Terms of Service

Version 2.0. This version takes effect on 27 October 2026 and replaces Version 1.3 (effective 19 October 2026). A summary of what changed is in the Version history at the end of this page.

What you're agreeing to, in plain English

Who you contract with. Margifi Private Limited, Surat, Gujarat, India. These Terms cover Insights, Engage, Inbox, Intelligence and Margifi ID.
Plans and prices are on the pricing page. Prices are in INR plus 18% GST. You can pay monthly, quarterly or yearly. Picking Free starts a 7-day Pro trial with no card needed.
WhatsApp messages: 0% markup. Meta bills WhatsApp message charges directly to your own payment method in WhatsApp Manager. Margifi never collects them and adds nothing on top.
Cancel any time, no lock-in. Cancellation takes effect at the end of your paid period. Your first payment is fully refundable if you ask within 7 days. Pro-rata refunds apply where Margifi is at fault or ends the service, or where you object to a change in these Terms or to a new sub-processor. Full rules are in the Refund Policy.
No surprise debits. We remind you before every renewal and send a pre-debit notice at least 24 hours before each auto-debit.
Your data stays yours. You are the Data Fiduciary for your customers' data; Margifi processes it only on your instructions under the Data Processing Agreement. We do not sell it or use it to train AI models.
You follow WhatsApp's rules. Message only customers who opted in, honour opt-outs, and follow the Messaging Policy.
Numbers are estimates, not advice. Profit figures and AI answers depend on Shopify, ad, courier and Meta data. They are not financial, tax or legal advice.
Liability is capped for both sides at the fees paid in the 12 months before a claim, with some exceptions.
After you leave, you have 30 days to export your data, and we delete it by day 90.
Disputes: 30 days of negotiation, then arbitration seated in Surat, Gujarat, with hearings that may be held online. Indian law applies.

This summary is for orientation only. The full terms below govern your subscription.

Preamble

These Terms of Service ("Terms") are a legally binding agreement under the Indian Contract Act, 1872, between Margifi Private Limited, having its office at 230, Ayodhyapuram Residency, Nr Valak Patiya, Valak, Surat City, PO: Sarthana, Dist: Surat, Gujarat 395006, India ("Margifi", "Company", "we", "us", or "our"), and the entity or individual accessing or using the Margifi platform ("Client", "you", or "your"). By registering for, accessing, or using the Service, the Client agrees to be bound by these Terms. If the Client accepts these Terms on behalf of a company or other legal entity, the person accepting represents that they have the authority to bind that entity.

If you do not agree to these Terms, do not register for or use the Service.

1. Definitions

1.1 "Agreement" means these Terms together with any Order Form, invoice, and the documents incorporated by reference in Clause 2.2, including the Privacy Policy, Data Processing Agreement, Messaging Policy, Refund Policy, Sub-processors page, Grievance Policy and Cookie Policy.

1.2 "API Credentials" means the access tokens, API keys, OAuth credentials, account identifiers, and other authentication data that the Client provides to Margifi, or authorises Margifi to obtain, to integrate with the Client's Connected Platforms.

1.3 "Client" means the business or individual, including sole proprietorships, partnerships, limited liability partnerships and companies, that has registered for the Service. Where an Agency uses the Service for a Managed Brand, Clause 13 applies.

1.4 "Client Data" means all data, content, and information submitted to or processed through the Service by or on behalf of the Client, including advertising performance data, order data, catalogue data, customer attribution data, delivery status data, WhatsApp messages and media, contact lists, and consent and opt-out records.

1.5 "Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given its nature and the circumstances of disclosure, including business data, technical systems, pricing, and Client Data.

1.6 "Connected Platforms" means the third-party services that the Client authorises Margifi to access to deliver the Service, including Meta Ads, Meta Catalogue / Commerce Manager, the WhatsApp Business Platform, Google Ads, Google Analytics 4, Google Search Console, Microsoft Clarity, Shopify, Delhivery, Shiprocket, iThink Logistics, Bluedart, Shipmozo, Xpress Ship, ExpressFly, and Shadowfax, as applicable.

1.7 "Dashboard" means the web-based user interfaces made available by Margifi, including the Margifi app and the Inbox at inbox.margifi.com.

1.8 "Documentation" means any technical guides, help articles, FAQs, and onboarding materials made available by Margifi in connection with the Service.

1.9 "End Customer" means a customer or prospective customer of the Client whose personal data the Client processes through the Service, including anyone the Client messages on WhatsApp.

1.10 "Fees" means the subscription charges payable by the Client to Margifi for the Service under the selected Subscription Plan. Fees do not include WhatsApp message charges, which are governed by Clause 10.

1.11 "Intellectual Property Rights" means all patents, copyrights, trademarks, trade secrets, database rights, and other intellectual property rights, whether registered or unregistered, existing anywhere in the world.

1.12 "Meta" means Meta Platforms, Inc. and its affiliates, including as the provider of the WhatsApp Business Platform.

1.13 "Order Form" means any written or electronic order or quote signed or accepted by both parties that specifies a Subscription Plan, billing period, and Fees.

1.14 "Personal Data" has the meaning given to it under the Digital Personal Data Protection Act, 2023 ("DPDP Act") and the Digital Personal Data Protection Rules, 2025 ("DPDP Rules").

1.15 "Platform" means the Margifi software applications, Dashboard, APIs, algorithms, data models, and related technology infrastructure owned and operated by Margifi.

1.16 "Products" means Insights, Engage, Inbox, Intelligence and Margifi ID, each as described in Clause 4.

1.17 "Service" means the Products and related features provided by Margifi through the Platform, as described in Clause 4.

1.18 "Subscription" means the Client's right to access and use the Service under a Subscription Plan, whether free or paid.

1.19 "Subscription Plan" means the plan selected by the Client (currently Free, Pro, Engage, Max or Max+), with the features, limits and Fees shown on the pricing page or in an Order Form.

1.20 "Subscription Term" means the period for which the Client has paid, being the monthly, quarterly or yearly billing cycle selected by the Client, including each renewal.

1.21 "User" means any individual authorised by the Client to access the Service on the Client's behalf, including employees, contractors, agents and Inbox agents.

1.22 "WhatsApp Business Account" means the Client's own WhatsApp Business account, phone number and related assets on the WhatsApp Business Platform, connected to the Service through Meta's Embedded Signup.

2. Contracting Entity, Documents and Order of Precedence

2.1 Contracting Entity. The Service is provided by Margifi Private Limited, whose office is set out in the Preamble. All invoices are issued by Margifi Private Limited.

2.2 Documents Incorporated. The documents listed in Clause 1.1 form part of the Agreement. The Data Processing Agreement ("DPA") is incorporated into these Terms by reference. The Client accepts the DPA when it accepts these Terms, and again when it connects a WhatsApp Business Account to the Service.

2.3 Order of Precedence. If the documents conflict, they apply in this order: (a) a signed Order Form, if any; (b) the DPA, for matters relating to Personal Data; (c) these Terms; (d) the other policies listed in Clause 1.1.

3. Acceptance and Eligibility

3.1 Legal Capacity. By registering for the Service, the Client represents and warrants that: (a) if a natural person, they are at least 18 years of age and have full legal capacity to contract under the Indian Contract Act, 1872; (b) if acting for a legal entity, they are duly authorised to bind it; and (c) the use of the Service does not violate any applicable law.

3.2 Business Use Only. The Service is for business-to-business use by Indian D2C brands, commerce businesses and the agencies that serve them. It is not intended for consumers acting in a personal capacity.

3.3 Accurate Information. The Client agrees to provide accurate, current, and complete information during registration and to keep it accurate throughout its Subscription.

3.4 Account Security. The Client is solely responsible for keeping its account credentials confidential. The Client must notify Margifi at admin@margifi.com immediately on becoming aware of any unauthorised access to or use of its account.

4. Products and Description of Service

4.1 Products. Margifi offers the following Products. Which Products and features are included in each Subscription Plan, and their usage limits, are shown on the pricing page.

(a) Insights: profit, advertising, RTO and courier analytics that combine the Client's ad, store and shipping data;
(b) Engage: WhatsApp marketing, broadcasts and automation flows sent from the Client's own WhatsApp Business Account;
(c) Inbox: a shared team inbox for the Client's WhatsApp conversations, at inbox.margifi.com;
(d) Intelligence: AI-generated answers to questions about the Client's own brand data;
(e) Margifi ID: a cross-brand cash-on-delivery risk network, described in Clause 16.

4.2 Specific Capabilities. Subject to the features of the Client's Subscription Plan, the Service includes:

(a) connection to Meta Ads Manager and Google Ads accounts to ingest advertising spend, impressions, clicks, ROAS, and campaign-level performance data;
(b) connection to Shopify stores via the Shopify Admin API, either by installing the Margifi - Profit Analytics app from the Shopify App Store or through a custom app the Client creates in its own Shopify admin, to ingest order data, revenue figures, product performance, inventory, fulfilment status, and the End Customer contact data described in the Privacy Policy;
(c) connection to shipping carriers and aggregators (including Delhivery, Shiprocket, iThink Logistics, Bluedart, Shipmozo, Xpress Ship, ExpressFly, and Shadowfax) to ingest delivery status, return data, and NDR outcomes;
(d) connection to the Client's WhatsApp Business Account through Meta's Embedded Signup, to send and receive WhatsApp messages, manage templates, run broadcasts and automation flows, and handle conversations in Inbox;
(e) a Dashboard presenting profit summaries, ROAS alerts, ad account breakdowns, delivery outcome tracking, reports and alerts, including WhatsApp-based daily reports where configured by the Client.

4.3 What the Service Does Not Include.

(a) financial, investment, tax or legal advice, or legally binding financial statements;
(b) media buying, advertising campaign management, or ad spend optimisation performed by Margifi on the Client's behalf;
(c) any guarantee of specific business outcomes, revenue, profit, ROAS, message delivery or campaign results;
(d) data backup services beyond what is operationally necessary for service delivery;
(e) managed services, implementation consulting, or custom software development, unless separately agreed in writing;
(f) access to or control over the Client's Connected Platform accounts beyond the access the Client grants for the Products it uses;
(g) the purchase, resale or provision of WhatsApp messaging by Margifi. Meta provides the WhatsApp Business Platform to the Client directly.

4.4 Third-Party Platform Dependencies. The Service depends on the continued availability and API policies of Connected Platforms. Margifi is not liable for disruption caused by changes to API access, rate limits, policies, pricing, template or account decisions, or downtime attributable to Meta, Google, Shopify, Razorpay, any courier, or any other Connected Platform.

4.5 Beta Features. Margifi may offer features marked "beta", "preview", or "experimental". These are provided without warranty and may be changed or discontinued at any time.

5. Account Registration

5.1 Registration. To use the Service, the Client must register an account with its name, business email address, company name, and any other information Margifi reasonably requires.

5.2 Authentication. Account authentication, multi-factor authentication, and session management are handled through Supabase Auth. Supabase is a sub-processor, as listed on the Sub-processors page.

5.3 One Account Per Brand. Each Client may keep one primary account per brand. Creating multiple accounts to get around usage limits or to obtain additional trials is a material breach of these Terms.

5.4 Account Responsibility. The Client is responsible for all activity under its account. Margifi is not liable for loss or damage arising from the Client's failure to keep its account secure.

6. Plans, Pricing, Billing and Payment

6.1 Subscription Plans. Margifi offers the Subscription Plans shown on the pricing page, currently Free, Pro, Engage, Max and Max+. Max+ is offered only to Clients on the Max plan. The prices, features and limits of each plan are those shown on the pricing page or in an Order Form at the time of purchase or renewal. Margifi may introduce new plans or change features on reasonable notice to existing Clients.

6.2 Billing Cycles. Paid plans can be billed monthly, quarterly or yearly. Any discount for quarterly or yearly billing is shown on the pricing page. The Client selects its billing cycle at the time of purchase.

6.3 Payment Method. All Fees are processed via Razorpay. The Client agrees to keep a valid and authorised payment method on file for each paid Subscription Term.

6.4 Fees and Taxes. All prices are quoted in Indian Rupees (INR) and exclude GST. GST at the applicable rate, currently 18%, is added to the Fees on each invoice. The Client should provide a valid GSTIN if it wants to claim input tax credit. Margifi issues a GST invoice for each payment.

6.5 Payment Due Date. Fees are payable in advance at the start of each Subscription Term. Invoices are issued digitally via Razorpay.

6.6 Late Payment. If a payment fails:

(a) Margifi may attempt to charge the payment method again;
(b) if payment remains outstanding for more than seven (7) days, Margifi may suspend access to paid features;
(c) if payment remains outstanding for more than thirty (30) days, Margifi may terminate the paid Subscription.

6.7 Price Changes. Margifi will give at least thirty (30) days' notice of any price change. A new price applies from the Client's next renewal, never to a Subscription Term already paid for.

6.8 Disputed Charges. The Client must notify Margifi at admin@margifi.com of any disputed charge within thirty (30) days of the charge.

7. Free Plan and Pro Trial

7.1 Pro Trial. When a Client picks the Free plan, it receives a seven (7) day trial of the Pro plan. No card or payment details are needed to start the trial.

7.2 After the Trial. If the Client has not paid for a plan by the end of day 7, Pro-only numbers and features are locked. The Client's data continues to sync, and paying for a plan unlocks them. Margifi does not charge the Client automatically at the end of the trial.

7.3 Trial Limitations. These Terms apply in full during the trial. Margifi may limit features, integrations or usage during the trial.

7.4 One Trial Per Brand. The Pro trial is available once per brand.

8. Auto-Renewal and Pre-Debit Notice

8.1 Automatic Renewal. Unless the Client cancels before the end of the current Subscription Term, a paid Subscription renews automatically for a further period equal to the current billing cycle, at the Fees then shown on the pricing page (subject to Clause 6.7).

8.2 Renewal Reminder. Margifi sends a renewal reminder at least seven (7) days before renewal for monthly and quarterly Subscriptions, and at least thirty (30) days before renewal for yearly Subscriptions.

8.3 Pre-Debit Notice. Where the Client pays by recurring e-mandate, a pre-debit notification is sent at least twenty-four (24) hours before each debit, as required by the Reserve Bank of India's e-mandate rules.

8.4 Late Cancellation. A cancellation received after a renewal payment has been processed takes effect at the end of the newly started Subscription Term, unless Clause 9.2 applies.

9. Cancellation and Refunds

9.1 Cancellation by Client. The Client may cancel at any time, with no lock-in period and no cancellation fee, by:

(a) using the cancellation option in the Dashboard (Settings → Billing); or
(b) emailing admin@margifi.com from the registered account email.

9.2 First-Payment Refund. If the Client asks for a refund within seven (7) days of its first payment for a paid plan, Margifi refunds that payment in full, with no conditions. This applies to monthly, quarterly and yearly billing.

9.3 Effect of Cancellation. Otherwise, cancellation takes effect at the end of the current paid Subscription Term, and the Client keeps access until then.

9.4 Pro-Rata Refunds. Margifi refunds the unused part of a prepaid Subscription Term, pro rata, if:

(a) Margifi ends the Service for convenience under Clause 20.4;
(b) Margifi materially fails to provide the Service, the failure is documented, and Margifi does not fix it within fifteen (15) days of the Client's written notice;
(c) the Client objects to a new sub-processor under the DPA, Margifi cannot accommodate the objection, and the Client ends the affected Product (the refund then covers that Product); or
(d) the Client objects to a change to these Terms or the DPA and cancels under Clause 25.3.

9.5 No Other Partial Refunds. Except as set out in Clauses 9.2, 9.4 and 26.2, Margifi does not refund the remaining part of a Subscription Term after cancellation.

9.6 Downgrades. A downgrade to a lower plan takes effect from the next Subscription Term.

9.7 How Refunds Are Paid. Refunds are paid to the original payment method within seven (7) to ten (10) business days of approval.

9.8 WhatsApp Message Charges. WhatsApp message charges are paid by the Client to Meta, never to Margifi, so they are outside Margifi's refunds. Disputes about them must be raised with Meta billing.

9.9 Reactivation. A Client who has cancelled may reactivate at any time. Data from a prior Subscription may not be recoverable once deleted under Clause 20.6.

10. WhatsApp Message Charges (0% Markup)

10.1 Billed by Meta. Meta charges for WhatsApp messages sent from the Client's WhatsApp Business Account. Meta bills these charges directly to the payment method the Client adds in Meta's WhatsApp Manager.

10.2 No Markup. Margifi adds no markup to WhatsApp message charges and never collects, holds or resells them. Margifi's Fees are only for the Service.

10.3 Cost Shown for Information. Engage may show Meta's estimated message cost. This is for information only; Meta's own billing is final.

10.4 Valid Meta Payment Method. If the Client has no valid payment method with Meta, or Meta declines a charge, Meta will not deliver the messages. Margifi is not liable for messages not sent or delivered for that reason.

11. WhatsApp and Meta Compliance

11.1 Client's Own Account. The Client connects its own WhatsApp Business Account through Meta's Embedded Signup. Margifi is a Meta Tech Provider. The Client owns its WhatsApp Business Account and phone number, and its relationship with Meta is governed by Meta's terms.

11.2 Meta Terms. Before using Engage or Inbox, the Client must accept and comply with the WhatsApp Business Terms of Service and the WhatsApp Business Messaging Policy, as updated by Meta from time to time.

11.3 Client Obligations. The Client must:

(a) obtain each End Customer's opt-in before sending them messages, and keep records of that opt-in;
(b) honour every opt-out request and not message that End Customer again unless they opt in again;
(c) use only Meta-approved message templates outside the 24-hour customer service window;
(d) not use bought, rented or scraped contact lists; and
(e) follow the Messaging Policy.

11.4 Engage Defaults. Engage applies default safeguards described in the Messaging Policy, including suppressing opt-outs (such as "STOP") within one (1) minute, sending marketing messages only between 09:00 and 21:00 IST, and a default cap of one (1) marketing message per contact per 24 hours, which the Client may change within Meta's limits. These defaults support, and do not replace, the Client's own obligations.

11.5 Meta's Decisions. Meta alone decides template approval, quality ratings, messaging limits, and restrictions or bans on numbers and accounts. Margifi does not control these decisions and is not liable for them.

11.6 Margifi's Right to Pause. Margifi may pause sends, broadcasts or automation flows where it reasonably believes this is needed to protect the Client's WhatsApp Business Account, End Customers, or Margifi's standing as a Meta Tech Provider. Margifi will tell the Client the reason and lift the pause once the issue is resolved.

11.7 Data Through Meta. WhatsApp messages pass through Meta's servers, which are outside India, under Meta's terms. Meta acts as the provider of the WhatsApp Business Platform.

12. Acceptable Use

12.1 Permitted Use. The Client may use the Service for its own business purposes, including analysing the performance and profitability of its brand and messaging its own customers in line with Clause 11 and the Messaging Policy.

12.2 Prohibited Conduct. The Client must not:

(a) resell, sublicense, lease, or otherwise make the Service available to any third party, including by white-labelling the Dashboard or outputs, except as permitted for Agencies under Clause 13;
(b) reverse engineer, decompile, disassemble, or attempt to derive the source code of the Platform or any underlying algorithms;
(c) process data of businesses other than its own brands, except as an Agency under Clause 13;
(d) send spam or unsolicited messages, message people who have not opted in or who have opted out, or use bought, rented or scraped lists;
(e) send content or promote products or industries prohibited by the WhatsApp Business Messaging Policy, the WhatsApp Commerce Policy or the Messaging Policy;
(f) impersonate any person, brand or business, or mislead End Customers about who is messaging them;
(g) scrape or extract data from the Platform through automated means not expressly permitted by Margifi;
(h) attempt to gain unauthorised access to other Clients' accounts, data, or systems, or to Margifi's infrastructure;
(i) upload, send, or store content that is unlawful, defamatory, obscene, or that infringes any third party's Intellectual Property Rights;
(j) use the Service in breach of applicable Indian law, including the Information Technology Act, 2000, the DPDP Act, the Bharatiya Nyaya Sanhita, 2023, and consumer protection law;
(k) use the Service for financial fraud, misrepresentation, or money laundering;
(l) send malware, viruses, or other harmful code through the Service;
(m) circumvent or interfere with any security, access control, rate-limiting, opt-out, quiet-hour or frequency-cap feature of the Platform; or
(n) use data or insights from the Service to build a competing product that replicates Margifi's core functionality.

12.3 Consequences of Breach. A breach of this Clause 12 or Clause 11 is a material breach. Margifi may suspend the affected Product, or the account, immediately where needed to prevent harm, and may terminate under Clause 20.2.

13. Agency Use

13.1 Permitted. An agency or service provider ("Agency") may use the Service to manage the brands of its own clients ("Managed Brands") for which it is authorised to act.

13.2 Agency Responsibility. The Agency confirms that it holds each Managed Brand's authority to connect that brand's accounts and to process its data, and that each Managed Brand has obtained the consents required from its End Customers. The Agency is responsible for its Managed Brands' compliance with these Terms and is liable for their use of the Service through the Agency's account.

13.3 Managed Brand Access. Margifi may give a Managed Brand access to, or a copy of, its own data on its request, and may stop the Agency's access to a Managed Brand's accounts if the Managed Brand withdraws its authority.

14. Client Responsibilities

14.1 API Credentials. The Client is responsible for providing accurate, valid, and authorised API Credentials for all Connected Platforms, and warrants that it has the legal right to give Margifi access to the data on those platforms.

14.2 Third-Party Platform Accounts. The Client is responsible for its own accounts with Connected Platforms, including its WhatsApp Business Account and its Meta payment method. Margifi is not responsible for actions taken by those platforms.

14.3 Data Accuracy. The accuracy of the Service's outputs depends on the accuracy and completeness of the data from Connected Platforms and from the Client, such as product costs. Margifi is not responsible for inaccuracies caused by inaccurate or incomplete source data.

14.4 Authorised Users. The Client is responsible for ensuring that all Users, including Inbox agents, comply with these Terms, and is liable for their acts and omissions.

14.5 Security Incidents. The Client must notify Margifi at admin@margifi.com within twenty-four (24) hours of becoming aware of a security breach on its side that affects Margifi's systems or the Client's Margifi credentials.

14.6 Compliance. The Client is responsible for ensuring that its use of the Service complies with all applicable laws.

15. Data Ownership and Data Protection

15.1 Client Data Ownership. The Client retains all ownership rights in Client Data. Margifi makes no claim of ownership over Client Data.

15.2 Roles. For End Customers' Personal Data (such as orders, phone numbers, WhatsApp messages and consent records), the Client is the Data Fiduciary and Margifi is a Data Processor acting on the Client's documented instructions, under the DPDP Act and DPDP Rules. Margifi is a Data Fiduciary only for its own account, billing, website, support and lead data, as described in the Privacy Policy.

15.3 Data Processing Agreement. The DPA governs Margifi's processing of Personal Data for the Client, including security, sub-processors, breach notification, and deletion. As set out in the DPA, Margifi notifies affected Clients of a personal data breach with an initial notice within 48 hours and full details within 72 hours of becoming aware of it.

15.4 End Customer Requests. If an End Customer sends a request about their Personal Data to Margifi, Margifi forwards it to the Client within three (3) business days and helps the Client respond.

15.5 Sub-processors. Margifi's current sub-processors are listed on the Sub-processors page. Margifi gives fourteen (14) days' notice of a new sub-processor on that page and by email. The Client may object within ten (10) days, as set out in the DPA, with the remedy in Clause 9.4(c).

15.6 Licence to Margifi. The Client grants Margifi a non-exclusive, royalty-free, limited licence to access, store, process, transmit, and display Client Data solely to provide the Service. This licence ends when the Client Data is deleted under Clause 20.6.

15.7 Aggregated and Anonymised Data. Margifi may create aggregated, anonymised data from Client Data and platform usage for platform improvement, research, and benchmarking. Such data does not identify the Client or any individual. Margifi retains all rights in such anonymised data.

15.8 No Sale of Client Data. Margifi does not sell, rent, or trade Client Data.

16. Margifi ID Network

16.1 Consent to Join. The Client's courier and order outcome signals join the Margifi ID network only if the Client gives explicit consent through the toggle shown when it connects a courier. The Client may turn this off at any time.

16.2 Shopify App Store Installs. Shopify order data from stores connected through the Shopify App Store app never joins the Margifi ID network.

16.3 What Other Brands See. Other brands see only a risk tier for a phone number. They never see raw data or which brand a signal came from. Phone numbers are matched using keyed hashes, and no plaintext phone number is shared.

16.4 Estimates Only. Risk tiers are estimates. The Client decides how to use them, including whether to offer cash on delivery, and must do so lawfully and fairly.

17. AI Features and Outputs

17.1 AI Features. Some features use artificial intelligence, including Intelligence answers, report narratives, and any reply suggestions in Engage or Inbox. These are provided through OpenRouter and the model providers listed on the Sub-processors page.

17.2 No Training on Client Data. Client Data is not used to train AI models.

17.3 Outputs Are Estimates. AI outputs can be incomplete or wrong. The Client must check AI outputs before acting on them or sending them to End Customers, and is responsible for decisions it makes based on them.

17.4 Automated Replies. Where the Client uses automated or AI-generated replies with End Customers, the Client must tell its End Customers that automated replies are used.

18. Profit Figures Are Not Advice

18.1 Estimates. Profit figures, analytics and reports are estimates. They depend on data from Shopify, ad platforms, couriers, Meta and the Client, which may be delayed, incomplete or revised.

18.2 Not Advice. Nothing in the Service is financial, investment, tax or legal advice. The Client should consult its own advisers before relying on any figure for those purposes.

19. Intellectual Property

19.1 Margifi's IP. The Platform, including all software, algorithms, data models, UI designs, trade names, logos, and Documentation, is the exclusive property of Margifi.

19.2 Licence to Client. Subject to these Terms and timely payment of Fees, Margifi grants the Client a non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Service during its Subscription for its own business purposes (and, for an Agency, for its Managed Brands).

19.3 Client Content. The Client retains all rights in its message content, templates, media and brand assets, and grants Margifi a licence to use them only to provide the Service.

19.4 Feedback. If the Client provides suggestions or feedback, the Client grants Margifi a perpetual, irrevocable, royalty-free licence to use them in the Platform without obligation to the Client.

19.5 No Reverse Engineering. The Client may not copy, modify, create derivative works of, or reverse engineer any proprietary element of the Platform.

20. Termination

20.1 Termination by Client. The Client may terminate by cancelling under Clause 9. Termination takes effect at the end of the current paid Subscription Term, unless a refund under Clause 9.2 or 9.4 ends it earlier.

20.2 Termination by Margifi for Cause. Margifi may terminate by written notice if:

(a) the Client commits a material breach and does not remedy it within fourteen (14) days of written notice;
(b) the Client fails to pay Fees for more than thirty (30) days after the due date;
(c) the Client engages in fraudulent, illegal, or harmful conduct, including serious or repeated breach of Clause 11 or 12; or
(d) the Client becomes insolvent or is subject to proceedings under the Insolvency and Bankruptcy Code, 2016.

20.3 Termination by the Client for Cause. The Client may terminate if Margifi commits a material breach and does not remedy it within fifteen (15) days of the Client's written notice. The Client then receives a pro-rata refund under Clause 9.4(b).

20.4 Termination by Margifi for Convenience. Margifi may discontinue the Service, or a Product, on sixty (60) days' written notice, and will refund prepaid Fees for the unused part of the Subscription Term pro rata.

20.5 Effect of Termination. On termination:

(a) the Client's right to access the Service ends, except to export data under Clause 20.6;
(b) any Fees already due remain payable;
(c) each party will return or destroy the other party's Confidential Information, subject to Clause 20.6;
(d) Clauses 1, 2, 9, 10, 15, 18, 19, 20, 21, 22, 23, 24, 27 and 28 survive termination.

20.6 Data After Termination. For thirty (30) days after termination, the Client may export its Client Data. Margifi then deletes Client Data, including WhatsApp messages and media and integration data, so that deletion is complete, including in backups, by day ninety (90) after termination. Margifi confirms deletion in writing on request. As exceptions, Margifi keeps: (a) consent and opt-out records for three (3) years after the Subscription ends, as proof of consent; (b) billing records as required by Indian tax and company law, currently up to eight (8) years; and (c) any data it must keep by law. Retention periods are set out in the Privacy Policy and the DPA.

20.7 Disconnecting WhatsApp. If the Client disconnects its WhatsApp number from Margifi, Margifi deletes that number's WhatsApp messages and media within thirty (30) days of receiving Meta's notice of the disconnection, except the records in Clause 20.6(a).

20.8 Uninstalling the Shopify App. If the Client installed Margifi from the Shopify App Store, uninstalling the app stops Margifi's access to the store, and Margifi deletes its stored access tokens. Uninstalling does not by itself cancel the Client's Subscription. End Customer contact data is deleted when Shopify sends the corresponding redaction request, which Margifi honours immediately and in any case within the thirty (30) days Shopify requires, as described in the Privacy Policy. Other Client Data follows Clause 20.6.

21. Limitation of Liability

21.1 Mutual Cap. Subject to Clauses 21.2 and 21.4, each party's total liability under or in connection with this Agreement is limited to the total Fees paid by the Client to Margifi in the twelve (12) months before the event giving rise to the claim.

21.2 Data Protection Breach. Margifi's total liability for a breach of its data protection obligations under this Agreement or the DPA is limited to two (2) times the Fees paid by the Client in the twelve (12) months before the event giving rise to the claim.

21.3 Exclusion of Indirect Loss. Except for liability under Clause 21.4, neither party is liable for any:

(a) loss of profits;
(b) loss of revenue;
(c) loss of business or contracts;
(d) loss of anticipated savings;
(e) damage to goodwill or reputation; or
(f) indirect, special, incidental, or consequential loss or damage.

21.4 Uncapped Liability. Nothing in these Terms limits or excludes either party's liability for:

(a) fraud or fraudulent misrepresentation;
(b) wilful misconduct;
(c) the Client's obligation to pay Fees;
(d) the indemnities for infringement of Intellectual Property Rights in Clause 23;
(e) death or personal injury caused by negligence; or
(f) any liability that cannot be limited or excluded under Indian law.

21.5 Third-Party Platforms. Margifi is not liable for loss or damage caused by actions or decisions of Connected Platforms, including Meta's decisions on templates, quality ratings, limits, bans and billing.

21.6 Essential Basis. The parties agree that these limits are a reasonable allocation of risk and an essential basis of this Agreement.

22. Disclaimer of Warranties

22.1 "As Is" Basis. Except as expressly stated in this Agreement, the Service is provided on an "as is" and "as available" basis, and Margifi disclaims all other warranties, whether express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, to the extent permitted by law.

22.2 No Guarantee of Accuracy. Margifi does not warrant that analytics, reports, risk tiers or AI outputs will be accurate, complete, uninterrupted, or error-free. Clauses 16.4, 17 and 18 apply.

22.3 No Guarantee of Delivery. Margifi does not guarantee that any WhatsApp message will be delivered, read or acted on. Delivery depends on Meta, the End Customer's device and network, and the Client's account standing.

22.4 Availability. Margifi uses commercially reasonable efforts to keep the Platform available and targets 99.9% monthly availability. This is a target, not a guarantee.

22.5 Planned Maintenance. Margifi may take the Platform offline for planned maintenance. Margifi will use reasonable efforts to schedule maintenance outside peak hours and give advance notice where feasible.

23. Indemnification

23.1 Client Indemnity. The Client will indemnify and defend Margifi and its directors, officers, employees, contractors, and agents against third-party claims, and the resulting damages, liabilities, costs, and reasonable legal fees, arising from:

(a) the Client's use of the Service in breach of these Terms;
(b) messages the Client sends through the Service, including messages sent without valid opt-in or after an opt-out, or in breach of Meta's terms or the Messaging Policy;
(c) any Client Data or content that infringes a third party's Intellectual Property Rights;
(d) the Client's violation of applicable law, including data protection law; or
(e) for an Agency, any claim by a Managed Brand or its End Customers arising from the Agency's lack of authority or consent.

23.2 Margifi Indemnity. Margifi will indemnify the Client against third-party claims alleging that the Platform itself infringes that third party's Intellectual Property Rights.

23.3 Conditions. The indemnified party must: (a) promptly notify the indemnifying party of the claim; (b) give the indemnifying party sole control of the defence and settlement, provided no settlement admits fault on the indemnified party's behalf without its consent; and (c) provide reasonable assistance at the indemnifying party's cost.

24. Confidentiality

24.1 Each party will keep the other party's Confidential Information confidential, and will not disclose it to any third party or use it for any purpose other than performing this Agreement, except to its employees, contractors and sub-processors who need to know it and are bound by similar obligations.

24.2 Clause 24.1 does not apply to information that:

(a) is or becomes publicly available through no fault of the receiving party;
(b) was lawfully known to the receiving party without restriction before disclosure;
(c) is independently developed by the receiving party; or
(d) must be disclosed by law or court order, provided the receiving party gives reasonable prior notice where lawful.

25. Changes to these Terms

25.1 Notice. Margifi may update these Terms. Margifi will give at least fourteen (14) days' notice of any change by email and by notice in the Dashboard before it takes effect.

25.2 Acceptance. Continued use of the Service after the effective date of the updated Terms means the Client accepts them.

25.3 Right to Object. If the Client objects to a change, it may cancel before the change takes effect, or within 30 days after it takes effect, and receive a pro-rata refund of the prepaid, unused part of its Subscription Term, as set out in Clause 9.4(d).

25.4 Current Version. The current version of these Terms is always available at margifi.com/terms, with a dated version history at the end. Previous versions are available on request from admin@margifi.com.

26. Force Majeure

26.1 Neither party is liable for delay or failure caused by circumstances beyond its reasonable control, including acts of God, natural disasters, government actions, war, civil unrest, power outages, internet infrastructure failures, outages of Connected Platforms, or epidemic or pandemic events. This does not excuse the Client's payment obligations.

26.2 If a force majeure event continues for more than sixty (60) days, either party may terminate this Agreement by written notice without liability, and the Client receives a pro-rata refund of prepaid, unused Fees.

27. Governing Law and Dispute Resolution

27.1 Governing Law. This Agreement is governed by the laws of India, including the Indian Contract Act, 1872, the Information Technology Act, 2000, the DPDP Act and the DPDP Rules.

27.2 Negotiation First. If a dispute arises, the parties will first try to resolve it through good-faith negotiation for thirty (30) days from the date of written notice of the dispute.

27.3 Arbitration. If the dispute is not resolved within that period, it will be referred to binding arbitration under the Arbitration and Conciliation Act, 1996, by a sole arbitrator appointed by mutual agreement of the parties. The seat of arbitration is Surat, Gujarat. The language is English. Hearings may be held by video conference. The award is final and binding on both parties.

27.4 Jurisdiction. Subject to Clause 27.3, the courts at Surat, Gujarat, India have exclusive jurisdiction.

27.5 Urgent Relief. Nothing in this Clause prevents either party from seeking urgent injunctive or equitable relief from a court of competent jurisdiction.

27.6 Grievances. Complaints about the Service or about Personal Data can also be raised under the Grievance Policy.

28. General Provisions

28.1 Entire Agreement. This Agreement is the entire agreement between the parties on its subject matter and supersedes all prior negotiations, representations, and agreements.

28.2 Severability. If any provision is found unenforceable or invalid, it will be modified to the minimum extent necessary to make it enforceable or, if that is not possible, removed without affecting the remaining provisions.

28.3 Waiver. No failure or delay by either party in exercising any right operates as a waiver of that right.

28.4 Assignment. The Client may not assign this Agreement without Margifi's prior written consent. Margifi may assign this Agreement without the Client's consent in connection with a merger, acquisition, or sale of all or substantially all of its assets, with notice to the Client.

28.5 Notices. Formal notices must be in writing and sent by email: (a) to Margifi at admin@margifi.com; (b) to the Client at its registered account email address.

28.6 Relationship of Parties. The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, employment, or franchise relationship.

28.7 Language. These Terms are drafted in English. If a translated version conflicts with the English version, the English version prevails.

Questions about these Terms?

Email us at admin@margifi.com. Complaints are handled under the Grievance Policy.

Version history

Version 2.0, 27 October 2026 (effective 27 October 2026): named Margifi Private Limited as the contracting entity and added an order of precedence; covered Insights, Engage, Inbox, Intelligence and Margifi ID; plans by reference to the pricing page, with prices plus 18% GST and monthly, quarterly or yearly billing; no-card 7-day Pro trial; new WhatsApp message charges (0% markup) and WhatsApp and Meta compliance clauses; cancellation any time with a 7-day first-payment refund and pro-rata refunds where Margifi is at fault or ends the service; pre-debit notice before auto-debits; acceptable use extended to messaging own customers under the Messaging Policy; agency use; AI outputs and no-advice clauses; Margifi ID network terms; liability cap raised to 12 months' fees for both parties; 30-day export and deletion by day 90 after termination; right to cancel with a pro-rata refund on objecting to a Terms change; arbitration hearings may be held online; DPA incorporated by reference.
Version 1.3, 5 October 2026 (effective 19 October 2026): added Clause 3.2(b) (connecting Shopify through the Shopify App Store app or a custom app) and Clause 13.6 (uninstalling the Shopify app).