Terms of Service
1. Agreement to Terms
These Terms of Service constitute a legally binding agreement between you (“Client”, “you”, “your”) and UV Digital Solutions (“Chatzen”, “we”, “our”, “us”), a company incorporated under the laws of India, governing your access to and use of the Chatzen platform, including all features, APIs, integrations, and associated services (collectively, the “Platform”).
If you are accepting these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the legal authority to bind that entity to these Terms. If you do not have such authority, you must not accept these Terms or use the Platform.
Your use of the Platform is also governed by our Privacy Policy, Data Processing Agreement (DPA), and Cookie Policy. These documents form an integral part of these Terms.
2. Service Description
Chatzen provides a SaaS platform comprising the following services:
WhatsApp Business API Integration
Connectivity to Meta's official WhatsApp Business Cloud API for business messaging. Includes number management, WABA health monitoring, and API-based message sending and receiving.
AI Chatbot Automation
Creation and management of AI-powered chatbots trained on your custom knowledge base (documents, PDFs, FAQs, URLs). AI agents respond to incoming customer messages automatically using LLMs (GPT, Claude, etc.).
Bulk Campaign Messaging
Broadcast messaging to opted-in contact lists using Meta-approved WhatsApp message templates. Includes scheduling, personalization variables, and campaign analytics.
Multi-Agent Shared Inbox
A shared team inbox for managing inbound conversations across channels. Supports conversation assignment, internal notes, AI-to-human handoff, read/unread status, and response SLA tracking.
Multi-Channel Messaging
Unified inbox for WhatsApp, Instagram DMs, Facebook Messenger, LinkedIn, Justdial, and IndiaMART conversations.
Knowledge Base Management
Upload, organize, and manage documents and web content that train your AI agents. Supports PDF, DOCX, TXT, and website scraping.
Analytics & Reporting
Dashboards for message volume, delivery rates, AI response accuracy, campaign performance, agent productivity, and conversation analytics.
Team Management
Invite team members with role-based permissions (Super Admin, Admin, Agent). Manage access, activity, and performance within your organization.
Embeddable Website Chat Widget
Embed an AI-powered chat widget on your website. Visitors interact with your AI agent through a floating chat interface. Configurable branding and behavior.
Reseller & White-label Platform
Eligible plans allow reselling the Platform under your own brand with custom domain, logo, and color scheme to your clients (sub-accounts).
We reserve the right to modify, add, or discontinue any feature with reasonable notice. Material changes to core functionality will be communicated at least 30 days in advance.
3. Eligibility
To use the Platform, you must:
- Be at least 18 years of age or the age of majority in your jurisdiction
- Have the legal capacity to enter into binding contracts under applicable law
- Be a registered business entity or individual professional using the Platform for legitimate business purposes
- Not be located in a country subject to a trade embargo or sanctions imposed by the Government of India or the United Nations
- Not have had a previous account terminated for violation of these Terms
By using the Platform, you represent and warrant that you meet all of the above eligibility requirements.
4. Account Registration & Security
4.1 Registration
- You must provide accurate, complete, and current information during registration
- You must update your account information promptly if it changes
- You may only create one account per organization unless we have granted explicit written permission for multiple accounts
- Accounts may not be created using automated means or bots
4.2 Account Security
- You are responsible for maintaining the confidentiality of your login credentials
- You must use a strong, unique password and not share it with any third party
- You must enable multi-factor authentication if available (strongly recommended)
- You must notify us immediately at security@chatzen.in upon becoming aware of any unauthorized access to your account
- We are not liable for any loss or damage resulting from your failure to maintain adequate account security
4.3 Account Responsibility
- You are responsible for all activity that occurs under your account, whether or not authorized by you
- You may not share account credentials or allow multiple individuals to access a single account simultaneously
- You are responsible for ensuring all team members you invite comply with these Terms
5. Acceptable Use Policy
5.1 Permitted Uses
You may use the Platform only for legitimate business purposes including:
- Customer service and support automation via AI chatbots
- Sending marketing, transactional, and notification messages to opted-in contacts
- Managing customer conversations across messaging channels
- Building and maintaining AI knowledge bases for your business
- Reselling white-labeled access to the Platform to your clients under a Reseller Agreement
5.2 Prohibited Uses
You must NOT use the Platform to:
- Send spam, unsolicited bulk messages, or messages to contacts who have not provided explicit opt-in consent
- Engage in phishing, fraud, impersonation, or deceptive practices
- Send messages promoting adult content, illegal gambling, weapons, controlled substances, tobacco or vaping products to minors, pyramid schemes, fraudulent investments, unauthorized financial products, or cryptocurrency investment schemes
- Send political campaign messages without clear disclosure and compliance with applicable election laws
- Harvest, scrape, or purchase contact lists without verifiable opt-in consent for each contact
- Upload malware, viruses, or malicious code to our Platform
- Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Platform
- Probe, scan, or test the vulnerability of the Platform without our written permission
- Use the Platform in a way that degrades service quality or performance for other users
- Attempt to access another client's data, accounts, or systems
- Sublicense, resell, or provide the Platform to third parties without a valid Reseller Agreement
- Use the Platform in violation of any applicable law or regulation
- Violate any third party's intellectual property, privacy, or other rights
5.3 Content Standards
All message content, knowledge base materials, and other content you submit or send through the Platform must be accurate to the best of your knowledge; comply with WhatsApp's Business Policy and Commerce Policy; comply with applicable advertising and consumer protection laws; and not be defamatory, harassing, or discriminatory.
6. Opt-In Consent Requirement
6.1 Your Obligation
You represent, warrant, and covenant that every contact in your messaging lists has provided explicit, prior, written opt-in consent to receive WhatsApp messages from your specific business. This is a non-negotiable requirement of WhatsApp's Business Policy and Indian Telecommunications regulations.
6.2 Valid Opt-In Methods
Acceptable opt-in mechanisms include:
- Online forms with a clear checkbox and disclosure of message types
- In-store physical signup forms with a written record
- Verbal consent with a documented record
- WhatsApp chat-initiated conversations
- Point-of-sale consent with notification type and business name
The opt-in must clearly state the business name, message types, and how to opt out.
6.3 Record Keeping
You must maintain records of opt-in consent for each contact, including date and time of consent, method of collection, and the exact consent language presented to the contact.
6.4 Our Enforcement
We require opt-in confirmation at campaign creation. We may pause campaigns, suspend accounts, or demand evidence of opt-in compliance if we receive complaints or identify suspicious usage patterns.
6.5 Opt-Out Handling
You must provide a clear opt-out mechanism in all marketing messages and honor opt-out requests immediately.
7. Meta & WhatsApp Platform Compliance
The Platform operates on Meta's official WhatsApp Business API. As a user of the Platform, you independently agree to comply with:
- Meta's Terms of Service — facebook.com/terms.php
- WhatsApp Business Policy — whatsapp.com/legal/business-policy
- WhatsApp Commerce Policy — whatsapp.com/legal/commerce-policy
- Meta's Messaging Guidelines for approved message templates and frequency
You acknowledge and accept that Meta may independently review, restrict, rate-limit, or permanently ban your WhatsApp Business Account for policy violations, entirely outside our control. We are not liable for such actions by Meta.
8. AI Services
8.1 AI Response Accuracy
AI responses are based on the knowledge base content you provide and the capabilities of the underlying LLM. We do not guarantee the accuracy, completeness, or appropriateness of AI-generated responses. You are responsible for reviewing AI agent behavior and ensuring AI responses comply with applicable laws.
8.2 Human Oversight
We strongly recommend maintaining human oversight for conversations involving sensitive topics, complaints, or high-value transactions.
8.3 Knowledge Base Content
You are responsible for the accuracy and legality of all content you upload to the knowledge base.
8.4 AI Provider Sub-processing
To generate AI responses, message content is transmitted to our AI provider(s), OpenAI and/or Anthropic, for inference processing. Our enterprise agreements prohibit them from using your data to train their foundational models. This processing is described in our DPA.
9. Subscription Plans & Billing
9.1 Plans
Chatzen offers Free, Starter, Professional, and Enterprise subscription plans. Plan features, limits, and pricing are described on our pricing page and may be updated with 30 days' advance notice.
9.2 Billing Cycle & Payment
- Subscriptions are billed monthly or annually, in advance
- All fees are displayed at checkout in INR or USD, inclusive of applicable taxes where stated
- Payment is processed by Razorpay or Stripe. We do not store card details.
- Subscriptions auto-renew unless cancelled before the renewal date
- Usage-based charges are billed at month-end
- Applicable GST will be added at checkout unless stated otherwise
9.3 Refund Policy
- Monthly plans: No refunds for partial months
- Annual plans: Pro-rated refund available within 30 days of annual payment, less a 10% processing fee
- Usage charges: No refunds for usage-based charges already incurred
- Suspended accounts: Accounts suspended for policy violations are not eligible for refunds
9.4 Late Payment & Suspension
- If payment fails, we retry after 3 days and again after 7 days
- After 14 days of failed payment, the account is suspended
- After 60 days of non-payment, the account and all data may be permanently deleted
- Reactivation requires payment of all outstanding amounts
9.5 Price Changes
We will provide at least 30 days' written notice before increasing subscription prices. Price changes take effect at your next renewal date.
10. Platform Availability & Service Level
| Plan | Monthly Uptime Target | Scheduled Maintenance Notice | Support Response |
|---|---|---|---|
| Free | Best effort | 24 hours | Community / Email (72 hrs) |
| Starter | 99.0% | 48 hours | Email (48 hrs) |
| Professional | 99.5% | 48 hours | Email + Chat (24 hrs) |
| Enterprise | 99.9% | 72 hours | Dedicated support (4 hrs) |
Uptime is measured as a percentage of total minutes in a calendar month, excluding scheduled maintenance, Meta API issues, force majeure events, and issues caused by your actions or third-party integrations.
Service credits for downtime below SLA target are applied to the next invoice and are not redeemable for cash.
11. Intellectual Property
11.1 Our Intellectual Property
Chatzen, including all software, algorithms, UI/UX designs, logos, trademarks, and documentation, is our exclusive intellectual property. You receive a limited, non-exclusive, non-transferable, revocable license to use the Platform solely for your business purposes during your subscription.
11.2 Your Content
You retain full ownership of all content you create and upload to the Platform. By uploading content, you grant us a limited license to process, store, and transmit that content solely to provide Platform services.
11.3 Restrictions
- You may not use our brand name, logos, or trademarks without permission
- You may not represent your product as Chatzen except under approved white-label rights
- You may not copy, modify, or create derivative works based on the Platform
11.4 Feedback
If you provide suggestions or feedback, you grant us a perpetual, irrevocable, royalty-free license to use that feedback to improve the Platform.
12. Reseller Program
Clients on eligible plans may become authorized Resellers of a white-labeled version of the Platform, subject to a separate Reseller Agreement.
- Resellers must execute a Reseller Agreement before offering the Platform to any client
- Resellers are responsible for ensuring their sub-clients comply with these Terms and applicable laws
- Resellers may not grant sub-clients more permissions or limits than available under their own plan
- Resellers are jointly responsible for opt-in compliance
- Resellers must not misrepresent the Platform's nature, source, or capabilities
- Termination of the Reseller's subscription will deactivate sub-client accounts
- Superadmins retain the right to monitor sub-accounts for policy compliance
13. Data & Privacy
Your use of the Platform is governed by our Privacy Policy and, for business clients processing customer data, Data Processing Agreement. These documents form part of these Terms and are incorporated herein by reference.
By accepting these Terms, you also accept the DPA, which governs how we process personal data of your customers on your behalf as a data processor.
14. Limitation of Liability
To the maximum extent permitted by applicable law, and except in cases of gross negligence or wilful misconduct:
- Chatzen's total aggregate liability shall not exceed the total subscription fees you paid in the 3 months immediately preceding the event giving rise to the claim
- We are not liable for indirect, incidental, special, consequential, punitive, or exemplary damages
- We are not liable for Meta API downtime, WhatsApp delivery failures, WABA restrictions, loss of data caused by your failure to maintain backups, or inaccurate AI-generated responses
- We are not liable for your failure to obtain valid opt-in consent
- We are not liable for security breaches caused by insecure credentials
Some jurisdictions do not allow certain exclusions. In such jurisdictions, our liability is limited to the minimum extent permitted by law.
15. Indemnification
You agree to indemnify, defend, and hold harmless Chatzen and its officers, directors, employees, contractors, and agents from claims, damages, losses, liabilities, costs, and expenses arising from:
- Your violation of these Terms or any applicable law
- Your violation of Meta's WhatsApp Business Policy, Commerce Policy, or Terms
- Messages sent without valid opt-in consent
- Your infringement of third-party intellectual property, privacy, or other rights
- Your use of AI-generated responses without appropriate human oversight
- Claims by your sub-clients arising from your actions as a Reseller
- Your misrepresentation of the Platform's features or capabilities
16. Termination
16.1 Termination by You
You may cancel your subscription at any time from Settings → Billing. Cancellation takes effect at the end of the current billing period.
16.2 Termination or Suspension by Us
We reserve the right to suspend or terminate your account with or without notice for policy violations, WhatsApp Business Policy violations, legal or reputational risk, non-payment, or discontinuation of the Platform.
16.3 Effect of Termination
- Your access ceases immediately or at the end of the billing period for voluntary cancellation
- We will provide a data export within 14 days upon request
- All data will be permanently deleted within 30 days of termination per our DPA
- Sections that should survive termination remain in effect
17. Governing Law & Dispute Resolution
17.1 Governing Law
These Terms are governed by and construed in accordance with the laws of India.
17.2 Dispute Resolution
The parties agree to first attempt to resolve disputes through good-faith negotiation for 30 days. If unresolved, disputes shall be referred to arbitration under the Arbitration and Conciliation Act, 1996. The seat of arbitration shall be [Your City], India. The arbitration shall be conducted in English by a sole arbitrator mutually agreed upon by the parties.
Either party may seek emergency relief in any court of competent jurisdiction to prevent irreparable harm.
17.3 Jurisdiction
For matters not subject to arbitration, you consent to the exclusive jurisdiction of the courts in [Your City], India.
18. Changes to These Terms
We reserve the right to modify these Terms at any time. When we make material changes:
- We will update the “Last updated” date
- We will send an email notification at least 14 days before the change takes effect
- We will display an in-app notification
- For material changes that reduce your rights or increase your obligations, we will seek re-acceptance where required by law
If you disagree with updated Terms, you may cancel your account before the effective date. Continued use after the effective date constitutes acceptance.
19. Contact
Legal & Terms Inquiries
legal@chatzen.inFor questions about these Terms, contract requests, or legal notices.
UV Digital Solutions
UV Digital Solutions, HILLTOWN LANDMARK, 622, Nikol - Naroda Rd, opp. DAS KHAMAN, Nicol Gam, Nikol, Ahmedabad, Gujarat 382350, India
Acceptance of Terms
By creating a Chatzen account and checking the “I agree to the Terms of Service” checkbox during registration, you confirm that you have read, understood, and agree to these Terms of Service in their entirety. Your acceptance is timestamped and stored with your account record as evidence of agreement.