These Terms are an agreement between you and BA Solutions, LLC, a limited liability company in the State of Washington, USA, Tacoma, Washington, United States ("we", "us"), for the use of Gramdesk: the website at gramdesk.io, the console at console.gramdesk.io and its API (the "Service"). By creating an account or using the Service you accept these Terms, the Acceptable Use Policy and, where you process End users' data, the Data Processing Addendum. Our Privacy Policy explains how we handle personal data.
You must be at least 16 years old to use the Service. If you accept these Terms for a business or other organisation, you must be at least 18 and authorised to bind it, and "you" means that organisation (the "Customer").
These Terms are written in English; translations are provided for convenience, and if a translation differs, the English text prevails.
Gramdesk lets a Customer connect a professional Instagram account and manage it with a team: Direct messages, comments, publishing and scheduling posts, statistics, contacts, and AI features. It works through Meta's Instagram API. You need an Instagram professional (business or creator) account, and you connect it through Instagram's own login; we never ask for your Instagram password.
Because the Service depends on Instagram, Meta can limit or change what it allows at any time — for example, how long after a person's last message a business may reply, how many messages can be sent, or which data is available. We are not responsible for Meta's decisions or for Instagram's availability, and a feature may change or stop when Meta changes its platform.
Give us accurate information and keep it up to date. Keep your sign-in details secure; you are responsible for everything done through your account. Tell us at once at support@gramdesk.io if you suspect unauthorised use.
The owner of a workspace can invite team members and give them roles. The Customer is responsible for who it invites, for what its team members do in the workspace, and for removing access when someone leaves. Each team member must accept these Terms for their own account.
"Your Content" means everything you or your team put into the Service or connect to it, including the Instagram data of your connected accounts and the messages, comments and profiles of the people who interact with them ("End users"). You keep all rights in Your Content. You give us a licence to host, copy, process and transmit it only as needed to provide the Service to you, including sending replies and publishing posts to Instagram when you ask us to.
For End users' data, you are the controller and we are your processor. You are responsible for:
- having a lawful basis to process End users' data and to have it processed by AI;
- giving End users any notice the law requires, including that you use Gramdesk and AI tools;
- answering End users' requests about their data — we will help as the DPA describes;
- complying with Meta's Platform Terms, Instagram's Terms of Use and Community Guidelines and Meta's messaging policies, including its rules on when and how a business may message people;
- everything you publish or send through the Service, whether written by a person or by AI;
- telling your team members, before you turn it on, that the quality analytics rate their replies with AI. The ratings are advisory: do not base decisions about a team member on them alone.
When Meta forwards a request from an Instagram user to delete their data, we delete the data of that Instagram account in every workspace where it is connected, including yours, as the Data Deletion page describes. You instruct us to carry out such requests this way.
The Service can suggest replies, send replies automatically if you turn that on, label messages and contacts, rate replies, and draft content plans and analyses. We choose the AI providers and models that power these features and may change them; the current providers are listed on the Subprocessors page.
AI output can be wrong, incomplete, out of date or inappropriate. It is not professional, legal, medical or financial advice. You are responsible for reviewing AI output and for every message, comment and post sent from your workspace, including those sent automatically. If you turn on automatic replies, you accept that messages will be sent without a person reviewing them. Do not let AI make promises on your behalf — such as prices, delivery dates or refunds — that you are not prepared to keep.
AI features use AI credits (§ 6) and are subject to daily limits that protect the Service. AI output is part of Your Content; as between you and us, you may use it as you wish, but similar output may be produced for others.
The Service has a free plan and paid plans. Each plan has limits — for example on Instagram accounts, team members, posts per month, AI credits per billing period and features. The current plans, their limits and prices are shown on our website and in the console's billing section, and the price shown when you subscribe is the price you pay for that period. Prices are in Uzbek soum (UZS).
- Billing periods. Paid plans are billed for 1, 6 or 12 months at a time.
- Free trial. A paid plan may start with a free trial of the length shown when you start it (currently 7 or 14 days, depending on the plan). Each person may have one trial. No card is needed to start a trial; we send SMS reminders 3 days and 1 day before it ends. When the trial ends, the price of the plan and period you chose is charged to your default card (§ 7). If you do not want to pay, cancel before the trial ends.
- AI credits. Paid plans include an allowance of AI credits for each billing period (1, 6 or 12 months), not for each month; unused included credits do not carry over to the next period. You can buy extra credit packs; a pack is a one-time purchase and its credits remain available until used, for as long as your account exists.
Payments are currently processed in UZS by bank card through our payment provider Atmos. You need a confirmed phone number to pay. Your bank may charge its own fees, including for currency conversion.
Automatic renewal. A paid subscription renews automatically at the end of each period for a period of the same length, and is charged to your default card at the price stored when you subscribed or last changed plan, until you cancel. By subscribing you authorise these recurring charges. If we change that price, we will tell you at least 30 days before the change takes effect, and it applies only from your next period; you can cancel before then.
Failed payments. If a charge fails, your plan keeps working for a grace period while we try again on each of the next three days, and we notify you by SMS after each of those retries that fails. If the amount is still unpaid after the third attempt, the subscription is suspended: your workspace becomes read-only until you pay the outstanding amount in the console. When you pay, the subscription resumes; the time it spent suspended is not billed. You cannot delete your account while an invoice is unpaid.
- Upgrading to a more expensive plan takes effect at once; we charge the difference for the rest of the current period. Downgrading or changing the billing period takes effect at the start of the next period.
- Cancelling. You can cancel in the console at any time, either at the end of the current period — you keep the paid plan until then and are not charged again — or immediately, in which case paid features stop at once.
- Refunds. Except as set out below and where the law requires otherwise, payments are not refundable, including for unused parts of a period or unused credits; we may agree to a refund, for example after a charge made in error. Write to support@gramdesk.io. A full refund of a payment goes back to the card that was charged, through Atmos; a partial refund is paid by bank transfer or as credit on your account.
Consumers in the EU and the UK
If you buy a paid plan as a consumer in the European Union or the United Kingdom, you may have a legal right to withdraw from the purchase within 14 days without giving a reason. To use it, tell us at support@gramdesk.io within 14 days of the purchase. We will then end the subscription and refund that payment in full.
Nothing in this section limits a right that the law gives a consumer and does not allow a contract to exclude.
You must follow the Acceptable Use Policy. In short: no spam, no unlawful, deceptive or harmful content, no harassment, no misuse of other people's data, and nothing that breaks Meta's rules or interferes with the Service.
The Service is subject to the sanctions and export control laws of the United States, the European Union and the United Kingdom. You represent that neither you nor, to your knowledge, any team member or organisation you act for is named on, or owned or controlled by anyone named on, a sanctions list of those jurisdictions; that you are not located, organised or ordinarily resident in Cuba, Iran, North Korea, Syria, the Crimea region or the so-called Donetsk or Luhansk People's Republics, or any other comprehensively embargoed country or region; and that you will not use the Service for or on behalf of such a person or place. We may block access from embargoed regions and refuse, suspend or end the Service without liability where we reasonably believe providing it would breach these laws.
We work to keep the Service available but do not promise any particular uptime. We may change, add or remove features. If we remove a feature that is a material part of a paid plan you have paid for, we will tell you in advance where we can, and you may cancel and receive a refund of the unused part of the current period, paid by bank transfer or as credit on your account.
You can stop using the Service and delete your account at any time (see Data Deletion). We may suspend or end your access, with notice where reasonable, if you breach these Terms or the Acceptable Use Policy, if you do not pay, if Meta requires it, if we must do so by law, or to protect the Service, other users or End users. We may close free accounts that have been inactive for a long time after telling you. When the agreement ends, your right to use the Service ends, and we delete Your Content as our Privacy Policy describes. Sections that by their nature should survive — including 4, 13–17 and 19 — survive.
The Service, its software, design and brand belong to us and our licensors. We give you a limited, non-exclusive, non-transferable right to use the Service under these Terms. You may not copy, modify, resell, reverse-engineer or build a competing product from it, except where the law allows it despite this restriction. If you send us feedback, we may use it without any obligation to you.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICE, INCLUDING ITS AI FEATURES, IS PROVIDED "AS IS" AND "AS AVAILABLE". WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT AI OUTPUT WILL BE ACCURATE, OR THAT INSTAGRAM WILL CONTINUE TO ALLOW ANY PARTICULAR FEATURE.
Nothing in this section limits a warranty that the law gives a consumer and does not allow a contract to exclude.
TO THE FULLEST EXTENT PERMITTED BY LAW: (A) NEITHER WE NOR OUR SUPPLIERS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL OR DATA, ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, EVEN IF WE HAVE BEEN TOLD THEY ARE POSSIBLE; AND (B) OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF THE FEES YOU PAID US FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR USD 100.
These limits do not apply to liability that cannot be limited or excluded by law, such as liability for death or personal injury caused by negligence, for fraud, or, where the applicable law so provides, for intentional misconduct or gross negligence. If you are a consumer in the EU or the UK, they apply only to the extent your country's law allows.
You will defend, indemnify and hold harmless us and our officers, employees and agents against any third-party claim, and the resulting losses, damages, fines and reasonable costs, including legal fees, arising out of Your Content, messages and posts sent from your workspace, your processing of End users' data, your breach of these Terms, the Acceptable Use Policy or Meta's terms, or your violation of the law or anyone's rights. We will tell you promptly of any such claim and let you control its defence; you may not settle a claim that imposes an obligation on us without our consent. If you are a consumer, this section applies only to the extent the law allows.
These Terms, and any dispute arising out of or relating to them or the Service, are governed by the laws of the State of Washington, USA, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
The state and federal courts located in Pierce County, Washington, have exclusive jurisdiction over any such dispute, and you and we consent to their personal jurisdiction and venue. Either party may seek urgent injunctive relief in any competent court. If you use the Service for a business and not as a consumer, to the extent permitted by law each party may bring claims only in its individual capacity, and not as a plaintiff or class member in any class, collective or representative action.
If you are a consumer who lives in a country whose law gives consumers this protection, including in the European Union and the United Kingdom, this choice of law does not deprive you of the protection of the mandatory provisions of the law of your country, and you may also bring proceedings in the courts of the place where you live.
We may change these Terms. If a change is material, we will tell you by email, SMS or in the console, and announce it on our legal page, at least 30 days before it takes effect. Other changes take effect when published here with a new version and date, recorded in the change log. If you do not agree, you can cancel before the change takes effect; continuing to use the Service after that means you accept it. A change required by law, or needed urgently for security or to stop abuse, may take effect sooner.
These Terms, with the documents they refer to, are the whole agreement between you and us about the Service. If a provision is unenforceable, the rest remains in effect. Our failure to enforce a right is not a waiver. You may not transfer these Terms without our consent; we may transfer them to a successor of our business. Neither party is liable for delays caused by events beyond its reasonable control. We may send you notices by email, SMS or in the console; you may send notices to support@gramdesk.io.
BA Solutions, LLC, Tacoma, Washington, United States. Email: support@gramdesk.io.