Terms of Service

1. Agreement

These Terms of Service (“Terms”) form a binding agreement between Vayce Innovations Private Limited, operating Hypersona (“Hypersona”, “we”, “us” or “our”), and the business or person that creates an account, signs an order, accesses an API or uses the Platform (“Client”, “you” or “your”).

By creating an account, clicking acceptance, signing an Order Form, accessing the Platform or allowing an authorised user to do so, you accept these Terms. If you act for a company or other entity, you represent that you have authority to bind it. Do not use the Platform if you do not agree.

An “Order Form” means a signed order, online plan selection, quote or other document that identifies the purchased services, term, fees or additional conditions. If a conflict exists, the Order Form controls for commercial details, these Terms control generally, and mandatory law controls where it cannot be excluded.

2. The Platform

Hypersona is a business customer-engagement and marketing-automation platform. Depending on plan, region, connected accounts and provider approval, features may include WhatsApp, SMS, RCS, Instagram and email messaging; shared inbox and live chat; visual automation; e-commerce integrations; cart recovery; template management; contacts and segmentation; consent and opt-out controls; revenue attribution; analytics; AI assistants; AI voice calls; APIs; webhooks; wallet and billing tools.

Features, limits, providers and availability may vary. We may add, modify, replace or discontinue a feature. For a change that materially reduces paid core functionality, we will provide reasonable notice where practicable. We may make immediate changes for security, law, abuse prevention, provider requirements or service integrity.

3. Eligibility, registration and authorised users

• You must be at least 18, legally capable of contracting and using the Platform for lawful business purposes.
• Registration, company, tax, sender, billing and integration information must be accurate and kept current.
• The account owner controls administrators, users, roles, API keys, integrations and billing. Actions by authorised users are treated as Client actions.
• You must protect credentials and API keys, use reasonable security, remove departed users and immediately report suspected compromise to security@hypersona.io.
• You may permit an agency or contractor to use the account only under your control and responsibility. You must not share an account with an unrelated business or allow unauthorised access.
• We may require identity, company, domain, sender, licence, tax or payment verification and may decline or limit access if verification is incomplete or risk is unacceptable.

4. Licence and restrictions

During the applicable trial or paid term, we grant you a limited, non-exclusive, non-transferable, non-sublicensable and revocable right to access and use the Platform for your internal business operations in accordance with the agreement.

Except where law does not permit restriction, you must not copy, sell, rent, sublicense, white-label, timeshare, provide service-bureau access, reverse engineer, decompile, discover source code, scrape, probe, benchmark for publication, circumvent controls, exceed rate limits, interfere with availability, introduce malware, access another tenant, use undocumented means, or use the Platform to build or train a competing product without our written permission.

5. Client responsibilities

1. Act as the lawful sender and Data Fiduciary/controller for End Customer communications and personal data.
2. Provide required privacy notices, obtain and record valid channel-specific consent, comply with DND and telecom requirements, honour opt-outs and preserve suppression records.
3. Use only contacts collected lawfully. Purchased, scraped, rented, guessed or unlawfully obtained lists are prohibited.
4. Ensure Client Content, offers, claims, products, links, landing pages and automated decisions are lawful, accurate, non-deceptive and do not infringe third-party rights.
5. Configure send windows, frequency limits, audience rules, escalation, AI prompts, voice disclosures and human review appropriate to the use case.
6. Use approved sender identities, templates, phone numbers, domains, integrations and licences; maintain channel quality and respond to complaints.
7. Comply with Meta/WhatsApp/Instagram policies, telecom and TRAI/TCCCPR requirements, consumer, advertising, sector and data-protection laws that apply to your activities.
8. Test automations before production, maintain exports or backups needed for your business and monitor active campaigns.
9. Cooperate with investigations and provide proof of consent, licences, notices, sender authority or lawful purpose within the period we reasonably specify.

6. Prohibited uses and content

You must not use the Platform to:

• Send unsolicited bulk communications, spam or messages to recipients who have not validly opted in for the relevant channel and purpose.
• Send deceptive, fraudulent, defamatory, discriminatory, threatening, harassing, obscene or unlawful content, or impersonate another person, brand or authority.
• Distribute malware, phishing links, credential-harvesting content, scams, counterfeit goods or content designed to evade provider review or recipient controls.
• Promote illegal or prohibited goods, services or transactions, or violate a channel’s commerce and restricted-content rules, including restrictions that may apply to drugs, weapons, tobacco, adult content, gambling, financial products, health claims and regulated goods.
• Provide medical, legal, financial, investment, lending or other regulated advice through AI or automation unless you hold all required licences and implement appropriate professional review and disclosures.
• Collect or process highly sensitive data, children’s data, biometric data, government identifiers or payment credentials unless the use is lawful, necessary, specifically approved by us where required and protected with suitable safeguards.
• Circumvent wallet deductions, provider charges, sending limits, account restrictions, consent controls or security measures.
• Use the Platform in a way that harms recipients, providers, our reputation, another Client or the availability or integrity of the Platform.

We may block content, pause campaigns, restrict a feature, require remediation, suspend the account, preserve relevant records or report conduct where reasonably necessary for safety, law, provider requirements or enforcement. Serious violations may result in immediate termination without refund.

7. Third-party services and channel providers

The Platform interoperates with services such as Meta, WhatsApp Business, Instagram, SMS/RCS carriers, voice providers, Shopify, WooCommerce, payment processors, email providers and AI providers. Their terms, policies, prices, approval decisions, technical limits and enforcement apply independently. You authorise us to transmit data and instructions to the providers you connect or select.

A provider may reject a template, change pricing, modify an API, impose a rate limit, delay delivery, downgrade quality, block content, suspend an asset or end a service. Such actions are outside our control. We are not liable for a provider’s independent decision, outage, delay or enforcement, though we may provide reasonable support where available.

8. Fees, wallet, GST, refunds and billing

Pricing is shown in the dashboard, Order Form or quote. Charges may include recurring platform fees, usage fees, pass-through messaging charges, AI or voice costs, onboarding, professional services and taxes.

• The Hypersona wallet is a closed-loop service-credit ledger used only for Hypersona charges. It is not a bank account, deposit, prepaid payment instrument or transferable stored value. It earns no interest and is not redeemable for cash except where law requires.
• Wallet funds are added in advance and usage is deducted based on measured events and provider billing. A failed, blocked or undelivered attempt may be chargeable where the provider charges us or processing was completed.
• If the wallet balance is insufficient, sending, calling or another paid feature may pause. We are not responsible for missed campaigns, messages or automations caused by insufficient balance or a failed payment.
• Provider prices and taxes may change. We may update pass-through rates when our cost changes. We will provide at least 7 days’ notice for a material rate change where practicable, but an urgent provider or legal change may take effect earlier.
• Recurring fees are billed in advance unless an Order Form states otherwise. Usage may be prepaid or billed in arrears. All amounts are exclusive of GST and other taxes unless expressly stated. Tax is shown on the invoice where applicable.
• Wallet top-ups, subscriptions and usage charges are non-refundable except for a duplicate or incorrect charge, a proven Hypersona billing error, a documented service failure for which we expressly approve a credit, or where applicable law requires a refund.
• Promotional or trial credits may expire and have no cash value. Unused paid wallet balance is not transferable. On account closure, treatment of remaining balance follows these Terms, the Order Form and mandatory law.
• You must raise a billing dispute within 30 days after the invoice or deduction and provide sufficient details. Undisputed amounts remain payable. Unauthorised chargebacks may result in suspension during investigation.

Invoices are issued by Vayce Innovations Private Limited, GSTIN 24AAMCV4972H1ZW, from its registered office at Block-A, 606, Prahladnagar Trade Center, B/H Titanium City Center, Vejalpur, Ahmedabad, Gujarat 380051, India.

9. Free trials, beta and preview features

A trial, credit, beta, preview or experimental feature may be limited, changed or withdrawn at any time, may contain errors and is provided without service levels, support commitments or warranties. You remain responsible for data, consent, recipients, content, testing and compliance during a trial or beta.

10. Client Data and Client Content

As between the parties, you retain your rights in the data and content you submit, sync, generate or transmit through the Platform (“Client Data” and “Client Content”). You grant Hypersona and its service providers a worldwide, non-exclusive licence during the term to host, copy, process, transmit, display, modify for technical formatting, secure and otherwise use Client Data and Client Content only as reasonably necessary to provide, support, protect and improve the Platform, comply with law and enforce the agreement.

You represent that you have all rights, notices, consents, licences and lawful bases required for Client Data, Client Content and your instructions. We may remove or restrict content that we reasonably believe violates the agreement, law, provider policy or third-party rights.

We may create aggregate or de-identified information from Platform use and use it for analytics, security, benchmarking and improvement only where it does not reasonably identify an individual or disclose a Client’s confidential information.

11. Privacy and data processing

Our Privacy Policy at https://hypersona.io/privacy explains our handling of personal data and is incorporated into these Terms. Where Hypersona processes End Customer data for you, you are the Data Fiduciary/controller and Hypersona is the Data Processor/processor, except for limited independent purposes disclosed in the Privacy Policy.

You may request reasonable information about our processing and security practices. Enterprise data-processing terms or a separate data processing addendum may be signed where required by an Order Form, applicable law or a documented enterprise requirement.

12. AI and automated features

• AI output may be inaccurate, incomplete, biased, outdated or unsuitable. Hypersona does not guarantee that output is correct or that it will achieve a business result.
• You are responsible for knowledge sources, prompts, permissions, testing, human review, escalation, disclosures and every AI-generated message, recommendation or call delivered under your brand.
• You must not rely on AI output as professional medical, legal, financial or other regulated advice, or configure the Platform to provide such advice without required licences and qualified review.
• You must not use AI features for deceptive impersonation, unlawful surveillance, discrimination, harmful manipulation or solely automated decisions with legal or similarly significant effects unless lawfully assessed and safeguarded.
• AI and speech providers may change. We may replace a provider or model, apply safety controls, limit a feature or suspend risky use.

13. Confidentiality

Each party may receive non-public information that is marked confidential or reasonably understood to be confidential. The receiving party will use it only for the agreement, protect it with at least reasonable care and disclose it only to personnel, advisers and providers who need it and are bound by confidentiality obligations. Confidentiality does not cover information independently developed, lawfully received without restriction, publicly available without breach or approved for release.

A party compelled by law to disclose confidential information will, where lawful, provide reasonable notice and assistance. Trade-secret obligations survive while the information remains a trade secret; other confidentiality obligations survive for three years after termination.

14. Intellectual property and feedback

Hypersona and its licensors own the Platform, software, workflows, interfaces, documentation, design, trademarks, service marks, usage analytics and improvements, excluding Client Content. No right is granted except the limited use right stated in these Terms.

Feedback, suggestions and ideas may be used by us without restriction or compensation, provided we do not publicly identify you or disclose your confidential information without permission.

A person who believes content on the Platform infringes intellectual property may send a detailed notice to legal@hypersona.io. We may remove or restrict disputed material and request supporting information.

15. Support, availability and changes

We aim to operate the Platform reliably but do not guarantee uninterrupted or error-free service. Availability may be affected by maintenance, emergency fixes, security events, internet or cloud failures, provider outages, rate limits, policy changes, Client configuration, insufficient wallet balance and events outside our control.

Unless an Order Form includes a written service-level commitment, no uptime guarantee, service credit or response time applies. We may impose rate limits, sending pauses or configuration safeguards to protect recipients, providers, channel quality, security and lawful use.

16. Suspension

We may suspend or limit access immediately where reasonably necessary to address a security risk, suspected fraud, unlawful or abusive use, spam or complaints, provider instruction, unpaid amount, insufficient wallet balance, verification failure, legal request, threat to the Platform or material breach. Where circumstances allow, we will notify you and provide a reasonable opportunity to cure.

Suspension does not remove payment obligations. Charges or pass-through costs that continue during suspension remain payable. We may restore access after the issue is resolved and appropriate safeguards are accepted.

17. Term and termination

The agreement begins when you first accept it or use the Platform and continues until terminated. You may stop renewal, close the account through available settings or request closure at support@hypersona.io. Fees already incurred remain payable, and prepaid amounts are handled under Section 8.

We may terminate for material breach, repeated or serious complaints, unlawful activity, provider requirement, prolonged non-payment, insolvency, unacceptable security risk or discontinuation of the Platform. For a curable ordinary breach, we will generally provide notice and a reasonable cure period; immediate termination may apply to serious misconduct or urgent risk.

On termination, access ends and active campaigns may stop. You should export required data before termination. Data is deleted or retained according to the Privacy Policy and Data Deletion Policy. Sections concerning fees, confidentiality, intellectual property, disclaimers, indemnity, liability, disputes and provisions intended by nature to survive will survive termination.

18. Warranties and disclaimers

You warrant that you have authority to enter the agreement and will use the Platform lawfully. The Platform is provided “as is” and “as available”. To the maximum extent permitted by law, we disclaim all express, implied and statutory warranties, including merchantability, fitness for a particular purpose, non-infringement, accuracy, uninterrupted availability and any warranty arising from course of dealing or usage of trade.

We do not warrant message delivery, template approval, recipient response, revenue attribution, recovery rate, AI accuracy, provider continuity, legal compliance of your use, or any particular commercial result. Mandatory rights that cannot lawfully be excluded remain unaffected.

19. Indemnity

You will defend, indemnify and hold harmless Vayce Innovations Private Limited, its affiliates, directors, officers, employees and agents from claims, investigations, penalties, fines, losses and reasonable legal costs arising from: (a) your Client Data or Client Content; (b) recipients, messages, calls, offers, products or services; (c) failure to obtain valid consent or honour opt-outs; (d) violation of law, provider policy or third-party rights; (e) AI or automation configuration; or (f) breach of the agreement. We will provide reasonable notice and cooperation, and you may not settle a claim in a way that admits fault or imposes obligations on us without our written consent.

20. Limitation of liability

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, exemplary, punitive or consequential damages, or for loss of profit, revenue, goodwill, anticipated savings, business opportunity or data, even if advised of the possibility.

Hypersona is not liable for a provider’s independent action; recipient blocking or complaint; template rejection; quality or messaging-limit change; unsuccessful campaign; invalid contact; inaccurate Client data; AI output; Client configuration; internet or third-party outage; insufficient balance; or unlawful Client activity.

To the maximum extent permitted by law, Hypersona’s aggregate liability arising from the agreement will not exceed the fees actually paid by the Client to Hypersona during the six months immediately before the event giving rise to the claim. This cap does not limit liability that cannot legally be limited. Nothing excludes liability for fraud or wilful misconduct to the extent exclusion is prohibited by law.

21. Governing law and disputes

These Terms are governed by the laws of India, without regard to conflict-of-law principles. Before filing formal proceedings, the parties will attempt in good faith to resolve the dispute through written notice and discussion for 30 days.

Subject to mandatory law, the courts at Ahmedabad, Gujarat, India have exclusive jurisdiction over disputes arising out of or relating to the agreement. A party may seek urgent injunctive or protective relief where necessary to protect security, confidential information or intellectual property.

22. General terms

• Entire agreement: the Order Form, these Terms, the Privacy Policy and any signed enterprise addendum form the entire agreement for the services.
• Electronic communications: you consent to receive contractual, billing, security and legal notices electronically at the account email or through the Platform.
• Assignment: you may not assign the agreement without our written consent. We may assign it in connection with a merger, reorganisation, financing, acquisition or sale of assets, or to an affiliate.
• Subcontractors: we may use affiliates and service providers to perform the agreement while remaining responsible for our contractual obligations.
• Force majeure: neither party is liable for delay or failure caused by events beyond reasonable control, excluding payment obligations already due.
• No waiver: failure to enforce a right is not a waiver. A waiver must be in writing.
• Severability: if a provision is unenforceable, it will be modified to the minimum extent necessary and the remaining provisions continue.
• No agency: the parties are independent contractors. The agreement creates no partnership, joint venture, employment or fiduciary relationship.
• Headings: headings are for convenience and do not affect interpretation.

23. Contact and legal identity