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Conditions d'utilisation

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These Terms of Service (the "Terms") are a binding agreement between Blaze Technologies Inc, a Delaware corporation with offices at 651 N Broad St., Ste 024, Middletown, DE 19709, USA ("Xelp", "we", "us") and the entity or person accessing or using the Service ("Customer", "you"). By registering for, accessing, or using the Service, you agree to these Terms. If you are entering into these Terms on behalf of a company, you represent that you have authority to bind that company.

These Terms incorporate by reference the Xelp Privacy Policy and the Xelp Data Processing Addendum (DPA), available on our Websites.

1. The Service

1.1 Description. Xelp is an omnichannel customer support and commerce SaaS platform that enables businesses to receive, manage, and respond to customer communications across supported channels — including WhatsApp (via the WhatsApp Business Platform / Cloud API), Instagram, Facebook Messenger, SMS, Email, Telegram, and TikTok — and, where enabled, to operate commerce workflows (catalogs, carts, orders, shipping, and tracking) (the "Commerce Module"). The Service includes our websites (xelp.io, xelp.shop), web platform, mobile application for agents, APIs, and related services.

1.2 Modifications. We may improve, modify, or discontinue features of the Service. We will provide reasonable notice of material adverse changes to paid features.

1.3 Beta and AI features. Certain features (including AI-assisted reply suggestions, drafting, summarization, and automation) may be offered on a beta or as-available basis. AI-generated output may be inaccurate or incomplete; you are responsible for reviewing AI-assisted content before relying on it or sending it to End Users, and for complying with any laws requiring disclosure of automated communications.

2. Eligibility and Accounts

2.1 Eligibility. The Service is intended for business use. You must be at least 16 years old to use the Service. You may not use the Service if you are barred from doing so under applicable law or under the policies of any connected platform (including Meta).

2.2 Registration. You must provide accurate, complete, and current registration information, including your business details, and keep it updated. You are responsible for maintaining the confidentiality of your credentials and for all activity under your account, including activity of your Agents.

2.3 Agents. You may authorize Agents to use the Service (including the mobile app) under your account. You are responsible for your Agents' compliance with these Terms.

3. Third-Party Platforms and Channel Requirements

3.1 Platform terms. The Service depends on third-party messaging platforms and services. By connecting a channel, you agree to comply with the applicable platform's terms and policies, including without limitation:

  • WhatsApp: WhatsApp Business Terms of Service, WhatsApp Business Messaging Policy, and WhatsApp Commerce Policy;
  • Meta (Facebook Messenger, Instagram, Facebook Login): Meta Platform Terms, Developer Policies, and community standards;
  • Telegram, TikTok, SMS and email providers: their respective terms, policies, and applicable telecommunications and anti-spam regulations.

3.2 Platform changes. Third-party platforms may change or discontinue their APIs, pricing, or policies, or suspend your accounts or assets (e.g., your WhatsApp Business Account), at any time. Xelp is not responsible for actions taken by third-party platforms, including message delivery failures, quality-rating restrictions, or account suspensions imposed by those platforms.

3.3 Platform fees. Fees charged by third-party platforms (including WhatsApp conversation-based pricing) are your responsibility, whether billed by the platform directly or passed through by Xelp as described at checkout or in your plan.

4. Customer Obligations and Acceptable Use

4.1 Lawful use. You will use the Service in compliance with all applicable laws, including data protection, consumer protection, telemarketing, and anti-spam laws in every jurisdiction where you message End Users.

4.2 Consent and opt-ins. You are solely responsible for obtaining and documenting all legally required consents and opt-ins from End Users before messaging them, honoring opt-outs promptly, and providing all required notices (including regarding automated or AI-assisted messaging).

4.3 Prohibited conduct. You will not, and will not permit anyone to:

  • send spam, unsolicited bulk messages, or messages to individuals who have not opted in;
  • use the Service for unlawful, deceptive, fraudulent, harassing, or abusive purposes;
  • sell or promote goods or services prohibited by applicable law or by the policies of connected platforms (e.g., items restricted under the WhatsApp Commerce Policy);
  • upload or transmit malware or attempt to probe, breach, or circumvent security measures;
  • infringe intellectual property, privacy, or other rights of any person;
  • resell, sublicense, or provide the Service to third parties except as expressly permitted;
  • reverse engineer, decompile, or copy the Service, or access it to build a competing product;
  • exceed usage limits, circumvent metering, or interfere with the integrity or performance of the Service;
  • submit sensitive personal data (e.g., health, biometric, or government ID data) except as expressly agreed in writing.

4.4 Suspension. We may suspend or restrict your access (in whole or in part) immediately if: (a) your use poses a security risk or threatens the Service or others; (b) your use violates these Terms, applicable law, or platform policies; (c) required by a third-party platform or legal authority; or (d) amounts owed are overdue. Where practicable, we will provide notice and an opportunity to cure.

5. Commerce Module

5.1 If you use the Commerce Module, you are the seller of record for all products and services you offer. Xelp is not a party to any transaction between you and your End Users and has no responsibility for your products, pricing, taxes on your sales, fulfilment, shipping, returns, refunds, or customer disputes.

5.2 You are responsible for the accuracy of your catalogs, order information, and shipping data, and for complying with e-commerce, consumer protection, and tax laws applicable to your sales.

6. Fees, Billing, and Taxes

6.1 Fees. You agree to pay the fees for your selected plan and any usage-based charges, as presented at purchase or in an order form. Except as expressly stated, fees are non-refundable.

6.2 Billing. Payments are processed by Stripe. By providing a payment method, you authorize us (via Stripe) to charge all applicable fees. Subscriptions renew automatically at the end of each billing cycle unless cancelled before renewal through your account settings.

6.3 Changes. We may change fees with at least 30 days' notice; changes apply from your next billing cycle.

6.4 Taxes. Fees are exclusive of taxes. You are responsible for all applicable taxes, duties, and levies (excluding taxes on Xelp's income).

6.5 Late payment. Overdue amounts may result in suspension of the Service after notice.

7. Customer Data

7.1 Ownership. As between the parties, you own all data, content, contacts, conversations, and commerce data you or your End Users submit to the Service ("Customer Data").

7.2 License to Xelp. You grant Xelp a worldwide, non-exclusive license to host, process, transmit, display, and otherwise use Customer Data solely to provide, secure, support, and improve the Service, in accordance with these Terms, the DPA, and the Privacy Policy.

7.3 Data protection. The parties will comply with the DPA with respect to personal data within Customer Data. You represent that you have all rights, consents, and legal bases necessary to submit Customer Data to the Service and to instruct its processing as contemplated by these Terms.

7.4 Aggregated data. Xelp may use aggregated and/or de-identified data that does not identify you or any individual for analytics, benchmarking, and service improvement.

7.5 Export and deletion. You may export Customer Data using the Service's export features at any time during your subscription. Upon account termination or deletion, Customer Data is permanently deleted as described in the Privacy Policy and DPA. Accounts inactive for an extended period may be deleted after warning notice and at least 90 days of continued inactivity.

8. Intellectual Property

8.1 Xelp and its licensors own all rights, title, and interest in and to the Service, including all software, technology, designs, and trademarks. No rights are granted except as expressly set out in these Terms.

8.2 Feedback. If you provide feedback or suggestions, we may use them without restriction or obligation to you.

9. Confidentiality

Each party will protect the other party's non-public information disclosed in connection with the Service ("Confidential Information") using at least reasonable care, use it only to perform under these Terms, and not disclose it to third parties except to employees, advisors, and contractors under confidentiality obligations, or as required by law (with notice to the other party where legally permitted).

10. Term and Termination

10.1 Term. These Terms apply from your first use of the Service and continue until terminated.

10.2 Termination by you. You may cancel your subscription and/or delete your account at any time through the Service or by contacting us. Cancellation takes effect at the end of the current billing cycle unless otherwise stated.

10.3 Termination by Xelp. We may terminate these Terms: (a) for material breach not cured within 15 days of notice; (b) immediately for breaches of Sections 3 or 4, unlawful use, or where required by a platform or legal authority; or (c) for convenience with 30 days' notice and a pro-rata refund of prepaid, unused fees.

10.4 Effect. Upon termination, your right to use the Service ceases, outstanding fees become due, and Customer Data is handled as described in Section 7.5. Sections that by their nature should survive (including 4, 5, 6, 7.4, 8, 9, 11, 12, 13, and 14) survive termination.

11. Warranties and Disclaimers

11.1 Each party represents that it has the authority to enter into these Terms.

11.2 EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, XELP DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND UNINTERRUPTED OR ERROR-FREE OPERATION. XELP DOES NOT WARRANT MESSAGE DELIVERY, PLATFORM AVAILABILITY, OR OUTCOMES OF AI-ASSISTED FEATURES, AND IS NOT RESPONSIBLE FOR THIRD-PARTY PLATFORMS OR SERVICES.

12. Limitation of Liability

12.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, OR GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY.

12.2 TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY THE CUSTOMER TO XELP IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

12.3 The exclusions above do not apply to: (a) your payment obligations; (b) your indemnification obligations; (c) either party's gross negligence or willful misconduct; or (d) liability that cannot be limited under applicable law.

13. Indemnification

You will defend, indemnify, and hold harmless Xelp and its officers, directors, employees, and agents from and against any claims, damages, fines, penalties, and costs (including reasonable legal fees) arising out of or related to: (a) Customer Data; (b) your products, services, or transactions with End Users; (c) your breach of these Terms, applicable law, or third-party platform policies (including messaging without required consent); or (d) your violation of any third party's rights.

14. Governing Law and Disputes

14.1 These Terms are governed by the laws of the State of Delaware, USA, without regard to conflict-of-laws principles. The parties will first attempt in good faith to resolve any dispute informally by contacting legal@xelp.io or the other party.

14.2 Subject to Section 14.1, disputes will be subject to the exclusive jurisdiction of the state and federal courts located in Delaware, USA, and each party consents to personal jurisdiction there. Nothing in this Section limits mandatory consumer or data protection rights available to you under the laws of your country of residence.

15. General

15.1 Changes to these Terms. We may update these Terms from time to time. We will post the updated Terms on our Websites and, for material changes, provide notice via the Service or email at least 15 days before they take effect. Continued use after the effective date constitutes acceptance.

15.2 Notices. We may provide notices via the Service, email to your registered address, or our Websites. Legal notices to Xelp should be sent to Blaze Technologies Inc, 651 N Broad St., Ste 024, Middletown, DE 19709, USA, or privacy@xelp.io.

15.3 Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

15.4 Force majeure. Neither party is liable for delays or failures due to causes beyond its reasonable control.

15.5 Severability; waiver. If any provision is unenforceable, the remainder remains in effect. Failure to enforce a provision is not a waiver.

15.6 Entire agreement. These Terms, together with the Privacy Policy, the DPA, and any order forms, constitute the entire agreement between the parties regarding the Service and supersede all prior agreements on that subject.

16. Contact

Blaze Technologies Inc 651 N Broad St., Ste 024, Middletown, DE 19709, USA Email: privacy@xelp.io Data Protection Officer: Renuka Vivek — renuka@xelp.io