1. GENERAL PROVISIONS AND DEFINITIONS
1.1These Terms and Conditions of Service (the "Terms") govern the relationship between PT Aseanindo Kontakami Sinergia ("KONTAKAMI", "We", or "we") and the party that subscribes to or uses the KONTAKAMI services (the "Customer", "You", or the "User").
1.2"Platform" means the web-based KONTAKAMI platform developed, operated, managed, and provided by KONTAKAMI through the internet, including the features, modules, functions, APIs, documentation, updates, and releases provided from time to time.
1.3"Services" means the subscription-based services provided through the Platform, including contact center, omnichannel, communication, conversation management, ticketing, dashboard, AI, integration, and other supporting functions in accordance with the Service Package selected by the Customer.
1.4"Account" means the account created to enable the Customer and authorised Users to access the Platform.
1.5"Customer Data" means data, information, content, recordings, conversations, tickets, documents, or other information entered, submitted, stored, or processed by or on behalf of the Customer through the Platform.
1.6"Service Package" means the package, modules, features, usage capacity, number of users/agents, channels, storage, or components of the Services selected by the Customer as set out in the Order Form, offer, quotation, or commercial document agreed by the Parties.
1.7"Subscription Period" means the period of use of the Services as set out in the Order Form or the applicable commercial document.
1.8"Third-Party Services" means services, applications, APIs, networks, channels, cloud services, payment services, AI services, or other technologies provided by parties other than KONTAKAMI and integrated or used together with the Platform.
2. ACCEPTANCE OF TERMS
2.1These Terms of Use constitute a legally binding agreement between KONTAKAMI and the Customer as a business entity. An individual who registers an account or signs an Order Form/LOI on behalf of a business entity represents and warrants that he or she has the lawful authority to bind that business entity to these Terms of Use.
2.2By registering, signing an Order Form/LOI, accepting an offer, activating an Account, or accessing or using the Platform, You declare that You have read, understood, and agreed to be bound by these Terms.
2.3Where there are specific provisions in an Order Form/LOI, SLA, DPA, or other document expressly agreed by the Parties, such specific provisions shall apply within their scope. In the event of a conflict, the order of precedence shall follow the provisions of the Order Form or the applicable principal agreement.
3. SCOPE AND SERVICE MODEL
3.1KONTAKAMI provides the Services as a web-based SaaS (Software as a Service) offering. The Customer obtains the right to access and use the Platform during the Subscription Period and in accordance with the selected Service Package.
3.2The Customer does not obtain ownership, any transfer of source code, or the right to distribute, resell, or license the Platform or its underlying technology, unless agreed in writing.
3.3KONTAKAMI may add, change, enhance, replace, or discontinue certain features of the Platform from time to time, provided that doing so does not conflict with service commitments expressly agreed in the applicable contractual documents.
3.4Services connected with other parties, including telecommunications providers, cloud infrastructure providers, or payment partners, are subject to separate terms and conditions set by the owners of those services ("Third-Party Terms"). KONTAKAMI is not responsible for issues arising solely from such third-party services.
3.5KONTAKAMI is entitled, without any exclusivity restriction whatsoever, to provide the Platform, the Services, or similar services to other parties, unless otherwise expressly agreed in writing by the Parties.
4. SUBSCRIPTION, ORDER FORM, AND USE
4.1The Customer's access rights are determined on the basis of the Service Package and Subscription Period as set out in the Order Form or agreed commercial document.
4.2The number of agents, users, channels, conversation volume, storage, API calls, or other usage limits may be restricted on the basis of the Service Package.
4.3Usage exceeding the limits of the Service Package may be subject to additional charges or may require an upgrade of the Service Package where such a mechanism is set out in the Order Form or commercial terms.
4.4The Customer shall not use an Account or credentials to grant access to unauthorised parties or use the Services beyond the scope of the access rights obtained.
4.5Unless otherwise agreed in writing in the Order Form, the Subscription Period shall be renewed automatically (auto-renewal) for a period equal to the preceding period, unless either party gives written notice of non-renewal no later than 30 (thirty) days before the expiry of the current Subscription Period.
5. ACCOUNT AND ACCESS SECURITY
5.1The Customer is responsible for the accuracy of Account information and shall update it whenever there are changes.
5.2The Customer is responsible for maintaining the confidentiality of usernames, passwords, API keys, and other credentials, and is responsible for activities carried out through User Accounts under its control.
5.3The Customer shall promptly notify KONTAKAMI upon becoming aware of or suspecting any unauthorised access, loss of credentials, or security incident relating to the Account.
5.4KONTAKAMI is entitled to take reasonable steps to protect the Platform, including restricting or suspending access that is indicated to pose a security risk.
5.5The Customer shall maintain the accuracy of registration data (Company name, Address, person in charge, billing information) and update it whenever there are changes, as inaccurate data may affect the smooth operation of the Services and the billing process.
6. CUSTOMER DATA
6.1The Customer retains its rights and interests in the Customer Data that it lawfully owns. These Terms do not transfer ownership of Customer Data to KONTAKAMI.
6.2The Customer grants KONTAKAMI a limited right to access, store, process, transmit, and use Customer Data to the extent necessary to provide, operate, maintain, secure, support, and improve the Services.
6.3The Customer is responsible for ensuring that the Customer has the legal basis and authority necessary to enter or process Customer Data through the Platform.
6.4The use of personal data in the provision of the Services is subject to the Privacy Policy and the personal data protection regulations applicable in Indonesia.
6.5Without prejudice to Clause 6.1, KONTAKAMI is entitled to process Customer Data into aggregated data and/or irreversibly anonymised data, in such a manner that it cannot be linked or re-identified to the Customer or to any individual ("Aggregated Data"), for use by KONTAKAMI for analytics, benchmarking, and product development and improvement, including the training of artificial intelligence (AI) models used in the Services. Aggregated Data that meets the anonymisation requirements referred to in this Clause is no longer categorised as personal data under the applicable personal data protection regulations. The Customer may at any time submit a written request to KONTAKAMI not to include its Customer Data in the processing referred to in this Clause, and KONTAKAMI will act on such request within a reasonable period in accordance with the mechanism set out in the Privacy Policy.
6.6KONTAKAMI will not share, sell, or disclose identifiable Customer Data to other KONTAKAMI customers or to any third party for the commercial benefit of such third party, except: (a) to providers of Third-Party Services as referred to in Clause 9 to the extent reasonably necessary to provide and operate the Services; or (b) to the extent required by a court order, law, or order of a competent authority in force.
7. PERSONAL DATA AND DATA PROCESSING
7.1The Parties shall comply with the applicable laws and regulations concerning personal data protection and data processing.
7.2The Customer is responsible for the processing instructions given to KONTAKAMI and for ensuring that such instructions are lawful.
7.3Data stored in the Services remains accessible while the Subscription Period is active. KONTAKAMI is entitled to delete Customer Data after a certain retention period as set out in Clause 19, unless otherwise agreed or required by law.
8. SERVICES PROVIDED AND CUSTOMISATION REQUESTS
8.1The Services are provided to the Customer in standard form ("as is") in accordance with the features covered by the Order Form/LOI. KONTAKAMI has no obligation to provide any features, integrations, interfaces, workflows, or special capacity beyond such standard scope unless agreed in writing.
8.2If the Customer requests adjustments, development of special features, additional integrations, or any other form of customisation, such request: (a) falls outside the scope of the Subscription fees already paid; (b) will be subject to additional charges in accordance with a separate offer and/or additional work agreement (Statement of Work) agreed in writing by both parties before work begins; and (c) will only be carried out after the Customer approves the fees and timeline offered.
8.3KONTAKAMI is entitled, at its sole discretion, to accept, negotiate, or reject any Customisation Request, including where such request is considered inconsistent with the product development direction, technically unfeasible, a risk to system security/stability, or in conflict with the Third-Party Terms of the relevant Third-Party channel. Rejection of a Customisation Request does not constitute a breach by KONTAKAMI of these Terms of Use.
8.4All results of special development created on the basis of a Customisation Request remain subject to Clause 13 (Intellectual Property Rights), unless otherwise expressly agreed in the relevant Statement of Work.
9. THIRD-PARTY SERVICES AND INTEGRATIONS
9.1The KONTAKAMI Services Platform enables the Customer to connect accounts with and/or integrate Third-Party Services, including but not limited to communication channel providers such as WhatsApp Business, Facebook Messenger, Instagram, and TikTok; email, cloud, AI, payment, and APIs, into a single omnichannel dashboard.
9.2The use of Third-Party Services may be subject to the terms, policies, fees, technical limitations, and privacy policies of the relevant third party.
9.3KONTAKAMI is not responsible for any changes, disruptions, restrictions, discontinuation, rejection, losses, blocking, actions, policies, or system failures caused by third-party channel providers, as these are beyond KONTAKAMI's reasonable control.
9.4The Customer is responsible for obtaining the consent or authorisation necessary to connect third-party accounts or services with the Platform.
10. PROHIBITED USE
10.1The Customer is prohibited from using the Platform for purposes that violate the law, regulations, the rights of others, or these Terms.
10.2Without limiting any other provision, the Customer is prohibited from: (a) attempting to obtain the source code or carrying out reverse engineering; (b) circumventing or disabling security mechanisms; (c) interfering with, damaging, or unreasonably burdening the Platform; (d) carrying out unauthorised scraping or automated access; (e) distributing malware; (f) sending spam or engaging in activities that may damage the reputation of channels, domains, or infrastructure; (g) using the Platform for fraud, illegal pornography, terrorism, or other activities prohibited by law; and (h) reselling or sublicensing the Platform without the written consent of KONTAKAMI.
10.3KONTAKAMI may take action against prohibited use, including by restricting, suspending, or terminating access in accordance with these Terms.
11. AVAILABILITY, MAINTENANCE, AND SUPPORT
11.1KONTAKAMI will make reasonable efforts to maintain the availability and operation of the Platform.
11.2Access to the Services may be disrupted at any time due to scheduled maintenance, system updates, disruptions to cloud provider infrastructure, or other causes beyond KONTAKAMI's reasonable control.
11.3KONTAKAMI does not guarantee that the Services will always be free from disruption, errors, or security vulnerabilities, but will follow up on disruption reports in accordance with the applicable technical support procedures.
11.4KONTAKAMI may carry out scheduled or emergency maintenance to preserve the security, stability, or integrity of the Platform.
12. FEES, BILLING, PAYMENT, AND TAXES
12.1The Customer shall pay the Service fees as set out in the Order Form, quotation, invoice, or applicable commercial document.
12.2KONTAKAMI is entitled to change the price of the Services for the next contract renewal period, unless the Parties have agreed in writing to a Subscription Period of more than 12 (twelve) months as set out in the Order Form/LOI. Where the agreed Subscription Period is more than 12 (twelve) months, the price set out in that Order Form/LOI shall be fixed and binding (fixed price) for the duration of that Subscription Period, and may only change in the next renewal period after that Subscription Period ends.
12.3Late payment may result in restriction or suspension of access after reasonable notice, without prejudice to KONTAKAMI's right to collect the payment obligations.
12.4Taxes arising in connection with the Services shall be borne by each Party in accordance with the applicable tax regulations.
13. INTELLECTUAL PROPERTY
13.1All rights, title, and interest in the Platform, software, source code, design, UI/UX, documentation, trademarks, logos, technology, standard configurations, and intellectual property of KONTAKAMI remain the property of KONTAKAMI or its licensors.
13.2Unless otherwise stated in writing, the Customer obtains only a limited, non-exclusive, non-transferable right, for the duration of the Subscription Period, to access and use the Platform in accordance with the Terms.
13.3The Customer retains its rights to Customer Data as set out in these Terms. KONTAKAMI does not claim ownership of Customer Data generated through the Services. The Customer grants KONTAKAMI a limited, royalty-free right to store, process, and display Customer Data solely for the purposes of the Services.
13.4Input, suggestions, or feedback regarding the Services may be used by KONTAKAMI for the development of the Services without any obligation of payment to the Customer.
13.5KONTAKAMI is entitled to display the Customer's name and logo as a Customer Reference in KONTAKAMI's marketing materials, website, proposals, or general case studies, unless the Customer submits a written objection in that regard.
14. CONFIDENTIALITY
14.1Each Party shall keep confidential any non-public information obtained from the other Party in connection with the Services ("Confidential Information").
14.2Confidential Information may only be used to exercise rights and perform obligations under the contractual relationship of the Parties.
14.3The confidentiality obligation does not apply to information that: (a) has become public other than through a breach by the receiving party, (b) was lawfully in the possession of the receiving party before it was disclosed, or (c) is required to be disclosed under a court order or law or an order of a competent authority or the applicable laws and regulations.
15. SECURITY
15.1KONTAKAMI implements technically reasonable security measures appropriate to the nature of the Services.
15.2The Customer is responsible for the security of the devices, networks, credentials, and configurations under its control.
16. AI AND AUTOMATION FEATURES
16.1The Services may include AI or automation features to assist with classification, recommendations, response drafting, analysis, summaries, routing, or other functions.
16.2AI output may contain errors, omissions, or inaccuracies. The Customer is responsible for reviewing such output and determining whether it is suitable for use.
16.3The Customer is responsible for the input provided to AI features and shall ensure that the use of such features complies with the law, KONTAKAMI's policies, and the applicable terms of Third-Party Services.
17. SUSPENSION OF SERVICES
17.1KONTAKAMI may suspend part or all of the access if: (a) the Customer commits a material breach; (b) there are payment obligations that are due and unpaid; (c) the use poses a security or operational risk; (d) the use violates the law; (e) suspension is necessary to comply with a legal obligation or regulatory order; or (f) it is necessary to protect the Platform or other users.
17.2To the extent circumstances permit, KONTAKAMI will give prior notice and a reasonable opportunity to remedy the breach, unless security, legal, or urgent circumstances require immediate action.
18. TERMINATION
18.1The Service relationship may end upon the expiry of the Subscription Period or pursuant to the termination provisions agreed in the Order Form/LOI or the Principal Agreement.
18.2Either Party may terminate the relationship if the other Party commits a material breach and fails to remedy it within a reasonable period after receiving written notice.
18.3KONTAKAMI may terminate the Services if the Customer's use violates the law, poses a material risk to the security of the Platform, or in other circumstances that reasonably require termination.
18.4Termination does not extinguish payment obligations that arose before the effective date of termination.
18.5If the Customer terminates the Services before the expiry of the agreed Subscription Period for reasons of convenience, and not due to an unremedied material breach: (a) the Customer remains obliged to pay in full all Service fees for the remainder of the current Subscription Period as set out in the Order Form/LOI, and (b) no refund will be given for fees previously paid.
19. DATA EXPORT, RETENTION, AND DELETION
19.1After the Services end, the Customer may export Customer Data in formats supported by the Platform, subject to technical capability and the terms of the Service Package, within a period of no more than 30 (thirty) calendar days from the date the Services end (the "Retention Period").
19.2After the Retention Period ends, KONTAKAMI may delete Customer Data in accordance with the applicable data retention and deletion policy, while observing legal obligations that require data to be retained.
20. WARRANTIES AND DISCLAIMERS
20.1KONTAKAMI will provide the Services professionally and with reasonable efforts in accordance with applicable service provision standards.
20.2KONTAKAMI does not guarantee that (a) the Services will always meet all of the Customer's specific needs, (b) the Services will operate without disruption or be error-free, (c) the results obtained from the use of the services, including the AI QA Scoring feature, will be fully accurate or reliable for every business decision.
20.3This disclaimer is not intended to limit any rights or protections that cannot be excluded under the applicable law.
21. INDEMNITY
21.1The Customer shall indemnify and hold KONTAKAMI harmless from third-party claims arising directly from: (a) Customer Data that infringes the rights of a third party; (b) use of the Platform in breach of the Terms or the law; or (c) infringement of a third party's intellectual property rights caused by material provided by the Customer.
21.2Further provisions regarding indemnity, including claims handling procedures, may be set out in a commercial agreement or principal agreement. Unless otherwise provided in such commercial agreement or principal agreement: (a) KONTAKAMI shall notify the Customer in writing and without undue delay after becoming aware of a Third-Party claim that is subject to the indemnity obligation under this Clause 21; (b) KONTAKAMI is entitled, at its sole option, to assume and control the defence and settlement of such claim using legal counsel of its choice; (c) the Customer shall provide the cooperation and information reasonably required for the defence and settlement of such claim.
21.3The Customer's indemnity obligation under Clause 21.1 also covers losses arising from the Customer's breach of the Terms of Third-Party Services (including Meta's policies for WhatsApp/Facebook/Instagram and TikTok's policies) that results in the suspension, blocking, or restriction of access by KONTAKAMI or other Customers to the relevant Third-Party Services.
22. LIMITATION OF LIABILITY
22.1To the extent permitted by law, KONTAKAMI is not liable for any indirect, incidental, special, or consequential losses, or loss of profit, revenue, business opportunity, goodwill, reputation, or data arising from the use of the Services. KONTAKAMI will not provide compensation or refund service fees under any circumstances.
22.2KONTAKAMI will not pay damages, compensation, or refunds in any form to the Customer in connection with claims relating to the Services, under any circumstances. The Customer agrees to hold KONTAKAMI harmless from all claims or demands arising as a result of the Customer's breach of these Terms or the applicable law.
23. CHANGES TO THE PLATFORM AND TERMS
23.1KONTAKAMI may make updates, technical changes, improvements, or modifications to the Platform from time to time.
23.2By continuing to use the Services after the effective date of a change, the Customer is deemed to accept such change.
24. FORCE MAJEURE
24.1KONTAKAMI is not liable for any delay or failure in performing its obligations caused by circumstances beyond its reasonable control, including natural disasters, war, riots, telecommunications or internet disruptions, disruptions of cloud providers or third parties, cyber attacks, government actions, epidemics/pandemics, or other force majeure events.
25. GOVERNING LAW AND DISPUTE RESOLUTION
25.1These Terms are governed by and construed in accordance with the laws of the Republic of Indonesia.
25.2Any dispute shall first be resolved through deliberation to reach consensus.
25.3If no resolution is reached within a reasonable period, the dispute shall be resolved through the South Jakarta District Court, unless the Parties agree in writing to an arbitration mechanism or another forum.
26. MISCELLANEOUS PROVISIONS
26.1KONTAKAMI may amend these Terms of Use from time to time.
26.2The Customer may not assign its rights and obligations under these Terms of Use to another party without the prior written consent of KONTAKAMI, except in the event of a merger, acquisition, or corporate restructuring of the Customer.
26.3If any Clause of these Terms is declared invalid, void, or unenforceable by a competent court or authority, such provision shall be severed and shall not affect the validity of the other clauses, which shall remain in full force and effect.
26.4Any failure or delay by either Party in exercising or enforcing a right under these Terms shall not be deemed a waiver of that right, and a waiver of a right shall only be effective if stated in writing by the Party concerned.
26.5These Terms are drawn up in the Indonesian language. If there is a version in another language for reference purposes, then in the event of any difference in interpretation, the Indonesian-language version shall prevail and be binding.
26.6These Terms, together with the Order Form/LOI and other documents expressly referred to therein, constitute the entire agreement of the Parties regarding the subject matter hereof and supersede all prior agreements, representations, or understandings, whether oral or written, regarding the same matter.
26.7Survival of Provisions After Termination.
The expiry or termination of these Terms does not extinguish the rights, obligations, claims, or liabilities of the Parties that arose before the effective date of such expiry or termination, nor the provisions which, by their nature and intent, are intended to remain in force thereafter.
Without limiting the foregoing, the provisions concerning rights to Customer Data, payment obligations including the obligations referred to in Clause 18.4 and Clause 18.5, intellectual property, confidentiality, data export, retention, and deletion, disclaimer of warranties, indemnity, limitation of liability, governing law, and dispute resolution shall survive the expiry or termination of these Terms.
Kontakami's right to access, store, or process Customer Data after the expiry or termination of these Terms applies only to the extent necessary to fulfil Kontakami's retention, deletion, billing settlement, dispute handling, or legal obligations.
These Terms do not require the Customer to continue using the Services after the effective date of termination. However, this provision does not extinguish, reduce, or defer the Customer's obligation to pay all fees, taxes, penalties, or other obligations that have fallen due or become payable under these Terms, including the obligation to pay for the remainder of the Subscription Period as set out in Clause 18.5.