Terms of Service
Draft, not legal advice. This document is a serviceable first draft prepared by Gavriel Studio. It is not a substitute for review by qualified legal counsel. Before relying on these terms in a dispute, audit, or regulator engagement, have a lawyer review them against the contracts you actually sign with customers.
1. Parties and acceptance
These Terms of Service ("Terms") form a binding agreement between:
PT. Gavriel Kairos Indonesia ("Gavriel Studio", "we", "us"), trading as Gavriel Studio, a company established in Indonesia in 2026, with registered office at Menara Aria Office Tower Lt 7 Unit 11, Komplek Harbour Bay Downtown, Jl. Duyung, Kel. Sungai Jodoh, Kec. Batu Ampar, Kota Batam, Indonesia; and
You ("Customer", "you", "your") — the individual or entity that engages Gavriel Studio for any of the services described in section 2.
By signing an order form, making a payment, accessing the service, or otherwise engaging us, you accept these Terms. If you do not accept them, do not use the services.
2. Services covered
These Terms cover all services offered by Gavriel Studio, currently:
- Personal Agent — a personal AI agent deployed on WhatsApp, Telegram, or comparable messaging channels for a single user (section 5).
- Multi-Agent Workspace — a deployment of specialised agents into Slack, Discord, Microsoft Teams, or comparable platforms for a team or organisation (section 6).
- Multi-SaaS Bundle — a subscription giving access to a set of Gavriel Studio SaaS tools (order and inventory, customer comms, bookings, reporting) on a single bill (section 7).
- AI Audit & Security — bespoke engagements for AI assessment, ISO 42001 advisory, and security review (section 8).
- Workshops — seminars and workshops for schools, universities, and corporate teams (section 9).
The specific service, scope, deliverables, and fees are defined in a written order form, statement of work, or quote ("Order Form") agreed between you and us. The Order Form prevails over these Terms in case of conflict.
3. Accounts and eligibility
You must be at least 17 years old and have the legal capacity to enter into a contract to use the services. If you are engaging on behalf of an entity, you represent that you have authority to bind that entity to these Terms. You are responsible for the accuracy of the information you provide, for the security of your account credentials, and for all activity that occurs under your account.
4. Subscriptions, fees, and payment
Subscription services (Personal Agent, Multi-Agent Workspace, Multi-SaaS Bundle) are billed on a recurring basis (monthly or annually, per the Order Form) in advance. Bespoke engagements (AI Audit, Workshops) are billed per the milestones in the Order Form (typically a deposit on signing, the balance on completion or at agreed milestones).
All fees are stated in Indonesian Rupiah (IDR) unless otherwise agreed, and are exclusive of VAT (PPN) and any other applicable taxes, which you are responsible for paying.
You must pay invoices by the due date. Overdue amounts may accrue interest at the maximum rate permitted by Indonesian law, and we may suspend the service (see section 18) until payment is received.
You can cancel a subscription at any time with effect from the end of the current billing period. We do not provide refunds for partial billing periods unless required by law or expressly stated in the Order Form.
We may change subscription prices with at least 30 days' notice by email. Price changes take effect at the start of your next billing period. If you do not accept a price change, you can cancel before it takes effect.
5. Personal Agent — specific terms
The Personal Agent service is a configured AI agent that operates on one or more messaging channels you authorise, typically WhatsApp or Telegram. In addition to the general Terms above:
- Channel access. You must connect the channel (e.g. link your WhatsApp number) and authorise the agent to operate on it. You are responsible for everything the agent does on your behalf within the channel.
- One user. The Personal Agent is configured for one user. If you need an agent for a team, see section 6 (Multi-Agent Workspace).
- Configuration limits. We will agree a configuration scope with you (e.g. "handle inbox triage, draft replies, manage calendar"). Substantive changes to scope may be treated as a new engagement.
- Human review. The agent is configured to escalate to you when uncertain. You remain responsible for the actions taken in your name, including messages the agent sends on your behalf.
- Channel terms. Your use of WhatsApp, Telegram, or any other channel is also subject to that channel's own terms. We are not responsible for changes, suspensions, or restrictions imposed by the channel provider.
6. Multi-Agent Workspace — specific terms
The Multi-Agent Workspace service deploys specialised agents into the collaboration platform your team uses (typically Slack, Discord, or Microsoft Teams). In addition to the general Terms above:
- Workspace access. You must provide access to the workspace and authorise the agents to operate within it. You are responsible for the workspace's existing configuration and for any data already in it.
- Governance. Every agent action is logged. Role-based access, escalation paths, and kill switches are configured per the Order Form. You can ask us to add, change, or remove these controls at any time.
- Subprocessors. Workspace deployments use AI model providers and infrastructure providers as subprocessors. The current list is published at
gavrielstudio.com/legal/subprocessorsand updated with at least 30 days' notice. - Acceptable use within your workspace. You are responsible for how your team uses the agents, including ensuring that messages and content shared with the agents comply with your internal policies and applicable law.
- Service levels. Target uptime and response times are specified in the Order Form. We do not warrant uninterrupted service.
7. Multi-SaaS Bundle — specific terms
The Multi-SaaS Bundle is a subscription that gives you access to a set of internal Gavriel Studio SaaS tools (order and inventory, customer comms, bookings, reporting) on a single bill. In addition to the general Terms above:
- Included tools. The specific tools in your bundle, the user seats, and any usage limits are defined in the Order Form.
- End-customer data. If you collect personal data from your end-customers through the Bundle (e.g. orders, bookings), you are the data controller for that data. We process it on your behalf as data processor. A data processing addendum (DPA) is available on request.
- Data export. On termination, you can request a full export of your data in a structured, commonly-used format. Exports are available for 30 days after termination, after which data is permanently deleted within a further 30 days.
- Service evolution. We may add, change, or retire features within the bundle. If a material change adversely affects you, you can cancel and receive a pro-rated refund of the unused subscription period.
8. AI Audit & Security — specific terms
AI Audit & Security engagements are bespoke and defined by a written Statement of Work ("SOW") agreed between us. In addition to the general Terms above:
- Scope and deliverables. The SOW defines the scope, methodology, deliverables, timeline, and fees. Anything outside the agreed scope is a change request, handled via a written change order.
- Customer cooperation. Audit work depends on access to your personnel, systems, and evidence. Delays in providing access may delay delivery and may affect fees.
- Confidentiality. All audit findings, evidence, and reports are confidential to you. We do not share them with third parties except where required by law or with your explicit written consent.
- No certification guarantee. We help you prepare for certification (currently ISO 42001) but we are not the certifying body. Certification is granted by an accredited certification body, not by Gavriel Studio. We do not warrant that you will achieve certification.
- Findings. Audit findings are opinions based on the evidence available at the time of the engagement. We are not responsible for findings that change because of subsequent changes to your systems, the regulatory environment, or the relevant standards.
- Subprocessors for audit work. Audit workpapers and findings are not shared with AI model providers or any other subprocessor for any purpose other than as required to deliver the engagement.
9. Workshops — specific terms
Workshop and seminar engagements are bespoke and defined by a written SOW. In addition to the general Terms above:
- Scheduling. Workshop dates are scheduled on a mutually agreed basis. Cancellations within 14 days of a scheduled date may be charged at up to 50% of the workshop fee; cancellations within 7 days may be charged at 100%.
- Attendees. You are responsible for confirming attendee numbers at least 5 business days before the workshop. We will invoice for the confirmed number, or the actual number if higher.
- Materials. Workshop materials we produce are licensed to you for internal use. You may not resell, republish, or use them to deliver competing workshops without our written permission.
- Recordings. If the workshop is recorded, recordings are provided to the contracting party only. Attendees who do not wish to appear on camera or in recordings should inform the workshop facilitator.
- School and university programs. For programs delivered to minors, the contracting party (school or university) is responsible for parental consent where required. We do not collect personal data from minors beyond what is necessary for the program.
10. Your content and data
You retain all rights, title, and interest in your content and data. You grant us a limited, non-exclusive, royalty-free licence to host, copy, process, transmit, and display your content and data solely as necessary to provide the services and as described in our Privacy Policy.
You are responsible for your content and data, including its accuracy, its legality, and your right to provide it to us. You must have the necessary rights and consents to share personal data of others with our services.
We may use anonymised, aggregated data (data that cannot reasonably identify you or any individual) to improve our services. We do not use your content to train AI models.
11. Acceptable use
You must not use the services to:
- Violate any applicable law, regulation, or third-party right;
- Send spam, phishing, or unsolicited messages through the agents or platforms we deploy into;
- Process special-category data (health, religion, biometrics, etc.) without our prior written agreement;
- Attempt to reverse-engineer, decompile, or extract source code from the services;
- Interfere with or disrupt the integrity or performance of the services or the data contained in them;
- Use the services to develop competing products or to train competing AI models;
- Resell, sublicense, or white-label the services without our prior written agreement.
We may take action (including suspension — see section 18) if we reasonably believe you are violating this section.
12. Intellectual property
We retain all rights, title, and interest in the services, the underlying technology, our agents, our templates, our documentation, and any work product specifically created for you (excluding your own content and data). Nothing in these Terms transfers ownership of our intellectual property to you.
Where we create bespoke deliverables for you (e.g. an audit report, a custom agent configuration, workshop materials), the ownership and licence terms are defined in the Order Form or SOW. In the absence of specific terms, we grant you a non-exclusive, non-transferable, perpetual licence to use the deliverables for your internal business purposes.
13. Confidentiality
Each party will protect the other party's confidential information with the same standard of care it uses to protect its own confidential information of similar importance, and in any event with no less than reasonable care. We will not disclose your confidential information to any third party except as required by law or as necessary to provide the services (in which case our subprocessors are bound by equivalent confidentiality obligations).
14. Warranties and disclaimers
We will provide the services with reasonable skill and care, in accordance with the Order Form and these Terms.
Except as expressly stated in these Terms or the Order Form, the services are provided "as is" and we disclaim all other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, and accuracy of outputs. Without limiting the foregoing:
- We do not warrant that AI-generated outputs will be accurate, complete, or fit for any particular purpose. You are responsible for reviewing and validating any output before relying on it.
- We do not warrant that the services will be uninterrupted, error-free, or free from harmful components.
- We do not warrant that you will achieve any particular outcome (including certification, compliance, or business result) from the services.
15. Limitation of liability
To the maximum extent permitted by Indonesian law, neither party's total aggregate liability arising out of or related to these Terms will exceed the amount you paid us for the services in the 12 months before the event giving rise to the claim. For free or trial services, our total aggregate liability will not exceed IDR 1,000,000.
Neither party will be liable for indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenues, customers, opportunities, goodwill, or data, even if advised of the possibility of such damages.
Nothing in these Terms limits liability that cannot be excluded by law, including liability for fraud, for death or personal injury caused by negligence, or for any other liability that Indonesian law deems cannot be excluded or limited.
16. Indemnity
You will indemnify us against any third-party claim arising from (a) your content or data, (b) your use of the services in violation of these Terms, or (c) your violation of any law or third-party right.
We will indemnify you against any third-party claim that the services, as provided by us and used by you in accordance with these Terms, infringe the third party's intellectual property rights. If we reasonably believe the services may infringe, we may at our option modify them, procure a licence, or terminate the affected service with a pro-rated refund.
17. Term and termination
These Terms apply for the duration of any active engagement. Subscriptions continue until cancelled. Bespoke engagements end when the deliverables are accepted or the SOW is otherwise terminated.
Either party may terminate for cause with 30 days' written notice if the other party materially breaches these Terms and does not cure the breach within that period. Either party may also terminate immediately if the other party becomes insolvent, files for bankruptcy, or ceases to do business.
On termination, you must pay all fees due up to the termination date. Sections that by their nature should survive (including 9, 10, 12, 13, 14, 15, 16, 19, 20) will survive termination.
18. Suspension
We may suspend the services with or without notice if (a) you fail to pay an invoice by its due date, (b) you violate the acceptable use policy, (c) we reasonably believe suspension is necessary to protect the services, our systems, or other customers, or (d) we are required to do so by law. We will lift the suspension as soon as the underlying issue is resolved.
19. Changes to these terms
We may update these Terms from time to time. Material changes will be communicated by email to active subscribers at least 14 days before they take effect. The current version will always be posted at gavrielstudio.com/legal/terms.html with an effective date.
20. Governing law and disputes
These Terms are governed by the laws of the Republic of Indonesia. The parties will attempt to resolve any dispute through good-faith negotiation for at least 30 days before commencing formal proceedings. If negotiation fails, disputes will be submitted to the exclusive jurisdiction of the district courts of Batam, Indonesia, except where mandatory law provides otherwise.
21. Miscellaneous
These Terms, together with any Order Form or SOW, constitute the entire agreement between the parties regarding the services and supersede all prior agreements. If any provision is found unenforceable, the remainder of the Terms will continue in effect. Neither party may assign these Terms without the other party's written consent, except that either party may assign to a successor in a merger, acquisition, or sale of substantially all assets. The failure to enforce any right under these Terms is not a waiver of that right.
22. Contact
For any questions about these Terms:
PT. Gavriel Kairos Indonesia (trading as Gavriel Studio)
Menara Aria Office Tower Lt 7 Unit 11
Komplek Harbour Bay Downtown, Jl. Duyung
Kel. Sungai Jodoh, Kec. Batu Ampar
Kota Batam, Indonesia
WhatsApp: +62 821-7310-7809
Email: [email protected]
23. Meta WhatsApp Business — additional terms
Where your deployment operates over the Meta WhatsApp Business platform (via the WhatsApp Business API), the following additional terms apply. These are required by Meta Platforms Ireland Limited as a condition of API access.
- WhatsApp Business Policy and Commerce Policy. You and your end-users must comply with the WhatsApp Business Policy (whatsapp.com/legal/business-policy) and the WhatsApp Commerce Policy (whatsapp.com/legal/commerce-policy) as updated from time to time. Where these Terms conflict with those policies, the WhatsApp policies control for activity on the WhatsApp platform.
- Message templates. Outbound business-initiated messages sent outside the 24-hour customer service window must use message templates pre-approved by Meta. We submit template drafts to Meta on your behalf for approval. Meta may reject, modify, or remove templates at its discretion; rejected or removed templates cannot be used.
- 24-hour customer service window. Within 24 hours of an end-user's last message, the agent may reply freely without a template. Outside that window, only pre-approved templates or template-required flows are permitted.
- Quality rating and business rating. Meta assigns a quality rating to your WhatsApp business phone number based on end-user feedback and signal quality. We monitor this rating and notify you when it changes. If your quality rating drops to Low or your phone number is at risk of suspension, we may pause outbound messaging or restrict template use to recover the rating, even if it temporarily affects your service.
- Phone number registration and display name. You must register a phone number you control and a business display name that accurately reflects your business. Display name changes are subject to Meta review and may be rejected.
- End-user opt-out. End-users may opt out of business messaging at any time by messaging "stop" or using WhatsApp's built-in controls. We honour opt-outs immediately and stop sending business-initiated messages to opted-out users. Opt-out status is recorded in the audit log.
- Prohibited content. You may not use the WhatsApp channel for content prohibited by the WhatsApp Business Policy, including but not limited to: weapons, tobacco, drugs, gambling (where regulated), adult content, multi-level marketing, unlicensed financial services, or unsolicited commercial messaging.
- Data use restrictions. Data obtained through the WhatsApp Business API (including phone numbers, profile names, and message content) may not be used for purposes other than providing the service you have engaged us to deliver, and may not be sold, shared with third parties for their own purposes, or used to train AI models.
- Meta audit and inspection. Meta may audit your use of the WhatsApp Business API at any time, with or without notice. We cooperate with Meta audits and may suspend service to you during an audit if Meta requires it.
- Suspension and termination by Meta. Meta may suspend or terminate your WhatsApp Business API access at its sole discretion, including for violations of the WhatsApp Business Policy, low quality ratings, payment failures, or business verification failures. We are not responsible for Meta's suspension or termination decisions and have no ability to reverse them.