1. GENERAL TERMS

 1.1. These terms are drafted in conformity with Information Technology Act, 2000 read with Information Technology (Intermediary Rules), 2011 in order to regulate the terms and conditions of usage of access to the Website (as defined herein) and the Services (as defined herein). No physical or digital signature is necessitated in order to validate this Agreement. Your use and access of the Platform is governed by and subject to the Terms.

 1.2. These Terms create a binding agreement between You and/or the entity that You represent (collectively, “You”, “Your”, “User”, “End-User” and “Customer”) and M/s. Hyperleap Software Technologies Private Limited, a company incorporated under provisions of Companies Act, 2013, and having its registered office at 1-15-1041, Maruthinagar, Kothapet, Behind Jain Mandir, Saroornagar, Hyderabad- 500060, Telangana (“Company, “We”, “Us” and “Our”). The Company is a generative Artificial Intelligence (“AI”) platform that bridges the gap between AI’s potential and real-world application.

 1.3. These Terms will govern Your use of Our Services which shall be provided by Us on Our website as well as any other media form, media channel, website or mobile application related, linked, or otherwise connected thereto, which are owned by Us including without limitation the following websites: https://hyperleapai.com, https://api.hyperleapai.com, https://studio.hyperleapai.com, https://hyperleap.ai, https://api.hyperleap.ai (“Platform”), which is owned by Us, and subsequently the use of Services as available to You through Our Platform. Based on the subscription model chosen by You, the Platform may be hosted on the Company Hosting Server or the User Hosting Server, as laid down under the Payment Terms.

2. ACKNOWLEDGEMENT:

2.1. For You to accept these Terms, You shall be of majority age (18 and above) and not already be restricted by Us from using Our Platform and Services. In the case that You do not accept these Terms, You shall not avail Our Services as is provided through Our Platform. You can accept the Agreement by checking the checkbox or clicking on “I AGREE” or any other similar term and/or by availing Our Services, as the case may be.

2.2. You acknowledge that by clicking on “I AGREE” or any other similar term and/or by availing Our Services, You are entering into a legally binding agreement to use the services provided by the Company and this shall continue to be binding till You continue to access and use the Platform.

2.3. Please note that these Terms shall be applicable to You, even if You browse or access the Platform as a visitor without creating an Account on the Platform. These Terms applies to every User who uses or accesses the Services. It also applies to any legal entity which may be represented by You under actual or apparent authority.

2.4. These Terms are subject to modifications, at Our sole and absolute discretion. Further, We may from time to time formulate new policies for availing all or any of the Services. The most current version of these Terms will supersede all previous versions. You understand that Your continued use of the Services after any changes to these Terms or addition of new policies constitutes Your acceptance to be bound by the most recent version of these Terms. If these Terms (including changes and additions thereto) are not acceptable to You, You have the absolute right to terminate Your Account by writing to Us at accounts@hyperleap.ai.

2.5.  Please note that in the event of a breach of these Terms in the manner stipulated under clause 16.5 of these Terms, the Company reserves the right to (i) suspend Your access to the Platform and the Services provided thereof; (ii) immediately terminate Your Account; and/or (iii) report You to law enforcement authorities or initiate necessary legal actions / appropriate legal proceedings against You in accordance with the applicable laws.

3. DESCRIPTION OF SERVICES

3.1. Our Platform is a SaaS application, accessible via web, and AI APIs. We are engaged in providing the following Services, including without limitation (collectively, “Services”):

a) Fostering AI literacy across User’s entity through features enabling collaboration;

b) Empowering User’s entity to communicate with AI tools effectively;

c) Enabling feedback mechanisms for continuous improvement of AI integrations;

d) Detailed auditing and compliance of every AI interaction through the Platform;

e) Detailed reporting and analytics of the usage of AI across the User’s entity;

f) Interactive hub to enable optimization of AI prompts, handling data, among others;

3.2. The Company shall offer the aforementioned Services in the form of subscription model and as per the Payment Terms available at [●].

3.3. We believe in continuous development in order to meet the industry standards and provide You with better Services, therefore, We reserve the right to modify, add, remove or rename Our Services at Our sole discretion.

4. SERVICES UPDATES AND AVAILABILITY OF SERVICES

4.1. The Services may, at any time, temporarily be unavailable due to scheduled downtime for upgrades and maintenance, any technical faults or interruptions, User’s geographical location, or prohibitions/restrictions under applicable law or policies for which the Company may use commercially reasonable endeavors to notify the User in advance.

4.2. Notwithstanding anything to the contrary contained elsewhere, the Company shall not be liable for unavailability of the Services caused by circumstances beyond its reasonable control, such as, but not limited to, acts of God, acts of government, acts of terror or civil unrest, or any reason as stipulated in Clause 4.1 of these Terms.

5. USER ACCOUNTS

5.1. We believe in providing simple and easy access to our Services. To access any of the Services, You can sign-up by using the online sign-up or subscription process or contact Us at accounts@hyperleapai.com as provided on the Platform.

5.2. After You subscribe to Our Services and make necessary payments as facilitated on the Platform, We will collect relevant information and We will register and create an account (“Admin Account”) on the Platform for Your access to the Platform and to use the Services subject to You not being restricted by Us or applicable laws to use the Platform.

5.3. If the User is a entity, the User shall have access to the Platform through the Admin  Account that will be in the official entity name / individual name (who will be the representative of the entity), as the case may be. In such case, the User may invite its employees, agents, and/or representatives (individually, “End-User”) on the Platform and the End-Users shall have the right to create an account (“End-User Account”) on the Platform to access the Services. For the purpose of these Terms, Admin Account and End-User Account is collectively referred to as “Account”.

5.4. Further, You cannot create an Account if there already exists an Account in Your company’s official name or Your individual name, as the case may be (“Duplicate Account”). If such Duplicate Account has been created, We reserve the right to immediately terminate the Duplicate Account and/or any Services availed through that Duplicate Account on Our Platform.  

5.5. We will provide a User ID and upon every attempt to login, a one-time password will be generated and sent to Your mobile number and/or email address registered with Us (“Credentials”) which would enable You to access the Platform and Services thereof.

5.6. You hereby expressly consent to receive communications and newsletters from the Company by SMS, e-mails, phone calls, in-app notifications or any other means. You can restrict such communications and newsletters only by de-registering Your Account.

5.7. Any person who is Our competitor and a representative of Our competitors (in any capacity) is not allowed to access or use the Services in any case.

5.8. You can always choose to disable Your Account by cancelling Your subscription or writing to Us at accounts@hyperleapai.com. Once You disable Your Account, you shall cease to have any access to our Services through the Platform.

5.9. You are responsible for maintaining the confidentiality of Your Credentials, and You are fully responsible for all activities that occur under Your Account. In the event that You detect any unauthorised use of Your Account or breach of Your Account, You shall inform Us immediately.

5.10. In the event that You share Your Credentials with any third party, You shall solely be responsible for any consequence, damage, loss, and/or injury including without limitation loss of data and misuse of Your Account and the Company shall under no circumstances be liable for any such consequence, damage, loss and/or injury incurred by You. You will be held responsible for any losses incurred by the Company or any other User due to unauthorized use of the Account which is a consequence of Your inability to secure Your Account.

6. CHARGES AND PAYMENT

For the purposes of availing the Services, You shall make necessary payments to the Company as specified in Our pricing plan available at https://hyperleapai.com/pricing and in accordance with the Payment Terms specified at https://hyperleapai.com/payment-terms. The pricing plan shall be subject to modification which shall be promptly communicated to the User.

7. PLATFORM CONTENT

7.1. The Platform and its original content, including but not limited to all source code, databases, functionality, software, any information related to the Services, website designs, audio, video, text, photographs, and graphics, excluding any content provided by the User or other Users (“Platform Content”) and the trademarks, service marks, and logos contained therein (“Marks”) are owned or controlled by Us or licensed to Us, and are protected by copyright and trademark laws and various other intellectual property rights, unfair competition laws and other applicable national and international laws and conventions and the same shall remain the exclusive property of the Company and its licensors.

7.2. The User agrees and acknowledges that the unauthorized use of the Platform Content may violate copyright, trademark, and other applicable laws and shall cause irreplaceable damage to the Company. Therefore, the Company shall have right to initiate any proceedings or any other process under applicable law which is available to it and the same shall be in addition to recovery of damages for such unauthorized use of the Content.

7.3. The Platform Content shall not be reverse-engineered, disassembled, decompiled, reproduced, transcribed, stored in a retrieval system, translated into any language or computer language, re-transmitted in any form or by any means (electronic, mechanical, photo-reproduction, recordation or otherwise), resold or redistributed for any commercial purpose whatsoever, without Our express prior written permission.

7.4. The Company cannot and does not guarantee or warrant that files available for downloading through the Platform will be free of infection by software viruses or other harmful computer code, files or programs.

8. USER CONTENT

8.1. While using Our Services, You may upload, use, create or develop any information including any data files, written text, graphics, message, audio file, video file (“User Content”) on the Platform.

8.2. You shall own all intellectual property rights, title and interest in the User Content that You upload, use, create or develop on the Platform unless stated otherwise in the respective Third-Party Terms (based on the specific Third-Party Applications used by You). You are solely responsible for the User Content that is generated, accessed, or stored in or connected to any project / assignment in Your Account and the Company shall not be liable for any damages or losses incurred by You in connection with the User Content.  

9.                  USER ACKNOWLEDGEMENT, REPRESENTATIONS & CONVENANTS

The User acknowledges that:

a)         the Company does not guarantee the sequence, accuracy, completeness, or timeliness of the information contained on the Platform and/or provided through Our Service;

b)         the provision of certain parts of the Platform and/or the Services is subject to the terms and conditions of other agreements to which the Company is a party;

c)         none of the information contained on the Platform and/or provided through Our Service constitutes a solicitation, offer, opinion, or recommendation by the Company to buy or sell any security, or to provide legal, tax, accounting, or investment advice or services regarding the profitability or suitability of any security or investment;

d)         the information provided on the Platform and/or provided through Our Service is not intended for use by, or distribution to, any person or entity in any jurisdiction or country where such use or distribution would be contrary to law or regulation. Accordingly, anything to the contrary herein set forth notwithstanding, the Company, its suppliers, agents, directors, officers, employees, representatives, successors, and assigns shall not, directly or indirectly, be liable, in any way, to the User or any other person for any: (i) inaccuracies or errors in or omissions on the Platform and/or the Services including, but not limited to, quotes and financial data; (ii) delays, errors, or interruptions in the transmission or delivery of Our Service provided through the Platform; or (iii) loss or damage arising there from or occasioned thereby, or by any reason of non-performance; and

e)         when the User creates an Account, the User must provide information that is accurate, complete, and current at all times. Further, the User shall be obligated to share only such information which it is lawfully authorized to disclose. In the event that the User provides any information which (i) is inaccurate, incomplete, or not updated; and/or (ii) is not authorized to disclose, it shall constitute a breach of these Terms.

10.              RESTRICTIONS ON USE

10.1.        You may not access or use the Platform for any purpose other than that for which We make the Platform available. The Platform may not be used in connection with any commercial endeavours except those that are specifically endorsed or approved by Us.

10.2.        You agree to access the Platform and use the Services solely for Your own benefit, and not for the purpose of resale or other transfer or disposition to, or use by or for the benefit of, any other person or entity.

10.3.        As a User of the Platform, You agree not to:

a)         Impede and impair the operations and functionality of the Platform in any manner.

b)        Copy and distribute the Platform Content and information provided on the Platform on other servers without due authorisation from the Company.

c)         Use the Platform and the Services provided thereof for any illegal purpose or in any manner inconsistent with these Terms.

d)        Use any technology or any automated system for the purpose of dissemination of any usernames, passwords, email address or any other information or data from the Company or the Platform.

e)         Send any information on behalf of the Company to any third-party including Users. It is solely the responsibility of the Company to solicit any information and to send through emails, SMS’s, multimedia content, advertisements and/or promotional activities to send any information to its Users.

f)         Pass on any information which contains confidential information about other Users to any third parties or serves without prior consent from the Company or such Users.

g)        Systematically retrieve data or other content from the Platform to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from Us.

h)        Trick, defraud, or mislead Us and other Users, especially in any attempt to learn sensitive account information such as User Credentials.

i)          Make any unauthorized use of the Platform, including collecting Credentials of Users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretences.

j)          Attempt to impersonate another User or person or use the username of another User.

k)        License, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Platform and the Services provided thereof available to any third-party.

l)          Circumvent, disable, or otherwise interfere with security-related features of the Platform, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Platform and/or the Content contained therein.

m)      Disparage, tarnish, or otherwise harm, in Our opinion, Us and/or the Platform.

n)        Use any information obtained from the Platform in order to harass, abuse, or harm another person, may it be representatives of the Company or any other User.  

o)        Use, transfer, distribute, or dispose of any information contained on the Platform in any manner that could compete with the Company’s Service.

p)        Make improper use of Our support services or submit false reports of abuse or misconduct.

q)        Indulge in an activity which would disable, manipulate, block or attempt to obscure the Platform Content on the Platform.

r)         Use the Platform in a manner inconsistent with any applicable laws or regulations.

s)         Use the Platform to store or process any content that infringes upon any person’s intellectual property rights or is unlawful, racist, hateful, abusive, libelous, obscene, or discriminatory; or “crawl,” “scrape,” or “spider” any page, data, or portion of or relating to the Platform (through use of manual or automated means).

t)          Engage in unauthorized framing of or linking to the Platform.

u)        Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Platform or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Platform.

v)        Access any data that is not meant to be accessed or used by the User.

w)      Delete the copyright or other proprietary rights notice from any Platform Content.

x)        Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “pcms”).

y)        Interfere with, disrupt, or create an undue burden on the Platform or the networks or services connected to the Platform.

z)         Attempt to bypass any measures of the Platform designed to prevent or restrict access to the Platform, or any portion of the Platform.

aa)     Modify, adapt, or hack the Platform or otherwise attempt to gain or gain unauthorized access to the Platform and the Services provided thereof or related systems or networks.

bb)    Copy or adapt the Platform’s software, including but not limited to, PHP, HTML, JavaScript, or other code.

cc)     Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way jeopardizing any part of the Platform.

dd)    Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Platform, or using or launching any unauthorized script or other software.

ee)     Use the Platform as part of any effort to compete with Us or otherwise use the Platform for any revenue-generating endeavour or commercial enterprise.

11.              LICENSE TO THE PLATFORM

11.1.        Subject to Your compliance with each provision of these Terms, the Company hereby grants You a limited, revocable, personal, non-sub-licensable, non-transferable, non-exclusive, non-commercial right to access and use the Platform to access the Service in accordance with these Terms. You also have the right to access and browse the Platform without procuring the Services and, even under such circumstances, these Terms shall be binding on You.

11.2.        Except the rights and interests that are provided to You under these Terms, unless otherwise specified, You shall have no other right or interest whatsoever in the use of Platform and/ or Services.

11.3.        In the event that You choose to download any Platform Content from the Platform, You must do so in accordance with these Terms and such download is licensed to You by the Company only for Your own use in accordance with these Terms and does not transfer any other rights to You.

12.              PLATFORM MANAGEMENT

12.1.        The Company reserves the right, but shall not be obligated, to: (1) monitor the Platform for violations of these Terms; (2) take appropriate legal action against anyone who, at its sole discretion, violates the applicable law or these Terms, including without limitation, reporting such User to law enforcement authorities; (3) refuse, restrict access to, limit the availability of, or disable the access of the Platform and any Services or any portion thereof without any liability and at its sole discretion; (4) remove from the Platform or otherwise disable all files and content that are excessive in size or are in any way burdensome to the Company’s systems without any limitation, notice, or liability and at its sole discretion; and (5) manage the Platform in a manner designed to protect the Company’s rights and property and to facilitate the proper functioning of the Platform.

12.2.        The Platform may sometimes contain certain errors, mistakes, inaccuracies, discrepancies or omission or certain information might not be complete or current. The Company reserves the right to rectify errors, mistakes, inaccuracies, discrepancies or omissions and change and update the information so provided without providing any prior notice to You. The Company shall not be liable for any inaccuracies, omissions, discrepancies in the information which may be provide on the Platform.

13.              FEEDBACK

If You submit suggestions, feedbacks, ideas, comments, questions, or posts any information through the Platform (“Feedback”), You agree to grant the Company a non-exclusive, perpetual, irrevocable, royalty free, transferable, sub-licensable, worldwide right and license to use, reproduce, disclose, sub-license, distribute, modify and exploit such Feedback without restriction.

14.              CONFIDENTIALITY

14.1.        To the extent that You receive or possess any non-public information from the Company that is confidential or, given the nature of the information or circumstances surrounding its disclosure, reasonably should be considered to be confidential, such information is “Confidential Information” and must be handled according to these Terms.

For the purpose of these Terms, “Confidential Information” includes but is not limited to: (a) non-public information about the technology, customers, business plans, marketing and sales activities, finances, operations and other business information; and (b) the existence and content of any discussions or negotiations regarding the User’s Account and/or access of the Platform and the Services provided thereof. ‘Confidential Information’ does not include any information that: (i) is publicly available or becomes publicly available through no action or fault of the User, (ii) was already in the User’s possession or known to the User prior to being disclosed or provided to the User by or on behalf of the other party, provided, that, the source of such information or material was not bound by a contractual, legal or fiduciary obligation of confidentiality to the non-disclosing party or any other party with respect thereto, (iii) was or is obtained by the User from a third party, provided, that, such third party was not bound by a contractual, legal or fiduciary obligation of confidentiality to the non-disclosing party or any other party with respect to such information or material, or (iv) is independently developed by the User without reference to the Confidential Information (in which case the onus of proof shall lie solely with the User).

14.2.        You may not use Confidential Information except in connection with the access to the Platform and the Services provided thereof as permitted under these Terms or as separately authorized in a signed writing by the Company.

14.3.        You agree to not disclose Confidential Information after the cessation of usage of the Services through the Platform and/or after these Terms otherwise no longer apply. You will take all reasonable measures to avoid disclosure or unauthorized use of Confidential Information.

14.4.        If the Company permits You to use its Platform and the Services provided thereof, You agree that information provided relating to the Platform and the Services is Confidential Information, and You specifically agree, in addition to the other requirements set forth in these Terms, to not: (i) access and use the Platform and/or the Service for benchmarking or performance testing or to publicly disseminate performance information or analysis from any source relating to the Platform and/or the Services; (ii) modify or create derivative works of the Platform and/or the Service thereof or remove any product identification, proprietary, copyright or other notices contained in the Platform and/or the Services; or (iii) allow any other individual to access the Platform or use the Service.

15.              THIRD PARTY SERVICE PROVIDERS AND APPLICATIONS

15.1.        For the provision of Services, ease of access of the Platform by You and any other reason that We deem necessary for the business purpose of the Company, We at our sole discretion, reserve a right to use any third-party service providers.

15.2.        You acknowledge that the Company’s Services integrate with certain third-party applications ("Third-Party Application(s)") and that access and use of the Third-Party Applications may require acceptance of terms of service and privacy policies applicable to such Third-Party Applications ("Third-Party Terms"). These Third-Party Terms will also include the mode and structure of payment to the third-party service provider for the provision of their services, including without limitation, the access and use of their Third-Party Application. The Company neither has any control nor determines or advises or in any way involves itself in the offering or acceptance of such commercial / contractual terms between Users and third-party service providers.

15.3.        You are responsible for reading and understanding the Third-Party Terms before accessing or using any Third-Party Application. The User acknowledges and agrees that the Company is not liable for any Third-Party Applications.

15.4.        You acknowledge and agree that You are availing the Services and/or browsing the Platform solely at Your own discretion, risk and cost. The Company does not exercise any ownership, control or supervision over the third-party service provider or their services. The Company makes no representation or provides no warranty and guarantee (express or implied) for the services offered through the third-party service provider, even if the services have been availed or sought to be availed through the Platform. Any claims, actions or inactions relating to the services availed from third party service provider should be settled inter-se between You and the third-party service provider.

15.5.        While the Company will try to provide You with advance notice, whenever reasonably possible, You acknowledge and agree that the Company may, at any time, at its sole discretion and without any notice to You, suspend, restrict or disable access to or remove from Services, any Third-Party Application, without any liability to You, including without limitation for any loss of profits, revenue, data, goodwill or other intangible losses.

16.              PRIVACY POLICY

16.1.        By using the Platform, You agree to be bound by Our Privacy Policy, available at [●], which is deemed to be incorporated into these Terms.

16.2.        Please be advised that the Platform is hosted in the nearest location from where You access Our Platform or in such country as specifically opted by You when availing Our Services through the Enterprise Model (as defined in the Payment Terms) (collectively referred to as “Host Nation”). If You access the Platform from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the Host Nation, then through Your continued use of the Platform, You are transferring Your data to the Host Nation, and You agree to have Your data transferred to and processed in the Host Nation.

17.              DISCLAIMER AND LIMITATION OF LIABILITY

17.1.        YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN AS-IS-AND-AS-AVAILABLE BASIS. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY MAKES NO WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. USE OF ANY MATERIAL DOWNLOADED OR OBTAINED THROUGH THE USE OF THE SERVICES SHALL BE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, MOBILE TELEPHONE, WIRELESS DEVICE OR DATA THAT RESULTS FROM THE USE OF THE SERVICES OR THE DOWNLOAD OF ANY SUCH MATERIAL. TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, TIMELINESS OR COMPLETENESS OF THE SERVICE’S CONTENT, THE CONTENT OF ANY SITE LINKED TO THE SERVICE, CONTRIBUTIONS, INFORMATION OR ANY OTHER ITEMS OR MATERIALS ON THE SERVICE OR LINKED TO BY THE SERVICE. WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES OR INACCURACIES OF CONTENT AND MATERIALS, (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICE, (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE, (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICE BY ANY THIRD PARTY, AND/OR (F) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE.

17.2.        YOU AGREE THAT THE COMPANY SHALL, IN NO EVENT, BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR OTHER LOSS OR DAMAGE WHATSOEVER OR FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, COMPUTER FAILURE, LOSS OF BUSINESS INFORMATION, OR OTHER LOSS ARISING OUT OF OR CAUSED BY THE USERS USE OF OR INABILITY TO USE THE SERVICE AND THE SERVICES OF ANY THIRD-PARTY OR SERVICE PROVIDER SO ENGAGED UNDER THESE TERMS OF SERVICE, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. IN NO EVENT SHALL THE COMPANY’S ENTIRE LIABILITY TO YOU IN RESPECT OF ANY SERVICE, WHETHER DIRECT OR INDIRECT, EXCEED THE FEES PAID BY YOU.

17.3.        IN NO EVENT SHALL THE COMPANY’S TOTAL LIABILITY FOR ALL CLAIMS RELATED TO THE PLATFORM AND/OR SERVICES OR THESE TERMS SHALL EXCEED THE AGGREGATE OF ANY AND ALL AMOUNTS PAID TO THE COMPANY BY YOU IN THE THREE (3) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM AND SUCH LIABILITY SHALL NOT BE GREATER THAN INR. 10,00,000/- (RUPEES TEN LAKHS ONLY).

18.              INDEMNITY

You agree to indemnify and hold harmless the Company, its officers, directors, employees, suppliers, and affiliates, from and against any losses, damages, fines and expenses (including attorney's fees and costs) arising out of or relating to any claims that You have used the Platform and/or the Services in violation of another party's rights, in violation of any law, in violations of any provisions of these Terms herein, or any other claim related to Your use of the Platform and/or the Services, except where such use is authorized by the Company.

19.              TERMINATION

19.1.        The Company may terminate Your Account, without notice to You, and/or suspend Your access to the Platform and the Services provided thereof, at any time, effectively immediately if You violate any provisions of these Terms. If You have subscribed to Our Services under either the Startup Model or the Growth Model, We may terminate Your Account at any time within fifteen (15) days’ notice.

19.2.        The Company shall not be liable to You or any third party for the termination or suspension of the Service, or any claims related to the termination or suspension of the Service. Upon termination of these Terms by You or the Company, You must discontinue its use of the Platform and Services and destroy promptly all materials obtained from the Platform and the Services and copies thereof.

19.3.        In the event of termination of Your Account, You will not receive any credit or payment or refund from the Company.

19.4.        In the event of termination, You will have no claim whatsoever against the Company in respect of any such suspension or termination of Your subscription, but You shall immediately settle all dues owed to the Company upon the termination of Your Account.

19.5.        If You have opted for an annual plan and intend to shift to a monthly plan (before the completion of such annual plan), You shall be subject to reversal of all the discounts (which were provided to You with regard to the pricing of the annual plan) for the months in which the discounts were previously provided. In this regard, the Company shall have the right to charge additional amount for the foregoing months in order to successfully complete such reversal of discounts. Please be advised that We will not provide any refund, unless the same is expressly provided for under these present Terms.

19.6.        You shall have the right to cancel Your Account at any time. If You are the authorized legal representative for a deceased or legally incapacitated individual or a legal entity that has been formally dissolved or otherwise ceased to be authorized to act for his, her, or its own account (without opportunity for revival), and You wish to cancel and not avail Our Services for such individual or entity, then You must notify Us (according to the requirements in the Terms of Use), identify Your validity in question and request cancellation of the Service. We will cancel the Service only if You demonstrate to Our satisfaction Your legal authority to act and be legally responsible for such individual or entity and Your ability to validate the details of the payment method used for such Service.

19.7.        We may, at our discretion, cancel any Service that You have purchased if You fail to pay the applicable fees and any applicable taxes in full and in a timely manner according to the Payment Terms. We may, in Our discretion, elect not to cancel the Service immediately for non-payment, in which case You shall continue to be responsible for the fees due for the duration of the applicable subscription. In addition, if You fail to pay for Our Services, We may elect to suspend Your rights to use that Service or We may change the type of privileges You have. We may provide You notice for any failure to make a payment to Us in full and on time, but We are not obligated to do so.

19.8.        Without limiting the Company of other remedies, You must pay the Company for all fees owed to the Company and reimburse the Company for all losses and costs (including any and all the Company associate, officers or representatives time) and reasonable expenses (including but not limited to legal fees) related to investigating such breach and collecting such fees.

20.              MISCELLANEOUS

20.1.        We may modify these Terms upon notice to You at any time through a service announcement or by sending email to Your primary email address. If We make significant changes to the Terms that affect Your rights, You will be provided with a notice of the changes either through the Platform or by email to Your primary email address. You may choose to terminate Your use of the Services or disable Your Account through the Platform if the Terms are modified in a manner that substantially affects Your rights in connection with use of the Services. Your continued use of the Services offered on the Platform following the posting of changes to this Terms will constitute Your specific and explicit consent and acceptance of those changes.

20.2.        Any violation of these Terms or any indecent action towards third party service provider will not be tolerated and shall attract prompt and punitive disciplinary action as per applicable laws enforced in India and including but not limited to termination of usage rights as well as legal action. Without limiting the Company of other remedies, You must pay the Company for all fees owed to Us and reimburse the Company for all losses and costs (including any and all the Company associate, officers or representatives time) and reasonable expenses (including but not limited to legal fees) related to investigating such breach and collecting such fees. In the event of termination, You will have no claim whatsoever against the Company in respect of any such suspension or termination of Your Account but You shall settle all dues owed to the Company upon the termination.

20.3.        You, acknowledges that no joint venture, partnership, employment, or agency or “service provider-consumer” relationship is crated or exists between You and the Company as a result of the Your use of the Platform.

20.4.        The Company’s performance under these Terms is subject to existing laws and legal process and nothing contained in this Agreement is in derogation of the Company's right to comply with law enforcement requests or requirements relating to a member's use of the Company or information provided to or gathered by the Company with respect to such use.

20.5.        You shall not assign any rights or obligations arising under these Term, whether by operation of law or otherwise, without the prior written consent of the Company. You agree that the Company may subcontract certain aspects of the Service to third party service providers for the fulfilment of Services as per these Terms.

20.6.        Any claim or controversy that arises out of or relates to these Terms, or the breach of it, the same shall be referred to a person nominated by the Company whose decision shall be final and binding upon the parties hereto. Such references shall be deemed to be a submission to arbitration in accordance with the provisions of the Arbitration and Conciliation Act, 1996. The seat of arbitration shall be Hyderabad and the process shall be in English Language.

20.7.        You acknowledge that irreparable harm will result to the Company if You breach any of these Terms and You acknowledge and agree that such a breach would not be properly compensable by an award of damages. Accordingly, You agree that the Company shall be entitled to, in addition to other available remedies and damages, injunctive relief or other equitable relief enjoining such breach at the earliest possible date.

20.8.        In the event that any provision of these Terms is held to be invalid or unenforceable by a court or regulator of competent jurisdiction, the valid or enforceable portion thereof and the remaining provisions of these Terms will remain in full force and effect. The Company’s failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver or failure to enforce any provision of these Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. All waivers must be in writing.

20.9.        These Terms shall be governed by the laws of India and in case of any dispute between you and the Company in relation to the Services, the courts of Hyderabad shall have exclusive jurisdiction.

21.              GRIEVANCE REDRESSAL

In accordance with the Information Technology Act, 2000 read with the rules made there under and in accordance with the applicable laws of the country from which You access and use the Platform, the name and contact details of the Grievance Officer are provided below:

Name: Mr. Gopi Krishna Lakkepuram

Email: gopi@hyperleaptech.com

If You have any grievance, then You may intimate the same to above e-mail address in the manner explained below:-

a)      Sending a request in writing or through email signed with electronic signature identifying the grievance.

b)      Your contact information like address, telephone number, email address, etc. where You can be contacted.

22.              CONTACT US

If You have any questions about these Terms, You can contact Us:

a)        By visiting this page on Our website: https;//hyperleap.ai ; or

b)        By sending Us an email: legal@hyperleaptech.com.

TERMS OF PAYMENT

These Terms of Payment (“Payment Terms”) have last been updated on_______

1.            GENERAL TERMS

1.1.       These Payment Terms are in addition to the Terms of Use available at [●]. All the capitalized terms used herein and not defined shall have the same meaning as ascribed in the Terms of Use.

1.2.       Kindly note that these Payment Terms may be subject to change from time to time pursuant Our business needs, need for legal compliance and any other reason that We deem necessary. The most current version of these Payment Terms will supersede all previous versions. Therefore, it is advised that You should read the most updated version of these Payment Terms before completing any commercial transaction with the Company.

2.             SUBSCRIPTION MODELS

2.1.       To avail the Service on the Platform, You shall create an Account on Our Platform. While creating an Account, You will have to choose one of the three (3) separate subscription models offered by Us for Our Services, which are detailed herein below:

a)        Startup Model

b)        Growth Model

c)        Enterprise Model

2.2.       Some of the key features of the Services provided by Us under each of the abovementioned models can be viewed at [●].

2.3.       In addition to the key features referred to under clause 2.2 of these Payment Terms:

a)        under the Startup Model and Growth Model, We provide You with access to the Platform through the Company’s hosting server which may be operated and managed by the Company on its own or through a third-party vendor (“Company Hosting Server”); and

b)        under the Enterprise Model, We provide You with access to the Platform through the User’s hosting server which may be operated and managed by the User on its own or through a third-party vendor (“User Hosting Server”).

2.4.       Your use of the Platform and/or Services is dependent on the proper functioning of the Company Hosting Server or User Hosting Server, as the case may be. The Company takes no responsibility towards any defect, discrepancy, down time, bug, error, or other inaccuracy in rendering of the Platform and/or Services that are not directly, proximately, and solely attributable to the improper functioning of the Platform and/or Services when properly set up and used in a defined and approved computing environment.

2.5.       We shall not be responsible for rectifying any problems and issues relating to Your use of the Platform and/or Services or with the functioning of the Project that You have developed on the Platform and/or Services, and which are attributable or related to the improper functioning of the User Hosting Server.

3.             FEES FOR OUR SERVICES

3.1.       You acknowledge that, in addition to the payment of fees for access to the Platform and/or Our Services, You shall be liable to make necessary payments to third-party service providers for the use of their services, including without limitation, the access and use of their Third-Party Application. The mode and structure of payment to such third-party service providers will be governed by their respective Third-Party Terms. You further acknowledge that We neither control nor determine or advise or in any way involve ourselves in the offering or acceptance of such commercial / contractual terms between Users and third-party service providers. Further, We shall not be responsible nor be held liable in any manner whatsoever for (i) any improper functioning of Our Services due to Your non-payment of fees and/or any dues to third-party service providers for the use of their services, including without limitation, the access and use of their Third-Party Application; and (ii) for any unforeseen event that may occur due to such non-payment of fees and/or dues.

3.2.       You will be liable to pay such fees as shall be communicated by the Company to You directly or by way of subscription in a manner provided on the Platform for the use of Our Services. All payment obligations for the Services shall be completed and fulfilled by You promptly within the stipulated time period provided by Us, if any.

3.3.       You agree and acknowledge that the fees and amounts payable for the usage of the Platform and for procurement of the Services under these Payment Terms are non-refundable in nature. The fees or other costs or amounts payable under these Payment Terms are subject to changes based on the Services availed. The Company shall not be responsible in any manner for such changes in the costs of the subscription plan chosen.

3.4.       The User agrees that the payments made to the Company and received by the Company shall differ based on the geo-locations and such payments shall be received as per the local currency of the different and various geo-locations.

3.5.       Your hereby understand that there may be certain taxes and statutory charges applicable with respect to Our Services in the jurisdiction from where You access. The fees are exclusive of all such applicable taxes and statutory charges. Therefore, You shall also be responsible for the payment of such applicable taxes and statutory charges separately. Additionally, You agree that You will be responsible for any credit card chargeback fees as well as any reasonable collection costs that We incur as a result of Your failure to pay on a timely basis.

3.6.       The payments may be made by You, via credit card, debit card, net banking facility, UPI, wallets, or any other means available. The Company shall routinely start billing You through the payment method as may be chosen by You at the time of registration/ creation of Your Account.

3.7.       You understand, accept, and agree that the payment facility provided by the Company is neither a banking nor financial service but is merely a facilitator providing an electronic, automated online payment, receiving payment through collection and remittance facility for the transactions on the Platform using the existing authorized banking infrastructure and credit card payment gateway networks.

3.8.       While availing any of the payment method/s available on the Platform, the Company will not be responsible or assume any liability in any manner whatsoever including for errors, delays, erroneous transactions or any loss or damage arising directly or indirectly to You. No liability will be accepted by the Company, if the payment is refused or declined by the bank/credit card supplier/debit card supplier/UPI wallet for any reason whatsoever.

3.9.       Any complaints with respect to the payment may be made by You directly to Your bank or the payment gateway.

3.10.   If the payment has not been made, it is not the obligation of the Company to bring the same to Your attention. You should check with Your bank / credit card supplier/ debit card supplier/ UPI wallet that the payment has been deducted from Your account but however, the payment has not been made. All payment details which are entered through the payment gateway are encrypted when You make the payment.

3.11.   In the event the User uses any links for making payments, from various geo-locations, the User shall be responsible for the same and it shall be at the sole risk of the User. The Company shall in no manner be held responsible for the same.

3.12.   In case of failure by the User to make payment of fees or to properly protect the data being provided by the User, during the online payment process or in respect of any omission to provide accurate information in the course of online payment, Hyperleap shall not be held liable.

3.13.   The Company uses the maximum care so as to ensure that all or any data / information in respect of the electronic transfer of money available to their payment aggregators and partners does not fall in the wrong hands.

3.14.   The payment method can be changed by You during the tenure of Your subscription. However, in the event the change in the payment method is not successful and the payment does not go through, You shall be liable to make such payments, until then, Your access to the Services shall stand suspended and the Company shall in no manner whatsoever be responsible for the same.

3.15.   The amount shall be billed to You at the beginning of the tenure and such amounts shall be payable for Startup Model and Growth Model on monthly/ yearly intervals, and for the Enterprise Model on regular intervals as agreed between the Company and the User.

3.16.   You shall be solely responsible for the information provided by You with respect to the payment methods. You agree that the Company shall not be liable for any losses either direct, indirect, incidental, or consequential in relation to any delay in processing of the payment made by You.

3.17.   The Company reserves the right to make any amendments, modifications or terminate any payment plans at any time, as per its sole discretion and You shall be subjected to such changes and shall ensure to go through the Payment Terms and Terms of Use from time to time for being aware of any such changes and modification. Your non-awareness of the same does not make the Company responsible in any manner.

3.18.   In the event that You are desirous of cancelling Your subscription, You may do so by using the Platform. In the event of cancellation of Your plan prior to the expiration period, the same shall in no manner entail You with any refund with respect to any portion of the fee already paid by You. After cancellation, if You are desirous of re-subscribing, You may do so from the Platform.

<<we probably need another section here that details that the Clients are responsible for paying the invoices that are raised by AI Tools and platforms and other third party providers on time.. that we are not responsible for the improper functioning of our product in case they did not pay their bills on time, nor are we liable because of some unforeseen event that happens because of that>>>

4.                  AUTORENEWAL

4.1.            We accept certain debit and credit cards as payment methods for Services (each, an “Accepted Payment Method”), subject to the procedures and rules contained in the present Payment Terms and any applicable contract with the Accepted Payment Method. Accepted Payment Methods may vary on the basis of the Services opted by You and may change from time to time. When You purchase with an Accepted Payment Method, the fees for Your Services will be billed on or near to the date of Your purchase.

4.2.            If You purchase a Service that renews automatically, such as monthly or annually, You agree that We may process Your Accepted Payment Method on each monthly, annual, or other renewal term (based on the applicable billing cycle), on or near to the calendar day corresponding to the commencement of Your Service subscription, as applicable. In addition, You agree that We have permission to retain and/or share with financial institutions and payment processing firms (including any institutions or firms We retain in the future), information regarding Your purchase and Your submitted payment information in order to process Your purchase, and to use the email address submitted by You in order to provide You with notices and disclosures relating to renewals and recurring charges.

5.                  CHANGES TO PAYMENT METHODS AND ACCOUNT INFORMATION

5.1.            You shall be responsible for ensuring that Your Account information, including Your email address and all payment information (address, debit or credit card number and expiration date), is accurate and up to date. You may change this information at any time and upon any such material change You shall be responsible to inform the same to Us at the earliest possible. If under any circumstance, You fail to provide Us information regarding the material change within the reasonable time period, then You shall solely be liable for any and all of the liability the Company or You may face due to Your failure to fulfill Your obligation. 

5.2.            If Your credit card expires or the information that You have provided to Us is otherwise invalid, or You make any changes to Your billing account too close in time to when We charge for any Service (so We cannot reasonably act on your changes prior to billing), then You understand that We may probably not be aware of this and We will bill the current charges on the card which We have on record. The continuation of Our Services constitutes Your authorization for Us to do so, and You remain responsible for any uncollected amounts and any charges incurred by You or Us as a result of billing to an invalid card.

6.                  COSTS OF COLLECTION; CREDIT CARD CHARGEBACKS

6.1.            You agree to pay any reasonable costs which We incur to collect with regard to any unpaid or past due amounts, including reasonable attorneys' fees and other associated costs. Delayed payments may, at Our discretion, bear interest at the rate of [•] per annum or the highest rate permitted under applicable law, whichever is less, from the payment due date until paid in full. 

6.2.            If You purchase a Service with a credit card and then subsequently request Your credit card issuer to reverse that payment and We are charged a fee that may be a significant multiple of the amount which We initially received. Accordingly, in order to enable You to pay relatively minor fees with a credit card, You acknowledge and agree that We reserve the right to suspend Your access to Your Account until such time as You reimburse Us of the fee which We were charged by the card issuer.

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