eztz
Back

Terms of Service, Terms of Use and SLA

eztz desk — Business Operations Platform

Last updated: May 2026

Owner and licensor: Ezituuz Company LTDA
Product: eztz desk — Business Operations Platform
Legal contact: [email protected]
Support contact: [email protected]
Privacy contact: [email protected]

These Terms of Service, Terms of Use and SLA ("Terms") govern access to, contracting, licensing, deployment, support, maintenance, use and integration of the eztz desk Platform, developed and licensed by Ezituuz Company LTDA ("Ezituuz", "Contracted Party", "Provider" or "Licensor"). This English version is provided for the convenience of our international audience; where discrepancies exist, the Portuguese-language version, governed by Brazilian law, shall prevail for customers operating under Brazilian jurisdiction.

By contracting, signing a commercial proposal, accepting electronically, making a payment, accessing, installing, configuring or using eztz desk, the contracting customer declares that it has read, understood and fully agrees to these Terms, to the Privacy Policy, to the Personal Data Processing Agreement, when applicable, and to the rules of third parties integrated with the Platform.

If the user accepting these Terms is acting on behalf of a legal entity, they declare that they have sufficient authority to bind that legal entity to these Terms.

1. Definitions

For the purposes of these Terms, the expressions below shall have the following meanings:

eztz desk or Platform: business-operations software developed and licensed by Ezituuz, intended for managing support, conversations, contacts, users, queues, automations, integrations, reports, administrative dashboards and related features.

Customer, Contracting Party or Licensee: an individual or legal entity that contracts, installs, accesses or uses eztz desk.

Ezituuz, Contracted Party, Provider or Licensor: Ezituuz Company LTDA, owner and licensor of eztz desk.

Software as a Service or SaaS: a model for making software available through subscription, temporary license and continuous provision of technology services, without transfer of intellectual property to the Customer.

License to Use: a temporary, paid, limited, revocable, non-exclusive, non-sublicensable and non-transferable authorization granted by Ezituuz to the Customer to use eztz desk in accordance with these Terms, the commercial proposal and the contracted plan.

Administrative Users: individuals linked to the Customer who receive credentials to access, configure or administer the Platform.

Operators or Agents: users registered by the Customer to provide support, manage conversations, respond to contacts or perform operational routines on the Platform.

End Consumer or Data Subject: a natural person who interacts with the Customer through channels connected to eztz desk, including WhatsApp, email, Telegram, Messenger, Instagram, web chat, forms or other available channels.

Customer Data: commercial, operational, registration information, messages, contacts, settings, files, media, reports, business rules and other data entered, transmitted, stored or processed on the Platform by the Customer or its users.

Personal Data: any information relating to an identified or identifiable natural person, within the meaning of Brazil's General Data Protection Law — LGPD.

Sensitive Personal Data: personal data concerning racial or ethnic origin, religious belief, political opinion, membership in a union or in an organization of a religious, philosophical or political nature, health or sex-life data, or genetic or biometric data, when linked to a natural person.

Data Controller: a natural or legal person responsible for decisions regarding the processing of personal data.

Data Processor: a natural or legal person that processes personal data on behalf of the Data Controller.

Sub-processor: a supplier, partner, infrastructure, API, cloud, messaging, storage, support, monitoring, artificial-intelligence or technology provider contracted by Ezituuz to support the provision of the services.

Third-Party Integrations: services, APIs, platforms, tools or external systems integrated or connected with eztz desk, including, without limitation, the WhatsApp Business Platform, Meta, Facebook, Instagram, Messenger, Telegram, email providers, hosting providers, AI services, payment gateways, storage, DNS and digital certificates.

WhatsApp Business Platform / Cloud API: a set of APIs, tools and services made available by Meta for business communication via WhatsApp, subject to Meta's terms, policies, limits, pricing, approvals and rules.

Opt-in: authorization, consent or valid manifestation by the end consumer to receive communications from the Customer through a given channel, when required by law, contract, platform policy or good practice.

Opt-out: a manifestation by the end consumer requesting the interruption, blocking, unsubscription or cancellation of communications through a given channel.

SLA: the service-level agreement applicable to Platform availability, when contracted and only within the limits of these Terms.

Managed Environment: a model in which the Platform is installed, maintained, hosted or operated on infrastructure contracted, administered or managed by Ezituuz.

Customer Environment or On-Premise: a model in which the Platform is installed on infrastructure owned, contracted, controlled by, or the responsibility of, the Customer.

Commercial Proposal: a physical or electronic document, digital acceptance, quote, order, contracted plan or commercial document establishing pricing, scope, limits, deployment model, number of users, channels, timelines and specific conditions.

2. Purpose

2.1. The purpose of these Terms is to govern:

  • the temporary licensing of use of the eztz desk Platform to the Customer;
  • the provision of deployment, configuration, maintenance, update and technical-support services, according to the contracted scope;
  • the availability of multichannel support, automation, queue, user, report and integration features, according to the contracted plan;
  • any technical intermediation of integrations with third-party APIs, including the WhatsApp Business Platform, Facebook, Instagram, Messenger, Telegram, email, AI providers and other compatible services;
  • the Parties' obligations regarding security, personal-data protection, acceptable use, confidentiality, support, availability, payment, termination and civil liability.

2.2. These Terms do not imply the sale, assignment, transfer, disposal or any other form of transmission of intellectual property, source code, know-how, architecture, internal documentation, trade secrets, trademarks, logos, components, proprietary libraries, database structures or any economic rights over eztz desk.

2.3. The features available to the Customer will be those set out in the Commercial Proposal, the contracted plan, the environment made available and the current version of the Platform.

2.4. The Customer acknowledges that software products are dynamic and evolving, and that Ezituuz may change, remove, adapt, replace, refactor, improve or discontinue features, provided that such changes do not substantially eliminate the main contracted purpose without a reasonable alternative.

3. Contracting and deployment models

3.1. Environment Managed by Ezituuz

When the managed environment is contracted:

  • Ezituuz may host, install or administer the Platform on its own or third-party infrastructure;
  • Ezituuz may use cloud providers, VPS, dedicated servers, storage, backup, monitoring, security, DNS, digital certificates and other technical services;
  • Ezituuz may retain administrative access to the environment for deployment, maintenance, updates, support, monitoring, security, technical audits, bug fixes, operational continuity and compliance with legal obligations;
  • the Customer acknowledges that Ezituuz's technical access to the environment does not equate to commercial monitoring, active reading of conversations for its own purposes, or improper exploitation of data;
  • the Customer's data must be processed in accordance with these Terms, the Privacy Policy, the Personal Data Processing Agreement and the LGPD.

3.2. Customer Environment or On-Premise

When the on-premise model or the Customer's own environment is contracted:

  • the Customer will be responsible for infrastructure, availability, connectivity, firewall, DNS, certificates, operating system, storage, local backup, power, network, physical security, logical security and other necessary resources;
  • Ezituuz will provide support only within the contracted and technically feasible limits;
  • failures arising from the Customer's environment, permissions, blocks, improper changes, network unavailability, firewall or antivirus restrictions, internal policies, lack of updates or poor administration of the Customer's infrastructure will not be attributable to Ezituuz;
  • continued use of the software will remain conditional upon regular payment of the license;
  • in the event of termination, default or contract closure, the Customer must immediately stop using the Platform, remove the application files, and, if requested, formally declare the uninstallation or destruction of the copies.

3.3. Single-Tenant Architecture

When applicable, the Platform may be made available in a single-tenant architecture, with an instance and database dedicated to the Customer. Logical or physical isolation does not eliminate the need for good security practices, credential management, backup, updates and internal controls by the Customer.

3.4. Infrastructure limits

The contracted plan may include limits on users, agents, channels, connected numbers, message volume, storage, CPU usage, memory, traffic, media, backup, integrations, automations or other technical resources.

Use beyond the contracted limits may result in additional charges, the need for an upgrade, reduced performance, usage limitation, partial suspension of features, or technical adjustment of the environment.

4. License to use

4.1. Ezituuz grants the Customer a temporary, revocable, paid, non-exclusive, non-sublicensable, non-transferable and limited license to use the Platform, exclusively for the Customer's internal use, in accordance with these Terms and the Commercial Proposal.

4.2. The Customer is expressly prohibited from:

  • copying, selling, sublicensing, renting, assigning, lending, distributing or making the Platform available to third parties without authorization;
  • performing reverse engineering, decompilation, disassembly, source-code extraction, interception of business logic, or attempting any technical breach;
  • removing trademarks, ownership notices, identifiers, digital signatures, licensing mechanisms or security controls;
  • using the Platform to develop a competing, similar, derivative or substitute product;
  • exploiting the Platform as a bureau, resale, white-label offering, support center for third parties, or multi-company operation without express authorization;
  • attempting to circumvent the technical, financial, commercial or contractual limits of the contracted plan;
  • allowing access by unauthorized third parties;
  • using the Platform for unlawful, abusive, fraudulent, discriminatory, offensive, invasive activities, or activities incompatible with laws and third-party policies.

4.3. Ezituuz may carry out technical audits, automated or manual, to verify the validity of the license, the number of users, channels or instances, file integrity, and any indications of copying, alteration, fraud, unauthorized use, security issues or technical non-compliance of the installation.

4.4. The audit shall be limited to what is necessary to protect the Platform, security, billing, continuity, fraud prevention and contractual compliance.

4.5. Violation of the license conditions may result, at Ezituuz's discretion, in immediate suspension of access, termination for cause, retroactive billing for improper use, blocking of license keys, applicable judicial and extrajudicial measures, and compensation for losses and damages.

5. Intellectual property

5.1. All rights over eztz desk, source code and object code, architecture, interfaces, components, technical documentation, internal workflows, database structures, trademarks, logos, trade names, visual identity, improvements, fixes, adaptations, updates, methods, processes, know-how, trade secrets and technical materials belong exclusively to Ezituuz.

5.2. Suggestions, ideas, feedback, improvements, requests or recommendations provided by the Customer may be freely used by Ezituuz to evolve the Platform, without any obligation of payment, exclusivity, credit, co-participation or assignment of rights to the Customer.

5.3. Unless expressly agreed otherwise, customizations, scripts, integrations, improvements and adaptations developed by Ezituuz, even if requested or paid for by the Customer, will form part of Ezituuz's intellectual assets and may be reused, adapted and incorporated into the product.

5.4. The Customer retains ownership of its trademarks, logos, texts, contact databases, operational data, proprietary content, campaigns and materials entered into the Platform, and the Customer is liable for their legality, authorization of use and the absence of infringement of third-party rights.

6. Ezituuz's obligations

Ezituuz's obligations include:

  • making the Platform available in accordance with the contracted plan;
  • making technically reasonable efforts to keep the Platform operational;
  • providing support through the contracted channels, hours and conditions;
  • fixing reproducible technical failures attributable to the Platform, according to priority, impact and feasibility;
  • applying updates, improvements and fixes when it deems technically necessary;
  • processing personal data in accordance with the LGPD, the Privacy Policy and the Personal Data Processing Agreement;
  • adopting reasonable technical and administrative security measures;
  • maintaining confidentiality regarding Customer information;
  • reporting relevant security incidents under the terms of these Terms;
  • striving for reasonable continuity of the services within the contracted limits.

6.1. Ezituuz's obligations are, as a rule, obligations of means, not of results. Ezituuz does not guarantee increased sales, commercial conversion, campaign performance, template approval, absence of blocking by third parties, permanent availability of external APIs, the absolute absence of bugs, or the Platform's suitability for every particular operational need of the Customer.

7. Customer's obligations

The Customer's obligations include:

  • paying the contracted amounts on time;
  • providing accurate, complete and up-to-date information;
  • using the Platform in accordance with the law, these Terms, the Privacy Policy, the commercial proposal and third-party policies;
  • keeping access credentials confidential;
  • registering only authorized users;
  • disabling access for staff, contractors or third parties who should no longer access the Platform;
  • obtaining the legal bases, consents, opt-ins and authorizations necessary for data processing and message sending;
  • respecting opt-outs, unsubscriptions, blocks and data-subject requests;
  • not sending spam, scams, or misleading, abusive, unlawful or unsolicited messages;
  • validating content, campaigns, automations, messages and AI-generated replies before or during their use;
  • keeping equipment, browsers, networks and devices secure;
  • not sharing passwords;
  • not engaging in reverse engineering;
  • not using the Platform for unlawful activities;
  • being liable for its employees, representatives, partners, users and third parties who access the Platform through its authorization or negligence;
  • immediately notifying Ezituuz of incidents, suspected intrusions, leaks, misuse or compromise of credentials;
  • maintaining privacy notices, terms, support channels and its own documents appropriate to its operation.

7.1. Any act performed by registered users, operators, administrators, staff, third parties, contractors or any person using the Customer's credentials will be considered an act of the Customer itself, except upon unequivocal proof of a failure exclusively attributable to Ezituuz.

8. Third-party integrations

8.1. The Customer acknowledges that part of the Platform's features may depend on third parties, including Meta, WhatsApp, Facebook, Instagram, Messenger, Telegram, email providers, cloud services, AI APIs, payment gateways, DNS services, digital certificates, storage and others.

8.2. Ezituuz does not control and is not responsible for instability of external APIs, unilateral changes to policies, pricing, limits or rules by third parties, unavailability of third-party services, blocking, suspension, banning or limitation of accounts, template rejections, loss of number or account quality, third-party billing changes, delays, errors, failures caused by external suppliers, or the discontinuation or modification of third-party APIs, endpoints, permissions or products.

8.3. If third parties change their APIs, policies, permissions, pricing, technical requirements or business rules, Ezituuz may need to adapt, limit, suspend, replace or modify Platform features, without this constituting a contractual default.

8.4. Fees, charges, credits, consumption, messages, servers, APIs, templates, numbers, providers, artificial intelligence, storage, telephony, digital certificates, business accounts or any other third-party costs may be billed separately, in accordance with the Commercial Proposal or applicable pass-through.

9. Use of the WhatsApp / Meta integration

9.1. If using integration with WhatsApp, the WhatsApp Business Platform, Cloud API, Facebook, Instagram, Messenger or any Meta technology, the Customer declares it is aware that its use is subject to Meta's terms, policies, guidelines, and technical, commercial and operational rules.

9.2. When operating the integration with the WhatsApp Business Platform, Ezituuz will act as a technical software provider, technology integrator or Tech Provider, as applicable, providing technical means for the Customer to connect its business assets, numbers, accounts, permissions, webhooks, templates, support, automations and messages to the eztz desk Platform.

9.3. The Customer is solely responsible for having a valid business account, maintaining a compliant Business Portfolio, WhatsApp Business Account, number, permissions and assets, obtaining valid opt-in from end consumers before sending messages when required, respecting the messaging window, message categories, templates, limits and Meta rules, honoring opt-out requests, not sending spam or misleading, abusive, unlawful or unsolicited messages, not marketing products or services prohibited by applicable policies, maintaining adequate number quality, being liable for reports, blocks, bans, suspensions or restrictions applied by Meta, and keeping its business data, documents, domains and verifications up to date.

9.4. The Customer must keep adequate evidence of opt-in, including, where applicable, the source of the authorization, date and time, collection channel, stated purpose, authorized content, identification of the data subject and revocation mechanism.

9.5. The Customer must offer a clear and effective opt-out mechanism and immediately honor unsubscription, blocking or communication-stop requests.

9.6. Approval of templates, messages, campaigns or content by Meta or any third party is not guaranteed by Ezituuz. Ezituuz may provide technical assistance, but is not liable for rejection, blocking, limitation, delay or Meta's interpretation of its policies.

9.7. The Customer acknowledges that business-initiated messages via WhatsApp may depend on approved templates, and that free-form replies to users must observe the messaging window applicable as defined by Meta.

9.8. If using automations, chatbots or artificial intelligence in support via WhatsApp, the Customer must maintain clear and effective means of escalation to human support or an alternative support channel.

9.9. Ezituuz will not be responsible for blocks, bans, suspensions, restrictions, loss of number, quality loss, limit reduction, message rejection, account closure or sanctions applied by Meta, WhatsApp or third parties.

9.10. The Customer acknowledges that Meta may change billing models, pricing, categories, pricing rules and commercial conditions. When Ezituuz passes through these costs, amounts may be updated according to the third party's current pricing.

9.11. Ezituuz does not own WhatsApp, Facebook, Instagram or Messenger, does not represent Meta, does not speak on behalf of Meta, does not control Meta's decisions, and does not guarantee preferential treatment, reversal of bans, template approval, number maintenance or indefinite continuity of the integration.

10. Artificial intelligence and automations

10.1. The Platform may allow integrations with artificial-intelligence models, generative APIs, chatbots, classifiers, summarizers, assistants or automation mechanisms.

10.2. The Customer is responsible for correctly configuring prompts, flows, rules and limits; reviewing automated replies; supervising support interactions; preventing AI from providing inadequate, illegal, discriminatory, medical, financial, legal or sensitive guidance without qualified human oversight; informing end users when necessary; and avoiding sending sensitive or confidential data to AI providers without a legal basis and proper assessment.

10.3. The Customer acknowledges that AI systems may produce inaccurate, incomplete, false, offensive, outdated or inadequate responses. Ezituuz will not be responsible for decisions, losses, communications, commercial promises, diagnoses, recommendations or automated support generated by AI without human validation by the Customer.

10.4. When there is integration with external AI providers, data and messages may be transmitted to those third parties. The Customer must assess the legal, regulatory, contractual and security adequacy of such use.

10.5. Ezituuz may provide filtering, masking, anonymization or data-exposure-reduction tools. Activating, validating, reviewing and correctly configuring these features is the Customer's responsibility.

11. Personal data protection and the LGPD

11.1. For purposes of the LGPD, the Customer will, as a rule, be the Data Controller of the personal data of its end consumers. Ezituuz will, as a rule, be the Data Processor, processing personal data on behalf of the Customer and in accordance with its lawful instructions.

11.2. The Customer is solely responsible for defining, documenting and ensuring the existence of a valid legal basis for the processing of personal data entered or used on the Platform.

11.3. Ezituuz will process personal data in accordance with these Terms, the Commercial Proposal, the Privacy Policy, the settings configured by the Customer, the Customer's lawful and documented instructions, and applicable legal and regulatory obligations.

11.4. Ezituuz may refuse instructions that are unlawful, abusive, technically unfeasible, unsafe, incompatible with the Platform, or contrary to third-party policies.

11.5 to 11.19. The provisions on processing purposes, data categories, sensitive data, data-subject rights, security, incidents, sub-processors, international transfer and liabilities set out in the Privacy Policy apply in full.

12. Confidentiality

12.1. All technical, commercial, financial, strategic, operational, contractual, technological or business information disclosed by one Party to the other is confidential, including code, architecture, credentials, customer data, pricing, proposals, documents, reports, know-how and trade secrets.

12.2. The receiving Party must protect the confidential information with a reasonable degree of care, use it only to perform these Terms, limit access to persons who need to know it, not disclose it to third parties without authorization, and report relevant confidentiality incidents.

12.3. Information will not be considered confidential if it is public without a contractual breach, was already legitimately known by the receiving Party, was developed independently, was lawfully received from a third party, or must be disclosed by judicial, legal or regulatory order.

12.4. The confidentiality obligations will remain valid for the duration of the contractual relationship and for 5 years after its termination.

13. Technical support

13.1. Support will be provided through the channels defined by Ezituuz, which may include WhatsApp, email, a ticketing system, a support dashboard, or another informed means.

13.2. Unless otherwise provided in the Commercial Proposal, support will be provided during business hours, Monday through Friday, except national, state or municipal holidays at Ezituuz's headquarters.

13.3. Ordinary support includes clarifying technical questions, assisting with basic configurations, analyzing reproducible errors, fixing Platform failures, providing usage guidance, and following up on technical incidents.

13.4. Unless separately contracted, ordinary support does not include extensive team training, process consulting, campaign creation, configuration of the Customer's infrastructure, custom development, integrations not previously agreed, data recovery caused by Customer error, support outside business hours, and support for accounts blocked by third parties.

13.5. Ticket classification by priority: Critical — total unavailability of the Platform due to a failure attributable to Ezituuz; High — essential feature unavailable with no reasonable operational alternative; Medium — partial failure with an operational alternative; Low — question, adjustment, improvement or behavior with no relevant impact.

13.6. Response and resolution timeframes, when they exist, are estimates and not absolute guarantees, unless a specific SLA has been contracted.

14. SLA and availability

14.1. The SLA only applies when the Platform is in an environment managed by Ezituuz and provided that the Customer is in good standing with payments.

14.2. Unless otherwise provided in the Commercial Proposal, Ezituuz will use commercially reasonable efforts to maintain monthly availability of 99.0%.

14.3. The following are not counted as unavailability: scheduled maintenance; emergency updates; failures in third-party services; instability of Meta, WhatsApp, Telegram, AI, cloud, DNS or external providers; DDoS attacks; failures caused by the Customer's configurations; default on payments; blocks due to irregular use; the Customer's internet unavailability; force majeure or acts of God; resource exhaustion due to excessive use; failures caused by changes made by the Customer or third parties.

14.4. Unless expressly provided in the Commercial Proposal, a breach of the SLA does not automatically generate a penalty, indemnification, refund or financial credit.

15. Backups, retention and recovery

15.1. When contracted and available, Ezituuz may perform periodic backups of the Platform's database, files and configurations.

15.2. The Customer acknowledges that backups do not replace internal controls, may have a limited retention window, may not contain data entered immediately before a failure, may depend on third-party infrastructure, and do not guarantee absolute recovery of all data.

15.3. Restorations caused by Customer error, improper deletion, misuse or failure may be charged separately.

15.4. After contract termination, serious default or rescission, Ezituuz may permanently delete the environment, databases, media, backups and files.

16. Information security

16.1. Platform security depends on shared responsibilities between Ezituuz, the Customer and third parties.

16.2. Ezituuz will adopt reasonable measures compatible with its size, scope, technology and service risks, which may include updates, access control, logs, backups, encryption in transit, environment segregation, monitoring, restricted administrative access and vulnerability management.

16.3. The Customer must use strong passwords, protect devices, avoid sharing credentials, remove access for offboarded staff, limit permissions, train users, report suspected incidents, and comply with internal security policies.

16.4. The Customer acknowledges that no system is 100% secure, inviolable, uninterrupted or free of failures.

17. Commercial terms, payment and price adjustment

17.1. The Customer will pay Ezituuz the amounts set out in the Commercial Proposal, including, as applicable, the monthly license fee, deployment, configuration, training, customization, additional support, infrastructure, storage, overages, integrations, third-party costs, message or API consumption, and standalone services.

17.2. Unless otherwise provided, monthly fees and subscriptions will be paid in advance of the usage period.

17.3. In the event of late payment, a late-payment penalty of 2% of the outstanding amount, interest of 1% per month pro rata die, monetary correction by the index set out in the Commercial Proposal or, absent one, by the IPCA or IGP-M, as chosen by Ezituuz, and collection expenses, protest fees, attorney's fees and costs, when applicable, will apply.

17.4. After 5 calendar days of delay, Ezituuz may fully or partially suspend access to the Platform. Suspension does not interrupt billing of the contracted amounts.

17.5. After 15 calendar days of delay, Ezituuz may terminate the Terms for cause, permanently block the license, remove environments, delete data and charge amounts due and to become due.

17.6. Reactivation after suspension may depend on full payment of outstanding amounts, bank clearing, payment of a reactivation fee, technical availability and the absence of a definitive termination.

17.7. Amounts may be adjusted annually by the IPCA, IGP-M or another index set out in the Commercial Proposal.

17.8. Third-party costs, exchange rates, cloud, APIs, Meta, AI, messaging and infrastructure may be passed through independently of the annual adjustment when they undergo a relevant change.

18. Acceptable use

18.1. It is prohibited to use the Platform for:

  • spam, unauthorized blasts or unsolicited messages;
  • phishing, scams, fraud, malware or malicious social engineering;
  • harassment, threats, hate speech, discrimination or abusive content;
  • sexual exploitation, unlawful sexual content, or violation of the rights of children and teenagers;
  • sale, offer, promotion or brokering of products or services prohibited by law or by third-party policies;
  • infringement of intellectual property rights;
  • unlawful data collection;
  • privacy violations;
  • manipulation, deception or abuse of consumers;
  • activities contrary to Meta, WhatsApp or other integrated platforms' policies;
  • any unlawful purpose.

18.2. In the event of suspected misuse, Ezituuz may suspend accounts, block features, limit sending, interrupt integrations, preserve logs, request clarification, terminate the Terms, and notify authorities, when required by law.

19. Limitation of liability

19.1. To the maximum extent permitted by applicable law, Ezituuz's liability will be limited to direct, material, proven damages arising from a failure exclusively attributable to Ezituuz.

19.2. Ezituuz will not be liable for lost profits, loss of revenue, loss of opportunity, loss of customers, reputational damage, indirect moral damages, business interruption, data loss caused by third parties or by the Customer, fines applied by third parties, account blocks, bans by Meta or WhatsApp, AI failures, business decisions made based on reports, unsuccessful campaigns, third-party unavailability, or consequential, special, incidental or punitive damages.

19.3. If Ezituuz is definitively ordered to indemnify the Customer for direct damage caused exclusively by Ezituuz, total accumulated liability will be limited to the amount corresponding to the monthly fees actually paid by the Customer in the 3 months immediately preceding the event that gave rise to the damage.

19.4. The liability cap will not apply only where Brazilian law expressly prohibits its limitation, particularly in the case of proven willful misconduct.

20. Indemnification

20.1. The Customer must defend, indemnify and hold Ezituuz harmless against losses, claims, fines, sanctions, penalties, lawsuits, damages, costs and expenses arising from misuse of the Platform, LGPD violations caused by the Customer, absence of a legal basis or opt-in, sending of spam or unsolicited messages, failure to honor opt-out, violation of Meta or third-party policies, unlawful or fraudulent content, infringement of third-party intellectual property, improper sharing of credentials, security failures in the Customer's devices or infrastructure, incorrect data entered on the Platform, promises or communications made by the Customer, unsupervised use of AI, and unlawful or abusive activities.

21. Suspension and termination

21.1. Either Party may terminate the contract without cause upon 30 days' prior written notice, unless a different timeframe is set out in the Commercial Proposal.

21.2. Ezituuz may immediately terminate the contract, without prior notice, in the event of default exceeding 15 days, infringement of intellectual property, reverse engineering, unlawful use, spam or abuse, serious LGPD violation, attempted intrusion, fraud, improper license sharing, violation of third-party policies, relevant legal or technical risk, judicial or regulatory order, insolvency, judicial reorganization, bankruptcy, or irregular closure of the Customer.

21.3. Upon termination, the license to use ceases, amounts due become immediately payable, access may be blocked, and after the retention period the data may be permanently deleted.

21.4. The Customer must request data export before the contract ends or within up to 5 calendar days after termination, provided it is in good standing and it is technically feasible.

22. Communications

22.1. Communications between the Parties may take place by email, business WhatsApp, the Platform dashboard, a ticketing system, extrajudicial notice, or another means indicated in the Commercial Proposal.

22.2. The Customer must keep its contact information up to date. Notifications sent to the registered contacts will be considered valid.

23. Changes to the Terms and the Platform

23.1. Ezituuz may update these Terms, policies, documents, annexes and conditions of use to reflect legal, technical, commercial, regulatory, security or third-party changes.

23.2. Relevant changes will be communicated through a reasonable means. Continued use of the Platform after the changes take effect constitutes acceptance.

23.3. If the Customer does not agree with relevant changes, it may terminate the contract before the new version takes effect, subject to any pending financial obligations.

24. Non-competition and non-solicitation

24.1. During the term of the contract and for 12 months after its termination, the Customer may not solicit, hire or attempt to hire staff, contractors or partners directly involved in providing Ezituuz's services, except with express authorization.

24.2. The Customer may not use access to the Platform, documentation, screens, workflows, support, architecture or confidential information to create, finance, specify, commission or develop a competing product through copying, substantial imitation, or appropriation of Ezituuz's know-how.

25. Force majeure

25.1. Neither Party will be held liable for delay or non-performance caused by events beyond its reasonable control, including natural disasters, wars, pandemics, government acts, general strikes, blackouts, massive internet failures, widespread cyberattacks, broad unavailability of essential providers, unexpected regulatory changes, and judicial or administrative blocks.

26. General provisions

26.1. These Terms do not create a partnership, association, franchise, commercial representation, employment relationship, joint venture or consumer relationship between the Parties, unless the law provides otherwise.

26.2. The Customer may not assign or transfer these Terms without Ezituuz's prior written authorization. Ezituuz may assign these Terms to companies within the same economic group, successors or acquirers.

26.3. A Party's tolerance regarding a breach of an obligation by the other Party will not constitute a waiver, novation or contractual amendment.

26.4. If any clause is deemed invalid, unlawful or unenforceable, the remaining clauses will remain in full force and effect.

26.5. In the event of a conflict between documents, the following order of precedence will apply: the specific Commercial Proposal; specific annexes; the contract signed between the Parties; these Terms; the Privacy Policy; complementary policies and documents; generic commercial materials.

26.6. The Parties acknowledge the validity of electronic and digital signatures or electronic acceptance, including through signature platforms, email, an acceptance click, confirmation on a proposal, payment of the first invoice, or the start of use of the Platform.

27. Governing law and jurisdiction

27.1. These Terms will be governed and interpreted in accordance with the laws of the Federative Republic of Brazil.

27.2. The courts of the Comarca of Uberlândia, Minas Gerais, are elected, with express waiver of any other, however privileged, to settle disputes arising from these Terms, except where a mandatory legal rule determines a different jurisdiction.

Annex I — eztz desk Acceptable Use Policy

The Customer undertakes not to use the Platform for spam, unauthorized blasts, scams, fraud, phishing, malware, unlawful data collection, privacy violations, harassment, discrimination, hate speech, unlawful sexual content, sale of prohibited products, violation of Meta, WhatsApp or third-party policies, copyright infringement, criminal activities, or manipulation, deception or abuse of consumers.

Violation of this Policy may result in immediate suspension, limitation of features, blocking of integrations, preservation of logs, notification of authorities when required by law, and termination for cause.

Annex II — Specific Rules for WhatsApp, Meta and Messaging

  • The Customer must obtain valid opt-in before sending communications when required by law, Meta policy or good practice.
  • The Customer must immediately honor cancellation, blocking or message-interruption requests.
  • Template approval depends exclusively on Meta or the applicable provider.
  • The Customer is responsible for the content of messages, campaigns, templates, automatic replies and automations.
  • Ezituuz is not liable for bans, suspensions, restrictions, quality loss, number blocking, account limitation or message rejection.
  • Costs charged by Meta, WhatsApp, providers or APIs may be passed on to the Customer.
  • Changes to Meta's policies may impact Platform features without constituting a failure by Ezituuz.
  • The use of automations must preserve clear means of human support or an alternative support channel when required by applicable policies.

Annex III — Support and SLA

  • Ordinary support includes questions, fixes for reproducible failures, basic guidance and technical analysis.
  • It does not include strategic consulting, advanced training, campaigns, the Customer's infrastructure, equipment, customizations, complex data recovery or support for third-party bans, unless specifically contracted.
  • The availability target, when applicable, will be 99.0% per month for the managed environment.
  • Third-party events, maintenance, force majeure, Customer failures, external APIs, attacks, default, or use outside the plan are not counted in the SLA calculation.