Terms of Service

1. Introduction

Welcome to Claritel ("we", "our", "us"). These Terms of Service ("Terms") govern your access to and use of our cloud communication, telephony, messaging, analytics, APIs, integrations, and related business communication services (collectively, the "Services").

By accessing or using the Services, you agree to be legally bound by these Terms, as well as Claritel's Privacy, Security & Cookies Policy, and any product-specific terms or order forms applicable to your organization.

2. Eligibility

You represent and warrant that you have the legal capacity to enter into binding agreements, and, if acting on behalf of a business, have the authority to bind that organization to these terms.

3. Account Registration & Security

• You must provide accurate, current, and complete registration information.
• You are responsible for maintaining the confidentiality of account credentials, passwords, and two-factor authentication methods.
• All activities under your account are your responsibility. Notify Claritel immediately of any unauthorized access or breach.
• Claritel may suspend, limit, or terminate your account for security risks, misuse, or violation of these Terms.
• Claritel may perform periodic security audits and reserves the right to require password changes or additional authentication.

3A. Security Credentials

• Users must regularly update API keys, tokens, passwords, and other access credentials.
• Users are responsible for maintaining the security of their credentials and shall indemnify Claritel, to the extent permitted under Applicable Law, for losses arising from unauthorized access attributable to their failure to do so.

4. Scope of Services

• Services include Cloud Telephony, Dialer, Agentic AI Voice, Messaging, eCall Analytics, Voice Streaming, APIs, Reporting tools, various other integrations, and other business communication solutions.
• Claritel may update, modify, or discontinue Services in its discretion.
• Any service-level commitments (e.g., SLAs) will be provided separately and are subject to applicable agreements.

4A. Product Components

The Services include, without limitation:

• Virtual telephone numbers (“Claritel Numbers”) allocated to you for use with the Services;
• Platform, user interfaces, APIs, SDKs, mobile and desktop applications;
• Documentation, configuration guides, and related resources provided by Claritel.

4B. Charges, Billing, and Credit Limit

• You agree to pay all fees and charges for the Services as per your subscription plan or pay-as-you-go usage (“Charges”), as detailed in your account dashboard.
• Credit Limit: You are responsible for ensuring your account does not exceed your assigned Credit Limit. Exceeding the Credit Limit may result in temporary suspension of Services.
• Invoice Payment: Post-paid accounts must settle invoices within 30 days; pre-paid accounts will automatically draw from prepayment balances.
• Disputed Invoices: Disputes must be reported within a reasonable period, not exceeding seven (7) business days. Parties will endeavour to resolve disputes amicably.
• Revision of Charges: Claritel may revise Charges with 30 days’ notice, or 15 days’ notice in case of increased input costs.

5. User Responsibilities & Obligations

You agree to:

• Use the Services lawfully, ethically, and in compliance with applicable laws (including applicable data protection, telecom, and anti-spam laws in the jurisdictions where the Services are used (such as the IT Act, 2000, DPDP Act, or other applicable laws).
• Refrain from transmitting, storing, or posting content that is unlawful, harmful, offensive, defamatory, infringing, or otherwise objectionable.
• Not interfere with, disrupt, or compromise the integrity, security, or performance of the Services.
• Ensure all API usage, integrations, or third-party tools comply with applicable laws and Claritel’s guidelines.
• Provide Claritel with timely cooperation, information, and assistance in relation to service use, audits, and investigations.

5A. Customer Representations and Regulatory Compliance

You represent and warrant that:

• You and your Authorized Users will comply with all applicable laws, regulations, and telecom requirements, including privacy, anti-spam, and DND/NDNC rules listed by TRAI (DOT).
• You will not use the Services to develop competing products or services.
• Customer Data processed via the Services is accurate, lawful, and collected with necessary consents.
• WhatsApp Business Services, if used, will comply with WhatsApp Terms and Claritel’s applicable rules.
• You will obtain and maintain explicit consent from all data subjects whose information is processed through the Services.

5B. KYC and Company Information

• Domestic and international users must submit valid KYC documentation and company information, including registered address, tax IDs, incorporation certificates, and any other documents requested by Claritel.
• All submitted information must be accurate, complete, and up-to-date.
• Failure to submit required KYC or company information may result in service suspension or termination.

6. Prohibited Activities

You shall not:

• Engage in fraud, phishing, spamming, or other deceptive practices.
• Attempt unauthorized access to Claritel systems, networks, or data.
• Reverse engineer, decompile, or create derivative works of any Services or software.
• Use Services to harm, disrupt, or interfere with other users, third-party systems, or the Services themselves.
• Circumvent, disable, or attempt to bypass security measures.

6A. Service Usage Limitations

• Only you and authorized users designated by you (“Authorized Users”) may access the Services.
• Services are hosted on shared infrastructure, and performance may vary depending on concurrent usage by other users.
• The Services do not support emergency or life-critical communications (including calls to law enforcement, medical, or emergency services), and Claritel disclaims any liability arising from such use.
• Claritel may modify API attributes, endpoints, or resources to optimize performance or address external factors, with prior notice via email or dashboard notifications.
• Services may be unavailable if your Credit Limit is exceeded.
• Claritel may suspend or revoke access to allocated Claritel Numbers if prohibited by law or regulatory authorities.
• Planned maintenance will be notified at least 12 normal business hours in advance.

7. Intellectual Property Rights

• All intellectual property rights in Services, software, APIs, designs, trademarks, logos, and content are owned by Claritel Communications Pvt. Ltd. or its licensors.
• Users are granted a limited, non-exclusive, non-transferrable license to access and use the Services solely as permitted under these Terms.
• Unauthorized use of Claritel IP constitutes infringement and may result in civil or criminal liability.

7A. License and Usage Rights

• Claritel grants you a limited, non-exclusive, non-transferrable, and revocable right to access and use the Services solely in accordance with these Terms.
• Domestic Users are not permitted to resell or sub-license any portion of the Services.
• You acknowledge that Claritel retains all rights, title, and interest in the Services, including any Claritel Numbers or other endpoints allocated to you.
• Your right to access the Services terminates automatically upon account closure, service suspension, or termination of this Agreement.

8. Confidentiality

• “Confidential Information” includes all non-public technical, business, or operational information disclosed by either party.
• You shall maintain confidentiality and shall not disclose or use Claritel Confidential Information except as necessary to use the Services.
• Exceptions apply if disclosure is required by law, court order, or regulatory authority.

9. Data & Privacy Compliance

• All processing of personal data is subject to Claritel’s Privacy, Security & Cookies Policy, which is incorporated by reference.
• Claritel complies with applicable data protection laws, including DPDP Act, IT Act 2000 & Rules 2011 (India).
• Users shall comply with applicable data protection obligations when using Services.
• Withdrawal of consent shall not affect processing carried out to comply with Applicable Law or contractual obligations, as further described in the Privacy, Security & Cookies Policy.
• For the purposes of applicable data protection laws, including the DPDP Act, 2023, Claritel shall act as a Data Fiduciary/Data Controller, as applicable, and as a Data Processor with respect to Customer Data processed on behalf of Users, as further detailed in the Privacy, Security & Cookies Policy.
• Such processing includes lawful interception, regulatory retention, and compliance disclosures as described in the Privacy, Security & Cookies Policy.
• Claritel implements appropriate technical and organizational measures to protect Personal Data and Customer Data, consistent with its certified information security and quality management practices, as further described in Clause 12A and the Privacy, Security & Cookies Policy.

9A. Data Access, Retention, and Deletion

• Users may access and download Customer Data for a period determined by service configuration and applicable retention policies, as described in the Privacy, Security & Cookies Policy.
• Upon termination, Customer Data and Claritel Data will be deleted as soon as reasonably possible, except where retention is required by law.
• Users are responsible for downloading all necessary data before termination of Services.

9B. Customer Support and Point of Contact

• Claritel will provide Customer Support Services as described in the Support Policy.
• Users must designate a primary Point of Contact with name, designation, email, and phone number to coordinate with Claritel, especially for regulatory matters or urgent notices.

10. Third-Party Services & Integrations

• Claritel may integrate with third-party services and APIs.
• Users are responsible for compliance with third-party terms and privacy policies.
• Claritel is not responsible for any third-party content, availability, or performance.

11. Indemnity

You agree to indemnify, defend, and hold harmless Claritel, its affiliates, officers, employees, and licensors from any claims, liabilities, damages, losses, or expenses arising from:

• Your use of Services;
• Breach of these Terms; or
• Violation of applicable laws or third-party rights.
• Indemnity obligations shall be limited to the extent of the indemnifying party’s breach, misconduct, or violation of Applicable Law.

11A. Regulatory Compliance and Indemnity

• Users agree to indemnify Claritel against liabilities arising from regulatory violations, including unsolicited communication to users on DND/NDNC lists.
• Users must comply all rules and regulations as per TRAI (DOT of India) and may not use services to Outcall any individual who opted out/not given authorization for calling him.
• Claritel may review or disclose communication content to comply with applicable laws or regulatory requests.

12. Disclaimers

• Services are provided “as-is” and “as-available” without warranties of any kind, including merchantability, fitness for a particular purpose, or non-infringement.
• Claritel does not guarantee uninterrupted or error-free operation.
• Certain jurisdictions may not allow disclaimers of warranties; to the extent prohibited, disclaimers are limited to the minimum extent necessary.

12A. Information Security Practices

13. Limitation of Liability

• Claritel is not liable for you or any third party indirect, incidental, consequential, punitive, or special damages.
• Claritel’s total liability to you shall not exceed the total fees actually paid by you to Claritel for the affected Services during the thirty (30) days preceding the event giving rise to the claim.
• Users acknowledge that the limitations of liability reflect an allocation of risk and that Claritel would not provide Services without such limitations.

14. Force Majeure

Claritel is not liable for any kind of delays, interruptions, or failures due to causes beyond its reasonable control, including natural disasters, government actions, cyberattacks, or network failures.

15. Audit & Compliance

• Claritel may audit your use of the Services to ensure compliance with these Terms.
• You agree to provide reasonable access and information for such audits.
• Non-compliance may result in suspension, termination, or legal remedies.
• Any audit shall be conducted in a manner that minimizes disruption and preserves confidentiality of Customer Data and proprietary information.
• Claritel’s internal compliance, audit, and risk management practices are conducted in accordance with its certified ISO/IEC 27001:2022 information security framework and relevant SOC 2 Type II control objectives.
• Any audit shall be limited to verifying compliance with these Terms and Applicable Law and shall not involve unnecessary access to Customer Data.

16. Term & Termination (Consolidated)

17. Governing Law & Dispute Resolution

• Any dispute, claim, or difference arising out of or in connection with this Agreement, including its interpretation, performance, breach, termination, or validity, shall be referred to and finally resolved by arbitration administered by the PRE-LIT Arbitration institute ODR in accordance with the PRE-LIT Arbitration Rules in force at the time of commencement of the arbitration.
• The arbitral tribunal shall consist of a sole arbitrator, who shall be appointed by the PRE-LIT Arbitration Institute strictly in accordance with its Rules. The parties expressly agree that neither party shall have any unilateral right or authority to appoint the arbitrator.
• In the event that the Dispute is not referred to PRE-LIT arbitration, or the PRE-LIT arbitration mechanism is unavailable, inoperative, or otherwise incapable of being conducted, the Dispute shall be finally resolved by arbitration in accordance with the Arbitration and Conciliation Act, 1996, as amended from time to time.