Terms & Conditions

1. The agreement

This website is operated by Nucleus Ai Automation Private Limited ("Nucleus Ai", "we", "us"), CIN U63111UW2026PTC255078, registered at Unit-603 604, Floor 6th, Tower B, Bhutani Alphathum, Sector 90, NEPZ Post Office, Noida, Gautam Buddha Nagar- 201305, Uttar Pradesh.

By accessing this website, messaging us, or engaging us for any service, you accept these Terms & Conditions, our Privacy Policy, Cookie Policy and Refund & Cancellation Policy. If you do not accept them, do not use the site or our services.

You confirm you are at least 18 years old and, where you act for a business, that you are authorised to bind it.

2. What governs what

Where a signed proposal, quotation, statement of work or master services agreement ("SOW") exists between us, it prevails over these terms on anything it expressly addresses — scope, timelines, fees, service levels. These terms fill every gap it leaves.

3. Our services

We provide WhatsApp Business API enablement, RCS business messaging, chatbot and workflow automation, SEO, website development and SaaS product development. Several of these depend on platforms and approvals we do not control.

• Platform approvals. WhatsApp Business Account approval, green-tick (Official Business Account) verification, RCS sender registration and template approvals are granted by Meta, Google and telecom operators at their sole discretion. We prepare and submit applications competently; we cannot guarantee an outcome or a timeline.
• Message delivery. Delivery, read receipts and fallback behaviour depend on carrier networks, handset capability and the recipient's settings.
• Search rankings. SEO outcomes depend on search-engine algorithms outside our control. We commit to the process and the reporting, never to a position.
• Third-party fees. Meta conversation charges, carrier and SMS charges, DLT fees, domain, hosting, licence and gateway fees are set by those providers and passed through to you at cost or as quoted.

4. Your obligations

You agree to:

• give us accurate, complete business information, and the access, assets, approvals and feedback we need, when we need them — delays here move delivery dates;
• hold all rights to the content, trademarks, logos and data you give us, and grant us a licence to use them for the purpose of delivering the service;
• obtain and maintain valid, documented opt-in consent from every person you message through systems we build or operate for you, and honour opt-outs promptly;
• comply with all applicable law and platform policy, including the TRAI Telecom Commercial Communications Customer Preference Regulations and DLT registration, the WhatsApp Business Messaging Policy and Commerce Policy, Google RCS policies, the DPDP Act, 2023 and the Consumer Protection Act, 2019;
• act as the Data Fiduciary for your customers' data and give us lawful instructions in relation to it;
• keep the credentials and administrative access we provide secure, and tell us immediately if they are compromised.

If a platform suspends, restricts or terminates your account, or a regulator acts against you, because of content you supplied, consent you did not obtain, or policy you breached, that is your responsibility — and fees already incurred remain payable.

5. Acceptable use

You must not use this website, or any system we build or operate for you, to:

• send unsolicited, bulk or misleading messages, or any communication for which you lack valid consent;
• publish or transmit content that is unlawful, defamatory, obscene, infringing, deceptive, or harmful to children;
• impersonate any person or entity, or misrepresent your affiliation with one;
• run financial, lottery, prohibited-product or other campaigns that platform policy or Indian law forbids;
• introduce malware, attempt to gain unauthorised access, disrupt or overload our infrastructure, or probe it other than as permitted by our Responsible Disclosure Policy;
• scrape, crawl, frame, mirror or reverse-engineer this website or our systems, or reproduce our copy, design or code without written permission.

We may suspend or terminate access immediately, without refund, for a breach of this clause.

6. Fees, taxes and payment

• Fees are as stated in your SOW or invoice, in Indian Rupees, and are exclusive of GST and other applicable taxes, which are charged additionally at the prevailing rate.
• Unless the SOW says otherwise, invoices are payable within 7 days of the invoice date. Project work is typically billed against milestones; retainers are billed monthly in advance.
• Third-party pass-through costs — message and conversation charges, DLT, domains, hosting, licences, paid tooling — are billed at cost or as quoted, and are payable whether or not the wider engagement continues.
• Overdue amounts carry interest at 1.5% per month from the due date until paid, and we may suspend delivery, campaigns or access until the account is settled.
• Except as set out in our Refund & Cancellation Policy, fees are non-refundable once the corresponding work has been performed.

7. Intellectual property

Ours stays ours. The Nucleus Ai name, logo, website, copy, designs, and our pre-existing methods, frameworks, templates, tooling and code libraries remain our property. Nothing in an engagement transfers them.

Yours stays yours. Your brand, content, data and materials remain yours. You grant us a limited licence to use them to deliver the service, and to name you and display your logo as a client in our portfolio and case studies — tell us in writing if you would rather we did not.

Deliverables transfer on payment. On receipt of all amounts due for an engagement, we assign to you the intellectual property in the bespoke deliverables produced for you under it — source code, designs, content and documentation — subject to any third-party and open-source components, which remain governed by their own licences, and to a perpetual, royalty-free licence back to us to use the generic know-how and reusable components embedded in them.

8. Confidentiality

Each of us may receive non-public information from the other. Each of us agrees to use it only to perform the engagement, to protect it with at least reasonable care, and not to disclose it to anyone except employees, contractors and advisers who need it and are bound by equivalent obligations. This does not apply to information that is public through no fault of the recipient, was already lawfully known, is independently developed, or must be disclosed by law — with notice to the other party where lawful. These obligations survive termination by 3 years.

9. AI-assisted features

Our chatbots, the assistant on this website and some of our tooling use automated and AI-generated responses. Automated output can be incomplete, out of date or wrong. It is provided for general information and convenience only, is not professional, legal, financial or medical advice, and should not be relied on as the sole basis for a decision. Nothing said by an automated assistant constitutes a binding offer, quotation or commitment on our behalf — only a signed SOW does. Where a conversation needs a person, ask, and we will route you to one.

10. Warranties and disclaimers

We warrant that our services will be performed with reasonable skill and care, by suitably qualified personnel, in accordance with the SOW.

Beyond that, to the maximum extent permitted by law, this website and our services are provided "as is" and "as available". We disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the site will be uninterrupted or error-free, that defects will all be corrected, or that any particular commercial result — leads, rankings, conversions, revenue — will follow. Links to third-party sites are provided for convenience; we do not endorse and are not responsible for their content.

Nothing in these terms excludes or limits liability that cannot lawfully be excluded, including for death or personal injury caused by negligence, or for fraud.

11. Limitation of liability

To the maximum extent permitted by law:

• neither party is liable for indirect, incidental, special, punitive or consequential loss, or for loss of profit, revenue, goodwill, business opportunity or data, however caused;
• our total aggregate liability arising out of or in connection with an engagement, whether in contract, tort or otherwise, is limited to the fees you actually paid us for that engagement in the six months preceding the event giving rise to the claim;
• we are not liable for failures caused by third-party platforms, carriers, hosting or connectivity, by your content or instructions, or by your breach of law or platform policy.

12. Indemnity

You agree to indemnify and hold us harmless against claims, damages, penalties and reasonable legal costs arising from: content or data you supplied; messaging sent without valid consent or in breach of TRAI, DLT or platform policy; your breach of these terms or of applicable law; or your infringement of a third party's rights.

13. Term, suspension and termination

• Retainer engagements continue month to month until either party gives 30 days' written notice. Project engagements run until the deliverables in the SOW are accepted.
• Either party may terminate immediately on the other's material breach that is not cured within 15 days of written notice, or on insolvency.
• We may suspend services immediately for non-payment, for a breach of the acceptable use clause, or where a platform or authority requires it.
• On termination you pay for all work performed and costs committed up to that date. We hand over deliverables paid for, transfer accounts registered in your name, and — on request within 30 days — return or delete data we hold for you.

Clauses that by their nature should survive termination — fees due, IP, confidentiality, liability, indemnity and dispute resolution — do.

14. Force majeure

Neither party is liable for delay or failure caused by events beyond reasonable control — natural disaster, epidemic, war, civil unrest, strike, fire, failure of power, internet or telecommunications infrastructure, government or regulatory action, or outage of a third-party platform. Obligations are suspended for the duration; if the event continues beyond 60 days, either party may terminate the affected engagement.

15. Governing law and disputes

These terms are governed by the laws of India.

The parties will first attempt to resolve any dispute in good faith within 30 days of written notice. Failing that, the dispute will be referred to arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996, seated at Noida, Uttar Pradesh, conducted in English. The award is final and binding.

Subject to the arbitration clause, the courts at Gautam Buddha Nagar, Uttar Pradesh have exclusive jurisdiction. Nothing here restricts a consumer's rights under the Consumer Protection Act, 2019.

16. General

• Changes. We may update these terms; the revision date above shows the current version, and continued use constitutes acceptance. Material changes affecting an active engagement will be notified to you.
• Assignment. You may not assign the agreement without our written consent. We may assign it to an affiliate or successor in a merger or acquisition.
• Independent contractors. Nothing creates a partnership, joint venture, employment or agency relationship.
• Severability. If a provision is held unenforceable, the rest stands and the provision is read down to the minimum extent necessary.
• No waiver. Failure to enforce a right is not a waiver of it.
• Entire agreement. These terms, the policies they reference and your SOW are the entire agreement, and supersede prior discussions.

17. Contact and grievances

Questions on these terms, or a complaint about our services:

The Grievance Officer, Nucleus Ai Automation Private Limited

Unit-603 604, Floor 6th, Tower B, Bhutani Alphathum, Sector 90, NEPZ Post Office, Noida, Gautam Buddha Nagar- 201305, Uttar Pradesh

Email — hello@nucleusaiautomation.com · Phone — 8139 933 933

We acknowledge within 24 hours and resolve within 15 days.