+91 8238726603
A/10 Parishram park, Dhulia cross road, Surat 394601
ankur.desai@potentglobalsolutions.in

Terms And Conditions

Terms & Conditions

Please Read Carefully

These Terms and Conditions (“Terms of Use”) govern the licensing and use of software and related services provided by Potent Global Solutions, a company incorporated under Indian law with its registered office at A/10 Parishram Park, Dhulia Cross Road, Surat 394601, Gujarat, India (referred to as “Company”, “We”, “Us”, or “Our”). These Terms form a legal agreement between the Company and merchants (“Client”, “You”, or “Your”) engaged in lawful business activities across India.

 
 

Our Company offers a comprehensive suite of messaging software-as-a-service solutions through a unified platform, branded as “Potent Global Solutions” (“Solution”), designed to help customers manage communications with their users.

 
 

We may authorize representatives from time to time to exercise any rights or obligations under these Terms on our behalf. Any reference to “Potent Global Solutions” in these Terms includes such authorized persons.

 
 

These Terms of Use constitute an electronic record under the Information Technology Act, 2000 and related rules. They are generated electronically and do not require physical or digital signatures.

 
 

In compliance with Rule 3(1) of the Information Technology (Intermediaries Guidelines) Rules, 2011, these Terms, along with our privacy policy and other regulations, are published for your access and use of our electronic services.

 
 

By using the Solution, you accept these Terms of Use and any related addenda or annexures. If you do not agree, please do not use the Solution. We may update these Terms periodically; the latest version will be available at https://www.potentglobalsolutions.com/terms-of-service.

 
 

Definitions

For clarity, capitalized terms used in these Terms have the meanings defined below. Headings are for convenience and do not limit the scope.

 
 

Contact Information:

 
 

Applicable Law: All relevant Indian statutes, regulations, rules, guidelines, and orders issued by governmental or regulatory authorities.

 
 

Applicable Data Protection Law: Laws and regulations related to privacy, data processing, security, and confidentiality in India, including the Information Technology Act, 2000, and the forthcoming Digital Personal Data Protection Act, 2023.

 
 

Beta Products: Pre-release versions of the Solution or its components provided for testing under realistic conditions.

 
 

Business Day: Any day other than Saturday, Sunday, or public holidays when banks in Mumbai are open.

 
 

Intellectual Property: All intellectual property rights worldwide, whether registered or not, including trademarks, patents, copyrights, trade secrets, software, and related rights.

 
 

Personal Data: Any information relating to an identified or identifiable natural person, as defined under Applicable Data Protection Law.

 
 

SaaS: Software as a Service.

 
 

Subscription Commencement Date: The date you accept and acknowledge these Terms of Use.

 
 

Scheduled Maintenance: Routine maintenance of the Solution notified at least two hours in advance and not exceeding eight hours per week.

 
 

Third Party Services: External services integrated with the Solution, including but not limited to WhatsApp.

 
 

Update: Modifications or fixes to improve or repair existing features, ensure compatibility, or comply with laws, excluding major upgrades.

 
 

Upgrades: New versions of the Solution that enhance functionality and may change the version number.

 
 

Term

These Terms remain effective until terminated as described herein. They will automatically renew on the same terms unless you notify us otherwise in writing.

 
 

Grant of License

In exchange for payment, we grant you a limited, non-exclusive, personal, revocable, non-transferable license to access and use the Solution on a subscription basis, subject to these Terms. No ownership or intellectual property rights are transferred.

 
 

The Solution is provided as a SaaS platform hosted centrally by us. Your subscription starts on the Subscription Commencement Date regardless of any trial period. Delays caused by you in providing required materials do not affect this date or your payment obligations.

 
 

Your use of the Solution is also subject to additional terms and our privacy policy available at https://www.potentglobalsolutions.com/privacy-policy.

 
 

License and Use of Solution

You agree to provide all necessary information, including identity, address, and payment details, to use the Solution.

 
 

The Solution is non-exclusive; we may provide it or variations to others. Updates and upgrades are included and your continued use implies acceptance.

 
 

Your license is limited to internal business use only. You may not:

  • License, sell, transfer, or distribute the Solution or its content to third parties;
  • Bypass security features;
  • Modify or create derivative works;
  • Create links, frames, or mirrors of the Solution;
  • Reverse engineer or copy the Solution;
  • Use the Solution for anything other than your internal business operations.

 
 

Violation of these terms is a material breach and grounds for immediate termination. Use by unauthorized parties is prohibited without our written consent.

 
 

Important: You must maintain access to the registered SIM card and present it within 30 minutes in emergencies.

 
 

Solution Components

  • Client Data: Your data will be hosted on our proprietary platform branded as “Potent Global Solutions” and integrated with your business and user information.
  • Inbox Dashboard: A web-based messaging app where your users’ messages appear automatically, e.g., via WhatsApp.
  • Support and Assistance: We provide prompt help for any issues affecting your use of the Solution.
  • Beta Products: We may invite you to test pre-release versions on an “as is” basis without warranties.

 
 

Your Rights and Responsibilities

  • You must secure your access credentials and ensure authorized personnel follow security measures. Any breach by authorized users is your responsibility.
  • You must obtain all necessary approvals and licenses to use the Solution legally.
  • You agree to cooperate with us for any required system integration and provide access as needed.
  • You agree to pay all fees as requested.
  • You may have a trial period of 7-14 days with limited or full use. You can terminate during this period without fees. Afterward, fees apply automatically.

 
 

Fees and Payment

You agree to pay:

  • Subscription Fee: A non-transferable, non-refundable fee for the subscription starting at the end of the trial period.
  • Usage Fee: Additional fees for message conversations via WhatsApp Business API, payable by recharging your wallet. Wallet recharges are non-transferable and non-refundable.

 
 

All fees exclude taxes, which you must pay. You must comply with tax withholding and reporting requirements and provide us with necessary documentation.

 
 

General Payment Terms

  • Your payment obligations are absolute, even if we do not issue an invoice.
  • Subscription fees are due immediately or at trial end; usage fees are due monthly by the 5th for the previous month.
  • We may suspend your access if payments are overdue.
  • Late payments incur interest at 2% per month or the maximum allowed by law.

 
 

Representations and Warranties

  • Each party is duly incorporated, authorized, and compliant with laws to perform under these Terms.
  • You represent financial ability to pay fees and compliance with all applicable laws, including data protection.

 
 

Suspension of Access

  • We may suspend your access immediately without notice if:
    • Your use poses security risks or may harm our services or others;
    • You breach these Terms, including payment defaults;
    • You cease normal business operations or become subject to insolvency proceedings.
  • During suspension:
    • You remain liable for fees incurred;
    • We will not delete your data except as otherwise specified;
    • Suspension is in addition to termination rights.

 
 

Confidentiality

  • Definition: Confidential Information includes all proprietary or sensitive information shared between parties, except information that is public, previously known, independently developed, or lawfully received from third parties.
  • Obligations: Each party agrees to:
    • Protect Confidential Information with at least reasonable care;
    • Use it only to perform obligations under these Terms;
    • Not claim ownership or liens;
    • Limit disclosure to authorized personnel bound by confidentiality;
    • Notify the other party promptly of any unauthorized disclosure.
  • Required Disclosure: Disclosure required by law is permitted with notice and cooperation to seek protective orders.
  • Equitable Relief: Breaches may cause irreparable harm, entitling the injured party to injunctive relief and other remedies.

 
 

Termination

You may terminate these Terms during the trial period. Afterward, termination requires written notice before the subscription end date. Upon termination:

  • All rights revert to the respective parties, and fees remain payable;
  • Your access to the Solution ends immediately;
  • You must destroy all confidential materials and documentation, except for automatic backups, which remain confidential.

 
 

Service Levels

We aim to provide 95% uptime annually. Downtime excludes issues caused by unauthorized use, internet problems, force majeure, your equipment, third parties, or scheduled maintenance.

If uptime falls below this for two consecutive months, you may terminate and receive a refund of fees paid for the affected period.

 
 

Third Party Applications

Third-party products or services included or downloaded during use are not controlled by us. We disclaim responsibility for their availability or content. Use of such third-party services is at your own risk and subject to their terms and privacy policies.

 
 

Data Protection & Privacy

  • You are responsible for obtaining necessary consents under data protection laws for any personal data you collect or process.
  • You must maintain records of consents and are liable for damages from insufficient consents.
  • We will only use personal data as necessary to provide the Solution.
  • Both parties will comply with applicable data privacy laws and security practices.
  • Cloud API – WhatsApp Infrastructure:
    • Your WhatsApp messaging data will reside on Meta’s Cloud API data centers.
    • Data previously stored on WhatsApp infrastructure will be migrated to Meta’s data centers.
    • Data localization is not offered for WhatsApp infrastructure data.

 
 

Disclaimers of Warranties

  • We do not guarantee uninterrupted, error-free, or virus-free operation of the Solution.
  • We are not liable for errors, data loss, delays, or failures related to the Solution.

 
 

Indemnity

  • Your Indemnity: You agree to indemnify and hold us harmless from claims arising from your breach of these Terms or infringement of third-party rights.
  • Our Indemnity: We agree to indemnify you against third-party claims related to our provision of the Solution.

 
 

Limitation of Liability

  • Neither party is liable for indirect, special, incidental, punitive, or consequential damages.
  • Our total liability is limited to fees paid by you in the 12 months before the claim.

 
 

Intellectual Property Rights

All intellectual property rights in the Solution and its updates remain with us. No rights are transferred except as expressly granted. You are responsible for third-party licenses. You agree not to contest our ownership or use confusingly similar marks. You will notify us of any claims and assist as needed.

 
 

Independent Contractor

Our relationship is that of independent contractors. Neither party can bind the other or create obligations on their behalf.

 
 

Governing Law, Arbitration, and Jurisdiction

These Terms are governed by Indian law. Disputes will be resolved amicably or, failing that, by arbitration in Mumbai under the Arbitration and Conciliation Act, 1996. Arbitration may be conducted virtually if agreed. Mumbai courts have exclusive jurisdiction.

 
 

Publicity

We may use your name, logo, and performance metrics for marketing purposes with your consent, granting us a perpetual, worldwide, royalty-free license.

 
 

Force Majeure

Neither party is liable for delays or failures caused by events beyond their control, such as natural disasters, terrorism, strikes, or government actions. If such events delay performance for 15 consecutive days, parties may mutually agree to terminate without further liability, except for payment obligations.

 
 

Contact Details

All notices to us must be in writing and sent to:

 
 

Survival and Severability

Provisions that by their nature survive termination will remain in effect. If any part of these Terms is invalid, the rest remain binding.

 
 

Waiver

Failure to enforce any right is not a waiver of that or other rights.

 
 

Assignment

We may assign these Terms or parts thereof to affiliates or third parties without notice. You may not assign without our written consent.

 
 

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