Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Partner", "Client", or "you") and Cybersync Technologies Pvt. Ltd. ("Cybersync", "we", "us", or "our") regarding your use of the Wapto white-label WhatsApp automation platform ("Platform", "Service", or "Wapto").

By accessing or using Wapto, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Service.

2. Service Description

Wapto is a white-label WhatsApp Business API platform provided by Cybersync Technologies Pvt. Ltd. The Service allows Partners to:

• Deploy a branded WhatsApp automation platform under their own brand
• Offer WhatsApp Business API services to their end-users
• Access hosting, maintenance, and technical support services
• Utilize features including but not limited to messaging, automation, chatbots, and analytics

The Platform is built on the official WhatsApp Business API infrastructure and is subject to Meta's (WhatsApp) terms, policies, and guidelines.

3. White-Label License

Subject to your compliance with these Terms and payment of applicable fees, Cybersync grants you a limited, non-exclusive, non-transferable, revocable license to:

• Use the Platform with your own branding (logo, domain, colors)
• Resell Platform services to your end-users under your brand name
• Access and use Platform features as per your selected plan

Restrictions: You may not:

• Sublicense, resell the white-label license itself to third parties
• Reverse engineer, decompile, or disassemble the Platform
• Remove or modify any Cybersync proprietary notices or labels
• Use the Platform for any illegal or unauthorized purpose
• Attempt to gain unauthorized access to Platform systems or networks

4. Pricing and Payment Terms

4.1 Fees

Partners agree to pay all applicable fees as per their selected plan:

• Platform Build Fee: One-time payment for full platform codebase delivery
• Setup & Configuration: One-time fee for branding, infrastructure, and integration setup
• Hosting Fee: Annual fee for platform hosting (Basic, Standard, or Scale plans)
• Support Fee: Annual fee for technical support (Support 1, 2, or 3 plans)
• Add-ons: Optional one-time fees for Mobile App, Shopify integration, etc.

4.2 Payment Terms

• Platform build and setup fees are due before deployment begins
• Hosting and support fees are billed annually in advance
• All payments must be made in Indian Rupees (INR)
• Late payments may incur a 2% monthly interest charge

5. Term and Termination

5.1 Term

The agreement begins on the date of Platform deployment and continues on a month-to-month basis until terminated by either party.

5.2 Termination by Partner

Partners may terminate this agreement by providing 30 days' written notice. Partner remains responsible for all fees accrued up to the termination date.

5.3 Termination by Cybersync

Cybersync may terminate this agreement immediately if Partner:

• Breaches any term of this agreement
• Fails to pay fees when due
• Violates WhatsApp policies or applicable laws
• Engages in fraudulent or illegal activities
• Damages Cybersync's reputation or business interests

5.4 Effect of Termination

Upon termination, Partner's access to the Platform will be immediately suspended. Partner must cease all use of Wapto branding and remove any references to the Service. No refunds will be provided for any prepaid fees. Partner's end-user data may be deleted after 30 days unless other arrangements are made.

6. Intellectual Property Rights

6.1 Platform Ownership

The Platform, including all software, code, features, functionality, designs, and content (excluding Partner's branding and content) is and will remain the exclusive property of Cybersync Technologies Pvt. Ltd. The Platform is protected by copyright, trademark, and other intellectual property laws.

6.2 Partner Content

Partner retains all rights to their branding, logos, content, and end-user data. By using the Service, Partner grants Cybersync a limited license to use Partner's branding solely for the purpose of providing the Service.

6.3 Feedback

Any feedback, suggestions, or improvements provided by Partner regarding the Platform may be used by Cybersync without any obligation or compensation to Partner.

7. Data Protection and Privacy

Partner acknowledges that they are responsible for complying with all applicable data protection laws regarding their end-users' data. This includes but is not limited to:

• Obtaining necessary consents from end-users
• Implementing appropriate security measures
• Handling data subject requests
• Notifying Cybersync of any data breaches

Cybersync's handling of Partner and end-user data is governed by our Privacy Policy.

8. WhatsApp Compliance

Partner must comply with all WhatsApp Business API policies, Meta's terms, and applicable messaging regulations. This includes:

• WhatsApp Business Policy
• WhatsApp Commerce Policy
• Meta Platform Terms
• Applicable anti-spam and messaging laws (TRAI regulations, GDPR, etc.)

Violation of WhatsApp policies may result in immediate account suspension by WhatsApp and termination of this agreement by Cybersync, with no refund.

9. Warranties and Disclaimers

9.1 Service Availability

Cybersync strives to maintain 99.5% uptime but does not guarantee uninterrupted service. We reserve the right to perform maintenance that may temporarily affect service availability.

9.2 Disclaimer

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. CYBERSYNC DISCLAIMS ALL WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Cybersync does not warrant that the Platform will be error-free, secure, or free from viruses or other harmful components.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CYBERSYNC SHALL NOT BE LIABLE FOR:

• Any indirect, incidental, consequential, special, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Service interruptions or downtime
• Actions taken by WhatsApp/Meta (account suspensions, policy changes)
• Partner's violation of laws or third-party rights

CYBERSYNC'S TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT PAID BY PARTNER IN THE 12 MONTHS PRECEDING THE CLAIM.

11. Indemnification

Partner agrees to indemnify, defend, and hold harmless Cybersync Technologies Pvt. Ltd., its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:

• Partner's use of the Platform
• Partner's violation of these Terms
• Partner's violation of any laws or third-party rights
• Partner's end-user's actions or complaints
• Partner's content or branding

12. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the term of this agreement. This includes:

• Technical specifications and source code
• Business strategies and pricing information
• Customer data and analytics
• Financial information

This obligation survives termination of the agreement for a period of 5 years.

13. Governing Law and Dispute Resolution

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of India, without regard to conflict of law principles.

13.2 Jurisdiction

Any disputes arising from these Terms shall be subject to the exclusive jurisdiction of the courts in [Your City], India.

13.3 Arbitration

Before initiating legal proceedings, both parties agree to attempt to resolve disputes through good-faith negotiation. If negotiation fails, disputes may be submitted to binding arbitration under the Arbitration and Conciliation Act, 1996.

14. Modifications to Terms

Cybersync reserves the right to modify these Terms at any time. Partners will be notified of material changes via email at least 30 days before the changes take effect. Continued use of the Platform after changes constitutes acceptance of the modified Terms.

15. General Provisions

Force Majeure: Neither party shall be liable for failure to perform due to circumstances beyond their reasonable control.

Severability: If any provision is found unenforceable, the remaining provisions shall continue in full force.

Entire Agreement: These Terms constitute the entire agreement between the parties and supersede all prior agreements.

Assignment: Partner may not assign these Terms without Cybersync's prior written consent.

Waiver: Failure to enforce any provision does not constitute a waiver of that provision.

16. Contact Information

For questions about these Terms, please contact: