Terms of Service.

01Who is providing the Service

Wizthinkers Private Limited (operating as "Depra"), CIN U74999UP2022PTC174011, registered office at Sami Manzil, Pahasu House, Aligarh, Uttar Pradesh, India, 202001. References to "we", "us", "our", or "Depra" in these Terms mean that company.

02Account and authority

You must be at least 18 years old and authorised to bind the entity you sign up for. You are responsible for the actions of every user on your account.

Keep your credentials confidential. Tell us promptly at team@depra.ai if you suspect unauthorised access.

You're responsible for the accuracy of information you provide and for keeping your billing details current.

03What you get

Access to the Depra AI Revenue Engine: WhatsApp, voice, and email AI agents, the dashboard, integrations with Shopify, WooCommerce, payments, shipping, CRM, and helpdesk providers, and the related APIs.

Setup, brand-voice training, and unlimited human handoffs are included on every plan.

Updates and new features ship continuously and are included in your subscription unless explicitly priced as add-ons.

04What we expect from you

Use the Service only for lawful business purposes consistent with the policies of the underlying channels (Meta WhatsApp Business Platform, Indian telecom regulations, the customer's domestic data-protection laws).

Don't use the Service to send spam, scams, harassing content, content that violates third-party rights, or messages to recipients who haven't opted in where opt-in is required.

Don't reverse-engineer the Service, scrape it for competitive purposes, or attempt to circumvent rate limits.

If you connect the Service to your Shopify, WhatsApp Business Account, payment gateway, or other third-party platform, you remain responsible for that account's compliance with the third party's terms.

05Customer data and AI training

Customer Data - the messages, orders, and other information you push into Depra or that flows through Depra in the course of running your plays - is yours. We process it as your Data Processor under our DPA at https://depra.ai/dpa.

We do not use your Customer Data to train AI models for any other customer. Our LLM, STT, and TTS sub-processors operate on enterprise tiers with no-training and zero (or short-window) abuse-detection retention.

We do compute aggregated, de-identified usage metrics that can never be re-associated with you or your shoppers. We use those metrics for capacity planning, abuse detection, and general product improvement.

06Pricing and payment

Pricing is per the order form or online checkout you accepted at sign-up. Plans renew automatically at the end of each billing term unless cancelled in writing 14 days before renewal.

Fees are exclusive of GST and other applicable taxes, which are added at the prevailing rate.

Overage above plan limits is billed at the published overage rate. Sustained usage beyond 150% of plan limits may be throttled with 7 days' prior written notice.

Late payments accrue interest at 1.5% per month or the maximum rate allowed by law, whichever is lower. We may suspend service after 30 days of non-payment with 14 days' prior notice.

07Service Level and support

We commit to 99.9% monthly uptime per our SLA at https://depra.ai/sla. Service credits are the sole financial remedy for SLA misses.

Support is available via team@depra.ai. Severity targets and response times are in the SLA.

We may schedule maintenance during the 00:00-04:00 IST window with at least 48 hours' notice.

08Intellectual property

Depra and its underlying technology, trademarks, and documentation are our intellectual property. We grant you a non-exclusive, non-transferable, revocable licence to use the Service for the duration of your subscription.

You retain all rights in your Customer Data and any content you generate using the Service. You grant us a limited licence to host, transmit, and process that data only as necessary to provide the Service.

Feedback you give us is non-confidential and we may use it without restriction.

09Confidentiality

Each party will protect the other's confidential information with the same care it uses for its own (and not less than reasonable care). The obligation survives termination for 3 years and indefinitely for trade secrets. Customer Data is also confidential and is governed additionally by the DPA.

10Warranties and disclaimer

We warrant that the Service will perform substantially in accordance with the documentation. AI outputs are non-deterministic and we do not warrant any specific outcome (e.g., a particular cart-recovery rate or COD-conversion uplift).

Except as expressly stated, the Service is provided "as is" without warranty of merchantability, fitness for a particular purpose, or non-infringement.

11Liability cap

Each party's aggregate liability under or in connection with these Terms is capped at the fees paid by you in the 12 months preceding the event giving rise to the claim.

Neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, or lost data.

Nothing in these Terms limits liability for fraud, fraudulent misrepresentation, death or personal injury caused by negligence, or amounts that cannot be limited by law.

12Indemnity

You will defend us against third-party claims arising from (i) your Customer Data, (ii) your use of the Service in violation of these Terms or applicable law, or (iii) content you instructed Depra to send.

We will defend you against third-party claims that the Service as provided by us infringes that third party's IP rights, subject to standard carve-outs (combinations, modifications, use after we asked you to stop).

13Term and termination

Subscriptions start on the order date and run for the term you signed for, auto-renewing for like terms unless cancelled.

Either party may terminate for material breach not cured within 30 days of written notice. We may terminate immediately on non-payment after the cure period or for serious abuse of the Service.

On termination we delete or return Customer Data per our DPA. Sections that should survive (confidentiality, IP, indemnity, liability, dispute resolution) survive.

14Governing law and disputes

These Terms are governed by the laws of India. Disputes are subject to the exclusive jurisdiction of the courts at Aligarh, Uttar Pradesh. Before filing, the parties will attempt good-faith resolution for 30 days starting from written notice.

15Changes to these Terms

We may update these Terms on 30 days' notice for any change that affects your rights or obligations materially. Posting the updated Terms with a new "Last updated" date and emailing your registered admin satisfies that notice. Continued use after the effective date is acceptance.