INTRODUCTION

These Terms of Use (the “Agreement”) constitute a legally binding agreement between
you (“User,” “you,” or “Customer”) and ZEALDASH SOLUTIONS PRIVATE LIMITED
(“Company,” “we,” “us,” or “our”), governing your access to and use of our platform and
services (the “Platform” or “Services”).
The Platform enables users to manage customer relationships and related business
operations through a centralized online interface. The Services include, without limitation,
functionalities such as customer data management, lead and opportunity tracking, sales pipeline
monitoring, workflow automation, communication and collaboration tools, analytics and
reporting, third-party integrations, and account administration, and the Services include all
functionalities provided through the Platform, including updates, enhancements, and any
additional features that may be added from time to time. By accessing or using the Platform,
you acknowledge and agree to abide by these Terms of Use and any additional policies or
guidelines referenced herein, including our Privacy Policy. The Privacy Policy is incorporated
into this Agreement by reference.
If you enter into a Subscription License Agreement with the Company, the terms of
such an agreement, including any specific Service Level Agreement (SLA), shall prevail over
these Terms of Use in the event of any conflict. In such cases, the SLA will govern the specific
terms related to the subscription, service uptime, support, and response times.
By clicking the “I Accept” button, checking the applicable box, or accessing or using
the Services in any way, you agree to be bound by this Agreement. If you are entering into this
Agreement on behalf of an organization, you represent that you have the legal authority to bind
that organization to these Terms of Use. If you do not agree with any part of these Terms of
Use, you must not use the Platform or Services.
This Agreement may be updated or modified by the Company at any time. Any changes
to the Terms will be effective immediately upon being posted on the Platform or otherwise
communicated to you. Your continued use of the Platform after such changes are posted
constitutes your acceptance of the modified Terms.
In the event of any conflict between the terms of this Agreement and any other
agreements you may have with the Company (Except the SLA), the terms of this Agreement
shall govern with respect to your use of the Platform and Services unless otherwise explicitly
agreed in writing between the parties.
These Terms of Use are an “electronic record” within the meaning of applicable law,
including the Information Technology Act, 2000, and do not require any physical or digital
signature.

Definitions
i) “Platform” means the website https://www.zealdash.com/ (the “Website”), the
dashboard, and any other platform or medium provided by the Company that allows
access to and use of the Services via various devices.
ii) “Company,” “we,” “us,” or “our” refers to ZEALDASH SOLUTIONS PRIVATE
LIMITED, a company incorporated under the laws of India, including any
subsidiaries, affiliates, and parent companies.
iii) “Content” means any data, text, audio, video, images, code, software, or other
content, whether provided by the Company or the User, that is available on or
through the Services.
iv) “Customer Data” refers to all electronic data, information, or other content
submitted or provided by or on behalf of the Customer to be stored, processed, or
collected by the Company in connection with the Customer’s use of the Services.
v) “Documentation” means the user manuals, technical documentation, developer
guides, and any other user or technical resources provided by the Company to assist
in the use of the Services.
vi) “Feedback” refers to any suggestions, comments, or recommendations made by the
Customer or users regarding the improvement of the Services, whether or not such
feedback is incorporated into the Services.
vii) “Service(s)” means the platform services, APIs, and other associated tools, features,
and functionality made available by the Company under these Terms of Use.
viii) “Subscription License Agreement” refers to any separate agreement between the
Company and the Customer for access to the Platform, which may include specific
subscription terms, pricing, and service-level commitments.
ix) “Third-Party Content” means content, services, or technologies provided by third
parties that may be made available to you through the Services, including
integrations, APIs, or any external service offered in conjunction with the Platform.
x) “User” or “Customer” means any individual or entity that accesses or uses the
Services. If you are accepting these Terms of Use on behalf of a company or legal
entity, “you” refers to that entity, and you represent that you have the authority to
bind the entity to these Terms.
xi) “Your Content” means any data, information, or content that you or your authorized
users upload to the Platform or otherwise use in conjunction with the Services. This
includes all data processed, stored, or shared through the Services under your
account.
xii) “Our Content” refers to all intellectual property, including but not limited to,
software, tools, utilities, templates, algorithms, methods, processes, design formats,
code (including our Code), and other proprietary technology owned or licensed by
the Company, and used in providing the Services.
xiii) “End User” refers to any individual that uses the Services directly or indirectly
under your account, including users who may access or interact with your content
through the Platform.
xiv) “Order” means the Subscription Order submitted online or the Subscription Order
Form executed by the Customer in connection with the Services, specifying the
terms of subscription, pricing, and other obligations.

ACCOUNT REGISTRATION & USER RESPONSIBILITIES

i) Eligibility Criteria: To create an account and access the Services, you must be at
least 18 years old or the age of majority in your jurisdiction of residence, whichever
is lower and have the legal capacity to enter into binding contracts under applicable
laws. By registering, you represent and warrant that you meet these eligibility
requirements and that all information provided during the registration process is
accurate and truthful.
ii) Account Creation & Security
a. To register for an account, you will need to accept these Terms of Service, the
Privacy Policy, and provide the following details: Your full name (or the name
of your organization, if applicable), Your role or position within the
organization (if applicable), A valid email address and A secure password to
limit access to your account. Please note that submission of registration details
does not automatically result in account activation. Upon receipt of your details,
the Company will contact you to schedule a demonstration of the Platform. Your
account will be enabled only after completion of such demonstration and at the
sole discretion of the Company.
b. It is your responsibility to ensure that the information you provide is accurate,
secure, and up-to-date. You may not use the information of another individual
or entity to create an account, nor may you use a username or password that
infringes on the intellectual property rights or trademarks of others, including
the Company. You are prohibited from using any vulgar, obscene, or
inappropriate language in your username or password.
c. The password you create will provide access to your account and the Services.
You are solely responsible for maintaining the confidentiality of your password.
The Company does not have access to your password unless you explicitly grant
us permission for account-related assistance or support. In no case should you
provide your password to anyone unless you have authorized them to access
your account for a specific reason.
d. If you believe your account has been accessed without authorization, you must
notify us immediately. You are responsible for all activities that occur under
your account, and you should promptly change your password if you suspect
unauthorized access.
e. The Company reserves the right to suspend or terminate your account, without
notice, if we believe that the information provided during registration is false,
misleading, or violates any applicable laws or these Terms. Additionally, we
may suspend or terminate your access if your account is used in a way that
violates these Terms or any applicable policies.
iii) User Obligations & Conduct
a. Acceptable Use: By using the Services, you agree to use the Platform solely for
its intended purpose. You shall not engage in any activity that: (a) Violates
applicable laws, regulations, or these Terms of Service, (b) Infringes on any
intellectual property or rights of third parties, (c) Is defamatory, abusive,
threatening, harassing, or discriminatory, (d) Violates the privacy or security of
others, (e) Is fraudulent or deceptive and (f) Is obscene, offensive, or violates
public morality
b. Account Responsibilities: You are responsible for all actions taken under your
account, whether conducted by you or a third party. You agree to take all
necessary measures to protect the security of your account credentials, including
maintaining confidentiality and logging off at the end of each session. You must
notify us immediately if you become aware of any unauthorized use or breach
of security related to your account.
c. Prohibited Activities: You may not engage in the following activities: (a)
Reverse engineering, decompiling, disassembling, or otherwise attempting to
derive the source code or underlying ideas or algorithms of the Platform, unless
explicitly permitted by applicable laws, (b) Modifying, translating, or creating
derivative works of the Platform or Services, (c) Copying, distributing, renting,
leasing, or transferring any rights granted under these Terms without the
Company’s prior written consent, (d) Interfering with the proper functioning of
the Services, including attempts to bypass any restrictions or access controls
implemented by the Company.
d. You may access and use the Services solely in accordance with the scope of the
license expressly granted to you under these Terms and any applicable Order
Form. You shall not use the Services in any manner that exceeds the authorized
scope of use, including but not limited to: i) using the Services in a way that
imposes an unreasonable or disproportionately large load on the Company’s
infrastructure or interferes with the normal functioning of the Platform; ii)
accessing, or attempting to access, any component of the Services or Platform
that is not licensed to you, or to which you are not expressly granted access
under your subscription tier or license; iii) engaging in any activity that disrupts
or compromises the security, integrity, or availability of the Services. All rights
not expressly granted to you are reserved by the Company. Any use of the
Services outside the scope of your permitted license constitutes a material
breach of these Terms and may result in suspension or termination of access.
iv) Account Management & Termination
a. Termination by User: You may terminate your account at any time by
submitting a written request to the Company, subject to any outstanding
obligations or contractual commitments. Upon termination, the Company will
remove your account and any associated personal data as soon as it is no longer
required for operational purposes.
b. Termination by Company: The Company may suspend or terminate your
account at its discretion if you violate any of the provisions of these Terms, if
there are concerns about fraud or misuse, or if the Company is required to
comply with legal or regulatory obligations. Upon termination, you will no
longer have access to the Services, and any data or content associated with your
account may be deleted in accordance with the Company’s Privacy Policy.

DESCRIPTION OF SERVICES

i) We provide you with access to manage customer relationships and related business
operations through a centralized online interface. The Services include, without
limitation, functionalities such as customer data management, lead and opportunity
tracking, sales pipeline monitoring, workflow automation, communication and
collaboration tools, analytics and reporting, third-party integrations, and account
administration.
ii) Our services are provided solely for your business purposes. You are responsible
for obtaining the necessary internet access and equipment to use the Platform.
During the trial version, you will have access only to the standard features of the
Platform, without any customizations or bespoke configurations. The Services are
available on a subscription basis following the trial, unless otherwise specified in
the applicable Order Form or Service Terms.
iii) We reserve the right to modify, suspend, or discontinue any part of the Platform or
Services at any time, with or without notice. Continued use of the Services after
such changes constitutes your acceptance of those changes.
iv) We strive to maintain high availability of the Services; however, we cannot
guarantee uninterrupted service or the elimination of all potential errors.
v) Any customized service offerings, including but not limited to bespoke features,
third-party integrations, or tailored solutions, will be detailed in the corresponding
Order Form. These customized services may be subject to additional fees and will
be governed by the terms and conditions specified in the Order Form.

LICENSE & PLATFORM USAGE

i) Grant of License
a. Subject to the terms and conditions of this Agreement, the Company grants you
a non-exclusive, non-transferable, and revocable license to access and use the
Platform and any associated Software and Documentation provided by the
Company (“Services”) for your internal business purposes only. This license is
granted for the duration of your use of the Services and may be terminated as
per the provisions in this Agreement.
b. You are granted the right to use the Services solely for your business purposes
as defined in this Agreement. You are responsible for obtaining and maintaining
the necessary internet connection, hardware, and software to access and use the
Services. The Company may, at its sole discretion, update or modify the
Services, and your continued use of the Services will be deemed acceptance of
any changes.
ii) Use of Platform
a. You are granted the right to: Create workflows, and automation through the
Platform; Use the tools and components available on the Platform to customize
and deploy business solution.
b. You shall not: Use the Platform that violate any applicable laws or intellectual
property rights; Distribute, rent, lease, sublicense, or otherwise transfer any part
of the Platform; Modify, decompile, reverse engineer, or disassemble the
Platform or any part of it, except as expressly permitted by applicable law; Use
the Platform for purposes other than the creation of business workflows, or for
personal or non-commercial use.
iii) Open Source Software: If the Platform includes any open-source software, the
license terms for such software will take precedence over this Agreement for the
applicable software. We will make the source code of such open-source software
available upon request, subject to the terms of the relevant open-source licenses.

PAYMENT TERMS

i) The Services and standard pricing plan shall be as set forth on the Website. For
enterprise plans or customized solutions, please contact us directly for a detailed
quotation.
ii) Standard self-service onboarding materials may be provided at no additional cost.
However, if you request assisted onboarding services (including, without limitation,
setup support, migration of existing data, training sessions, or configuration
assistance), such services shall be subject to an Onboarding Fee, as specified in the
applicable Order Form.
iii) All charges associated with the Services purchased by You (“Charges”), including
but not limited to subscription fees, usage fees, and any other associated costs, shall
be outlined in the applicable Order Form. All Charges are due in full and payable
in advance by You. We reserve the right to change the Charges from time to time,
and such changes will be communicated to You.
iv) The specific payment terms, including charges, billing frequency, and applicable
fees, shall be outlined in a separate Order Form executed between the parties. The
terms of the Order Form shall govern all payment-related obligations and take
precedence over any conflicting terms in these Terms of Use.
v) Payments may be based on factors such as the Number of Users, etc. The Order
Form will specify the applicable payment structure and any associated fees.
vi) Unless otherwise specified in these Terms, all Charges are non-refundable. No
refunds shall be issued for partial use or non-use of the Services.
vii) Unless otherwise stated in the Order Form, the Charges do not include any taxes,
levies, duties, or similar governmental assessments, including value-added, sales,
use, or withholding taxes assessable by any local, state, provincial, or foreign
jurisdiction (collectively “Taxes”). You shall be responsible for the payment of all
such Taxes.
viii) Any additional features, services, or modules not included in the initial scope of the
Order Form, including but not limited to third-party integrations, will be charged
separately. The pricing for such add-ons will be detailed in the Order Form or as
mutually agreed upon in writing by the parties.
ix) At the end of the term, the user is entitled to request data migration. Upon such
request, the user may download the data from the platform. Any data migration
beyond the scope of the standard process may incur additional fees, which will be
outlined in the Order Form.
x) In the event of any conflict or inconsistency between the terms of this Agreement
and the Order Form concerning payment obligations, the terms of the Order Form
shall prevail.
xi) In the event of termination of the Services as outlined in the Order Form, no refunds
will be provided for unused portions of the subscription unless otherwise agreed
upon. Upon termination, You will be required to pay all Charges incurred up until
the termination date.

YOUR RIGHTS AND RESPONSIBILITIES

i) YOUR RIGHTS: Subject to your compliance with these Terms and during the
Term, we grant you and your authorized employees (“Users”) a worldwide, nontransferable, non-exclusive, limited right to: (a) Store, retrieve, and use data or
technology within the Platform through electronic means. (b) Integrate the Platform
into your System and provide access to authorized Users of your workflow.
ii) YOUR RESPONSIBILITIES
a. If we notify you that a specific use of the Platform is prohibited, you must
immediately cease such use and comply with any related instructions provided
by us.
b. The Platform is not designed for storing or processing payment card data. If you
choose to process cardholder information using the Platform, you must: (i)
Comply with the Payment Card Industry Data Security Standard (“PCI DSS”);
(ii) Implement and maintain security measures to protect cardholder data; and
(iii) Indemnify and hold us harmless from any claims, liabilities, or penalties
arising from your non-compliance with PCI DSS.
c. Each license purchased is assigned to a single, designated human User. You
may not: (i) Share, transfer, or sublicense a license to another person or entity.
(ii) Create aliases, shared accounts, or grant group access under a single license.
(iii) Permit multiple Users to access the Platform under a single license.
Violation of this clause shall result in immediate termination of the
license without a refund, and we reserve the right to conduct compliance audits
at any time.
iii) END USER RESPONSIBILITIES
a. You are responsible for ensuring that all End Users comply with the terms of
this Agreement. You will be deemed to have taken any action that you facilitate,
permit, or assist any person or entity in taking concerning this Agreement, your
Content, or use of the Platform.
b. If you become aware of any End User violating these Terms, you must take
immediate action, including suspending or terminating their access to your
Content and the Platform.
c. You are solely responsible for providing customer support to End Users. We do
not provide direct support or services to End Users unless explicitly agreed in a
separate contract.

INTELLECTUAL PROPERTY RIGHTS

i) Ownership of Platform and Services: Except for the limited rights expressly granted
to You under these Terms, all rights, title, and interest in and to the Platform,
including but not limited to any software, code, technology, modifications, updates,
improvements, and any related documentation (collectively, “Platform Materials”),
shall remain solely with Us. We retain all Intellectual Property Rights in and to the
Platform, including any intellectual property developed under Professional Services
(e.g., customizations, scripts, and configurations), including all patents, copyrights,
trademarks, trade secrets, and any other proprietary rights associated with the
Platform.
ii) Ownership of Your Data: You retain full ownership of all data, content, and
materials that You or Your Users upload, input, or otherwise provide to the Platform
(collectively, “Your Data”). We do not claim any ownership over Your Data.
However, by using the Platform, You grant Us a non-exclusive, worldwide, royaltyfree license to use, store, and process Your Data solely for the purpose of providing
and improving the Services. You represent and warrant that You have all necessary
rights to provide such Data and that the use of Your Data will not violate any laws
or infringe any third-party rights.
iii) Feedback and Suggestions: Any feedback, suggestions, enhancement requests, or
recommendations You provide to Us regarding the Platform or Services may be
used by Us to improve and develop the Platform and Services. You agree that such
feedback and suggestions shall be free of any intellectual property claims, and We
shall have the perpetual, royalty-free, worldwide right to use, modify, and
incorporate such feedback into the Platform and Services at Our discretion.
iv) Restrictions on Use of Platform Materials: You may not copy, modify, distribute,
or create derivative works based on any part of the Platform Materials unless
expressly authorized in writing by Us. Any unauthorized use of the Platform
Materials will constitute a violation of Our intellectual property rights.
v) License to Use Customer Data: While You retain ownership of Your Data, by
submitting or posting Your Data through the Platform, You grant Us a worldwide,
non-exclusive, royalty-free, irrevocable, and sublicensable license to use, copy,
display, modify, reformat, translate, and distribute Your Data solely as necessary
for providing, maintaining, and enhancing the Platform. This license includes the
right for Us to aggregate and analyze Your Data for purposes of improving the
Platform, provided that such use is done in a way that maintains the confidentiality
and security of Your Data.
vi) No Transfer of Rights: Except for the rights explicitly granted in these Terms, You
do not acquire any right, title, or interest in or to the Platform or any of Our
Intellectual Property. All rights not expressly granted herein are reserved to Us.

CONFIDENTIALITY; DATA PRIVACY AND SECURITY

i) Confidential Information
a. For the purposes of these Terms, “Confidential Information” shall include all
business, technological, and operational information that is disclosed by one
Party (“Disclosing Party”) to the other Party (“Receiving Party”), including but
not limited to Your Data, platform details, business plans, customer lists,
financial data, and other proprietary information, whether disclosed orally, in
writing, or electronically.
b. Your Confidential Information shall include Your Data and any other
information provided by You or Your Users in connection with the Services.
c. Our Confidential Information shall include the Services, Platform Materials,
software, technologies, and any other proprietary information provided by Us
in connection with the Services.
d. Confidential Information does not include information that (a) is publicly
available at the time of disclosure or becomes publicly available through no
breach of these Terms; (b) is lawfully obtained from a third party without breach
of confidentiality obligations; or (c) is independently developed by the
Receiving Party without reference to the Disclosing Party’s Confidential
Information.
ii) Use and Disclosure of Confidential Information
a. The Receiving Party agrees to keep the Confidential Information strictly
confidential and shall not disclose, copy, or use it except as necessary to perform
obligations under these Terms. The Receiving Party may only disclose
Confidential Information to its employees, agents, professional advisors, or
third-party vendors who need to know such information for the purposes of
providing the Services and who are bound by confidentiality obligations at least
as stringent as those in this clause. The Receiving Party shall take all reasonable
precautions to protect the confidentiality of the Confidential Information and
ensure it is only used for the purposes of this Agreement.
b. In the event that the Receiving Party is required to disclose Confidential
Information by law or in response to a subpoena, court order, or other legal
process, the Receiving Party shall promptly notify the Disclosing Party to allow
the Disclosing Party the opportunity to seek protective measures.
iii) Data Privacy and Security: We shall implement and maintain appropriate technical
and organizational measures to protect Your Data from unauthorized access,
disclosure, alteration, and destruction. These measures are designed to ensure a
level of security appropriate to the risk involved in processing Your Data. We shall
notify You without undue delay of any accidental or unlawful destruction, loss,
alteration, unauthorized disclosure of, or access to Your Data that is processed by
Us.
iv) Data Processing: You acknowledge that We shall process Your Data only to the
extent necessary to provide, maintain, and improve the Services, including
addressing any technical issues or support requests, and in accordance with these
Terms. We shall not process Your Data for any purposes other than as explicitly
described in these Terms.
v) Disclosure and Access to Information: We may access or disclose information about
You, Your Account, and Your Users, including Your Data, in the following
circumstances: (a) To comply with legal obligations or respond to lawful requests
or legal processes. (b) To protect the proprietary rights of Us or our affiliates, or in
response to suspected fraudulent, abusive, or illegal activity. (c) We shall only
disclose such information to the extent required and will use commercially
reasonable efforts to notify You of any legal request or process unless prohibited
by law.
vi) Ownership of Confidential Information: All Confidential Information disclosed by
Us remains Our property, and all Confidential Information disclosed by You
remains Your property. Nothing in these Terms shall grant any ownership rights to
the Receiving Party in the Disclosing Party’s Confidential Information or
intellectual property, except as expressly granted under these Terms.
vii) Obligations Upon Termination: Upon termination or expiration of these Terms, the
Receiving Party agrees to return or destroy all Confidential Information received
from the Disclosing Party, as per the instructions of the Disclosing Party. The
confidentiality obligations outlined in this section shall survive the termination of
these Terms.

USE OF YOUR INFORMATION AND CONTENT

i) Ownership of Customer Data:
a. All Customer Data that you create, transmit, transfer to us, submit, display, or
otherwise make available while using the Services, should only be information
that you own or have the right to use or share. If you transfer any personally
identifiable information to us, you confirm that you have informed the relevant
individuals and procured their necessary consent for such transfer, sharing,
processing, and/or use of their information under these Terms of Use and our
Privacy Policy.
b. Usage of Customer Data: We may use the information provided by you for as
long as your account remains active, only as specified or permitted by our
Privacy Policy and in compliance with applicable law. We make commercially
reasonable efforts to ensure that the data stored on our servers is persistent and
always accessible. However, we are not responsible for any failures by thirdparty service providers or other factors beyond our reasonable control that may
cause your Customer Data to be permanently deleted, irretrievable, or
temporarily inaccessible.
c. Third-Party Services: We may use third-party service providers to enable us to
provide you with the Services. In this process, we may share your Customer
Data with third-party service providers as necessary to enable them to perform
their services. We will ensure that all third-party service providers are bound by
confidentiality and data privacy obligations equivalent to those we are
committed to under these Terms.
d. Hosting and Data Centers: Our platform is designed to be hosted on any cloud
or on-premises infrastructure. For clients using SaaS services, we provide
default hosting services on AWS. In either case, all data will be managed in
compliance with industry standards for security and availability.
ii) Rights and Obligations Relating to Content
a. Prohibited Actions: You are prohibited from: Violating or attempting to violate
the integrity or security of the Platform or any content therein, Transmitting any
information (including messages and hyperlinks) that is disruptive to the
provision of our Services, Submitting any incomplete, false, or inaccurate
information intentionally, Using any engines, software, tools, agents, or other
mechanisms (e.g., spiders, robots) to navigate or search the Platform,
Attempting to reverse engineer, decompile, disassemble, or otherwise decipher
any part of the Platform, Copying or duplicating any of our Content or other
Platform information in any manner, Circumventing or disabling any security
features of the Platform.
b. User-Generated Content: You shall not upload, display, modify, publish,
transmit, or share any content that: Belongs to someone else without their right
to use, Is grossly harmful, defamatory, obscene, pornographic, invasive of
another’s privacy, or otherwise unlawful, Contains software viruses or other
harmful computer programs, Threatens national security, public order, or
violates applicable laws.
Upon discovering any violation of the above terms, we may suspend or
delete your account, impose penalties, or take other necessary actions.
Additionally, we may retain any non-compliant content for up to 90 days for
investigation by government authorities.

WARRANTIES & DISCLAIMER

i) Warranties: We warrant that the Services provided through our low-code/no-code
platform will be delivered in accordance with reasonable industry standards for
platforms of this nature. This warranty covers the functionality of the platform
itself, ensuring it operates in a manner consistent with standard industry practices.
However, we expressly exclude all other warranties, representations, and
conditions, whether express or implied, including but not limited to any implied
warranties of merchantability, fitness for a particular purpose, non-infringement, or
error-free and uninterrupted operation. We do not guarantee that the Platform will
meet your specific requirements or be error-free in every instance.
ii) Professional Services: We are not responsible for any issues related to the
performance, operation, or security of the Professional Services provided by you,
or any third-party services you integrate with the Platform. In case of a breach of
the Professional Services warranty, your exclusive remedy, and our entire liability,
will be the correction of the deficient Professional Services that caused the breach.
iii) Disclaimer: The Services, including the low-code/no-code platform and associated
tools, are provided “AS IS” and “AS AVAILABLE,” with no express or implied
warranty. This includes, without limitation, any implied warranties of title, noninfringement, merchantability, and fitness for a particular purpose, and any
warranties implied by any course of performance or usage of trade, all of which are
expressly disclaimed. We do not guarantee that: (a) The Platform will be secure,
error-free, or available at any particular time or location; (b) Any defects or errors
in the low-code/no-code development environment will be corrected; (c) Any
workflow or content you create using the Platform will be free of viruses, bugs, or
other harmful components; (d) The results from using the Platform will meet your
requirements.

LIMITATION OF LIABILITY

i) To the fullest extent permitted by applicable law, in no event shall the Company,
its directors, employees, agents, partners, suppliers, content providers, licensors, or
resellers be liable to You or any third party under any legal or equitable theory,
including contract, tort, strict liability, negligence, or any other theory, for:
a. Any indirect, incidental, special, consequential, punitive, or exemplary
damages, including, but not limited to, lost profits, data loss, loss of goodwill,
or loss of business opportunity, arising out of or in connection with your use of
the Platform or Services, even if the Company has been advised of the
possibility of such damages.
b. Any damages resulting from your reliance on the Platform or any content or
services provided through the Platform, including any software or tools made
available to You for building, managing, or deploying workflows via the
Platform.
c. Any direct damages exceeding the total amount You have paid to the Company
for the Service during the twelve (12) months preceding the date of the event
giving rise to the claim.
d. Any matter beyond the reasonable control of the Company, including but not
limited to third-party integrations, internet connectivity, server failures, outages,
or network disruptions.
ii) Service Availability and Interruptions You acknowledge that the Company is not
responsible for interruptions to the Platform or Services arising from factors beyond
its control, including, without limitation: (a) Technical failures of third-party
providers or telecommunications networks;(b) DDoS (Distributed Denial of
Service) attacks or other malicious activities affecting the Platform’s availability;
(c) Power outages or infrastructure disruptions; (d) Issues resulting from integration
with third-party services.
iii) Exclusions for Certain Damages: In no event will the Company or its affiliates be
liable for any loss of use, loss of content, or failure to store any of Your data,
including any workflows or integrations built through the Platform. You
acknowledge that the risk of data loss or failure to store Your content rests with
You, and You are responsible for regularly backing up any data stored on the
Platform.
iv) The aggregate liability of the Company, its affiliates, and licensors in relation to
any claim arising under or in connection with the Platform or Services will be
limited to the amount You actually paid for the Services in the twelve (12) months
immediately preceding the claim.
v) Any cause of action or claim arising out of or related to the Platform or Services
must be brought within one (1) year from the date on which the cause of action
accrues, or it will be permanently barred.
vi) Some jurisdictions do not allow the exclusion or limitation of certain types of
damages or liabilities. In such cases, the Company’s liability will be limited to the
maximum extent permitted by applicable law, and the limitations set forth in this
section will apply to the fullest extent allowed in such jurisdictions.

INDEMNIFICATION

i) Indemnification by You: You shall defend, indemnify, and hold harmless the
Company, its affiliates, subsidiaries, employees, contractors, directors, suppliers,
licensors, and agents (collectively, “Indemnified Parties”) from and against any and
all claims, damages, liabilities, losses, expenses, costs, and attorney’s fees arising
out of or in connection with: (a) Your Use of the Platform: Any claim related to
your use or misuse of the Platform, including any activities under your account and
use by your employees, contractors, agents, or any End Users. (b) Breach of
Agreement: Any breach of these Terms, violation of applicable laws, regulations,
or obligations by you or any End Users, including any actions that lead to
intellectual property infringement or violations of data privacy laws. (c) Your
Content: Any claim arising from Your Content, including its creation, storage,
distribution, or use in combination with the Platform. This includes any alleged
infringement of third-party intellectual property rights or violations stemming from
the design, production, marketing, or use of Your Content. (d) End User Disputes:
Any dispute between you and any End User relating to your use of the Platform,
including but not limited to disputes over content or services provided through the
Platform.
ii) Indemnification for Subpoenas or Legal Orders: If we are required to respond to a
third-party subpoena or any other legal order due to your use of the Platform or
related activities, you agree to reimburse us for any reasonable costs incurred in
responding to such subpoena or order, including attorneys’ fees and the time and
resources spent by our employees or contractors. Any reimbursement will be based
on fair and reasonable compensation, taking into account the actual time and
expenses involved. We will provide a detailed breakdown of these costs, and you
will have the opportunity to review and discuss them..
iii) Indemnification Process
a. We will promptly notify you of any claim that is subject to indemnification
under this section. Failure to provide timely notice will only affect your
obligations under this section if our failure prejudices your ability to defend the
claim.
b. You shall have the sole and exclusive right to control the defense and settlement
of any such claim, provided that you shall: (a) Defense: Use counsel of your
choosing (subject to our prior written consent) to defend against the claim; (b)
Settlement: Obtain our prior written consent before settling the claim, provided
that the settlement does not affect the rights of the Indemnified Parties or impose
any obligations on them.
We reserve the right to assume the exclusive control and defense of any
claim at any time, and in such case, you agree to cooperate with us in defending
the claim.

THIRD-PARTY SERVICES AND CONTENT

i) Third-Party Services: You may integrate your Account with third-party applications
or services (“Third-Party Service(s)”). You acknowledge and agree that your use of
any Third-Party Service(s) is subject to the terms and conditions, privacy policies,
and other agreements of the respective third-party providers. We shall not be
responsible or liable for the enablement, access, or use of such Third-Party
Service(s) by you, nor for any data processed by such third parties. For any issues
or claims arising from the use of Third-Party Service(s), you should contact the
respective third-party service provider directly. We may, at our sole discretion, and
without notice to you, suspend, restrict, or disable access to, or remove any ThirdParty Service(s) from the Platform at any time, for any reason, without liability to
you, including but not limited to any loss of profits, data, revenue, or other
intangible losses. We do not guarantee the continued availability or performance of
Third-Party Services.
ii) Third-Party Content: The Platform may provide you access to Third-Party Content,
such as software applications, data, or APIs provided by third parties. You
understand and agree that these third-party offerings are made available under
separate terms and conditions, which may include additional fees or charges.
Because we may not have tested or screened the Third-Party Content, your use of
such content is at your own risk.
iii) Links to Third-Party Sites: The Platform may contain links to third-party websites.
These links are provided solely for your convenience, and we do not control or
endorse the content, products, or services available on these third-party sites. We
are not responsible for any damages, losses, or other issues that may arise from your
use of third-party websites or any content found therein.

TERMINATION AND SUSPENSION OF SERVICES

i) Suspension of Access: We reserve the right to suspend or terminate your access to
the Platform, in whole or in part, at any time and without notice, if we believe that
you have violated these Terms of Use, including but not limited to any unauthorized
use, infringement of intellectual property rights, or activities that may harm the
Platform, other users, or the integrity of our systems.
ii) Consequences of Violation: If your actions result in suspension or termination of
your access or removal of your access, you will remain liable for any outstanding
payments, and no refunds will be issued for the unused portion of your subscription.
iii) Effect of Suspension or Termination: Upon suspension or termination, you will
immediately cease all use of the Platform, and we may restrict your access to any
data, workflow, or services associated with your account, subject to any applicable
data retention policies.

DATA RETENTION AND DELETION

i) Data Retention: We will retain your data on the Platform for the duration of your
subscription. After termination or suspension of your account, your data will be
retained for a period of 60 days, unless otherwise specified in the Order or Service
Terms. You will have the ability to download or export your data during this period,
upon request.
ii) Data Deletion: After the retention period mentioned above, we may permanently
delete your data from our systems. We will send you a notice prior to the deletion,
informing you of the upcoming data removal. Once deleted, your data cannot be
recovered. You are responsible for downloading and securing any data before the
termination of your subscription.
iii) Request for Data Deletion: If you wish to delete your data at any point during your
subscription, you may request deletion through the Platform or by contacting
customer support. Upon receipt of such a request, we will delete your data in
accordance with applicable data retention and legal requirements.
iv) Effect of Data Deletion: Deletion of data may affect your ability to access or use
certain features of the Platform. We are not liable for any consequences of data
deletion, including loss of data or access to workflow.

DISPUTE RESOLUTION

i) Informal Resolution: If any dispute, claim, or controversy arises out of or in
connection with these Terms or your use of the Platform (a “Dispute”), the parties
agree to first attempt to resolve the Dispute informally through good faith
negotiations. Either party may initiate such discussions by providing written notice
to the other party of the existence of the Dispute.
ii) Mediation: If the Dispute is not resolved informally within thirty (30) days from the
date of notice, the parties agree to attempt to resolve the Dispute through mediation
before a neutral third-party mediator mutually selected by the parties. The
mediation shall take place in Chennai, Tamil Nadu, India, and the language of
mediation shall be English.
iii) Arbitration: If the Dispute is not resolved through informal resolution or mediation
within sixty (60) days from the date of notice, the Dispute shall be resolved through
binding arbitration. The arbitration shall be conducted under the rules of the Indian
Arbitration and Conciliation Act 1996, in Chennai, Tamil Nadu, India. The
arbitration shall be final and binding on both parties, and the arbitrator’s award may
be enforced in any court of competent jurisdiction.
iv) Court Jurisdiction: Notwithstanding the foregoing, either party may seek interim or
emergency relief in a court of competent jurisdiction to preserve its rights or protect
its interests, pending the outcome of mediation or arbitration.
v) Governing Law: These Terms shall be governed by and construed in accordance
with the laws of Chennai, Tamil Nadu, India, without regard to its conflict of law
principles.

GENERAL CLAUSES

i) Entire Agreement: These Terms, together with any applicable Order Form, Service
Terms, or other agreements referenced herein, constitute the entire agreement
between you and us regarding the use of the Platform. They supersede all prior
agreements, understandings, and communications, whether written or oral,
regarding the subject matter.
ii) Severability: If any provision of these Terms is found to be invalid, illegal, or
unenforceable, the remaining provisions shall remain in full force and effect. The
invalid provision shall be deemed modified to the extent necessary to make it valid,
legal, and enforceable.
iii) Force Majeure: We will not be liable for any failure or delay in performance of our
obligations under these Terms if such failure or delay is caused by events beyond
our reasonable control, including but not limited to natural disasters, acts of
government, wars, strikes, or technical failures.
iv) No Waiver: No failure or delay by either party in exercising any right, power, or
privilege under these Terms shall operate as a waiver thereof, nor shall any single
or partial exercise of any right, power, or privilege preclude any further exercise of
any right, power, or privilege.
v) Assignment: You may not assign, transfer, or subcontract any of your rights or
obligations under these Terms without our prior written consent. We may assign or
transfer our rights and obligations under these Terms at our discretion, provided
that such assignment does not affect your rights under these Terms.
vi) Compliance with Laws: You agree to comply with all applicable laws, regulations,
and ordinances in connection with your use of the Platform, including but not
limited to data protection and privacy laws.
vii) No Third-Party Beneficiaries: These Terms are intended solely for the benefit of
you and us and do not confer any rights or benefits on any third party.
viii) Amendment: We may modify these Terms from time to time by posting the revised
version on the Platform. Any such modification will be effective upon posting. Your
continued use of the Platform after such modification constitutes your acceptance
of the modified Terms.