Courtesy translation. This document was translated from Portuguese for convenience. It describes obligations under Brazilian law, notably Law No. 13,709/2018 (LGPD), and is not a notice under the GDPR or any other foreign regime. In the event of any divergence, the Portuguese version prevails and is the only binding one: datago.com.br/termos.html.
Commercial terms stay in the contract. This page gathers the Nitzap terms of use. Term, renewal, price, adjustment and cancellation conditions are agreed in each client's Agreement or Service Order and are not set out here. For the full contractual version, with the Service Order and the Data Processing Addendum applicable to your contract, write to contato@datago.com.br.
These Terms govern the use of Nitzap, software by Datago Tecnologia Ltda that integrates WhatsApp with Salesforce. They are additional to the agreement or commercial proposal signed between the parties, to the applicable Service Order and to the Privacy Policy.
PART I · Structure and definitions
1-A. Contractual hierarchy
The documents governing the relationship between the parties are, in decreasing order of precedence in the event of conflict:
- the Services Agreement or Commercial Proposal signed between the parties, where one exists;
- the applicable Service Order or Subscription Plan, which defines scope, number of licences, amounts and terms;
- the Data Processing Addendum (DPA);
- the Service Level Annex (SLA);
- these Terms and Conditions of Use;
- the Privacy Policy.
The precedence of a higher-ranking document is limited to the specific point of conflict, and the remaining provisions of the lower-ranking documents remain in full force.
1-B. Definitions
For the purposes of these Terms, the following definitions apply, in addition to those in the Privacy Policy:
Client: the legal entity that subscribes to the Service.
User: the natural person authorised by the Client to access the Software under a named licence.
End User: the natural person who interacts with the Client through Nitzap, notably anyone who converses with the Client via WhatsApp.
Client Data: all data, content, messages, attachments, files, settings and records entered into, generated in or passing through the Software on behalf of the Client or its Users and End Users.
Named Licence: a right of use tied to a single identified User, non-transferable between persons, except where the original User permanently leaves the organisation.
Third-Party Platforms: services owned by third parties on which the Software depends, notably Salesforce and the WhatsApp Business Platform (Meta Platforms).
Deployment Model: SaaS, On-Premise or hybrid, as defined in the Service Order, with the effects described in the DPA and in the Privacy Policy.
PART II · Commercial
6-B. Payment methods and late payment
Unless the Service Order provides otherwise:
a) payment shall be made by bank slip (boleto), PIX or credit card, according to the option selected at subscription;
b) fees are payable in advance, at the contracted frequency;
c) amounts paid are non-refundable, except in the cases expressly set out in clause 7-B and in the cancellation conditions agreed in the Agreement or in the Service Order;
d) late payment shall subject the Client to a late-payment penalty of 2% (two per cent) on the outstanding amount, default interest of 1% (one per cent) per month calculated pro rata die, and monetary restatement by the IPCA index, without prejudice to the suspension provided for in clause 6-D.
Amounts are expressed in Brazilian reais and do not include taxes levied on the transaction. Where legislation requires the Client to withhold or deduct taxes at source, the amount due shall be increased by whatever is necessary for the Provider to receive the net amount originally agreed, save for taxes levied on the Provider's income.
6-C. Third-Party Platform costs
The fees charged by Meta Platforms for use of the WhatsApp Business Platform, as well as any Salesforce licensing costs, are not included in the Nitzap subscription fee and are the Client's sole responsibility, even where they are operationally intermediated by the Provider.
Where such intermediation occurs, the Provider shall present the pass-through separately in its own document, detailing consumption for the period.
Changes to the pricing policies of Third-Party Platforms may be passed on to the Client regardless of the adjustment cycle agreed in the Agreement or in the Service Order, upon 30 (thirty) days' prior notice.
6-D. Suspension for non-payment
Where payment is more than 10 (ten) days overdue, the Provider shall notify the Client by email at the contacts on record.
If the default persists for 15 (fifteen) days from that notice, the Provider may suspend access to the Software, in whole or in part, until the situation is remedied.
During suspension, Client Data remains preserved and subscription fees remain due. Remedying the default restores access within 1 (one) business day.
If the default persists for 60 (sixty) days from the original due date, the Provider may terminate the agreement, applying the termination procedure in clause 7-C.
7-B. Termination by the Provider
With cause. The Provider may terminate immediately, with no refund, in the event of: breach of the use restrictions in Section 4; default under clause 6-D; use of the Software for unlawful purposes; or breach of Section 12.
Without cause. The Provider may discontinue the Service or terminate without cause upon 90 (ninety) days' prior written notice, with proportional refund (pro rata die) of amounts paid and not used, keeping the Service operational throughout the notice period to enable migration.
Discontinuation of a feature. The Provider may modify or discontinue specific features upon 60 (sixty) days' notice. If the discontinued feature is essential to the contracted use case described in the Service Order, the Client may terminate without penalty, with a proportional refund.
7-C. Termination and return of data
Once the subscription ends for any reason, the Client shall immediately discontinue use of the Software and destroy any copies of documentation received.
The Provider shall keep Client Data available for export for 30 (thirty) days from termination. During that period, the Client may request, in writing, an extract in a structured, commonly used format.
After that period, Client Data shall be erased in full and permanently, with a formal certificate of erasure issued on request, save for data whose retention is required by law, as set out in the DPA and in Section 10 of the Privacy Policy.
Erasure after the deadline is irreversible. The Client acknowledges that timely export is its own responsibility.
7-D. Licence audit
The Provider may, upon 15 (fifteen) days' prior notice and at most once per 12-month period, verify compliance in the use of Named Licences, by means of technical reports generated by the Software itself.
Where use of more licences than contracted is found, or credential sharing in breach of Section 4, the Client shall remedy the situation within 10 (ten) days and pay retroactively the amounts due since the irregularity began, plus the charges in clause 6-B.
Nothing in this clause authorises the Provider to access conversation content, which remains governed by the DPA.
PART III · Service level
8-B. Technical support
Business hours are those between 9am and 6pm (Brasília time), Monday to Friday, excluding national holidays and holidays of the municipality of Vitória, Espírito Santo.
Deadlines run from the formal opening of a ticket through the channel suporte@datago.com.br, with the minimum information needed for diagnosis: description of the problem, affected org, impacted user, time of occurrence and evidence.
| Level | Definition | Analysis and response | Resolution |
|---|---|---|---|
| Critical | Total interruption of the main process, with no viable workaround | Up to 2 business hours | Up to 8 business hours |
| High | Significant degradation or partial interruption, with a viable workaround | Up to 4 business hours | Up to 16 business hours |
| Normal | A fault that does not interrupt the main process | Up to 8 business hours | Up to 24 business hours |
| Low | Question, usage guidance or improvement request | Up to 16 business hours | No resolution deadline |
The support included in the subscription does not cover: development of customisations, integrations with systems not provided for in the Service Order, formal training, data migration, process consulting and support of the Client's Salesforce org, which are subject to separate contracting.
PART IV · Data, confidentiality and ownership
5-A. Processing of personal data
The processing of personal data under these Terms is governed by Brazilian Law No. 13,709/2018 (LGPD), by the Privacy Policy available at https://datago.com.br/politica-de-privacidade.html and by the Data Processing Addendum (DPA), which forms part of these Terms as an annex.
The parties acknowledge the following allocation of roles:
a) as regards registration, licensing, billing and support data of the Client's Users, the Provider acts as Controller, on the legal bases of performance of the contract (art. 7, V), compliance with a legal obligation (art. 7, II) and legitimate interest for security and abuse prevention (art. 7, IX);
b) as regards the content of conversations, contacts, attachments and service histories of End Users, the Client is the Controller and the Provider acts exclusively as Processor, processing the data according to the Client's documented instructions;
c) in the On-Premise Model, the data referred to in item "b" neither passes through nor resides in the Provider's environment, which processes only identification data of licensed users for licence control, as detailed in the Privacy Policy.
It falls to the Client, as Controller: to define and document the legal basis for processing End User data; to provide data subjects with the required information; to obtain the consent or opt-in required by WhatsApp policies; and to respond to data subject requests relating to conversation content.
The Provider does not use Client Data for its own purposes, does not share it with other clients and does not use it to train artificial intelligence models, under clause 11-C.
5-B. Ownership of Client Data
Client Data is and remains the exclusive property of the Client. Nothing in these Terms transfers to the Provider any right over it, beyond the licence strictly necessary to operate the Service, provide support and comply with legal obligations, for the term of the agreement.
The Provider may generate and use aggregated, anonymised statistical data that does not allow identification of the Client, its Users or its End Users, for purposes of product improvement, capacity and performance. Anonymised data is not personal data, under art. 12 of the LGPD.
5-C. Nature of storage
The Software stores messages, metadata and service history to the extent necessary to provide the Service, for the periods set out in the DPA.
The Software is not a substitute for a backup system, long-term archiving or a record repository for the Client. The Client is responsible for maintaining its own backup routines and for exporting any data it needs to retain beyond the contracted periods, notably in the termination scenario provided for in clause 7-C.
5-D. Infrastructure location and international transfer
In the SaaS model, the infrastructure supporting the Software is, by default, located in the United States of America. In that configuration there is an international transfer of personal data, carried out on the basis of arts. 33 to 36 of the LGPD, in compliance with ANPD Resolution No. 19/2024, by means of Standard Contractual Clauses approved by the ANPD or another safeguard mechanism accepted by it.
By specific negotiation recorded in the Agreement or in the Service Order, the Client may indicate another provider or another cloud region, including in Brazil.
In the On-Premise Model, the location of the infrastructure is determined exclusively by the Client, which owns and governs it. In that case the Provider carries out no transfer of content, and only licensing data passes through its infrastructure.
The configuration applicable to each Client is set out in its Agreement or Service Order. Details of the processing activities, retention periods and safeguard mechanisms are in the Privacy Policy and in the DPA.
10-A. Confidentiality
Each party undertakes to keep confidential all confidential information of the other to which it has access by reason of this agreement, meaning any technical, commercial, financial, strategic, operational or data-related information designated as confidential, or whose confidentiality arises from the circumstances.
The receiving party undertakes to: use the information only for the purposes of this agreement; restrict access to personnel who need it and who are bound by an equivalent confidentiality obligation; and apply the same degree of care it applies to its own confidential information, never less than reasonable care.
Information is not considered confidential where it: was already in the public domain through no fault of the receiving party; was demonstrably known before disclosure; was developed independently; or must be disclosed by force of law or by order of a competent authority, in which case the receiving party shall give the other party prior notice where legally possible.
This obligation applies for the term of the agreement and for 5 (five) years after it ends. For personal data and trade secrets, the obligation is of indefinite duration.
11-B. Data Protection Officer
Under art. 41 of the LGPD, the Provider appoints as Data Protection Officer:
Andressa Sabadini de Sales
contato@datago.com.br · +55 (27) 99997-0276
Rua Victorino Cardoso, 235, Sala 04, Jardim Camburi, Vitória/ES, CEP 29.090-820, Brazil
The Client shall indicate, in the Service Order, the contact responsible for data protection within its organisation, for the communications provided for in the DPA, notably incident notification.
11-C. Artificial intelligence
Where the Software uses artificial intelligence features, the following guarantees apply:
a) Client Data is not used to train the Provider's own models;
b) Client Data is not supplied to third parties for model training purposes;
c) processing by a third-party model, where it occurs, takes place under a contract that prohibits use for training and provides for zero retention or a defined retention period;
d) AI features are identified as such in the interface, and the Client may request that they be disabled.
11-D. Feedback
Suggestions, comments and ideas provided by the Client or its Users about the Software may be freely used by the Provider, which shall own all rights over the improvements and features arising from them, without the Client being entitled to any remuneration, share or claim, the applicable economic rights being hereby assigned free of charge, definitively and irrevocably.
PART V · Liability and warranties
9-A. Client obligations regarding Third-Party Platforms
The Client declares that it is aware of and undertakes to comply fully with the Meta Platforms policies applicable to the WhatsApp Business Platform, notably the WhatsApp Business Messaging Policy and the Commerce Policy, as well as the Salesforce terms of use.
The Client's obligations are:
a) to obtain and maintain an auditable record of each recipient's opt-in before sending messages;
b) to provide a simple opt-out mechanism and to honour it;
c) not to use the Service to send unsolicited messages, indiscriminate bulk messages, or content prohibited by the applicable policies;
d) to maintain ownership and good standing of the account and telephone number used;
e) to be fully responsible for the content of messages sent through the Service.
The Provider is not liable for blocking, quality rating limitations, reduction of messaging limits, suspension or banning of an account or number applied by Meta or by Salesforce, even where these arise from use made through the Software.
The Client shall indemnify the Provider for losses arising from breach of this clause, including third-party claims and sanctions applied by Third-Party Platforms.
10-B. Limitation of liability
To the maximum extent permitted by applicable law, the Provider's aggregate liability for any losses, damages or claims arising from these Terms is limited to the amount actually paid by the Client in the 12 (twelve) months preceding the event giving rise to the claim.
Neither party is liable for loss of profits, loss of revenue, loss of customers, loss of reputation or indirect damages, even if advised of the possibility of their occurrence.
The limitations above do not apply in the event of: wilful misconduct or gross negligence; breach of the confidentiality obligation in clause 10-A; infringement of intellectual property rights; the Client's payment obligations; and the indemnities provided for in clauses 9-A and 10-C.
10-C. Mutual indemnification
By the Client. The Client shall defend and indemnify the Provider against third-party claims arising from: the content of messages transmitted through the Service; breach of Third-Party Platform policies; use of the Software contrary to these Terms; and absence of a legal basis for processing End User data.
By the Provider. The Provider shall defend and indemnify the Client against third-party claims alleging that use of the Software, in accordance with these Terms, infringes a third party's intellectual property right in Brazil. In that event, the Provider may, at its discretion: obtain the right to continue use; replace or modify the Software to remove the infringement; or, where the above alternatives are not viable, terminate the agreement with a proportional refund of amounts paid and not used.
This obligation of the Provider does not apply where the claim arises from: unauthorised modification of the Software; use in combination with products not supplied by the Provider, where the infringement would not exist on its own; or use contrary to the documentation.
The indemnified party shall notify the other promptly, allow it to conduct the defence and cooperate reasonably.
10-D. Warranties and disclaimer
The Provider warrants that it will provide the Service with the technical diligence expected of professionals in the sector and in accordance with the applicable documentation.
Save as provided above and in the Service Level Annex, the Software is provided "as is", with no warranty that it will operate uninterrupted, error-free, or that it will meet specific requirements not described in the Service Order.
The Provider does not warrant any commercial results arising from use of the Service.
PART VI · General provisions
17-A. Force majeure
Neither party shall be liable for failure to perform obligations arising from an act of God or force majeure, under art. 393 of the Brazilian Civil Code, including natural disasters, war, acts of authority, general strike, pandemic, widespread power or telecommunications failure and prolonged unavailability of Third-Party Platforms.
The affected party shall notify the other within 5 (five) days and shall use its efforts to mitigate the effects. If the event persists for more than 60 (sixty) days, either party may terminate at no cost, with a proportional refund of amounts paid and not used.
17-B. Assignment and succession
Neither party may assign or transfer this agreement without the prior written consent of the other, which shall not be unreasonably withheld.
Consent is not required for assignment arising from corporate reorganisation, merger, incorporation, spin-off or disposal of all or a substantial part of the assets, provided that the successor fully assumes the obligations set out herein and the other party is notified within 30 (thirty) days.
The Provider may subcontract infrastructure and support services, remaining fully responsible to the Client. Subcontracting involving the processing of personal data follows the sub-processor procedure set out in the DPA.
17-C. Compliance and anti-corruption conduct
The parties declare that they are aware of and undertake to comply with Brazilian Law No. 12,846/2013, Law No. 8,429/1992 and other applicable anti-corruption rules, refraining from offering, promising, giving or authorising any undue advantage to a public official or to a third party.
Breach of this clause authorises immediate termination with cause, without prejudice to losses and damages.
17-D. Use of trade marks and commercial reference
The Provider may cite the Client's name and logo in its client list, on its website and in commercial materials, subject to prior written authorisation, revocable at any time by written notice.
Production of a case study, testimonial, video or equivalent material depends on specific approval of the content by the Client.
17-E. Notices
Communications between the parties shall be made in writing, to the email addresses indicated in the Service Order, and shall be deemed received: on the business day following dispatch, where sent by email with delivery confirmation; or on the date of receipt, where sent by letter with acknowledgement of receipt.
Communications of a contractual nature, notably termination, non-renewal and notice of default, must be addressed to contato@datago.com.br and to the contractual contact indicated by the Client, and shall have no effect when sent via WhatsApp, chat or the support channel.
17-F. Final provisions
Independence of the parties. This agreement does not create any corporate, associative, agency or employment relationship between the parties, their personnel and their representatives.
Non-exclusivity. Nothing herein prevents the Provider from providing similar services to third parties, including competitors of the Client, subject to confidentiality.
Forbearance. Forbearance regarding the breach of any obligation is a mere indulgence and does not imply novation, waiver or amendment of what has been agreed.
Severability. A declaration that any provision is void does not affect the remaining provisions, which remain in full force, and the void provision shall be replaced by another of equivalent and valid effect.
Survival. The clauses relating to confidentiality, intellectual property, ownership and erasure of data, limitation of liability, indemnification, venue, and those which by their nature should remain in force, survive the end of this agreement.
14-A. Amendments to these Terms
The Provider may amend these Terms for legal, regulatory or feature-related adequacy.
Material amendments, meaning those that reduce the Client's rights, extend its obligations or modify price, scope or service level, shall be communicated at least 60 (sixty) days in advance and shall take effect only at the end of the 12-month period then in progress.
If the Client disagrees with a material amendment, it may terminate without penalty by written notice within 30 (thirty) days of the communication, with a proportional refund of amounts paid and not used.
Amendments arising from a legal requirement or from Third-Party Platforms take effect immediately, with communication as soon as possible.
Each version of these Terms shall be identified by version number and effective date, and the history shall be kept accessible.
16-A. Governing law and venue
These Terms are governed by the laws of the Federative Republic of Brazil.
The parties elect the courts of the Judicial District of Vitória, State of Espírito Santo, expressly waiving any other, however privileged, to settle disputes arising from this instrument.
Before filing suit, the parties shall use their efforts to reach a consensual solution, by written notice and a 30 (thirty) day period for direct negotiation between representatives with decision-making powers. This procedure does not prevent applications for urgent relief.
DATAGO TECNOLOGIA LTDA · CNPJ 30.728.220/0001-05
Rua Victorino Cardoso, 235, Sala 04, Andar 01, Jardim Camburi, Vitória/ES, CEP 29.090-820
contato@datago.com.br ·
privacidade@datago.com.br · +55 (27) 99997-0276