Terms of Service

Please read these Terms of Service ("Terms") carefully before using the websites, applications, and services (collectively, the "Services") provided by Catalytic Verticals LLC ("Catalytic Verticals," "we," "our," or "us"), including the ZapManejo livestock management platform.

By accessing or using our Services, you ("User," "Customer," or "you") agree to be bound by these Terms and our Privacy Policy. If you are agreeing on behalf of a company or other legal entity, you represent that you have authority to bind that entity to these Terms.

1. Services Description

Catalytic Verticals provides WhatsApp-native business management software and related services. Our flagship product, ZapManejo, is a WhatsApp-based livestock and cattle management platform designed for ranchers and agricultural operations, primarily serving the Brazilian market. Additional products and verticals may be offered subject to separate agreements or addenda to these Terms.

2. Eligibility

You must be at least 18 years of age and capable of forming a legally binding contract to use our Services. By using our Services, you represent and warrant that you meet these requirements. Our Services are intended for business and commercial use; use by consumers for personal, family, or household purposes is not the primary intended use.

3. Accounts and Registration

3.1 Account Creation

To access certain Services, you must create an account and provide accurate, complete, and current information. You are responsible for maintaining the confidentiality of your credentials and for all activities that occur under your account.

3.2 Account Security

You agree to notify us immediately at [email protected] of any unauthorized use of your account. We are not liable for any losses resulting from unauthorized access due to your failure to secure your credentials.

3.3 WhatsApp Account Requirement

Use of ZapManejo requires a valid WhatsApp account and agreement to WhatsApp's Terms of Service. Catalytic Verticals is not responsible for any restrictions, suspensions, or changes imposed by Meta Platforms, Inc. on WhatsApp services.

4. Subscriptions, Fees, and Payment

4.1 Subscription Plans

Access to ZapManejo and other premium Services is provided on a subscription basis. Current plans, pricing, and included features are described on the applicable product website or order form. We reserve the right to modify pricing with 30 days' advance notice.

4.2 Payment Terms

Subscription fees are due in advance of each billing period. Accepted payment methods include credit/debit cards (via Stripe) and Pix (via EBANX) for Brazilian customers. All fees are non-refundable except as expressly stated in Section 4.4.

4.3 Taxes

You are responsible for all applicable taxes, duties, and levies associated with your subscription. Where required by law, we may collect and remit applicable taxes.

4.4 Refund Policy

If you cancel within 7 days of your initial subscription and have not used the Services in a meaningful way, you may request a full refund by contacting support. After this period, subscriptions are non-refundable. We may issue pro-rated credits at our sole discretion for extended service outages attributable to us.

4.5 Late Payment and Suspension

Failure to pay fees when due may result in suspension of your account. Accounts suspended for non-payment for more than 60 days may be terminated and data may be deleted in accordance with our Privacy Policy.

5. Acceptable Use

5.1 Permitted Use

You may use our Services solely for lawful business purposes and in accordance with these Terms.

5.2 Prohibited Conduct

You agree not to:

• Use the Services for any illegal purpose or in violation of any applicable law or regulation, including Brazilian agricultural and data protection regulations.
• Transmit any content that is unlawful, defamatory, harassing, abusive, fraudulent, or otherwise objectionable.
• Attempt to gain unauthorized access to our systems, other accounts, or any connected networks.
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of our software.
• Use our Services to send unsolicited commercial communications (spam) via WhatsApp or any other channel.
• Resell, sublicense, or otherwise make our Services available to third parties without our prior written consent.
• Interfere with or disrupt the integrity or performance of the Services or any data contained therein.
• Use automated means to access or scrape our Services without authorization.

6. Your Data and Content

6.1 Ownership

You retain all ownership rights to your farm data, livestock records, and other content you input into the Services ("Customer Data"). You grant Catalytic Verticals a limited, non-exclusive, royalty-free license to use, process, and store Customer Data solely to provide and improve the Services.

6.2 Data Accuracy

You are solely responsible for the accuracy, quality, and legality of your Customer Data. Catalytic Verticals is not responsible for any errors, losses, or liabilities arising from inaccurate or incomplete data you provide.

6.3 Aggregated Data

We may use anonymized, aggregated data derived from Customer Data for product improvement, research, and statistical purposes, provided such data cannot be used to identify you or your operation.

6.4 Data Export

You may export your Customer Data in supported formats at any time during your active subscription. Upon termination, we will make your data available for export for 30 days, after which it may be deleted.

7. Intellectual Property

All software, interfaces, designs, trademarks, service marks, logos, and other content comprising the Services, including ZapManejo, are owned by or licensed to Catalytic Verticals LLC and are protected by applicable intellectual property laws. These Terms do not transfer any intellectual property rights to you. You may not use our trademarks or branding without prior written consent.

8. Third-Party Services and Integrations

Our Services integrate with third-party platforms including WhatsApp (Meta Platforms, Inc.), Stripe, EBANX, and others. Your use of these third-party services is subject to their respective terms and policies. We are not responsible for the availability, accuracy, or practices of third-party services. Changes to third-party APIs or policies may affect the functionality of our Services.

9. Service Availability and Support

9.1 Uptime

We strive to maintain high availability of our Services but do not guarantee uninterrupted access. Scheduled maintenance will be announced in advance where practicable. Unplanned outages will be addressed as promptly as possible.

9.2 Support

Customer support is available via WhatsApp, email, and our support portal as described on our Customer Support page. Support response times vary by plan and are described in your subscription documentation.

10. Disclaimers

THE SERVICES ARE 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, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

11. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CATALYTIC VERTICALS LLC, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LIVESTOCK LOSSES, DATA LOSS, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL OUR TOTAL CUMULATIVE LIABILITY TO YOU EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU FOR THE SERVICES IN THE 12 MONTHS PRECEDING THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS (USD $100).

12. Indemnification

You agree to indemnify, defend, and hold harmless Catalytic Verticals LLC and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with your access to or use of the Services, your Customer Data, your violation of these Terms, or your violation of any applicable law or the rights of any third party.

13. Term and Termination

13.1 Term

These Terms remain in effect for as long as you use our Services or maintain an active subscription.

13.2 Termination by You

You may cancel your subscription at any time through your account settings or by contacting support. Cancellation takes effect at the end of the current billing period.

13.3 Termination by Us

We may suspend or terminate your access immediately if you materially breach these Terms, engage in conduct we determine to be harmful to other users or our Services, or fail to pay applicable fees. We will provide notice where reasonably practicable.

13.4 Effect of Termination

Upon termination, your right to access the Services ceases. Sections 6, 7, 10, 11, 12, 14, and 15 survive termination.

14. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Florida, United States, without regard to conflict of law principles. Any dispute arising out of or relating to these Terms or the Services shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, with proceedings conducted in Palm Beach County, Florida. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in a court of competent jurisdiction.

For customers located in Brazil, disputes may also be subject to applicable Brazilian consumer protection laws (CDC) and LGPD requirements to the extent mandated by Brazilian law.

15. General Provisions

• Entire Agreement: These Terms, together with our Privacy Policy and any applicable order forms, constitute the entire agreement between you and Catalytic Verticals regarding the Services.
• Modifications: We may update these Terms at any time. Continued use of the Services after the effective date of changes constitutes acceptance. Material changes will be communicated via email or WhatsApp notification.
• Severability: If any provision of these Terms is found unenforceable, the remaining provisions continue in full force.
• Waiver: Failure to enforce any provision does not constitute a waiver of our rights.
• Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Language: The English version of these Terms controls in case of any conflict with translations.