Smart Engagement Agent — Terms & Conditions

1. Definitions

Agreement means these Terms, the applicable Order Form/subscription confirmation, and any addenda incorporated by reference.

Customer Data means data submitted to, processed by, or generated through the Service within Customer's Salesforce org, including but not limited to contact/lead records, message content, message metadata, and media attachments (images, videos, and documents).

Meta/WhatsApp Business Platform means the WhatsApp Business Platform and related APIs provided by Meta Platforms, Inc. ("Meta"), through which WhatsApp messaging functionality in the Service is delivered.

Salesforce Platform means the third-party Salesforce.com, Inc. platform on which the Service is installed and operates, including the Agentforce/Einstein platform used to deliver generative AI functionality. The Company does not own, control, or operate the Salesforce Platform.

Subprocessor means a third party engaged by the Company to process Customer Data in connection with providing the Service, including Meta, Twilio, and any other messaging/telephony/AI infrastructure providers used to deliver the Service.

Twilio means Twilio Inc., the third-party communications platform used to deliver SMS messaging and, where configured, WhatsApp messaging via Twilio's API.

Users means Customer's employees, agents, or contractors authorized to access the Service under Customer's Salesforce org.

2. The Service

2.1 Smart Engagement Agent is a managed package distributed under winfomi that enables messaging including WhatsApp/Meta channel messaging and SMS, delivered directly via the Meta/WhatsApp Business Platform and/or via Twilio media handling, and Agentforce/generative-AI-driven auto-reply functions natively within Customer's Salesforce org.

2.2 Subject to Customer's compliance with this Agreement and payment of applicable fees, the Company grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right to install and use the Service, solely for Customer's internal business operations, during the subscription term.

2.3 The Company retains all right, title, and interest in and to the Service, including all underlying software, source code, templates, and documentation, and all intellectual property rights therein. No rights are granted except as expressly stated in this Agreement.

2.4 Customer shall not:

• (a) Reverse engineer, decompile, or attempt to derive source code from the Service, except to the extent such restriction is prohibited by applicable law.
• (b) Resell, sublicense, or provide the Service to any third party outside Customer's organization.
• (c) Use the Service to send unsolicited, unlawful, or abusive messages.
• (d) Circumvent usage limits, licensing checks, or security controls.

3. Third-Party Platforms and Services

3.1 Salesforce. The Service operates on and requires an active Salesforce org and license. Customer's use of Salesforce is governed solely by Customer's separate agreement with Salesforce.com, Inc. The Company is not responsible for the availability, performance, or acts/omissions of the Salesforce Platform.

3.2 Meta / WhatsApp Business Platform, Twilio, and SMS.

Messaging functionality relies on the Meta/WhatsApp Business Platform (directly, via Customer's own WhatsApp Business Account) and/or Twilio (for SMS and, where configured, WhatsApp messaging via Twilio's API), as well as underlying SMS/telephony carrier infrastructure. Customer must independently register and maintain any required WhatsApp Business Account (WABA) and/or Twilio account (directly or via an authorized Business Solution Provider). Customer is solely responsible for:

• (a) Compliance with Meta's WhatsApp Business Messaging Policy, Commerce Policy, and template/message-category rules, and with Twilio's Acceptable Use Policy and Messaging Policy.
• (b) Obtaining valid recipient opt-in/consent prior to sending messages.
• (c) Honoring opt-out requests (e.g., STOP, UNSUBSCRIBE) and HELP keyword requests for SMS messaging in accordance with CTIA guidelines and carrier requirements.
• (d) All conversation-based or per-message charges levied by Meta, Twilio, carriers, or other Business Solution Providers.
• (e) Any suspension, throttling, or termination of the WABA, Twilio account, or SMS sending capability by Meta, Twilio, or a carrier, which is outside the Company's control.

3.3 The Company is not responsible for outages, policy changes, rate limits, or discontinuation of features by Salesforce, Meta, Twilio, or SMS carriers, and no service credit or refund is owed for disruptions caused by these third-party platforms.

4. Customer Responsibilities and Acceptable Use

4.1 Customer is solely responsible for the accuracy, legality, and quality of Customer Data, and for ensuring that its use of the Service (including bulk messaging, marketing messages, and AI-generated content) complies with all applicable laws and regulations, including but not limited to data protection laws, telecom/anti-spam regulations (e.g., TRAI regulations in India, TCPA in the US, or equivalent regulations in Customer's jurisdiction), Meta's WhatsApp Business Policy, and Twilio's Acceptable Use Policy.

4.2 Customer shall maintain the confidentiality of its Salesforce org credentials and API keys (including Meta and Twilio credentials configured within the Service) and shall be responsible for all activity occurring under its org.

4.3 Customer shall not use the Service to transmit content that is unlawful, harassing, defamatory, obscene, infringing, or that violates the rights of any third party.

4.4 AI-Generated Content. Certain functions of the Service use generative AI/Agentforce models, including large language models made available through the Salesforce Agentforce/Einstein platform, to draft and send automated replies, remember conversation context, or create/update Salesforce records. Such AI-generated output may be inaccurate, incomplete, or inappropriate. Customer is solely responsible for reviewing, configuring, and validating AI-driven behavior — including automated messages sent to end customers — before it is relied upon or acted upon. Customer retains ownership of records and content generated through these functions but assumes all responsibility for their accuracy and appropriateness. The Company does not independently store, log, or use Customer Data to train any AI/LLM model; processing of prompts and data by underlying AI providers is governed by Salesforce's applicable Agentforce/Einstein Trust Layer terms and documentation.

5. Fees and Payment

5.1 Smart Engagement Agent is licensed on a subscription basis, with recurring license fees payable in advance (monthly or annually, as specified in the applicable Order Form), plus any applicable Meta/WhatsApp, Twilio, or SMS carrier conversation/usage-based charges, which are billed separately and are Customer's responsibility unless otherwise stated.

5.2 Fees are exclusive of applicable taxes (e.g., GST), which shall be added to invoices as required by law.

5.3 Unless otherwise agreed in writing, subscriptions renew automatically for successive periods equal to the initial term unless either party gives at least 30 days' written notice of non-renewal prior to the end of the then-current term.

5.4 Failure to pay undisputed fees within 15 days of the due date may result in suspension of access to the Service until payment is received.

6. Cancellation, Refunds and Free Trial

6.1 Cancellation for Convenience. Customer may cancel a monthly subscription at any time, effective at the end of the then-current billing month, by providing written notice to the Company at sales@winfomi.com. Annual subscriptions may not be cancelled for convenience during a paid term; Customer's option to discontinue an annual subscription is to decline renewal in accordance with Section 5.3.

6.2 Refunds. Except as expressly required by applicable law or as otherwise stated in the applicable Order Form, all fees paid to the Company are non-refundable, including in the event of early termination, cancellation, non-renewal, downgrade, or non-use of the Service. No refunds are issued for conversation-based or usage-based charges billed by Meta, Twilio, or SMS carriers, whether used or unused.

6.3 Free Trial. Where the Company offers a free trial period, the trial is provided "as is" for evaluation purposes only, may be limited in features, users, or usage volume, and may be modified, extended, or discontinued at the Company's discretion. No fees are charged during the trial unless otherwise disclosed at signup. Unless Customer cancels before the trial ends, the Company may require Customer to select a paid plan to continue using the Service, and access may be suspended or downgraded automatically upon expiry of the trial.

6.4 Auto-Renewal Notice. Where required by applicable law, the Company will use reasonable efforts to notify Customer of an upcoming automatic renewal at least 30 days in advance of the renewal date, in addition to Customer's own right to decline renewal under Section 5.3.

7. Support and Service Levels

7.1 The Company will provide support for the Service via Sales@winfomi.com during business hours (Monday to Friday between 9 AM to 9 PM IST), consistent with the support tier purchased.

7.2 The Company does not guarantee any specific uptime for the Salesforce Platform, the Meta/WhatsApp Business Platform, Twilio, or SMS carrier networks, as these are operated by third parties outside the Company's control.

8. Data Protection and Privacy

8.1 Customer Data (including message content and media attachments) processed through the Service resides within Customer's own Salesforce org and/or is transmitted through the Meta/WhatsApp Business Platform, Twilio, or SMS carriers under Customer's own accounts; the Company does not sell Customer Data.

8.2 The Company may access Customer Data solely as reasonably necessary to provide support, troubleshoot issues, or as authorized by Customer.

8.3 Details of data collection, storage, and processing practices, including Subprocessors (including Meta and Twilio) used to deliver messaging and AI functionality, are set out in the Company's Privacy Policy, which forms part of this Agreement.

9. Intellectual Property

9.1 The Company and its licensors retain all intellectual property rights in the Service, including all software, templates, bot flows, generative AI function definitions, and documentation.

9.2 Customer retains all rights in Customer Data. Customer grants the Company a limited license to process Customer Data solely to provide the Service.

9.3 Any feedback or suggestions provided by Customer regarding the Service may be used by the Company to improve the Service without obligation or compensation to Customer.

10. Confidentiality

Each party shall protect the other's confidential information disclosed under this Agreement using the same degree of care it uses for its own confidential information of similar nature, but no less than reasonable care, and shall not disclose it to third parties except as required to perform this Agreement or as required by law.

11. Disclaimers

The Service is provided "as is" and "as available," without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, or non-infringement. The Company does not warrant that the Service will be uninterrupted, error-free, or that messages sent via the Salesforce, Meta/WhatsApp, Twilio, or SMS carrier platforms will be delivered, as these depend on third-party platforms outside the Company's control. The Company does not warrant that AI/Agentforce-generated output will be accurate, complete, or appropriate for any purpose, nor that the Service or its SMS functionality will not be deemed an "automatic telephone dialing system" or similar regulated technology under the TCPA or equivalent laws in other jurisdictions.

12. Limitation of Liability

12.1 To the maximum extent permitted by law, in no event shall either party be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or goodwill, arising out of or related to this Agreement or the Service.

12.2 The Company's total aggregate liability arising out of or related to this Agreement shall not exceed the total subscription fees paid by Customer to the Company for the Service in the twelve (12) months preceding the claim.

12.3 The limitations in this Section do not apply to:

• (a) Either party's indemnification obligations
• (b) Breach of confidentiality obligations
• (c) Customer's payment obligations
• (d) Liability that cannot be limited under applicable law

13. Indemnification

13.1 The Company shall defend Customer against third-party claims alleging that the Service, as provided by the Company (excluding Customer Data, misuse, or unauthorized modification), infringes such third party's intellectual property rights, and shall indemnify Customer for damages finally awarded, subject to Customer promptly notifying the Company and cooperating in the defense.

13.2 Customer shall indemnify and hold the Company harmless from claims arising out of:

• (a) Customer Data
• (b) Customer's violation of applicable law (including messaging/consent laws or Meta's/Twilio's policies)
• (c) Customer's use of the Service in breach of this Agreement

14. Term and Termination

14.1 This Agreement commences on the date the Service is installed/activated and continues for the subscription term stated in the applicable Order Form, renewing as described in Section 5.3.

14.2 Either party may terminate this Agreement for the other party's uncured material breach following 14 days' written notice of such breach.

14.3 Upon termination, Customer's right to use the Service ceases immediately. Sections that by their nature should survive (including Sections 6.2, 9–13, and 15) shall survive termination.

14.4 Effect of Termination on Data. Upon termination or expiry of this Agreement, Customer shall have 30 days to export Customer Data from the Service before it may be deleted, disabled, or become inaccessible. After such period, the Company has no obligation to retain or provide access to Customer Data. Customer Data residing directly within Customer's own Salesforce org, WhatsApp Business Account, or Twilio account is unaffected by termination of this Agreement and remains subject to Customer's separate agreements with those providers.

14.5 Suspension for Cause. In addition to suspension for non-payment under Section 5.4, the Company may suspend or limit access to the Service, in whole or in part, where reasonably necessary to comply with applicable law, to prevent harm to the Service or other customers, or upon detecting a violation of Section 2.4 or Section 4, and will provide notice to Customer where reasonably practicable.

15. Changes to These Terms

The Company may update these Terms from time to time by posting a revised version with an updated "Last Updated" date. Material changes will be notified to Customer via the AppExchange listing, in-app notice, or email. Continued use of the Service after such changes constitutes acceptance of the revised Terms.

16. Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of India, without regard to conflict-of-laws principles. The courts at Coimbatore, India shall have exclusive jurisdiction over any disputes arising out of or in connection with this Agreement.

17. General Provisions

17.1 Force Majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control, including outages of the Salesforce Platform, the Meta/WhatsApp Business Platform, Twilio, or SMS carrier networks.

17.2 Assignment. Neither party may assign this Agreement without the other's prior written consent, except to a successor in connection with a merger, acquisition, or sale of substantially all assets.

17.3 Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

17.4 Entire Agreement. This Agreement, together with the applicable Order Form and any incorporated policies, constitutes the entire agreement between the parties regarding the Service and supersedes all prior agreements on the subject matter.

Last Updated: 17-07-2026