Terms of Service

1. Definitions

Convarza, we, us

Profunnel Technologies Private Limited.

Customer, you

The individual or entity subscribing to the Service.

Service

The Convarza AI platform, its mobile applications, APIs and documentation.

User

An individual you authorise to use the Service under your subscription.

Customer Data

Everything you or your Users put into or generate in your workspace — contacts, conversations, call recordings and transcripts, notes, tasks, calendar events, files, knowledge-base documents and AI prompts.

Order Form

The plan and quantities you selected when subscribing, whether online or in a signed document.

Beta Services

Features not yet generally available.

2. Your subscription

2.1 Access is sold as a subscription. It runs for the term shown on your Order Form or for as long as your account stays active.

2.2 Your plan sets your entitlements: users, channels, AI calling minutes, AI messages, automation actions and storage.

2.3 Subscriptions added mid-term are charged at the same rate, pro-rated for the remainder of the term, and end on the same date as the original.

2.4 A User identity is for one person and must not be shared. You may reassign an identity to a different individual, provided the total number of Users does not increase.

2.5 If you exceed the Users or features on your plan we may, without prior approval, charge pro-rata for the excess, or move you to the plan matching your actual usage after 24 hours’ notice. If you do not want the change, reduce your usage within that period by contacting support.

2.6 Add-ons may be offered and may carry additional charges. We may let you use an add-on on a trial basis, without additional fees, for up to thirty days.

3. Acceptable use

You agree not to:

• Make the Service available to, or use it for the benefit of, anyone other than you and your Users.
• Sell, resell, license, sublicense, distribute, rent, lease or offer the Service as a service bureau or outsourcing arrangement.
• Use the Service to store or transmit defamatory, illegal or unlawful content, or material that violates a third party’s privacy or intellectual property rights.
• Use the Service to store or transmit malicious code.
• Interfere with or disrupt the integrity or performance of the Service or any third-party data in it, or attempt unauthorised access to it or to related systems.
• Permit access or use that circumvents a contractual usage limit.
• Copy, modify, frame, mirror, reverse-engineer, disassemble or decompile the Service or any part of it, or attempt to extract its source code.
• Access the Service to build a competing product or service.

3.1 Additional rules for calling and messaging

Convarza AI can place calls and send messages at volume. These rules are not boilerplate — breaking them can get your numbers blocked, your messaging account suspended, or you fined. You agree that:

• You have a lawful basis to contact every person you contact through the Service.
• You will honour do-not-call and do-not-disturb registers and opt-out requests that apply where you are calling or messaging.
• You will observe permitted calling hours in the recipient’s jurisdiction. The Service lets you configure them per channel; it does not know your local law.
• You will obtain any consent required to record a call, and give any notice the law requires. Recording is your decision and your responsibility.
• You will not misrepresent an AI voice agent as a human where disclosure is required, and will not use synthetic voice to impersonate a real person.
• You will comply with the terms of the messaging platforms and carriers you connect, and you accept that their enforcement decisions about your account are theirs, not ours.

4. Our responsibilities

4.1 We will make the Service available to you under this agreement and your Order Form, and provide standard support at no additional cost.

4.2 We will use commercially reasonable efforts to make the Service available 24 hours a day, 7 days a week, except for planned downtime and any unavailability caused by circumstances beyond our reasonable control — including acts of God, internet or service-provider failure, and third-party applications you have connected.

4.3 We are responsible for our employees and contractors and their compliance with our obligations under this agreement.

5. Your responsibilities

You will:

• Be responsible for your Users’ compliance with this agreement.
• Be responsible for the accuracy, quality and legality of Customer Data and of how you acquired it.
• Use commercially reasonable efforts to prevent unauthorised access to the Service, and tell us promptly if it happens.
• Use the Service in accordance with this agreement and applicable law.
• Comply with the terms of any third-party applications you use with the Service.
• Define the access levels of your own Users. You assume full responsibility for that, and we are not liable for losses suffered by third parties arising from your breach of these responsibilities or from unlawful acts by your Users.

6. Fees and payment

6.1 You pay the amounts on your Order Form or in your account. Prices are exclusive of taxes, which you are responsible for.

6.2 Fees are non-refundable except as set out in our Cancellation & Refund Policy.

6.3 If an invoice is overdue we may suspend the Service after notice.

6.4 Telephony and messaging carry per-use costs. Included allowances do not carry over between billing periods and have no cash value. Where you connect your own carrier account, their charges are between you and them.

7. Your data

7.1 Customer Data is yours. We claim no ownership of it.

7.2 We process it to provide the Service, as described in the Privacy Policy, which forms part of this agreement and may be updated from time to time. For Customer Data you are the controller and we are the processor.

7.3 You are responsible for the accuracy and lawfulness of Customer Data and for your Users’ conduct.

8. AI output

8.1 AI agents generate responses from the prompt, knowledge base and model you configure. Their output is probabilistic. It can be wrong, and you should not treat it as professional, legal, medical or financial advice.

8.2 You are responsible for what your agents say on your behalf — for the prompts you write, the knowledge you give them, the functions you enable and the guardrails you set.

8.3 Test your agents before pointing a live channel at one.

8.4 We do not warrant that AI output will be accurate, complete or fit for a particular purpose.

9. Confidentiality

Each party will protect the other’s confidential information with at least the care it uses for its own, and will not disclose it except to those who need it and are bound by comparable obligations, or where compelled by law — in which case, where permitted, it will give the other party notice.

10. Intellectual property

10.1 We reserve all right, title and interest in the Service. Access is granted on a limited basis and conveys no ownership right.

10.2 If you send us feedback or suggestions, we may use them without obligation to you.

11. Third-party applications and integrations

The Service integrates with products we do not control — carriers, messaging platforms, AI providers, calendar providers and other tools. Your use of them is governed by their own terms, and we are not responsible for their acts, omissions or availability. Disabling an integration may change how the Service behaves.

12. Warranties

12.1 We warrant that:

• this agreement accurately describes the administrative, physical and technical safeguards that protect the security, confidentiality and integrity of Customer Data;
• we will not materially decrease the overall security of the Service during the subscription term;
• the Service will perform materially in compliance with applicable law and this agreement;
• we will not materially decrease the functionality of the Service during the subscription term; and
• the Service will not introduce malicious code into your systems.

12.2 Except as stated above, the Service is provided “as is” and “as available”, without warranty or condition of any kind, express or implied. Your subscription is not contingent on the delivery of any future feature, or on any public comment we have made about functionality that might be developed. Beta Services are provided on the same basis and may be changed or withdrawn.

13. Term and renewal

13.1 This agreement starts when you accept these terms or return a signed Order Form, whichever is earlier, and continues until all subscriptions under it have expired or been terminated.

13.2 Subscriptions renew automatically for a further period equal to the expiring term, or one year, whichever is shorter — unless you give notice of non-renewal at least 30 days before the end of the term.

13.3 We may review our pricing. Any price change is communicated in writing at least 30 days in advance and takes effect at the start of the next subscription period. Continuing to use the Service accepts the new price; you may reject it by cancelling before the end of the current term.

13.4 On renewal, the price will reflect our current published price list unless we have expressly agreed otherwise. A renewal that reduces functionality, Users or duration will result in the price being re-evaluated.

14. Termination

14.1 You may terminate without cause on at least 30 days’ written notice. In that case you are not entitled to a refund of prepaid fees and remain liable for outstanding payment obligations.

14.2 Either party may terminate, without prior notice, where: a material breach is not remedied within the period allowed to remedy it; the other party becomes subject to bankruptcy, insolvency, receivership or liquidation proceedings; or there is a criminal conviction by a competent court.

14.3 If you terminate under 14.2, we will refund prepaid fees for the period between effective termination and the end of the Order Form. If we terminate under 14.2, no refund is due and you remain liable for fees for the remainder of the term.

14.4 In the case of unremedied material breach we may instead suspend the Service, disable your account or User access, and remove content we consider inappropriate or infringing. We will notify you before doing so, unless notifying is prohibited by law or legal process.

14.5 No termination relieves you of the obligation to pay fees relating to the period before termination takes effect.

14.6 Export your data before your access ends. After termination it is deleted in line with the Privacy Policy.

15. Liability

15.1 Each party’s liability for direct damages arising out of or relating to this agreement will not exceed the amount you paid in the 12 months before the event giving rise to the claim — except in cases of serious neglect or intentional misconduct.

15.2 That limit applies whether the claim is in contract or tort and regardless of the theory of liability. It does not apply to your payment obligations under section 6, or to any violation or misappropriation of our intellectual property rights by you or a User.

15.3 Neither party is liable to the other for indirect, special, incidental, collateral, consequential, punitive or coverage damages, including lost profits or revenue, even if advised of the possibility. This exclusion does not apply to the extent prohibited by law.

16. Indemnification

16.1 We will defend you against third-party claims alleging that your permitted use of the Service infringes that third party’s intellectual property rights, and indemnify you for damages, reasonable attorneys’ fees and substantiated costs awarded as a result.

16.2 You will defend us against third-party claims arising from your breach of your responsibilities under section 5, of our intellectual property rights under section 10, or of the data protection obligations in the Privacy Policy, and indemnify us for damages, reasonable attorneys’ fees and substantiated costs.

16.3 To rely on an indemnity, the party seeking it must promptly tender the claim, allow the indemnifying party sole control of the defence or settlement, and reasonably assist with that defence at the indemnifying party’s request and expense.

17. Dispute resolution

17.1 The parties will first seek an out-of-court settlement. The party that considers itself prejudiced will notify the other of the conflict and request performance. Only if the conflict is unresolved 30 days after that notice is received may the harmed party take the matter further.

17.2 Arbitration. All disputes arising out of or relating to this agreement shall be resolved exclusively by binding arbitration before a single arbitrator under the Commercial Arbitration Rules of the American Arbitration Association then in effect. The arbitration is governed by the Federal Arbitration Act, 9 U.S.C. §§ 2 et seq., and the laws of the State of California, without reference to conflict-of-laws principles.

17.3 The arbitration will be conducted in San Francisco, California. Each party bears its own expenses and an equal share of the arbitrator’s and the AAA’s fees. The parties and the arbitrator will keep the existence, content and result confidential. Nothing here prevents either party from seeking injunctive relief to protect its rights pending the outcome, and doing so is not a waiver of the obligation to arbitrate.

18. General

18.1 The sections on Fees and Payment, Intellectual Property, Confidentiality and Liability survive termination or expiry.

18.2 This agreement is governed by and enforced in accordance with the laws of the State of California, United States of America, without regard to conflict-of-laws rules. To the extent arbitration is not enforceable in your region, each party submits to the exclusive jurisdiction of the courts sitting in San Francisco, California. We may nevertheless bring proceedings in any other court with jurisdiction where you reside or do business, in order to protect our intellectual property rights.

18.3 Notices. We may send you general information about the Service by email to the address registered on your account, and it is your responsibility to keep that address current. Notices are deemed delivered on the first business day after being emailed — to your account administrator’s address, or in our case to legal@convarza.com. Billing notices go to your designated billing contact.

18.4 Neither party may assign this agreement without the other’s consent, except to a successor in a merger or sale of substantially all assets.

18.5 Where documents conflict, the order of precedence is: the applicable Order Form, then this agreement, then the documentation.

18.6 If any provision is held unenforceable, it is severed and the rest stands. A failure to enforce a provision is not a waiver of it.

18.7 Both parties commit to conducting business ethically and in compliance with applicable anti-corruption and anti-money-laundering law, and will not offer or authorise any payment or thing of value to improperly influence an official act or secure an undue advantage.

19. Contact

Profunnel Technologies Private Limited
268, Tower Blossom, Gaur Saundaryam, Techzone IV, Greater Noida West,
Gautam Budh Nagar, Uttar Pradesh 201318, India

Legal: legal@convarza.com
Sales: sales@convarza.com