Subscription Contract for Wetarseel

These Subscription Terms and Conditions (“Terms”) govern access to and use of the software and services (collectively, the “Service”) provided by WeTarseel.

In these Terms, “WeTarseel”, “we”, “us”, and “our” refer to the service provider. “Subscriber”, “you”, and “your” refer to the entity using the Service.

The Subscriber acknowledges and agrees to be bound by:

• WeTarseel Terms and Conditions
• WhatsApp Business Terms
• Meta Terms of Service
• Meta Community Standards
• Meta Commerce Policies
• Meta Platform Terms

as amended from time to time. The above policies are available on the official WhatsApp and Meta websites and may be updated from time to time.

1. Acceptance of Terms

By accessing, subscribing to, or using the Service, the Subscriber agrees to be bound by these Terms and Conditions, together with all applicable third-party platform terms, policies, standards, and guidelines that govern the use of the Service and its integrations.

The Subscriber expressly acknowledges and agrees that use of the Service includes the use of services, APIs, messaging channels, and infrastructure provided by Meta Platforms, Inc. and its affiliates, including but not limited to WhatsApp, Facebook, and Instagram.

Accordingly, the Subscriber further agrees to be bound by, and comply with, the following third-party terms and policies, as amended, replaced, or updated from time to time:

WhatsApp Business Terms:
https://www.whatsapp.com/legal/business-terms/

Meta Terms of Service:
https://www.facebook.com/terms/

Meta Community Standards:
https://transparency.meta.com/policies/community-standards/

Meta Commerce Policies:
https://www.facebook.com/policies_center/commerce/

Meta Platform Terms:
https://developers.facebook.com/terms/

The Subscriber acknowledges that acceptance of these Terms shall constitute deemed acceptance of all the above Meta and WhatsApp terms, policies, and standards, and the Subscriber shall remain solely responsible for ensuring continued compliance with the same.

If the Subscriber does not agree to these Terms or any applicable Meta / WhatsApp policies, the Service must not be used.

2. Subscription and Access

2.1 WeTarseel grants the Subscriber a non‑exclusive, non‑transferable license to access and use the Service in accordance with the selected subscription plan.
2.2 The Service is for internal business use only and may not be transferred, resold, or shared without prior written consent from WeTarseel.
2.3 The Service includes integrations with:

• WhatsApp Business API
• Facebook Messenger API
• Instagram Messaging API

2.4 The Subscriber is solely responsible for maintaining the confidentiality and security of its account credentials and for all activities conducted under its account. Any actions performed through the Subscriber’s account shall be deemed to have been authorized by the Subscriber.

The Subscriber agrees to immediately notify WeTarseel of any unauthorized access or security breach.

3. Fees and Payment

3.1 Subscription fees are payable in advance and are non‑refundable, unless expressly stated otherwise.
3.2 Monthly subscription fees must be paid on or before the first day of each month via account transfer.
3.3 Failure to make timely payment may result in suspension or termination of access to the Service.
3.4 Restoration of Services may be subject to full settlement of outstanding dues along with any applicable reconnection or administrative fees.
3.5 All fees, charges, and prices stated under these Terms or any applicable subscription plan are exclusive of all applicable taxes, duties, levies, or governmental charges, including but not limited to sales tax, value-added tax (VAT), withholding tax, or similar taxes.
3.6 The Subscriber shall be solely responsible for the payment of all such taxes, except for taxes imposed on WeTarseel’s income. Where applicable, WeTarseel reserves the right to charge and collect such taxes in addition to the stated fees.

4. Refund Policy

4.1 General Policy

All payments made to WeTarseel are non‑refundable unless expressly approved in writing by WeTarseel. Submission of a refund request does not guarantee approval.

4.2 Refund Requests

Refund requests may be submitted by emailing [email protected] and must include:

• Account information
• Payment reference
• Reason for the request
• Supporting documentation (if applicable)

All requests are reviewed at WeTarseel’s sole discretion.

4.3 Approval and Processing

If approved, refunds will be processed within a minimum of fifteen (15) working days from the date of written approval.

Refunds will be processed through:

• Original mode of payment, or
• Service credits, or
• Subscription extension

As determined solely by WeTarseel.

Approved refunds may be provided in one of the following forms:

• Monetary refund
• Service credits
• Extension of subscription through additional service days

For clarity:

Refund does not necessarily imply monetary reimbursement and may be fulfilled through service extensions or credits of equivalent value.

WeTarseel reserves the right to determine the most appropriate refund method based on the nature of the request.

Service credits or subscription extensions may be considered the preferred refund method unless otherwise approved.

4.4 Non‑Refundable Charges

The following are strictly non‑refundable under all circumstances:

• One‑time setup or onboarding fees
• Initial configuration fees
• Development fees
• Customization charges
• Integration fees
• Third‑party costs incurred on behalf of the Subscriber
• Any other one‑time professional service charges
• Meta onboarding or verification related costs
• Technical consulting services

4.5 Early Termination

If the Subscriber terminates the Service before the end of the subscription term, no refunds will be issued for any unused portion.

4.6 Time Limitation

Refund requests must be submitted within seven (7) days of the relevant payment date.

4.7 Deductions

Approved refunds may be subject to deductions for:

• Payment gateway charges
• Transaction processing fees
• Currency conversion costs
• Banking charges
• Administrative costs
• Applicable taxes

4.8 Chargebacks

Initiating a chargeback without first contacting WeTarseel constitutes a breach of these Terms. WeTarseel reserves the right to suspend services and recover associated costs.

4.9 No Refund for Breach or Suspension

No refunds will be provided where services are suspended or terminated due to:

• Breach of these Terms
• Violation of Meta Platform Policies
• Non‑compliance with applicable laws
• Misuse of the Service
• Security violations
• Payment default

4.10 Third‑Party Platform Limitations

Refunds will not be issued due to disruptions, suspensions, or policy changes imposed by Meta, WhatsApp, Facebook, Instagram, or other third‑party providers.

5. Term and Renewal

• The initial subscription term begins upon registration and payment and continues for the selected duration.
• Subscriptions automatically renew unless written notice of non‑renewal is provided at least 30 days prior to the end of the current term.
• Early termination does not entitle the Subscriber to any refund.
• The Subscriber acknowledges that access to and use of the Service is dependent on the Subscriber maintaining an active, compliant, and approved account with Meta and its affiliated platforms (including WhatsApp, Facebook, and Instagram).
• If the Service is unavailable, delayed, restricted, or cannot be fully utilized due to:
• suspension, restriction, review, or disablement of the Subscriber’s Meta account;
• failure by the Subscriber to complete Meta verification, compliance, or policy requirements; or
• actions, investigations, or decisions taken by Meta or its affiliates,

Such unavailability shall not be considered a failure of the Service, shall not constitute downtime, and shall not entitle the Subscriber to refunds, service credits, or SLA remedies.

6. Termination

6.1 Either party may terminate the subscription by providing at least thirty (30) days’ written notice prior to the end of the current subscription term. Termination during an active subscription period shall not entitle the Subscriber to any refund.
6.2 WeTarseel may suspend or terminate access immediately for material breach.
6.3 Upon termination, access ceases and all unused fees are non‑refundable.

7. Data Privacy and Security

• Client owns all data uploaded and generated via the Service. Wetarseel will store and process data securely and only for service-related purposes. Backups performed regularly; data accessible for export if requested within 15 days post-termination.
• Wetarseel implements reasonable security measures to protect the Subscriber’s data within the Service.
• The Subscriber retains ownership of all data uploaded to the Service. Wetarseel will only access or use the Subscriber’s data as necessary to provide the Service.
• Wetarseel is compliant with Meta data sharing policies
• All data remains your exclusive property and no intellectual rights are transferred & other industry standard security measures (ex-encryption, access controls regular audits) to prevent breaches.

8. Meta Platform Compliance

The Subscriber acknowledges that the Service operates through and depends upon third-party platforms and services provided by Meta Platforms, Inc. and its affiliates, including WhatsApp, Facebook, and Instagram.

The Subscriber expressly agrees that continued use of the Service is conditional upon compliance with all applicable Meta policies, terms, platform rules, and messaging standards, including those referenced in Section 1.

Any suspension, restriction, disablement, or enforcement action taken by Meta, WhatsApp, Facebook, or Instagram due to the Subscriber’s conduct, business model, content, messaging activity, or policy violations shall be the sole responsibility of the Subscriber.

Such action shall not constitute a failure, breach, or downtime of the Service by WeTarseel and shall not give rise to any refund, service credit, damages, or SLA claim.

By using Meta integrations, the Subscriber agrees to:

• Comply with Meta Platform Terms, Developer Policies, and Community Standards
• Obtain proper user consent
• Use messaging only for legitimate business purposes
• Respect user privacy
• Avoid spam, harassment, or prohibited activities

9. Confidentiality

Both parties agree to maintain the confidentiality of proprietary information. This obligation survives termination of the subscription.

10. Limitation of Liability

10.1 WeTarseel is not liable for indirect, incidental, special, or consequential damages.
10.2 Total liability shall not exceed the amount paid by the Subscriber in the month preceding the claim.
10.3 WeTarseel is not responsible for disruptions caused by third‑party platforms or services.

11. Indemnification

The Subscriber agrees to indemnify, defend, and hold harmless WeTarseel, its directors, officers, employees, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:

(a) the Subscriber’s use or misuse of the Service;
(b) violation of these Terms;
(c) violation of applicable laws or regulations;
(d) breach of third-party rights, including privacy or intellectual property rights;
(e) any content, messages, or data transmitted by the Subscriber using the Service; or
(f) violation of Meta Platform policies or messaging regulations.

This obligation shall survive termination or expiration of the Agreement.

12. Compliance and Acceptable Use

The Subscriber shall:

• Comply with all applicable laws
• Not transmit prohibited or unlawful content
• Obtain proper consent from end users before messaging

13. Governing Law

These Terms are governed by the laws of the United Arab Emirates.

14. Dispute Resolution

Any dispute, claim, or controversy arising out of or in connection with these Terms shall be resolved through amicable negotiations between the parties.

If the dispute is not resolved within thirty (30) days, it shall be referred to and finally resolved by arbitration in accordance with the applicable laws of the United Arab Emirates. The seat of arbitration shall be Dubai, and proceedings shall be conducted in English.

The decision of the arbitrator shall be final and binding on both parties.

15. Prohibited Organizations and Use

Use of the Service is prohibited for:

• Terrorist or organized criminal activity
• Illegal goods or services
• Gambling, payday loans, MLM schemes, or adult products
• Discriminatory content
• Spam or unsolicited messaging
• Violations of Meta policies

16. Proprietary Rights

16.1 All rights, title, and interest in the Service remain with WeTarseel.
16.2 All intellectual property related to the Service remains the property of WeTarseel.
16.3 The Subscriber grants WeTarseel a limited, non-exclusive right to use the Subscriber’s name and logo for marketing and promotional purposes.

17. Miscellaneous

• Entire Agreement: This Contract supersedes all prior agreements.
• Amendments: WeTarseel may modify these Terms at any time.
• Severability: Invalid provisions do not affect enforceability of remaining terms.
• Assignment: Rights and obligations may not be assigned without prior consent.

It is written at high SaaS maturity level (aligned with global SaaS norms used by companies like Twilio‑class, HubSpot‑class vendors) while remaining safe for Starter plans and scalable to Enterprise.

I’ve designed it so:

• It does not over‑promise legally
• It clearly differentiates Starter / Scale / Enterprise
• It avoids regulatory traps (especially Meta dependency)
• It fits naturally after Section 15 (Miscellaneous)

You can paste this as Section 16 – Service Level Agreement (SLA).

18. Service Level Agreement (SLA)

This Service Level Agreement (“SLA”) defines the service availability commitments, support response targets, and remedies applicable to the WeTarseel Service, based on the Subscriber’s selected subscription tier.

This SLA applies only during an active, paid subscription period and is subject to the limitations and exclusions set forth herein.

18.1 Definitions

• “Uptime” means the percentage of time the core WeTarseel platform is operational and accessible, excluding Permitted Downtime.
• “Permitted Downtime” includes scheduled maintenance, emergency maintenance, third‑party platform outages (including Meta platforms), and events beyond WeTarseel’s reasonable control.
• “Business Hours” means Sunday to Thursday, 9:00 AM to 6:00 PM (Gulf Standard Time), excluding public holidays.
• “Incident” means a material disruption to the core functionality of the Service.

18.2 Service Availability Commitment

WeTarseel uses commercially reasonable efforts to meet the following monthly uptime targets, measured on a calendar‑month basis:

Important Notes:

• Uptime applies only to the WeTarseel platform, not to Meta, WhatsApp, Facebook, Instagram, telecom providers, or internet service providers.
• API throttling, rate limits, or suspensions imposed by Meta are explicitly excluded from uptime calculations.

18.3 Scheduled Maintenance

• Scheduled maintenance may be performed to ensure system stability, security, or feature upgrades.
• WeTarseel will use reasonable efforts to provide advance notice for planned maintenance that may impact availability.
• Scheduled maintenance does not count toward downtime.

18.4 Support Coverage & Response Targets

Support availability and response times vary by subscription tier:

Starter Plan

• Support Channel: Email
• Support Hours: Business Hours

Scale Plan

• Support Channels: Email + Phone
• Support Hours: Business Hours

Enterprise Plan

• Support Channels: Email, Phone, Priority Escalation
• Support Hours: Extended Business Hours
• Dedicated Account or Technical Manager (if contracted)

Response time means acknowledgment of the issue, not resolution.

• “Feature Issue” means a malfunction, degradation, or failure of a specific non‑core feature or functionality of the Service that does not result in a complete service outage and for which a reasonable workaround may exist.

Feature Issues may include, but are not limited to:

• Failure or incorrect behavior of reporting, analytics, automation rules, templates, dashboards, or auxiliary tools
• Delayed or partial execution of workflows that do not block core messaging delivery
• Incorrect display of data where underlying message transmission remains functional

A Feature Issue does not include:

• Complete service unavailability
• Failures caused by third‑party platforms or APIs
• Issues affecting beta or experimental features

Feature Issues are typically classified as High or Normal severity, depending on business impact.

• “Partial Issue” means a limited or intermittent impairment of the Service that affects some, but not all, functionality, users, channels, or use cases, while the Service remains substantially operational.

Partial Issues may include, but are not limited to:

• Intermittent message delays or retries
• Degradation affecting specific channels (e.g., WhatsApp only, while others remain operational)
• Performance slowdown under specific conditions or data volumes
• Temporary unavailability of certain configurations or integrations

A Partial Issue does not constitute:

• A complete service outage
• System‑wide failure of core messaging functionality

Partial Issues are generally classified as Normal severity, unless escalated based on business impact.

18.5 Incident Severity Classification

18.6 Service Credits (Enterprise Only)

Service credits may be available only for Enterprise Subscribers, subject to a separate written agreement.

• Service credits are the sole and exclusive remedy for failure to meet uptime targets.
• Credits are applied against future invoices only and are not refundable.
• Credits do not apply if the downtime was caused by:
  • Third‑party platforms (including Meta)
  • Subscriber misuse or misconfiguration
  • Force majeure events
  • Beta or experimental features

No service credits are provided for Starter or Scale plans unless expressly agreed in writing.

18.7 Subscriber Responsibilities

The Subscriber is responsible for:

• Maintaining secure access credentials
• Ensuring compliance with Meta platform rules
• Providing accurate configuration details
• Promptly reporting incidents with sufficient diagnostic information

Failure to meet these responsibilities may void SLA eligibility.

18.8 SLA Exclusions

This SLA does not apply to:

• Free trials, beta features, or promotional services
• Issues caused by third-party APIs or infrastructure
• Suspensions due to policy violations, non‑payment, or legal compliance
• Performance issues caused by Subscriber data volume spikes beyond plan limits

18.9 SLA Modifications

WeTarseel may update this SLA from time to time. Any material reduction in SLA commitments will apply only on renewal, not during an active subscription term.

18.10 SLA Disclaimer

Except as expressly stated in this SLA, the Service is provided “as is” and “as available”, and WeTarseel disclaims all other service level warranties to the maximum extent permitted by law.

18.11 Force Majeure and Third‑Party Dependency Disclaimer

WeTarseel shall not be responsible or liable, and no Service Credits or other remedies shall apply, for any failure, delay, interruption, or degradation of the Service resulting from events or circumstances beyond WeTarseel’s reasonable control, including but not limited to:

• Outages, failures, or unavailability of third‑party databases, cloud infrastructure, hosting providers, or external service providers upon which the Service relies
• Failures or disruptions of third‑party platforms, APIs, or systems, including but not limited to Meta, WhatsApp, Facebook, Instagram, or their underlying infrastructure
• Acts of war, armed conflict, terrorism, civil unrest, riots, strikes, embargoes, or governmental actions
• Natural disasters, including earthquakes, floods, fires, storms, pandemics, epidemics, or other acts of God
• Power outages, telecommunications failures, internet service provider failures, or data center outages not caused by WeTarseel

Such events shall be deemed Permitted Downtime and shall be excluded from uptime calculations and SLA obligations.

19. Customization, Change Requests, and Professional Services

The Service is provided as a standard cloud based SaaS offering based on the Subscriber’s selected subscription plan.

Any request by the Subscriber for customization, enhancement, configuration beyond standard functionality, or complex development that falls outside the standard Service scope shall require a formal Change Request (“CR”) or a separate written agreement.

Each approved CR shall:

• Be subject to technical and commercial assessment by WeTarseel
• Follow WeTarseel’s internal software development lifecycle (SDLC) processes, which may include analysis, design, development, testing, and deployment
• Be executed only upon mutual written agreement on scope, timelines, and fees

Unless expressly stated otherwise in writing, all customization, development, or professional services are not included in subscription fees and shall be billed separately at the applicable agreed rates.

WeTarseel reserves the right, at its sole discretion, to accept or decline any Change Request.

20. Out of Scope Services

Unless expressly included in the Subscriber’s selected subscription plan, Statement of Work, or an approved Change Request, the following items are explicitly excluded from the scope of the Service:

• Custom API development beyond publicly documented or standard APIs
• Modification of out of the box platform functionality or core system behavior
• Integration with third-party systems, software, or applications not expressly supported by the Service
• Development of custom features outside the standard product capabilities or published roadmap
• Data migration, data cleansing, or data transformation services
• Support for third-party hardware, software, networks, or infrastructure outside the Service environment
• On-premise deployment, selfhosting, or private hosting arrangements (the Service is provided as SaaS only)
• Performance tuning, throughput guarantees, or scaling beyond the standard SLA commitments, unless separately agreed in writing
• End-user training beyond standard documentation or expressly agreed sessions
• Regulatory, compliance, or jurisdiction specific customizations unless mutually agreed in writing

Any request for the above shall require a separate agreement or approved Change Request and may be subject to additional fees, timelines, and conditions.