Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the Astroxtech platform provided by ASTROX TECHNOLOGIES LTD (“we”, “us”, “our”). By creating an account or using the service, you agree to these Terms in full.

Definitions

The following terms have the meanings given below wherever they appear in these Terms:

• “Conversation” means a continuous exchange of messages between a single end-customer and the AI agent (or a human agent following handoff) within a 24-hour rolling window. Multiple messages sent by the same end-customer within 24 hours count as one conversation. A new 24-hour window beginning after the previous one has closed starts a new conversation. Human handoff exchanges within the same window count as part of the same conversation. AI-generated responses that the end-customer does not reply to still count as one conversation if the AI sent at least one message in response to an inbound contact.
• “Automated channel” means any channel (including web chat, WhatsApp, email auto-reply) where the AI agent is configured to respond to end-customers without per-message human review, based on pre-approved knowledge sources, workflows, and guardrails set by the customer.
• “Draft / review channel” means any workflow where the AI agent generates response drafts for human review and approval before sending (for example, email inbox management in agent-assist mode).
• “Knowledge sources” means the content, policies, FAQs, product data, and other materials you upload or connect to the platform to train or configure the AI agent's responses.
• “Services” means the Astroxtech software platform, APIs, integrations, and related support as described in these Terms and your subscription plan.

1. About us

Astroxtech is a trading name of ASTROX TECHNOLOGIES LTD, a company incorporated in England and Wales (Company No. 16584933), registered at 72 Glenthorne Close, Sutton, Greater London, SM3 9NN. Contact: support@astroxtech.com.

2. The service

We provide policy-grounded AI agent software for eCommerce businesses, including AI-assisted sales, customer support automation, and integrations with platforms such as Shopify and WhatsApp. Features available to you depend on your subscription plan.

AI automation model: The platform operates on a two-tier model. In Automated channels, the AI agent sends responses automatically based on knowledge sources, workflows, and guardrails you have pre-approved during setup — no per-message human review is required or implied. In Draft/review channels (such as email agent-assist mode), the AI generates draft responses for a human agent to review and send. You are responsible for configuring which channels operate in automated mode and for ensuring your pre-approved knowledge sources and guardrails are appropriate before enabling automation.

Eligibility: The service is provided to businesses only. By creating an account, you confirm that: (a) you are acting on behalf of a legally registered business and not as a consumer; (b) you have full authority to bind that business to these Terms; and (c) you are at least 18 years old. If you are a sole trader or individual, you acknowledge that you are using the service in a commercial capacity and not as a consumer for the purposes of the Consumer Rights Act 2015. We collect your company name at registration as evidence of business use. You may also be asked to provide a company registration number or VAT number for verification purposes.

3. Free trial

We offer a 7-day free trial on all paid plans. No credit card is required to start a trial. If you do not add a valid payment method before the end of the 7-day trial, your subscription will be automatically cancelled and access to the platform will be suspended.

To continue using the platform after the trial, you must add a payment method before the trial ends. Once a valid payment method is added, your subscription will begin and your payment method will be charged the applicable plan fee for the first billing period.

Trial scope: The free trial is designed for self-serve evaluation of core platform features. It does not include human-assisted onboarding, custom prompt design, managed integration support, or dedicated technical setup. Advanced integrations (such as deep Shopify or WhatsApp configuration) may require a paid plan and, where applicable, a separate onboarding engagement. The trial period is your opportunity to assess whether the service meets your requirements before committing to a paid subscription.

4. Subscriptions, billing, and auto-renewal

Subscriptions are billed monthly in advance. We do not currently offer annual billing plans.

• Auto-renewal: Your subscription renews automatically at the end of each billing period. We will charge your stored payment method for the next period's fee unless you cancel before the renewal date.
• Price changes: We will give you at least 30 days' written notice (by email) before any price increase takes effect. If you do not cancel before the new price applies, you are deemed to accept the new pricing.
• Taxes: All fees are exclusive of VAT and other applicable taxes, which will be added at checkout where required.
• Failed payments: If a payment fails, we will retry the charge automatically using Stripe's payment retry logic. AI features remain accessible for up to 3 days following an initial failed payment to allow time for the payment to self-resolve (e.g. where the failure is a temporary bank issue). If payment is not resolved within 3 days of the first failure, access to AI features may be suspended until the outstanding amount is settled. We will notify you by email when a payment fails.
• Plan changes: You may upgrade your subscription plan at any time; the upgrade takes effect immediately and you will be charged a pro-rata amount for the remainder of the current billing period. Downgrades take effect at the start of the next billing period. Unused monthly AI conversation quota does not carry over between billing periods.
• Founding offer: Customers who signed up under our Founding Member offer receive locked pricing for their first 12 months of paid subscription. After that 12-month founding period, your subscription renews at the then-current standard pricing and you will receive at least 30 days' written notice before the new price applies.

5. Cancellation and refunds

You may cancel your subscription at any time through your account settings or by emailing support@astroxtech.com. Cancellation takes effect at the end of the current billing period. Your access to the platform remains active until the end of that period.

30-day reactivation window: If you reactivate your subscription within 30 days of your cancellation date, your account — including all bots, settings, conversation logs, and retained data — will be fully restored. This 30-day grace period applies to all plans. After 30 days, your account data may be permanently deleted and cannot be recovered.

To avoid being charged for the next billing cycle, you must cancel at least 24 hours before your renewal date.

Refund window: You may request a refund within 7 days of the start of your first paid billing period (i.e. within 7 days of adding your payment method and activating your subscription), provided that your account's total AI conversation usage during that period does not exceed 100 conversations. Refund requests must be submitted to support@astroxtech.com with your account email and reason.

No refunds in the following circumstances:

• You have exceeded the 100-conversation usage threshold during the refund window.
• You have received human-assisted onboarding, custom prompt configuration, managed integration setup, or any professional services from us (whether as part of a paid package or goodwill assistance).
• You have completed a WhatsApp, Shopify, Gmail, or other third-party integration with our assistance.
• The refund request is submitted after the 7-day refund window.
• The refund request is based solely on a pending bug report, feature request, or issue log entry.
• You are requesting a refund for a renewal period (only the initial paid period is eligible).

Outside the refund window, we do not provide refunds for unused time within a paid billing period, except where required by law.

Payment disputes and chargebacks: If you initiate a chargeback or payment dispute with your card issuer or bank rather than first contacting us to resolve the matter, we may: (a) immediately suspend your access to the platform; (b) treat the disputed amount as an outstanding debt; (c) pass on to you any chargeback processing fees charged to us by our payment processor (typically $20–$25 per dispute); and (d) take steps to recover the disputed amount. We maintain full records of service delivery including account activation timestamps, login records, AI conversation counts, integration connection status, and support correspondence, which we will provide to payment processors in the event of a dispute. We encourage you to contact us at support@astroxtech.com before raising any payment dispute.

5.1 Prepaid AI conversation credits (top-up)

Where you purchase additional AI conversation credits beyond your plan's monthly allowance (“top-up credits”), the following terms apply:

• Top-up credits are non-refundable once purchased.
• Top-up credits do not expire during an active subscription.
• If you cancel your subscription, any unused top-up credits are placed into a 30-day hold period. If you reactivate your account within 30 days of cancellation, your unused credits will be reinstated in full.
• If you do not reactivate within 30 days of cancellation, any remaining top-up credits are permanently forfeited and will not be refunded or transferred.
• Credits held during the 30-day grace period cannot be used until your account is reactivated on an active paid plan.

5.2 WhatsApp Business (BYOA)

Astroxtech operates a Bring Your Own Account (BYOA) model for WhatsApp Business. You connect your own WhatsApp Business API account (via Bird or a compatible provider). Meta Platforms bills you directly for WhatsApp conversation fees. Astroxtech has no billing relationship with you for WhatsApp usage charges, and we have no obligation to refund, credit, or compensate for any WhatsApp conversation fees charged by Meta or your chosen API provider.

5.3 Support and issue resolution

We provide support via email and in-platform channels during our published support hours. The following terms apply to all support interactions and issue reports:

• Issue categories: We classify reported issues into three categories: (1) System bugs — confirmed defects in platform functionality; (2) Configuration or usage issues — problems arising from incorrect setup, misuse, or misunderstanding of features; (3) Feature requests — requests for new or extended functionality. Only confirmed system bugs are prioritised for engineering remediation. Configuration issues and feature requests do not constitute bugs and will not automatically result in fixes.
• No guaranteed resolution timelines: Submitting an issue report does not guarantee immediate or time-bound resolution. Resolution timelines depend on the nature, severity, and complexity of the issue. We will endeavour to acknowledge reports within 2 business days and communicate expected timelines where possible.
• Issue reporting requirements: To be reviewed, issue reports must include: a description of the problem, steps to reproduce, screenshots or recordings where applicable, your bot ID or workspace URL, and the affected channel or integration. Incomplete reports may be deprioritised or closed pending further information.
• Open issue limit: Each account may maintain a maximum of 10 open issue reports at any time. Additional reports may be submitted once existing issues are resolved or closed.
• No automatic refund for issues: The existence of open or unresolved issue reports does not entitle you to a refund, service credit, or suspension of payment obligations. Refunds are governed solely by Section 5 above.
• Trial period service quality: During the free trial period, the service is provided for evaluation purposes. We do not guarantee production-level performance, and minor instabilities or limitations may be present. Customers are responsible for evaluating suitability during the trial before committing to a paid subscription.

6. Account responsibilities

You are responsible for:

• Maintaining the security and confidentiality of your login credentials.
• All activity that occurs under your account.
• Providing accurate business and billing information.
• Ensuring all users with access to your account comply with these Terms.

You must notify us immediately at support@astroxtech.com if you suspect any unauthorised use of your account.

7. Acceptable use

Your use of the service is subject to our Acceptable Use Policy, which is incorporated into these Terms by reference. In summary, you must not use the service to engage in illegal activity, deceive or harm customers, send unsolicited communications, or violate the terms of any connected third-party platform.

8. AI output and your responsibility

AI outputs generated by the platform are probabilistic and may not always be accurate, complete, or appropriate for your specific business context. You are responsible for:

• Reviewing and approving AI-drafted content before it is sent to your customers.
• Configuring the AI agent with accurate policies, product information, and guardrails.
• Any content sent to your customers through the platform, whether AI-generated or manually written.
• AI-generated outputs are provided for informational purposes only. We do not warrant that AI-generated content is accurate, complete, or free from third-party intellectual property claims. You are responsible for reviewing AI outputs before use and ensuring your use of those outputs does not infringe any third-party rights.

9. Third-party integrations and AI service availability

The service integrates with third-party platforms (including Shopify, WhatsApp via Bird, OpenAI, and others). Your use of those integrations is also subject to the respective third party's terms and policies. We are not liable for disruptions, changes, or policy enforcements by third-party providers.

AI service dependency: AI agent response generation relies on third-party AI model providers, including OpenAI. Service availability, response quality, and feature functionality may be affected by the availability, performance, or policy changes of these upstream providers. We do not guarantee uninterrupted AI response capability where disruption is caused by a third-party AI provider. In the event of a prolonged upstream outage affecting core AI functionality, we will endeavour to notify affected customers and provide a status update within 24 hours.

10. Data processing and retention

Where we process personal data on your behalf in connection with your use of the service, this is governed by our Data Processing Agreement, which forms part of these Terms. Our collection and use of personal data is described in our Privacy Policy.

For clarity, data we hold is categorised as follows:

• Processor / conversation data (your end-customers' messages, names, and contact details processed by us on your behalf): retained according to your plan's retention period and deleted within 30 days of account termination, as described in the DPA.
• Controller data (your account registration details, billing records, payment history, security logs, and anti-fraud records): we retain this data as data controller for as long as required by applicable law — typically up to 7 years for financial records under UK tax and accounting law. This data is not subject to the 30-day post-termination deletion that applies to processor data.
• Backup residuals: encrypted backup copies may persist for up to 30 days after a deletion event before being fully purged from all systems. This does not extend your data export window under Section 17.

11. Intellectual property

We own all intellectual property rights in the Astroxtech platform, including software, design, documentation, and trademarks. These Terms do not grant you any ownership of our IP. You retain ownership of all content, data, and materials you upload or configure within the platform (“Your Content”). You grant us a limited licence to use Your Content solely to provide the service to you.

12. Confidentiality

Each party agrees to keep the other's confidential information (including technical details, pricing, and business information) confidential and not to disclose it to third parties without prior written consent, except as required by law.

13. Warranties and disclaimers

We provide the service on an “as is” and “as available” basis. We do not warrant that the service will be uninterrupted, error-free, or meet all of your specific requirements. We aim for high availability but do not guarantee any specific uptime outside of a separately agreed Service Level Agreement.

Website and marketing descriptions: Descriptions of features, capabilities, and performance on our website, marketing materials, and promotional content are for general informational purposes only. They describe intended capabilities under typical configurations and supported use cases, and do not constitute a guarantee that every described feature will function in every customer environment, for every store configuration, or with every third-party integration. Actual performance depends on your subscription plan, the quality and completeness of your configured knowledge sources, your connected integrations, and your specific business workflows. You are responsible for evaluating suitability during the free trial period before committing to a paid subscription.

AI output accuracy: AI-generated responses are based on content you have configured and approved. While the platform is designed to ground responses in approved sources, we do not warrant that AI outputs will be accurate, complete, free from error, or appropriate in every scenario. Response quality depends on the accuracy of your configured knowledge base, integration data availability, and the specific customer queries received.

Third-party platform compatibility: Integration availability and depth may vary by subscription plan, third-party platform version, and configuration. We do not warrant compatibility with all store setups, Shopify app configurations, WhatsApp Business account types, or email provider settings.

14. Limitation of liability

To the maximum extent permitted by applicable law:

• Our total aggregate liability to you for all claims arising under or in connection with these Terms shall not exceed the following fixed cap based on your subscription plan at the time of the claim:
  • Starter plan: $300 USD
  • Growth plan: $500 USD
  • Scale plan: $600 USD
  • Enterprise plan: the amount specified in your Enterprise order form or statement of work
• We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of revenue, loss of data, or business interruption, even if we have been advised of the possibility of such damages.

Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded by law.

15. Suspension and termination

We may suspend or terminate your access to the service immediately, without notice, if:

• You breach these Terms or the Acceptable Use Policy.
• We reasonably believe your account poses a security risk or legal risk to us or others.
• Payment is overdue and not resolved within a reasonable period after notice.

On termination, you must cease use of the service and we may delete your account data in accordance with our data retention policy. You remain liable for all fees accrued up to the date of termination.

Data export: Following termination, you may log in to your account in read-only mode for 30 days to download your data via Settings → Account → Export as ZIP. During this period you cannot use platform features (sending messages, running bots, or modifying settings). After 30 days, login access is removed and we may permanently delete your data. Available data depends on your plan's retention period — for example, Starter plan conversation logs are retained for 7 days and may already be purged before the 30-day export window closes. You can also request a manual export at any time during this window by emailing support@astroxtech.com.

16. Changes to these Terms

We may update these Terms from time to time. We will notify you of material changes by email at least 30 days before they take effect. Continued use of the service after the effective date of updated Terms constitutes acceptance. If you do not agree to the updated Terms, you should cancel your subscription before the changes take effect.

17. Governing law and disputes

These Terms are governed by the laws of England and Wales. Any dispute arising under or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales. We encourage you to contact us first at support@astroxtech.com to resolve any issue informally before commencing proceedings.

International customers: If you are located outside the United Kingdom, you agree that the laws of England and Wales govern these Terms and any dispute arising from them, and you consent to the exclusive jurisdiction of the courts of England and Wales. You waive any objection to proceedings in those courts on the grounds of inconvenient forum or otherwise. Nothing in this clause affects any mandatory consumer protection rights you may have under the laws of your own jurisdiction, where applicable.

18. Indemnification

You shall indemnify, defend, and hold harmless ASTROX TECHNOLOGIES LTD, its directors, officers, employees, and agents from and against any claims, liabilities, damages, costs, and expenses (including reasonable legal fees) arising from or in connection with: (a) your breach of these Terms or the Acceptable Use Policy; (b) your use or misuse of the service; (c) content you upload, configure, or transmit through the platform; or (d) your violation of any applicable law or third-party rights. This indemnity does not apply to the extent that a claim arises from our own negligence, fraud, or wilful misconduct.

19. Force majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms where such failure or delay is caused by circumstances beyond that party's reasonable control, including but not limited to: acts of God, natural disasters, pandemic or epidemic, war, terrorism, government action, changes in applicable law, power failures, internet or infrastructure outages, or the failure of third-party service providers (including cloud hosting, payment processors, or messaging platform providers). The affected party shall notify the other as soon as reasonably practicable and shall use reasonable efforts to minimise the effect of the event. If a force majeure event continues for more than 60 consecutive days, either party may terminate the agreement on written notice without penalty to either party.

20. General provisions

• Entire agreement: These Terms, together with the Acceptable Use Policy, Privacy Policy, and Data Processing Agreement, constitute the entire agreement between the parties in relation to the service and supersede all prior representations, statements, understandings, or agreements relating to the same subject matter. You confirm you have not relied on any representation not expressly set out in these Terms.
• Severability: If any provision of these Terms is held by a court of competent jurisdiction to be invalid, unlawful, or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable. All remaining provisions shall continue in full force and effect.
• Waiver: Our failure or delay in enforcing any provision of these Terms on any occasion shall not constitute a waiver of our right to enforce that provision or any other provision on any future occasion.
• Assignment: You may not assign, transfer, or delegate any rights or obligations under these Terms without our prior written consent. We may assign these Terms (in whole or in part) in connection with a merger, acquisition, restructuring, or sale of all or substantially all of our business assets, provided we give you reasonable prior notice and the assignee agrees to be bound by these Terms.
• No resale: You may not resell, sublicense, white-label, or grant third parties access to the service as a standalone product without our prior written authorisation.
• Export compliance: You must not use the service in violation of any applicable export control laws, trade sanctions, or embargoes, including those administered by the UK Office of Financial Sanctions Implementation (OFSI) or equivalent regulatory authorities.
• Notices: All formal notices under these Terms must be sent to us at support@astroxtech.com and will be deemed received on the next business day. We will send notices to the email address associated with your account.

21. Contact

Questions about these Terms: support@astroxtech.com
ASTROX TECHNOLOGIES LTD, 72 Glenthorne Close, Sutton, Greater London, SM3 9NN, United Kingdom.

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