Terms of Service

Replaiy B.V.
Last updated: May 7, 2026
Version 1.0

1. Introduction

These Terms of Service ("Terms") govern your access to and use of the AI-powered LinkedIn outreach and conversation platform provided by Replaiy B.V. ("Replaiy," "we," "us," or "our"), accessible at https://replaiy.ai (marketing website) and https://replaiy.app (product application), together with related services (collectively, the "Services").

By creating an account, accessing, or using the Services, you ("Customer," "you," or "your") agree to be bound by these Terms. If you do not agree, you may not use the Services. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, and "Customer" refers to that entity.

The Services are intended exclusively for business use. They are not directed at, or intended for, consumers as defined under Dutch or EU consumer law.

2. Definitions

Customer — The business or individual professional that has entered into these Terms with Replaiy.

User — An individual authorized by Customer to access and use the Services.

Lead — A recipient of a message sent through the Services, typically a LinkedIn user contacted by a User.

Subscription — A paid plan (monthly or annual) granting Customer access to the Services.

Credits — Units of consumption granted under a plan or purchased separately, used to perform actions within the Services.

AI Provider — A third-party large language model provider (e.g., Anthropic, xAI, Google) accessed through OpenRouter.

Co-Pilot Mode — The default operating mode in which a User reviews and approves each AI-generated draft before sending.

Auto-Pilot Mode — The optional operating mode in which AI-generated messages may be sent without per-message User review, subject to the safeguards described in our AI Policy.

3. Account Registration

To use the Services, Customer must create an account and provide accurate, complete information. Customer is responsible for safeguarding account credentials and for all activity occurring under its account. Customer must notify Replaiy immediately of any unauthorized use.

Each User must be at least 18 years old. Accounts may not be shared between multiple individuals; each User must have their own login.

4. Subscription Plans and Free Trial

4.1 Plans

Replaiy offers two subscription types:

• Monthly Plan — Billed monthly in advance, cancellable at any time effective at the end of the current billing period.

• Annual Plan — Billed annually in advance, with a 12-month commitment.

4.2 Free Trial

Replaiy offers a 3-day free trial. During the trial, Customer may access account setup and the in-product playground. LinkedIn account connection and outbound activity require an active paid Subscription. Replaiy may modify or discontinue the trial at any time.

4.3 Auto-Renewal

Subscriptions automatically renew at the end of each billing period unless cancelled in accordance with Section 4.4.

• Monthly Plans renew monthly. Replaiy will send a renewal reminder approximately 7 days before each renewal.

• Annual Plans renew annually. Replaiy will send a renewal reminder approximately 30 days before each renewal.

4.4 Cancellation

• Monthly Plans may be cancelled at any time up to 1 day before the next renewal date. Cancellation takes effect at the end of the current billing period.

• Annual Plans may be cancelled at any time, with cancellation taking effect at the end of the current annual term. To prevent auto-renewal, Customer must cancel at least 30 days before the renewal date.

No partial refunds are issued for cancellations during a paid period.

5. Fees, Credits, and Payment

5.1 Fees

Subscription fees are listed at replaiy.ai/pricing or in the Customer's order. All fees are in EUR unless otherwise stated and exclusive of VAT and other applicable taxes. VAT is applied in accordance with applicable regulations, including reverse-charge rules for eligible EU B2B Customers.

5.2 Credits

Subscriptions include a defined number of inclusive Credits per billing period. Customer may also purchase additional Credit packs.

• For Monthly Plans, all Credits (inclusive and purchased) are valid for 1 month from the date of issuance or purchase.

• For Annual Plans, all Credits (inclusive and purchased) are valid for 12 months from the date of issuance or purchase.

Unused Credits expire at the end of their validity period and are not refundable, transferable, or convertible to cash. Credits do not roll over to a new billing period.

Upon cancellation, Customer may continue to use remaining Credits until the end of the current paid period, after which all Credits expire. Replaiy may forfeit Credits without refund in the event of termination for material breach (Section 11).

5.3 Payment

Payment is processed via Stripe. Customer authorizes Replaiy and Stripe to charge the payment method on file for all applicable fees. Invoices are issued automatically through Stripe.

5.4 Late Payment

If a payment fails or is overdue:

• After 7 days, Replaiy may suspend access to the Services.

• After 30 days, Replaiy may terminate the Subscription and delete account data, subject to Section 12.

Replaiy reserves the right to charge statutory interest on overdue amounts under Dutch law.

5.5 Price Changes

Replaiy may change pricing at any time. Price changes do not apply to Annual Plans during their current term. For Monthly Plans, Replaiy will provide at least 30 days' notice before a price change takes effect at the next renewal.

6. Use of the Services

6.1 License

Subject to these Terms and payment of applicable fees, Replaiy grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the term of the Subscription, solely for Customer's internal business purposes.

6.2 Acceptable Use

Customer agrees not to:

• Use the Services in violation of any applicable law, regulation, or third-party rights.

• Use the Services in violation of LinkedIn's Terms of Service or other platform rules.

• Use the Services to send spam, harassing, deceptive, defamatory, or unlawful communications.

• Use the Services to impersonate another person or misrepresent affiliation.

• Use the Services for any high-risk AI use case under the EU AI Act, including but not limited to scoring, ranking, filtering, or making selection decisions about candidates in employment or recruitment contexts.

• Reverse engineer, decompile, or attempt to extract the source code of the Services.

• Resell, sublicense, or provide the Services as a service bureau to third parties without prior written consent.

• Bypass rate limits, abuse the Credits system, or interfere with the integrity of the Services.

• Use the Services in connection with prohibited AI practices listed in Article 5 of the EU AI Act.

6.3 Fair Use

Replaiy applies reasonable rate limits and fair use thresholds to protect the integrity of the Services and the safety of Users. Details are made available within the product. Replaiy may suspend or limit accounts that exceed fair use thresholds.

6.4 Customer Responsibilities

Customer is solely responsible for:

• The content and accuracy of messages sent through the Services.

• Compliance with applicable laws regarding outbound communications, including data protection (GDPR), unfair commercial practices, and any sector-specific rules.

• Obtaining any necessary consents from Leads or other data subjects, where required by law.

• Acting as the "deployer" of the AI system under the EU AI Act, including any disclosure obligations toward recipients of AI-assisted communications.

• The accuracy and lawfulness of any data uploaded or imported into the Services.

7. AI Features and Co-Pilot / Auto-Pilot Modes

The Services include AI-generated content created using third-party AI Providers and Replaiy's proprietary systems.

• In Co-Pilot Mode, Users review and approve each draft before sending.

• In Auto-Pilot Mode, drafts may be sent without per-message review. Auto-Pilot is opt-in and includes built-in safeguards, including automatic switching to Co-Pilot when a Lead asks whether they are interacting with AI.

Customer acknowledges that AI output may contain errors, inaccuracies, or unintended content, and that Customer is responsible for reviewing and approving outputs as appropriate. Replaiy makes no warranty as to the accuracy, suitability, or outcomes of AI-generated content.

Further details are set out in our AI Policy.

8. Data, Content, and AI Model Improvement

8.1 Customer Data

As between the parties, Customer retains all rights, title, and interest in and to data and content submitted to or generated through the Services on Customer's behalf ("Customer Data"). Customer grants Replaiy a worldwide, non-exclusive, royalty-free license to host, process, transmit, and display Customer Data solely as necessary to provide the Services.

8.2 AI Model Improvement (Opt-In)

Where a User opts in (per LinkedIn account) and the Customer's workspace admin has not disabled the feature, Customer grants Replaiy a perpetual, irrevocable, royalty-free license to use de-identified Customer Data for the purpose of training, improving, and developing Replaiy's AI systems. Personal identifiers are stripped before any data enters the training pipeline. Opt-in is off by default and may be withdrawn at any time. Withdrawal stops further data collection but does not require Replaiy to retroactively remove de-identified data already incorporated into trained models.

8.3 Aggregated and Anonymized Data

Replaiy may collect and use aggregated and anonymized data derived from use of the Services for benchmarking, analytics, marketing, and product development, provided such data does not identify Customer, any User, or any Lead.

8.4 Data Processing Agreement

Where Replaiy processes personal data on Customer's behalf, the parties' Data Processing Agreement (DPA) applies and is incorporated by reference into these Terms.

9. Intellectual Property

Replaiy, the Replaiy logo, the Services, and all associated software, technology, models, content, and documentation are and remain the exclusive property of Replaiy and its licensors. No rights are granted to Customer except as expressly set out in these Terms.

Customer may provide feedback or suggestions about the Services. Replaiy may use such feedback for any purpose without obligation or compensation.

10. Service Availability and Third-Party Dependencies

10.1 Best-Effort Availability

Replaiy provides the Services on a best-effort basis. We do not guarantee uninterrupted availability and do not offer service credits or refunds for downtime, slowdowns, or partial outages.

10.2 Third-Party Dependencies

The Services rely on third parties, including LinkedIn, Unipile, AI Providers, payment processors, and hosting providers. Replaiy is not responsible for outages, changes, restrictions, or discontinuations imposed by these third parties.

10.3 LinkedIn Risk

Customer expressly acknowledges that LinkedIn may, at its sole discretion, restrict, suspend, or terminate accounts that use automation or third-party tools. Replaiy is not responsible for any action taken by LinkedIn against Customer or any User, including warnings, restrictions, suspensions, or permanent bans, regardless of cause. Customer uses the Services at its own risk in this regard.

10.4 Modifications to the Services

Replaiy may modify, add, or remove features at any time. For material breaking changes affecting paid functionality, Replaiy will provide at least 30 days' prior notice where reasonably possible.

10.5 Beta Features

Features designated as "beta," "experimental," "preview," or similar are provided "as-is" and "as-available," without any warranty. Replaiy may modify or discontinue beta features at any time without notice.

11. Suspension and Termination

11.1 Termination by Customer

Customer may cancel its Subscription as set out in Section 4.4.

11.2 Suspension and Termination by Replaiy

Replaiy may suspend or terminate Customer's account, with or without notice, in case of:

• Non-payment beyond the periods set out in Section 5.4.

• Material breach of these Terms, including violation of Section 6.2.

• Suspected fraud, abuse, or unlawful activity.

• A binding legal request or order from a competent authority.

In the event of termination for material breach, all Credits are forfeited without refund.

11.3 Effect of Termination

Upon termination, Customer's right to access the Services ends. Replaiy will retain Customer Data for 30 days following termination to allow Customer to export it. After this period, Replaiy will delete or irreversibly anonymize Customer Data, subject to legal retention obligations and the terms of the Privacy Policy and DPA.

12. Warranties and Disclaimers

The Services are provided "as-is" and "as-available." To the maximum extent permitted by law, Replaiy disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, or that the Services will be uninterrupted, error-free, or secure.

Replaiy makes no warranty as to the outcomes Customer may achieve through use of the Services, including but not limited to response rates, conversion rates, meetings booked, or commercial success.

13. Limitation of Liability

To the maximum extent permitted by applicable law:

• Replaiy's total aggregate liability arising out of or related to these Terms or the Services shall not exceed the total fees paid by Customer to Replaiy in the 12 months preceding the event giving rise to the claim.

• Replaiy shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, lost data, business interruption, or reputational harm, even if advised of the possibility of such damages.

• Replaiy shall not be liable for damages caused by third parties, including LinkedIn account actions, AI Provider outages, or payment processor errors.

These limitations apply regardless of the form of action, whether contract, tort, statute, or otherwise. Nothing in these Terms limits liability that cannot be excluded under mandatory applicable law.

14. Indemnification

Customer agrees to defend, indemnify, and hold harmless Replaiy and its directors, employees, and agents from and against any third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:

• Customer's use of the Services in breach of these Terms.

• Customer's violation of any law or third-party right, including LinkedIn's Terms of Service.

• The content of messages sent by Users through the Services.

• Customer's failure to meet its obligations as deployer under the EU AI Act, including disclosure obligations toward Leads.

• Any claim brought by a Lead or other data subject related to Customer's use of the Services.

15. Confidentiality

Each party may have access to non-public information of the other party ("Confidential Information"). Each party agrees to protect the other's Confidential Information with the same degree of care it uses for its own confidential information, and not less than a reasonable standard of care, and to use it solely for the purposes of these Terms. This obligation continues for 3 years after termination.

Confidential Information does not include information that is publicly available, independently developed, or rightfully received from a third party without confidentiality obligations.

16. Force Majeure

Neither party is liable for failure or delay in performance caused by events beyond its reasonable control, including natural disasters, war, terrorism, civil unrest, labor disputes, governmental actions, internet or infrastructure outages, or third-party service failures (including LinkedIn, AI Providers, or hosting providers).

17. Changes to These Terms

Replaiy may update these Terms from time to time. Material changes will be communicated by email or in-product notice at least 30 days before they take effect. If Customer does not agree with the updated Terms, Customer may cancel its Subscription before the effective date. Continued use of the Services after the effective date constitutes acceptance of the updated Terms.

18. Governing Law and Disputes

These Terms are governed by the laws of the Netherlands, excluding its conflict-of-laws provisions and the United Nations Convention on Contracts for the International Sale of Goods.

Any dispute arising out of or in connection with these Terms shall be submitted to the exclusive jurisdiction of the competent court of the Rechtbank Midden-Nederland, location Utrecht, the Netherlands, without prejudice to the right to seek interim relief in any other competent jurisdiction.

19. Miscellaneous

19.1 Entire Agreement

These Terms, together with the Privacy Policy, DPA, AI Policy, and any order or product page incorporated by reference, constitute the entire agreement between the parties and supersede all prior agreements relating to their subject matter.

19.2 Assignment

Customer may not assign or transfer these Terms without Replaiy's prior written consent. Replaiy may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets.

19.3 Severability

If any provision is held to be unenforceable, the remaining provisions remain in full force and effect.

19.4 No Waiver

Failure by either party to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.

19.5 Notices

Notices to Replaiy must be sent to legal@replaiy.ai. Notices to Customer will be sent to the email address associated with the account.

19.6 Language

These Terms are drafted in English. In the event of any translation, the English version prevails.

20. Contact

For questions about these Terms, please contact:

Replaiy B.V.
Bovenkamp 7A
1391 LH Abcoude
The Netherlands
Email: legal@replaiy.ai
Web: https://replaiy.ai