Terms of Service

Important – Please Read Carefully

These Terms of Service (“Terms”) are a legal agreement between UpScaleUp.io (“we”, “our”, “us”) and you (“you”, “Client”, “User”) governing your use of our WhatsApp marketing and messaging platform (the “Solution”).

By using the Solution, you accept these Terms. If you do not accept them, you must not use the Solution. We may modify or update these Terms from time to time; the current version will be available at https://v2.upscaleup.io/terms. Your continued use after changes constitutes acceptance of the updated Terms.

Definitions

• Solution – Our software-as-a-service (SaaS) platform for WhatsApp marketing, campaigns, automation, chatbots, and related features.
• Third-Party Services – Services made available through the Solution, including but not limited to the WhatsApp Business Platform (Cloud API) and Meta products.
• Personal Data – Any information relating to an identified or identifiable natural person.

Grant of License

Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Solution for your business operations. The Solution is provided on a SaaS model; we host it and you access it via the web. We reserve all rights not expressly granted. You may not sublicense, sell, resell, transfer, or commercially exploit the Solution or its content.

License and Use of the Solution

You agree to provide accurate information (including identity, address, and payment details) when required. You may not:

• License, sublicense, sell, resell, transfer, or distribute the Solution or content to third parties;
• Circumvent or disable security or technical features;
• Modify, reproduce, or create derivative works based on the Solution;
• Reverse engineer or use the Solution to build a competing product or copy its ideas, features, or graphics;
• Use the Solution for any purpose other than your internal business operations.

Use of the Solution by anyone other than you (or your authorized personnel) is not permitted unless we approve it in writing. Breach of these use restrictions may result in immediate termination.

Your Obligations

• Security: You must keep your account credentials secure and not allow unauthorized access to our systems.
• Compliance: You must comply with all applicable laws and obtain any necessary approvals or licenses (including for use of WhatsApp and third-party messaging platforms). You are responsible for complying with Meta’s and WhatsApp’s terms and policies.
• Payment: You must pay all fees due under these Terms when due.

Fees and Payment

Subscription and usage fees are as set out on our pricing page or in your plan. Fees are generally prepaid or billed as described at signup. All amounts are exclusive of taxes; you are responsible for applicable taxes. We may change fees with reasonable notice (e.g., 30 days). We may suspend or terminate access for non-payment. Refunds are as stated in our refund policy (typically no refunds unless required by law).

Trial Period

We may offer a trial period. Terms applicable during the trial are the same as these Terms unless we specify otherwise. At the end of the trial, you may be charged subscription and usage fees unless you cancel in accordance with our instructions.

Suspension and Termination

We may suspend or terminate your access to the Solution without notice if: (a) your use poses a security risk or adversely impacts us or other users; (b) you are in breach of these Terms (including non-payment); (c) we are required by law; or (d) we discontinue the Solution. You may terminate by ceasing use and cancelling in accordance with our process. On termination, your right to use the Solution ceases; we may retain or delete data as set out in our Privacy Policy or as required by law.

WhatsApp Cloud API & Third-Party Services

Our Solution uses the WhatsApp Business Platform (Cloud API) and other third-party services. Your use of WhatsApp through UpScaleUp.io is subject to Meta’s and WhatsApp’s terms and privacy policies. Data related to WhatsApp messaging may be processed and stored on infrastructure operated by Meta (e.g., in North America or the European Union). We do not offer data localization for WhatsApp infrastructure data. We are not responsible for the availability, content, or policies of third-party services.

Data Protection & Privacy

You are responsible for obtaining any required consents from end users whose data you collect or process through the Solution. Our handling of personal data is described in our Privacy Policy. We will not use personal data collected on your behalf for purposes other than providing the Solution unless required by law or with your consent.

Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities under your account. We will not ask you to share your password or OTP via unofficial links or third-party channels. Use only our official website and login URLs. Report any suspicious activity to our support team.

Disclaimers

To the extent permitted by law, we disclaim warranties that the Solution will be uninterrupted, error-free, or free of bugs or viruses. We are not liable for errors, omissions, interruptions, loss of data, delays, or failures in performance arising from use of the Solution or third-party services.

Limitation of Liability

To the maximum extent permitted by law, we shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of data or profits. Our total aggregate liability under these Terms shall not exceed the fees paid by you to us in the twelve (12) months preceding the claim.

Indemnity

You agree to indemnify and hold us harmless from any claims, damages, or expenses arising from your breach of these Terms, your use of the Solution, or your violation of any law or third-party rights.

Intellectual Property

All intellectual property rights in the Solution (including modifications and updates) remain ours. These Terms do not transfer any ownership to you. You may not use or register trademarks or names that are confusingly similar to ours.

General

These Terms, together with our Privacy Policy and any other policies referenced herein, constitute the entire agreement. If any provision is held invalid, the rest remains in effect. Our failure to enforce any right does not waive that right. We may assign these Terms; you may not assign without our written consent. For questions, contact us using the details on our website.