Last Updated: October 9, 2026
Effective Date: October 9, 2026
Applicability: Commercial Platform Services

Welcome to OmniVani. These Terms of Service (“Terms”) constitute a legally binding agreement between OmniVani Technologies Inc. (“OmniVani”, “we”, “us”, or “our”) and the legal entity or individual (“Customer”, “you”, or “your”) subscribing to or utilizing our multi-channel conversational platform, application dashboard, and API tools.

By creating an account, completing an order form, or accessing the platform, you acknowledge that you have read, understood, and agreed to be bound by these Terms.

1. Subscription and Account Administration

To access the OmniVani platform, you must establish an enterprise account:

  • Authority: You represent and warrant that the individual accepting these Terms has the legal authority to bind your organization.
  • Account Security: You are responsible for maintaining the confidentiality of all login credentials, API keys, and multi-factor authentication tokens associated with your account.
  • Authorized Users: Only designated employees, contractors, and agents may access the platform under assigned user seats. Accounts may not be shared across multiple individuals.

2. OmniVani Platform Services

Subject to these Terms and payment of applicable fees, OmniVani grants you a non-exclusive, non-transferable, revocable license to access and use our software-as-a-service platform during the subscription term, including:

  • The unified team inbox, multi-agent chat assignment, and conversational tagging.
  • Automated conversation workflows, condition-based triggers, and webhook integrations.
  • Analytics dashboards, team response metrics, and conversation audit logs.
  • Connectivity to the official WhatsApp Business Cloud API and CRM connectors.

3. WhatsApp Business API Compliance & Anti-Spam Policy

OmniVani is integrated with Meta’s official WhatsApp Business Platform. As a strict condition of using our services, you must comply with all third-party platform rules:

  • Meta Policies: You agree to strictly abide by Meta’s WhatsApp Business Solution Policy, WhatsApp Commerce Policy, and Technical Terms.
  • Verifiable Opt-Ins: You must obtain and document explicit opt-in consent from each recipient before dispatching outbound template messages or promotional alerts via WhatsApp.
  • Prohibited Content: You shall not transmit unsolicited messages (spam), deceptive marketing, illicit substances, phishing attempts, harassment, or unlawful content.
  • Suspension Right: OmniVani and Meta reserve the immediate right to suspend or revoke WhatsApp phone number registrations that receive elevated block/complaint rates or violate platform guidelines.

4. Acceptable Use Guidelines

You agree not to misuse the OmniVani platform or assist any third party in doing so. You shall not:

  • Reverse engineer, decompile, disassemble, or extract source code from the OmniVani platform.
  • Circumvent rate limits, security safeguards, authentication perimeters, or user seat restrictions.
  • Deploy automated scripts, scrapers, or spiders against OmniVani endpoints without written authorization.
  • Transmit viruses, worms, malware, or malicious payloads through the platform or API integrations.
  • Resell, white-label, or sublicense access to the platform without an executed partner agreement.

5. Intellectual Property & Customer Data Ownership

We respect your proprietary rights and maintain strict ownership boundaries:

  • Customer Data Ownership: As between the parties, you retain sole and exclusive ownership of all customer data, contact records, messages, and uploaded assets. You grant OmniVani a limited license to process this data solely to provide platform services.
  • OmniVani IP: OmniVani and its licensors retain all right, title, and interest (including all patents, copyrights, trade secrets, trademarks, and code) in and to the platform, user interfaces, documentation, and underlying software.
  • Feedback: Any feedback, suggestions, or ideas submitted regarding our platform may be implemented by OmniVani without attribution or royalty obligations.

6. Fees, Billing, and WhatsApp Usage Charges

Your subscription fees and associated payment conditions are structured as follows:

  • Subscription Fees: Platform fees are billed in advance on a recurring monthly or annual cadence as specified during checkout or in your Enterprise Order Form.
  • WhatsApp Conversation Charges: WhatsApp Business API conversation fees (including service conversations, utility templates, marketing campaigns, and authentication charges levied by Meta) are billed per actual usage or drawn against your messaging wallet balance.
  • Payment Terms: Invoices are payable upon receipt. Overdue balances may incur a late charge of 1.5% per month or the maximum legal limit.
  • Taxes: All fees are exclusive of applicable value-added, sales, GST, or withholding taxes, which shall be calculated and added to invoices.
  • Refund Policy: All subscription payments are non-refundable once billed, except where explicitly required by law or specified in an enterprise Service Level Agreement.

7. Service Level Agreement (SLA) & Availability

OmniVani targets an operational availability of 99.9% uptime for our core message routing infrastructure, excluding scheduled maintenance windows announced at least 48 hours in advance. Platform status and maintenance logs are publicly monitored at our system status page.

8. Confidentiality

Each party agrees to protect the Confidential Information of the other party with the same degree of care it exercises with its own sensitive materials (and no less than reasonable care). Confidential Information shall not be disclosed to any third party except to authorized personnel with a legitimate need to know under equivalent nondisclosure duties.

9. Warranties and Disclaimers

EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE OMNIVANI PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT MESSAGING PIPELINES WILL BE COMPLETELY ERROR-FREE OR THAT THIRD-PARTY CARRIERS WILL NEVER EXPERIENCE CARRIER-LEVEL DELIVERY DELAYS.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, BUSINESS INTERRUPTION, OR REPUTATION LOSS.

IN NO EVENT SHALL OMNIVANI’S AGGREGATE CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS EXCEED THE TOTAL FEES ACTUALLY PAID BY CUSTOMER TO OMNIVANI IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

11. Term, Termination & Suspension

These Terms remain in effect until all subscriptions expire or are terminated:

  • Termination for Convenience: Either party may cancel the subscription at the end of the current billing cycle by providing at least thirty (30) days notice.
  • Termination for Cause: Either party may terminate immediately upon written notice if the other party commits a material breach and fails to cure it within thirty (30) days.
  • Post-Termination Data Retrieval: Following termination, you have thirty (30) days to request an export of your customer data, after which it will be decommissioned in accordance with our retention policy.

12. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of Delaware, United States, without regard to conflict of law principles. Any dispute arising out of or relating to these Terms shall first be submitted to good-faith mediation before formal legal proceedings in state or federal courts.

13. Contact Information

Questions regarding these Terms of Service should be directed to: