Platform Terms of Service

These Platform Terms of Service (“Terms”) are a contract between ARTHIQ TECH PTE. LTD. (“Arthiq”, “we”, “us”) and the organisation that uses Arthiq Messaging (“Client”, “you”). Arthiq Messaging is our business messaging service built on the WhatsApp Business Platform (Cloud API), Instagram Messaging and the Messenger Platform (the “Meta Platforms”), on which Arthiq operates as a Meta Tech Provider.

You accept these Terms by signing an order form or written agreement that references them, by connecting a Meta asset to the Service, or by using the Service. If you accept on behalf of an organisation, you confirm you are authorised to bind it. These Terms are separate from the website Terms of Use, which govern the arthiq.co marketing site.

1. Definitions

Service

Arthiq Messaging, comprising our application, APIs, integrations and support, through which you send and receive messages on the Meta Platforms.

End Customer

A person who messages you, or whom you message, through the Meta Platforms.

Client Content

Messages, templates, media, contact lists and other material you or your users submit to, or transmit through, the Service.

Meta Terms

The Meta policies listed in section 4, as Meta amends them from time to time.

Order Form

A written order, statement of work or subscription confirmation between you and Arthiq referencing these Terms.

2. Order of precedence

In the event of conflict, the following order applies: (1) a signed Order Form or master agreement; (2) the data processing terms in section 10; (3) these Terms. Meta Terms prevail over all of the above to the extent Meta requires — nothing here purports to override them.

3. The Service

• We provide the Service on a non-exclusive, non-transferable, non-sublicensable basis for your internal business use, for the term of your Order Form.
• We connect your WhatsApp Business Account, Facebook Page and Instagram professional account to the Service using the permissions you grant through Meta. You keep ownership of those assets at all times. Where a WhatsApp Business Account is created through Embedded Signup, it belongs to your Meta Business Portfolio, not ours.
• We may change, improve or discontinue features. For a change that materially reduces core functionality, we give at least 30 days’ notice, unless the change is required by Meta, by law or for security — in which case we act as quickly as needed and tell you promptly.
• Beta or preview features are provided as-is, may be withdrawn without notice, and are excluded from any service level commitment.

4. Meta policies you must comply with

Because the Service runs on Meta’s infrastructure, Meta requires certain terms to flow down to you. You agree to comply with the following, as amended by Meta:

• Meta Platform Terms and Meta Developer Policies
• WhatsApp Business Terms of Service
• WhatsApp Business Messaging Policy
• WhatsApp Commerce Policy
• Meta Community Standards and, where you advertise, the Meta Advertising Standards
• Meta’s Instagram Platform and Messenger Platform policies, where you use those channels

Meta may change these at any time. Continuing to use the Service after a change means you accept it. If Meta suspends, restricts or terminates your access to a Meta Platform, or directs us to suspend you, we will act on that direction and are not liable for the consequences.

5. Your obligations

• Opt-in. You must obtain valid opt-in from an End Customer before sending them a proactive message, in the manner Meta requires — a clear statement of who is messaging and what they will receive, on the channel they will receive it. You must keep records evidencing that opt-in and produce them to us on request.
• Opt-out. You must honour a stop, block or unsubscribe request promptly and permanently. You must not import a contact back into the Service to defeat a suppression record.
• Accuracy. Your display name, business description and templates must accurately describe your business. You must not impersonate anyone.
• Notice to End Customers. You must maintain your own privacy policy that accurately describes how you handle End Customer data, including that you use a service provider to deliver messages.
• Lawfulness. You are responsible for complying with all laws applicable to your messaging, including consumer protection, marketing and telecommunications rules and data protection law in every jurisdiction you message into.
• Credentials. You are responsible for your users’ accounts and credentials, for enabling multi-factor authentication, and for telling us promptly at security@arthiq.co if you suspect compromise.

6. Acceptable use

You must not use the Service to:

• send unsolicited, bulk or unlawful messages, or messages of a category Meta prohibits;
• transmit content that is unlawful, defamatory, harassing, hateful, sexually explicit, or that depicts or promotes violence or self-harm;
• sell or promote goods and services prohibited by the WhatsApp Commerce Policy — including illegal or prescription drugs, tobacco and vaping products, weapons and ammunition, live animals, human body parts and fluids, adult products and services, real-money gambling where not permitted, unapproved supplements, and multi-level marketing;
• run phishing, fraud, scams, deceptive financial offers, or schemes that misrepresent who you are or what you are offering;
• infringe intellectual property or misuse another party’s brand, marks or content;
• reverse engineer, decompile, resell, sublicense or white-label the Service, or use it to build a competing service, except as expressly permitted in an Order Form;
• probe, scan, overload or circumvent the Service’s security, rate limits or access controls; or
• scrape, harvest or use End Customer data for a purpose the End Customer did not opt in to, including selling it, transferring it to a data broker, or making eligibility decisions about credit, insurance, housing, employment or education.

We may investigate suspected breaches and may remove or block content or messages that breach this section or that Meta requires us to block.

7. Fees, Meta charges and taxes

• Fees are set out in your Order Form and are payable in the currency stated there.
• Meta charges for messages separately. Meta’s messaging charges are set by Meta under its then-current pricing, vary by country and message category, and change without our involvement. Depending on your Order Form these are either billed to you by Meta directly or passed through by us at cost plus any stated handling fee. We do not control them and cannot guarantee them.
• Invoices are payable within 30 days unless the Order Form says otherwise. Overdue amounts may accrue interest at 1% per month or the maximum permitted by law, whichever is lower.
• Fees are exclusive of GST and other taxes, which you pay in addition. If you are required to withhold tax, you gross up so that we receive the full amount invoiced.
• We may increase fees on 60 days’ notice, effective at your next renewal term.

8. Availability and support

We aim for high availability but do not guarantee uninterrupted service unless a separate service level agreement is signed. Message delivery depends on Meta and on the recipient’s device and network: we cannot guarantee that a message will be delivered, that a template will be approved, that a quality rating will be maintained, or that a phone number will not be restricted by Meta. Planned maintenance is notified in advance where reasonably practicable. Support is provided on the channels and hours stated in your Order Form.

9. Intellectual property

• We own the Service and everything in it, including our software, interfaces, documentation and brand. Nothing here transfers that to you.
• You own Client Content. You grant us a non-exclusive, worldwide, royalty-free licence to host, process, transmit and display it solely to provide the Service and as permitted by the Platform Privacy Policy.
• You warrant that you have the rights to Client Content and that it does not infringe any third party’s rights.
• We may use aggregated, de-identified statistics about use of the Service to operate and improve it. Such data never identifies you, your End Customers, or the content of any message.

10. Data protection

• For End Customer data, you are the controller and we are the processor. We process it only on your documented instructions — the instructions being these Terms, your Order Form and your configuration of the Service — unless required otherwise by law, in which case we tell you first if permitted.
• For your account and administrator data, and for our own logs and security records, we are the controller.
• We impose confidentiality obligations on personnel with access to personal data, implement the security measures described in the Platform Privacy Policy, and assist you — taking account of the nature of processing — with data subject requests, security, breach notification and impact assessments.
• You authorise our use of sub-processors. We remain responsible for their performance, maintain a current list available on request, and give you notice before adding a sub-processor that processes End Customer data so you may object on reasonable data protection grounds; if we cannot resolve the objection, you may terminate the affected Service without penalty.
• International transfers are made under the safeguards described in the Platform Privacy Policy, including Standard Contractual Clauses where applicable.
• On request we make available information reasonably necessary to demonstrate compliance, and allow an audit no more than once in any 12 months (or where a supervisory authority requires) on 30 days’ notice, at your cost, subject to confidentiality.
• On termination, we delete or return End Customer personal data in accordance with section 14 and the retention table in the Platform Privacy Policy.
• Where a separate data processing agreement is signed between us, it prevails over this section.

11. Confidentiality

Each party will protect the other’s confidential information with at least reasonable care, use it only for the purposes of these Terms, and disclose it only to personnel and advisers who need it and are bound by equivalent obligations. This does not apply to information that is public through no breach, independently developed, or lawfully received from a third party, and does not prevent disclosure required by law — with notice to the other party where permitted.

12. Warranties and disclaimers

Each party warrants that it has the authority to enter into these Terms. We warrant that we will provide the Service with reasonable skill and care.

Otherwise, and to the fullest extent permitted by law, the Service is provided “as is” and “as available”, and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and any warranty as to uninterrupted or error-free operation. We are not responsible for the Meta Platforms, for Meta’s decisions about your account, templates, quality rating or messaging limits, or for any third-party service you connect.

13. Limitation of liability

Neither party is liable for indirect, incidental, special, punitive or consequential loss, or for loss of profit, revenue, anticipated savings, data, business or goodwill, however arising.

Each party’s total aggregate liability arising out of or in connection with these Terms is limited to the fees paid or payable by you to Arthiq under the relevant Order Form in the 12 months preceding the first event giving rise to the claim.

These limits do not apply to: your payment obligations; your indemnity in section 14; either party’s breach of confidentiality; or any liability that cannot be excluded or limited by law, including for fraud, fraudulent misrepresentation, death or personal injury caused by negligence.

14. Indemnity

You will defend and indemnify Arthiq against claims, losses, fines and reasonable costs arising from: (a) Client Content; (b) your messaging, including any claim that you messaged a person without valid opt-in or failed to honour an opt-out; (c) your breach of section 4, 5 or 6; or (d) your breach of applicable law. We will notify you promptly of any such claim, give you control of the defence (subject to our approval of any settlement affecting us), and reasonably cooperate at your expense.

15. Suspension and termination

• We may suspend the Service, in whole or in part, immediately where: Meta requires it; your use presents a security risk, breaches section 4, 5 or 6, or exposes us or Meta to legal liability; or fees are more than 30 days overdue. We will tell you and, where the cause is curable, restore service once it is cured.
• Either party may terminate for material breach not cured within 30 days of written notice, or immediately if the other becomes insolvent or enters liquidation.
• Either party may terminate for convenience at the end of the then-current term on 30 days’ written notice, unless the Order Form provides otherwise.
• We may terminate on 60 days’ notice if we cease offering the Service or lose the Meta permissions required to provide it, and will refund pre-paid fees for the unused period.
• On termination, your access ends, accrued fees fall due, and you may export your data for 30 days. After that we delete or anonymise it per the retention table in the Platform Privacy Policy. Disconnecting Arthiq from your Meta assets does not delete data Meta holds — see Data Deletion Instructions.
• Sections 9 to 14, and any term that by its nature should survive, survive termination.

16. Changes to these Terms

We may update these Terms. The current version is always at this URL with the effective date shown above. For material changes we give at least 30 days’ notice by email or in the application; if you object, you may terminate the affected Service before the change takes effect. Changes required by Meta or by law may take effect immediately.

17. General

• Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, excluding payment obligations.
• Assignment. Neither party may assign without the other’s consent, except to an affiliate or in connection with a merger or sale of substantially all assets.
• Notices. Legal notices to us go to legal@arthiq.co and to ARTHIQ TECH PTE. LTD., 68 Circular Road #02, Singapore 049422. Notices to you go to the contacts on your account.
• No partnership. Nothing creates a partnership, agency or joint venture.
• Third parties. No one other than the parties may enforce these Terms, except that Meta may enforce the flow-down obligations in section 4 to the extent Meta Terms require.
• Severability and waiver. If a provision is unenforceable, the rest continues. Failure to enforce a right is not a waiver of it.
• Entire agreement. These Terms, the Platform Privacy Policy and your Order Form are the entire agreement on this subject and supersede prior discussions.

18. Governing law and jurisdiction

These Terms are governed by the laws of Singapore, without regard to conflict of laws rules. The parties submit to the exclusive jurisdiction of the courts of Singapore. Nothing prevents either party from seeking injunctive relief in any competent court.

19. Contact

ARTHIQ TECH PTE. LTD. (UEN 202545750G), 68 Circular Road #02, Singapore 049422. Legal: legal@arthiq.co. Privacy: privacy@arthiq.co.