Terms and Conditions

1. Parties and definitions

1.1. Provider — Individual Entrepreneur Oleh Dmytrovych Batozhnyi, taxpayer ID (RNOKPP) 3364011937, entry in the Unified State Register No. 2010350000000796880 of 03.06.2025, single tax payer of group 3, not a VAT payer.

1.2. Customer — a natural person with full legal capacity, an individual entrepreneur or a legal entity who has accepted this Offer. For a Customer who is a natural person and a consumer, the terms of the Offer apply to the extent they do not contradict the Law of Ukraine "On Consumer Rights Protection".

1.3. Service — the Nitka software product available at nitka.tools, which connects to Facebook and Instagram messages, sends events to the Meta Pixel via the Conversions API and loads ad account data for ad-to-sale reports.

1.4. Project — a workspace in the Service with its own unique ID, to which a Meta Pixel, Facebook Pages, Instagram accounts and ad accounts are connected. The plan includes 1 Facebook Page, 1 Instagram account and 1 ad account; other connections are paid additionally (clause 5.2).

1.5. New Chat — a conversation with a user who wrote to the Project for the first time during the billing period.

1.6. Billing Period — a month of 30 calendar days within the paid period (1, 3, 6, 12 or 24 months), starting from the date of access activation.

1.7. Payer — a person appointed by the Project owner as responsible for payment (for example, a client of a targetologist or an agency). The Payer sees only the payment section of that Project, and payment by the Payer constitutes acceptance of this Offer on their part.

2. Acceptance of the Offer

2.1. The agreement is deemed concluded when the Customer registers in the Service and confirms agreement with this Offer and the Privacy Policy, or upon the first payment, whichever occurs earlier.

2.2. By accepting the Offer, the Customer confirms that they are authorized to manage the connected Pages, accounts and pixels.

2.3. By accepting the Offer, the Customer confirms that they, their ultimate beneficial owners and persons acting on their behalf are not residents of the Russian Federation, are not affiliated with it and are not subject to sanctions of Ukraine. If a breach of this condition is discovered, the Provider may immediately terminate access to the Service without refunding amounts paid.

2.4. The agreement is concluded in electronic form in accordance with the Law of Ukraine "On Electronic Commerce" and has the same legal force as an agreement concluded in writing.

2.5. By accepting the Offer, the Customer confirms that they have read its terms, are at least 18 years old and have full legal capacity, and, when accepting on behalf of a legal entity or an individual entrepreneur, have the appropriate authority. Payment from the account of a legal entity or an individual entrepreneur constitutes acceptance of the Offer by that person.

3. Subject of the agreement

3.1. The Provider grants the Customer access to the Service on a SaaS (software as a service) basis within the selected plan, and the Customer pays for this access.

3.2. The Service is provided "as is". The Provider does not guarantee specific results of the Customer's ad campaigns, such as cost per lead or number of sales.

4. Trial period

4.1. The trial period is provided by the Provider free of charge as a promotional campaign to get acquainted with the Service and is not a paid service. It lasts 14 calendar days with a limit of 750 New Chats for the entire trial and includes 1 Facebook Page, 1 Instagram account and 1 ad account.

4.2. A trial is granted once per Facebook Page and per Meta Pixel: if they have already been part of any trial or paid Project of any account, no trial is granted. One account may have no more than 5 trial Projects; deleting a trial Project does not restore the limit, and the counter resets after the first payment.

4.3. If the trial ends without payment, the Project moves to the "Awaiting payment" state: conversations can be viewed, but status changes and event sending to the Meta Pixel stop. There is no grace period after the trial.

4.4. The Provider may refuse or end a trial without giving reasons, in particular in case of signs of abuse: reconnecting the same Page or pixel through other accounts, or recreating Pages or pixels to obtain a new trial.

5. Plans, payment and documents

5.1. Subscriptions are per Project. Payment is made by the Project owner or the Payer appointed by them; invited members do not pay. Current plans are published at nitka.tools; as of this version:

5.2. Add-ons: each additional Page or Instagram account — $5 per month; each additional ad account — $10 per month; a pack of +100 chats — $10 (valid until the end of the current month; the remainder does not carry over).

5.3. A month is 30 calendar days. The Customer chooses the payment term: 1, 3, 6, 12 (5% discount) or 24 months (10% discount). The discount applies to the full amount, including add-ons. Payment amount = (plan price + add-ons) × number of months × (1 − discount).

5.4. Prices are set and displayed in US dollars; the amount payable in hryvnias is shown in the payment form and in the invoice. Payment is made exclusively in hryvnias at the official exchange rate of the National Bank of Ukraine: for card payments — as of the payment date; for invoice payments — as of the invoice date (the invoice amount is fixed and is not recalculated). The Provider is not a VAT payer.

5.5. Settlements are made exclusively by non-cash means, through remote banking systems and/or money transfer services. Payment methods:

• by card via WayForPay with automatic renewal: the card is stored with WayForPay as a token, and at the end of the paid period the amount for the same plan and term is charged. Auto-renewal is enabled by default and can be turned off in the dashboard at any time

by bank transfer to the Provider's account against an invoice generated in the dashboard for the Customer's details. Payment must come from the person named in the invoice, with the invoice number in the payment reference. An issued invoice does not extend the paid period.

5.6. Payment is made in advance. The paid period starts at the end of the current period or, if the Project was suspended, from the payment date. The payment obligation is fulfilled when the funds are credited or the payment service confirms successful payment. The Customer bears their bank's fees. After each card payment, the Customer receives a receipt by email.

5.7. The chat limit is counted for each 30-day month of the paid period; unused limit does not carry over. Once the limit is reached, new chats do not appear in the workspace and status changes and event sending stop, but incoming messages are retained. The Customer may buy a chat pack or upgrade the plan. When upgrading, no extra payment is charged: the remaining paid days are recalculated at the new plan's price (remaining days × old monthly amount / new monthly amount, rounded down), and the next payment date moves closer. A downgrade takes effect from the next period.

5.8. An additional connection in the middle of a period is charged pro rata to the days until the next payment date, taking into account the discount of the current term, and thereafter as part of the next payment.

5.9. The Provider may change plans by notifying Customers at least 14 days in advance. An already paid period continues at the old price. Terms of discounts, promo codes and promotions are published on the website or in the Provider's notifications and do not apply after payment.

5.10. After each payment, the Provider draws up one act of services rendered for the entire paid period — for providing access to the Service under the plan, specifying the period "from … to …". The act date is the date of access activation; its number matches the invoice number. Additional mid-period payments are documented with a separate invoice and act.

5.11. The act is drawn up and signed by the Provider unilaterally in accordance with Article 9 of the Law of Ukraine "On Accounting and Financial Reporting in Ukraine" and is available in the dashboard; at the Customer's request it is sent via the Vchasno service. The Customer's signature is not required: if no reasoned objection is received within 10 calendar days of the act date, the services are deemed accepted without remarks. Only an objection referring to failure to provide access to the Service through the Provider's fault is considered reasoned.

6. Non-payment, cancellation and refunds

6.1. If the previous period was paid and a new payment has not been received, the Service continues to work for 3 more days in "Overdue" mode with daily reminders (with retry charges if a card is linked). The Project is then suspended: conversations can be viewed, status changes and event sending stop, and new messages continue to be stored. Work resumes after payment.

6.2. Data of a suspended Project is stored for 90 days from the suspension date. Before deletion, the Provider sends an email warning.

6.3. The Customer may cancel the subscription in the dashboard or by email to info@nitka.tools:

• at the end of the period — auto-renewal is turned off and access remains until the end of the paid period

now with a refund — payment for full unused 30-day months is refunded, and access remains until the end of the current month.

6.4. On refund, the term discount is cancelled: the full price of the used months (days since the start of the period / 30, rounded up) is retained without discount, and the remainder is refunded. For example, Standard for 12 months for $456: after 34 days, 2 × $40 = $80 is retained and $376 is refunded — in hryvnias in proportion to the amount actually paid.

6.5. Not refundable: payment for the current month, chat packs, additional payments for the current month, the part paid from the referral balance, bank fees, and amounts paid in case of blocking for breach of Section 7 (clause 8.4).

6.5.1. By paying for the Service, a Customer who is a natural person and a consumer consents to the start of services from the moment of access activation. Refunds are made under the rules of this Section unless consumer protection law provides more favourable terms for the consumer.

6.6. Refunds are made within 30 banking days by the same method used for payment: to the card via WayForPay or to the payer's bank account.

6.7. If the Service was unavailable through the Provider's fault for more than 24 hours in total in a month, the Customer receives a free extension for the period of unavailability. Unavailability caused by Meta or other third parties and scheduled maintenance are not counted.

7. Customer's obligations

7.1. The Customer undertakes to:

• provide accurate data at registration and not share access to the dashboard with outsiders other than their employees
• comply with Meta's terms (Terms of Service, Commercial Terms, Business Tools Terms, Messenger and Instagram Platform Policy, Advertising Standards)
• have a legal basis to process their customers' data and to send events to Meta, and inform customers about this in their own privacy policy

assign statuses in good faith, according to real events (lead, sale), and not send fabricated events through the Service.

7.2. The Customer must not:

• use the Service for spam, fraud, or the sale of prohibited goods or services
• copy, decompile or resell the Service or access to it
• circumvent technical limits of plans and the trial period

create excessive load or interfere with the operation of the Service.

8. Provider's rights and obligations

8.1. The Provider ensures the operation of the Service, storage and protection of data in accordance with the Privacy Policy, and technical support via info@nitka.tools.

8.2. The Provider may temporarily restrict access for maintenance, giving at least 24 hours' notice of scheduled works.

8.3. The Provider may change the Service's functionality. The Provider gives at least 7 days' notice of changes that significantly reduce the functionality of a paid plan.

8.4. The Provider may suspend or terminate access of a Customer who breaches Section 7, the law or Meta's rules, without refunding amounts paid.

8.5. The Service, its software code, design, the name Nitka and the logo are intellectual property of the Provider. The Customer is granted a non-exclusive right to use the Service within the plan for the subscription term, without the right to transfer it to third parties; no proprietary intellectual property rights pass to the Customer.

9. Data and confidentiality

9.1. All rights to the data the Customer connects and enters into the Service belong to the Customer. With respect to the personal data of the Customer's customers, the Customer is the controller and the Provider is a processor acting only on the Customer's instructions. Acceptance of the Offer constitutes such instructions. The terms of this processing are set out in the Data Processing Addendum (nitka.tools/dpa/), which is an integral part of the Offer.

9.2. The Customer consents to the use of aggregated anonymized metrics of their Projects (conversations, statuses and ad account data: spend, cost per lead or sale, conversions) in Nitka's public niche statistics. The names of the Customer and its Pages and the data of its customers are not disclosed in the statistics, and niche metrics are published only when the niche contains more than 5 Projects.

9.3. After termination of the agreement or suspension of a Project, the Customer has 90 days from the date of suspension of the Project to export their data; the Provider sends an email warning before deletion. The data is then deleted in accordance with the Privacy Policy.

10. Referral program

10.1. The Customer may invite new users via a referral link and receive a reward: 30% of the invitee's first payment and 10% of their subsequent payments.

10.2. The reward is credited to the referral balance in the dashboard and may be used only to pay for the Service; cash withdrawal of the balance or its transfer to other persons is not provided for. If the invitee receives a refund, the reward is reduced proportionally. Self-referral through additional accounts is not rewarded.

11. Liability

11.1. The Provider is not liable for Meta's actions: API changes, blocking of Pages, ad accounts or pixels, ad optimization algorithms.

11.2. The Provider's total liability to the Customer is limited to the cost of one month of subscription for the relevant Project at the price actually paid. The Provider does not compensate lost profits or indirect damages.

11.3. The Customer is solely responsible for the content of their messages and the lawfulness of processing their customers' data, and compensates the Provider for losses caused by a breach of Section 7.

11.4. The parties are released from liability in the event of force majeure in accordance with Article 617 of the Civil Code of Ukraine and Article 14-1 of the Law of Ukraine "On Chambers of Commerce and Industry in Ukraine", including hostilities, martial law, power and communication outages, cyberattacks and failures of the Meta platform. During such circumstances, the time for performing obligations is extended; the Provider gives notice of them on the website or by email.

12. Term and termination

12.1. The agreement is concluded for an indefinite term, for as long as the Customer's account exists.

12.2. The Customer may terminate the agreement at any time by writing to info@nitka.tools from the email linked to the account.

13. Disputes and governing law

13.1. The agreement is governed by the laws of Ukraine. Disputes are resolved through negotiations and, if no agreement is reached within 30 days, by a court at the Provider's place of registration.

13.2. Claims are sent to info@nitka.tools stating the Customer's name, account email, Project and the essence of the claim. The Provider considers a claim within 15 calendar days of receipt.

13.3. The parties recognize electronic data as proper evidence: email correspondence, payment service data, activity logs in the Service, and the date and time of actions.

14. Other terms

14.1. The parties recognize the legal force of electronic correspondence from the email specified in the account and of documents signed with a qualified electronic signature.

14.2. The Provider may amend the Offer by publishing a new version at nitka.tools/terms-and-conditions/. Customers are notified of material changes at least 7 days in advance. Continued use of the Service means acceptance of the new version.

14.3. The Provider may mention the Customer as a Nitka client and display its name and logo on nitka.tools, in social media and presentations as a case study, without disclosing data of its Projects. The Customer may opt out at any time by writing to info@nitka.tools; the materials are removed within 10 business days.

14.4. At registration, the Customer consents to receive Nitka news and promotions by email. Consent can be withdrawn in profile settings or via the link in the email. Service notifications (payments, limits, access, security) are sent regardless.

14.5. This Offer is drawn up in Ukrainian; the English version is a translation. In case of discrepancies, the Ukrainian version prevails.

14.6. The invalidity of any provision of the Offer does not invalidate the other provisions. The Customer may not assign their rights and obligations under the Offer to third parties without the Provider's written consent, except for appointing a Payer under clause 1.7. Section headings are for convenience only and do not affect interpretation.

15. Provider details