Terms and Conditions

1. Introduction

These Terms and Conditions ("Terms") govern your use of the business communication platform ("Platform") provided by Havari Ltd, a company registered in England and Wales with company number 17161985 and registered office at 4th Floor, Silverstream House, 45 Fitzroy Street, London, W1T 6EB ("Havari," "we," "us," or "our").

By registering for, accessing, or using the Platform, you agree to be legally bound by these Terms. If you do not agree with these Terms, you must not use our Platform.

2. Definitions

• Client/User: The business or individual subscribing to or using the Platform.
• End User: The recipient of messages sent through the Platform.
• Content: Any text, media, or information submitted by Users via the Platform.
• Services: The provision of SMS, email, WhatsApp, Facebook Messenger, Instagram, and related business communication services by Havari.
• Channels: The communication channels available through the Platform, including SMS, email, WhatsApp, Facebook Messenger, and Instagram.

3. Eligibility

To use the Platform, you must:

• Be at least 18 years old;
• Be authorised to represent the business entity you sign up on behalf of;
• Use the Platform for lawful business or marketing purposes only.

4. User Responsibilities

You agree to:

• Use the Platform in compliance with all applicable laws, including the UK GDPR, PECR, and the Communications Act 2003;
• Obtain valid consent from End Users before sending marketing messages via any channel;
• Keep your login credentials secure and notify us of any breach;
• Ensure your content does not infringe any third-party rights or contain prohibited material;
• Comply with the specific channel requirements set out in Sections 4A–4C below.

You must not use the Platform to:

• Send unsolicited or spam messages via any channel;
• Harass, defraud, or mislead recipients;
• Transmit viruses or malicious code.

4A. Email Communication

When using the Platform's email features (including direct email, shared inboxes, and marketing emails), you agree to:

• Comply with the Privacy and Electronic Communications Regulations 2003 (PECR), which require prior opt-in consent for marketing emails to individuals and sole traders;
• Include a clear and functional unsubscribe mechanism in all marketing emails and honour unsubscribe requests promptly (no later than 10 business days);
• Not use misleading sender names, subject lines, or reply-to addresses;
• Comply with the CAN-SPAM Act if sending to recipients in the United States, and equivalent laws in any other jurisdiction;
• Maintain accurate and up-to-date suppression lists and not send to addresses that have previously opted out;
• Only connect email accounts and domains that you are authorised to use; you are solely responsible for the security of connected accounts (Gmail, Outlook, or custom domain).

Havari may suspend email sending access if spam complaints exceed accepted industry thresholds or if we receive regulatory notices relating to your email activity.

4B. WhatsApp Messaging

Use of WhatsApp messaging through the Platform is subject to Meta's WhatsApp Business Policy and Terms of Service (available at whatsapp.com/legal/business-policy), in addition to these Terms. By using WhatsApp through our Platform, you agree to:

• Only send WhatsApp messages to End Users who have explicitly opted in to receive messages from your business via WhatsApp;
• Use only pre-approved WhatsApp Message Templates for outbound (business-initiated) messages outside the 24-hour service window, as required by Meta;
• Not send prohibited content including spam, misleading messages, content that infringes intellectual property rights, or content that violates Meta's policies;
• Not use WhatsApp for bulk or broadcast marketing to users who have not given clear opt-in consent for WhatsApp marketing specifically;
• Maintain a quality rating in good standing with Meta; repeated reports or blocks by End Users may result in your WhatsApp Business Account being restricted or banned by Meta;
• Comply with all applicable laws and regulations regarding electronic marketing in the jurisdictions of your End Users.

Havari acts as a Business Solution Provider (BSP) and is not responsible for any restriction, suspension, or termination of your WhatsApp Business Account by Meta. You are solely responsible for ensuring your use of WhatsApp complies with Meta's policies.

4C. SMS Messaging

SMS messaging through the Platform is subject to the following additional requirements:

• You must hold valid opt-in consent for all recipients of marketing SMS messages, in accordance with PECR and the ICO's guidance on direct marketing;
• Every marketing SMS must include a clear opt-out mechanism (e.g. "Reply STOP to unsubscribe");
• Alphanumeric sender IDs must accurately represent your business; misleading or impersonation sender IDs are strictly prohibited;
• You must comply with the Mobile Marketing Association (MMA) guidelines and any operator-specific requirements.

5. Data Protection and Privacy

Havari is committed to protecting personal data in accordance with the UK GDPR and the Data Protection Act 2018.

You are the Data Controller of End User data you upload or collect.

We act as a Data Processor on your behalf.

You must ensure all End User data is lawfully obtained and processed.

Please refer to our Privacy Policy for full details on how we handle personal data.

6. Intellectual Property

All intellectual property in the Platform and its content (excluding user content) belongs to Havari or its licensors.

You retain ownership of content you upload but grant us a licence to use it for providing the Services.

You may not reproduce, distribute, or modify any part of the Platform without our written consent.

7. Fees and Payment

Pricing for the Platform is outlined at the time of subscription or on our pricing page.

All fees are exclusive of VAT unless stated otherwise.

7.1 Subscription Plans

Havari offers the following subscription plans. Current pricing, monthly credit allowances, and included features for each plan are published on our pricing page and form part of these Terms.

• Free Plan: No cost, no contract term. Provides access to Email, Messenger, and Instagram channels with a limited monthly credit allowance. Cancel or upgrade at any time.
• Starter, Growth, and Business Plans: Paid monthly subscriptions covering all Channels (SMS, WhatsApp, Email, Messenger, and Instagram) with a monthly credit allowance, billed either monthly or annually (at a discount) as selected at checkout. All paid plan subscriptions are subject to a 12-month minimum contract term as detailed in Section 7.2, regardless of billing frequency.
• Enterprise Plan: Custom pricing based on volume requirements, with credit allowance and per-credit rate scaling to your needs. Enterprise subscriptions are subject to the same 12-month contract term set out in Section 7.2 unless a separate agreement states otherwise.
• Legacy Plans: Existing customers on legacy Flexible (pay-as-you-go), Monthly, or Custom plans arranged before the introduction of the plans above continue to be governed by the terms agreed at the time of subscription, and by Sections 7.3–7.5 and 10.2 below, until they migrate to a current plan.

7.2 Paid Plan - 12 Month Contract Terms

By subscribing to the Starter, Growth, Business, or Enterprise plan, you agree to the following terms:

• Contract Period: All paid plan subscriptions have a minimum contract term of 12 months from the date of subscription, whether billed monthly or annually.
• Billing: You will be billed either monthly or annually for your selected plan, as chosen at checkout. Your chosen billing frequency is for your convenience and does not alter the underlying 12-month contract commitment.
• Credit Allocation: Your plan's monthly credit allowance is available for use across all Channels each billing cycle, as set out on our pricing page. Unused credits do not carry over between billing cycles unless otherwise stated at checkout, and any remaining unused credits are forfeited at the end of the contract period unless the subscription is renewed for a new 12-month term.
• Overage Charges: Usage beyond your plan's monthly credit allowance will be charged at your plan's per-credit rate (as published on our pricing page) and billed in the following invoice, or you may purchase additional credit top-ups.
• Commitment: You are committed to paying the subscription fee for the full 12-month contract period, regardless of usage.
• Upgrades: You may upgrade to a higher plan at any time, which will reset your 12-month contract term from the date of the upgrade. Downgrades take effect at the end of your current contract term.

7.3 Payment Terms

Payment for Starter, Growth, Business, and Enterprise plan subscriptions is processed automatically via your registered payment method on each billing date (monthly or annually, according to your selected billing frequency).

For credit top-ups and legacy Flexible Plan purchases, payment is required at the time of purchase.

Failure to maintain valid payment details or unsuccessful payment attempts may result in:

• Suspension of service until payment is received;
• Late payment fees of £25 per failed payment attempt after 7 days;
• Termination of your account and liability for all outstanding fees including the remaining contract period.

7.4 Price Changes

We reserve the right to modify our pricing with 60 days' written notice. Price changes will not apply to existing Professional Plan contracts until the completion of the current 12-month term.

7.5 Taxes

You are responsible for all applicable taxes, including VAT, sales tax, or other local taxes associated with your use of the Platform. If we are required to collect or pay taxes, they will be invoiced to you in addition to the stated fees.

8. Service Availability and Support

We aim to provide the Platform with minimal disruption, but do not guarantee uninterrupted service.

Scheduled maintenance will be communicated in advance where possible.

Support is available via support@havari.com or 0333 1888 388, Monday–Friday, 8:30am–5pm (UK time).

9. Limitation of Liability

To the fullest extent permitted by law:

• Havari shall not be liable for any indirect, incidental, or consequential damages;
• Our total liability for direct damages shall not exceed the amount paid by you in the preceding 12 months.

Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or other liabilities which cannot be excluded under law.

10. Termination

10.1 Termination by Havari

We may suspend or terminate your access if:

• You breach these Terms;
• You fail to pay fees when due;
• You engage in prohibited activities including sending spam, unsolicited messages, or illegal content;
• Required by law or regulatory authority;
• Your use of the Platform poses a security or compliance risk.

We will provide reasonable notice where possible, except in cases of serious breach, legal requirement, or risk to our systems or other users.

10.2 Termination by Client - Free Plan and Legacy Flexible Plan

If you are on the Free plan, or a legacy Flexible (pay-as-you-go) plan, you may cancel your account at any time with 30 days' written notice to support@havari.com. Unused credits will remain available until account closure (credits never expire on the Free plan or legacy Flexible plans).

10.3 Termination by Client - Paid Plans (Starter, Growth, Business, Enterprise)

Starter, Growth, Business, and Enterprise plan subscriptions are subject to a 12-month minimum contract term (see Section 7.2). You may request cancellation at any time by providing 30 days' written notice to support@havari.com, subject to the following:

Cancellation Before Contract End (Early Termination):

If you cancel your paid plan subscription before the end of the 12-month contract period, you have two options:

• Option A - Continued Access: Continue to be billed at your current rate and billing frequency until the contract end date, retaining full access to the Platform and your monthly credit allowance; or
• Option B - Immediate Termination: Request immediate termination of service, in which case you will be invoiced for the remaining fees owed under the contract term. Access to the Platform will cease upon payment of the outstanding balance.

Cancellation at or After Contract End:

If you notify us of cancellation at least 30 days before your contract's renewal date (see Section 10.4), your subscription will end at the completion of the current 12-month term and you will not be charged for a further term.

10.4 Auto-Renewal

Starter, Growth, Business, and Enterprise plan subscriptions automatically renew for successive 12-month periods at the end of each contract term unless you provide written cancellation notice at least 30 days before the end of your current contract term. If you do not give this notice, your subscription will automatically continue for a further 12-month term on the same billing frequency.

We will send you a reminder notification 60 days before your contract renewal date so you have time to decide whether to renew or cancel. Renewed contracts will be at the then-current pricing for your plan unless otherwise agreed.

10.5 Effects of Termination

Upon termination of your account:

• Your access to the Platform and all associated services will cease;
• You will lose access to any data, reports, templates, or content stored in the Platform;
• Outstanding invoices and fees remain due and payable, including any contract termination fees;
• Any remaining unused credits on a paid plan are forfeited and non-refundable upon contract termination or expiration;
• We may retain your data for a limited period as required by law or for legitimate business purposes (see our Privacy Policy).

We strongly recommend exporting any important data before account termination, as we cannot guarantee data retrieval after termination is complete.

10.6 No Refunds

No refunds will be given for fees already paid, including monthly subscription fees, top-up credits, or usage charges. This no-refund policy applies to all subscription types and payment methods.

11. Changes to Terms

We may amend these Terms from time to time. Changes will be notified via the Platform or email. Continued use of the Platform following changes indicates your acceptance of the revised Terms.

12. Governing Law and Jurisdiction

These Terms are governed by the laws of England and Wales.

You agree that any dispute arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the English courts.

13. Contact

If you have any questions about these Terms, please contact us at: