Terms of Service

These Terms of Service ("Terms") are an agreement between Zyaro Technologies Private Limited ("Zyaro", "we", "us") and the organisation or person accessing or using the Zyaro platform ("Customer", "you"). By creating an account, accessing, or using the platform, you agree to these Terms on behalf of yourself and, where applicable, the organisation you represent — and you confirm you have the authority to do so.

The platform is intended for business use. If a separate written agreement (such as a master services agreement or order form) exists between you and Zyaro, that agreement prevails over these Terms to the extent of any conflict.

Zyaro provides an AI-powered sales and customer engagement platform that enables businesses to automate and manage conversations with their customers across WhatsApp, voice, and email channels, including AI conversation agents, call summaries, engagement analytics, workflow automation, and CRM integrations (together, the "Service").

We may improve, add, or remove features of the Service from time to time. Where a change materially reduces the core functionality you have paid for, we will provide reasonable prior notice.

• You must provide accurate, current registration information and keep it up to date.
• You are responsible for maintaining the confidentiality of login credentials and for all activity under your account and your team members' accounts.
• Access may be granted to your team members ("Authorised Users"); you are responsible for their compliance with these Terms.
• Notify us promptly at zoya@zyaro.ai if you suspect unauthorised access to your account.

"Customer Data" means data you or your end customers submit to or through the Service, including contact records, conversation content, recordings, and CRM data synced through connectors. As between the parties, you own your Customer Data.

Our collection and handling of personal data is described in our Privacy Policy, which is incorporated into these Terms by reference. Under India's Digital Personal Data Protection Act, 2023 (DPDPA), Zyaro acts as a Data Processor and you act as the Data Fiduciary for personal data of your end customers processed through the Service.

As the Data Fiduciary, you are responsible for ensuring that:

• You have a lawful basis (including any required consent) to contact your end customers through the channels you use on the platform.
• You have the right to upload and process the Customer Data you bring to the Service.
• You honour end customers' opt-out requests and rights under applicable data protection law.

You agree not to use the Service to:

• Send spam or unsolicited messages, or contact people without a lawful basis to do so.
• Transmit content that is unlawful, deceptive, defamatory, harassing, or infringes the rights of others.
• Distribute malware or attempt to probe, disrupt, or gain unauthorised access to the Service or related systems.
• Reverse engineer, copy, or resell the Service, or access it to build a competing product.
• Circumvent usage limits, security controls, or channel-provider policies.
• Impersonate any person or organisation, or misrepresent who a message is from.

We may suspend accounts engaged in activity that violates this section, degrades the Service for others, or exposes Zyaro to legal or platform-policy risk.

Conversations run over third-party channels with their own rules. When using the Service you must comply with, as applicable:

• Meta's WhatsApp Business terms, Business Messaging Policy, and Commerce Policy for WhatsApp messaging.
• Indian telecom regulations for voice and messaging, including TRAI's commercial-communication (DND) regulations.
• Channel-specific opt-in requirements — WhatsApp business-initiated messages require prior end-customer opt-in.

Channel providers (such as Meta) may independently restrict or revoke messaging capability for numbers or accounts that breach their policies; Zyaro is not responsible for such enforcement actions.

The Service can record and transcribe voice calls. You are solely responsible for obtaining all legally required consents from, and giving any required notices to, call participants before recording — including under two-party consent laws where applicable in the jurisdictions of your end customers.

Zyaro provides the technical capability; compliance with applicable call-recording laws is your obligation. Claims arising from a failure to obtain required consent are covered by the Indemnification section below.

The Service uses large language models to generate conversation responses, summaries, and insights. AI output is probabilistic: it may be inaccurate, incomplete, or inappropriate for your use case despite our safeguards.

• You are responsible for reviewing AI-generated content and for how it is used in your business.
• AI output is not professional advice (legal, financial, medical, or otherwise).
• You are responsible for configuring agents (prompts, guardrails, escalation rules) appropriately for your audience.

The Service depends on third-party providers — including Meta (WhatsApp Cloud API), Google (authentication, Gmail integration, AI inference), telephony and voice providers, hosting infrastructure, and CRM platforms you choose to connect (HubSpot, Salesforce, Zoho). Your use of those services is governed by their own terms, and we are not responsible for their availability, performance, or changes to their APIs and policies.

When you connect an integration, you authorise Zyaro to exchange data with that service on your behalf as needed to provide the feature. You may disconnect integrations at any time.

• Fees, billing frequency, and usage allowances are set out in your plan or order form.
• Changes to fees will be communicated with at least 30 days' notice and apply from your next billing cycle.
• Fees are exclusive of taxes (including GST), which you are responsible for, other than taxes on Zyaro's income.
• Channel pass-through costs (such as Meta's WhatsApp conversation charges or telephony charges) may be billed as incurred, as described in your plan.
• Undisputed invoices left unpaid after reasonable notice may result in suspension of the Service until payment is made.
• Except where required by law or expressly stated in your plan, fees are non-refundable.

Zyaro and its licensors own the Service, including all software, models, designs, and documentation. We grant you a limited, non-exclusive, non-transferable right to use the Service during your subscription, subject to these Terms.

You own your Customer Data and grant Zyaro a licence to host and process it solely to provide and support the Service, as described in the Privacy Policy. We do not use your data to train AI models unless you explicitly opt in.

If you give us feedback or suggestions, we may use them without restriction or obligation to you.

Each party may receive non-public information of the other in connection with the Service. The receiving party will use such information only as needed to perform under these Terms, protect it with at least reasonable care, and not disclose it to third parties except to employees, advisors, and subprocessors bound by equivalent obligations, or where disclosure is required by law.

• These Terms apply while you have an account or use the Service.
• You may terminate at any time by closing your account; fees already paid are non-refundable except as stated in your plan.
• We may suspend or terminate access for material breach of these Terms that remains uncured after reasonable notice, or immediately where the breach creates legal, security, or platform-policy risk.
• On termination, your data is permanently deleted within 30 days as described in the Privacy Policy, unless you request otherwise in writing or law requires longer retention.

The Service is provided "as is" and "as available". To the maximum extent permitted by law, Zyaro disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service will be uninterrupted, error-free, or that AI output will be accurate, and we do not guarantee outcomes such as lead conversion or revenue results.

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenue, or data, even if advised of the possibility of such damages.

Zyaro's total aggregate liability arising out of or relating to the Service is limited to the fees you paid to Zyaro in the twelve (12) months preceding the event giving rise to the claim.

Nothing in these Terms limits liability that cannot be limited under applicable law, including liability for fraud or wilful misconduct.

You will indemnify and hold Zyaro harmless from third-party claims arising out of (a) your Customer Data, (b) your use of the Service in violation of these Terms, applicable law, or channel-provider policies, or (c) your communications with your end customers — except to the extent caused by Zyaro's breach of these Terms.

These Terms are governed by the laws of India. Subject to any mandatory arbitration or consumer-law provisions, the courts at Jaipur, Rajasthan, India have exclusive jurisdiction over disputes arising out of or relating to these Terms or the Service.

Before initiating formal proceedings, the parties will attempt in good faith to resolve any dispute by escalation to senior representatives of each party.

We may update these Terms from time to time. For material changes, we will notify you by email or in-app notice at least 14 days before the change takes effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms.