TERMS
/ Last updated 2026-05-21
The contract, in plain English.
These terms govern the diagnostic call, the agent setup and the ongoing managed service we deliver. They apply alongside the Master Services Agreement (MSA) and Data Processing Agreement (DPA) we sign before any real data is processed.
What we deliver
Auphere operates a bespoke AI agent service in three phases: a diagnostic call (free, 30 minutes), an agent setup (one-time, scoped in writing), and an ongoing managed service (monthly fee, the agent runs on our infrastructure under an SLA).
We are not a SaaS vendor. We are not a software contractor that hands over a codebase. The relationship is the operation: we run the agent for you for as long as the contract is in force. When the channel is WhatsApp, Auphere operates as an authorized Tech Provider of Meta Platforms, Inc.: the client retains ownership of their WhatsApp Business Account (WABA) and Meta bills the client directly for messaging usage; Auphere only charges the managed-service fee.
The diagnostic
The diagnostic is a 30-minute conversation with an engineer. There is no cost and no commitment. We leave with a written go/no-go: which workflows would automate, which integrations would be needed, an estimate, and a timeline.
If we conclude automation does not solve your problem, we say so and the relationship ends there. You keep our notes.
Bespoke + managed
Once you sign, we configure the agent to your real operation: your tools, your voice, your rules. Setup is a one-time fee, scoped in writing, paid 50% on signing and 50% on kickoff. The agent goes live only when you sign off on the configuration.
From go-live, the agent runs under a monthly managed service: we host it, monitor it 24/7, fix what breaks, and improve it on an agreed cycle (monthly, bi-weekly or weekly depending on tier).
Code and infrastructure ownership
The agent runs on infrastructure operated by Auphere. The codebase, models, prompts, orchestration logic and underlying platform belong to Auphere, not to the client.
This is deliberate. You buy a working agent and a service, not a codebase to maintain, hire engineers for, or babysit. That is our job.
What is yours
Your data is yours. Your conversation history is yours. Your business rules, your integrations, the agent's configuration and the tone of voice we tuned to your brand: all yours. You can export them at any time, in standard formats.
Auphere never uses your data to train models we sell to other clients. The DPA we sign codifies this. In return, the client commits to an acceptable use policy: comply with WhatsApp policies (Business Messaging Policy and Commerce Policy), obtain valid opt-in from the end-user before initiating conversations, never use purchased or scraped lists, and honour opt-out requests without retry. If we detect material compliance risk — sustained quality-rating drop, Meta alert, abuse pattern — we may suspend the channel immediately to protect the rest of our clients; we notify the client as soon as possible and give them the opportunity to respond.
Fees and billing
Prices are in USD, taxes excluded. Setup is paid 50% on contract signing, 50% on project kickoff. The managed service is invoiced monthly (or annually, with a 10% discount).
If usage exceeds the contracted volume (conversations, integrations), we agree the next tier before the next billing cycle. No surprise invoices.
Cancellation
You may cancel the managed service any month after the first three, with 30 days' written notice. There are no clawbacks and no contractual lock-in beyond the initial 3-month minimum.
On termination, we provide a 30-day export window during which we export your data, conversation history and configuration in standard formats. If you are moving to another vendor, we help with the handoff. After the export window, we delete all client data except what we are legally required to retain.
Confidentiality and NDAs
Both sides treat the other's confidential information as confidential, period. Our standard MSA covers this for most engagements. We sign custom NDAs for regulated industries (healthcare, financial services, legal) on request, with no friction.
Service levels
Each tier ships with an SLA, written into the contract. Business 360 includes a 4-hour response window for production incidents.
We measure outcome metrics agreed during the diagnostic (response time, resolution rate, no-shows recovered, cost per handled conversation). You see them live in your dashboard. If a metric drifts, the next improvement cycle prioritises fixing it.
Liability
Our aggregate liability is capped at the fees paid to Auphere in the twelve months preceding the claim. We exclude indirect and consequential damages to the extent permitted by law.
These caps do not apply to indemnities for confidentiality breaches, willful misconduct or the breach of data protection obligations. The MSA spells out the carve-outs.
Governing law
Unless your MSA says otherwise, these terms are governed by the law of Spain. EU clients may elect to be governed by the law of their habitual residence for consumer-protection purposes.