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Terms of Service

Updated Feb 07, 2025

Welcome to our website. SmartBot is an online platform that allows developers, individuals, companies, and agencies to easily build, host, and manage chatbots. Please read on to learn the rules and restrictions that govern your use of our website(s), products, services, and applications (the “Service”). The Service on SmartBot Automation is owned and provided by VIP-PRO Dropshipping and Computer Software Trading. (“VIP Trading”), located at 6 B9 L53 Sipag St. Pagsinag Place Subd Catmon Sta. Maria Bulacan. SmartBot Automation is a sub-brand of VIP Trading. VIP Trading is registered at the Department of Trade and Industry in The Philippines under number 2371412.

If you continue to browse and use this website, you agree to comply with and be bound by, the following Terms of Service, which together with our privacy policy govern SmartBot's and VIP Trading’s relationship with you in relation to this website. These are the Terms of Service ("Terms", "TOS") of SmartBot ("SmartBot," "we," "us" or "our"). By accessing or using (mobile) applications, websites, or any other SmartBot Automation service (together, the "Service") made available by SmartBot, however accessed, you agree to be bound by these Terms. The Service is owned or controlled by SmartBot. These Terms affect your legal rights and obligations. If you do not agree to be bound by all of these Terms, do not access or use the Service. If You do not agree to this Agreement, You must not sign up for an account and shall not make use of any of the Services or the Site.

By agreeing to this Agreement, you acknowledge that You have read this Agreement, understood it, and agree to be bound by its Terms of Service. We may amend this Agreement from time to time. We will provide You with advance notice of the modifications via email to the email associated to Your account and by posting a written notice on Our Site and You hereby agree that this shall constitute adequate notice in this regard. All amended terms take effect the day you use the Site and/or Services or 30 calendar days after they are posted on the Site, whichever is earlier. Your use of the Site and/or Services constitutes your acceptance of the modified Agreement.

If you have any questions, comments, or concerns regarding these terms or the Service, please contact us via our support desk or send an email to [email protected].

PLEASE READ THE FOLLOWING IN ITS ENTIRETY BEFORE PURCHASING AND/OR USING ANY INFORMATION CONTAINED ON OUR SITE.

These Terms of Service (the “Terms”) are a binding contract between you and VIP Trading and SmartBot Automation. SmartBot is formerly known as SmartBot ("SB"); this means that any person using The Services or the Site while the SB brand was active automatically is subject to the Terms. Your use of the Service is also governed by and subject to the Facebook Platform Policies and Facebook Commerce Product Merchant Agreement, which are hereby incorporated by reference and are a part of these Terms. You are solely responsible and liable for complying with the Facebook Platform Policies and Facebook Commerce Product Merchant Agreement. You must agree to and accept all of the Terms, or you don’t have the right to use the Service. Your use of the Service in any way means that you agree to all of these Terms, and these Terms will remain in effect while you use the Service.

What are the basics of using SmartBot?

In order to use the Service you are required to sign up for an account and log-in to SmartBot -- in order to make use of the Service, you need to connect through your Facebook account in order for SmartBot to collect your Facebook fan pages which are required to run your Chatbot(s). You're required to specify a password and username (“SmartBot User ID”). When using the Service you promise to provide us with accurate, complete, and updated registration information about yourself. You may not transfer your account to anyone else without our prior written permission. You represent and warrant that you are of legal age to form a binding contract (or if not, you’ve received your parent’s or guardian’s permission to use the Services and have your parent or guardian to agree to these Terms on your behalf). If you are using our services on behalf of an organization or entity, you warrant that you have the authority to represent and agree to these Terms of Service, which will be binding on the organization. (in which case, the references to “you” and “your” in these Terms, except for in this sentence, refer to that organization or entity). You will only use the Service for your own internal use, and only in a manner that complies with all laws that apply to you, except that you may build chatbots using the Service and sell and/or otherwise exploit and commercialize the chatbots you have built. If your use of the Service is prohibited by applicable laws, then you aren’t authorized to use the Services. We can’t and won’t be responsible for your use of the Service in a way that breaks the law. You will not share your account or password with anyone, and you must protect the security of your account and your password. You’re responsible for any activity associated with your account.

1. Definitions

Account

“Account” shall mean an account with SmartBot to use the Services

Applicable Law

“Applicable Law” shall mean the laws to which SmartBot is subject, particularly the Laws of The philippines (“Filipino Law”), where SmartBot is incorporated and the Regulation Philippine Data Pricacy act of 2012, and any other laws as may be applicable from time to time

Confidential Information

“Confidential Information” shall mean all information provided by You or Us (the “Disclosing Party”), to the other party (the “Receiving Party”), whether orally or in writing, which information is designated as being confidential. Provided that for all intents and purposes, Confidential Information shall not be construed to include any information that is (a) publicly known at the time of disclosure or subsequently becomes publicly known through no fault of the Receiving Party; (b) discovered or created by the Receiving Party before disclosure by the Disclosing Party; (c) learned by the Receiving Party through legitimate means other than from the Disclosing Party or Disclosing Party’s representatives; or (d) is disclosed by the Receiving Party with the Disclosing Party’s prior written approval

Data

“Data” shall mean content, data, information, Know-How and Confidential Information relating to Your business, some of which may not be publicly available, including but not limited to technical and commercial information concerning Your, or any of Your parent company’s or subsidiaries” business, systems, processes, software and services, as the case may be

Intellectual Property Rights

“Intellectual Property Rights” shall mean the copyright, including the moral and related rights, rights to use, musical works, literary works, designs, databases or any other copyright protected works, trade names, protected business identifiers, patents, utility models and trademarks, and all other industrial and intellectual property rights, in each case whether registered or unregistered, which currently subsist, or will subsist, now or in the future, in any part of the world.

Know-How

“Know-How” shall mean unpatented information, knowledge, experience, formula, research, processes, studies, reports, data and designs developed by and/or in Your possession

Personal Data

“Personal Data” shall mean any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person

Services

“Service/s” shall mean the software as a service (SaaS) offered by SmartBot and having a variety of resources including but not limited to Chatbot Building Features, Chatbot Capture Features, Chatbot Engagement Features and Chatbot Management Features and other functionalities as developed and introduced by SmartBot from time to time and as further described on the Site.

Site/s

“Site/s” shall mean the website SmartBot.ph (and VIP-ProTrading.com), in addition to any sub-pages that are integrated within this website.

Subscription Plan

“Subscription Plan” shall mean one of the different subscription packages through which You can use the Services as further described on our pages

Subscription Term

“Subscription Term” shall mean the period of time for which subscription to the Services shall be made available by SmartBot to You, subject to Your adherence to the obligations undertaken by virtue of this Agreement

Third Party/ies

“Third Party/ies” shall mean any persons, whether legal or natural, which are neither You nor SmartBot 

Trial Period

“Trial Period” shall mean free access provided to You by SmartBot for a limited and established period of time, to part the Services, which shall be granted at the sole discretion of SmartBot , which access may be revoked by SmartBot at any time without the need of any prior notice

You” / “Your

“You” / “Your” shall mean a person, whether natural or legal, acting in the course of a trade or business, and who agrees to be bound by the terms contained in this Agreement.

2. Account Registration, Access, and Disclosure

2.1. You agree to provide Us with complete and accurate information upon registration and to keep such information accurate and up-to-date during Your course of the use of Our Service. You are advised to keep Your login credentials strictly confidential and to refrain from disclosing these to anyone. We shall not be held responsible for unauthorized access to Your Account arising from Your failure to keep Your login credentials safe and secure.

2.2. If You are using the Site or Services for and on behalf of a legal entity You may do so by creating a separate Account with SmartBot. If You are using the Site or Service for and on behalf of a legal entity, You shall be, and shall be presumed to be empowered by and/or properly authorized for and on behalf of that legal entity and You and the legal entity shall be jointly and severally subject to this Agreement. If You no longer remain a duly authorized representative of the legal entity, You and/or the organisation/entity shall immediately inform SmartBot . The legal entity shall continue to be bound by the Agreement until a new authorized representative has been notified to SmartBot . SmartBot shall not be responsible for the failure of the organization or entity to inform SmartBot of the change of representative

2.3. You agree to Us, Our contractors or Our employees, after obtaining Your prior consent, to access Your Account and the information that You have provided for support, maintenance and servicing purposes or for any security-related, technical or billing reasons.

2.4. It is Your responsibility to protect Your personal data and maintain the confidentiality of Your user information and passwords. You are also responsible for promptly notifying SmartBot of any unauthorized use of Your account, or breach of Your account information or password. To the extent that such loss has not been caused due to gross negligence, willful misconduct or fraud or by SmartBot , SmartBot will not be liable for any loss that You may incur as a result of someone else using Your username or password, either with or without Your knowledge. To the extent allowable by the Applicable Law, You shall be liable for any expenses, including usage charges and fines, fees, civil judgments, and reasonable attorney's fees for Your intentional or negligent failure to safeguard user and password information and/or promptly notifying SmartBot about any unauthorized use of Your account or breach of Your account information or password.

3. Extent of Services

3.1. The extent of the Service(s) to which You will have access to may be dependent on the relevant Subscription Plan, Subscription Term and respective and timely payment of Service fees to SmartBot .

4. Subscription

4.1. We offer several different Subscription Plans for Our Services. The applicable Subscription Term Plan depends on Your choice. Your Subscription Plan is selected during Your Account registration and You can choose to change Your plan at any time. Information about Our standard plans can be found on Our Pricing page. All fees quoted on Our site are exclusive of VAT or any other taxes that may be applicable in Your jurisdiction. For additional information on Our Subscription Plans, please Contact Us. You may upgrade or downgrade Your Subscription at any time during Your Subscription Term, upon which We will apply the respective fees on a pro-rate basis.

4.2. Following Your current Subscription Term, We reserve the right to amend the Subscription Plans and/or Subscription Term at any time or introduce new fees and/or subscription levels or charges. We will provide You with thirty (30) calendar days' written notice in advance during which You will have the right to unsubscribe from, or change Your current Subscription Plan, should You not agree with these amendments.

5. Subscription Term and Renewal

5.1. Trial Period. The duration of the trial period is specified during the Account creation process. At the end of the trial period, You will be prompted to enter Your payment details if You have not already done so. If You've already updated Your payment details, Your credit card or PayPal account will be automatically charged on the displayed billing date on the billing section associated to Your Account on Our Site.

5.2.  Renewal Term. Unless SmartBot is notified in writing at least three business (3) days before the end of the conclusion of Your current Subscription Term (or any subsequent Renewal Term) that You do not intend to renew Your subscription, You will be enrolled into an automatic renewing cycle for the same term at the conclusion of the Subscription Term (the "Renewal Term"). This applies to all Subscription Plans involving payment, and works the same for both monthly and annual renewals. Any written notice of Your intention not to renew shall be provided to the following email address: [email protected]. The email must come from the registered SmartBot account owner.

6. Termination

6.1.  Either You or We may terminate this Agreement for cause as a result a material breach by the other party of the terms hereof in this Agreement, if the defaulting party fails to cure such material breach within fifteen (15) calendar days of its receipt of written notice of the breach from the non-defaulting party. In addition, We may immediately terminate this Agreement if You: (i) terminate Your business activities or become insolvent; (ii) admit in writing to the inability to pay Your debts as they mature; (iii) make an assignment for the benefit of creditors; (iv) become subject to direct control of a trustee, receiver or similar authority; or (v) do not pay the fees when due in accordance with Your Subscription Plan. In the event this Agreement is terminated for cause due to Your uncured material breach, You agree, without limiting any of Our other rights or remedies, to pay all remaining fees payable through the remainder of Your Term.

6.2. In the event this Agreement is terminated for cause by You due to Our uncured material breach, You shall be entitled to a pro rata refund of all fees previously advanced to Us from the date of the termination through the end of the Subscription Term.

6.3. You may terminate this Agreement by requesting Your account to be deactivated and deleted while logged into the Service. SmartBot may also terminate Your right to use the Site and/or Services with or without cause at any time. SmartBot shall notify You via email to Your registered email account if We terminate Your Account. Your obligation to pay accrued charges and fees accrued up to the date of termination, shall survive any termination of this Agreement. In the event of any termination of this Agreement, the limitations on Your use of the Services as set forth in Clause 7 and Our warranties as set forth in Clause 10 shall survive such termination.

6.4. Upon expiration of the Subscription Term, or termination, howsoever occasioned, Your Subscription Plan shall immediately terminate and consequently, You may make use of the free version of the Service.

7. Limited Licences

7.1. Subject to this Agreement, SmartBot grants You a limited, revocable, non-exclusive, non-transferable and non-assignable licence to use the Site and/or access the Services as a software as a service (SaaS) solution for enterprise, and commercial use subject to the other terms of this Agreement. You hereby agree not to resell any part of the Services. You shall not transfer, lease, sub-license, modify, reverse engineer, decompile or disassemble the Site and/or any part of the Services. You shall not copy, adapt, alter, modify, translate, or create derivative works of the Site and/or Services without prior written authorization of SmartBot . You represent and warrant that You shall not use the Services for illegal purposes or for the transmission of information that may be classified as unlawful, libellous, abusive, obscene or that infringes any rights, including Intellectual Property Rights of others.

7.2. You shall not permit Third Parties to use the Services, with the exception of clauses 2.5 and 2.6 above, including but not limited to shared use via a network connection, except under the terms of this Agreement.

7.3.  In order to protect the Intellectual Property Rights to the Services, You shall not circumvent or disable any technological features or measures in the Services. You shall not use the Services, including in conjunction with, any device, program, or service designed to circumvent any deployed technological measures, in an attempt to control access to, or the rights in, a content file or other work protected by intellectual property laws.

7.4.  Any such forbidden use as details above shall constitute a material breach of this Agreement and shall prompt Us, at Our own discretion, to immediately terminate Your right to access the Service. Any breach of this Clause shall make You liable for damages suffered by SmartBot .

8. Proprietary Rights

8.1.  Except as otherwise stated herein, all rights, titles and interest in the Site and/or the Services and any content contained therein is the exclusive property of SmartBot , except as otherwise stated herein. Unless otherwise specified, the Services are for Your limited use only and if You copy or download any information from this Site and/or Service, You agree that You shall not remove or obscure any copyright or other notices or legends contained in any such information.

8.2.  You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, frame, create derivative works from, transfer, or otherwise use in any other way for commercial or public purposes, in whole or in part, any information, software, products or Services obtained from the Site and/or the Services, except for the purposes expressly provided herein, without SmartBot 's prior written approval.

8.3. Except for those Intellectual Property Rights that are already owned, registered or vested in Your name, or those Intellectual Property Rights that are created by or for You during the duration of this Agreement, all SmartBot trademarks, trade names, Service marks, logos and other Intellectual Property Rights in and to the Site and Services are proprietary to SmartBot . Your use of any marks on the Site and Services in any manner other than as authorized in this Agreement, or as authorized in writing by SmartBot , shall be strictly prohibited.

8.4. All Your trademarks, trade names, service marks and logos are proprietary to You. SmartBot's use of any of Your marks in any manner other than as authorized in this Agreement, or as authorized in writing by You, is strictly prohibited.

8.5.  In the course of performing the Services, SmartBot will have access to some of Your Data. All rights, title and interest in the Data is Your exclusive property, except as otherwise provided for herein throughout this Agreement.

8.6. SmartBot shall not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, frame, create derivative works from, transfer, or otherwise use in any other way for commercial or public purposes, in whole or in part, any of Your Data belonging to You, except for the purposes of the provision of performing the Services expressly provided for herein, without any further prior need of approval or consent from You.

8.7. For the avoidance of doubt, SmartBot will keep Your Data confidential and maintain Your Confidential Information in the strictest of confidence. In this respect, SmartBot will not disclose or permit disclosure of Your Data to any unauthorized person, and will only make such limited use as strictly necessary for SmartBot to perform the Services. For the avoidance of doubt, all such rights to SmartBot to use Your Data shall be granted solely for the duration of this Agreement and in accordance with Our Privacy Policy.

8.8. You acknowledge and agree that SmartBot may disclose any Data if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims that any of Your content and/or Data violates the rights of Third Parties; or (d) protect the rights, property, or personal safety of SmartBot , the Site, the Services, its users, and the public.

8.9.  In the event that You provide SmartBot with any feedback, suggestions, comments or improvements with respect to the Site and/or Services, You hereby grant SmartBot with a non-revocable, sub-licensable and royalty free right and licence to make use of, copy, disclose, licence, and distribute such feedback, suggestions, comments or improvements in any manner without any obligations, of whatever kind, towards You. Nothing in this Agreement shall be construed as a limitation on SmartBot to make use, develop and market any Services incorporating the feedback, suggestions, comments or improvements that You have provided.

8.10. For the avoidance of doubt, all such rights to SmartBot to use Your Data shall be granted solely for the duration of this Agreement.

9. Confidential Information

9.1. The person in receipt of Confidential Information (the "Receiving Party") shall hold and maintain the Confidential Information in strictest confidence for the sole and exclusive benefit of the other party (for the purposes of this section, the "Disclosing Party"). Receiving Party shall ensure restriction of access to Confidential Information to its employees, contractors and Third Parties as is commercially and reasonably required and shall require those persons to sign and abide by nondisclosure restrictions at least as protective as those contained within this Agreement. The Receiving Party shall not, without the prior written approval from the Disclosing Party, use for Receiving Party's own benefit, publish, copy, or otherwise disclose to others, or permit the use by others for their benefit or to the detriment of the Disclosing Party, any Confidential Information. The Receiving Party shall return to the Disclosing Party any Confidential Information and all records, notes, and other written, printed, or tangible materials in its possession pertaining to Confidential Information immediately where the Disclosing Party so requests in writing.

10. Warranties

10.1. SmartBot warrants and represents to You that:

  • The Service is provided in accordance with the Applicable Law;

  • The Intellectual Property Rights (including without limitation all copyright, trademarks, design rights, Service marks, whether registered or unregistered) in any material provided by SmartBot as part of the Site and/or the Services do not, to the best of SmartBot knowledge, infringe any Third Party Intellectual Property Rights when used in accordance with this Agreement;

  • SmartBot will only use Your Data in accordance with this Agreement, including its annexes; and

  • 10.2. You represent and warrant that You will comply with all applicable laws and regulations applicable to You when using Our Service. You agree to provide and maintain a legally adequate privacy policy that accurately discloses Your practices with respect to the collection, use, and disclosure of Personal Data, including Personal Data collected through your use of Our Service. You are responsible for determining whether You are subject to any sector-specific privacy laws or regulations, including but not limited to the Health Insurance Portability and Accountability Act (HIPAA), the Gramm-Leach Bliley Act (GLBA), the Children’s Online Privacy Protection Act (COPPA), the Family Education Rights and Privacy Act (FERPA) or any law concerning the privacy of any collected personal information or other laws as may be applicable to You, and for determining whether Our Service is suitable for You to use in light of the application or potential application of any such laws or regulations. If You are subject to specific laws or regulations, You represent and warrant that your use of Our Service will be in accordance with such laws or regulations. SmartBot will not be held liable for Your failure to provide a legally adequate privacy policy or if Our Service does not meet the requirements imposed by any privacy laws or regulations to which you are subject.

    10.3. If You are located in the European Economic Area (EEA) or have any visitors in the EEA, You represent and warrant that You use the Service in accordance with the GDPR, including that You:

  • will clearly describe in writing how You plan on using any Data processed, including for Your use of Our Service. We have developed some model wording You can use for this (please seek advice from Your own counsel before using it!);

  • have complied, and will comply, with all regulations, as well as Data protection, electronic communication, and privacy laws that apply;have processed all Data relating to any individual in compliance with all Data protection laws and regulations; and

  • You agree to indemnify and hold Us harmless from any losses, including attorney fees, that result from Your breach of any part of these warranties;

  • You further agree that, if applicable to You, You have signed Our Data Processing Agreement.

  • 10.4. You agree, in connection with Your use of the Service, to comply with all applicable export and re-export control laws and regulations. You warrant that You are not located in a United Nations Security Council sanctioned country and are not on a sanctioned persons list. You also warrant that You will not purchase the Service using funds sourced from a sanctioned country.

    11. Limitations

    11.1. In no event shall SmartBot, its owners, suppliers or any of their respective owners, directors, employees, contractors and/or agents be liable to You or any Third Party for any direct, indirect, special, exemplary, punitive or other consequential or incidental damages (including but not limited to any lost profits or revenue, interruption, loss of programs or other information, or any other pecuniary loss) arising directly or indirectly from (i) Your use of or access to the Site and/or Services, or any content, products or services distributed on or provided through the Site and/or Services, (ii) for any failure or interruption of the Site and/or Services; whether arising out of errors, omissions, loss of data, defects, viruses, interruptions or delays in operations or transmission or any other cause, whether based on warranty, contract, tort (including negligence) or any other legal theory, even if SmartBot or its suppliers have been expressly advised of the possibility of such damages.

    11.2.  In any event, and without prejudice to the above, SmartBot's total maximum aggregate liability under this Agreement, including any annexes herewith, or in respect of the use or exploitation of any part or all of the Site or Services, the content or user material in any manner whatsoever shall not exceed Your monthly subscription fee.

    12. Data Retention

    12.1. SmartBot commits to securely storing data on behalf of Our customers in accordance with their Subscription Plan and timeframes corresponding to each Subscription Plan. All data exceeding the stated timeframe will be routinely and permanently deleted from Our systems.

    12.1. You expressly acknowledge and accept that SmartBot does not provide any archiving or backup services, and may delete Data that is no longer in use and exceeds the timeframes stipulated in the applicable Subscription Plan. SmartBot expressly disclaims all obligations with respect to archiving, storage and backup of Data.

    13. Assumption of Risk

    13.1. You use the Internet solely at Your own risk and subject to all applicable local, state, national, and international laws and regulations. While SmartBot has endeavoured to create secure and reliable Site and Services, SmartBot is not responsible for the security of any information outside of its control. SmartBot shall have no liability for interruptions or omissions in Internet, network or hosting services. You assume the sole and complete risk of using the Site and the Services.

    13.2. You hereby declare that You are aware that as a result of the global nature of the Internet and World Wide Web, the Site and/or Services are available online and may generally be accessible from anywhere in the world at any time. Access to the Site and/or Services may not be legal by certain persons or in certain jurisdictions. Access to and use of the Site and/or the Services are at Your own risk and You shall be responsible for compliance with the laws of Your jurisdiction and any jurisdiction in respect of which You use the Site and/or Services. You agree to comply with all local rules regarding online conduct and acceptable content in any generated content.

    14. Links

    14.1. The Site and/or Services may include links to certain websites, materials, or content developed by Third Parties. SmartBot has not reviewed all of the sites linked to its Site and/or Services and shall not be responsible for the contents of any such linked material. The inclusion of any link does not imply endorsement by SmartBot of such material and SmartBot shall not be held liable in respect of any links contained therein. Use of any such linked material shall be at Your own risk. SmartBot reserves the right, in its sole and absolute discretion, to discontinue links to any other material at any time and for any reason.

    15. Advertising

    15.1. Unless You specifically withdraw Your consent to this clause by sending an email at [email protected], You hereby acknowledge and consent to SmartBot making use of any of Your marks, logos and trade names to identify You as SmartBot's customer on SmartBot's Site and/or Services, in addition to any other marketing material.

    16. Enforcing Security

    16.1. Actual or attempted unauthorized use of any of the Site and/or Services may result in the institution by Us of criminal and/or civil prosecution. For Your protection, we reserve the right to view, monitor, and record activity on the Site and/or Services without notice or further permission from You, to the fullest extent permitted by the Applicable Law, and only in accordance with this Agreement. This right extends to Our review of tracking activity and details pertaining to claimed violations by You. Any information obtained by monitoring, reviewing, or recording is subject to review by law enforcement organizations in connection with the investigation or prosecution of possible criminal activity on any of the Site and/or Services.

    17. Severability

    17.1. If any provision of this Agreement is found, by any court having competent jurisdiction, to be unenforceable, that provision shall be limited to the minimum extent necessary so that this Agreement shall otherwise remain in effect to the maximum extent possible.

    18. Indemnification

    18.1. Our Indemnification Obligations: We agree to indemnify, defend, and hold You harmless from and against any claims brought by Third Parties arising from or relating to Our violation of a Third Party's Intellectual Property Rights directly arising out of Your use of the Services in accordance with the terms of this Agreement. Notwithstanding the foregoing, We shall have no indemnification obligation with respect to any claims (i) arising out of or related to Your Data (ii) to Your violation of any applicable laws; (iii) Your violation, whether alleged or actual, of any Third Party rights, including but not limited to data protection and privacy rights.

    18.2. Your Indemnification Obligations: You shall indemnify, hold harmless and defend SmartBot , including any of its subsidiaries, officers, owners, partners, directors, employees, contractors, agents, subsidiaries, shareholders, licensors, suppliers and other partners ("SmartBot Indemnified Parties"), to the maximum extent permitted, in full and in perpetuity, and at Your own cost, from any third party liabilities, claims, costs, expenses, obligations, losses or damages, excluding indirect damages and consequential loss that may arise from (i) Your unauthorised use of any material obtained through the Site and Services; (ii) Your use and access to the Site and Services which is not in accordance with this Agreement; and (iv) Your violation, whether alleged or actual, of any Third Party rights.

    18.3. Indemnification Procedures: The parties' respective indemnification obligations above are conditioned on: (a) the indemnified parties giving the indemnifying party prompt written notice of the claim, except that the failure to provide prompt notice will only limit the indemnification obligations to the extent the indemnifying party is prejudiced by the delay or failure; (b) the indemnifying party has full and complete control over the defense and settlement of the claim; (c) the relevant indemnified parties providing assistance in connection with the defense and settlement of the claim (as long as the settlement does not include any payment of any amounts by or any admissions of liability, whether civil or criminal, on the part of any of the indemnified parties), as the indemnifying party may reasonably request; and (d) the indemnified parties' compliance with any settlement or court order made in connection with the claim. The indemnifying party will indemnify the indemnified parties against: (i) all damages, costs, and attorneys' fees finally awarded against any of them with respect to any claim; (ii) all out-of-pocket costs (including reasonable attorneys' fees) reasonably incurred by any of them in connection with the defense of the claim (other than attorneys' fees and costs incurred without the indemnifying party's consent after it has accepted defense of such claim); and (iii) all amounts that the indemnifying party agreed to pay to any third party in settlement of any claims arising under this Clause and settled by the indemnifying party or with its approval.

    18.4. Infringement Remedy: If You are enjoined or otherwise prohibited from using any of the Services or a portion thereof based on a Third Party Intellectual Property infringement claim covered by Our indemnification obligations under this Clause above, then We will, at Our sole expense and option, either: (a) obtain for You the right to use the allegedly infringing portions of the Services; (b) modify the allegedly infringing portions of the Services so as to render them non-infringing without substantially diminishing or impairing their functionality; or (c) replace the allegedly infringing portions of the Services with non-infringing items of substantially similar functionality. If We determine that the foregoing remedies are not commercially reasonable, then We will promptly provide a prorated refund to You for any prepaid fees received by Us under this Agreement that correspond to the unused portion of the Term. The remedy set out in this Clause is Your sole and exclusive remedy for any actual or alleged infringement by Us of any Third Party Intellectual Property Rights in the event that You are enjoined or otherwise prohibited from using any of the Services or a portion thereof based on a claim covered by Our indemnification obligations under this Clause.

    18.5. You shall be solely responsible with respect to defending any such claims, and for the payment of losses, costs, damages or expenses resulting from the foregoing to both a Third Party and to SmartBot in connection therewith. You shall not, without the prior express written approval of SmartBot , attempt to, or settle, dispose or enter into any proposed settlement or resolution of any claim (whether having been finally adjudicated or otherwise) brought against You, if such settlement or resolution results in any obligation or liability for SmartBot . Provided that this clause shall survive termination of this Agreement, howsoever occurred, and termination of Your access and/or use of the Site or Services.

    19. DISCLAIMER

    The materials contained on the SmartBot site and services are provided "as is". Other than for the express warranties contained in clause 10 of this agreement, SmartBot hereby makes no further warranties, whether expressed or implied, and hereby disclaims and negates all other warranties, including without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or other violation of rights infringement. Further, SmartBot does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on its site or services, or otherwise relating to such materials or on any third party sites or services linked to within the site or services or that the services will be error-free or provide certain results.

    20. Refunds

    20.1. Since SmartBot is offering non-tangible irrevocable goods, a digital product, a software, SmartBot does not issue refunds once the order is accomplished, completed and the product is sent. As a customer, you are responsible for understanding this upon purchasing any item on our site. By purchasing, and getting access to, SmartBot (the "Service"), you agree and understand that you are bound, and only bound, by our 30 day money-back guarantee on special offerings. Meaning, you as a customer can get a full refund on your initial purchase (to clarify, the first purchase of a particular item only) if the request has been made within 30 days of the initial sale. You agree that if the request is made outside of this period, we don't issue a refund. You agree that when your purchased SmartBot outside a special offering we don't issue a refund. You agree that any payments, whether one-time or subscription based, outside of this 30-day period are non-refundable. However, you have the right to cancel subscription at any time, you're not locked into any contract, and there are no long-term commitments.

    20.2. We realize that exceptional circumstance can take place with regard to the character of the product we supply. If any of the reasons below apply to you, you may discontinue with the Service. This part of the Refund Policy only applies to initial purchases of our product(s). Meaning, you as a customer can get a full refund on your initial purchase (to clarify, the first purchase of a particular item only) if the request has been made within 30 days of the initial sale when your purchase is considered a special offer. You agree that any payments, whether one-time or subscription based, outside of this initial 30-day period are non-refundable;

  • non-delivery of the product: due to mailing issues of your e-mail provider or our own mail server you might not receive a delivery email from us. In this case we recommend contacting us over at our Support Desk for assistance. Claims for non-delivery must be submitted in writing within 30 days from the order placing date. Otherwise the product will be considered received and downloaded. If you reached out to us within 30 days of the order placing date and we fail to give you access within 30 days of the order placing date you receive a refund;

  • download and unzipping issues: it may happen so that you are having problems while downloading the product or its unzipping. Claims regarding such issues must be submitted to our Support Desk. If you do not properly contact us during this 30 day period, you agree that we may construe silence as a successful download of the product with no further right of redress or refund for a “download issue” reason. Failure to receive assistance for downloading or unzipping by SmartBot within 30 days will result in a refund;

  • major defects: although all the products are thoroughly tested before release, unexpected errors may occur. Such issues must be submitted for our Support Team’s approval. We keep the right to rectify the error or defect within 90 days of making SmartBot aware of the error. If any deficiency is approved and we fail to correct it within 90 days from the date of the initial complaint letter, support ticket, or any other notification provided by a Customer, the refund will be issued to the customer in full without any compensations or reimbursements. OR, at customer’s choice, replacement of the product of the same or around the same value can be offered; Please be advised that temporary access to your server can be requested by our technicians in order to identify and fix the possible issues with our Products. Failure to provide such access in a timely manner may result in a delayed resolution of the issue. Refusal to provide details, hampering our probable solution, will result in your inability to qualify for a refund.

  • product not-as-described: such issues should be reported to our Support Desk. Clear evidence must be provided proving that the purchased product is 'not as it is described' on the website. Complaints which are based merely on the customer’s false expectations, 'buyers remorse' or wishes are not honoured.

  • 20.3. Please note that we do not carry any responsibility and therefore we do not satisfy any refund/return/exchange/cancellation requests based on incompatibility of our products with some third-party software (plug-ins, add-ons, modules, search engines, scripts, extensions etc) other than those which are specified as compatible in a description available on the preview page of each product. We don’t guarantee that our products are fully compatible with any third-party programs and we do not provide support for third-party applications.

    20.4. Please note that we do not carry any responsibility, and therefore, we do not satisfy any refund/return/exchange/cancellation requests based on requests sent to the wrong channel. Accordingly, you agree that you're required to send your refund request to the right support channel within the first 30 days of the initial sale. You also agree that you're required to send your cancellation request to the right support channel. You can file your refund or cancelation request through the right support channels here: 1.) SmartBot support desk here, 2.) our chatbot on Messenger here, or 3.) by sending an email with the subject line "Refund" or "Cancellation" to support@smartbot.ph. Any refund or cancellation request that comes in via another channel is not deemed a valid refund request.

    20.5. Your 30-day FREE trial of Pro will convert into a subscription. This is more than enough time to evaluate if you want to keep the Pro features attached to your account. You agree that when you're charged for Pro, you are not eligible to receive a refund. This applies to both the first payment of this particular subscription plan and any subsequent renewals. By purchasing this subscription, you agree that you have thoroughly reviewed and understood the details of the plan and its features, and acknowledge that payments made beyond the initial 30-day Trial period are non-refundable. If you choose to cancel your subscription, you will not be charged for any future renewals, but you will not receive a refund for any payments already made. Please note that canceling a subscription does not entitle you to a refund for any unused portion of the subscription term..

    20.6. Any yearly subscriptions we offer are not eligible for a refund after 30 days have passed since the initial sale. Meaning, you only receive a refund when you ask for it within 30 days of the initial sale that starts the subscription. By purchasing any yearly subscription, you agree that you have thoroughly reviewed and understood the details of the plan and its features, and acknowledge that payments made beyond the initial 30-day period are non-refundable. If you choose to cancel your yearly subscription, you will not be charged for any future renewals, but you will not receive a refund for any payments already made. Please note that canceling a yearly subscription does not entitle you to a refund for any unused portion of the subscription term.

    20.7. Refunds will not be granted to users whose accounts are terminated due to violations of the Terms of Service, including but not limited to misuse of the platform, spamming, and breach of contractual obligations. Any decisions regarding refunds are at the sole discretion of SmartBot .

    20. Acceptable Use & Consequences

    20.1. Prohibition of Misuse: You are strictly prohibited from engaging in any activities that may harm the integrity, security, or functionality of SmartBot . This includes, but is not limited to, sending unsolicited messages, spamming, deploying automated scripts or bots without authorization, and any activity that violates applicable laws or regulations.

    20.2. Consequences of Breach: In the event of a breach of these terms, including but not limited to misuse as outlined above, SmartBot reserves the right to take appropriate actions, including:

  • Immediate suspension or termination of the user's account without prior notice.

  • Forfeiture of any rights to refunds, regardless of the original payment terms or refund policy.

  • Recovery of damages incurred by SmartBot due to the misuse, including but not limited to legal fees, costs of recovery, and any associated losses.

  • Initiating legal action to seek compensation for damages resulting from the misuse of the platform.

  • 21. Affiliate Program Terms

    21.1. You are NOT permitted to conduct e-mail promotions in a 3rd party system – all email contacts MUST be your OWN opt-in email list. This means; you cannot buy solo ads, use safe lists, use spam or anything similar. Commission(s) made through this may be nullified, voided, or held back.

    21.2. You must NOT run “negative” PPC or iframe domain campaigns such as “Product name / author name scam” or any other method to attract controversial click through rates that an ordinary person would deem to portray a negative view of the product. This creates a bad image for our company, brands, and the individuals featured in the products and you will be terminated from the program instantly. Commission(s) made through this may be nullified, voided, or held back.

    21.3. You cannot earn commission on your own purchase. Any ‘self’ purchase commission(s) may be nullified, voided, or held back.

    21.4. iFrames, review sites and cloaked domains are permitted as long as they do not contain offensive or negative domain URLs.

    21.5. Affiliate payments will be set as delayed for all affiliates we don't have an existing business relationship with. For all other affiliates, basically if we 'know' you, the commissions will be set to instant. All affiliates need to describe briefly how you will be promoting.

    21.6. We run a legitimate business, which means that we always correctly illustrate and represent our products and their features and benefits to the customer. Please make sure you do the same. Anyone found using misleading claims, inaccurate information or false testimonials (or anything that does not comply with FTC guidelines) will have their affiliate account revoked immediately. Any commission(s) made while not abiding by this may be nullified, voided, or held back.

    YOU HEREBY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTOOD IT, AND AGREE TO BE BOUND BY ITS TERMS.

    Further Information

    If you have any questions about our Privacy Policy or our privacy practices, please Contact Us at [email protected], or send mail to;

    Contact Information

    Attention: SmartBot Automation

    VIP-PRO Dropshipping and Computer Software Trading

    Bulacan, Philippines

    Sub-brand By Vip-Pro Dropshipping and Computer Software Trading