Terms and Conditions

2.1

By creating an account on the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions, our Privacy Policy, and all other policies incorporated herein by reference.

2.2

These Terms constitute a legally binding agreement between you (the Tenant) and Megabiz Global Innovations Pvt. Ltd.

2.3

If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.

2.4

We reserve the right to modify these Terms at any time. Continued use of the Platform after notification of changes constitutes acceptance of the revised Terms.

2.5

You must be at least 18 years of age and legally capable of entering into binding contracts to use the Platform.

3.1

Sellnexia is a multi-tenant SaaS platform that enables businesses to automate WhatsApp lead generation and customer engagement using artificial intelligence.

3.2

The Platform provides core services including WhatsApp Business API integration, AI-powered automated response generation in multiple Indian languages and English, lead capture and CRM functionality, broadcast campaign management, team collaboration with role-based access control, analytics and reporting dashboards, contact management with CSV import/export, and template management with Meta approval facilitation.

3.3

The Platform operates as an intermediary technology layer and does not itself constitute a WhatsApp Business Solution Provider. All WhatsApp messaging is facilitated through Meta's official Cloud API.

3.4

The Company reserves the right to add, modify, or discontinue any feature of the Platform with reasonable notice to Tenants.

4.1 Available Plans

The Platform offers four subscription tiers: Demo Plan (free 14-day trial with 100 conversation credits), Pro Plan (INR 3,999/month or INR 2,999/month billed annually at INR 35,988/year), Elite Plan (INR 8,999/month or INR 6,999/month billed annually at INR 83,988/year), and Enterprise Plan (custom pricing — contact hello@sellnexia.com).

4.2 Billing and Payment

All payments are processed securely through Razorpay. Accepted methods include credit cards, debit cards, UPI, and net banking. Annual plans are billed in full upfront. Monthly plans renew on the same calendar date each month. All prices are subject to applicable GST as per Indian tax regulations. The Company reserves the right to revise pricing with 30 days' prior notice to existing Tenants. Failure to complete payment will result in immediate suspension of services.

4.3 Auto-Renewal

Subscriptions automatically renew at the end of each billing cycle unless cancelled prior to the renewal date. If payment fails, the system retries up to three times within 48 hours. If all retries fail, the account will be suspended.

4.4 Refund Policy

All subscription payments are non-refundable. Tenants are encouraged to fully evaluate the Platform during the 14-day Demo period before subscribing. Add-on credit purchases are non-refundable once purchased. In exceptional circumstances involving proven platform-side technical failures directly attributable to the Company, a pro-rata credit may be applied at the Company's sole discretion. No refunds are offered for unused subscription periods, plan downgrades, or change of business circumstances.

5.1

The Demo Plan provides 14 calendar days of full platform access from the date of account creation at no charge, including access to 1 WhatsApp number, 100 conversation credits, 100 contact slots, and core dashboard features.

5.2

Upon expiry of the 14-day Demo period, the account is automatically locked in read-only mode. A 30-day grace period follows during which the Tenant may upgrade to a paid plan and restore full access. All data is preserved during this period.

5.3

If no upgrade occurs within 44 days of account creation (14-day demo + 30-day grace period), the account and all associated data will be permanently deleted without further notice. Automated notifications are sent at Days 10, 13, 15, 40, 43, and 45.

5.4

The Demo Plan may not be extended, duplicated, or used for commercial purposes beyond genuine product evaluation. The Company reserves the right to modify or discontinue the Demo Plan at any time.

6.1 Credit Types

The Platform offers purchasable add-on credits for Conversation Credits (additional WhatsApp AI conversation capacity), Contact Credits (additional contact storage), and Broadcast Message Credits (additional outbound broadcast capacity).

6.2 Credit Validity

Conversation Credits expire 30 days from purchase. Contact Credits expire 60 days from purchase. Broadcast Message Credits expire 30 days from purchase. Expiry is calculated from purchase date, not first use. Expired credits are permanently forfeited with no refund, rollover, or extension.

6.3 Credit Usage Rules

Plan quota is consumed first; add-on credits are consumed only after plan quota is fully exhausted. Credits are shared across all WhatsApp numbers under the same Tenant account and are non-transferable between accounts. Multiple credit pack purchases stack independently with their own expiry dates.

6.4 Service Pausing

At 80% utilisation, an automated warning is sent. When all quota and credits are exhausted: conversation credits exhausted — AI responses cease, manual replies remain available; contact credits exhausted — new lead creation ceases, existing data remains accessible; broadcast credits exhausted — campaign sending ceases, scheduled campaigns are paused. Service resumes immediately upon purchase of additional credits or plan upgrade.

6.5 Subscription Add-Ons

Extra Team Member Seats are available at INR 499 per seat per month. Extra WhatsApp Numbers are available at INR 999 per number per month (Pro plan only). Premium add-ons including AI Persona Customisation, Advanced Analytics, Priority Support, and Chatbot Flow Builder are available at rates published on the Platform.

7.1 Meta Platform Dependency

The Platform's messaging capabilities are entirely dependent on Meta Platforms Inc.'s WhatsApp Business API. The Company operates as a technology integrator and is subject to Meta's policies, technical limitations, and service availability. Any changes made by Meta to their API, policies, or pricing that affect Platform functionality will not be deemed a breach of these Terms by the Company.

7.2 Tenant Responsibilities

Tenants are solely responsible for ensuring compliance with Meta's WhatsApp Business Policy, Commerce Policy, and all applicable laws. Tenants must obtain valid documented opt-in consent from all contacts before initiating outbound messages. Tenants must honour opt-out requests immediately — any contact replying STOP must be removed from all broadcast lists immediately. Tenants are prohibited from using the Platform to send spam, unsolicited messages, or misleading content.

7.3 Message Template Compliance

All outbound first-message communications must use Meta-approved message templates. Free-form text is only permitted within the 24-hour customer service window following a customer-initiated message. Tenants are responsible for creating, submitting, and managing their own templates. Template approval timelines of 24 to 48 hours are governed by Meta and are beyond the Company's control.

7.4 Quality Rating and Number Health

Each WhatsApp Business number is subject to Meta's quality rating system. Numbers receiving excessive blocks or spam reports may be restricted or banned by Meta. The Company is not liable for number restrictions arising from Tenant misuse or Meta policy violations.

7.5 Meta Conversation Costs

Meta charges per conversation initiated on WhatsApp Business API. The first 1,000 conversations per month are provided under Meta's free tier (subject to Meta's prevailing terms). Conversations exceeding the free tier may incur additional Meta charges at approximately INR 0.58 per marketing conversation and INR 0.16 per utility conversation, subject to change by Meta.

8.1

Tenant accounts begin in Demo status upon registration. Full account activation requires successful payment processing and administrative verification.

8.2

Connection of a WhatsApp number to the Platform constitutes authorisation for the Platform to send and receive messages on that number's behalf. WhatsApp numbers registered on the Platform cannot simultaneously be used with WhatsApp consumer or WhatsApp Business mobile applications.

8.3

The Tenant is responsible for ensuring the WhatsApp number to be registered is not currently active on any WhatsApp application prior to registration. The Company reserves the right to conduct due diligence on Tenant accounts and reject activation requests at its sole discretion.

9.1

Tenants on eligible plans may invite team members with role-based permissions. Available roles include Admin, Manager, Support, Marketing, and Viewer, each with distinct permission levels.

9.2

The Tenant (account owner) is solely responsible for managing team member access, permissions, and conduct. The Company is not liable for any unauthorised actions taken by team members.

9.3

Team member seats are billed monthly. Removing a team member does not entitle the Tenant to a refund for the current billing period. The Company reserves the right to suspend individual team member accounts if there is evidence of misuse or policy violation.

10.1

Contact limits are enforced using a lifetime counter. Once a contact slot is consumed, it cannot be freed by deactivating or archiving the contact. This policy prevents circumvention of plan limits.

10.2

Tenants are solely responsible for ensuring that all imported contacts have provided valid consent for WhatsApp communications. Importing contacts without proper consent is a violation of these Terms and Meta's policies.

10.3

The Platform validates phone number formats during import. Invalid, malformed, or duplicate phone numbers will be automatically rejected and counted in the import summary.

11.1

The Platform's AI Engine generates automated responses to inbound WhatsApp messages using large language model technology based on the Tenant's configured business context.

11.2

The Tenant acknowledges that AI-generated responses may occasionally be inaccurate, incomplete, or contextually inappropriate. The Tenant accepts full responsibility for the content of AI-generated messages sent under their account.

11.3

The Company does not warrant the accuracy, completeness, or suitability of any AI-generated response. Tenants are encouraged to review AI response quality regularly and configure their business context accurately.

11.4

The Platform employs smart routing logic to escalate conversations to human agents when AI confidence is low or escalation keywords are detected. This is a best-effort feature and does not guarantee perfect routing in all scenarios.

12.1 Data Collection and Processing

The Company collects, processes, and stores data as described in the Privacy Policy available at sellnexia.com/privacy. The Tenant is the data controller for all End Customer data processed through the Platform. The Company acts as a data processor on the Tenant's behalf.

12.2 Tenant Data Responsibilities

Tenants are responsible for obtaining all necessary consents from End Customers for the collection and processing of their personal data. Tenants must comply with all applicable data protection laws including the Digital Personal Data Protection Act, 2023 (India).

12.3 Data Security

The Company implements industry-standard security measures including encryption at rest and in transit, access controls, and regular security assessments. The Tenant must immediately notify the Company of any suspected security breach at hello@sellnexia.com.

12.4 Data Retention

Active account data is retained for the duration of the subscription. Demo account data is retained for 45 days from creation. Upon subscription termination, Tenant data is retained for 30 days to allow data export, after which it is permanently deleted. The Company may retain anonymised, aggregated data for analytical purposes indefinitely.

14.1 Uptime Targets

The Company targets the following uptime for paid plans: Pro Plan — best effort, no SLA guarantee; Elite Plan — 99.9% monthly uptime; Enterprise Plan — 99.99% monthly uptime (subject to contract). Uptime excludes scheduled maintenance windows.

14.2 Maintenance

The Company will endeavour to provide at least 24 hours advance notice for scheduled maintenance. Emergency maintenance may be performed without prior notice.

14.3 Third-Party Dependencies

The Platform's availability is partly dependent on Meta's WhatsApp Business API, MongoDB Atlas, Amazon Web Services, and OpenAI. Outages caused by these providers are outside the Company's control and will not count against uptime calculations.

14.4 Liability Cap

The Company's maximum liability for service unavailability is limited to a pro-rata credit for the affected period, not exceeding the monthly subscription fee paid.

16.1

All intellectual property rights in the Platform, including software, algorithms, AI models, user interfaces, trademarks, logos, and documentation, are owned by or licensed to Megabiz Global Innovations Pvt. Ltd.

16.2

The Tenant is granted a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform solely for their internal business purposes during the subscription period.

16.3

The Tenant retains ownership of all data, content, and materials they upload to or create through the Platform. By using the Platform, the Tenant grants the Company a limited licence to process, store, and use such content solely to provide the Platform's services.

16.4

Feedback, suggestions, or ideas provided by the Tenant regarding the Platform may be used by the Company without restriction or compensation.

17.1 Suspension by the Company

The Company may suspend a Tenant's account immediately and without notice for non-payment after three retry attempts, breach of these Terms, suspected fraud or illegal activity, violation of Meta's WhatsApp Business policies, significant security risk to the Platform, or receipt of an order from a competent authority. In less urgent cases, 7 days' written notice will be provided.

17.2 Termination by the Tenant

Tenants on monthly plans may cancel at any time; cancellation takes effect at the end of the current billing cycle. Tenants on annual plans may not cancel mid-term. Cancellation requests must be submitted through Platform account settings or by written notice to hello@sellnexia.com.

17.3 Effect of Termination

Upon termination, Platform access ceases at the end of the applicable period. The Tenant has 30 days from termination to export their data, after which all data is permanently deleted. Termination does not entitle the Tenant to any refund of subscription fees paid.

20.1

Tenants are responsible for providing accurate GST registration details where applicable. GST invoices will be issued based on the information provided by the Tenant.

20.2

The Company reserves the right to charge applicable taxes on all subscription fees and add-on purchases as required by Indian tax law. Tenants are solely responsible for their own tax compliance obligations arising from their use of the Platform.

21.1

The Company will send service notifications, billing alerts, usage warnings, and policy updates to the email address registered on the Tenant's account. It is the Tenant's responsibility to maintain an accurate and accessible email address. Notices sent to the registered email address shall be deemed received 24 hours after sending.

21.2

The Tenant consents to receive operational communications from the Company via email and, where applicable, via WhatsApp. Marketing communications are opt-in only and may be unsubscribed at any time.

22.1

The Company reserves the right to modify, enhance, reduce, or discontinue any feature of the Platform at any time. Material changes to features included in a Tenant's paid plan will be communicated with at least 30 days' advance notice.

22.2

These Terms may be updated from time to time. Continued use of the Platform following notification of changes constitutes acceptance of the revised Terms.

24.1

Each party agrees to maintain the confidentiality of the other party's non-public business information disclosed in connection with the use of the Platform.

24.2

This confidentiality obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law or regulatory authority.

25.1

These Terms and Conditions shall be governed by and construed in accordance with the laws of India.

25.2

Any dispute shall first be attempted to be resolved through good-faith negotiation. If unresolved within 30 days, it shall be referred to arbitration in accordance with the Arbitration and Conciliation Act, 1996. The seat of arbitration shall be Bengaluru, Karnataka, India. The language of arbitration shall be English.

25.3

Subject to the arbitration clause, the courts of Bengaluru, Karnataka shall have exclusive jurisdiction over any proceedings arising from or related to these Terms. The Company reserves the right to seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

Entire Agreement

These Terms, together with the Privacy Policy and any applicable Order Forms, constitute the entire agreement between the parties and supersede all prior agreements, representations, and understandings.

Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

Waiver

Failure by either party to enforce any provision of these Terms shall not constitute a waiver of the right to enforce such provision in the future.

Assignment

The Tenant may not assign or transfer any rights or obligations under these Terms without the prior written consent of the Company. The Company may assign its rights and obligations without restriction.

No Agency

Nothing in these Terms creates a partnership, joint venture, agency, franchise, or employment relationship between the parties.

Language

These Terms are written in English. In the event of any conflict between an English version and any translated version, the English version shall prevail.