Terms of Service

These Terms of Service (“Terms”) are a legally binding agreement between you (“Customer,” “you,” or “your”) and Ominiflow Enterprises (“Ominiflow,” “we,” “us,” or “our”), located at 18 Tarani Colony, Dewas, Madhya Pradesh 455001, India.

By accessing or using the Ominiflow website, apps, APIs, WhatsApp Cloud API platform, Google Workspace add-on, or related services (collectively, the “Service”), you agree to these Terms. If you use the Service on behalf of a company, you represent that you have authority to bind that company, and “you” includes that company.

Related policies form part of these Terms by reference: our Privacy Policy, Acceptable Use Policy, Refund Policy, Cookie Policy, Security Policy, and (where applicable) Data Processing Agreement.

• “Meta” means Meta Platforms, Inc. and its affiliates, including WhatsApp.
• “WABA” means a WhatsApp Business Account connected through the Service.
• “Customer Content” means messages, templates, media, contacts, CRM data, and other materials you submit to or transmit through the Service.
• “End Users” means your customers, leads, or other individuals you message or interact with via the Service.
• “Meta Fees” means conversation charges, template fees, and other usage fees charged by Meta for WhatsApp messaging.

You must be at least 18 years old and able to form a binding contract under applicable law. The Service is intended for business use, not personal consumer messaging as an end-user product.

You agree to provide accurate registration information and keep it current. You are responsible for all activity under your account and for safeguarding credentials, API keys, and access tokens. Notify us promptly of any unauthorized use.

Account deletion requests are handled as described in our Account Deletion policy.

Subject to these Terms and timely payment of fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your internal business purposes during your subscription term.

You may not: (a) reverse engineer, decompile, or attempt to extract source code except where prohibited by law; (b) resell, rent, or provide the Service as a competing BSP without our written consent; (c) circumvent rate limits, security, or billing; or (d) use the Service to build a substantially similar product.

If you install or use the Ominiflow WhatsApp Automation application on Google Workspace Marketplace, these Terms apply together with Google’s terms for Google Workspace, Google APIs, and the Marketplace. Google Workspace data remains under Google’s control and your Google account settings; we process such data only to provide features you enable.

You retain ownership of Customer Content. You grant Ominiflow a worldwide, non-exclusive license to host, process, transmit, and display Customer Content solely to provide, secure, and improve the Service and as required by law or Meta.

You are the “sender” of all messages. You are solely responsible for Customer Content and for obtaining and documenting all required consents from End Users before sending messages, including under the U.S. Telephone Consumer Protection Act (TCPA), state telemarketing laws, CAN-SPAM (where applicable), and Meta’s WhatsApp Business Policy and Commerce Policy.

• Do not message purchased, rented, scraped, or non-opted-in phone lists.
• Honor opt-outs and WhatsApp “stop” / blocking requests promptly.
• Do not send spam, phishing, deceptive, illegal, or prohibited category content.
• Comply with template approval rules, quality ratings, and messaging limits set by Meta.

Ominiflow does not control Meta’s approval, delivery, quality scoring, or WABA enforcement. Meta may limit, suspend, or ban your WABA. We are not liable for Meta actions, delivery failures, or bans caused by your content or compliance failures.

You must comply with our Acceptable Use Policy. We may suspend or terminate access for violations, suspected abuse, legal risk, or to protect the Service, other customers, or End Users.

Subscription fees are billed in advance on a monthly or annual basis (or as stated at checkout). Prices may change with at least 30 days’ prior notice for the next renewal period.

Unless cancelled before the renewal date, paid subscriptions auto-renew for the same term at then-current rates. You authorize us (and our payment processors) to charge your payment method for renewals and outstanding balances.

Meta Fees and other usage-based charges are pass-through costs billed to you based on Meta’s pricing and your actual usage. Consumed Meta Fees are non-refundable. Currency conversion, payment-processor fees, and chargebacks may apply.

Fees exclude applicable taxes. You are responsible for sales, use, VAT/GST, and similar taxes (other than taxes on our net income). Where required, we may collect tax and remit it.

Refunds and the 30-day money-back guarantee (where offered) are governed by our Refund Policy. Except as stated in that policy or required by law, fees are non-refundable.

You may cancel auto-renewal at any time from your account settings or by contacting support; cancellation stops future renewals but does not entitle you to a prorated refund unless the Refund Policy says otherwise. No refund is due if your account or WABA is suspended or banned due to your breach of these Terms, the AUP, or Meta policies.

We strive for high availability (including a target of 99.9% uptime where stated on a plan or status page) but do not guarantee uninterrupted or error-free Service. Scheduled maintenance will be communicated when reasonably practicable via status page or email.

Beta, preview, or free features are provided “as is,” may change or be discontinued at any time, and carry no SLA or uptime commitment.

WhatsApp throughput limits, template pauses, and Meta infrastructure delays are outside our control. We are not liable for delays caused by those limits.

The Service integrates with third parties (including Meta/WhatsApp, Google, payment processors, Shopify, HubSpot, Zapier, and similar tools). Your use of third-party services is subject to their terms. We are not responsible for third-party performance, outages, data practices, or policy changes.

Our collection and use of personal information is described in our Privacy Policy (including California/CCPA disclosures where applicable). For business customer personal data we process on your behalf, a DPA is available on request.

You represent that you have a lawful basis to provide End User data to us and to instruct us to process it for messaging and related features.

The Service, including software, UI, documentation, logos, and trademarks, is owned by Ominiflow and its licensors. No rights are granted except as expressly stated in these Terms. WhatsApp and Meta are trademarks of Meta Platforms, Inc.; Ominiflow is not affiliated with or endorsed by Meta.

Feedback you provide may be used by us without restriction or compensation to you.

Each party agrees to protect the other’s non-public business, technical, and account information with reasonable care and to use it only to perform under these Terms. Confidentiality does not apply to information that is public, independently developed, or rightfully received from a third party without duty of confidentiality. Either party may disclose information if required by law, with reasonable notice where legally permitted.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” OMINIFLOW DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, OR THAT MESSAGES WILL BE DELIVERED OR APPROVED BY META.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OMINIFLOW AND ITS DIRECTORS, EMPLOYEES, AGENTS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY FOR ALL CLAIMS IN ANY 12-MONTH PERIOD WILL NOT EXCEED THE AMOUNTS YOU PAID TO OMINIFLOW FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY (EXCLUDING META PASS-THROUGH FEES). THE FOREGOING LIMITATIONS APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND FORM AN ESSENTIAL BASIS OF THE BARGAIN.

You will defend, indemnify, and hold harmless Ominiflow and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) Customer Content or your messaging; (b) your breach of these Terms or the AUP; (c) alleged TCPA, telemarketing, privacy, or Meta policy violations; (d) your End Users’ claims; or (e) your use of third-party services in connection with the Service.

We may suspend or terminate your access immediately if you breach these Terms, fail to pay fees, create risk to the Service or others, or if required by law or Meta. You may stop using the Service and cancel as described in Section 09.

Upon termination, your license ends. We may delete or disable access to Customer Content after a commercially reasonable period, subject to legal retention needs and our Account Deletion policy. Sections that by nature should survive (including fees owed, IP, disclaimers, liability limits, indemnity, and dispute terms) will survive.

You may not use the Service in violation of U.S. export control or sanctions laws (including OFAC), or the export/sanctions laws of other applicable jurisdictions. You represent that you are not located in a comprehensively sanctioned country and are not a denied or restricted party.

Neither party is liable for delay or failure to perform due to events beyond reasonable control, including natural disasters, war, terrorism, labor disputes, internet or utility failures, government action, or Meta / third-party platform outages (excluding payment obligations).

Informal resolution first: before filing a claim, you agree to contact us at legal@ominiflow.com and attempt to resolve the dispute informally for 30 days.

Binding arbitration: Except for small-claims court actions and claims for injunctive relief to protect IP or unauthorized access, any dispute arising out of or relating to these Terms or the Service will be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration may be conducted by video or in Wilmington, Delaware, unless you and we agree otherwise. Judgment on the award may be entered in any court of competent jurisdiction.

Class action waiver: YOU AND OMINIFLOW AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. If this waiver is found unenforceable as to a particular claim, that claim must proceed in court and not in arbitration.

Jury trial waiver: To the extent a dispute proceeds in court, each party waives any right to a jury trial.

These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict-of-law rules. Subject to the arbitration section, exclusive venue for permitted court actions lies in the state or federal courts located in Wilmington, Delaware, and you consent to personal jurisdiction there. Mandatory consumer protections in your place of residence that cannot be waived by contract remain unaffected.

You consent to receive agreements, notices, and disclosures electronically (email, in-app, or website posting). Notices to you may be sent to the email on your account. Notices to us should be sent to legal@ominiflow.com, with a copy to the company address listed above.

We may identify you as a customer and use your name and logo in customer lists and marketing materials, unless you email legal@ominiflow.com to opt out. We will not imply endorsement beyond the fact that you use the Service.

We may update these Terms from time to time. For material changes, we will provide at least 30 days’ notice by email or in-product notice before the changes take effect, unless a shorter period is required for legal or security reasons. Continued use after the effective date constitutes acceptance. If you do not agree, you must stop using the Service and cancel before the effective date.

• Entire agreement: These Terms and incorporated policies are the entire agreement and supersede prior agreements on the subject.
• Severability: If any provision is unenforceable, it will be modified to the minimum extent necessary; the rest remains in effect.
• Waiver: Failure to enforce a provision is not a waiver.
• Assignment: You may not assign these Terms without our prior written consent. We may assign them in connection with a merger, acquisition, or sale of assets.
• No third-party beneficiaries: Except as stated for indemnified parties, these Terms create no third-party beneficiary rights.
• Relationship: The parties are independent contractors; these Terms do not create a partnership, joint venture, or employment relationship.
• Order of precedence: If these Terms conflict with an order form or signed enterprise agreement, the signed agreement controls for that customer.

Questions about these Terms: Send us an email. Support: Send us an email. Mailing address: 18 Tarani Colony, Dewas, Madhya Pradesh 455001, India.