Terms of Use

1. Introduction

These Terms govern your access to and use of the website, applications, and services provided by ZAAPI PTE. LTD. (“Zaapi”, “we”, “us”, or “our”).

By creating an account, accessing, or using the Services, you agree to be legally bound by these Terms and our Privacy Policy. If you do not agree, you must not use the Services.

We may update these Terms from time to time. Updated versions will be posted with a revised effective date. Continued use after updates constitutes acceptance of the revised Terms.

2. Eligibility and Account Registration

To use the Services, you must:

• Be at least 18 years old or the age of majority in your jurisdiction.
• Have authority to bind your business (if registering on behalf of an entity).
• Provide accurate and complete registration information.
• Maintain the security of your login credentials.

You are responsible for all activity under your account. Notify us immediately at hello@zaapi.com if you suspect unauthorized access.

3. Account Use and Responsibilities

You agree to:

• Use the Services only for lawful purposes.
• Comply with all applicable laws and regulations.
• Obtain all necessary consents from customers whose data you process using Zaapi.
• Comply with third-party platform policies (including but not limited to Meta, WhatsApp, LINE, Shopee, Lazada, TikTok, Shopify).
• Apply for and obtain Zaapi's approval before connecting a WhatsApp Business account, and comply with clause 5.2 at all times.

You must not:

• Send unlawful, unsolicited, or non-consensual marketing communications.
• Upload malicious code or attempt to disrupt the Services.
• Reverse engineer, copy, or resell the Services without authorization.
• Impersonate others or access accounts without permission.

Zaapi may suspend or terminate accounts that violate these Terms.

4. Data Protection and Roles

4.1 Controller and Processor Roles

When you use Zaapi to process customer communications and personal data:

• You act as the data controller.
• Zaapi acts as a data processor on your behalf.

You are responsible for:

• Ensuring lawful processing.
• Obtaining consent where required.
• Responding to data subject requests.

Zaapi processes data in accordance with its Privacy Policy and applicable data protection laws. A current list of the sub-processors Zaapi engages to process customer personal data is available at www.zaapi.com/sub-processors.

If required under applicable law (including GDPR or UK GDPR), a Data Processing Addendum (DPA) may apply.

5. Integrations and External Services

5.1 General

Zaapi allows connection to third-party platforms.

By enabling an integration, you authorise Zaapi to access and process the data necessary to provide the Services, and you agree to comply with the terms and policies of the relevant third-party platform.

Zaapi is not responsible for:

• Third-party platform availability.
• Policy changes made by third-party platforms.
• Data practices of external services.
• Any action a third-party platform takes against your account, including suspension, restriction, rate-limiting, or termination.

5.2 WhatsApp Business Integration

(a) Approval required. Access to the WhatsApp Business integration is by application only. You may not connect a WhatsApp Business account to the Services unless and until Zaapi has approved your application. Any attempt to connect a WhatsApp Business account without approval, or to circumvent the application process, is a material breach of these Terms.

(b) Assessment criteria. Zaapi assesses applications against the WhatsApp Business Messaging Policy, the WhatsApp Business Terms of Service, the WhatsApp Messaging Guidelines, the Meta Commerce Policy, and Zaapi's own onboarding and risk criteria. Applications from businesses whose goods, services or activities fall within a category prohibited or restricted under the WhatsApp Business Messaging Policy will not be approved.

(c) Discretion; no entitlement. Approval is granted at Zaapi's sole and absolute discretion. Nothing in these Terms entitles you to a WhatsApp Business integration, to a decision within any particular time, or to reasons for a decision beyond what applicable law requires. Zaapi may decline, defer, condition or limit any application, and may impose additional requirements on any approved connection.

(d) Information and verification. You must provide any information, documentation or verification Zaapi reasonably requests in connection with your application or an approved connection, including business registration details, evidence of licences or permits, details of the goods or services you sell, and evidence of your opt-in and opt-out flows. You warrant that all such information is accurate, complete and not misleading, and you must notify Zaapi promptly if it ceases to be accurate.

(e) Ongoing conditions of use. Approval is conditional and continuing. For as long as your WhatsApp Business account is connected, you must at all times:

• comply with the WhatsApp Business Messaging Policy, the WhatsApp Business Terms of Service, the WhatsApp Messaging Guidelines and all other applicable Meta and WhatsApp policies, as updated from time to time;
• only message people who have given you their mobile number and have opted in to receive your messages, and honour all opt-out, block and stop requests;
• maintain an accurate WhatsApp Business profile and not impersonate or misrepresent your business;
• only initiate conversations using approved Message Templates, and use each template only for its designated purpose;
• provide a prompt, clear and direct human escalation path where you use automation within the 24-hour customer service window;
• maintain a published privacy policy and all consents required by applicable law; and
• not use the connection for any activity described in clause 5.2(b) as prohibited or restricted, or otherwise use the Services to send messages at scale in an unauthorised manner.

A change in your business, ownership, products or messaging practices that would have affected the original assessment must be notified to Zaapi in advance, and may require re-approval.

(f) Suspension and disconnection. Zaapi may suspend, restrict, rate-limit or disconnect your WhatsApp Business integration immediately, at any time, with or without prior notice, where Zaapi determines (acting reasonably) that:

• you are in breach of clause 5.2(e), or of any WhatsApp, Meta or applicable third-party policy;
• information you provided under clause 5.2(d) was inaccurate, incomplete or misleading, or has ceased to be accurate;
• your account is generating elevated rates of user blocks, reports or negative feedback, or its WhatsApp quality rating has fallen;
• Meta or WhatsApp has notified, requested or required Zaapi to take action, or has taken action against your account;
• your continued connection poses a risk to Zaapi's standing as a WhatsApp Business Solution Provider, to the Services, or to other Zaapi customers; or
• suspension or disconnection is required by law or by a competent authority.

Where circumstances allow, Zaapi will give notice before disconnecting and, where the breach is capable of remedy, a reasonable opportunity to remedy it. Zaapi is not required to do so where the breach is serious, is not capable of remedy, is required to be actioned by Meta or WhatsApp, or where delay would expose Zaapi, its customers or WhatsApp users to risk.

(g) Automated enforcement. You acknowledge and agree that Zaapi may use automated systems and monitoring, alongside human review, to detect the circumstances described in clause 5.2(f), and that suspension or disconnection may be applied automatically by those systems. You may request human review of any automated disconnection under clause 5.2(j).

(h) Independent action by Meta and WhatsApp. Meta and WhatsApp may independently limit, suspend, restrict or terminate your access to the WhatsApp Business Services under their own terms and policies, without reference to Zaapi and without notice. Zaapi has no control over, and accepts no responsibility or liability for, such action. Where WhatsApp terminates an account for policy violations, WhatsApp may bar you and your organisation from all future use of WhatsApp products and services.

(i) Effect of disconnection. On disconnection you will immediately lose the ability to send and receive WhatsApp messages through the Services. Disconnection of the WhatsApp Business integration does not of itself terminate your Zaapi account or your subscription, and does not relieve you of any obligation to pay fees already due.

(j) Review and reapplication. If your application is declined or your connection is disconnected, you may request a review by contacting hello@zaapi.com. You may reapply once the circumstances that led to the decision have been resolved. Zaapi is under no obligation to approve a reapplication.

(k) No endorsement or assurance. Approval of your application does not constitute an endorsement of your business, a determination that your messaging complies with any WhatsApp, Meta or legal requirement, or any assurance that Meta or WhatsApp will not take action against your account. You remain solely responsible for your compliance at all times.

(l) Transition for existing connections. WhatsApp Business accounts connected before the effective date of these Terms remain subject to clauses 5.2(d) to 5.2(k). Zaapi may review any existing connection and require it to be submitted for assessment under clause 5.2(b), and may suspend or disconnect it in accordance with clause 5.2(f).

6. Acceptable Use

6.1 Acceptable Use and Marketing Compliance

You agree not to use Zaapi to:

• Violate anti-spam or marketing laws (including TCPA (US), CAN-SPAM (US), PECR (UK), GDPR, UK GDPR).
• Send messages without required opt-in consent.
• Circumvent messaging platform rules.
• Send WhatsApp messages to any person who has not given you their mobile number and opted in to receive them.
• Send WhatsApp messages promoting goods, services or activities prohibited or restricted under the WhatsApp Business Messaging Policy or the Meta Commerce Policy.
• Use approved Message Templates for any purpose other than the purpose for which they were approved.

You are solely responsible for ensuring compliance with all applicable communications and consumer protection laws.

6.2 Automated Access and System Integrity

You must not use any bot, script, scraper or other automated means to access or interact with the Services, except through an interface or API that Zaapi has expressly made available to you. You must not attempt to access any account or data you are not authorised to access, circumvent any security or rate-limiting measure, or place undue load on the Services or their supporting infrastructure.

Where Zaapi detects or reasonably suspects any such activity, Zaapi may immediately and without notice suspend or terminate your account, disconnect any integration and block your access, including by automated means. Suspension or termination under this clause does not entitle you to any refund.

7. Intellectual Property

All intellectual property rights in the Services belong to Zaapi or its licensors.

You may not copy, modify, distribute, or create derivative works without written permission.

User Content

You retain ownership of your content.

You grant Zaapi a limited, non-exclusive, worldwide license to host, store, and process your content solely to provide and improve the Services.

8. Service Availability and Modifications

The Services are provided on an “as is” and “as available” basis.

We do not guarantee uninterrupted or error-free operation.

We may modify, suspend, or discontinue any part of the Services at any time.

9. Fees and Payments (If Applicable)

If you subscribe to a paid plan:

• Fees are billed in advance.
• Fees are non-refundable unless required by law.
• Failure to pay may result in suspension.
• Suspension or disconnection of the WhatsApp Business integration under clause 5.2(f) does not entitle you to a refund, credit or reduction of fees, except where required by law.

10. Indemnification and Liability

We may suspend or terminate access if:

• You violate these Terms.
• Required by law.
• Your activity poses risk to systems or users.
• Your WhatsApp Business integration has been disconnected under clause 5.2(f) for a serious or repeated breach.

You may terminate your account at any time.

Upon termination, your access ends immediately. Certain provisions survive termination.

11. Indemnification

You agree to indemnify and hold harmless Zaapi, its affiliates, officers, employees, and agents from claims, damages, losses, liabilities, and expenses arising from:

• Your use of the Services.
• Your violation of these Terms.
• Your violation of applicable laws.
• Your infringement of third-party rights.

12. Disclaimer of Warranties

To the fullest extent permitted by law:

The Services are provided “as is” and “as available”.

Zaapi disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement.

13. Limitation of Liability

13.1 Indirect Damages

To the maximum extent permitted by law, Zaapi shall not be liable for:

• Loss of profits
• Loss of revenue
• Loss of data
• Loss of business opportunity
• Loss of goodwill
• Indirect, incidental, special, consequential, or punitive damages

13.2 Liability Cap

To the maximum extent permitted by law, Zaapi’s total aggregate liability arising out of or relating to the Services shall not exceed the total fees paid by you to Zaapi in the twelve (12) months preceding the claim.

If you are using a free plan, Zaapi’s total liability shall not exceed USD $100.

13.3 Non-Excludable Liability (UK & Mandatory Law)

Nothing in these Terms excludes or limits liability for:

• Death or personal injury caused by negligence.
• Fraud or fraudulent misrepresentation.
• Any liability that cannot be excluded under applicable law.

13.4 WhatsApp Business Integration

Subject to clause 13.3, Zaapi shall not be liable for any loss or damage arising from: (a) the refusal, delay, conditioning or revocation of approval under clause 5.2; (b) the suspension, restriction or disconnection of your WhatsApp Business integration under clause 5.2(f), including where applied automatically; or (c) any action taken by Meta or WhatsApp against your account.

14. Export Control and Sanctions

You represent that:

• You are not located in a country subject to sanctions.
• You are not on any sanctions list maintained by Singapore, the United States, United Kingdom, or European Union.

You agree not to use the Services in violation of export control laws.

15. Dispute Resolution and Governing Law

These Terms are governed by the laws of Singapore, without regard to conflict of law principles.

If you are a consumer residing in the UK, EU, or other jurisdiction with mandatory consumer protections, nothing in these Terms limits your statutory rights.

Any disputes shall be submitted to the courts of Singapore unless otherwise required by mandatory consumer protection laws.

16. Force Majeure

Zaapi is not liable for delays or failure caused by events beyond reasonable control, including but not limited to natural disasters, internet outages, government actions, or third-party service disruptions.

17. Referral Programme

17.1 Overview

‍ Zaapi may make available a referral programme (the "Referral Programme") under which an existing account holder (a "Referrer") may invite other businesses to subscribe to the Services using a unique referral link and code assigned to the Referrer's organisation (a "Referral Code"). Where a new organisation (a "Referred Customer") registers using a valid Referral Code and subsequently subscribes to a paid plan, the Referred Customer may receive a discount on its first subscription payment and the Referrer may receive account credit ("Referral Credit"), in each case subject to this Section 17.

17.2 Participation

‍Participation in the Referral Programme is voluntary and is offered at Zaapi's discretion. By participating, you agree to this Section 17 in addition to the remainder of these Terms. Any organisation with a Zaapi account may share its Referral Code, but Referral Credit will only be issued in accordance with clause 17.7.

17.3 Referral Code Entry

‍A Referral Code must be entered by the Referred Customer in the designated field on the registration form at the time the Referred Customer creates its account. Entry at registration is a condition precedent to any entitlement under this Section 17. A Referral Code cannot be applied to an account that has already been created, cannot be applied retrospectively, and cannot be added, substituted, exchanged or transferred after registration. Where a Referral Code was not entered at registration, no discount and no Referral Credit will arise, no claim may be made in respect of that registration by the Referrer or the Referred Customer at any time, and Zaapi will not apply the Referral Code, issue Referral Credit or provide any equivalent benefit or compensation.

17.4 Eligibility of the Referred Customer

‍ To qualify under the Referral Programme, a Referred Customer must:

(a) as at the time immediately before the registration in respect of which the Referral Code is entered, be a new organisation that does not hold and has not previously held a Zaapi account or subscription, whether paid or on a free trial;

(b) be an independent legal entity that is not owned or controlled by, and does not own or control, the Referrer, and is not under common ownership or control with the Referrer;

(c) have registered its account itself, with knowledge of and consent to the use of the Referral Code; and

(d) subscribe to, and make payment for, a paid plan.

17.5 Referred Customer Discount

‍ A qualifying Referred Customer will receive a discount of twenty per cent (20%) on its first subscription payment. The discount:

(a) applies to the subscription plan fee only, and does not apply to AI token top-ups, one-off or set-up fees, third-party charges, or taxes;

(b) applies to the first subscription payment only, with all subsequent payments charged at the applicable standard rate;

(c) may not be combined or aggregated with any other discount, promotion, credit, voucher or individually negotiated rate, and will not be applied where any such arrangement is already in place; and

(d) has no cash value and cannot be exchanged, refunded or transferred.

17.6 Issue of Referral Credit

‍Subject to clause 17.7, where a qualifying Referred Customer makes its first subscription payment, Zaapi will credit the Referrer's account with:

(a) THB 5,000, where the Referrer's account is billed in Thai Baht; or

(b) USD 150, where the Referrer's account is billed in any other currency.

The amount is determined solely by the billing currency of the Referrer's account at the time the Referred Customer's first subscription payment is received by Zaapi. Amounts are not converted between currencies, and no election between them is available. Referral Credit is issued automatically and no claim, notice or request is required.

For the avoidance of doubt, entitlement to Referral Credit under this clause is not conditional on the discount under clause 17.5 having been applied. Where that discount was not applied because clause 17.5(c) operated, Referral Credit remains payable in accordance with this Section 17.

17.7 Referrer Eligibility

‍ Referral Credit will only be issued to a Referrer that holds an active paid subscription at the time the relevant Referred Customer's first subscription payment is received. Where a Referrer does not hold an active paid subscription at that time, no Referral Credit accrues, and no Referral Credit becomes payable retrospectively if the Referrer subsequently subscribes.

17.8 Application of Referral Credit

‍ Referral Credit is a credit balance recorded against the Referrer's account and is applied automatically against the Referrer's next eligible invoice. Referral Credit may be applied to:

(a) subscription payments for the Services; and

(b) automatic AI token top-ups.

Referral Credit may not be applied to manual AI token top-ups purchased within the product, which are processed through a separate billing mechanism, nor to any other product, service or charge not listed above. Where a credit balance is less than the amount invoiced, the balance will be applied and the remainder charged to the Referrer's payment method in the ordinary course.

17.9 Nature of Referral Credit

‍Referral Credit is not money, is not a deposit, and does not constitute a debt owed by Zaapi to you. Referral Credit has no cash value and may not be redeemed for cash, withdrawn, refunded, sold, assigned, transferred to another account or to any third party, or used as security. Referral Credit does not accrue interest. Referral Credit does not expire while the Referrer's account remains open, and is forfeited in full and without compensation on closure, suspension for cause, or termination of the account, or on termination of the Referrer's participation in the Referral Programme under clause 17.12.

17.10 Limits

‍As at the date of these Terms, Zaapi does not impose a limit on the number of Referred Customers for which a Referrer may earn Referral Credit or on the aggregate Referral Credit a Referrer may hold. Zaapi reserves the right to introduce, vary or remove limits at any time, including limits on the number of qualifying referrals per account or per period, the aggregate value of Referral Credit that may be earned or held, the rate at which Referral Credit may be applied, and the eligibility of particular plans, currencies, territories or account types. Limits may be applied prospectively without individual notice, and Zaapi may apply a limit to a specific account where clause 17.11 is engaged.

17.11 Prohibited Conduct

‍ You must not, and must not permit or assist any person to, engage in any of the following in connection with the Referral Programme. Doing so constitutes a material breach of these Terms:

(a) Self-referral. Using your own Referral Code, or arranging for a Referral Code to be used by an entity you own, control, are controlled by, or are under common control with; registering additional or duplicate accounts for the same or a substantially related business; or otherwise structuring registrations to create the appearance of an independent referral.

(b) Unauthorised or fictitious registration. Creating an account on behalf of another person or entity without its authority; entering a Referral Code without the Referred Customer's knowledge or consent; registering accounts using false, misappropriated or automatically generated identities, business names, email addresses, domains or payment instruments; or using bots, scripts or automated means to register accounts or distribute Referral Codes.

(c) Payment abuse. Using stolen, unauthorised or disputed payment instruments; effecting a first subscription payment with the intention of obtaining a refund, reversal or chargeback; or any arrangement whose substantive purpose is to trigger the issue of Referral Credit rather than to obtain the Services.

(d) Unsolicited and deceptive distribution. Distributing Referral Codes by spam, bulk unsolicited email or messaging, or in any manner that breaches Section 6 (Acceptable Use and Compliance with Marketing Laws) or any applicable anti-spam, marketing, consumer protection or data protection law; posting Referral Codes to coupon, voucher, cashback, deal or discount aggregation sites; or offering or paying any cash, rebate, incentive or other consideration in exchange for the use of a Referral Code.

(e) Brand and advertising misuse. Bidding on, or purchasing advertising against, "Zaapi" or any Zaapi trade mark, brand term, product name, domain or confusingly similar variant in any paid search, marketplace or advertising platform; registering or using domains, social accounts, application listings or business names incorporating Zaapi trade marks; or presenting yourself as Zaapi, as an agent, employee, partner or authorised reseller of Zaapi, or as operating an official Zaapi channel.

(f) Misrepresentation. Making any false, misleading or unauthorised statement about Zaapi, the Services, their pricing, availability or functionality, or about the terms, rewards or operation of the Referral Programme; or making any warranty, representation or commitment on Zaapi's behalf.

(g) Circumvention. Taking any step to evade, disguise or defeat Zaapi's detection, verification or anti-abuse controls, including the use of proxies, virtual private networks, disposable email domains, virtual or single-use payment cards, or the fragmentation of a single business across multiple accounts.

17.12 Consequences of Breach and Abuse

‍Where Zaapi determines, on reasonable grounds, that clause 17.11 has been breached, that a referral is not genuine, or that the Referral Programme has otherwise been abused or manipulated, Zaapi may take any one or more of the following actions, without prior notice and without liability to you:

(a) withhold, cancel, reduce, void or refuse to issue any Referral Credit, whether or not the underlying conditions appear to have been satisfied;

(b) reverse, debit or cancel Referral Credit already issued, including where that credit has already been applied to an invoice;

(c) invalidate a discount already applied and invoice the Referred Customer for the difference between the discounted amount and the standard rate, which amount will be immediately due and payable;

(d) issue an invoice to the Referrer for the value of any Referral Credit applied to which the Referrer was not entitled, which amount will be immediately due and payable;

(e) remove the Referrer, the Referred Customer, or both, from the Referral Programme permanently, and disable the relevant Referral Code;

(f) suspend or terminate any or all affected accounts, and any other account Zaapi reasonably believes to be operated by or connected to the same person or entity, in accordance with these Terms; and

(g) where the conduct involves fraud, unauthorised use of payment instruments or identity misuse, report the matter to payment providers, law enforcement or other competent authorities, and pursue any other remedy available at law or in equity, including recovery of losses and costs.

Zaapi's determination as to whether a referral is genuine and whether Referral Credit is payable is final. Zaapi is not obliged to disclose the methods, data or indicators used to detect abuse, and nothing in this clause requires Zaapi to establish an intention to defraud before acting under it. Amounts invoiced under this clause are payable in addition to, and do not limit, any other right or remedy of Zaapi under these Terms or at law.

17.13 Reversal on Refund, Chargeback or Reversal of Payment

‍ Referral Credit is contingent on Zaapi's receipt and retention of the Referred Customer's first subscription payment. If that payment is refunded, reversed, charged back, disputed or otherwise not retained by Zaapi, whether in whole or in part, the associated Referral Credit will be reversed in full. Where the Referral Credit has already been applied to an invoice, Zaapi may debit the account, apply the reversal against future invoices, or invoice the Referrer for the corresponding amount.

17.14 Variation, Suspension and Termination of the Referral Programme

‍Zaapi may amend, suspend, withdraw or terminate the Referral Programme, or any part of it, in whole or in respect of any account, territory, currency, plan or class of participant, at any time and at its discretion. Zaapi may change the reward amounts, the discount percentage, the eligibility criteria, the permitted uses of Referral Credit and any limits applying to the Referral Programme. Amendments take effect from the date of publication and apply to referrals arising on or after that date. Referral Credit validly issued and not otherwise reversed, forfeited or cancelled under these Terms will remain available for use in accordance with clause 17.8 following termination of the Referral Programme, subject to clause 17.9.

17.15 Taxes

‍ You are solely responsible for determining and discharging any tax liability arising from your participation in the Referral Programme or your receipt or use of Referral Credit, including any reporting obligation. Referral Credit is stated exclusive of any applicable taxes, and Zaapi may deduct or withhold amounts where required by law.

17.16 No Agency or Partnership

‍ Nothing in the Referral Programme creates any partnership, joint venture, agency, employment, franchise or reseller relationship between you and Zaapi. You have no authority to bind Zaapi, to make any representation on its behalf, or to hold yourself out as doing so. You participate in the Referral Programme on your own account and at your own cost, and you are not entitled to any commission, fee or reimbursement other than Referral Credit issued under this Section 17.

17.17 Relationship to Other Agreements

‍ Where you are party to a separate partner, reseller, affiliate, agency or commission agreement with Zaapi, the terms of that agreement prevail over this Section 17 in respect of any referral within its scope, and no Referral Credit is payable under this Section 17 in respect of a referral for which any commission, revenue share, fee or other consideration is payable under that agreement. Zaapi will not pay twice in respect of the same referral.

17.18 Survival

‍Clauses 17.9, 17.12, 17.13, 17.15 and 17.16 survive the termination of the Referral Programme, the termination of your participation in it, and the termination of these Terms.

18. Updates to These Terms

We may revise these Terms periodically. Updated versions will be posted with a new effective date.

19. Contact Information

ZAAPI PTE. LTD.
68 Circular Road, #02-01
Singapore 049422
Email: hello@zaapi.com
Website: https://www.zaapi.com

Effective Date

These Terms of Service were last updated on July 29, 2026.

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