Terms of Service

Effective date: October 20, 2025

1) Acceptance

By accessing or using the Services provided by Utell Inc (“we”, “us”, “our”), you agree to these Terms and our Privacy Policy.

2) The Services

We provide software for issuing and verifying verifiable credentials and integrations with third‑party platforms (e.g., Meta’s WhatsApp Business Platform) to deliver purpose‑specific utilities and communications.

3) Accounts & Responsibilities

  • You must provide accurate information and keep credentials secure.
  • You are responsible for actions under your account and for complying with applicable laws and platform policies.

4) Platform Rules (Meta/WhatsApp/Facebook/Instagram)

  • You must comply with Meta’s Platform Terms and Developer Policies, use only documented APIs/SDKs, and not circumvent rate limits or scrape data.
  • For WhatsApp Business: you will obtain valid, auditable opt‑in before sending business‑initiated messages, use approved templates where required, provide clear opt‑out, and honor the 24‑hour customer‑care window.
  • No general‑purpose AI chatbots on WhatsApp Business: our Services may not be used to deploy broad, general AI assistants on WhatsApp. Only purpose‑specific, policy‑compliant use cases are permitted.

5) Customer Content & License

You retain ownership of your content. You grant us a non‑exclusive, worldwide, royalty‑free license to host, process, transmit, and display your content solely to operate and improve the Services.

6) Prohibited Uses

  • Illegal activities, security violations, reverse engineering, interference with the Services.
  • Repurposing or selling Platform Data (e.g., Meta data) or using it beyond disclosed/consented purposes.
  • Sending messages without required consent or in violation of platform limits or template rules.

7) Availability & Changes

We may modify or discontinue features; we will provide notice of material changes when feasible. We are not liable for third‑party platform outages or changes.

8) Compliance & Audit

You agree to provide cooperation and evidence of compliance (e.g., opt‑in logs) if requested by us or platform providers. We may suspend or terminate access for violations.

9) Indemnity

You will indemnify and hold us harmless from claims arising from your content, unlawful messaging practices, or breach of platform terms or these Terms.

10) Disclaimers; Limitation of Liability

Services are provided “as is” without warranties. To the maximum extent permitted by law, our aggregate liability is limited to fees paid in the 12 months before the event giving rise to liability.

11) Term & Termination

We may suspend or terminate for cause (including policy violations) or where required by law or platform providers. You may terminate by closing your account, subject to any active order terms.

12) Governing Law

These Terms are governed by the laws of Barbados, without regard to conflict‑of‑laws rules. Courts in Barbados have exclusive jurisdiction, except that injunctive relief may be sought in any competent court.

13) Contact

Questions? Contact kitjisupport@kitjistudios.com.

14) Changes to these Terms

We may update these Terms; material changes will be communicated in‑product or by email. Continued use after the effective date constitutes acceptance.