Terms of Service

1. Definitions and Interpretation

In these Terms, unless the context requires otherwise, the following capitalized terms have the meanings given below.

• "Knowledge Base": content and materials (including documents, articles, files, and other reference material) that a Customer uploads or connects to the Service to ground, train prompts for, or otherwise inform AI-generated responses through retrieval-augmented generation.
• "AI Features": the artificial-intelligence and large-language-model features of the Service, including automated response generation, summarization, sentiment analysis, and Agent Actions.
• "Agent Action": an automated action that an AI agent configured by a Customer is permitted to perform through the Service, including scheduling or bookings, initiating or recording payments, creating or updating records in connected systems, and handing off a conversation to a human operator.
• "Bring-Your-Own-Key" or "BYOK": the model where a Customer connects its own third-party AI provider credentials (for example, an OpenAI or Anthropic API key) so that AI processing occurs under the Customer's own account and agreement with that provider.
• "Bring-Your-Own-Storage": the model under which conversation data is stored in the Customer's own database and cache infrastructure rather than in Wexio-controlled infrastructure, as further described in the Data Storage Modes section.
• "Conversation Data": data comprising the chats, messages, media, files, and contact records processed through the Service in connection with a Customer's communications with its end users.
• "User Content": any content, data, or materials that you or your end users submit, upload, transmit, or generate through the Service, including Conversation Data and Knowledge Base content.
• "Subprocessor": a third party engaged by Wexio to process personal data in connection with the Service, as listed at wexio.io/subprocessors.

Headings are for convenience only and do not affect interpretation. Words importing the singular include the plural and vice versa. "Including" and "includes" are to be read without limitation.

2. The Service

Wexio is a software-as-a-service platform that enables businesses to build, deploy, and manage AI-powered customer-support agents across messaging channels. The Service allows Customers to connect messaging channels, configure AI agents that answer from a Knowledge Base, and enable those agents to take actions on the Customer's behalf. The Service includes:

• the website at wexio.io, including all subdomains and related sites;
• the web and mobile applications, dashboards, and administrative interfaces provided by Wexio;
• the application programming interfaces (APIs), webhooks, and developer tools;
• a unified inbox for multi-channel conversation management;
• a visual workflow and automation builder for customer journeys;
• AI Features, including automated response generation, summarization, sentiment analysis, and Agent Actions; and
• supported integrations, together with related documentation, updates, and derivative works.

Supported Channels and Integrations

The Service supports messaging channels and third-party integrations that are made available from time to time. As of the Effective Date, the web chat widget and Telegram are generally available, and WhatsApp, Instagram, and Viber are being progressively rolled out. Scheduling integrations (including Google Calendar, Calendly, and Cal.com), CRM integrations (including HubSpot, Salesforce, and Google BigQuery), and payment integration through Stripe are available or in progressive release. Channel and integration availability may change, and certain channels or integrations may be added, limited, or discontinued. Your use of any third-party channel or integration is additionally subject to that third party's own terms.

3. Eligibility and Account Registration

The Service is a business-to-business platform intended for use by businesses and their authorized personnel. To access most features you must register for an account. Wexio uses third-party identity providers exclusively for authentication; you may sign up and sign in only through Google, GitHub, or Microsoft. Wexio does not offer password-based registration and does not receive or store your identity-provider password.

• You must be at least 16 years old, and old enough to form a binding contract in your jurisdiction, to register an account. Where you register on behalf of an entity, you represent that you are authorized to bind that entity.
• You must provide accurate, current, and complete information and keep it up to date.
• You are responsible for safeguarding access to the identity-provider account used to authenticate, and for all activity that occurs under your account, whether or not authorized by you.
• You must promptly notify us of any unauthorized use of, or security incident affecting, your account.
• Unless expressly permitted, each User may register only one account, and accounts created by automated means are prohibited.

4. Customer Responsibilities and Roles

Because the Service is used by businesses to communicate with their own end users, the allocation of responsibility below is central to these Terms and is reflected in our Privacy Policy and Data Processing Agreement.

• Your end users' data. With respect to personal data contained in Conversation Data and other end-user data that you process through the Service, you act as the data controller (or equivalent) and Wexio acts as your data processor, processing such data only on your documented instructions. You are responsible for establishing a lawful basis for that processing, for providing all required notices to your end users, and for obtaining any consents required by applicable law.
• Your account data. With respect to your own account, billing, and administrative data, Wexio acts as controller, as described in the Privacy Policy.
• Configuration. You are solely responsible for the configuration of your AI agents, workflows, Knowledge Base content, and Agent Actions, and for the messages sent and actions taken through your account.
• Lawful use. You are responsible for compliance with all laws applicable to your communications with end users, including consumer-protection, anti-spam, marketing-consent, and sector-specific rules.

5. AI Features and Output

The Service uses artificial intelligence and large language models to generate responses, summaries, classifications, and other output. You acknowledge and agree to the following in relation to AI Features.

• Nature of AI output. AI-generated output is probabilistic and may be inaccurate, incomplete, outdated, or otherwise unsuitable for a particular purpose. Output may vary even for identical inputs.
• Human oversight. You are responsible for reviewing and validating AI output before relying on it or allowing it to be communicated to your end users. You must not rely on AI output as the sole basis for any decision that is legal, financial, medical, or otherwise material, and you must not represent AI output as professional advice unless independently verified by a qualified person.
• No warranty. Wexio does not warrant the accuracy, reliability, or fitness of any AI output, and, to the maximum extent permitted by law, disclaims all liability arising from your or your end users' reliance on such output.
• Disclosure to end users. Where required by applicable law, you are responsible for disclosing to your end users that they are interacting with an automated system.

6. Bring-Your-Own-Key (BYOK) AI Providers

The Service permits you to connect your own third-party AI provider credentials so that AI processing is performed under your own account with that provider. Where you use BYOK:

• Provider relationship. AI processing on that path occurs under your own agreement with the relevant AI provider (for example, OpenAI or Anthropic). Wexio is not a party to that agreement and is not responsible for the provider's terms, pricing, usage costs, availability, model behavior, or data-handling practices.
• Key security. Wexio encrypts the credentials you supply at rest. You remain responsible for the security, validity, scope, and permitted use of your credentials, for any charges incurred with the provider, and for ensuring your use of the provider complies with the provider's terms.
• Revocation. You are responsible for revoking or rotating your credentials as appropriate, including upon termination. Wexio is not liable for any loss arising from compromised, misconfigured, over-scoped, or revoked credentials.
• Managed AI. If you do not use BYOK, AI processing is performed through Wexio's own AI Subprocessors listed at wexio.io/subprocessors, under the DPAs Wexio maintains with those Subprocessors.

7. Agent Actions and Automation

AI agents configured through the Service may perform Agent Actions, meaning they may take actions rather than only generate replies. Agent Actions may include scheduling and bookings, initiating or recording payments, creating or updating records in connected systems such as a CRM, and handing off a conversation to a human operator.

• Your configuration and responsibility. You configure which Agent Actions are enabled, the conditions under which they run, and the connected systems they may affect. You are solely responsible for that configuration and for all Agent Actions taken through your account, including their consequences for your end users and for third-party systems.
• Risk of automated action. Because Agent Actions may be triggered by automated interpretation of end-user messages, they carry the same risk of inaccuracy as other AI output. You are responsible for implementing appropriate confirmations, limits, and human review for high-impact actions such as payments.
• Third-party effects. Agent Actions that interact with third-party services are additionally subject to those services' terms, and Wexio is not responsible for the acts, omissions, availability, or fees of those services.

8. Data Storage Modes

The Service offers two storage models for Conversation Data. In both models, your organization and account data and your billing data are always stored in Wexio-controlled infrastructure and its Subprocessors.

• Managed storage. Conversation Data (chats, messages, media, and contacts) is stored in Wexio-controlled infrastructure through the Subprocessors listed at wexio.io/subprocessors. Wexio applies the security and retention controls described in these Terms, the Privacy Policy, and the Security page.
• Bring-Your-Own-Storage. Conversation Data is stored in your own database and cache infrastructure. In this mode Wexio processes but does not host that Conversation Data, and you are solely responsible for the provisioning, configuration, security, availability, backup, and retention of your storage. Wexio is not liable for any loss, corruption, breach, or unavailability of Conversation Data attributable to your own infrastructure.

The allocation of responsibility in this section is reflected in the Privacy Policy, the Data Processing Agreement, and the limitation of liability below.

9. Customer Content and Intellectual Property

The Service, including its software, design, features, logos, brand elements, and documentation, is the exclusive property of Wexio and its licensors and is protected by copyright, trademark, patent, and other laws of the United States and other jurisdictions. Except for the limited license granted below, no rights are granted to you in the Service.

You retain all ownership rights in your User Content. You grant Wexio a limited, non-exclusive, worldwide, royalty-free license to host, store, process, transmit, display, and adapt your User Content solely as necessary to provide, secure, maintain, and improve the Service and to comply with law. Where you use Bring-Your-Own-Storage, this license extends only to processing and not to hosting the affected Conversation Data. You are solely responsible for your User Content and represent that you have all rights necessary to grant this license and that your User Content does not infringe third-party rights or violate law.

Software License

Subject to your compliance with these Terms, we grant you a revocable, non-exclusive, non-sublicensable, and non-transferable license to use the Service within its intended scope. This license grants no rights to the Service's source code. You may not copy, modify, distribute, sell, lease, sublicense, resell, or create derivative works from any part of the Service, nor reverse engineer, decompile, or attempt to extract its source code, except to the extent such restriction is prohibited by law.

Feedback

If you provide suggestions or feedback about the Service, you grant Wexio a perpetual, irrevocable, royalty-free license to use it without restriction or obligation to you.

10. Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms, and to comply with all applicable local, national, and international laws and regulations. You are solely responsible for ensuring that your use of the Service, including your AI agents and Agent Actions, violates no law, regulation, or third-party right.

We enforce fair-use limits on API calls, message volume, storage, and other resources. Excessive usage beyond your plan may result in throttling, suspension, or additional charges. Details are set out in your plan documentation.

11. Third-Party Channels, Integrations, and Services

Through the Service you may access external channels, integrations, and services provided by third parties, including messaging platforms, AI providers, scheduling tools, CRM systems, and payment processors. We do not control these third parties and are not responsible for their content, availability, security, or practices. Your use of a third-party service is governed by that third party's own terms, and you are responsible for complying with them and for any fees they charge, including per-message or per-conversation charges levied by messaging platforms.

12. API and Developer Use

Access to the Wexio API is subject to the rate limits, quotas, and policies set out in our documentation. API keys and tokens are confidential credentials and must not be shared, published, or embedded in client-side code. You are responsible for all activity conducted through your API credentials, including access by third-party products acting on your behalf. Misuse of the API, including exceeding rate limits or circumventing security measures, may result in suspension or revocation of API access. We may modify, deprecate, or discontinue API endpoints with reasonable notice. We are not responsible for damages resulting from your use of third-party products that access the Service through the API.

13. Subscriptions, Fees, and Payment

The Service is offered on usage-based and subscription plans. By subscribing to a paid plan you agree to the following.

• Fees and billing. Fees are based on your plan and, where applicable, your usage (for example, operation or message volume). Subscription fees are billed in advance on a monthly or annual basis; usage-based charges are billed in arrears. All fees are quoted in US dollars unless otherwise stated.
• Payment processor. Payments are processed by Stripe. By providing payment details you authorize us and Stripe to charge the applicable fees and any taxes. We do not store full card details.
• Price changes. We may adjust pricing with at least 30 days' prior notice. Continued use after a price change takes effect constitutes acceptance.
• Free trial. We may offer a free trial at our discretion. Unless you cancel before the trial ends, the subscription converts to a paid plan at the then-current rate.
• Auto-renewal. Subscriptions renew automatically at the end of each billing period unless cancelled before the renewal date.
• Cancellation and refunds. You may cancel at any time through your account settings. Cancellation takes effect at the end of the current billing period, and access continues until then. Fees for periods already used are non-refundable, except as expressly stated or required by law.
• Taxes and third-party fees. All fees are exclusive of taxes (including VAT, GST, and sales tax), for which you are responsible other than taxes on our net income. You are responsible for third-party fees, including messaging-channel conversation fees and carrier surcharges.
• Late payment. If payment fails or is overdue, we may suspend access after reasonable notice and a grace period of at least 7 days. Continued non-payment may result in termination.

14. Data Protection and Privacy

Our collection and use of personal data in connection with the Service is described in the Privacy Policy and Cookie Policy. Where you use the Service to process personal data of your end users, the parties' respective roles are as set out in the Customer Responsibilities and Roles section, and our processing of that data on your behalf is governed by the Data Processing Agreement, which forms part of these Terms and includes the list of Subprocessors at wexio.io/subprocessors. You are responsible for ensuring you have a lawful basis and all necessary notices and consents for the data you process through the Service.

15. Confidentiality

Each party may receive non-public information of the other that is designated confidential or that reasonably should be understood to be confidential ("Confidential Information"). The receiving party will use Confidential Information only to perform under these Terms, will protect it with at least reasonable care, and will not disclose it except to personnel and advisers who need to know and are bound by confidentiality obligations. This section does not apply to information that is or becomes public without breach, was known without obligation, is independently developed, or is rightfully obtained from a third party. A party may disclose Confidential Information where required by law, giving reasonable notice where lawful.

16. Service Availability, Backups, and Support

We strive to keep the Service available but do not guarantee uninterrupted or error-free operation. We may perform scheduled maintenance or emergency updates that temporarily interrupt availability, and will give reasonable advance notice of scheduled maintenance where practicable. While we maintain regular backups of platform data, we do not guarantee against loss or corruption, and you are responsible for maintaining your own backups of User Content independent of the Service. Where you use Bring-Your-Own-Storage, backup of the affected Conversation Data is your sole responsibility.

17. Suspension and Termination

We may suspend or terminate your account, without prior notice, if we reasonably believe you have violated these Terms, engaged in fraudulent or illegal activity, or created a risk to other Users or to the Service. Suspension or termination for cause attributable to you does not relieve you of fees owed. You may terminate by cancelling your subscription and deleting your account through your account settings.

Upon termination, your right to use the Service ceases. We will delete or return User Content in accordance with the Privacy Policy and the Data Processing Agreement, subject to any retention required by law. Provisions that by their nature should survive termination (including those on intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, and governing law) will survive.

18. Disclaimers and Limitation of Liability

To the maximum extent permitted by law, Wexio and its affiliates, officers, directors, employees, agents, and licensors will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profits, revenue, data, goodwill, or business opportunity, arising from or related to the Service or these Terms, regardless of the theory of liability and whether or not advised of the possibility of such damages. This includes any loss arising from AI output, Agent Actions, BYOK credentials, or, where you use Bring-Your-Own-Storage, from your own storage infrastructure.

Our total aggregate liability for all claims arising from or related to these Terms or the Service will not exceed the greater of (a) the total amounts you paid to us in the twelve (12) months immediately preceding the event giving rise to the claim, or (b) one hundred US dollars (USD $100). Some jurisdictions do not allow certain exclusions or limitations, so some of the above may not apply to you; in that case our liability is limited to the greatest extent permitted by law.

19. Indemnification

You agree to indemnify, defend, and hold harmless Wexio and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to: (a) your use of the Service; (b) your User Content, AI agent configuration, or Agent Actions; (c) your violation of these Terms or of any law; or (d) your violation of any third-party right, including intellectual-property and data-protection rights.

20. Changes to the Service and to these Terms

We may modify the Service from time to time. We may also amend these Terms at our discretion; if a revision is material, we will provide at least 30 days' notice by posting a prominent notice on the Service or by emailing the address associated with your account. Your continued use of the Service after the effective date of revised Terms constitutes acceptance. If you do not agree, you must stop using the Service. The prior version governs the relationship before your acceptance.

21. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Any dispute arising out of or relating to these Terms will first be attempted to be resolved through good-faith negotiation for 30 days. If unresolved, the dispute will be submitted to final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, conducted in English. Either party may seek injunctive or equitable relief in a court of competent jurisdiction. To the extent any dispute proceeds in court, the state and federal courts located in Delaware will have exclusive jurisdiction, and the parties consent to that jurisdiction and venue.

22. Consumer and Local-Law Rights

Nothing in these Terms limits any non-waivable statutory rights that apply to you as a matter of mandatory local law, including mandatory consumer-protection rights. Where such rights conflict with these Terms, the mandatory local-law rights prevail to the extent of the conflict, and the remainder of these Terms continues to apply.

23. Force Majeure

Neither party is liable for any failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, governmental action, failures of the internet or third-party networks, or failures of Subprocessors or connected third-party services.

24. General Provisions

• No waiver. Our failure to enforce any right or provision is not a waiver. Any waiver must be in writing and signed by an authorized representative of Wexio.
• Assignment. You may not assign or transfer your rights or obligations without our prior written consent; any attempted assignment in violation is void. We may assign these Terms without restriction, including in connection with a merger, acquisition, or sale of assets.
• Severability. If any provision is held invalid or unenforceable, the remaining provisions continue in effect, and the invalid provision is modified to the minimum extent necessary to make it enforceable while preserving intent.
• Entire agreement. These Terms, together with the Privacy Policy, Cookie Policy, and, where applicable, the Data Processing Agreement, constitute the entire agreement between you and Wexio regarding the Service and supersede all prior communications and agreements.
• Language. These Terms are drawn up in English. Any translation is for convenience only, and the English version prevails in the event of inconsistency.
• No third-party beneficiaries. There are no third-party beneficiaries to these Terms except as expressly stated.

25. Contact

If you have questions about these Terms, please contact us.