards
• Record conversations in jurisdictions where such recording is prohibited without consent
• Deceive end users about the nature of the AI assistant or impersonate humans
• Provide professional advice (medical, legal, financial, etc.) without appropriate qualifications and clear disclaimers

9. Indemnification

9.1 Your Indemnification of Us

You agree to indemnify, defend, and hold harmless IncrediChat (MenuWays Ltd.), its officers, directors, employees, agents, and affiliates from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your failure to obtain required consents from end users
• Your failure to provide appropriate AI or recording disclosures
• Your violation of any applicable wiretapping, recording, or privacy laws
• Your breach of these Terms of Service
• Any claim by an end user related to your use of the Service
• The content you upload or the responses generated based on your knowledge base
• Your violation of any third party's rights, including intellectual property rights

9.2 Our Indemnification of You (IP Claims)

IncrediChat will defend you against any third-party claim alleging that your authorized use of the Service (excluding your content and data) infringes that third party's patent, copyright, or trademark rights, and will indemnify you for any damages finally awarded by a court of competent jurisdiction (or settlement amounts approved by us in writing) arising from such claim, provided that you:

• Promptly notify us in writing of the claim (within 30 days of becoming aware)
• Give us sole control of the defense and settlement (you may participate at your own expense)
• Provide reasonable cooperation and assistance at our expense

This indemnification does not apply to claims arising from: (i) your content or data; (ii) your modifications to the Service; (iii) your combination of the Service with third-party products, services, or data not provided by us; (iv) your use of the Service in violation of these Terms; or (v) your continued use after being notified of alleged infringement and provided with a non-infringing alternative.

9.3 Indemnification Procedure

The indemnifying party's obligations are conditioned on: (a) prompt written notice of the claim; (b) sole control over the defense and settlement; and (c) reasonable cooperation from the indemnified party. The indemnifying party will not settle any claim in a manner that imposes obligations on the indemnified party without prior written consent.

10. Disclaimers

10.1 Service Disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that the Service will be uninterrupted, error-free, secure, or free from viruses or other harmful components. We do not warrant that any defects will be corrected or that the Service will meet your specific requirements.

10.2 AI-Generated Content Disclaimer

10.3 Third-Party Services

The Service may integrate with or rely on third-party services (such as AI model providers, speech recognition services, and payment processors). We are not responsible for the availability, accuracy, or performance of these third-party services.

10.4 Consumer Rights

For consumers in the EU, UK, and other jurisdictions with mandatory consumer protection laws: The disclaimers in this section do not affect your statutory rights. Where local law provides that certain warranties cannot be excluded, those warranties apply to the minimum extent required by law.

11. Limitation of Liability

11.1 Exclusion of Certain Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INCREDICHAT SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUES, DATA, GOODWILL, BUSINESS OPPORTUNITIES, OR ANTICIPATED SAVINGS, WHETHER INCURRED DIRECTLY OR INDIRECTLY, AND REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2 Liability Cap

IN NO EVENT SHALL OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE EXCEED THE GREATER OF: (A) THE AMOUNTS ACTUALLY PAID BY YOU TO US DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED US DOLLARS (USD $100).

11.3 Exceptions - Liability Not Limited

Nothing in these Terms excludes or limits our liability for:

• Death or personal injury caused by our negligence
• Fraud or fraudulent misrepresentation
• Our breach of the data protection obligations in our Data Processing Agreement
• Our indemnification obligations under Section 9.2
• Any other liability that cannot be excluded or limited under applicable law

11.4 Consumer Rights Preserved

If you are a consumer in the European Union, United Kingdom, Israel, or other jurisdiction with mandatory consumer protection laws, these Terms do not affect your statutory rights. Where local law provides stronger protections or prohibits certain limitations of liability, those protections will apply. The limitations in this section shall apply only to the fullest extent permitted by applicable law.

11.5 Basis of the Bargain

You acknowledge that we have set our prices and entered into these Terms in reliance upon the disclaimers and limitations of liability set forth herein, and that the same form an essential basis of the bargain between the parties.

12. Termination

12.1 Termination by You

You may terminate your account at any time through your account dashboard or by contacting us. Upon termination, your subscription will remain active until the end of the current billing period, after which your access will be revoked.

12.2 Termination by Us

We may suspend or terminate your account and access to the Service immediately, without prior notice, if:

• You breach these Terms or any applicable law
• You fail to pay applicable fees when due
• We are required to do so by law or court order
• Your use of the Service poses a security risk to us or other users
• Your account has been inactive for more than 12 months

Where practicable and not prohibited by law, we will provide you with notice and an opportunity to cure before termination for breach.

12.3 Effect of Termination

Upon termination: (a) your right to use the Service will immediately cease; (b) you may export your data within 30 days using the dashboard export features; (c) we will delete your data in accordance with our Data Processing Agreement and Privacy Policy; (d) you remain liable for any fees incurred before termination.

The following sections survive termination: Sections 6 (Intellectual Property), 9 (Indemnification), 10 (Disclaimers), 11 (Limitation of Liability), 13 (Governing Law), and 14 (General Provisions).

13. Governing Law and Dispute Resolution

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Israel, without regard to its conflict of law provisions.

13.2 Dispute Resolution

Any dispute, controversy, or claim arising out of or relating to these Terms or the Service shall first be attempted to be resolved through good-faith negotiation between the parties for a period of thirty (30) days following written notice of the dispute.

If the dispute cannot be resolved through negotiation, either party may:

• Submit the dispute to binding arbitration administered by the Israeli Institute of Commercial Arbitration in Tel Aviv, Israel, conducted in English; or
• Bring proceedings in the competent courts of Tel Aviv-Jaffa, Israel, which shall have exclusive jurisdiction

13.3 Consumer Rights Preserved

13.4 Class Action Waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND INCREDICHAT AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. If this class action waiver is found to be unenforceable, then this entire arbitration provision shall be null and void.

14. General Provisions

14.1 Entire Agreement

These Terms, together with the Privacy Policy, Data Processing Agreement, Refund Policy, and any order forms or service agreements you have executed, constitute the entire agreement between you and IncrediChat regarding the Service and supersede all prior or contemporaneous agreements, representations, warranties, and understandings, whether written or oral.

14.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the parties' original intent. If modification is not possible, the provision shall be severed from these Terms. The invalidity of any provision shall not affect the validity or enforceability of the remaining provisions.

14.3 Waiver

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or any other term. Our failure to enforce any provision of these Terms shall not constitute a waiver of our right to enforce such provision or any other provision in the future.

14.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without your consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets. Subject to the foregoing, these Terms shall bind and inure to the benefit of the parties and their permitted successors and assigns.

14.5 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond its reasonable control, including but not limited to: natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, epidemics or pandemics, power outages, telecommunications failures, strikes, or failures of third-party service providers. The affected party shall use reasonable efforts to mitigate the impact and resume performance as soon as practicable.

14.6 Notices

We may provide notices to you via email to the address associated with your account, through the Service, or by posting on our website. Notices to us must be sent to legal@incredichat.com. Email notices are deemed received on the day sent if sent during normal business hours, or the next business day if sent outside business hours.

14.7 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights in any person or entity, except as expressly provided herein or required by law.

14.8 Export Compliance

You agree to comply with all applicable export laws and regulations. You represent that you are not located in, under the control of, or a national or resident of any country subject to comprehensive sanctions, and that you are not on any restricted party list.

15. Changes to Terms

We reserve the right to modify or replace these Terms at any time. If a revision is material (such as changes to pricing, service scope, limitation of liability, or dispute resolution), we will provide at least 30 days' notice prior to any new terms taking effect by:

• Sending an email to the address associated with your account
• Displaying a prominent notice in the Service dashboard
• Updating the "Last updated" date at the top of these Terms

What constitutes a material change will be determined at our reasonable discretion.

By continuing to access or use our Service after revisions become effective, you agree to be bound by the revised Terms. If you do not agree to the new Terms, you must stop using the Service and may cancel your subscription in accordance with Section 12.