enlytical.ai — Nuvoretail Enlytical Technologies Private Limited
Effective from: August 2026 | Last Updated: September 2026
Please read these terms and conditions of use (“Terms”) carefully. Your access to, purchase of, or use of the Services (as defined below) constitutes your legally binding agreement to be bound by these Terms.
These Terms govern your access to and use of the AI-enabled software-as-a-service platform operated under the brand ‘enlytical.ai’ by Nuvoretail Enlytical Technologies Private Limited, a company incorporated under the laws of India, having its registered office at B-10, Shivam Apartment, Block-D, Vikaspuri, New Delhi, West Delhi, Delhi, India – 110018 and corporate office at 1st Floor, Plot 34, above Kotak Mahindra Bank, MBR Enclave, Sector 23, Dwarka, New Delhi 110077, India (“Company”, “we”, “us”, “our”), including the website at ‘app.enlytical.ai’ (“Website”), the web application, all related sub-domains, dashboards, APIs, AI features, automation engines, analytics tools, marketplace integrations, mobile or desktop applications, any other interfaces, as may be determined by the Company, and all related products, documentation and services made available by the Company from time to time (collectively, the “Platform” or “Services”). These Terms apply to any person that accesses, browses or uses the Platform/Services (“User” (which also includes its Authorised Users), “you”, “your”).
By creating an Account (as defined below), or otherwise accessing any part of the Services, you represent and confirm that you have the right, authority and capacity to be bound by these Terms and to abide by the Privacy Policy of the Company. If you do not agree, you are not permitted to access or use the Platform. By accepting these Terms, as amended/modified from time to time, you are expressly electing to use and access the Services. You also promise that any information that you submit to us is true, accurate, and complete, and you agree to keep it that way at all times. Furthermore, the Company accepts no liability in relation to any violation of these Terms by you, and the Company reserves the right to change or revise the Terms at any time by posting the updated Terms on the Website and/or Platform.
1. Definitions
1.1. “Account” means the registered account through which a User accesses the Platform;
1.2. “AI Features” means the artificial intelligence, machine learning, generative AI models, optimisation and automation functionality made available through the Platform, including the AI optimisation engine / adaptive growth engine and AI content suite;
1.3. “AI Output” means any recommendation, insight, analysis, suggested campaign setting, listing content, image, report or other content or output generated by or through the AI Features, whether generated automatically or in response to inputs, prompts, instructions or other information provided by a User;
1.4. “Authorised Action” means an action taken by the Platform directly on a Connected Account on the User’s behalf only where expressly enabled or authorised by the User, pursuant to the User’s instruction, configuration or other authorisation, including the creation, modification, management or optimisation of advertising campaigns, bids, budgets, placements or listings, as described in Clause 7;
1.5. “Authorised User(s)” means an employee, officer, consultant, contractor or any other person authorised by the User to access and use the Services/Platform under the User’s Account and in accordance with these Terms;
1.6. “Connected Account(s)” means an account with a Connected Service that is connected to the Platform, whether owned or controlled by the User or held by a third party on whose behalf the User is authorised to connect and use it, and includes all associated seller, vendor, advertising, store and sub-accounts, in each territory in which it operates;
1.7. “Connected Service(s)” means any Marketplace or other third-party platform, service or account that is integrated with or connected to the Platform from time to time;
1.8. “Fees” means the subscription fees, usage-based fees, professional services fees and any other charges payable by the Users for the Services;
1.9. “Marketplace” means any e-commerce platform, quick-commerce platform, User’s own channels (direct-to-consumer websites), or any other digital platform integrated with the Platform or supported by the Company from time to time;
1.10. “Personal Data” means any data or information relating to an identified or identifiable natural person that is provided, collected or processed through or in connection with the Services;
1.11. “Subscription” means the subscription purchased by the User(s) to access and use the Services made available by the Company from time to time; and
1.12. “User(s) Data” means all data, content, prompts, images, brand assets, catalogue information, campaign data and other materials provided, uploaded, submitted or otherwise made available by or on behalf of the User, including Personal Data of the User and its Authorised User, and all data obtained from the User’s Connected Accounts through the User’s authorised use of the Services, including listings, catalogue information, campaign information, advertising data, sales and performance data, inventory and pricing information and related account data.
2. Eligibility and Account Registration
2.1. The Services are intended for business and commercial use. By accessing or using the Services, you represent and warrant that: (a) you are at least 18 (eighteen) years of age and legally competent to enter into a binding contract; (b) where you are accessing or using the Services on behalf of an entity, you are duly authorised to accept these Terms and bind such entity; and (c) your access to and use of the Services complies with all applicable laws in the jurisdiction from which you access or use the Services from time to time.
2.2. Access to and use of the Platform requires you to create an Account and complete the onboarding and verification process prescribed by the Company from time to time. As part of such process, you may be required to provide information and documents relating to you, your business, your authorised representatives and/or your intended use of the Services. You represent and warrant that all information and documents provided by you are accurate, complete and not misleading, and you shall promptly update such information to ensure that it remains accurate and current.
2.3. As part of the onboarding process, you may be required to connect one or more Connected Accounts to the Platform by authorising the Company to establish such connection through the authentication or authorisation mechanism made available by the relevant Marketplace. The Company may require additional verification or authentication, including by email, one-time password or such other mechanism as the Company may prescribe from time to time, before permitting a Connected Account to be connected or used through the Platform. The Company will not request or require access credentials except to the extent reasonably necessary for the relevant integration and permitted by the applicable Marketplace. You shall ensure that only persons duly authorised by you connect or authorise the connection of any Connected Account to the Platform. Where you are an agency, service provider or other representative connecting or accessing a Connected Account on behalf of a brand, seller or other third party, you represent and warrant that you have obtained all necessary rights and authorisations from such third party to do so and to permit the Company to provide the Services in connection with such Connected Account.
2.4. You are responsible for maintaining the confidentiality and security of your Account credentials and for all activities undertaken through your Account, including by your employees, representatives, contractors or other persons authorised by you to access the Platform. You shall promptly notify the Company if you become aware of any unauthorised access to or use of your Account or credentials. Each Authorised User shall use their own login credentials and shall not share their credentials with any other person. The Company may refuse to create, suspend, restrict or terminate an Account or access to any part of the Services where: (a) information or documentation provided by you is inaccurate, incomplete or misleading; (b) the Company is unable to complete its verification or onboarding process; (c) the Company reasonably suspects fraud, misuse, unauthorised access or other unlawful activity; or (d) such action is otherwise necessary to protect the security, integrity or lawful operation of the Platform.
2.5. The Company does not operate as a payment aggregator, payment gateway or other regulated payment intermediary. Any payment processing, payment-related verification or know-your-customer requirements applicable to payments made through the Platform shall be handled by the Company’s designated third party payment processor or other applicable payment service provider, in accordance with its applicable terms and policies. The User acknowledges that the Company may rely on information or status confirmations provided by such payment service provider for purposes of processing or enabling payments.
2.6. The Services are currently intended to be made available in the jurisdictions specified by the Company from time to time, including India, the United States, Europe and such jurisdictions in the Middle East as may be expressly supported by the Company. The Company may expand, restrict or discontinue availability of the Services in any jurisdiction at any time, subject to applicable laws. You are solely responsible for ensuring that your access to and use of the Services, including your use of any Marketplace integration, complies with all laws and regulatory requirements applicable to you and your business in the relevant jurisdiction. These may include applicable data protection and privacy laws, consumer protection laws, automatic renewal and subscription laws, electronic commerce laws, and other sector-specific requirements. Nothing in these Terms constitutes legal or regulatory advice regarding the laws applicable to your business or use of the Services.
2.7. You shall be responsible for ensuring that your Authorised Users access and use the Services only in accordance with these Terms. Any act or omission of an Authorised User in connection with the Services shall be deemed to be an act or omission of the User.
2.8. The Company may, where applicable to the relevant Subscription plan, impose or apply reasonable limits in relation to the number of Authorised Users, Connected Accounts, API calls, data volumes, campaigns, transactions or other usage parameters applicable to the User’s Subscription.
2.9. The Company may require additional information or documentation from the User from time to time where reasonably necessary for account verification, security, fraud prevention, regulatory compliance or provision of the Services. The User shall promptly provide such information or documentation.
2.10. The User acknowledges that certain Services may require the User to maintain active accounts with third-party Marketplaces or other third-party services. The User is responsible for maintaining such accounts in good standing and complying with the applicable third-party terms and policies.
3. Access to and Use of the Services
3.1. Depending on the User’s Subscription, the Services may include:
3.1.1. unified analytics and dashboards covering sales, advertising, inventory, pricing, content and performance across supported Marketplaces;
3.1.2. digital-shelf and on-shelf availability analytics, including, where supported, fill rate, dark-store coverage and buybox monitoring;
3.1.3. retail-media advertising execution and management through the Company’s workbench or other applicable functionality;
3.1.4. AI-powered optimisation and automation, including bid management, budget allocation, placement optimisation and other campaign optimisation functionality through the AI Features;
3.1.5. AI-generated product listings, search engine optimisation content, D2C website content, images and other content through the AI content suite;
3.1.6. competitive benchmarking and visibility analytics, including share of voice, share of search and share of shelf, where supported;
3.1.7. profitability, measurement and advertising performance analytics, including, where supported, incremental return on advertising spend, and demand-side platform functionality; and
3.1.8. such other analytics, automation, AI, reporting, media planning, optimisation or related features as the Company may make available from time to time.
3.2. The User may permit its Authorised Users to access and use the Services on its behalf. The User shall be responsible for the acts and omissions of its Authorised Users and shall ensure that they comply with these Terms.
3.3. Except as expressly permitted under these Terms, the User shall not, and shall not permit any Authorised User to:
3.3.1. sell, resell, license, sublicense, rent, lease, distribute or otherwise make the Services available to any third party;
3.3.2. copy, modify, adapt or create derivative works of the Platform or any part of the Services;
3.3.3. reverse engineer, decompile, disassemble or otherwise attempt to obtain the source code or underlying technology of the Platform;
3.3.4. use the Services to develop or provide a competing product or service;
3.3.5. circumvent any usage limits, security measures or access controls applicable to the Services;
3.3.6. use the Services in violation of applicable laws, or third party rights; or
3.3.7. interfere with or disrupt the operation, security or integrity of the Services.
3.4. The Company may modify, update or enhance the Services from time to time, including by adding, modifying or removing features. The Company will use reasonable efforts to ensure that such changes do not materially reduce the core functionality of the Services.
4. Marketplace Integration
4.1. The Platform may integrate with and access information from one or more Marketplaces through: (a) APIs, integrations or other interfaces made available by the relevant Marketplace; (b) Connected Accounts that the User authorises the Company to access; and (c) publicly available information from Marketplaces, including for analytics and competitive benchmarking.
4.2. The User represents and warrants that it owns, controls or is otherwise duly authorised to access each Connected Account connected to the Platform and has all rights, permissions and authorisations necessary to permit the Company to access and process information from such Connected Account for the purpose of providing the Services. The User shall ensure that its use of the Platform and the Connected Accounts complies with all applicable laws.
4.3. The User remains responsible for maintaining its Connected Accounts in good standing and for complying with the terms and policies applicable to such accounts. The Company does not control the operation, policies, functionality or availability of any Marketplace and shall not be responsible for any suspension, restriction, termination or other action taken by a Marketplace in relation to the User’s Connected Account.
4.4. The User acknowledges that changes to the APIs, permissions, data access or functionality of a Marketplace may affect the availability or functionality of the Services. The Company will use reasonable efforts to address any resulting issues but does not guarantee the continued availability of any particular Marketplace integration or functionality.
4.5. Where the Company is an authorised, certified or recognised partner or service provider of a Marketplace, the User shall reasonably cooperate with the Company in complying with any requirements applicable to the Company in connection with such relationship, including data-protection, acceptable-use and branding requirements imposed on the Company by that Marketplace.
5. Subscription, Fees and Payment Terms
5.1. Upon payment of applicable Fees and subject to these Terms, the Company grants the User a limited, non-exclusive, non-transferable and non-sublicensable right to access and use the Services solely for its internal business purposes and in accordance with these Terms.
5.2. The Company may make available different Subscription plans from time to time, and may introduce, modify, update or discontinue any Subscription plan, including the features, functionality, usage limits, duration, renewal terms, Fees, payment terms and other terms applicable thereto. The terms applicable to a User’s Subscription shall be as communicated to the User at the time of purchase or renewal of the relevant Subscription.
5.3. The Company reserves the right to revise the Fees from time to time, provided that any revised Fees shall apply from the next renewal of the Subscription plan. Any additional features, integrations, usage or services requested by the User may be subject to additional Fees, which shall be communicated to the User before they become payable.
5.4. The User acknowledges and agrees that the Fees paid or payable for a Subscription are non-refundable, including where the User does not use the Services.
6. Privacy
When you use the Services, we will collect certain information from you as set forth in more detail in our Privacy Policy, which is hereby incorporated by reference.
7. AI Features and AI Output
7.1. The User acknowledges that the Services may include AI Features that generate recommendations, insights, analyses, content, images, campaign settings and other AI Output. AI Output is provided as a tool to assist the User and is not intended to constitute legal, financial, investment, advertising or other professional advice.
7.2. The User acknowledges that AI Output may not always be accurate, complete, current, suitable for a particular purpose or free from errors. The User is responsible for reviewing and independently verifying AI Output before using or implementing it, including before publishing content, modifying product listings or taking any action that may affect the User’s business or the User’s Connected Accounts.
7.3. Where the User expressly authorises the Platform to take an Authorised Action on a connected Connected Account, the Company may use the relevant AI Features and other functionality to carry out such Authorised Action in accordance with the User’s instructions or configuration. The User remains responsible for the consequences of any Authorised Action and shall ensure that its instructions and configurations are accurate and appropriate.
7.4. The Company may use third-party AI models, tools and services in connection with certain AI Features. Where an AI Feature is used, User Inputs (defined below) may be shared with and processed by such third party service providers for purposes of providing the relevant AI Feature and generating the requested AI Output. By using an AI Feature that involves a third party service, the User authorises such processing to the extent necessary to provide the relevant Services. The Company shall use commercially reasonable efforts to ensure that such third party service providers are subject to appropriate confidentiality and data-protection obligations.
7.5. The User retains ownership of the prompts, instructions, brand assets, product information, images, text and other materials submitted by or on behalf of the User to generate AI Output (“User Inputs”). As between the Company and the User, the Company does not claim ownership of AI Output generated specifically for the User through the Services, and the User may use such AI Output for its business purposes. Notwithstanding the foregoing, the User acknowledges that AI Output may not qualify for intellectual property protection, may not be unique or exclusive to the User, and may be subject to third-party rights or restrictions. The Company makes no representation or warranty regarding the ownership, exclusivity, enforceability or availability of intellectual property rights in any AI Output.
7.6. The User is responsible for ensuring that its User Inputs, and its use of AI Output, comply with applicable laws and do not infringe any third-party rights. The Company does not represent or warrant that AI Output is unique or that its use will not infringe third-party rights.
8. Intellectual Property Rights
8.1. As between the Company and the User, the Company retains all right, title and interest in and to the Platform, Services and all intellectual property rights in or relating to them. Except for the limited right to access and use the Services expressly granted under these Terms, no rights in the Platform or any other intellectual property rights of the Company are transferred to the User.
8.2. The User retains all right, title and interest in and to the User Data. It is hereby clarified that the Company does not claim ownership of AI Output generated specifically for the User, and the User may use such AI Output for its business purposes.
8.3. The User grants the Company a limited, non-exclusive right to use User Data and User Inputs to the extent necessary to provide, maintain, secure and improve the Services, including for debugging, security, auditing and training purposes, and otherwise perform the Company’s obligations under the Terms.
8.4. The Company may use and incorporate into the Services any feedback, suggestions or recommendations provided by the User in relation to the Services, without any obligation to the User.
8.5. Except for the rights expressly granted under these Terms, neither Party grants the other Party any right, title or licence to its intellectual property rights.
9. Confidentiality
You acknowledge and agree that, in the course of conducting business with us, you may be exposed to confidential information relating to the Company, including its business information, technical and security information, and other operational information (“Confidential Information“). Except to the extent that such Confidential Information is authorised by the Company to be disclosed or is required to be disclosed under applicable law, you, your affiliates, representatives and Authorised Users shall keep such Confidential Information strictly confidential and shall not use or disclose such Confidential Information for any purpose other than as expressly permitted under these Terms.
10. Third Party Integrations
10.1. The Services may integrate with or depend on third party services, including cloud hosting and infrastructure providers, analytics services, AI models and other third-party technologies. The use of such third party services may be subject to additional terms and policies of the relevant third party service provider. The User acknowledges and agrees that the Company may engage, replace or discontinue third party services in its discretion where reasonably necessary for the provision, security, maintenance or improvement of the Services.
10.2. The User acknowledges that the availability and functionality of certain features may depend on the continued availability and operation of third party services. The Company does not control and is not responsible for any third-party service, including any interruption, modification, suspension, withdrawal or failure of such service.
10.3. The Company may replace, modify or discontinue its use of any third-party service where reasonably necessary for the operation, security or improvement of the Services or where required by the relevant third-party provider or applicable laws.
11. Support and Service Availability
11.1. The Company will provide reasonable technical and customer support in relation to the Services made available by the Company from time to time.
11.2. The User acknowledges that the Services may be unavailable from time to time due to scheduled maintenance, upgrades, technical issues, security measures, or circumstances beyond the Company’s reasonable control.
11.3. The Company may carry out scheduled or emergency maintenance, updates and other changes to the Services where reasonably necessary to maintain or improve their security, performance or functionality. Where reasonably practicable, the Company will provide prior notice of scheduled maintenance that is expected to materially affect the availability of the Services.
11.4. The Company does not guarantee that the Services will be uninterrupted, error-free or continuously available, or that any particular feature will be available throughout the use of the Services.
12. Warranties, Responsibilities and Disclaimers
12.1. You represent and warrant that you will: (a) comply with any and all applicable laws and/or such other rules and guidelines as may be applicable to you; (b) not breach any of the Terms set forth herein; (c) verify and affirm the accuracy and truthfulness of all the information you provide to us; and (d) ensure that no information you upload on the Platform infringes any third-party rights, including, without limitation, intellectual property rights and rights of privacy or publicity.
12.2. In addition to the above, you agree, acknowledge and confirm the following:
12.2.1. the Company (including its affiliates, directors, officers and/or employees) accepts no responsibility for any legal or financial events or outcomes arising out of the use of the Services;
12.2.2. the Services are for your own use and will not be used for any purpose beyond the scope of the Terms;
12.2.3. the Services and/or the information thereon shall not be used for any illegal purposes whatsoever. You shall not be entitled to access our networks and/or the information and/or Services in any manner that could damage, disable, overburden, or impair them, or interfere with any other person’s use and enjoyment of our Services and/or the information thereon. You may not attempt to gain unauthorized access to any information and/or Services, third party Accounts, computer systems, or networks connected with the Services and/or information. You may not use any automated means (such as a scraper) to access the Services for any purpose whatsoever. Such unauthorized access includes, but is not limited to, using another person’s login credentials to access their Account. Any attempt by any individual or entity to solicit login information of any other User or to access any such Account, shall be an express and direct violation of the Terms and of applicable law(s), including relevant privacy and security laws and laws prohibiting unfair or unethical business practices;
12.2.4. your right to use the Services is not transferable.
12.3. At all times when using or accessing the Services, you agree that:
12.3.1. you are solely responsible for the content and/or information you publish, list or make available on the Services, or transmit to other Users or public at large;
12.3.2. you represent and warrant that all information (including images, texts etc.) made available by you through the Services shall be wholly original and in compliance with the applicable laws and, that the Company’s use and exploitation of the same, in accordance with these Terms, shall not violate or infringe upon any third party right including rights in any form of intellectual property;
12.3.3. you will not post on the Platform, any defamatory, inaccurate, abusive, obscene, pornographic, inappropriate, derogatory, offensive, threatening, harassing, capable of hurting religious sentiments, or illegal material, or any material that infringes or violates another party’s rights (including, but not limited to, intellectual property rights, and rights of privacy and publicity). You will not post any offensive or sexually suggestive references or post any photographs, images or content containing nudity or any sexual content involving minors. The Company reserves the right, but has no obligation, to remove without warning such content, submission, information, profile, photograph or image that does not comply with the Terms;
12.3.4. you will use the Services in a manner consistent with any and all applicable laws;
12.3.5. you will not use any robot, spider, website search/retrieval application, or other manual or automatic device or process to retrieve, index, “data mine”, “scrape” or in any way reproduce or circumvent the navigational structure or presentation of the Services or its contents;
12.3.6. you will not post, distribute or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights;
12.3.7. you will not interfere with or disrupt the Services, or the servers or networks connected to our Services;
12.3.8. you will not post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any software, hardware or telecommunications equipment; nor will you attempt to disrupt, degrade, impair, or violate the integrity or security of the Services in any way (including, without limitation, “hacking,” “denial of service” attacks, and the like);
12.3.9. you will not modify, copy, adapt, sublicense, translate, sell, reverse engineer, create derivative works from, decipher, decompile or otherwise disassemble any portion of the Services or any source code or other software used in or for the Services, nor will you cause, assist, or encourage others to do so.
12.4. Failure to comply with the foregoing provisions in this Clause may result in immediate suspension or termination of your right to use the Services without refunding any monies paid to the Company by you. The Company reserves the right, in its sole discretion and in all instances, to determine whether you have or have not complied with any provision contained in the Terms.
12.5. The Company does not warrant or represent that: (a) the Services or any AI Output will be accurate, complete, current or error-free; (b) the Services will achieve any particular sales, advertising, profitability, ranking, visibility or other business outcome; (c) any AI Output will be suitable for the User’s particular requirements; or (d) any Marketplace will remain available, compatible or unchanged.
12.6. The User acknowledges and agrees that AI Output, analytics, recommendations and other information provided through the Services are intended to assist the User and should be reviewed and independently assessed by the User before being relied upon or implemented. The User remains responsible for its business decisions and for any actions taken on the basis of the Services or AI Output.
13. Indemnification
13.1. You will indemnify, defend, and hold harmless the Company, the Company’s licensors and affiliates and our respective directors, officers, employees, contractors, agents and representatives, from and against any and all claims, causes of action, demands, liabilities, losses, costs or expenses (including, but not limited to, reasonable attorneys’ fees and expenses) arising out of or relating to any of the following matters:
13.1.1. your access to and/or use of the Services;
13.1.2. your violation of any of the provisions of the Terms;
13.1.3. your violation of any applicable laws;
13.1.4. any activity related to your Account by you or any other person (including Authorised User) accessing the Services through your Account, including, without limitation, negligent or wrongful conduct; or
13.1.5. your violation of any third-party right, including, without limitation, any intellectual property right, publicity, confidentiality, proprietary or privacy right.
13.2. The Company reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree, undertake and confirm to cooperate with us in asserting any available defenses.
13.3. The Company will not be a party to any legal proceedings between parties contracted through these Services. In the event the Company is sought to be implicated in any legal proceedings, all costs incurred by the Company in connection therewith will have to be indemnified to the Company by the User and the Company shall at all times be entitled to recover the same from the User.
14. Limitation of Liability
14.1. To the maximum extent permitted by applicable laws, the Company shall not be liable to the User or any third party for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, revenue, business, anticipated savings, goodwill, reputation, business opportunity or data, arising out of or in connection with the Terms, the Services or any AI Output, whether or not the Company has been advised of the possibility of such loss.
14.2. Except as otherwise required by applicable law, any claim or cause of action arising out of or relating to your use of the Services and/or the Website and/or our relationship with you, must be brought within 30 days of the occurrence of the event giving rise to the claim or cause of action, or the same will be deemed to be forever barred.
14.3. To the maximum extent permitted by applicable laws, the Company shall have no liability for any loss, damage, claim, cost or expense arising from or relating to: (a) any User Data, including its accuracy, completeness, legality or quality; (b) any User’s or Authorised User’s use of, reliance on or implementation of any AI Output; (c) any action taken by the Company on a Connected Account pursuant to the User’s instructions or authorisation; (d) any failure, suspension, modification or discontinuation of any Marketplace, third-party service, API, data source or integration; (e) any interruption, delay, error or failure resulting from circumstances beyond the Company’s reasonable control; or (f) any act or omission of the User, its Authorised Users or any third party.
14.4. You hereby agree that in no event shall the aggregate liability of the Company and/or its affiliates to the User, arising out of or in connection with the Terms, or the Services, regardless of the nature or basis of the claim, exceed the aggregate Fees paid by the User to the Company in respect of the Subscription during the six months immediately preceding the occurrence of the event giving rise to such liability.
14.5. We and/or our affiliates shall, under no circumstances whatsoever, be liable for any delay and/or default in performance under the Terms caused by an event beyond our reasonable control, including but not limited to, war, accident, act of god, industrial action, embargo or a delay, failure or default by you, your wireless carrier, or any other supplier of goods or services to us or to you.
14.6. The limitations and exclusions set out in this Clause shall apply to the maximum extent permitted by applicable laws and irrespective of the form of action or legal theory on which liability is asserted.
15. Termination or Suspension
15.1. The Company reserves the right to suspend /restrict and/or terminate (temporarily or permanently) the User’s or any Authorised User’s access to all or any part of the Services, without liability, where the Company reasonably believes that: (a) the User or an Authorised User has breached these Terms; (b) any Fees are overdue; (c) continued access presents a security, fraud, legal or regulatory risk; (d) the User’s use of the Services may violate any applicable laws; or (e) suspension is reasonably necessary to protect the Platform, the Company, its affiliates, other customers or the integrity or security of the Services.
15.2. Where reasonably practicable, the Company will provide notice before suspending access under this Clause. However, the Company may suspend access immediately where it reasonably considers that immediate action is necessary to protect the security or integrity of the Services, comply with applicable laws or a third-party requirement, or prevent fraud, unauthorised access or other harm.
15.3. Once terminated or suspended (temporarily or permanently), you may not be entitled, if we deem so, to continue to use the Services under the same Account, a different Account or re-register under a new Account, and your right to access the Services shall immediately cease.
15.4. Termination of the Terms in respect of the User will not affect any rights, obligations or liabilities that accrued before the effective date of termination. The User shall remain liable for all Fees and other amounts accrued up to the effective date of termination.
15.5. Following termination or suspension, the Company reserves the right to delete or disable access to the User’s Account and User Data.
16. Governing Law, Dispute Resolution and Jurisdiction
16.1. These Terms and the rights and obligations of the Parties hereunder shall be governed by and construed in accordance with the laws of India.
16.2. In the event any dispute, controversy or claim arises out of or in connection with the Terms, including any dispute relating to its validity, interpretation, performance, termination or alleged breach (“Dispute”), the parties shall first attempt to resolve such Dispute amicably through discussions between their respective authorised representatives. If the Dispute is not resolved within 30 days, the Dispute shall be referred to and finally resolved by arbitration by a sole arbitrator mutually appointed by the parties, in accordance with the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration shall be Delhi, India. The arbitration shall be conducted in accordance with the Arbitration and Conciliation Act, 1996, and the language of the arbitration shall be English.
16.3. The decision and award of the arbitrator shall be final and binding on the parties and may be enforced in any court of competent jurisdiction. The arbitrator shall have the power to award costs of the arbitration in accordance with applicable laws.
16.4. Subject to this Clause, the courts at Delhi India shall have exclusive jurisdiction in respect of any matter arising out of or in connection with these Terms or the use of Services.
16.5. Nothing in this Clause shall prevent the Company from seeking injunctive, interim or other equitable relief from a court of competent jurisdiction, including to protect its intellectual property, Confidential Information, Platform, systems or other rights, or to prevent unauthorised access to or use of the Services.
16.6. The existence, content and outcome of any Dispute or arbitration conducted under this Clause shall be kept confidential by the Parties, except to the extent disclosure is required for purposes of enforcing an award or exercising rights under the Terms, obtaining legal, accounting or professional advice, complying with applicable laws or regulatory requirements, or otherwise permitted under the Terms.
17. Miscellaneous
17.1. Notices. Notices by you to us hereunder shall be invalid unless made in writing and duly signed and sent to our e-mail address provided in Clause 17.10 below.
17.2. Relationship. The parties are independent contractors. Nothing in these Terms shall be construed to create any partnership, joint venture, agency, fiduciary or employment relationship between the parties.
17.3. No Waiver. Our failure or delay to exercise or enforce any right or claim does not constitute a waiver of such right or claim and shall in no way affect our right to later enforce or exercise it.
17.4. Severability. If any provision of the Terms is held to be invalid, illegal or unenforceable, such provision shall, to the extent permitted by applicable laws, be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall continue in full force and effect.
17.5. Entire Agreement. These Terms constitute the entire agreement between the parties in relation to its subject matter and supersedes all prior or contemporaneous discussions, communications, understandings, email between the parties, and agreements relating to such subject matter.
17.6. No injunctive relief. Under no circumstances, shall you seek an injunction or injunctive relief against us for any reason whatsoever. This Clause shall survive the termination of the Terms.
17.7. Survival. Any provisions which by their nature are intended to survive the expiry or termination of the Terms shall survive, including provisions relating to payment obligations, intellectual property rights, confidentiality, indemnification, limitation of liability, dispute resolution and any other accrued rights or obligations of the Parties.
17.8. Headings. The section headings are for convenience only and shall not limit, govern or otherwise effect the interpretation or construction of the Terms in any way.
17.9. Prevailing Language. The English language version of these Terms shall be decisive in all respects and shall prevail in case of any inconsistencies with translated versions, if any.
17.10. Contact Information. If you have any complaints and/or grievances and/or questions about these Terms or the Services, please contact us at [•].