Table of Contents
Definitions
Account Registration and Access
The Service
Plans, Trials, Fees, and Taxes
Acceptable Use
Intellectual Property
Content, Data, and Privacy
Service Levels and Support
Beta Features
Third‑Party Services and Platforms
Warranties and Disclaimers
Indemnification
Limitation of Liability
Term, Suspension, and Termination
Publicity
Changes to these Terms
Governing Law and Venue
Miscellaneous
1. Definitions
“Company,” “we,” “us,” or “our” means DuhReply LLC, a limited liability company organized in Ohio, USA.
“Customer,” “you,” or “your” means the business entity or person using the Service.
“Service” means DuhReply’s software and related services that draft and optionally publish brand‑voice replies to customer reviews across supported platforms.
“Voice Card” means your brand‑voice profile describing tone, phrases to use, and “never say” rules.
“Generated Content” means content drafted by the Service for you.
“Customer Content” means content you supply to the Service, including reviews retrieved via platform APIs, Voice Card inputs, business info, and any materials you upload.
“Location” means a distinct business listing or presence treated as billable under your plan.
2. Account Registration and Access
You must provide accurate account information and keep credentials secure.
Roles. Unless otherwise stated, the Service supports Owner, Admin, Billing, and Viewer roles. You are responsible for managing seats and permissions.
You control whether we may publish replies automatically. Where enabled, you authorize us to use required API scopes to publish on your behalf.
3. The Service
Onboarding. When a customer signs up, they complete a Voice Card onboarding page to provide brand tone, preferred phrases, and “never say” rules.
Connections. Customers follow instructions to create a Google Cloud project and grant required API permissions; a Google Business Profile API key is then integrated into our automation workflow. Supported connectors include Google Business Profile and Facebook, subject to availability, third‑party policies, and change without notice.
Monitoring and alerts. The DuhReply Monitor checks for new reviews. When a new review is detected, we email the customer an alert.
Drafting. The Service retrieves the customer’s Voice Card, runs a preload prompt with the review, and generates suggested replies.
Approval flow. The alert email includes 3–5 suggested replies. Unless auto‑approve rules are enabled by the customer, replies are posted only after the customer approves by replying to the alert email and selecting a response. If auto‑approve rules are enabled, the Service may publish without manual approval according to the customer’s settings.
Overview. The Service ingests review data, drafts replies aligned to your Voice Card, and either emails reply options for your approval or auto‑publishes under your selected rules.
Platforms. Supported platforms may include Google Business Profile, Yelp, Facebook, and app stores; availability can change.
Improvements. We may enhance or modify features, and will avoid materially reducing core functionality during your paid term.
4. Plans, Trials, Fees, and Taxes
Plans and pricing. Current tiers are $79 / $149 / $199 per Location per month. We may update pricing for future terms. If the $199 tier proves non‑viable, we may adjust that tier’s price prospectively.
Trial. Two‑month free trial. Default limits: up to 1 Location under fair‑use. We may decline or end trials that appear abusive.
Billing and renewal. Subscriptions renew automatically on a monthly or annual basis (as selected). You authorize recurring charges until canceled.
Refunds. Fees are non‑refundable and non‑creditable, except where required by law.
Taxes. Prices exclude taxes; you are responsible for applicable taxes.
5. Acceptable Use
You will not use the Service to create or publish unlawful, infringing, deceptive, harassing, discriminatory, or harmful content; attempt to bypass security; scrape; reverse engineer; or overload/abuse the Service. You must comply with all applicable laws and each platform’s terms and community guidelines.
6. Intellectual Property
Ownership. You own your Customer Content and your trademarks. We own the Service and all related IP, including models, software, and templates.
License to us. You grant us a limited license to use Customer Content solely to provide and maintain the Service, and (unless you opt out) to improve the Service in an anonymized or aggregated form.
License to you. We grant you a limited, non‑exclusive, revocable license to use the Service during your subscription term.
7. Content, Data, and Privacy
Review and publication. If auto‑approval is disabled, you are responsible for reviewing drafts before publication.
AI disclosures. Generated Content may contain errors or biases and is provided for general informational purposes. It is not legal, medical, or financial advice.
Privacy Policy. Our processing of personal data is described in our Privacy Policy, which will be posted and is incorporated by reference. Until then, we will handle personal data consistent with this Section and industry norms.
Retention and deletion. Upon termination, you will have 30 days to export available data; we will delete or de‑identify Customer Content within 60 days, subject to legal retention requirements and backups.
8. Service Levels and Support
Availability target. We aim for 99.5% monthly uptime with reasonable maintenance windows, primarily off‑peak.
Support. Email and website chat, 8:00am–8:00pm Eastern Time, Monday–Friday.
Rush SLA. Not offered at this time.
9. Beta Features
Beta or preview features are provided “as‑is,” may change or be removed, and may have reduced or no SLA. You grant us a license to use feedback to improve the Service.
10. Third‑Party Services and Platforms
Some features depend on third‑party APIs and platforms. Their terms govern your use of those services. Outages or changes by third parties may affect functionality; we are not responsible for them.
11. Warranties and Disclaimers
THE SERVICE IS PROVIDED “AS‑IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON‑INFRINGEMENT. WE DO NOT GUARANTEE SPECIFIC BUSINESS OUTCOMES OR RATINGS IMPROVEMENTS.
12. Indemnification
By you. You will defend and indemnify us against claims arising from your Customer Content, your use of the Service in violation of law or platform rules, or your misuse of the Service.
By us. We will defend and indemnify you against third‑party claims alleging that the Service (excluding Customer Content and prohibited uses) infringes their IP rights, subject to customary exclusions and your prompt notice and cooperation.
13. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES. EXCEPT FOR YOUR PAYMENT OBLIGATIONS AND INDEMNITY OBLIGATIONS, EACH PARTY’S TOTAL LIABILITY UNDER THESE TERMS IS LIMITED TO THE GREATER OF (A) THE FEES YOU PAID FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY, OR (B) SIX (6) MONTHS OF SUBSCRIPTION FEES AT YOUR THEN‑CURRENT PLAN RATE.
14. Term, Suspension, and Termination
Term. Your subscription begins on the effective date and continues for the selected billing period, renewing automatically unless canceled.
Suspension. We may suspend the Service for violations, security risks, or non‑payment.
Termination. Either party may terminate for material breach if not cured within 30 days’ notice. Upon termination, Section 7 (export/deletion) applies.
15. Publicity
You grant us permission to use your name and logo to identify you as a customer on our website and customer lists. You may withdraw this permission with reasonable written notice.
16. Changes to these Terms
We may update these Terms. For material changes, we will provide notice by email and by posting an update on our website, and changes will take effect no sooner than 7 days after notice (unless required sooner by law).
17. Governing Law and Venue
These Terms are governed by the laws of the State of Ohio, without regard to conflict‑of‑laws rules. The exclusive venue for disputes is the state or federal courts located in Cincinnati, Ohio, and the parties consent to personal jurisdiction there. To the extent permitted by law, the parties waive class actions.
18. Miscellaneous
Assignment. You may not assign these Terms without our consent; we may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.
Force Majeure. Neither party is liable for failures caused by events beyond reasonable control.
Notices. Legal notices to us: support@duhreply.com. Legal notices to you: the email on your account.
Entire Agreement. These Terms constitute the entire agreement regarding the Service and supersede prior understandings. If any provision is unenforceable, the remainder remains in effect. No waiver is implied by a party’s failure to enforce a provision.