Terms of Service

1. About these terms

1.1 Mudu (mudu.live) is provided by MUDU SOLUTIONS LTD, a company registered in England and Wales with company number 17506109, whose registered office is 66 Paul Street, London EC2A 4NA, United Kingdom ("we", "us"). Contact: connect@mudu.live.

1.2 These terms form a contract between us and the business that signs up ("you"). By creating an account or using Mudu, you accept them. If you accept them for a company or other organisation, you confirm you have authority to bind it.

1.3 The contract is made up of these terms, Schedule 1 (Data processing), and any order details or offer terms we confirm to you in writing. If they conflict, Schedule 1 wins on data protection, then offer terms you've accepted, then these terms.

1.4 How we handle personal data as a controller is explained in our Privacy notice.

2. Your account and team

2.1 You must be at least 18 and give us accurate details, and keep them up to date.

2.2 You can invite team members. You are responsible for everything done through your account, including by your team members, and for making sure they follow these terms.

2.3 Keep access to your email account secure, because that's how you sign in to Mudu. Tell us straight away at connect@mudu.live if you think someone has accessed your account without permission.

2.4 The account owner can manage team members, channels, plans and billing. If you lose access to the owner account, we may ask for reasonable proof that you represent the business before we help.

3. The service

3.1 Mudu is a shared inbox for customer messages, with contacts, team tools and AI features, as described on our website and in the app.

3.2 We'll use reasonable care and skill to keep Mudu available and working, but we can't promise it will always be available or free of errors. We may take it offline for maintenance, and will try to do so at quiet times and give notice of planned work where we can.

3.3 We improve Mudu all the time, so features may change. If we remove a feature that is a main part of your plan, we'll give you at least 30 days' notice and you may cancel and receive a refund of any amount you've paid for the period after the change.

3.4 Features marked "beta", "preview" or "coming soon" are provided as they are, may change or stop, and are excluded from any commitment in section 12.

3.5 You need your own internet connection, devices and accounts on the messaging platforms you connect.

4. Messaging platforms

4.1 Mudu connects to third-party messaging platforms, including WhatsApp, Instagram, Facebook Messenger, TikTok and Telegram ("Platforms"). Your use of each Platform is governed by your own agreement with it.

4.2 You must follow each Platform's terms and policies when you use it through Mudu. For WhatsApp this includes the WhatsApp Business Terms of Service, the WhatsApp Business Messaging Policy and the WhatsApp Commerce Policy. For Meta products it includes Meta's terms, Messenger and Instagram messaging rules (such as limits on when you may message a customer) and the Meta Commerce Policies.

4.3 Platforms can change or limit their services, change prices, or suspend your account or ours at any time. We are not responsible for what Platforms do, and changes they make may mean a Mudu feature works differently or stops working for a Platform. If a Platform permanently stops supporting a channel that was a main part of your plan, section 3.3 applies.

4.4 Any fees a Platform or its partners charge (for example per-message or per-number charges) are separate from Mudu's fees unless your plan says they are included.

4.5 We are not affiliated with or endorsed by Meta, WhatsApp, TikTok or Telegram. Their names and logos are trademarks of their owners.

5. Mudu AI

5.1 Mudu AI can suggest, translate and rewrite replies for your team, and, if you switch it on, answer customers by itself using the information you give it ("AI teammate").

5.2 AI output is generated automatically and may be inaccurate, incomplete or unsuitable. You are responsible for:

• the information you give Mudu AI (prices, policies, stock, opening hours and so on), and keeping it accurate and up to date;
• checking drafts before you send them;
• deciding whether to use the AI teammate, and its settings, including when it hands a chat to a person;
• anything Mudu AI sends on your behalf, including any order, booking or promise it makes in line with your settings and information.

5.3 You must tell your customers, in a clear way, that some replies may be written by AI, and give them a way to reach a person.

5.4 You must not use Mudu AI for advice where a mistake could cause serious harm (such as medical, legal or financial advice), or to make decisions about people that have legal or similarly significant effects on them (such as credit or employment decisions).

5.5 Mudu AI may only be used to help with conversations about your own business. It must not be offered to your customers as a general-purpose chatbot or assistant.

5.6 AI use is subject to the limits of your plan. We don't use your content to train AI models, and our AI providers are not allowed to either (see the Privacy notice).

6. Acceptable use

6.1 You must not use Mudu, or let anyone else use it, to:

• send spam, or marketing messages to people who haven't agreed to receive them where the law (including the Privacy and Electronic Communications Regulations) or a Platform requires agreement;
• break any law, or help anyone else do so;
• sell or promote goods or services a Platform prohibits, or anything illegal;
• send content that is harassing, threatening, hateful, deceptive, defamatory, sexually explicit, or that infringes someone else's rights;
• impersonate anyone or mislead people about who they are talking to;
• collect special category data (such as health, religion or ethnicity) or data about criminal offences, unless you have a lawful reason and it is necessary for your business;
• upload malware, probe or test our security, or interfere with Mudu or other customers;
• copy, resell or reverse engineer Mudu, or get around plan limits or technical restrictions;
• use Mudu to build a competing product.

6.2 If we reasonably believe you are breaking this section, we may remove content, limit features or suspend your account under section 10.

7. Your content and data protection

7.1 "Your content" means everything you or your customers put into Mudu: messages, files, contacts, notes and the information you give Mudu AI. You own your content.

7.2 You give us permission to host, copy, process and display your content only as needed to provide, secure and support Mudu for you, and as Schedule 1 allows.

7.3 You confirm you have the rights and permissions needed for your content, including a lawful basis under data protection law to process your customers' personal data through Mudu, and that you have given your customers the privacy information the law requires.

7.4 For personal data in your content, you are the controller and we are your processor. Schedule 1 sets out the terms that apply, as required by Article 28 of the UK GDPR.

7.5 We may use anonymous, aggregated information about how Mudu is used (for example, total message counts) to run and improve Mudu. It will not identify you, your customers or any person.

7.6 You are responsible for keeping your own copies of content you need. The account owner can download your contacts and conversations at any time from Settings › Privacy & data, as one file holding a spreadsheet of your contacts and your full message history. Messages include the text and the name, type and size of any file sent with them; the photos, voice notes and other files themselves are not included.

8. Our intellectual property

8.1 We (and our licensors) own Mudu, including its software, design, brand and documentation. These terms give you a non-exclusive, non-transferable right to use Mudu for your business while your account is active. They don't give you any other rights in Mudu.

8.2 If you send us ideas or feedback, we may use them freely without paying you or naming you.

9. Plans, fees and payment

9.1 Our plans, prices and limits (such as team seats, channels, messages and AI use) are shown on our website or at sign-up. The price for your plan is the one we confirm when you choose it.

9.2 Prices are shown excluding VAT. If we are registered for VAT, we'll add it at the rate that applies.

9.3 Plans are billed monthly in advance, starting from the day your paid plan starts. We issue each month's invoice in the app (Settings › Billing) up to 7 days before that month starts, and it is due on the first day of the month it covers. Other invoices, such as for a setup service, are due within 14 days of being issued.

9.4 Free trials and offers. If we give you a free trial or offer (for example our launch offer for the first 10 shops: 3 months free and a free setup service), its conditions are the ones we tell you when we make it. At the end of a free period your paid plan starts unless you cancel before then. Your first invoice appears in the app up to 7 days before it is due, and during a free trial we also remind you in the app about 3 days before the trial ends.

9.5 Upgrades take effect straight away; we'll charge the difference for the rest of the current month, worked out by day. Downgrades take effect at the start of your next billing month. If your usage is above a lower plan's limits, you may need to reduce it before you can downgrade.

9.6 If you go over a limit of your plan, we may limit the feature concerned until the next billing month or until you upgrade. We'll tell you in the app when you are close to a limit.

9.7 We may change our prices by giving you at least 30 days' notice by email. The new price applies from your next billing month after the notice ends. If you don't agree, you can cancel before it applies.

9.8 Fees are not refundable, including for part of a month, except where these terms say otherwise or the law requires it.

9.9 If an invoice is unpaid when it's due, we'll remind you. We may charge interest and compensation on late payments as allowed by the Late Payment of Commercial Debts (Interest) Act 1998.

10. Suspension

10.1 We may suspend your account, or part of it, if:

• an invoice is still unpaid 3 days after its due date (we'll show a warning in the app first);
• you seriously break these terms, or keep breaking them after we've asked you to stop;
• it's needed to protect Mudu, other customers or anyone else from harm or a security risk; or
• a Platform, a court or a regulator requires it.

10.2 Where we reasonably can, we'll tell you before we suspend and give you a chance to fix the problem. We'll lift the suspension once the reason for it has been resolved.

10.3 Fees remain payable during a suspension caused by non-payment or by your breach.

11. Cancelling and ending

11.1 This contract continues month to month until you or we end it.

11.2 You can cancel at any time: the account owner can do it in Settings › Billing, or by emailing connect@mudu.live from the account owner's email address. Cancellation takes effect at the end of your current billing month (or free period), and you keep access until then. You can change your mind and resume your plan in Settings › Billing before that date. If your account is already suspended for non-payment when you cancel, the cancellation takes effect straight away and we cancel the unpaid invoice for the month you were suspended in.

11.3 We can end the contract by giving you at least 30 days' notice. If we do, we'll refund any amount you've paid for the period after it ends.

11.4 Either of us can end the contract straight away by written notice if the other seriously breaks it and doesn't fix the breach within 14 days of being asked to, or becomes insolvent or stops trading.

11.5 When the contract ends: Mudu stops receiving new messages from your connected channels, and Mudu AI stops replying. You can still sign in for 30 days to export your content (see 7.6). We'll delete your content within 90 days of the contract ending, except where the law requires us to keep it. Unpaid fees remain due.

11.6 Sections that by their nature should continue after the contract ends (including 7, 8, 9 for unpaid fees, 13, 14, 15 and 17) continue.

12. What we promise

12.1 We'll provide Mudu with reasonable care and skill, and in line with Schedule 1.

12.2 Apart from that, and to the extent the law allows, Mudu is provided "as is". We don't promise that it will meet every need of your business, be uninterrupted or error-free, or that AI output will be accurate.

13. Liability

13.1 Nothing in these terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else the law does not allow to be limited or excluded.

13.2 Subject to 13.1, neither of us is liable to the other for any:

• loss of profits, revenue, sales or business;
• loss of goodwill or reputation;
• loss of anticipated savings; or
• indirect or consequential loss.

13.3 Subject to 13.1, we are not liable for loss caused by: a Platform's acts or failures; AI output you or your settings chose to send; information you gave Mudu AI; or your breach of these terms. If your content is lost or damaged because of us, our only responsibility is to make reasonable efforts to restore it from our most recent backup.

13.4 Subject to 13.1, each party's total liability to the other under or in connection with this contract in any 12-month period is limited to the greater of: (a) the fees you paid us in the 12 months before the event giving rise to the claim; and (b) US$100. This limit doesn't apply to your obligation to pay fees, or to section 14.

14. Your responsibility for claims

14.1 You will compensate us for reasonable losses and costs (including reasonable legal fees) arising from a claim by someone else that is caused by your content, messages sent from your account (including by Mudu AI in line with your settings and information), or your breach of sections 4, 5, 6 or 7.

14.2 We'll tell you promptly about any such claim, let you take reasonable control of defending it, and not settle it without your agreement (which you won't unreasonably refuse).

15. Confidentiality

15.1 Each of us will keep the other's confidential information confidential and use it only for this contract, except where the law requires it to be disclosed, or it is already public through no fault of the receiving party. Your content is your confidential information.

16. Changes to these terms

16.1 We may update these terms, for example when the law, the Platforms or Mudu changes. For changes that affect you materially, we'll email the account owner at least 30 days before they take effect. If you don't agree, you can cancel before then and receive a refund of any amount paid for the period after the change.

16.2 Changes needed urgently for legal, security or Platform reasons may take effect sooner; we'll tell you as soon as we reasonably can.

17. General

17.1 Events outside our control. Neither of us is liable for delay or failure caused by events outside reasonable control, such as Platform outages, internet or power failures, or actions by governments. Payment obligations are not affected.

17.2 Transfer. You may not transfer this contract without our written agreement. We may transfer it to a company that takes over our business or the part of it providing Mudu, and will tell you if we do.

17.3 Notices. We'll send notices to the account owner's email address. Send notices to us at connect@mudu.live.

17.4 Whole agreement. This contract is the whole agreement between us about Mudu and replaces earlier discussions. Neither of us has relied on any statement not set out in it, but this doesn't limit liability for fraud.

17.5 Other terms. If a court finds part of these terms invalid, the rest still applies. If we don't enforce a right straight away, we can still enforce it later. No one other than you and us has any right to enforce these terms under the Contracts (Rights of Third Parties) Act 1999.

17.6 Law and courts. These terms and any dispute about them (including non-contractual disputes) are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.

17.7 Language. These terms are also available in Arabic. If the English and Arabic versions differ, the English version applies.

Schedule 1: Data processing

This schedule applies when we process personal data for you as your processor. It is intended to meet Article 28 of the UK GDPR (and, where it applies to you, the EU GDPR). Words such as "controller", "processor", "personal data", "personal data breach" and "data subject" have the meanings given in that law.

1. Details of the processing

2. What we will do

We will:

• process your personal data only on your documented instructions (these terms and your use and settings of Mudu are your instructions), including about transfers outside the UK, unless the law requires otherwise, in which case we'll tell you first unless the law forbids it;
• tell you straight away if we think an instruction breaks data protection law;
• make sure everyone we authorise to process the data is bound by confidentiality;
• take appropriate technical and organisational security measures as required by Article 32, including encryption in transit, encryption of stored access tokens, separation of each customer's data, access controls and logging;
• help you, taking into account what we know and the nature of the processing, to respond to requests from data subjects exercising their rights, and to meet your obligations on security, breach notification, data protection impact assessments and consultation with regulators;
• tell you without undue delay, and aim to within 48 hours, after becoming aware of a personal data breach affecting your data, with the information you need to meet your own obligations;
• at the end of the contract, delete your personal data (after the export period in section 11.5), unless the law requires us to keep it;
• give you the information you reasonably need to show compliance with Article 28, and allow audits, including inspections, by you or an auditor you appoint, on reasonable notice, no more than once a year (unless after a breach or at a regulator's request), at your cost, and subject to confidentiality.

3. Sub-processors

You give general authorisation for us to use sub-processors. The current list is in section 6 of our Privacy notice. We'll give at least 14 days' notice by email before adding or replacing a sub-processor. If you object on reasonable data protection grounds, we'll discuss it with you; if we can't resolve it, you may end the contract and receive a refund of any amount paid for the period after it ends. We'll put data protection terms in place with each sub-processor that give at least the same protection as this schedule, and we remain responsible to you for them.

4. International transfers

We will only transfer your personal data outside the UK (or, for EU data, outside the EEA) with a lawful transfer mechanism in place, such as an adequacy decision, the UK Extension to the EU–US Data Privacy Framework, the ICO's International Data Transfer Agreement, the UK Addendum to the EU Standard Contractual Clauses, or the EU Standard Contractual Clauses.

5. Your responsibilities

You are responsible for having a lawful basis for the processing, for giving data subjects the information the law requires (including that some replies may come from AI), for the lawfulness of your instructions, and for the accuracy of the personal data you or your team add.

6. Liability

Section 13 of these terms applies to this schedule, except that it does not limit any liability that cannot be limited under data protection law.