Courtesy translation. The legally binding text of these Terms is the Spanish version. In case of any discrepancy between the two, the Spanish version prevails. Read the Spanish version.
These Terms and Conditions (the “Terms”) govern access to and use of the platform and services of Cerostaff SAS (“Cerostaff”, “we”). By registering for, purchasing or using the Services, the Customer declares that they have read, understood and fully accepted these Terms.
01 Identity
Legal name: Cerostaff SAS
Tax ID (NIT): 902055075
Registered address: Mosquera, Cundinamarca, Colombia
Email: edson.romero@cerostaff.com
02 Definitions
- Platform: the software, dashboards, interfaces and cloud services provided by Cerostaff.
- Services: the automation of the Customer’s customer service and operational processes through messaging channels (WhatsApp, Instagram, Telegram, Facebook Messenger) and the other features of the Platform.
- Customer: the natural or legal person who purchases the Services to run their own business.
- End User: the person who interacts with the Customer’s channels (for example, their customers or prospects).
- Automation: the replies, flows and processes the Customer configures and operates through the Platform for their own operation.
03 Nature of the Service
Cerostaff is a technology provider that makes tools available so that the Customer themselves automates their business’s customer service and processes. Cerostaff does not provide an autonomous conversational assistant service, nor does it distribute artificial intelligence technology as a standalone product: it acts as a technical intermediary that enables the Customer to run their own communication with their End Users.
The Customer is solely responsible for the content, the instructions, the messages and the use they make of the Platform.
04 Role in Data Processing
With respect to End Users’ personal data:
- The Customer acts as Controller of the processing.
- Cerostaff acts as Processor, processing the data solely in accordance with the Customer’s instructions and applicable law (Law 1581 of 2012 and Decree 1377 of 2013).
Data processing is further governed by the Privacy Policy, which forms an integral part of these Terms.
05 Registration and Account
- The Customer must provide truthful, complete and up-to-date information when registering.
- The Customer is responsible for keeping their credentials confidential and for all activity carried out under their account.
- Cerostaff may suspend accounts containing false or fraudulent information, or accounts that breach these Terms.
06 Customer Obligations
The Customer undertakes to:
- Use the Services in accordance with Colombian law and the policies of the messaging providers, in particular the WhatsApp Business Platform and Meta Policies.
- Obtain from their End Users the prior, express and informed consent for the processing of their personal data, where applicable.
- Not use the Platform to send unsolicited messages (spam) or content that is unlawful, misleading, defamatory or that infringes third-party rights.
- Not use the Platform for fraudulent activity, impersonation, or any purpose contrary to law.
- Keep current the third-party accounts and authorizations (Meta, phone numbers, integrations) required to provide the Service.
07 Acceptable Use and Prohibitions
The following is prohibited:
- Accessing, copying or reverse-engineering the Platform’s code or infrastructure.
- Reselling, sublicensing or assigning the Services without Cerostaff’s written authorization.
- Overloading, interfering with or breaching the security of the Platform.
- Using the Services to breach Meta’s policies, which may result in immediate suspension by those third parties and by Cerostaff.
08 Third-Party Integrations
The Services depend on external providers (including Meta Platforms, Amazon Web Services, Anthropic and Google LLC). Use of those integrations is subject to each provider’s terms. Cerostaff is not liable for outages, policy changes, suspensions or failures attributable to those third parties.
When the Customer voluntarily connects their Google account, use of the integration is further subject to the Google Terms of Service and the Google API Services User Data Policy. The processing of that account’s data is governed by the Privacy Policy and by the Data Processing Agreement (DPA), available at dpa.html, which forms an integral part of these Terms.
09 Plans, Pricing and Billing
- The current plans, rates and limits are set out in the Platform and/or in the commercial proposal accepted by the Customer.
- Payment is made in advance according to the billing cycle purchased, through the enabled payment gateways (for example, Wompi).
- Usage in excess of what the plan includes is billed at the overage rates communicated.
- Failure to pay on time entitles Cerostaff to suspend or terminate the Service, upon prior notice.
Refunds. Any refund request must be based on a failure related to the provision of the Service that had an impact on the Customer’s operations. Where no such failure exists, the Customer may escalate a request to Cerostaff and the parties will seek to reach a mutual agreement in accordance with the laws of the applicable territory.
10 Intellectual Property
The Platform, its software, trademarks, designs and content are the exclusive property of Cerostaff. The Customer receives only a limited, non-exclusive and non-transferable licence to use them for the term of the contract. Content and data uploaded by the Customer remain their property.
11 Confidentiality
Each party undertakes to protect the other’s confidential information and not to disclose it, except where legally required. This obligation survives termination of the contract.
12 Availability and No Guarantee of Results
Cerostaff aims for reasonable Service availability but does not guarantee uninterrupted or error-free operation. The Platform is provided “as is” and as available. Cerostaff does not guarantee specific commercial results (sales, conversions or growth) from the use of the Services.
13 Limitation of Liability
To the maximum extent permitted by Colombian law, Cerostaff’s total liability to the Customer is limited to the amount paid by the Customer in the three (3) months preceding the event giving rise to the claim. Cerostaff is not liable for indirect damages, loss of profits or loss of data attributable to third parties or to misuse by the Customer.
14 Indemnity
The Customer will hold Cerostaff harmless against third-party claims arising from the Customer’s content, messages, legal non-compliance or misuse of the Platform.
15 Term, Suspension and Termination
- The contract runs for as long as an active subscription exists.
- Either party may terminate with the notice period set out in the plan.
- Cerostaff may suspend or terminate the Service immediately in the event of material breach, unlawful use or violation of Meta’s policies.
- After termination, the Customer’s data is retained or deleted in accordance with the Privacy Policy and applicable law.
16 Business Network (Future Feature)
Cerostaff may offer, optionally and subject to the Customer’s express acceptance, a business interconnection network feature that allows End Users to be referred to other businesses in the network. When this feature is enabled:
- Participation will be voluntary and opt-in.
- Any referral of an End User’s data will require their prior, express and informed consent, in accordance with Law 1581 of 2012.
- Cerostaff acts solely as a technical facilitator of the connection; it is not a party to the commercial relationship between businesses and is not liable for the quality, compliance or conduct of the receiving business.
This clause will apply only from the official launch of the feature and the Customer’s specific acceptance of its conditions.
17 Changes
Cerostaff may update these Terms. Material changes will be communicated through the registered contact details or through the Platform. Continued use after notification constitutes acceptance of the amended Terms.
18 Governing Law and Jurisdiction
These Terms are governed by the laws of the Republic of Colombia. Any dispute will be submitted to the competent courts of Mosquera, Cundinamarca, Colombia and, in the case of international requests, to the competent courts of Bogotá, Colombia, the parties waiving any other jurisdiction.
19 Contact
For any enquiry about these Terms: