Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the services provided by AITEX Agency (“Company,” “we,” “us,” “our”), a Meta-authorized WhatsApp Business Tech Provider. By accessing or using our WhatsApp automation platform, portals, APIs, AI-powered sales agents, Shopify integration, or any related services (collectively, the “Services”), you agree to be bound by these Terms. If you do not agree, do not use our Services.

1. Definitions

• “Client” means a business or individual that subscribes to our Services.
• “End User” means any person who interacts with a Client via WhatsApp through our platform.
• “Platform” means the AITEX Agency WhatsApp automation platform, including dashboards, APIs, webhooks, AI agents, messaging templates, and Shopify integration.
• “WhatsApp Business API” means Meta’s API for sending and receiving WhatsApp messages on behalf of businesses.
• “Meta Policies” means, collectively, the Meta Platform Terms, Meta Developer Policies, WhatsApp Business Messaging Policy, and all related terms and guidelines.

2. Eligibility

To use our Services, you must:

• Be at least 18 years of age.
• Be a legally registered business entity or an authorized representative of one.
• Have the authority to bind the business to these Terms.
• Maintain a valid WhatsApp Business Account (WABA) or agree to create one through our onboarding process.
• Comply with all applicable laws and regulations in your jurisdiction.

3. Account Registration and Security

• You must provide accurate, complete, and current information during registration.
• You are responsible for maintaining the confidentiality of your account credentials and API keys.
• You must immediately notify us at support@aitex.agency of any unauthorized access to your account.
• You are responsible for all activities that occur under your account.
• We reserve the right to suspend or terminate accounts that provide false information or violate these Terms.

4. Services Provided

Our Platform provides the following capabilities to Clients:

• WhatsApp Business API integration and message delivery (transactional, marketing, and service conversations).
• Pre-built and custom WhatsApp message templates (order confirmations, shipping updates, appointment reminders, etc.).
• AI-powered sales and customer service agents that operate within approved WhatsApp use cases.
• Shopify integration for automated order notifications, abandoned cart recovery, and customer communication via WhatsApp.
• Multi-channel inbox and chat management dashboards.
• Analytics and reporting on messaging performance.
• Webhook integrations for incoming message handling.

Services are subject to availability and may be modified, updated, or discontinued at our discretion with reasonable notice to Clients.

5. Client Obligations and Acceptable Use

5.1 Compliance with Meta Policies

• Comply with all Meta Policies, including the WhatsApp Business Messaging Policy, Meta Platform Terms, and Meta Developer Policies.
• Ensure that all WhatsApp message templates submitted through our platform comply with Meta’s template review guidelines.
• Not use the Services for any purpose prohibited by Meta, including spam, deceptive messaging, or unapproved marketing.

5.2 Opt-In and Messaging Rules

• Obtain legally sufficient, verifiable opt-in consent from End Users before sending any WhatsApp messages.
• Clearly identify your business name and the types of messages the End User will receive.
• Provide a clear mechanism for End Users to opt out of receiving messages.
• Immediately honour all opt-out requests, including removing the End User from your contact list.

5.3 Prohibited Uses

You must not use our Services to:

• Send spam, unsolicited messages, or messages to users who have not opted in.
• Share or request payment card numbers, financial account numbers, or personal ID numbers via WhatsApp messages.
• Engage in any form of deception, impersonation, or misleading practices.
• Distribute malware, phishing links, or any harmful content.
• Use the platform for healthcare-related messaging where prohibited by applicable regulations.
• Forward or share one customer’s chat data with any other customer.
• Sell, license, or purchase Platform Data obtained through the WhatsApp Business API.
• Use data obtained from WhatsApp for discriminatory purposes based on protected characteristics.
• Attempt to reverse-engineer, de-anonymize, or re-identify any anonymized or aggregated data.
• Violate any applicable local, national, or international law or regulation.

5.4 Data Handling

• You are the Data Controller for End User data collected through your WhatsApp deployment.
• You must maintain your own privacy policy that accurately describes your data collection and usage practices.
• You must comply with GDPR, CCPA, and any other applicable data protection regulations.
• You must not process Platform Data in a way that violates Meta’s Platform Terms or any other applicable Meta policy.

6. Fees, Billing, and Payment

• Fees for our Services are set out in your subscription plan or as otherwise agreed in writing.
• WhatsApp conversation charges (as set by Meta) are billed separately and passed through at cost.
• All fees are invoiced in advance and are due upon receipt unless otherwise agreed.
• Payments are processed via PCI-DSS compliant payment processors.
• Late payments may result in suspension of Services after 7 days’ written notice.
• All fees are non-refundable unless otherwise stated in your subscription agreement or required by applicable law.
• We reserve the right to modify pricing with at least 30 days’ prior written notice.

7. Intellectual Property

• All intellectual property rights in the Platform are and remain the property of AITEX Agency.
• We grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform during your active subscription.
• You retain ownership of your business data, message content, and customer lists uploaded to the Platform.
• You grant us a limited licence to process your content solely for the purpose of delivering the Services.
• You must not copy, modify, distribute, reverse-engineer, or create derivative works of our Platform.

8. AI-Powered Services

• Our AI sales agent and customer service bots operate within Meta’s approved WhatsApp use cases.
• AI agents will identify themselves as automated assistants when directly asked by an End User.
• Human agent escalation is available and will be triggered upon End User request.
• AI outputs are based on the Client’s configured knowledge base. We do not guarantee the accuracy or completeness of AI-generated responses.
• You are responsible for reviewing and configuring your AI agent’s behaviour, tone, and knowledge base.
• No profiling or automated decision-making with legal effects is performed without explicit Client authorization.

9. Service Availability and Support

• We strive to maintain 99.9% uptime but do not guarantee uninterrupted service.
• Scheduled maintenance will be communicated at least 48 hours in advance where possible.
• Technical support is available via email at support@aitex.agency during business hours.
• Critical issues (service outages, security incidents) are prioritised and addressed outside of regular business hours.

10. Suspension and Termination

10.1 Termination by Client

You may terminate your subscription at any time by providing written notice to support@aitex.agency. Termination takes effect at the end of your current billing cycle. No refunds are provided for partial billing periods unless required by applicable law.

10.2 Suspension or Termination by AITEX Agency

We may suspend or terminate your access to the Services immediately if:

• You breach any provision of these Terms.
• You violate any Meta Policy, resulting in risk to our platform or other Clients.
• Meta requests that we terminate your access due to policy violations or negative impact on the WhatsApp platform or its users.
• Your messaging quality rating falls to a level that jeopardises our platform’s standing with Meta.
• You fail to pay fees after the applicable grace period.
• We are required to do so by law, regulation, or court order.

10.3 Effect of Termination

• Upon termination, your access to the Platform will be revoked and messaging services will cease.
• Your data will be retained for 30 days to allow data export, then securely deleted or anonymized.
• Sections of these Terms that by their nature should survive termination will remain in effect.

11. Limitation of Liability — Absolute Disclaimer

To the maximum extent permitted by applicable law, and as a condition of access to our Services, the following limitations apply absolutely and without exception:

• AITEX Agency, its directors, officers, employees, contractors, partners, affiliates, and agents (collectively, the “AITEX Parties”) shall bear NO LIABILITY, ACCOUNTABILITY, OR RESPONSIBILITY of any kind — whether in contract, tort, statute, equity, or otherwise — for any outcome, loss, damage, claim, cost, expense, or harm arising from or relating to your use of the Services.
• By accepting these Terms, the Client unconditionally accepts that ALL responsibility for any and all outcomes arising from the use of the Services rests solely and exclusively with the Client. AITEX Agency is not accountable under any circumstances, in any form, and in any jurisdiction.
• The total aggregate liability of the AITEX Parties shall not exceed the total fees actually paid by you in the 3 months immediately preceding the event giving rise to the claim.

The AITEX Parties are NOT liable for:

• Indirect, incidental, special, consequential, or punitive damages.
• Loss of profits, revenue, data, or customers.
• Actions taken by Meta.
• Delivery failures caused by Meta’s API infrastructure.
• Inaccuracy in AI-generated responses.
• Disruptions to Shopify integration.
• Any third-party actions or failures.
• Any regulatory or legal consequences of your use of the Services.
• Any other outcome howsoever caused.

AITEX Agency provides the Services on an “as is” and “as available” basis. We make no warranty of any kind, express or implied, including any warranty of merchantability, fitness for a particular purpose, non-infringement, accuracy, completeness, or reliability.

You expressly waive any right to hold AITEX Agency or any AITEX Party accountable for any claim arising from or connected to the Services.

12. Indemnification

You agree to indemnify, defend, and hold harmless AITEX Agency, its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses arising out of or related to:

• Your use of the Services in violation of these Terms.
• Your violation of any Meta Policy.
• Your failure to obtain proper opt-in consent from End Users.
• Your messages, content, or data transmitted through the Platform.
• Your violation of any applicable law or regulation.
• Any third-party claim arising from your use of the Services.
• Any outcome, loss, or damage suffered by your End Users as a result of your WhatsApp or Shopify automation setup.
• Any regulatory investigation, fine, or penalty arising from your use of the Platform.

13. Disclaimers

• The Services are provided on an “as is” and “as available” basis without warranties of any kind.
• We do not guarantee message delivery, as delivery depends on Meta’s infrastructure and End User device conditions.
• We disclaim all warranties regarding AI-generated content, including accuracy, fitness for a particular purpose, and non-infringement.
• We are not responsible for the content of messages sent by Clients through our Platform.
• We are not responsible for any failure, disruption, or error in Shopify integrations.

14. Governing Law and Dispute Resolution

• These Terms are governed by the laws of Pakistan, without regard to conflict of laws principles.
• Any dispute shall first be attempted to be resolved through good-faith negotiation for a period of 30 days.
• If unresolved, disputes shall be submitted to the exclusive jurisdiction of the courts in Faisalabad, Pakistan.
• Either party may seek injunctive or equitable relief to protect intellectual property rights or confidential information.

15. Changes to These Terms

We may update these Terms from time to time. We will notify Clients of material changes via email and in-platform notification at least 30 days prior to the effective date. Continued use of our Services following notice of changes constitutes acceptance of the revised Terms.

16. General Provisions

• Entire Agreement: These Terms, together with our Privacy Policy and any subscription agreement, constitute the entire agreement between you and AITEX Agency.
• Severability: If any provision is found to be unenforceable, the remaining provisions will continue in full force and effect.
• Waiver: Our failure to enforce any right or provision will not constitute a waiver of that right or provision.
• Assignment: You may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations without restriction.
• Force Majeure: We are not liable for any failure or delay in performance due to causes beyond our reasonable control.
• Notices: All notices to AITEX Agency must be sent to legal@aitex.agency. Notices to Clients will be sent to the email address on file.

17. Contact Information

• Support: support@aitex.agency
• Legal: legal@aitex.agency
• Website: www.aitex.agency

18. AITEX Agency’s Absolute Right to Modify, Terminate, and Amend

By accessing or using the Services, you unconditionally and irrevocably agree to all of the provisions set out in this Section 18. If you do not agree, you must immediately cease using the Services.

18.1 Absolute Right to Amend These Terms and All Policies

AITEX Agency reserves the sole, absolute, and unconditional right to add to, remove, modify, replace, or otherwise change any part of these Terms of Service, the Privacy Policy, the Data Deletion Policy, or any other policy, guideline, or agreement at any time, for any reason or for no reason at all, without prior notice and without any obligation to justify or explain the change.

By continuing to use the Services after any such change — whether or not you have been notified — you are deemed to have accepted the amended Terms in full. Changes take effect immediately upon posting or notification, whichever occurs first, and apply to:

• All existing Clients, without exception.
• All new Clients onboarded after the change.
• All ongoing and future transactions, messages, and activities on the Platform.

18.2 Absolute Right to Terminate or Remove a Client

AITEX Agency reserves the sole, absolute, and unconditional right to suspend, deactivate, restrict, or permanently terminate any Client’s access to the Platform and Services at any time, for any reason or for no reason at all, with or without prior notice, and without any liability or obligation to the Client whatsoever.

Grounds for termination include, but are not limited to:

• Breach of any provision of these Terms or any AITEX Agency policy.
• Any conduct AITEX Agency deems, in its sole discretion, to be harmful, inappropriate, or contrary to the interests of AITEX Agency, its Clients, or the platform.
• Requests by Meta or any regulatory or governmental authority.
• Any other reason, including no reason at all.

18.2.1 No Refund or Liability Following Termination

Upon termination, no refund of any fees paid shall be due or payable, and AITEX Agency shall bear no liability for any loss, disruption, or damage resulting from the termination.

18.3 Dispute Resolution

In the event of any dispute arising out of or in connection with these Terms or the services provided by AITEX Agency, both parties agree to the following:

• Good Faith Negotiation — Both parties shall make a sincere effort to resolve the dispute through direct written communication within 15 (fifteen) days of the dispute being raised.
• Contract Conclusion — If the dispute remains unresolved within the 15-day period, the Client may choose to end the agreement before the current monthly period concludes. However, any and all fees paid are strictly non-refundable regardless of the termination date or reason. No partial refunds, credits, or compensation of any kind shall be issued.
• Final & Permanent Waiver — Upon conclusion of the contract under this clause, the matter is considered permanently closed. Both parties irrevocably waive all rights to pursue any legal action, court proceedings, claims, or any other form of recourse against each other in relation to the dispute, from that point forward.

18.4 Client Acceptance