Terms of Service

These Terms of Service (“Terms”) describe the terms under which Twixor Pte Limited (“Twixor,” “we,” “us,” or “our”) provides access to its platform. By accessing or using the Platform, you agree to be bound by these Terms, acknowledge our Privacy Policy, warrant that you have the legal capacity to enter into this agreement, and confirm that you have the authority to bind your organization if you are accepting on its behalf.

We grant you a limited, non-exclusive, revocable right to access and use the Platform during the subscription term for your internal business purposes, subject to the pricing plan specified on the Website or in the applicable Order Form.

Account Creation: You must provide true and accurate information when registering for an account.

Usage Restrictions: Access to the Platform is subject to the restrictions set out in the relevant Order Form. Each user receives unique login credentials intended for individual use only.

Account Responsibility: You bear sole responsibility for your account and for all use of the Platform under it.

Acceptable Use: You may not:

Updates: Enhancements and new features are subject to these Terms. We reserve the right to deploy updates at any time.

Downtime: The Platform may experience scheduled unavailability for upgrades and maintenance, with advance notice provided on a commercially reasonable basis.

Platform IP: All intellectual property rights in the Platform, including patents, copyrights, trademarks, trade secrets, and know-how, belong exclusively to us, except for your ownership of your customer data.

Customer Data: You retain ownership of your customer data. We process it to provide, support, operate, maintain, and improve the Platform, and we retain the right to reuse techniques and knowledge gained from providing our services.

Feedback: We have a perpetual right to incorporate any suggestions, enhancements, or recommendations you provide into the Platform.

Usage Data: We may collect and use query logs and operational data (excluding customer data) to develop, improve, support, and operate the Platform.

Your access to third-party services is governed by those providers’ own terms and privacy policies. We are not liable for the enablement, access, or use of third-party services, or their processing of your customer data. Please contact third-party providers directly for related issues.

Subscription Charges: All charges are specified in the relevant Order Form and are due in full in advance upon subscription.

Payment Terms: Payment is due within thirty (30) days of the invoice date. We, or our authorized agents, are authorized to bill you upon subscription and at each renewal.

Refunds: All subscription charges are non-refundable unless otherwise specified. We do not offer refunds for partial or non-use of the Platform.

Late Payment: If payment is not received by the due date, we will notify you. Payment must then be made within a maximum of ten (10) days of that notice. Failure to pay may result in interest charges of 1.5% per month, suspension of Platform access, or termination of your account.

Applicable Taxes: Charges exclude taxes, levies, duties, and similar governmental assessments imposed by any jurisdiction.

Description: Professional services may include implementation, consulting, and training as specified on the Website or in the Order Form.

Charges: Professional service fees are specified on the Website or in the Order Form and are due within thirty (30) days of invoice. Non-payment may result in suspension or termination of services.

IP Ownership: We own all rights, title, and interest in deliverables created under professional services, except for your customer data. You receive a limited license to use deliverables during the term.

Warranties: Services are warranted to be performed professionally and consistent with industry standards. You must notify us of any warranty deficiency within thirty (30) days of service delivery; our exclusive remedy for breach is correction of the deficient service.

Except for the foregoing, we disclaim any and all warranties, express or implied, relating to the professional services, including any warranties of merchantability or fitness for purpose.

Subscription Term: As specified on the Website or in the relevant Order Form.

Termination by You: You may terminate if we materially breach these Terms, provided you give advance notice and afford us at least thirty (30) days to cure the breach.

Suspension and Termination by Us: Beyond suspension for non-payment, we may suspend or terminate accounts for violations of these Terms. We will notify you of the violation and provide a fifteen (15) day cure period at our sole discretion. If the violation cannot be cured or persists, the account is terminated. We may also terminate accounts for business reasons, including discontinuation of the Platform.

Termination for Insolvency: Either party may terminate without notice if the other becomes insolvent, makes an assignment for the benefit of creditors, faces bankruptcy proceedings, or has a receiver or trustee appointed (except involuntary bankruptcies dismissed within 60 days).

Effect of Termination: Your access ceases immediately. We retain your customer data for thirty (30) days after the effective date of termination, after which we reserve the right to delete all customer data.

User Credentials: You must treat your login credentials as confidential and not disclose them to third parties. We may disable any credentials if you breach these Terms, and we are not responsible for activity under your account resulting from your non-compliance.

Confidentiality Obligations: Both parties will protect the other’s confidential information with the same care they use for their own, and no less than reasonable care, using it solely to exercise rights and perform obligations under these Terms and disclosing it only to those with a need to know who are bound to confidentiality.

Personal Data Processing: We process personal data within your customer data only to provide, maintain, operate, support, and improve the Platform, in accordance with these Terms, our Privacy Policy, and applicable data privacy laws.

Data Security Measures: We use appropriate technical and organizational measures to protect customer data proportionate to the risks of processing, and will notify you without undue delay of any accidental or unlawful destruction, loss, alteration, or unauthorized disclosure of or access to customer data.

Data Processor Role: You acknowledge and accept that we process personal data only on your behalf and as a data processor.

Information Disclosure: We and our group companies may access or disclose information about your account and customer data to comply with law or respond to lawful requests, or to prevent infringement of our or our customers’ proprietary rights. Suspected fraudulent, abusive, or illegal activity may, at our sole discretion, be referred to law enforcement.

The Platform is provided on an “as is” and “as available” basis. All express or implied representations and warranties, including implied warranties of merchantability, fitness for a particular purpose, or non-infringement, are excluded.

You acknowledge that we do not warrant that access to the Platform over the internet and telecommunications networks (which are beyond our control) will be uninterrupted, timely, secure, error-free, or free from viruses or malicious software.

To the fullest extent permitted by applicable law, in no event will either party be liable to any person for any indirect, incidental, special, punitive, cover, or consequential damages, including damages for lost profits, revenue, sales, goodwill, use, content, or business interruption, regardless of the theory of liability, even if advised of or the damages were foreseeable.

Each party’s aggregate liability relating to the Platform, including affiliates, officers, employees, and agents, is limited to the charges paid by you in the twelve (12) months preceding the claim.

In jurisdictions that prohibit the exclusion of implied warranties or the limitation of liability for incidental or consequential damages, liability is limited to the greatest extent permitted by law.

By You: You will indemnify and hold us harmless from third-party claims arising from your acts or omissions under the “Your Obligations” section of these Terms, provided we promptly notify you of the claim, you have sole and exclusive control and authority to defend or settle it, and we fully cooperate. You have no obligation for claims arising from our gross negligence or willful misconduct.

By Us: Subject to your compliance, we will indemnify and hold you harmless from third-party claims alleging that the Platform infringes or misappropriates a valid patent, copyright, or trademark, defending the claim at our expense and paying damages finally awarded, provided you promptly notify us, we have sole and exclusive control and authority for defense and settlement, and you fully cooperate. We have no liability for claims caused by your designs or instructions, unauthorized modification of the Platform, or combination of the Platform with other hardware or software where the Platform alone would not infringe.

Remedies: If Platform use becomes or is likely to become subject to an IP claim, we may, at our option and expense, procure continued use rights, replace or modify the Platform to make it non-infringing, or, if neither is commercially practicable, terminate the subscription and refund pro-rated unused charges. This states our sole liability and your sole remedy for such claims.

Independent Contractors: The parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship.

Assignment: You may not assign these Terms or your rights and obligations without our prior written consent. We may assign our rights and obligations without your consent.

Entire Agreement: These Terms, including all schedules and incorporated online policies, contain the entire agreement between the parties and may only be amended by written agreement signed by duly authorized agents of both parties.

Force Majeure: We are not liable for Platform unavailability caused by circumstances beyond our reasonable control, including acts of God, government acts, civil unrest, technical failures, or third-party acts including denial-of-service attacks.

Governing Law and Dispute Resolution: These Terms are governed by Singapore law. Disputes are first resolved by mediation; if mediation fails, they proceed to final and binding arbitration in Singapore under SIAC rules, conducted in English by a three-arbitrator panel.

Notices: Notices may be delivered by nationally recognized overnight delivery service or by electronic mail. Our notice address is 160 Robinson Road, #23-08 Spore Business Federation Ctr, Singapore 068914 (by courier) or legal@twixor.com (by email).

Publicity Rights: You grant us a royalty-free, worldwide, transferable license to use your trademark or logo to identify you as a customer on our websites and marketing collateral, and to include your Platform use in case studies.

Severability; No Waiver: If a provision is held unenforceable, it is modified to best accomplish its original intent, with the remaining provisions staying effective. Our non-exercise of any right does not waive that right.

Survival: Clauses regarding intellectual property, charges and payment, term and termination, confidentiality and data privacy, disclaimers, limitation of liability, indemnification, and definitions survive termination of your account.

Account: Accounts or instances created by or on behalf of users to access and use the Platform.

API: Application programming interfaces developed, enabled by, or licensed to us that permit access to certain Platform functionality.

Confidential Information: Information disclosed in tangible form labeled confidential or reasonably understood to be confidential. Customer data is deemed confidential information.

Customer Data: All electronic data, text, messages, or other materials, including personal data, transmitted by you or provided or obtained on your behalf for Platform performance.

Documentation: Written or electronic documentation, images, video, text, or sounds specifying Platform functionality, provided by us to users.

Order Form: Service order forms or statements of work specifying subscribed platforms, desired features and functionality, and the subscription term.

Personal Data: Data relating to a living individual who is or can be identified from that data or in conjunction with other information.

Platform: An API-led, low-code, no-code conversational AI and process automation platform combining omnichannel messaging with process automation.

Professional Service(s): Actionable engagement campaigns, general consulting, implementation, training, and/or integration services we agree to provide.

Software: Software we provide, by download or internet access, that allows users to use Platform functionality.

Subscription Term: The period during which you have agreed to subscribe to the Platform.

Third-Party Service(s): Third-party applications or services integrating with the Platform through APIs or otherwise, not licensed by us under these Terms.

Users: Those designated as users within the Platform, including account administrators, agents, and other designated users.

Website(s): Websites we own and operate, including https://twixor.ai/ and http://www.twixor.digital.