Our Terms and Conditions

These Terms of Use (“Terms”) outline the conditions under which Convo Bot Private Limited, referred to as “chatbot.team”, “Us”, “We”, or “Our”, grants a subscriber, referred to as “You”, “Your”, or “Yourself”, the right to access and use Our Services.

By accessing and/or using Our Service:

You consent to be bound by these Terms and confirm that you have read the Our Privacy Policy located at https://www.chatbot.team/privacy-policy/.

You affirm that you are 18 years of age or older and have the legal capacity to enter into this agreement.

If you are agreeing to these Terms on behalf of an entity or company, you assert that you have the necessary authority to bind such entity or company to these Terms. You and chatbot.team will henceforth be collectively referred to as the “Parties,” and individually as a “Party.”

Definitions

1. Account:

 Refers to any accounts or instances created by You or on Your behalf for access and use of the Services.

2. API: 

Denotes the application programming interfaces developed, enabled by, or licensed to chatbot.team that enable specific functionalities provided by the Services.

3. Customer Data: 

Encompasses all electronic data, text, messages, personal data, or other materials, including, without limitation, Personal Data of Users and End Users, submitted to the Services by You through Your Account in connection with Your use of the Services.

4. Confidential Information: 

Encompasses all information disclosed by one Party to the other Party that is in tangible form and labeled as “confidential” (or with a similar legend), or which a reasonable person would understand to be confidential, considering the nature of the information and circumstances of disclosure. However, Confidential Information excludes information that: (a) was publicly known and made generally available in the public domain before disclosure; (b) becomes publicly known and made generally available after disclosure through no action or inaction of the receiving party; (c) is already in the possession of the receiving party at the time of disclosure; (d) is obtained by the receiving party from a third party without breaching that third party’s confidentiality obligations; (e) is independently developed by the receiving party without using or referencing the disclosing party’s Confidential Information; or (f) is required by law to be disclosed, provided that the receiving party gives the disclosing party prior written notice of such requirement to allow for seeking protective measures.

5. Documentation: 

Refers to any written or electronic documentation, images, video, text, or sounds specifying the functionalities of the Services provided or made available by chatbot.team to You or Your Users through the Services or otherwise.

6. End User:

 Denotes any person or entity other than You or Your Users with whom You interact using the Service(s).

7. Order Form:

Refers to any service order form specifying the Services provided, particular features, and functionalities in the Services that You wish to avail.

8. Personal Data:

Encompasses any information relating to an identified or identifiable natural person that is submitted by You to the Services as part of Customer Data.

9. Process:

Refers to any operation or set of operations performed on Personal Data, whether automated or not, including collection, recording, organization, structuring, storage, adaptation, alteration, retrieval, consultation, use, disclosure by transmission, dissemination, alignment, combination, restriction, erasure, or destruction.

10. Sensitive Personal Information:

Encompasses information related to an individual’s racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership, genetic data, biometric data for uniquely identifying a natural person, data concerning health, data concerning a natural person’s sex life or sexual orientation, information about criminal offenses or convictions, and any other information considered sensitive under applicable data protection laws.

11. Services:

Refers to the cloud-based proprietary collaborative customer onboarding platform of chatbot.team, including any new services introduced by chatbot.team as a Service, updates, modifications, or improvements thereto, collectively encompassing the API, Software, and any Documentation.

12. Software:

Denotes any software provided by chatbot.team (either by download or internet access) that enables You to use functionality in connection with the Service(s).

13. Subscription Charges:

Refers to all charges associated with Your Account and use of the Services.

14. Subscription Plan: 

Encompasses the pricing plan and any limitations for the Services that You have subscribed to.

15. Subscription Term:

Denotes the period during which You have agreed to subscribe to the Services as specified in the relevant Order Form or mentioned in a relevant Subscription Plan.

16. Third-Party Services:

Refers to third-party applications or services that integrate with the Services through APIs or are otherwise enabled through the Services.

17. User:

Denotes a designated user within the Services, including an Account administrator, employee, shareholder, auditor, lawyer, founder, and other designated users.

18. Website(s):

Encompasses the websites owned and operated by chatbot.team, including chatbot.team.

2. Your rights

Subject to Your adherence to these Terms and solely for the duration of the Subscription Term, You are granted a restricted, non-exclusive, revocable privilege to access and utilize the Services for your internal business needs in accordance with the Subscription Plan outlined in an Order Form.

3. Your Obligations

3.1. Your Account

Your ability to access and utilize the Service(s) is constrained by the designated number of individual Users stipulated in the pertinent Order Form agreed upon between You and chatbot.team. Each User will be distinguished by distinct login credentials, including usernames and passwords (“User Login”), and these User Logins shall be exclusive to individual users and not shared among multiple individuals.

3.2. Acceptable Use

You agree not to:

  • License, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time-share, or otherwise exploit the Services for the benefit of any third party, except for Users in support of your internal business purposes, as explicitly allowed by these Terms.
  • Modify, adapt, or attempt to compromise the Services or gain unauthorized access to the Services or associated systems or networks.
  • Utilize the Services for the processing of any Personal Data.
  • Violate any law or regulation, including, but not limited to, export control laws, privacy laws, or engage in any activity not reasonably intended by chatbot.team.
  • Employ the Services for storing or processing content that infringes upon intellectual property rights, is unlawful, racist, hateful, abusive, libelous, obscene, or discriminatory.
  • Engage in “crawling,” “scraping,” or “spidering” any page, data, or component related to the Services, whether through manual or automated means.
  • Your Account

4. Services

  • Any enhancements, new features, or updates (“Updates”) to the Services are also bound by these Terms, and chatbot.team retains the right to introduce Updates at any time.
  • The Services may experience temporary unavailability due to scheduled downtime for upgrades and maintenance. In such cases, chatbot.team will make commercially reasonable efforts to provide advance notice to You.
  • Notwithstanding any contrary provisions elsewhere, chatbot.team shall not be held responsible for Service unavailability resulting from circumstances beyond chatbot.team’s reasonable control. These circumstances may include, but are not limited to, acts of God, government actions, acts of terror or civil unrest, technical failures beyond chatbot.team’s reasonable control (including, but not limited to, internet access issues), or actions carried out by third parties, including distributed denial of service attacks.

5. Intellectual Property Rights

  • Except for the rights granted to You under clause 2, all rights, title, and interest in and to all intellectual property and/or proprietary rights, title, and interest in or related to the Services, including patents, inventions, copyrights, trademarks, domain names, trade secrets or know-how shall belong to and remain exclusively with chatbot.team.
  • You own the rights to the Customer Data that You provide to chatbot.team. chatbot.team does not claim ownership over such Customer Data. chatbot.team shall have a right and license to incorporate into the Services or otherwise use any suggestions, enhancement requests, recommendations, or other feedback it receives from You.
  • chatbot.team reserves its rights to re-use any and all techniques and know-how gathered by chatbot.team while providing the Services to You.
  • All rights not expressly provided to You herein are reserved.

6. Third-party services

By using Third-Party Services, you accept and consent to abide by the specific terms, conditions, and privacy policies of the respective third party. chatbot.team bears no responsibility for your activation, access, or usage of these Third-Party Services, nor for any handling of Customer Data by these third parties. For any problems related to the use of a Third-Party Service, please directly reach out to the provider of that service.

7. Charges and Payments

  • Subscription Fees: Payment for Subscription Fees, unless specified differently in an Order Form, is required in full at the month’s end as per clause 7.2, coinciding with your subscription to the Services. These fees will be listed either on Our Website(s) or in an Order Form.
  • Billing Authorization: By subscribing to the Services (including any renewals), you grant permission to chatbot.team or its designated agents to bill you. As detailed in an Order Form, unless stated otherwise, your payment is expected within thirty (30) days from the date of chatbot.team’s billing.
  • Consequences of Delayed or Unpaid Subscription Fees: If your payment for the Subscription Fees is not received by the due date for your Account, chatbot.team will inform you. Payment must be made within a maximum of ten (10) days following chatbot.team’s notification. Failure to pay within this timeframe allows chatbot.team, besides other legal remedies, to (i) apply a late payment interest of 1.5% per month; and/or (ii) suspend your access to the Services until payment is received; and/or (iii) terminate your Account.
  • Taxes on Subscription Fees: Unless stated otherwise, the Subscription Fees are exclusive of any taxes, levies, duties, or similar governmental charges, including but not limited to value-added, sales, use, or withholding taxes imposed by any local, state, provincial, or foreign authorities (“Taxes”).

8. Duration, Termination, Suspension

  • Duration of Subscription: The period of your subscription will be as defined in the applicable Order Form.
  • Your Right to Terminate: You can cancel your Account and subscription to the Services at any point, but you will still be responsible for all Subscription Charges for the entire Subscription Term. If you do not terminate your Account and subscription, your subscription will automatically renew for a term equal to the previous one at the current Subscription Charges set by chatbot.team.
  • Chatbot.team’s Right to Terminate or Suspend: Beyond suspension due to delayed or unpaid Subscription Charges, chatbot.team may, at its discretion, suspend or cancel your access to your Account or the Services for any breach of these Terms. chatbot.team will inform you of any violation and give you thirty (30) days to rectify or stop the offending actions (“Cure Period”). If you fail to rectify within the Cure Period, or if chatbot.team believes the breach is irreparable, your Account will be immediately terminated. Additionally, chatbot.team may terminate your Account at any time with written notice for business reasons, including if the Services are discontinued.
  • Termination Due to Financial Instability: Regardless of other provisions, either party may terminate these Terms with notice if the other party becomes insolvent, assigns assets for creditor benefit, undergoes voluntary or involuntary bankruptcy (not dismissed within sixty (60) days), or has a receiver or trustee appointed over most of its assets.
  • Consequences of Account Termination: After your Account is terminated, either by you or chatbot.team, you have thirty (30) days from the termination date to request reinstatement of your Account (“Data Retention Period”). After this period, chatbot.team may delete all Customer Data in its possession.

9. Confidentiality

Confidentiality Commitment: Both Parties are responsible for safeguarding the other’s Confidential Information against unauthorized use, access, or disclosure, in the same manner as each of the Parties protects its own Confidential Information, which shall be no less than reasonable. Unless explicitly allowed by these Terms, each Party may only use the other’s Confidential Information to fulfill their rights and obligations under these Terms. This information should only be revealed to those employees, representatives, and agents of each Party who need to know it for these purposes and are committed to keeping this information confidential and not misusing it. This subsection overrides any previous non-disclosure agreements between the Parties regarding the confidentiality of Confidential Information, rendering such agreements ineffective and non-applicable to Confidential Information from the point these Terms are adopted.

10. Data protection and privacy

  • You acknowledge and agree that chatbot.team, in delivering the Services, may Process Personal Data in line with these Terms and chatbot.team’s Privacy Policy.
  • Chatbot.team is permitted to Process Customer Data for the purposes of delivering, maintaining, and enhancing the Services, resolving technical issues, or in response to your support inquiries.
  • Chatbot.team is also authorized to conduct analytics on Customer Data to better the Services, support their functionality, and compile statistical reports and insights.
  • You are prohibited from providing (and must prevent others from providing) any Sensitive Personal Information to us for Processing.
  • We will ensure that any individual authorized by us to Process Customer Data adheres to the confidentiality obligations stipulated in these Terms.
  • You recognize and consent to our right to access or disclose information about you, your Account, and Users, including Customer Data, to (a) comply with legal obligations or respond to legal processes; or (b) protect the proprietary rights of our group companies or customers. Moreover, we may report any suspected fraudulent, abusive, or illegal activities by you to law enforcement agencies at our discretion.
  • We commit to implementing suitable technical and organizational safeguards for Customer Data, as mandated by relevant laws, ensuring a security level proportionate to the risks of Processing Customer Data.
  • In the event of any accidental or unlawful compromise of Customer Data, such as destruction, loss, alteration, unauthorized disclosure, or access, we will promptly inform you. We will also, at your cost, provide reasonable assistance in fulfilling your obligations under applicable data protection legislations.

11. Disclaimer of Warranties

The Services, encompassing all server and network elements, are offered without warranties of any kind, either express or implied, and are available “AS IS” and “AS AVAILABLE.” This includes the exclusion of any implied warranties of merchantability, suitability for a specific purpose, accuracy, or non-infringement.

You acknowledge that chatbot.team’s services operate over the internet and various telecommunications networks, which are not under chatbot.team’s control. This means factors like network reliability, internet connectivity, and telecommunication issues that might affect the service are beyond chatbot.team’s responsibility. Essentially, you are agreeing that you cannot hold chatbot.team responsible for these types of problems that may affect your use of their service.

12. Limitation of liabilities

Both parties, including their affiliates, officers, directors, employees, agents, suppliers, or licensors, are not liable for a wide range of indirect or unforeseen damages. These damages include, but are not limited to, lost profits, lost revenue, lost sales, lost goodwill, business impact, business interruption, lost anticipated savings, or lost business opportunities.

Also, the most that chatbot.team and its related parties can be held liable for any issues related to their services is limited. This limit is the total amount of subscription fees you paid for their services for only that month when this issue or event causing the liability occurred. This means if there’s a problem, the most you could seek in terms of compensation from chatbot.team and its associates is what subscription amount you’ve paid them in the month when the problem occurred.

13. Indemnification

  • Indemnification by You: It states that if the party referred to as “You” (likely the customer or another contracting party) is responsible for any actions or omissions that result in a third party making a legal claim against the other party, chatbot.team, “You” will be required to protect chatbot.team against that claim. chatbot.team must be promptly informed of the claim, and “You” will have control over the legal defense and settlement of the claim. chatbot.team is expected to cooperate with “You” in this process. However, if the claim arises due to chatbot.team’s gross negligence or willful misconduct, “You” won’t be held responsible for it.
  • Indemnification by Chatbot.team: Subject to the Customer’s compliance with this Agreement, chatbot.team will indemnify and hold the Customer harmless from any claim brought against the Customer by a third party alleging that the Services subscribed to infringe or misappropriate such third party’s valid patent, copyright, or trademark (an “IP Claim”). chatbot.team shall, at its own expense, defend such IP Claim and pay damages finally awarded against the Customer in connection therewith, including the reasonable fees and expenses of the attorneys, provided that (a) the Customer promptly notifies chatbot.team of the threat or notice of such IP Claim, (b) chatbot.team has or will have the sole and exclusive control and authority to select defense attorneys, defend and/or settle any such IP Claim, and (c) the Customer fully cooperates with chatbot.team in connection therewith. chatbot.team shall have no liability or obligation with respect to any IP Claim if such a claim is caused by (i) compliance with designs, data, instructions, or specifications provided by the Customer; (ii) modification of the Services by anyone other than chatbot.team; or (iii) the combination, operation, or use of the Services with other hardware or software where the Services would not, by themselves, be infringing. If the use of the Services by the Customer becomes, or in chatbot.team’s opinion is likely to become, the subject of any IP Claim, chatbot.team may, at its own option and expense, (a) obtain for the Customer the right to continue using the Services as set forth hereunder; (b) replace or modify the Services to make them non-infringing; or (c) if options (a) or (b) are not commercially and reasonably practicable as determined by chatbot.team, terminate the Customer’s subscription to the Services and reimburse the Customer, on a pro-rated basis, for any Subscription Charges previously paid to chatbot.team for the corresponding unused portion. This clause constitutes chatbot.team’s sole, exclusive, and entire liability to the Customer and represents the Customer’s sole remedy concerning an IP Claim arising from access to or use of the Services.

Miscellaneous

  • Assignment: chatbot.team has the right to assign any rights or obligations without the prior written consent of the other Party. However, You cannot assign any rights or obligations hereunder without obtaining the prior written consent of chatbot.team. These Terms are binding and apply to the benefit of both Parties and their respective successors and permitted assigns.
  • Entire Agreement: These Terms, along with any supplementary terms, constitute the complete agreement and supersede all previous agreements between You and chatbot.team regarding the subject matter herein. These Terms take precedence over any terms or conditions in any purchase order or other order documentation provided by You or any entity You represent (all such terms or conditions are deemed null and void). Unless expressly stated herein, there are no other agreements, representations, warranties, or commitments that either Party can rely upon concerning the subject matter herein. In the event of a conflict between these Terms and an Order Form, these Terms shall prevail. In case of a conflict between two Order Forms, the Order Form with the later date shall prevail.
  • Amendment: We reserve the right to make amendments to these Terms periodically, and the new Terms will replace previous versions. We will notify You of any significant revisions no less than ten (10) days before the effective date of any amendments to these Terms. Your continued use of the Services after the effective date of any such amendment will be considered as Your acceptance of the amendment. You can review the most current version of the Terms by visiting this page.
  • Severability; No Waiver: If a court of competent jurisdiction determines that any provision in these Terms is unenforceable, the court will modify the provision to the fullest extent allowed by applicable law to achieve the original intention of the provision. The remaining provisions of these Terms will remain in effect. chatbot.team’s failure to exercise any right under any provision of these Terms does not waive that right or the provision itself.
  • Relationship of the Parties: The Parties are independent contractors. These Terms do not establish a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the Parties.
  • Notices and Consent to Electronic Communications: chatbot.team may provide all notices to You under these Terms in writing through (i) a nationally recognized overnight delivery service (“Courier”) or to the contact mailing address You provided on any Order Form when subscribing to the Services, or (ii) electronic mail to the email address provided for Your Account. chatbot.team’s address for written notices through Courier is “Back Side BSNL Exchange, 3rd Floor, 407, Bhagwati Sadan, Old Delhi Road, Gurugram, Gurugram, Haryana, 122001”, with a CC to legal@chatbot.team for electronic mail. All notices will be considered delivered immediately upon electronic mail delivery or, if delivered by other means, upon receipt or, if earlier, two (2) business days after being sent via mail or Courier as allowed above.
  • Publicity Rights: You grant chatbot.team the right to identify You as chatbot.team’s customer on chatbot.team’s websites and marketing materials and to include Your use of the Services in case studies.
  • Governing Law and Dispute Resolution: This Agreement is governed by the laws of the State of Haryana, India, without considering its conflict of laws provisions. The civil courts of Gurugram, India, have exclusive jurisdiction over any and all disputes arising from this Agreement. Any disputes or differences related to these Terms shall first be resolved through mediation. If mediation fails, disputes shall be resolved through final and binding arbitration administered by the American Indian Association, following its commercial arbitration rules in force at that time. A sole arbitrator, mutually appointed by the Parties, will preside over the arbitration.

These Terms and Conditions were last modified on 18/01/2024.