Vendor Terms

This Vendor/Partner Agreement ("Agreement") is entered into by and between Official API World, located at Thane, Navi Mumbai, Maharashtra ("Company", "We", "Us"), and the entity or individual signing up as a partner/reseller ("Vendor", "Partner", "You"). By registering as a Vendor or Reseller with Official API World, you agree to be bound by these terms. 1. Appointment and Scope 1.1 Non-Exclusive Rights: The Company grants the Vendor a non-exclusive, non-transferable right to market, promote, and resell access to the Official API World SaaS platform to end-users ("Clients"). 1.2 Independent Contractor: The Vendor acts as an independent contractor and not as an employee, agent, or joint venture partner of Official API World. You have no authority to bind the Company to any contract or debt. 2. Vendor Obligations 2.1 Compliance with Meta Policies: The Vendor acknowledges that the Services rely on Meta (WhatsApp, Facebook, Instagram) APIs. The Vendor must ensure that their Clients strictly adhere to: WhatsApp Business Messaging Policy WhatsApp Commerce Policy Meta Terms of Service Any violation by a Client managed by the Vendor may result in the suspension of that Client or the Vendor’s entire account. 2.2 Ethical Marketing: The Vendor shall not make false claims, guarantees, or misrepresentations about the Service (e.g., guaranteeing "ban-proof" messaging, which is technically impossible). 2.3 Tier 1 Support: Unless agreed otherwise, the Vendor is responsible for providing "Level 1" customer support (basic troubleshooting) to their own Clients. Official API World will provide "Level 2" technical support to the Vendor. 3. Pricing, Commission, and Payments 3.1 Wholesale Rates: The Vendor shall pay the Company the wholesale/base rate for licenses and message credits as defined in the Partner Dashboard. 3.2 Resale Pricing: The Vendor is free to set their own pricing for their Clients (End-Users). 3.3 Payments to Company: The Vendor must maintain a sufficient credit balance or pay monthly invoices on time. Failure to pay may result in the immediate suspension of all sub-accounts managed by the Vendor. 3.4 Taxes: The Vendor is responsible for collecting and remitting GST and other applicable taxes from their Clients. 4. Intellectual Property & White Labeling 4.1 Ownership: Official API World retains all ownership rights, title, and interest in the software, source code, and underlying technology. 4.2 White Label Rights (If applicable): If the Vendor is on a White Label plan, the Vendor is granted a revocable license to display their own branding (logo, domain) over the software interface. The Vendor may not claim to be the creator or developer of the underlying technology. 5. Confidentiality Both parties agree to keep confidential all non-public information obtained from the other party, including but not limited to API architecture, pricing structures, and client lists. This obligation survives the termination of this Agreement. 6. Termination 6.1 By Notice: Either party may terminate this Agreement with thirty (30) days' written notice. 6.2 Immediate Termination: Official API World reserves the right to terminate this Agreement immediately if: The Vendor violates Meta/WhatsApp policies, endangering the Company's API access. The Vendor engages in fraudulent activity. The Vendor fails to make payments. 6.3 Effect of Termination: Upon termination, the Vendor must cease promoting the Service. The Company reserves the right to approach the Vendor's end-users directly to prevent service disruption, at the Company's discretion. 7. Limitation of Liability Official API World shall not be liable to the Vendor or their Clients for any indirect damages, lost profits, or data loss arising from the use of the Service. Our total liability is limited to the fees paid by the Vendor to us in the one (1) month preceding the claim. 8. Indemnification The Vendor agrees to indemnify and hold Official API World harmless from any claims, damages, or legal fees arising out of: The Vendor's negligence or misconduct. Any dispute between the Vendor and their Client. Violation of Meta’s policies by the Vendor or their Clients. 9. Governing Law and Dispute Resolution This Agreement shall be governed by the laws of India. Any disputes arising under this Agreement shall be subject to the exclusive jurisdiction of the courts in Thane, Maharashtra. 10. Contact Information For partner support or legal notices, please contact: Email: support@officialapiworld.com Address: Thane, Navi Mumbai, Maharashtra