Terms of Service

#1. Acceptance of Terms & Master Agreement

By signing a Statement of Work (SOW), executing an order form, or accessing services provided by LMV Systems ('LMV', 'We', 'Us'), the Client ('Customer', 'You') agrees to these Terms of Service. These terms constitute a legally binding agreement between Customer and LMV Systems.

#2. SaaS License Grant & Operational Restrictions

Subject to compliance with these terms and payment of applicable fees:

• Grant of License: LMV Systems grants Customer a limited, non-exclusive, non-transferable right to access and utilize our software platforms during the subscription term.
• Restrictions: Customer shall not reverse engineer, decompile, resell, white-label without authorization, or exploit the software to create competing products.
• Scope of Authorized Users: Access is restricted to authorized company employees and assigned sales executives specified in the order form.

#3. Service Level Agreement (SLA) & Uptime Commitments

LMV Systems commits to enterprise platform availability and reliability:

• 99.9% Uptime SLA: We guarantee 99.9% production availability for the WhatsApp AI Engine, cloud API endpoints, and central admin dashboards.
• Target Response Latency: Automated WhatsApp AI responses operate with a target response time of < 2 seconds under normal API operating conditions.
• Exclusions & Maintenance: Scheduled maintenance windows (notified 24 hours in advance) and third-party API outages (e.g., Meta platform downtime) are excluded from downtime calculations.

#4. WhatsApp Business API & Meta Ads Compliance

For Customers utilizing WhatsApp Automation & Meta Ads Integrations:

• Opt-in Compliance: Customer warrants that all lead contact lists uploaded via Excel or Meta Lead Forms have granted valid consent under applicable messaging laws.
• Anti-Spam Policy: Customer shall not transmit unsolicited bulk messaging, prohibited goods promotions, or violate WhatsApp Commerce Policies.
• Account Integrity: LMV Systems is not liable for account suspensions caused by Customer's violation of Meta Business API policies.

#5. Intellectual Property Rights & Data Ownership

• Customer Data Ownership: Customer retains 100% ownership of all uploaded property data, lead contact lists, and conversation logs.
• Provider IP Ownership: LMV Systems retains full ownership of underlying software code, AI algorithms, database schemas, UI designs, and platform infrastructure.
• License to Process Data: Customer grants LMV Systems a limited license to process Customer Data strictly to deliver the contracted services.

#6. Billing, Payment Tiers & Auto-Renewal

Development fees, usage tiers, and subscription fees are detailed in Customer's SOW or Order Form. Subscriptions renew automatically unless written cancellation notice is provided 30 days prior to renewal. Unpaid invoices past 30 days may result in temporary service suspension.

#7. Warranty Disclaimers & Limitation of Liability

To the maximum extent permitted by applicable law:

• Disclaimer of Warranties: Services are provided 'As Is' without warranties of any kind beyond express commitments in the SLA.
• Aggregate Liability Cap: LMV Systems' aggregate liability for any claim arising out of these terms shall not exceed the total fees paid by Customer in the 12 months preceding the claim.
• Exclusion of Consequential Damages: Neither party shall be liable for indirect, incidental, special, or consequential damages (including lost profits or business interruption).

#8. Indemnification Obligations

Customer agrees to defend, indemnify, and hold harmless LMV Systems against third-party claims arising from Customer's violation of Messaging Opt-in laws, unauthorized content uploads, or breach of Meta API terms.

#9. Term, Termination & Post-Termination Data Portability

Either party may terminate for cause if the other party materially breaches these terms and fails to cure such breach within 30 days of notice. Upon termination, Customer access is revoked, and Customer has 30 days to export Customer Data before permanent database purging.

#10. Governing Law & Dispute Resolution

These terms are governed by and construed in accordance with the laws of India. Any disputes arising out of these terms shall be subject to the exclusive jurisdiction of the courts in Coimbatore, Tamil Nadu, India.

#11. Contact & Legal Inquiries

For questions regarding these Terms or commercial agreements, contact legal@lmvsystems.com or hello@lmvsystems.com.