What this means in plain language.
These terms govern your use of Wendesk. Governing law: Mumbai, India. Liability capped at fees paid in the preceding 12 months.
TL;DR — What this agreement means in plain language.#
- Template — review with counsel before going live. This document reflects our intended commercial terms and must be approved by qualified Indian legal counsel before publication or reliance.
- You pay, we deliver. All paid plans are prepaid. Usage add-ons (AI overage, voice minutes, SMS, extra storage) are billed at month-end on a separate invoice.
- You own your data. We process Customer Data only on your documented instructions and return or delete it on termination.
- AI outputs are probabilistic. Review before sending to your customers — we make no warranty of factual accuracy on generated content.
- Our liability is capped at the fees you paid us in the 12 months before the claim. Standard for SaaS, fair both ways.
- Either side can leave for material breach with 30 days' written notice and a chance to cure. You can also leave for convenience any time.
- Governed by Indian law. Courts of Jaipur, Rajasthan, have exclusive jurisdiction; B2B disputes may be arbitrated under the Arbitration & Conciliation Act 1996.
1. Acceptance#
These Terms of Service (the "Terms") form a binding legal agreement between Fourteen Cloud Pvt Ltd, a private limited company incorporated in India with its registered office in Jaipur, Rajasthan ("Wendesk", "we", "us", or "our"), and you — either as an individual or as the legal entity you represent (the "Customer", "you", or "your"). By creating a workspace, accepting a written order form, signing in to app.wendesk.com, calling our APIs, sending messages through our connected channels, or otherwise using any part of the Wendesk service, you accept these Terms in full.
If you are accepting these Terms on behalf of a business, partnership, society, trust, or other legal entity, you represent that you are at least 18 years old, that you have legal authority to bind that entity, and that the entity is not on any sanctions list or denied-party list maintained by the Government of India, the United Nations, the European Union, the United Kingdom, or the United States. If you cannot make these representations, please do not proceed with signup.
Where a separately signed Master Subscription Agreement, Order Form, or Data Processing Addendum exists between you and Fourteen Cloud Pvt Ltd, that document prevails over conflicting provisions in these Terms. In all other cases, these Terms together with the documents they incorporate by reference (the Privacy Policy, the Cookie Policy, the Acceptable Use Policy, the Data Processing Addendum, and the applicable order or pricing page) constitute the entire agreement between us.
What "the service" means in these Terms
"Wendesk" or "the service" refers to the multi-tenant platform comprising:
- Seven solutions — CRM, AI Voice Agent, Content Studio, WhatsApp Growth Hub, Social Sharing, Marketplace, Email Marketing.
- Two sub-modules — Pipeline (inside CRM) and the App Store (system-wide marketplace of 90 vetted integrations).
- Six plan tiers — Free Forever Lite (1 seat), ₹99 Activation Pass (3 seats, one-time, converts to Free), Starter (5 seats), Growth (15 seats), Pro (40 seats), and Enterprise (unlimited seats, on a CustomPlan). Seat counts are the included baseline; additional seats are billed per-seat per-month at the rate in your accepted order.
- Five surfaces — the marketing site at
www.wendesk.com, the marketplace atwww.wendesk.com/m/*, the platform admin surface atwd-admin.wendesk.com, the tenant dashboard atapp.wendesk.com/[tenantSlug], the WhatsApp Brain on+91-WENDESK, plus the developer surface atmcp.wendesk.com(MCP server) and the CA Partner portal atcabal.wendesk.com. Sessions are isolated per surface. - Branded subdomains and custom domains. Pro and Enterprise customers receive an automatic
[tenantSlug].app.wendesk.combranded subdomain. Custom domains (app.tenant-domain.com) are available on Pro and Enterprise on platform-staff approval; the SSL edge is provided by Cloudflare for SaaS. - White-label branding. Pro and Enterprise customers may apply their own logo, colour palette, and footer text in the in-app branding settings, subject to Acceptable Use.
- Three database surfaces. PostgreSQL master for ACID-critical state (identity, billing, audit), MongoDB for tenant business data (CRM, content, integrations), and Valkey/Redis for sessions and rate limits. Enterprise tenants may pin their MongoDB to a dedicated database or dedicated cluster under a written contract.
Features marked "upcoming" or "early access" on the pricing page or in product UI are roadmap items; access and pricing for those features will be governed by an updated order and these Terms at the time of release.
2. Your account#
To use Wendesk you must create a workspace and at least one user account. The first user becomes the workspace owner and is responsible for inviting and de-provisioning additional users. You agree to provide accurate, current, and complete registration information (full legal name of the business, GSTIN where applicable, billing address, contact details), to keep that information updated, and to ensure that every individual you invite to your workspace has accepted these Terms before they begin using the service.
You are eligible to use Wendesk only if you are at least 18 years old, you are not a competitor accessing the service for benchmarking or to build a competing product, you are not using the service from a country subject to a comprehensive embargo by the Government of India, and you are not on any restricted-party list applicable to your jurisdiction. Wendesk is offered for legitimate business use only — personal, household, or hobbyist use is outside the intended scope.
You are responsible for keeping your credentials confidential and for all activity that takes place under any account in your workspace. We will treat any user authenticated through your workspace as authorised by you, and we will not be liable for losses caused by unauthorised use that you have not promptly reported. If you suspect that any credential has been compromised, you must notify us immediately at [email protected] and revoke or rotate the affected credential through the in-app security settings.
We strongly recommend enabling multi-factor authentication on every administrator account, configuring SSO where supported, applying the principle of least privilege when assigning roles, and reviewing your audit log periodically. For workspaces in regulated industries (healthcare, financial services, real estate), MFA is mandatory and we may suspend access if it is disabled.
3. Subscription & billing#
Wendesk is offered on a prepaid subscription model. The plan tiers visible at the time you subscribe (currently Base, Starter, Growth, Pro, with Enterprise available by negotiation) and the prices shown on the public pricing page or your accepted order form govern your subscription. Plans are billed monthly or annually in your local currency where we support it (INR primarily for India, USD for international from 2027). Where you select annual billing, the discount declared on the pricing page applies for the contracted period only.
The Base plan ships with the ₹99 Activation Pass — one-time, refundable within 7 days if no usage-based charges have been incurred (no AI overage, SMS, or voice minutes consumed); converts to Free at month-end if not upgraded. Full mechanics in the Refund Policy §3; full definition of "unused" in Refund Policy §2.
Usage-based charges (AI overage, voice minutes, SMS, additional storage, BYOC channel fees, additional seats above plan inclusion) accrue throughout the month and are invoiced in arrears at the end of each calendar month, on an invoice separate from the subscription. We provide real-time usage meters in the workspace billing console so you can monitor accruals; you can also set hard caps and one-click overage buffers to control spend.
All prices are exclusive of applicable taxes. We add Goods and Services Tax ("GST") at the rate prescribed for your supply state under Indian law, or VAT, sales tax, or other equivalent tax for international supplies, and we issue compliant tax invoices automatically. Where you are eligible for tax exemption (for example, an SEZ unit, an export of services, or a reverse-charge mechanism applies), it is your responsibility to provide valid documentation in advance; we cannot retroactively amend tax invoices once filed with the relevant authority.
Charges are made automatically against the payment instrument you authorise at signup. Failed payments trigger a 7-day grace window during which we will retry the charge, notify you by email, and after 14 days suspend access (you can still log in to update payment details). Late payments accrue interest at the lesser of 1.5% per calendar month or the maximum rate permitted under applicable law. After 30 days of non-payment we may downgrade to the Free fallback tier or terminate the subscription and proceed under the deletion timelines in §5.
We may change subscription pricing on at least 30 days' written notice to the workspace billing contact. Price changes take effect at the start of your next renewal cycle and never apply retroactively. If you do not accept a price change, you may terminate before the renewal date without penalty and export your Customer Data under §5.
Subscription fees, once paid, are non-refundable except as set out in our published Refund Policy or where required by law (including the Consumer Protection Act 2019 for individual consumers). Pro-rata refunds are not available for early termination by the Customer. Where we terminate without cause we will refund the unused portion of your prepaid subscription on a pro-rata basis.
4. Acceptable use#
You may use Wendesk only for legitimate business purposes and only in compliance with all laws, regulations, and channel-provider policies that apply to you and to your end-customers. The list below is illustrative, not exhaustive — when in doubt, ask. You agree that you will not, and will not allow any of your users to:
- Send unsolicited bulk messages, spam, or any content that breaches WhatsApp Business Platform Policy, the TRAI Telecom Commercial Communications Customer Preference Regulations, the CAN-SPAM Act, the GDPR's e-privacy provisions, or equivalent rules in your jurisdiction.
- Use the service to deliver any content that is unlawful, defamatory, obscene, harassing, threatening, infringing of intellectual-property rights, or that promotes violence, hate, or discrimination.
- Use the service to process special-category personal data (health, biometric, sexual orientation, political opinion) without first signing the appropriate addendum (BAA for healthcare, additional safeguards for other categories).
- Probe, scan, or test the vulnerability of the service without our prior written consent through our coordinated disclosure programme.
- Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, models, or trade secrets of the service, except to the extent expressly permitted by mandatory applicable law.
- Resell, sublicense, or provide the service to third parties without a written reseller agreement (CA Partner programme, Reseller programme).
- Use the service to build, train, or improve a competing CRM, messaging platform, voice agent, or AI tool.
- Bypass, disable, or interfere with rate limits, quotas, security controls, or auth mechanisms; impersonate another person or entity; or use the service to facilitate any of the foregoing on any other system.
- Upload malware, ransomware, viruses, or any code intended to damage, disable, or interfere with any computer system; conduct phishing, smishing, or vishing campaigns.
- Use the service in a manner that imposes an unreasonable load on our infrastructure, including by making excessive API calls outside published rate limits or by ignoring back-off signals.
We monitor for serious abuse patterns and may suspend access to specific features (e.g., outbound WhatsApp, voice campaigns, AI generation) or to the entire workspace, without prior notice, where suspension is necessary to protect the service, our other customers, or third parties from imminent harm. We will explain the reason for suspension as soon as practicable and work with you in good faith to lift it once the underlying issue is resolved. Persistent or material breach of this section is a ground for termination under §11.
5. Customer data#
"Customer Data" means any data, content, files, messages, or other information that you, your users, or your end-customers submit to, store in, or generate within the service. As between you and us, you retain all right, title, and interest in and to Customer Data, including all related intellectual property rights. We claim no ownership of it and use it only as needed to deliver the service.
You grant us a worldwide, non-exclusive, royalty-free, sub-licensable (only to our sub-processors) licence to host, store, transmit, copy, display, and otherwise process Customer Data solely (a) to provide and improve the service to you, (b) to perform our obligations under this agreement, (c) to prevent or address service or technical issues, (d) to comply with applicable law, and (e) as expressly permitted by you in writing. The licence terminates when Customer Data is deleted under the schedule below, except for licences granted to third parties before deletion (which terminate when those parties' retention obligations end).
You represent and warrant that you have all necessary rights, consents, and lawful bases to upload Customer Data to the service and to instruct us to process it as described in the Privacy Policy and the Data Processing Addendum. You are responsible for the accuracy, quality, legality, and integrity of Customer Data, and for honouring the privacy notices and consent obligations you owe to your own end-customers.
You can export Customer Data at any time during the subscription term through the in-app export tools (JSON or CSV). On termination — for any reason — Customer Data is held in a read-only export window for 30 days during which you can download it; after that window the data moves to a 60-day soft-delete state from which it can still be recovered on request; after 90 total days from termination it is hard-deleted from our active systems and rolls out of encrypted backups within a further 35 days. You may request immediate deletion at any point during the windows above. Statutory retention obligations (tax records, billing invoices) override deletion only for the specific data covered by those obligations.
6. Intellectual property#
Fourteen Cloud Pvt Ltd and its licensors own all right, title, and interest in and to the Wendesk service, including the platform source code, software, hardware infrastructure, machine-learning models we have trained, prompts and prompt templates we author, documentation, design system, brand identity, the Wendesk and Fourteen Cloud trademarks, logos, slogans, and any feedback or suggestions you give us. Subject to your compliance with these Terms and payment of all applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the service for your internal business purposes during your subscription term.
You retain all right, title, and interest in your Customer Data, your trademarks, your brand assets, and your custom configurations (workflows, templates, prompts, custom roles, dashboards). Configurations created using our generic features are yours to keep; you may export them on termination.
If you give us feedback, suggestions, or ideas about the service, you grant us a perpetual, irrevocable, royalty-free, worldwide licence to use, modify, and incorporate that feedback into the service without any obligation to attribute or compensate you. This does not give us rights to your trademarks or to your confidential business information.
No implied licences are granted under this agreement. Any rights not expressly granted are reserved.
7. Confidentiality#
"Confidential Information" means any non-public information disclosed by one party to the other, in any form, that is marked confidential, identified as confidential at the time of disclosure, or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure. Customer Data is your Confidential Information; the service's internal architecture, security measures, pricing for non-public plans, and our roadmap are our Confidential Information.
Each party will (a) protect the other party's Confidential Information using at least the same degree of care it uses to protect its own (and never less than reasonable care), (b) use the other party's Confidential Information only as necessary to perform this agreement, and (c) disclose Confidential Information only to its employees, advisors, and sub-processors who have a need to know and who are bound by confidentiality obligations no less protective than this section.
Confidential Information does not include information that the receiving party can show: (i) was already lawfully known to it without obligation of confidence before disclosure, (ii) is or becomes publicly available through no fault of the receiving party, (iii) was independently developed without reference to the other party's Confidential Information, or (iv) was rightfully received from a third party not under an obligation of confidence.
If a party is legally compelled to disclose Confidential Information (for example, by court order or regulatory subpoena), it will, where lawful, give the other party prompt notice and reasonable cooperation so the other party can seek a protective order or alternative remedy. Confidentiality obligations survive termination of this agreement for five years, except for trade secrets which remain protected for as long as they qualify as trade secrets under law.
8. Warranties#
We warrant to you that during the subscription term: (a) the service will materially conform to its then-current published documentation, (b) we will use commercially reasonable efforts to maintain the uptime promised in our Service Level Agreement where one applies to your plan, (c) we will not materially decrease the security features described in our security documentation, and (d) we will perform support obligations using staff with reasonable skill and care.
If we breach the warranty in (a), your sole and exclusive remedy is for us to use commercially reasonable efforts to correct the non-conformance within a reasonable period, and if we cannot, to allow you to terminate the affected portion of the subscription and receive a pro-rata refund of fees paid for the unused, non-conforming portion. SLA credits where applicable are governed by the SLA itself.
Each party warrants that it has the legal authority to enter into this agreement, that the agreement constitutes a valid and binding obligation on it, and that its performance does not knowingly conflict with any other agreement to which it is a party.
Except as expressly set out above, the service is provided "as is" and "as available", and we disclaim, to the maximum extent permitted by applicable law, all other warranties, conditions, representations, or terms — express, implied, statutory, or otherwise — including any implied warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, completeness, or quiet enjoyment. We do not warrant that the service will be uninterrupted, error-free, or completely secure, that defects will be corrected, or that the service will meet your specific requirements.
AI features are probabilistic and may produce inaccurate, biased, or incomplete outputs. Generated content (chat replies, lead summaries, voice transcripts, drafted emails, content drafts, scoring) must be reviewed by a competent human before being acted on or sent to your customers. We make no warranty of factual accuracy, originality, suitability, or fitness for any purpose with respect to AI outputs, and you remain responsible for any decisions or communications you base on them.
9. Limitation of liability#
Liability cap. To the maximum extent permitted by applicable law, each party's aggregate liability arising out of or related to this agreement, regardless of the form of action (contract, tort, strict liability, statutory or otherwise), is capped at the total fees you paid to us under this agreement in the 12 months immediately preceding the event giving rise to the claim. Where multiple claims share a common origin or cause, they will be treated as a single claim for purposes of the cap.
To the maximum extent permitted by law, neither party is liable for any indirect, incidental, special, consequential, exemplary, or punitive damages — including without limitation lost profits, lost revenue, loss of business opportunity, loss of data (beyond the recovery scope of our SLA), loss of goodwill, or cost of cover — even if advised of the possibility of such damages and even if a remedy fails of its essential purpose.
The cap and exclusion above do not apply to: (a) breach of the confidentiality obligations in §7, (b) breach of intellectual-property obligations or infringement claims, (c) the indemnity obligations in §10, (d) your unpaid fees, (e) liability arising from gross negligence, fraud, or wilful misconduct, or (f) any liability that cannot lawfully be excluded or limited (including, where applicable, statutory consumer rights under the Indian Consumer Protection Act 2019 and equivalent laws elsewhere).
10. Indemnity#
Our indemnity to you. We will defend you against any third-party claim alleging that the service, when used in accordance with this agreement, infringes a third party's patent, copyright, trademark, or trade-secret rights, and we will pay damages finally awarded against you by a court or agreed by us in settlement of that claim. If a claim under this paragraph arises, we may at our option (i) procure for you the right to continue using the affected portion of the service, (ii) modify the service to make it non-infringing while preserving substantial functionality, or (iii) terminate the affected portion and refund pre-paid fees for the unused term. This indemnity does not apply to claims arising from: (a) Customer Data, (b) modifications to the service made by anyone other than us, (c) combinations with products, services, or data not provided by us, (d) use of the service against our written instructions or after we have notified you to stop, or (e) free, beta, or evaluation use.
Your indemnity to us. You will defend us, our affiliates, and our personnel against any third-party claim arising from or related to: (a) Customer Data and our processing of it under your instructions, (b) your or your users' breach of the Acceptable Use section, (c) your breach of any law or third-party right in your use of the service (including channel-provider policies and consumer protection law owed to your end-customers), and (d) infringement claims excluded from our indemnity above. You will pay damages finally awarded against us or agreed by you in settlement of such claim.
Procedure. The indemnified party must promptly notify the indemnifying party in writing of any indemnifiable claim, give the indemnifying party sole control of the defence and settlement (provided no settlement may impose any non-monetary obligation or admission of liability on the indemnified party without its written consent), and provide reasonable cooperation at the indemnifying party's expense. Failure to give prompt notice releases the indemnifying party only to the extent it is materially prejudiced by the delay.
11. Termination#
Term. This agreement begins when you accept these Terms and continues for the subscription term you have selected (monthly or annual) and any renewals, until terminated as set out below.
Termination for convenience. You may terminate your subscription at any time through the in-app billing settings or by emailing [email protected]. Your termination takes effect at the end of the then-current paid period; we do not offer mid-cycle pro-rata refunds for Customer-initiated termination. We may terminate this agreement for convenience by giving you at least 30 days' written notice, in which case we will refund the pro-rata portion of any prepaid fees for the unused term.
Termination for cause. Either party may terminate this agreement for material breach by the other party with 30 days' prior written notice if the breach has not been cured within that 30-day cure period; for breaches of confidentiality, intellectual property, or acceptable use that cause irreparable harm, the cure period is reduced to 7 days. Either party may terminate immediately on written notice if the other party becomes insolvent, files for bankruptcy, ceases to do business, or assigns its assets for the benefit of creditors.
Suspension. We may suspend the service immediately, in whole or in part, if (a) we reasonably believe continued operation poses an imminent security, legal, or compliance risk to us, our other customers, or third parties, (b) you have not paid fees due for more than 14 days after notice, or (c) a third party (including a regulator or law-enforcement agency) requires us to do so. We will explain the reason as soon as practicable and lift the suspension once the underlying cause is resolved.
Effect of termination. On termination, (i) all rights and licences granted to you under this agreement end immediately, (ii) you remain liable to pay all fees accrued up to the termination date, (iii) Customer Data is handled under the timeline described in §5, (iv) provisions which by their nature should survive termination — including §5 (post-term Customer Data handling), §6 (intellectual property), §7 (confidentiality), §8 (warranty disclaimers), §9 (liability cap), §10 (indemnity), §12, §13, and this §11 — survive.
12. Governing law#
This agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation are governed by and construed in accordance with the laws of the Republic of India, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
Subject to the dispute-resolution provisions in §13, the courts of Jaipur, Rajasthan, India have exclusive jurisdiction over any dispute that is not arbitrated, and you and we each consent to that jurisdiction and venue. Mandatory consumer-protection rights granted to individuals under the Consumer Protection Act 2019 — including the right to approach a District, State, or National Consumer Disputes Redressal Commission — are preserved and not waived by this clause.
13. Dispute resolution#
Pre-suit notice and good-faith negotiation. Before either party commences any formal proceeding, the complaining party must send a written notice describing the dispute to the other party at the contact address in §14. The parties will then attempt in good faith to resolve the dispute by escalating it to senior representatives for at least 30 days. The 30-day window does not run during a party's documented attempt to schedule the senior-representative meeting where the other party is unresponsive.
Arbitration option (B2B only). For disputes between Fourteen Cloud Pvt Ltd and a business Customer that remain unresolved after the 30-day negotiation, either party may, at its option, refer the dispute to binding arbitration under the Arbitration and Conciliation Act 1996. The seat of arbitration will be Jaipur, Rajasthan, India; the language will be English; the arbitration will be conducted by a single arbitrator mutually agreed by the parties, or, failing agreement within 30 days, appointed under the rules of the Indian Council of Arbitration. The arbitrator's award will be final and binding, and judgment on the award may be entered in any court of competent jurisdiction. This arbitration option does not apply to individual consumers, who retain the right to approach consumer-disputes redressal commissions under the Consumer Protection Act 2019.
Interim relief. Notwithstanding the foregoing, either party may apply to a court of competent jurisdiction for interim or injunctive relief in respect of breaches of intellectual property, confidentiality, or acceptable use, without first exhausting negotiation or arbitration.
Class-action waiver. To the extent permitted by applicable law, each party waives any right to participate in a class action, collective action, or representative proceeding against the other arising under this agreement; disputes are resolved on an individual basis only. This waiver does not apply where prohibited by mandatory law.
14. Contact & general#
Notices. Legal notices to us must be sent in writing to [email protected] with a copy by registered post to Fourteen Cloud Pvt Ltd, Jaipur, Rajasthan, India (current registered-office address available on request). Notices to you are sent to the email address of your billing contact on file and are deemed received on the day of dispatch unless our system reports a delivery failure.
Entire agreement. These Terms, together with the documents they incorporate by reference and any signed order form, constitute the entire agreement between you and us regarding the service and supersede all prior or contemporaneous agreements, proposals, or representations on the subject. The parties have not relied on any statement, representation, or warranty not expressly set out in this agreement.
Severability. If any provision of this agreement is held unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect.
Assignment. Neither party may assign this agreement without the other's prior written consent, except that either party may assign this agreement to an affiliate or to a successor in connection with a merger, acquisition, financing, or sale of substantially all of its assets, on written notice to the other party.
Force majeure. Neither party is liable for failure or delay in performance caused by events beyond its reasonable control — including acts of God, war, terrorism, civil unrest, government action, pandemic, internet or power outages, telecommunications failures, or third-party service disruptions — provided the affected party uses reasonable efforts to resume performance.
Independent contractors. The parties are independent contractors. Nothing in this agreement creates a partnership, joint venture, agency, fiduciary, or employment relationship.
Fourteen Cloud Pvt Ltd (operator of the Wendesk platform)
Registered office: Jaipur, Rajasthan, India
Legal notices: [email protected]
Billing questions: [email protected]
General queries: [email protected]
Privacy and DSR: [email protected]