Terms of Service
These terms are between PelagosAgent ("we", "us", the "Operator") and the business named in the order form ("you", the "Client"). They govern your use of the PelagosAgent platform, including the web dashboard, the desktop app and the mobile apps your staff sign in to.
1. What we provide
The PelagosAgent platform:
- a WhatsApp AI assistant that answers your customers' enquiries from a knowledge base you supply;
- a shared agent inbox (built on the open-source Chatwoot project) where your staff take over conversations, on web, Windows desktop and mobile;
- booking management;
- message broadcasting to customers who have opted in;
- a configuration console for changing the assistant's greeting, menu, images, tone and canned replies.
Which of these are switched on for you, and at what stage of readiness, is set out in the order form. The order form governs, not any feature list, sales deck or demo.
2. Your responsibilities
2.1 You are the data controller. Your customers' personal data is yours. We process it on your instructions as your data intermediary.
2.2 Consent and notice. You must obtain any consent your customers' data requires, and give them a privacy notice before or at the point you collect it. We provide a customer privacy notice template; adopting, adapting and publishing it is your responsibility, and you must make sure it accurately describes your own business.
2.3 Messaging rules. You must comply with Meta's WhatsApp Business Messaging Policy and Commerce Policy. In particular: send marketing templates only to people who have given prior opt-in, honour opt-out requests, and do not use the service for anything on Meta's prohibited list. Meta can restrict or disable your number for breaches, and we cannot reverse that.
2.4 Knowledge base content. You are responsible for what your assistant says, because it answers from the knowledge base you provide. Prices, schedules, policies and claims in that knowledge base are yours. Keep them accurate and current.
2.5 Your staff. Keep account credentials secure, remove access when someone leaves, and be responsible for what your staff send from the inbox.
2.6 Prohibited use. Do not use the service to send unlawful, deceptive, harassing or infringing content, to impersonate anyone, or to collect payment details, passwords or identity-document numbers through the chat.
3. Data protection
3.1 We process your customers' personal data only to provide the service and only on your documented instructions, under the Data Processing Addendum we provide at onboarding.
3.2 Sub-processors. We use the third parties listed at pelagosagent.org/legal/subprocessors.html. We will tell you before adding or replacing one. That list includes AI providers in the United States who receive the content of your customers' messages in order to generate replies. This is not optional; it is how the assistant works, and your own privacy notice must disclose it.
3.3 Under section 4(2) of Singapore's Personal Data Protection Act, a signed Data Processing Addendum makes us a data intermediary for the processing it covers, but it does not remove our obligations under section 24 (protection) or section 25 (retention). Nothing in these terms limits those.
3.4 Retention. Conversation and booking records are kept for the period set out in the Data Processing Addendum and then deleted or anonymised.
3.5 Assistance with requests. If one of your customers asks you for access, correction or erasure, we will help you respond within a reasonable time.
3.6 Security incidents. If we become aware of a breach affecting your data we will notify you without undue delay and share what we know.
4. AI output: what we do not warrant
4.1 Replies are generated by third-party AI models. They can be wrong, incomplete or worded badly, and they can be wrong in ways that look confident.
4.2 The assistant is instructed not to state a price, time or policy that is not in your knowledge base, and to escalate to a human instead. That is a design rule enforced by instructions to the model. It is not a guarantee, and we do not warrant the accuracy of any individual reply.
4.3 You are responsible for reviewing your knowledge base and for any reliance placed on assistant output, whether yours or your customers'.
4.4 The service is not a substitute for professional advice of any kind, including medical, fitness, legal or financial advice. If your business needs a disclaimer of that sort, it must be configured in your assistant and your own terms.
4.5 We give no warranty that the service will detect or resist attempts to manipulate the assistant through crafted messages.
5. Availability and support
5.1 We aim to keep the service available but do not guarantee uninterrupted or error-free operation. The service depends on Meta, Google, OpenAI, OpenRouter, Cloudflare, Supabase and DigitalOcean, and an outage at any of them can stop it.
5.2 Support hours, response targets and any service credits are as written in your order form. Unless the order form says otherwise, no service level is promised.
5.3 Monitoring. We do not run automated availability monitoring of the assistant and make no monitoring commitment. Any internal check we may run from time to time is an internal control, not a service level, and does not create an uptime commitment.
6. Fees
6.1 Fees, invoicing cycle and payment terms are as set out in the order form.
6.2 Meta charges. Meta charges per conversation for messages sent through the WhatsApp Cloud API. Those charges are billed to your own Meta account, or passed through to you at cost, whichever the order form specifies. They are outside our control, Meta can change them, and they are not included in our fees.
7. Intellectual property
7.1 The platform, meaning the workflows, prompt engineering, configuration tooling, apps and any improvements to them, remains our property. You receive a non-exclusive, non-transferable right to use it for the term. Your content, meaning your knowledge base text, images, branding, customer data, bookings and conversation history, remains yours.
7.2 Open-source components (including Chatwoot, which is MIT-licensed) stay under their own licences, and nothing here overrides them.
7.3 Feedback. We may use general suggestions you give us to improve the platform, without obligation and without using your confidential information.
8. Confidentiality
Each party will keep the other's non-public business information confidential and use it only to perform these terms.
9. Liability
9.1 To the maximum extent permitted by law, our aggregate liability under these terms is limited to the fees you paid us in the twelve months before the event giving rise to the claim.
9.2 Neither party is liable for indirect or consequential loss, loss of profit, loss of business or loss of goodwill.
9.3 Nothing limits liability that cannot be limited by law, including for death or personal injury caused by negligence, or for fraud.
10. Indemnity
You indemnify us against claims arising from your knowledge-base content, your messages, your customers' data being collected without proper consent, or your breach of Meta's policies.
11. Term and termination
11.1 The term is set out in the order form.
11.2 Either party may terminate for material breach that is not fixed within 30 days of written notice.
11.3 On termination, we will make your data available for export in a machine-readable format for 30 days, and then delete it, except where we must keep it by law.
12. Changes to these terms
We may update these terms for legal or operational reasons. We will give you 30 days' notice of any material change; if you do not accept it, you may terminate before it takes effect. The current version is always published at this address.
13. General
13.1 Governing law. Singapore law.
13.2 Disputes. The courts of Singapore have exclusive jurisdiction.
13.3 These terms, the order form and the Data Processing Addendum are the entire agreement between us and replace any earlier discussion, proposal, feature list or demo. No statement made in a sales conversation forms part of this agreement unless it is written into the order form.
13.4 If any clause is unenforceable, the rest stands.
Contact
Questions about these terms: [email protected].