LEGAL AGREEMENT: White-Label Partner Commercial Terms & SLA View Partner Program

White-Label Partner Commercial Agreement & SLA

Standard Operating Terms, Licensing Policies, Service Level Agreements, and Operating Boundaries for Authorized White-Label Resellers.

Document ID: HKR-WLP-2026-V2 • Effective Date: October 2026 • Parties: HaptiX ("HK Reach" / "Licensor") and Authorized Reseller Agency ("Partner" / "Licensee").

Important Note: This Agreement governs the commercial relationship between HaptiX (operating HK Reach) and third-party marketing agencies, software vendors, and consultants reselling the platform under a white-label arrangement. For the consumer terms governing direct software use, please refer to our standard Terms of Service.

1. Commercial Pricing & Partnership Tiers

1.1 One-Time Setup & Deployment Fee (₹27,000/-)

A non-refundable deployment fee of ₹27,000/- is required for provisioning each white-label partner organization. This covers:

  • Custom Domain & SSL Provisioning: IIS site configuration and SNI certificate bindings for web (`portal.youragency.com`) and API (`api.youragency.com`).
  • Branding Assets Ingestion: Integration of Partner’s logo, favicon, dark theme, primary hex colors, copyright strings, and legal URLs.
  • Payment QR & Bank Collection Setup: Configuration of Partner’s bank account details (Bank Name, Account Holder Name, Account Number, IFSC, UPI ID) and custom UPI QR Code image for direct client billing.
  • Meta Developer Embedded Signup Configuration (Mode A: HK Reach Tech Provider App or Mode B: Partner Dedicated Meta Developer App).
  • Admin Training: A live 90-minute administrative onboarding session with the Partner’s executive and technical support representatives.

1.2 Annual Wholesale Licensing Tiers

Partners select one of two commercial licensing tiers (billed annually in advance):

  • Tier 1: Growth Partner — ₹45,000/- per year: Includes up to 15 Active Client Accounts (WABA phone numbers). Additional client slots may be purchased at ₹4,500/slot/year or ₹20,000/year for a Pack of 5 slots.
  • Tier 2: Enterprise Unlimited — ₹90,000/- per year: Includes unlimited client registrations with a Fair Usage Policy (FUP) base cap of 35 Active WABA phone numbers. Additional active numbers beyond 35 are billed at ₹3,000/number/year.

2. Strict 100% Non-Refundable Policy Under All Circumstances

Due to the specialized engineering time, dedicated VPS infrastructure allocation, multi-tenant database provisioning, and operational costs involved in white-label deployment, all payments made to HaptiX—including the One-Time Setup Fee (₹27,000/-), Annual Subscription Licensing Fees (Tier 1 / Tier 2), and any Client Slot Top-Up Packs—are strictly 100% non-refundable and non-creditable under any circumstances whatsoever.

By remitting payment, the Partner explicitly agrees that no refunds (full, partial, or pro-rata) shall be issued due to: 1) Early voluntary termination, agency closure, or change of mind; 2) Commercial performance or inability by the Partner to acquire end-clients; 3) Unused client slots or remaining subscription months; 4) Delays caused by the Partner’s failure to supply technical prerequisites; 5) Meta Platforms Inc. independent actions (including Business Verification denials, Green Tick decisions, or phone number policy bans); or 6) Termination resulting from a material breach of this Agreement.

3. Meta WhatsApp Messaging Billing (Zero Platform Liability)

The platform subscription fee covers software, automations, team inbox, campaigns, and CRM features. It does NOT include Meta conversation/messaging fees.

  • Direct-to-Meta Billing (Option A): Each end-customer (or the Partner on their behalf) must register their own credit card directly in their Meta Business Suite. Meta charges the cardholder directly for WhatsApp conversations (Marketing, Utility, Service).
  • Zero Financial Liability: HaptiX has zero financial liability for client messaging consumption. If a client’s card expires or fails in Meta, Meta pauses their outbound broadcasts until settled.

4. Onboarding Turnaround SLA (7–10 Business Days)

The 7 to 10 business days deployment turnaround SLA commences only upon receipt of both full payment (Setup Fee + Annual Tier) AND all mandatory prerequisites:

  • Valid CNAME DNS mappings for portal and API subdomains pointing to our Windows VPS server.
  • High-resolution brand logo (SVG or transparent PNG), favicon, and primary hex colors.
  • Complete bank account details (Bank Name, Account Holder Name, Account Number, IFSC, UPI ID) and custom UPI QR Code image.
  • Preferred Meta Developer App credentials (if choosing Bring-Your-Own Meta App mode).

5. Prohibition of Sub-Partnering & Multi-Tier Reselling

Strict Single-Tier Distribution Clause: The Partner is licensed to resell software subscriptions exclusively to direct commercial end-clients (businesses, enterprises, and retail brands) who utilize the platform for their own internal communications and customer support operations.

The Partner is strictly prohibited from re-selling, re-licensing, sub-franchising, or offering "white-label partner", "agency reseller", or "sub-partner" accounts to third-party marketing agencies or software vendors under their white-labeled instance. Multi-tier distribution ("white-label under white-label") is technically unsupported and legally prohibited. Violation constitutes a material breach resulting in immediate partnership termination, revocation of platform access with zero refund, and liquidated damages.

6. Support Division: Level 1 vs. Level 2

  • Level 1 Support (100% Partner Responsibility): The Partner is the sole face of the software to their end-clients. The Partner’s team must handle customer onboarding, software training, Meta Business Verification assistance, template guidance, and first-line billing inquiries. HaptiX will never directly contact the Partner’s clients.
  • Level 2 Support (HaptiX / HK Reach Responsibility): We provide technical backend guidance directly to the Partner’s nominated administrators, including maintaining 99.5% server uptime, resolving platform bugs, troubleshooting Meta webhooks, and applying security patches. Support hours: Mon–Sat, 10 AM – 7 PM IST.

7. Anti-Spam Policy & Meta Compliance Indemnity

The Partner agrees to strictly enforce Meta’s WhatsApp Business Messaging Policy across all onboarded clients. Sending unsolicited messages, purchasing cold contact lists, or sending deceptive/prohibited content is strictly prohibited. The Partner indemnifies HaptiX against any third-party claims, Meta penalties, or legal liabilities arising from client spam violations. Abusive client numbers will be immediately suspended without notice.

8. Subscription Expiry, Grace Period, Suspension & Data Retention Policy

8.1 Pre-Expiry Milestone Notification Cadence

Automated renewal invoices and alerts are dispatched directly to the Partner’s registered official email (`PartnerEmail`):

  • 7 Days Before Expiry: Initial formal renewal invoice dispatched.
  • 5 Days Before Expiry: Second renewal reminder and tier capacity review.
  • 3 Days Before Expiry: Urgent renewal notice.
  • 1 Day Before Expiry (Tomorrow): Critical notice highlighting upcoming grace period.
  • Expiry Date (Day 0 / Today): Final notice that annual license has expired and 7-day grace period has commenced.

8.2 7-Day Grace Period (Days 1 to 7)

If renewal is not settled on the expiry date, a mandatory 7-calendar-day grace period is provided. The software platform remains 100% operational with zero interruption to end-clients during this window.

8.3 Service Suspension & 3 Strategic Deletion Warnings (Day 8 to Day 45)

If renewal is unpaid by 11:59 PM IST on Day 7, the Partner instance enters Suspended Mode on Day 8:

  • Automated Fallback Redirection: All public visitors and end-clients visiting `portal.partner.com` are automatically redirected to the Partner’s fallback corporate website (`FallbackWebsiteUrl`). Outbound messaging is paused; incoming Meta customer webhooks remain safely logged.
  • Three (3) Strategic Deletion Warnings are dispatched to `PartnerEmail`:
    1. Notice 1 (Day 8 — Suspension Confirmed): Informs that instance is suspended, traffic is redirected, and 37 days remain before data deletion eligibility.
    2. Notice 2 (Day 25 — Midpoint Warning): Urgent reminder that 20 days remain before data deletion eligibility.
    3. Notice 3 (Day 40 — Final 5-Day Legal Notice): Final warning that only 5 days remain before the 45-day retention window expires.
  • Reactivation: Settle renewal invoice during the suspension window to restore full active status within 2 hours.

8.4 Data Retention & Controlled Manual Decommissioning (Day 46+)

Irrevocable Data Purge Guarantee: Client databases, contact lists, flow bots, templates, and historical message logs are preserved for 45 calendar days following suspension. If renewal remains unpaid on Day 45, the instance is flagged as expired and eligible for manual decommissioning and permanent data purge by SuperAdmin. Once purged, all tenant databases, client data, message histories, and media are PERMANENTLY AND IRREVERSIBLY DELETED AND CAN NEVER BE RECOVERED. HaptiX disclaims all liability for data loss resulting from unpaid renewals.

9. Governing Law & Dispute Resolution

This Agreement is governed by the laws of India. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the competent courts in India.

10. Official Contact & Notices

All legal, commercial, and renewal notices should be addressed to:
🏢 HaptiX (HK Reach Platform)
📧 Email: hkreach.support@gmail.com
📱 WhatsApp Support: +91 70961 36319
🌐 Official Website: www.hkreach.in

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