These Terms of Service (the "Agreement") form a binding contract between OyeChats, a brand of Digibranders Pvt Ltd ("OyeChats," "we," "us," or "our") and the entity or person agreeing to them ("Customer," "you," or "your"). By signing up for an account, clicking "I agree," or otherwise using the Services, you confirm that you have read, understood, and agree to be bound by this Agreement. 

1. Definitions

• "Account" means the account you create to access and administer the Services. 

• "Bot" means a chatbot instance you configure on the platform, identified by a unique bot key. 

• "Customer Data" means all data, content, and information that you, your Authorized Users, or your Visitors submit to or generate through the Services. 

• "Authorized User" means an employee, contractor, or operator you authorize to access the Services on your behalf. 

• "Visitor" means an end user who interacts with a Bot on a website where you have deployed the widget. 

• "Documentation" means the user guides and technical reference materials we publish at oyechats.com. 

• "Subscription Term" means the period for which a plan is in effect under an Order.

2. OyeChats Services

Subject to your compliance with this Agreement and timely payment of fees, OyeChats grants you a non-exclusive, non-transferable, worldwide right during the Subscription Term to access and use the Services for your internal business purposes, including deploying Bots on websites you own or operate. 

You will not, and will not permit any Authorized User or third party to: 

• Use the Services to send spam, malware, or content that is unlawful, infringing, harassing, or otherwise objectionable. 

• Reverse-engineer, decompile, or attempt to extract the source code of the Services, except as applicable law expressly permits. 

• Resell, sublicense, or make the Services available to any third party other than your Authorized Users and Visitors interacting with your Bots. 

• Exceed documented rate limits, evade plan limits, or use the Services in a way that imposes a disproportionate load on our infrastructure.

3. Customer Data and Customer Obligations

As between the parties, you retain all right, title, and interest in and to Customer Data. You grant OyeChats a worldwide, royalty-free license to host, copy, transmit, display, and process Customer Data solely as necessary to provide, secure, and support the Services. We will not use Customer Data to train general-purpose foundation models. 

You are responsible for: 

• The accuracy, quality, legality, and your right to use Customer Data, including the knowledge base content you upload. 

• Providing all notices and obtaining all consents required under applicable privacy laws before Visitors interact with your Bots. 

• Maintaining the confidentiality of API keys, bot keys, and operator credentials, and notifying us promptly of any unauthorized use.

4. Security

We will maintain commercially reasonable administrative, physical, and technical safeguards designed to protect the security, confidentiality, and integrity of Customer Data, including encryption in transit (TLS 1.3), encryption at rest, role-based access controls, audit logging, and a documented incident response process.  

5. Ownership

OyeChats and its licensors retain all right, title, and interest in and to the Services, the Documentation, and all underlying software, models, designs, trademarks, and know-how. This Agreement grants you only a limited right to use the Services as expressly set out herein.  

6. Subscription Term, Fees & Payment

Plans and renewal. Your Subscription Term begins on the start date in your Order. Unless either party gives notice of non-renewal at least 7 days before the end of the then-current term, the subscription renews automatically at the then-current list price. 

Fees and taxes. Fees are charged in advance and are non-refundable except where expressly stated or required by law. All fees are exclusive of applicable GST, VAT, or sales tax. 

Payment. We process payments through Stripe (international) and Razorpay (India). You authorize us to charge your designated payment method on a recurring basis until you cancel. 

Price changes. We may adjust list prices for future Subscription Terms by giving you at least 30 days' notice before your renewal.  

7. Term and Termination

Termination for convenience. You may cancel your subscription at any time from your dashboard. Cancellation stops automatic renewal; the Services remain available until the end of the paid period, and we do not refund partial periods. 

Termination for cause. Either party may terminate this Agreement for material breach if the breach is not cured within 14 days after written notice. 

Effect of termination. On termination, your right to access the Services ceases. You may export Customer Data for up to 30 days after termination.  

8. Limited Warranty

OyeChats warrants that the Services will perform materially in accordance with the Documentation during the Subscription Term. If we cannot correct a non-conformity within a reasonable period, you may terminate the affected portion of the Services and receive a pro-rata refund of pre-paid fees for the unused remainder of the term.  

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA. 

EACH PARTY'S AGGREGATE LIABILITY WILL NOT EXCEED THE FEES YOU PAID IN THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.  

10. General Terms

Governing law. This Agreement is governed by the laws of India. The courts in Bengaluru, Karnataka, India will have exclusive jurisdiction over any dispute. 

Notices. Notices to OyeChats must be sent to [email protected]. 

Independent contractors. The parties are independent contractors. Nothing in this Agreement creates an agency, partnership, or joint venture.  

Questions? Contact [email protected].