Terms & Conditions

1. Introduction

These terms govern your use of verdeship.com and any services provided by Verdeship Ecommerce Pvt Ltd (“Verdeship”, “we”, “us”), a company registered in India, CIN U47912GJ2024PTC150170, with its registered office at 129, ACOHS, Ahmedabad 380026, Gujarat.

By engaging our services or using this website, you agree to these terms.

2. Definitions

• Verdeship Digital Labs is the trading and services division of Verdeship Ecommerce Pvt Ltd.
• Pravaya is a sub-brand and application of Verdeship Ecommerce Pvt Ltd. It is not a separate company or legal entity.
• Proposal means the written proposal or statement of work agreed between us, setting out scope, deliverables, timelines and fees.
• Platform means any third-party system your services depend on, including Meta’s WhatsApp Business Platform, Google, and any CRM or e-commerce system you ask us to integrate.
• End-customer data means personal data about your own customers that we process on your behalf.

3. Scope of services

Verdeship provides WhatsApp Business API setup and management, AI chatbot development, conversation automation, CRM and application integration, and search visibility services including SEO, local SEO, AEO, GEO and voice search optimisation.

The scope, deliverables, timelines and fees for your engagement are defined in your proposal. Where a proposal conflicts with these terms, the proposal takes precedence.

4. Service plans and engagements

Services are provided on one of the bases below, as stated in your proposal. Not every package is available on every basis; the options open to you are set out in your proposal.

4.1 15-Day Pilot

The 15-Day Pilot is a paid engagement with a defined scope, not a free trial. The pilot fee is payable in advance and covers the scope set out in your proposal for 15 calendar days from go-live.

Fee credit. If you proceed to a Quarterly or Yearly term within 15 days of the pilot period ending, the full pilot fee is credited against the one-time build fee for the package you select. The credit is not redeemable for cash, does not apply to recurring fees, and lapses if not used within that window.

Green tick application assistance is not included in any pilot. If you do not continue, the pilot ends at day 15. Any WhatsApp Business Account registered in your name remains yours and we will assist with reasonable handover.

4.2 Quarterly plans

Quarterly plans are billed for a three-month term in advance, alongside any applicable one-time build fee.

4.3 Yearly plans

Yearly plans are billed for a twelve-month term in advance, alongside any applicable one-time build fee, and are offered at a discount to the equivalent quarterly rate.

5. Fees, payment and GST

Fees, payment schedule and currency are as stated in your proposal. Unless agreed otherwise in writing:

• Build and setup fees are payable in advance.
• Recurring fees are invoiced in advance for the applicable term.
• Invoices are payable within 7 days.
• All fees are exclusive of GST, which is charged additionally at the prevailing rate.

Platform charges. Costs charged by Meta, Google or other third parties are passed through to you at actual cost with no markup and are your responsibility. Meta charges per conversation, and those rates are set by Meta and may change.

We do not charge a separate late fee. We reserve the right to suspend services after 7 days’ written notice of non-payment.

6. Renewal and cancellation

Quarterly and Yearly terms renew automatically for successive periods of the same length unless either party gives written notice of non-renewal at least 30 days before the end of the current term. Where notice is given, services continue to the end of the paid term and then stop.

The one-time build fee is charged once at the start of the engagement and is not repeated on renewal.

Fee changes will be notified at least 30 days before a renewal date. If you do not accept a change, you may give notice of non-renewal within that period.

7. Client responsibilities

You agree to provide accurate business information, documentation and platform access needed to deliver the work; to hold all rights necessary to the content, data and contact lists you provide to us; to obtain valid consent from every recipient before we send messages on your behalf; and to comply with applicable Indian law, including the Information Technology Act 2000 and the Digital Personal Data Protection Act 2023.

You remain the data controller for your customer data. We process it on your instructions as described in our Privacy Policy.

You are responsible for keeping credentials and access we provide secure, and for the actions of your team members and any third party you authorise.

8. WhatsApp and Meta compliance, anti-spam

You are responsible for the accuracy, legality and appropriateness of all message content sent from your account, including content you approve for automated flows and broadcast campaigns.

Message templates require Meta’s approval. We draft and submit templates and advise on policy, but approval, rejection and subsequent revocation are Meta’s decisions alone and are not a deliverable we can guarantee.

Green tick (business verification badge). Where included, we provide application and assistance only. Eligibility criteria and the approval decision are set and made by Meta. We do not guarantee that a badge will be granted.

Quality rating. Your account carries a quality rating set by Meta based on how recipients respond to your messages. Blocks and reports can reduce your messaging limits or suspend your ability to send. Because this is driven by your content, contact list and consent practices, you remain responsible for the consequences of a reduced quality rating.

You will not use our services to send unlawful, misleading, harassing or unsolicited messages; to contact individuals who have not consented or who have opted out; to impersonate any person or business; or to circumvent platform rate limits or policy controls. Where we identify a material risk to your account standing we will tell you and recommend a change. If you instruct us to proceed regardless, we may decline to send and are not liable for any resulting restriction.

9. Intellectual property

You own, on full payment: your brand assets; your WhatsApp Business Account and phone number; your customer data, contact lists and conversation history; your message content and approved templates; and the specific configuration of chatbot flows, automation workflows and integration mappings built for your business, together with any content you supplied to train them.

We retain ownership of our methods, frameworks, libraries, prompt structures, reusable flow patterns, internal tooling and pre-existing materials — including Pravaya, a sub-brand and application of Verdeship Ecommerce Pvt Ltd — and any improvements to these arising from our work. Nothing in this agreement transfers ownership of Pravaya or any part of it.

Where deliverables are hosted on or depend on Pravaya, your right to use them continues for the duration of an active subscription. On termination we will export your data and configuration in a reasonable, commonly readable format on request.

We will not reuse your confidential business content, pricing or customer data in work for any other client.

10. Third-party platforms

Our services depend on platforms we do not control. We cannot guarantee outcomes that depend on a third party’s approval, including Meta business verification, green tick verification, message template approval, or messaging limits.

Where an approval is refused or revoked by a platform, we will work with you to resolve it, but the decision is not ours to make. Platform terms, pricing and policies may change without notice to us.

11. Service availability and limitations

We do not guarantee specific rankings, message delivery rates, lead volumes, conversion rates or revenue. Search engines, AI answer engines and messaging platforms change their systems without notice.

Any performance figures shown on our website describe past results and are not a promise of your outcome.

Scheduled maintenance, platform outages and factors outside our reasonable control may affect availability.

12. Refunds and cancellation

Build and setup fees are non-refundable once work has started. Pilot fees are non-refundable once work has started, subject to the credit described in clause 4.1.

Prepaid recurring fees are non-refundable once the service period has started. On termination, fees for work completed up to the termination date remain payable.

Charges levied by Meta or other third parties are consumed on use and are never refundable.

13. Confidentiality and data

Each party will keep the other’s non-public business information confidential and use it only to perform this agreement. This obligation continues after the engagement ends.

Our handling of personal data, including end-customer data processed on your behalf, is described in our Privacy Policy, which forms part of these terms.

14. Warranties and disclaimers

We warrant that we will perform the services with reasonable care and skill, using suitably competent personnel.

Except as expressly stated, services are provided without further warranties of any kind, whether express or implied, to the fullest extent permitted by law.

15. Limitation of liability

To the fullest extent permitted by law, our total aggregate liability arising from or connected to this agreement is limited to the fees you paid us in the six months preceding the claim.

We are not liable for indirect or consequential loss, including lost profits, lost revenue, lost data or business interruption.

Nothing in these terms limits liability for fraud, wilful misconduct, or any liability that cannot be excluded under Indian law.

16. Suspension and termination

Either party may terminate this agreement on 30 days’ written notice, subject to the renewal provisions in clause 6.

We may suspend services after 7 days’ written notice of non-payment, and may suspend or terminate immediately if your use of our services breaches platform policy or applicable law.

On termination we will assist with reasonable handover of assets you own.

17. Changes to these terms

We may update these terms. The current version is always published at verdeship.com/terms-conditions/. Material changes affecting an active engagement will be notified to you in writing.

18. Governing law and jurisdiction

These terms are governed by the laws of India. The courts of Ahmedabad, Gujarat have exclusive jurisdiction.

19. Contact

Verdeship Ecommerce Pvt Ltd
129, ACOHS, Ahmedabad 380026, Gujarat, India
Email: hello@verdeship.com
Phone: +91 84900 79785