Terms Of Use

DATE: March 18, 2024

PLEASE READ THE FOLLOWING TERMS OF USE (THE “TERMS”) CAREFULLY BEFORE USING THE  SOFTWARE (AS DEFINED BELOW) NAMELY CREATED AND DEVELOPED BY COMPANY. THESE TERMS  FORM A LEGALLY BINDING AGREEMENT BETWEEN YOU (“CUSTOMER”) AND THE COMPANY. BY REQUESTING AN AUTHORISED USER ACCOUNT CREATION, ACCESSING, BROWSING, AND/OR  OTHERWISE USING THE SOFTWARE, THE CUSTOMER ACKNOWLEDGES THAT THE CUSTOMER HAS  READ, UNDERSTOOD, AND AGREES TO BE BOUND BY THESE TERMS.

By accessing and using the Software, You agree to comply with these Terms along with Software Privacy Notice ("Privacy Notice”). You may not access and use the Software if You do not agree to the  version of the Terms. The terms “We” and “Us” refer to the Company, registered in India. Company  and Customer are individually referred to as “party” and collectively as “parties.”

NOW IT IS HEREBY AGREED BY AND BETWEEN PARTIES AS UNDER –

1. DEFINITIONS

1.1. “Application” shall mean and include the proprietary application of the Company named  Chaturji that allows Customers to input prompts and provides generated AI outputs from  multiple large language models (LLMs) such as OpenAI, Anthropic, Google or any other private  LLMs as may be added by the Company. In addition, the application provides value added  convenience features such as a curated set of prompts for typical usage, the ability to write  better prompts, store Customer questions as prompts and templates, to organize and share the  prompts and chat with your team.

1.2. “Company” or "We” shall mean Ignite Solutions India Private Limited, a company registered  under Companies Act, 1956 and having its registered address at B-901 Waterfront, 59/60  Kalyani Nagar, Near Golds Gym, Pune, Maharashtra, India, 411006.

1.3. “Customer” or “You” or “Your” shall mean the users of the Software, including, but not limited  to, individuals, companies, agents, or other similar persons, who use the Software and avail the  Services offered by the Company, through the Software.

1.4. “Customer Data” shall mean all data stored by the Customer including any inputs, LLM  responses, reports, documents or files in electronic format, the user’s details or personal  information on the Software.

1.5. “Documentation” shall mean any accompanying documents, content, data provided by the  Company to the Customer in relation to the Software.

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1.6. “Enhancements” shall mean any modification, update, upgrade or addition to the Software that, when made or added to the solution or modules currently being used by Customer,  provides minor functionality enhancements but does not change overall utility, functional  capability, or application.

1.7. “Software” shall mean and refer to as the proprietary website of the Company, hosted under  the domain names https://app.chaturji.ai/ , https://chaturji.ai or https://www.chaturji.ai, (hereinafter referred to as “Website”) along with the Application.

1.8. “Plan” means an order plan as uploaded on the Software which includes a description of  duration and details of Services, applicable fees, etc. and such Plan shall be incorporated by  reference, and subject to the provisions of these Terms.  

1.9. “Services” shall mean services provided to the Customers by the Company through the  Software including AI-powered productivity software that equips teams with ready-made  prompts for business processes and enables teams to create and share custom prompts in an  intuitive, collaborative interface, allowing for seamless integration with multiple artificial  intelligence ("AI") providers.

1.10. “Trial Period” have the meaning given to it under Clause 5.

1.11. “User Account” shall be the account which the Customer shall be required to create on the  Software to avail the Services offered by the Company.  

2. REGISTRATION

To avail the Services provided through the Software, You need to complete the registration  process on the signup page on the Software. For such registration, You shall be required to  provide Your verified email address and complete the sign-up process. Upon completion of this  process, Your User Account would be created. Through this User Account, You will be eligible for  availing the Services and receiving further alerts and instructions related to the Services made  available through the Software.  

3. RESTRICTIONS

Customer shall not, directly or indirectly:

3.1. copy, modify, adapt, translate, reverse engineer, decompile, disassemble, alter, reproduce or  otherwise make any changes to the Software;

3.2. copy, modify, reproduce, reverse engineer, use or share any component of the Software including  but not limited to curated prompts;

3.3. use the Software in any manner to provide time-sharing, benchmarking or other computer  services to third parties, except as expressly provided herein, or allow any third party to access  or benefit from the functionality of the Software;

3.4. use the Software, or allow the transfer, transmission, export, or re-export of the Software or  portion thereof in violation of any applicable export control laws or regulations; 3.5. use the Software for any purpose other than the as specified under these Terms; 3.6. use the Software in violation of the Plan;

3.7. use the Software to develop any competing or similar product;

3.8. use any of the Software’s components, add-ons, files, modules, externals, contents including  associated license material separately from the Software.

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4. ACCOUNT AND PASSWORD

4.1. By registering for a User Account through the Software, You represent and warrant that You are over 18 years of age or of the age of majority in the jurisdiction in which You reside or, are registering through Your parents or guardians, who are of the age of the majority in the jurisdiction, in which You reside (“Representative”). You and Your Representatives agree to:

a) provide accurate, authenticated and true information about yourself;

b) maintain the security of Your passwords and identification;

c) promptly update the email address and mobile number listed in connection with Your User  Account to keep it accurate so that We may contact You; and

d) be fully responsible for all actions carried out through Your User Account.

4.2. You must not set up a User Account on behalf of another individual or entity unless You are a  Representative, legally authorized to do so.

4.3. Registration with the Software does not make You a member, shareholder, or affiliate of the  Company for any purposes whatsoever, nor shall You have any of the rights of statutory members of the Company.

4.4. Unauthorized Use; False Information: You shall: (i) notify us immediately of any unauthorized use of Your User Account or any other known or suspected breach of security, (ii) use reasonable efforts to stop any unauthorized use of the Software or Your User Account, that is known to You or suspected, and (iii) not provide false identity or information to gain access to or use the  Software.

4.5. Customer shall be responsible for maintaining the confidentiality of the User Account and password and it shall be responsible for all activities that occur under any User Account. Company reserves the right to refuse registration or cancel User Accounts which the Company deems inappropriate.

5. TRIAL PERIOD  

Subject to Company’s discretion, the Customer may be entitled to certain trial period (“Trial  Period”) to use the Services without any fees set forth in Clause 6 hereunder. The said Trial Period  shall commence from the date on which the Customer creates a User Account on the Software.  Customer agrees that the Company may revise the Trial Period at its sole discretion with or  without prior notice to the Customer.

6. FEES  

6.1. "Payment Method" refers to a currently accepted mode of payment that is valid and subject to  periodic updates, including the option to pay through a third-party account linked to the  Customer. Unless You opt to cancel Your subscription prior to the billing date, You authorize us

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to charge the fee for the upcoming billing cycle to Your designated Payment Method (refer to  "Cancellation" below).

6.2. After the expiry of the Trial Period, the fee for the Software and any additional charges incurred  in relation to it, such as taxes and potential transaction fees, will be debited from Your Payment  Method on the specified payment date indicated in Your User Account. The billing cycle recurs  monthly. If You utilized a third-party account as Your Payment Method when signing up for the  Software, You can access Your subscription billing details by visiting Your account with the  relevant third party.

6.3. To utilize the Software, the Customer must furnish one or more Payment Methods. You grant the  Company authorization to charge any Payment Method linked to Your User Account if Your  primary Payment Method is declined or becomes unavailable to us for payment of Your fees. You  are accountable for any outstanding amounts. Should a payment failure arise due to reasons such  as expiration or insufficient funds, and You do not terminate Your User Account, We reserve the  right to suspend Your access to the Services until the due payment for Your use of the Services is  received by the Company. Certain Payment Methods may entail additional fees charged by the  issuer, such as foreign transaction fees or processing-related charges. Local tax obligations may  vary based on the Payment Method employed. Please consult Your Payment Method service  provider for further details.

6.4. You retain the right to cancel Your Software subscription at any time, and You will retain access  to the Services until the completion of Your then billing period. Subject to applicable law,  payments are non-refundable, and no reimbursements or credits are provided for unused  Services or partial subscription periods. Upon cancellation of Your membership, Your account will  be automatically closed at the conclusion of Your current billing period. If You subscribed to  Software using a third-party account as Your Payment Method and wish to terminate Your Software subscription, You may be required to do so through said third party, for instance, by  accessing Your account with the relevant third party and deactivating auto-renewal or  unsubscribing from the Services via that third party.

6.5. We reserve the right to modify the Plan and the pricing of our Services periodically. You will  receive notification at least thirty (30) days in advance of any alterations to pricing or changes to Your Plan.

7. WARRANTIES; EXCLUSION OF LIABILITIES  

7.1. Customer hereby represents and warrants that it has all rights necessary to permit Software to  perform its obligations and exercise its rights with respect to the Customer Data as contemplated  by these Terms, including all necessary permissions and consents to collect, use and disclose the  Customer Data, as contemplated by these Terms. Customer further covenants that it shall be  solely responsible for the Customer Data and the consequences of their use, and that Software shall have no liability with respect to any Customer Data.

7.2. The Customer represents and warrants that it shall at all times comply with these Terms and its  performance hereunder does not conflict with any other obligation or violate any agreement. 7.3. Your use of the Services requires interactions with multiple AI models including but not limited  to OpenAI, Google, Anthropic, and others (the “Providers”). By using the Services, You agree to  comply with the laws of the jurisdiction applicable to Your access of the Software as well as to  the Provider’s terms of use, privacy policies, acceptable use policy, and data usage policies (collectively referred to as “Links”) in relation to Your access to Providers services. Company  reserves the right to terminate Your engagement in an event if You are found to be in violation  or non-compliant with the Links in relation to Your use of the Software. Company shall not in any

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way be responsible for any results, data, reports or Your use or implications of Your use of such  results, data or reports generated due to Your use of the Services or Software. 7.4. General Disclaimer. THE COMPANY AND/OR ITS PARTNERS, RESPECTIVE LICENSORS MAKE NO  REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND  ACCURACY OF THE INFORMATION, SOFTWARE AND SERVICES PROVIDED BY THE COMPANY FOR  ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, SERVICES AND RELATED GRAPHICS ARE  PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND.

7.5. THE COMPANY AND/OR ITS PARTNERS, RESPECTIVE LICENSORS HEREBY DISCLAIM ALL  WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, SERVICES  AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF  MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. THE  FOREGOING LIMITATIONS OF LIABILITY WILL APPLY, NOTWITHSTANDING THE FAILURE OF  ESSENTIAL PURPOSE OF ANY LIMITED WARRANTY OR REMEDY HEREIN.

7.6. Limitation of Liability. IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, AND THEIR RESPECTIVE  OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INCIDENTAL, INDIRECT,  SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, REGARDLESS OF THE NATURE OF THE CLAIM,  INCLUDING, WITHOUT LIMITATION, LOST PROFITS, COSTS OF DELAY, ANY FAILURE OF DELIVERY,  BUSINESS INTERRUPTION, COSTS OF LOST OR DAMAGED DATA OR DOCUMENTATION OR  LIABILITIES (EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES),  RESULTING FROM ANY ASPECT OF YOUR USE OF THE SOFTWARE OR THE INFORMATION  PROVIDED THROUGH IT, INCLUDING WITHOUT LIMITATION,THE DAMAGES THAT ARISE FROM  USE OR MISUSE OF THE SOFTWARE OR THE SERVICES, FROM INABILITY TO USE THE SOFTWARE  OR THE SERVICES, OR THE INTERRUPTION, ERROR, SUSPENSION, MODIFICATION, ALTERATION,  OR TERMINATION OF THE SOFTWARE OR THE SERVICES PROVIDED THROUGH IT.  

7.7. IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE COMPANY EXCEED THE TOTAL  AMOUNT PAID BY THE CUSTOMER FOR THE SERVICES, GIVING RISE TO SUCH CLAIM AND IN THE  EVENT THE CUSTOMER IS USING THE TRIAL VERSION OF THE SOFTWARE, THE MAXIMUM  AGGREGATE LIABILITY OF THE COMPANY, SHALL NOT EXCEED INR 100.  

SUCH LIMITATION OF LIABILITY SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY  REASON OF OTHER SERVICES RENDERED THROUGH OR ADVERTISED IN CONNECTION WITH THE  SOFTWARE OR THE SERVICES OR ANY LINKS ON THE SOFTWARE. THESE LIMITATIONS SHALL  APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.  

7.8. BY UTILIZING THE SOFTWARE, YOU ACKNOWLEDGE AND UNDERSTAND THE INHERENTLY  EXPERIMENTAL AND EVOLVING NATURE OF ARTIFICIAL INTELLIGENCE TECHNOLOGY INVOLVED  IN THE FUNCTIONING OF THE SOFTWARE. YOU AGREE THAT ANY RESULTS, OUTPUTS, OR  RECOMMENDATIONS GENERATED BY THE SOFTWARE ARE PROVIDED SOLELY FOR  INFORMATIONAL OR EXPLORATORY PURPOSES AND SHOULD NOT BE RELIED UPON FOR  PRODUCTION, CRITICAL DECISION-MAKING, OR ANY LEGALLY BINDING ACTIONS. THE USE OF THE SOFTWARE DOES NOT GUARANTEE ACCURACY, COMPLETENESS, OR SUITABILITY FOR ANY  SPECIFIC PURPOSE. THEREFORE, YOU AGREE TO EXERCISE CAUTION AND INDEPENDENT  JUDGMENT WHEN INTERPRETING OR ACTING UPON THE RESULTS GENERATED BY THE  SOFTWARE.

7.9. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THE COMPANY SHALL NOT BE LIABLE FOR  ANY CUSTOMER DATA AND CONTENTS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT  OF ANY CUSTOMER OR THIRD PARTY, OR MISREPRESENTATION AS TO OWNERSHIP IN THE  INTELLECTUAL PROPERTY RIGHTS OR ANY INFRINGEMENT BY THE CUSTOMER DATA, AND THAT,  THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. THIS  LIMITATION UPON DAMAGES AND CLAIMS IS INTENDED TO APPLY WITHOUT REGARD TO  WHETHER OTHER PROVISIONS OF THESE TERMS HAVE BEEN BREACHED OR HAVE PROVEN  INEFFECTIVE.

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7.10. The Parties acknowledge and agree that the disclaimers, exclusions and limitations of liability  set forth in this Clause 7 form an essential basis of these Terms, and that, absent these  disclaimers, exclusions and limitations of liability, the provisions of these Terms, including, the  economic terms, would be substantially different.

8. INTELLECTUAL PROPERTY RIGHTS

8.1. Any and all rights to the Software along with any Enhancements or upgrades thereto, and any  Documentation provided therewith, including title, ownership rights and intellectual property  rights such as copyrights, trademarks, service marks and patents therein shall remain the sole  and exclusive property of the Company and/or its suppliers or its licensors.

8.2. From time to time, Customer may provide feedback, suggestions, requirements or  recommendations (“Feedback”) regarding the Software or the Services. Customer assigns to  Company all right, title and interest to such Feedback and an exclusive right to create any  developments based on such Feedback.

8.3. The Customer acknowledges and agrees that the Software will generate anonymized and  aggregated statistical and analytical data (the “Analytical Data”) without using the Customer’s  personally identifiable information. All intellectual property rights including the ownership rights  in all such Analytical Data generated during the Services shall vest solely with the Company.  

8.4. Customer shall retain title to and all ownership rights in Customer Data. Company shall not be  liable in any manner whatsoever, for any claim arising out of or relating to the Customer Data. 8.5. If We receive any intellectual property right infringement claim notification against any content  posted by You on the Software, We may remove all such content, which is indicated as infringing  and/or take any other appropriate action, in our sole discretion.

8.6. All material on this Software, including but not limited to audio, images, photographs, software,  text, icons and such like content (the “Content”), are protected by copyright under the copyright  laws or any other relevant intellectual property laws. You cannot use the Content or works of  other users, except as specified herein.  

8.7. In case You wish to submit any oral Feedback or raise a complaint, please write to  support@chaturji.ai

9. CONFIDENTIAL INFORMATION

9.1. “Confidential Information” shall mean information including without limitation Software,  Documentation, reports, analysis, Customer Data, financial, business, technical and marketing  information, business plans, methods, processes, inventions, techniques, designs, data, know how, ideas, concepts, strategies, trade secrets, Services and such other information. Confidential  Information does not include information which: a) is in the public domain; (b) was known to the  party of such disclosure or becomes known to the party without breach of any confidentiality  agreement; (c) is independently developed by either party without violating any confidentiality  obligations stated herein; (d) is disclosed pursuant judicial order or requirement of the  governmental agency or by operation of law.

9.2. The parties agree not to use any Confidential Information for any purpose except as stated in  these Terms.

9.3. The parties agree that any violation of the confidentiality obligations will cause irreparable injury  to the other, entitling such party to obtain injunctive relief in addition to all legal remedies. 9.4. We may, at Our discretion, keep any personal information shared by You, confidential and only  use it as per the terms of Our Privacy Policy.

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10. PRIVACY NOTICE

We are committed to responsibly handle the information and data We may collect through the  Software in compliance with Our Privacy Notice. Please review the Privacy Notice so that You are  aware of how We collect and use Your personal information. Our Privacy Notice can be read at https://www.chaturji.ai/privacy-policy.

11. INDEMNITY

Customer shall indemnify, defend and hold harmless the Company against any all demands, costs,  losses, liabilities, claims, proceedings or damages including attorney’s fees asserted against the  Company, its agents, its customers, officers and employees arising out of or in connection with  any claim relating to Customer’s use of Software in any manner.

12. PROHIBITED CONDUCT

You agree not to engage in any of the following activities:

12.1. Violating laws and rights:

You may not (a) use the Software for any illegal purpose or in violation of any local, state,  national, or international laws, (b) violate or encourage others to violate any right of or  obligation to a third party, including but not limited to, by infringing, misappropriating, or  violating intellectual property, confidentiality, or privacy rights, by use of the Software.

12.2. Solicitation:

You may not use the Software, or any information provided through the Software for the  transmission of advertising or promotional materials, including junk mail, spam, chain letters,  pyramid schemes, or any other form of unsolicited or unwelcome solicitation.

12.3. Disruption:

You may not use the Software in any manner that could disable, overburden, damage, or impair  the Software, or interfere with any other user’s use and enjoyment of the Software; including  by:

a. uploading or otherwise disseminating any virus, adware, spyware, worm or other malicious  code, or

b. interfering with or disrupting any network, equipment, or server connected to or used to  provide the Software, or violating any regulation, policy, or procedure of any network,  equipment, or server.

12.4. Harming others:

You may not share or transmit anything that is harmful, offensive, obscene, abusive, invasive of  privacy, defamatory, unlawful, hateful or otherwise discriminatory, false or misleading, or which  incite the commission of an illegal or violent act or is in violation of applicable laws including  but not limited to Information Technology 2000;  

12.5. Impersonation, Misrepresentation, or unauthorized access:

You will not impersonate another person or entity, or misrepresent Your affiliation with a  person or entity when using the Software, nor will You misrepresent Your intellectual property  rights in or to any content, for the purposes of uploading the same on the Software;

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12.6. Developing competing offerings:

You will not use the Software to develop any competing platforms, applications, websites or  products which are similar or substantially similar to the Software.

12.7. Offensive or Infringing Content:

In the event You are at the receiving end of any offensive content or are the victim of any such  actions of any other Customer or Your work has been infringed and is being displayed as on the  Software, You are encouraged to report such content to the Company. The Company shall  delete such offensive content and take any other corrective action as it deems fit. The Company  shall also provide notice to the user, indulging in infringement of Your work.  

You understand and acknowledge that if You indulge in any of the prohibited conduct stated  above, and it is brought to the notice of the Company, the Company may terminate Your right  to use the Software and the Services and take any other corrective action as it deems fit.

13. TERM AND TERMINATION

You may stop using the Services or cancel Your subscription of the Software at any time. The  Company reserves the right to terminate Your right and access to use the Software with or  without any reason whatsoever. The Customer shall not be entitled to any refund in the event of  termination or cancellation of the User Account or stoppage of provision of Services under these  Terms.

14. INTERPRETATION

These Terms will in all events be construed as a whole, according to its fair meaning, and not  strictly for or against a party merely because that party (or the party's legal representative)  drafted the Terms. The headings, titles, and captions contained in these Terms are merely for  reference and do not define, limit, extend, or describe the scope of these Terms or any provision  herein. Unless the context requires otherwise, (a) the gender (or lack of gender) of all words used  in these Terms includes the masculine, feminine, and neutral, and (b) the word "including" means  "including, without limitation”.

15. ENTIRE AGREEMENT

These Terms and the Privacy Policy constitute the entire agreement between You and the  Company, relating to this subject matter and supersede any and all prior communications and/or  agreements between You and the Company relating to this subject matter.

16. SEVERABILITY

If any provision of these Terms is determined to be invalid, illegal or unenforceable in any respect,  including because of the duration thereof, the area covered thereby, or the types of activities  restricted thereby, by a court of competent jurisdiction, the validity, legality or enforceability of  the remaining provisions contained herein shall not in any way be affected or impaired thereby.

17. WAIVER

The Company’s failure to exercise, or any delay in exercising, any right or remedy provided under  these Terms shall not constitute a waiver of that or any other right or remedy, nor shall it preclude  or restrict any further exercise of that or any other right or remedy. No single or partial exercise  of any right or remedy by the Company provided under these Terms or by law shall preclude or  restrict the further exercise of that or any other right or remedy.

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18. GOVERNING LAWS

These Terms shall be construed and governed by India. The parties consent to the exclusive  jurisdiction of the competent courts in the Pune, Maharashtra with respect to any matters arising  under or with regard to these Terms.

19. NO AGENCY RELATIONSHIP

You agree that no joint venture, employment, or agency relationship exists between You and the  Company as a result of these Terms or due to Your use of the Software.

20. ELECTRONIC RECORD

This document is an electronic record in terms of the Information Technology Act, 2000 and the  rules framed there under as applicable, and the amended provisions pertaining to electronic  records in various statutes as amended by the Information Technology Act, 2000. This electronic  record is generated by a computer system and does not require any physical or digital signatures.

This document is published in accordance with the provisions of Rule 3 (1) of the Information  Technology (Intermediaries Guidelines) Rules, 2011 that require publishing the rules and  regulations, Terms of Use for access and usage of the Software.

21. CHANGE IN TERMS

We may update these Terms without any notice to You. You are encouraged to check these Terms  on a regular basis to be aware of the changes made to them. Your continued use of the Software after such change shall be deemed to be Your acceptance of the revised Terms.

The Terms were last modified on March 18, 2024.

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