Terms of Service

Agreement Overview

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client", "you") and Nantara AI ("Company", "we", "us") governing your use of our Order Intelligence System and related services.

By purchasing, accepting a proposal for, or using a Nantara project, you acknowledge that you have read, understood, and agree to these Terms together with the applicable proposal or Statement of Work ("SOW"). If you act for an entity, you confirm that you have authority to bind it.

Services Description

Nantara AI provides an automated Order Intelligence System designed for B2B suppliers. Our services include:

• Automated order capture from WhatsApp and other messaging channels
• AI-powered order enrichment using buyer history, pricing tiers, and product catalogs
• Automated order logging and database management
• CRM integration and real-time fulfillment routing
• Predictive analytics and upsell recommendations
• Testing, documentation and handover as specified in the applicable SOW

The exact deliverables, integrations, assumptions, exclusions and acceptance criteria are defined in the applicable SOW. Features or services not written in the SOW are outside scope and may require a separate quotation.

Client Responsibilities

To ensure optimal performance of the Nantara AI system, you agree to:

• Provide accurate and complete product catalogs, pricing information, and business policies during onboarding
• Grant necessary access to your WhatsApp Business account, database platform, and CRM tools
• Create and maintain client-owned accounts, API keys, cloud resources and payment methods for third-party services required by the project
• Review deliverables and provide approvals, feedback, content and access within the time agreed in the SOW
• Ensure that your use of the service complies with all applicable laws and regulations, including data protection laws in your jurisdiction
• Maintain the confidentiality of your account credentials
• Promptly notify Nantara AI of any unauthorized access or security breaches
• Not use the service for any unlawful, fraudulent, or harmful purpose

Data Ownership & Privacy

Your data remains entirely yours. Nantara AI operates under a strict data ownership policy:

• All order data, buyer information, and business records are stored in your own accounts (e.g., your Airtable workspace, your CRM)
• Nantara does not claim ownership of client data. Data locations and any temporary processing or logs depend on the approved architecture and third-party services identified in the SOW or Data Processing Agreement
• We access your data solely to configure, maintain, and optimize the automated workflows
• We do not sell client data. Approved subprocessors may process data only as needed to deliver the project and subject to the applicable agreement
• Upon termination of service, all access credentials will be revoked and no copies of your data will be retained by Nantara AI

Delivery, Acceptance & Optional Support

Project delivery and post-handover support follow these principles:

• The estimated schedule is provided after scope review and depends on complexity, integrations, data readiness, access, client feedback and third-party approval
• A deliverable is accepted when it meets the written acceptance criteria in the SOW. Review periods and included revision rounds are stated in that SOW
• Defects that prevent an accepted deliverable from meeting its written specification are handled only during any warranty period expressly stated in the SOW
• Maintenance, monitoring, technical support, security updates and changes caused by third-party API updates are optional add-ons governed by a separate support plan or quotation

Any support response time, availability target or service credit applies only if expressly included in a purchased support plan. Third-party availability remains outside Nantara's control.

Payment & Billing

• Each project is purchased for a one-time project fee stated in the accepted proposal or SOW. Payment milestones are also stated there
• Work begins after the initial payment, required information and access specified in the SOW are received
• All fees are quoted in USD or IDR as specified in your service agreement
• Overdue project payments may pause work, delivery, handover or optional support until the outstanding amount is paid
• Cloud hosting, AI usage, WhatsApp, messaging, database, domain and other third-party fees are paid directly by the client through client-owned accounts unless the SOW states otherwise

Scope Changes, Add-ons & Refunds

One-time pricing is based on a defined scope. The following rules protect both parties from unclear expectations:

• New features, integrations, additional workflows, extra revision rounds, changed requirements and work outside the SOW require a written change request and may incur additional fees
• Nantara will provide the price and schedule impact for a change request before beginning that additional work
• Deposits and payments for completed milestones are non-refundable except where the applicable SOW expressly states otherwise or applicable law requires it
• Business results depend on client data, adoption, decisions and third-party systems. Nantara does not provide a fixed outcome, revenue or time-to-result guarantee

Project Suspension & Optional Support

A one-time project does not create an ongoing support obligation unless separately purchased:

• Either party may suspend or terminate unfinished work as permitted by the applicable SOW; fees remain due for completed work and committed third-party costs
• After handover, the delivered system may continue to operate, but Nantara is not responsible for maintenance, monitoring, backups, incidents or third-party changes without an active support plan
• Nantara may suspend access or work for material breach, overdue payment, security risk or unlawful use, subject to any notice and cure period in the SOW
• Optional support may be purchased for a stated term and renews only as written in that separate support agreement; it is not required to retain the perpetual project license

Limitation of Liability

To the maximum extent permitted by applicable law:

• Nantara's total liability for claims arising from a project shall not exceed the fees actually paid to Nantara under the SOW giving rise to the claim
• Nantara AI shall not be liable for indirect, incidental, consequential, or punitive damages, including loss of revenue, lost profits, or business interruption
• Nantara AI is not responsible for errors resulting from inaccurate or incomplete data provided by the client
• We do not guarantee specific revenue increases, order volumes, or business outcomes

Intellectual Property

• Nantara AI retains all intellectual property rights to the system architecture, AI models, workflow configurations, and proprietary methodologies
• After full payment, the client receives a perpetual, non-exclusive, non-transferable license to use the delivered system internally. Source code transfer, exclusivity, resale and sublicensing apply only if expressly stated in the SOW
• Client data, brand assets, product catalogs, and business information remain the exclusive property of the client

Modifications to Terms

Nantara may update these Terms for future projects. The version accepted with an existing SOW continues to govern that project unless both parties agree otherwise in writing. Clients with active optional support will receive reasonable notice of material changes affecting that support.

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Republic of Indonesia. Any disputes arising from these Terms or the use of our services shall be resolved through good-faith negotiation. If a resolution cannot be reached, disputes will be submitted to the competent courts in Jakarta, Indonesia.

Contact

If you have any questions about these Terms, please contact us: