These Terms of Service (the "Terms") are a binding agreement between ZAVORA SAS, a company organized under the laws of Colombia with tax ID (NIT) 902053100-8 and offices in Bogotá D.C., Colombia ("Zavora", "we", "us"), and the business that creates an account, signs an order form or uses the Service ("Customer", "you").
These Terms apply to Customers located outside Colombia, including in the United States. Customers in Colombia are governed by the Spanish-language Terms. By accepting these Terms, you confirm that you have authority to bind the business you represent.
1. Definitions
- Service: Zavora's AI agents, the dashboard at app.zavorai.com, the public API, webhooks, SDK and MCP server, and related support.
- End Customers: the people who message your business through the Service.
- Customer Data: data you or your End Customers submit to the Service, including catalogs, messages, voice notes, images and order information.
- Plan: the subscription you select, as published at zavorai.com/en/pricing or in an order form.
2. Business use only
The Service is offered only to businesses and professionals, not to consumers. You must be at least 18 years old and able to enter into contracts. You are responsible for all activity under your account and for keeping credentials confidential.
3. The Service
Zavora provides AI agents that answer End Customers on the WhatsApp Business Platform, build orders from your catalog and show them in the dashboard. Features are described on zavorai.com with their status (available now, regional, coming soon or vision). Only features marked as available are part of the Service you contract; features marked "coming soon" or "vision" are not commitments. Payment links inside the chat are available only in the countries indicated on the site.
The Service depends on third-party platforms, including Meta (WhatsApp), Twilio and cloud providers. Their terms, pricing, policies and availability are outside our control, and you must also comply with them.
4. Plans, fees and billing
- Fees. Fees are stated in US dollars and billed monthly in advance, as set out in your Plan or order form.
- Taxes. Fees exclude taxes. You are responsible for any sales, use, value-added, withholding or similar taxes, other than taxes on Zavora's income. If withholding applies, you will gross up the payment so that Zavora receives the full fee.
- No refunds. Fees are non-refundable, including on early cancellation, except where these Terms expressly provide otherwise or the law requires it.
- Late payment. If an amount is more than 10 days overdue, we may suspend the Service until it is paid. Overdue amounts accrue interest at 1.5% per month or the maximum rate allowed by law, whichever is lower.
- Price changes. We may change fees with at least 30 days' notice. New fees apply from your next billing period; if you do not agree, you may cancel before they take effect.
- Usage limits. Each Plan includes the limits published for it (for example, customer messages per month). We may ask you to move to a higher Plan if you consistently exceed them.
- No commission. Zavora does not charge a commission on your sales. Payment processors you use charge their own fees under their own terms.
5. Your responsibilities and messaging compliance
You are solely responsible for the content you send through the Service and for complying with all laws and platform rules that apply to your messages and your business, including:
- WhatsApp's Business Terms, Business Messaging Policy and Commerce Policy, and Twilio's Acceptable Use Policy;
- in the United States, the Telephone Consumer Protection Act (TCPA), the CAN-SPAM Act, state telemarketing and "mini-TCPA" laws, and consumer protection and privacy laws;
- obtaining and documenting any consent required before sending marketing or proactive messages, honoring opt-out requests promptly, and not messaging people who asked not to be contacted.
You will give End Customers any privacy notice the law requires about your use of the Service, including that they may be talking with an AI agent where disclosure is required.
6. Acceptable use
You will not, and will not allow anyone to:
- use the Service for illegal goods or services, fraud, spam, harassment, discrimination or deceptive practices;
- send sensitive data the Service does not need, such as full payment card numbers, health information or government ID numbers, except as the Service expressly supports;
- reverse engineer the Service, access other customers' data, interfere with its security, or exceed rate limits;
- upload content that infringes third-party rights;
- use the Service to build a competing product;
- use the Service in violation of export control or sanctions laws, or from a sanctioned country or by a sanctioned person.
We may suspend the Service immediately if we reasonably believe a violation is occurring or that your use threatens the Service, other customers, or our relationship with Meta or Twilio.
7. Artificial intelligence
The Service uses third-party AI models. AI outputs are probabilistic and may be inaccurate: an order can be misread, a catalog price misextracted or a message misunderstood. The Service is designed for human review: End Customers confirm orders and you can edit, accept or reject every order. You are responsible for reviewing outputs before relying on them. We do not use Customer Data to train AI models, and we contract our AI providers under terms that exclude training on your content.
8. Customer Data and privacy
As between the parties, you own Customer Data. You grant Zavora a worldwide, limited license to host, process and transmit Customer Data to provide, secure and support the Service. For End Customer personal data, you act as the business or controller and Zavora acts as your service provider or processor, processing it only on your instructions and as described in our Privacy Policy. We may use aggregated or de-identified data that does not identify you or any person to operate and improve the Service.
9. Intellectual property and feedback
Zavora and its licensors own the Service, including software, models configuration, designs and documentation. We grant you a non-exclusive, non-transferable right to use the Service during your subscription. If you send us feedback, we may use it without obligation to you.
10. Confidentiality
Each party will protect the other's non-public information with reasonable care and use it only to perform under these Terms, except information that is public, already known, independently developed or required to be disclosed by law.
11. Availability
We use commercially reasonable efforts to keep the Service available 99.0% of each calendar month, excluding scheduled maintenance announced 24 hours in advance, outages of third-party platforms (including WhatsApp, Twilio and cloud providers), force majeure, and misuse. If availability falls below that level for reasons solely attributable to Zavora, you may request, within 30 days after the month ends, a credit of 5% of that month's fee for each full percentage point below 99.0%, up to 25%. Credits are your sole remedy for availability.
12. Disclaimer of warranties
EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE". TO THE MAXIMUM EXTENT PERMITTED BY LAW, ZAVORA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICE OR AI OUTPUTS WILL BE ACCURATE, UNINTERRUPTED OR ERROR-FREE, OR WILL PRODUCE ANY PARTICULAR BUSINESS RESULT.
13. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL OR DATA, EVEN IF ADVISED OF THEIR POSSIBILITY. ZAVORA'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE FEES YOU PAID TO ZAVORA IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.
These limits do not apply to your payment obligations, your indemnification obligations, or liability that cannot be limited by law, such as liability for fraud or willful misconduct.
14. Indemnification
You will defend, indemnify and hold harmless Zavora and its shareholders, officers, employees and contractors from any third-party claim, fine, penalty, loss or expense (including reasonable attorneys' fees) arising from (a) your messages, campaigns or Customer Data, including claims under the TCPA, CAN-SPAM or similar laws; (b) your products, services or dealings with End Customers; (c) your breach of these Terms or of Meta's or Twilio's terms; or (d) your violation of law. We will notify you of the claim and reasonably cooperate, at your expense.
15. Term, cancellation and termination
- Your subscription renews monthly until cancelled. You may cancel at any time; cancellation takes effect at the end of the current billing period.
- Either party may terminate for the other's material breach not cured within 15 days after notice. We may terminate immediately for non-payment over 30 days, violation of Section 6, or insolvency.
- We may terminate for convenience with 60 days' notice and refund prepaid fees for the unused period.
- For 30 days after termination you may export your Customer Data. After that we may delete it, except data we must keep by law or to defend claims.
- Sections that by their nature should survive (including fees owed, data, intellectual property, confidentiality, disclaimers, limitation of liability, indemnification and disputes) survive termination.
16. Governing law and disputes
These Terms are governed by the laws of the Republic of Colombia, without regard to conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
The parties will first try to resolve any dispute through good-faith negotiation for 30 days after written notice. Any dispute not resolved will be finally settled by binding arbitration administered by the Arbitration and Conciliation Center of the Bogotá Chamber of Commerce under its international arbitration rules, before a sole arbitrator. The seat is Bogotá, Colombia; the language is English; hearings may be held by video conference. Judgment on the award may be entered in any court with jurisdiction. Either party may seek urgent injunctive relief from a competent court to protect its intellectual property or confidential information.
CLAIMS MAY BE BROUGHT ONLY IN A PARTY'S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE OR REPRESENTATIVE PROCEEDING.
17. Changes to these Terms
We may update these Terms. For material changes we will give at least 30 days' notice by email or in the dashboard. Continued use after the effective date means you accept the update; if you do not agree, you may cancel before it takes effect.
18. General
- Entire agreement. These Terms, any order form and the Privacy Policy are the entire agreement and prevail over any purchase order terms. If an order form conflicts with these Terms, the order form controls.
- Assignment. You may not assign these Terms without our consent. We may assign them in a merger, acquisition or sale of assets.
- Force majeure. Neither party is liable for delays caused by events beyond its reasonable control.
- Independent parties. The parties are independent contractors.
- Severability and waiver. If a provision is unenforceable, the rest remains in effect. Failure to enforce a provision is not a waiver.
- Language. The English version of these Terms controls.
- Notices. We send notices to your account email. Send notices to us at zavora845@gmail.com.
Contact
ZAVORA SAS · NIT 902053100-8 · Bogotá D.C., Colombia · zavora845@gmail.com