TERMS OF SERVICE AND CONDITIONS OF USE — CHATBOTFY

Version: 1.0 Last updated: August 30, 2026

These Terms of Service govern access to and use of the CHATBOTFY platform (https://chatbotify.com.br), developed and operated by NX DESENVOLVIMENTO DE SOFTWARE LTDA - ME (trade name NX TECNOLOGIA), a private-law legal entity registered under CNPJ No. 65.607.305/0001-01, headquartered at Rua Paes Leme, No. 215, Suite 1713, Pinheiros, São Paulo/SP, CEP 05424-150.

By registering for, accessing or using the Platform, the CUSTOMER declares that they have full legal capacity and that they have read, understood and fully accepted every clause of this instrument.

1. DEFINITIONS AND PURPOSE

1.1. Definitions: Contractor or Provider: NX DESENVOLVIMENTO DE SOFTWARE LTDA - ME (NX TECNOLOGIA). Customer or Contracting Party: Individual or legal entity that hires the Platform for its own use or for resale. Platform: The software as a service (SaaS) called Chatbotfy, made up of a Kanban CRM, Flow Builder, AI Agents, a scheduling module, a White-Label panel and API integrations. User: Employee or representative authorized by the Administrator Customer to operate the account. Third-Party Services: Integrated third-party APIs and platforms, including Meta/WhatsApp, OpenAI, Google, ElevenLabs and payment gateways.

1.2. Purpose: This agreement grants the Customer a temporary, non-exclusive, paid (except for free offers) and revocable license to use the Chatbotfy Platform.

2. WHITE-LABEL STRUCTURE AND ISOLATION OF LIABILITY

2.1. The Partner Customer that sells the Platform under the White-Label model, on its own domain and under its own brand, acts with full legal, technical and commercial independence.

2.2. NX Tecnologia has no contractual, corporate, employment or representation relationship with the end customers of the White-Label Agency.

2.3. The Partner Agency is solely and exclusively responsible for support to its clients, for setting its prices, and for compliance with the LGPD and consumer protection laws toward its own user base.

3. WHATSAPP CONNECTIVITY, META POLICIES AND PORTABILITY

3.1. The Customer undertakes to fully comply with the WhatsApp Business Solution Terms, Meta's Commerce Policy and the rules against spam, obtaining the recipients' prior authorization (opt-in) before sending messages.

3.2. Exemption for Blocks and Bans: The Contractor is not liable for restrictions, temporary suspensions or permanent bans of WhatsApp numbers applied by Meta as a result of user reports, spam or violation of commercial policies by the Customer.

3.3. No Suspension of Payments: The blocking of a WhatsApp number by Meta or by carriers does not suspend or cancel the obligation to pay for the modules contracted on the Platform.

3.4. Portability and Return of Numbers: The Customer acknowledges that migrating a phone number from the Official WhatsApp API back to the regular app on a mobile phone follows rules and deadlines set exclusively by Meta, without any interference from NX Tecnologia.

4. ARTIFICIAL INTELLIGENCE MODULES AND THE BYOK (BRING YOUR OWN KEY) MODEL

4.1. In the modules that integrate generative Artificial Intelligence models (such as OpenAI, Google Gemini and ElevenLabs), the Customer must provide its own valid API keys (BYOK model) or contract specific packages.

4.2. Token consumption costs, request limits and third-party charges are the Customer's direct responsibility toward the AI providers.

4.3. The Customer acknowledges that Artificial Intelligence models may occasionally generate inaccuracies or inconsistent answers, and it is the Customer's sole responsibility to calibrate the prompts, validate the flows and monitor the conversations.

5. MODULAR MODEL, PRICES AND PAYMENT TERMS

5.1. The Platform operates under a modular system per connected account/instance, allowing a combined contracting of features such as White-Label CRM, AI Agent, Scheduling and other tools.

5.2. Values and Plans: The prices and conditions of each module are those in force on the date of contracting, shown in the Platform's price table, and may be adjusted upon 30 (thirty) days' prior notice.

5.3. Third-Party Variations and Exchange Rates: Costs of third-party services charged in foreign currency or passed through by usage (such as Meta conversation fees) are subject to adjustments according to the providers' price lists and exchange-rate fluctuations.

5.4. Free Features and Trials: Offers of free features or trial periods are granted as a courtesy and on a temporary basis, and the Contractor may change the limits or start charging for them upon prior notice.

5.5. Late Payment: A delay of more than 5 (five) days in the payment of any module will result in the suspension of automations and mass messaging of the respective overdue instance. After 30 (thirty) days without regularization, the overdue instance and its associated data may be permanently deleted.

6. AVAILABILITY (SLA), LIMITATION OF LIABILITY AND BACKUPS

6.1. NX Tecnologia uses its best efforts to ensure an average Platform availability (uptime) of 99.5% per month.

6.2. The following are not considered SLA breaches: scheduled preventive maintenance, general internet failures, outages on Meta/WhatsApp servers or instability in third-party APIs.

6.3. Backups: The Customer is solely responsible for making backup copies and periodic exports of its contacts and conversation histories.

6.4. Limitation of Indemnity: Under no circumstances will NX Tecnologia be liable for lost profits, commercial losses or indirect damages. The Contractor's maximum financial liability is limited to the total amount paid by the Customer in the last 3 (three) months of subscription to the affected service.

7. INTELLECTUAL PROPERTY AND COMMERCIAL PORTFOLIO

7.1. All rights to the brand, source code, architecture and technology of the Chatbotfy Platform belong exclusively to NX Tecnologia.

7.2. Unless the Customer formally states otherwise by email, the Contractor is authorized to cite the Customer's name and logo in institutional materials for commercial portfolio purposes.

8. TERM, CANCELLATION AND DATA EXPORT

8.1. This agreement is valid for an indefinite period from the electronic acceptance.

8.2. The Customer may cancel its subscription at any time through the panel, with no minimum-term penalty for monthly plans.

8.3. In case of cancellation, the Customer will have up to 30 (thirty) days to export its data, after which the information will be deleted from the servers.

9. NON-REPUDIATION, GOVERNING LAW AND VENUE

9.1. The Customer declares that it has understood all the clauses and acknowledges the full legal validity of the agreement entered into by electronic means.

9.2. These Terms are governed by Brazilian law, and the Courts of the Judicial District of São Paulo/SP are chosen to settle any disputes arising from this agreement.

10. CONTACT AND SUPPORT

Email: [email protected] Phone / WhatsApp: +55 (11) 99310-4510 Official website: https://chatbotify.com.br