Terms of Service for BizNavigo

1. Introduction and Acceptance

These Terms of Service ("Terms," "Agreement") constitute a legally binding agreement between BizNavigo TECHNOLOGIES PRIVATE LIMITED ("BizNavigo," "we," "us," or "our") and you ("User," "Client," or "you"), governing your access to and use of the BizNavigo platform.

This Agreement is an electronic record under the Information Technology Act, 2000 and rules thereunder, as applicable and amended from time to time. This electronic record is generated by a computer system and does not require any physical or digital signatures.

By accessing, browsing, or using the BizNavigo platform, 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 immediately cease using our Services.

2. Definitions

For the purposes of this Agreement, the following terms shall have the meanings set forth below:

• "Applicable Law" means all applicable Indian laws, statutes, rules, regulations, ordinances, and other pronouncements having the effect of law in India

• "Applicable Data Protection Law" means the Digital Personal Data Protection Act, 2023 (DPDPA) and Information Technology Act, 2000

• "Client Data" means all data, information, and content that you or your end users provide, upload, or transmit through the Services

• "Platform" or "Services" means the BizNavigo software-as-a-service platform, including all features, functionalities, APIs, integrations, and related services

• "SaaS" means Software-as-a-Service, the cloud-based software delivery model through which the Services are provided

• "Subscription Period" means the period for which you have subscribed to the Services

• "Third-Party Services" means services provided by third parties that integrate with or are accessible through the Platform, including Instagram, WhatsApp Business API, and Facebook

3. Scope of Services

3.1 Service Description

BizNavigo provides a cloud-based business automation and customer engagement platform that enables you to:

• Integrate and manage Instagram Business accounts

• Integrate and manage WhatsApp Business accounts

• Automate customer communications and responses

• Manage customer inquiries, comments, and direct messages

• Analyze customer engagement and behavior

• Generate business reports and insights

• Manage marketing campaigns and notifications

3.2 Service Availability

We strive to provide continuous availability of the Services. However, we do not guarantee uninterrupted or error-free operation. Service Level Commitment: We aim to maintain 99% uptime annually, calculated monthly, excluding scheduled maintenance and force majeure events.

4. License Grant and Restrictions

4.1 License Grant

Subject to your compliance with these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services during the Subscription Period solely for your internal business purposes.

4.2 License Restrictions

You agree NOT to:

• Reverse engineer, decompile, disassemble, or attempt to derive source code from the Services

• Use any robot, spider, scraper, or automated means to access the Services

• Use the Services for any illegal, fraudulent, or unauthorized purpose

• Violate any applicable laws, including data protection, privacy, and anti-spam regulations

• Resell, sublicense, rent, lease, or otherwise commercialize the Services without authorization

• Interfere with or disrupt the integrity or performance of the Services

5. User Accounts and Registration

5.1 Account Creation

To use the Services, you must:

• Create a User Account by providing accurate and complete information

• Be at least 18 years of age

• Have the legal capacity to enter into binding contracts

• Represent a legitimate business entity conducting lawful business in India

5.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your account credentials

• All activities that occur under your account

• Immediately notifying us of any unauthorized use or security breach

6. Subscription Plans and Fees

6.1 Subscription Fees

• Payable in advance on a monthly or annual basis

• Denominated in Indian Rupees (INR)

• Exclude applicable taxes (GST, etc.) unless stated otherwise

• Non-refundable except as required by law

6.2 Payment Methods

We accept:

• Credit/debit cards

• Net banking

• UPI

• Other payment methods through our payment processors (Razorpay, PayU, Cashfree)

6.3 Billing and Invoicing

• GST will be charged as per applicable rates and regulations

• You must provide valid GSTIN for claiming input tax credit

• Payment is due within 7 days of invoice date

• All payments must be made in Indian Rupees

6.4 Late Payment

If payment is not received by the due date:

• Interest at 2% per month may be charged on overdue amounts

• Your access to the Services may be suspended after 7 days of non-payment

• Your account may be terminated after 30 days of non-payment

6.5 Refund Policy

• Trial Period: We may offer a free trial period (7-14 days) for new users with no refund for unused trial periods

• Monthly subscriptions: No refunds for partial months

• Annual subscriptions: Refunds may be provided on a pro-rata basis within 30 days of purchase

7. Client Obligations and Responsibilities

7.1 Compliance with Laws

You agree to:

• Comply with all Applicable Laws in your use of the Services

• Comply with TRAI regulations, DND registries, and anti-spam laws

• Ensure compliance with Digital Personal Data Protection Act, 2023 (DPDPA)

• Maintain proper records as required by tax and regulatory authorities

7.2 Acceptable Use

You agree to use the Services only for lawful business purposes. You will NOT:

• Send spam, unsolicited messages, or engage in mass messaging without consent

• Violate TRAI's Do Not Disturb (DND) regulations

• Use the Services for fraudulent, deceptive, or misleading activities

• Collect or store personal data without proper consent and legal basis

8. Data Protection and Privacy

8.1 Data Processing

We act as a Data Processor for Client Data under DPDPA 2023. You act as the Data Fiduciary responsible for obtaining user consents. We implement appropriate technical and organizational security measures including:

• Encryption in transit (SSL/TLS 256-bit) and at rest (AES-256)

• Role-based access controls and multi-factor authentication

• 24/7 security monitoring and incident response

8.2 Data Retention and Deletion

After account termination:

• We retain Client Data for 30 days after account termination

• Data is permanently deleted after 30 days, except financial records retained for 7 years as required by Indian tax laws

• You may request data export during the 30-day period

Our Privacy Policy, available at www.BizNavigo.in/privacy-policy, is incorporated into these Terms by reference.

9. Intellectual Property Rights

9.1 Our Intellectual Property

BizNavigo and its licensors retain all right, title, and interest in and to:

• The Services, Platform, and all software, code, and technology

• All trademarks, service marks, logos, and brand names

• All documentation, materials, and content we provide

9.2 Your Intellectual Property

You retain all right, title, and interest in and to your Client Data and your trademarks. By using the Services, you grant us a limited, non-exclusive, royalty-free license to process, store, and display Client Data as necessary to provide the Services.

10. Warranties and Disclaimers

10.1 Our Warranties

We warrant that we will provide the Services with reasonable care and skill, and that the Services will substantially conform to the documentation.

10.2 DISCLAIMERS

11. Limitation of Liability

12. Indemnification

You agree to indemnify, defend, and hold harmless BizNavigo from and against all claims, liabilities, damages, losses, costs, and expenses arising out of or related to:

• Your use or misuse of the Services

• Your violation of these Terms

• Your violation of any Applicable Law or third-party rights

• Your violation of TRAI DND regulations or anti-spam laws

13. Term and Termination

13.1 Termination by You

You may cancel your subscription at any time through your account settings. Cancellation takes effect at the end of your current Subscription Period. No refunds for the current billing cycle.

13.2 Termination by Us

We may immediately suspend or terminate your access if:

• Your account is 30 days or more past due

• We reasonably believe you are violating these Terms or Applicable Law

• You engage in fraudulent, abusive, or illegal activities

• You violate TRAI regulations or Third-Party Service policies

13.3 Effect of Termination

Upon termination:

• Your license to use the Services terminates immediately

• You have 30 days to export your Client Data

• All outstanding fees become immediately due and payable

14. Dispute Resolution

14.1 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of India.

14.2 Jurisdiction

The courts of Malappuram, Kerala, India shall have exclusive jurisdiction over any disputes arising out of or related to this Agreement.

14.3 Arbitration

Any dispute that cannot be resolved through good faith negotiations shall be resolved by binding arbitration under the Arbitration and Conciliation Act, 1996:

• Single arbitrator mutually agreed upon by the parties

• Seat of arbitration: Malappuram, Kerala, India

• Language: English

14.4 Class Action Waiver

YOU AND BizNavigo AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

15. Compliance and Regulatory

15.1 TRAI Regulations

• You will comply with TRAI's DND (Do Not Disturb) regulations

• You will not send promotional messages to DND-registered numbers

• You are solely responsible for TRAI compliance violations

15.2 GST Compliance

• You will provide valid GSTIN for tax purposes

• You are responsible for applicable GST filings

15.3 Data Protection

• You will comply with DPDPA 2023

• You will obtain proper consents for data collection

• You will honor data subject rights requests

16. General Provisions

16.1 Entire Agreement

This Agreement, together with the Privacy Policy, constitutes the entire agreement between you and BizNavigo regarding the Services.

16.2 Amendments

We may modify these Terms at any time. We will provide at least 30 days' notice for material changes. Continued use after the effective date constitutes acceptance.

16.3 Severability

If any provision is found invalid, the provision will be modified to the minimum extent necessary or severed, and the remaining provisions will remain in full force.

16.4 Force Majeure

Neither party shall be liable for failure or delay due to causes beyond its reasonable control, including acts of God, war, terrorism, government actions, cyber attacks, or failures of Third-Party Services.

17. Contact Information

For questions, concerns, or notices regarding these Terms: