Terms and Conditions

Lithasa Technologies Private Limited, its affiliates, assigns, subsidiaries (“Arya”, “We” or “Us” or “Our”) is engaged in the business of providing artificial intelligence, PaaS and software over the internet with its users (“You” or “Your”) and owns and operates a website arya.ai (“Website”). By registering as a member of Arya, You get access to the Services and functionality that We may establish and maintain from time to time and in Our sole discretion. If You register as a member of Arya on behalf of a company, organization, or other juristic person (“Entity”), then (a). “You” shall include the natural person accessing the Service on behalf of the and that Entity, and (b). You represent and warrant that You are duly authorized to accept these Terms and You have the authority to bind the said Entity to these Terms and that You hereby exercise such authority to bind the Entity to these Terms and all other documents incorporated by reference herein.

These terms and conditions (“Terms”) form an agreement between the Website and You and sets forth the general terms and conditions of Your use of the Website and any of its products or services. By accessing the website and/or using the Services (defined hereafter) you are providing your acceptance of and compliance with these Terms, the Privacy Policy and the Content Removal Policy provided on Our Website. These Terms shall apply to all visitors, users and others who access the Website or use the services.

This document is an electronic record in terms of Information Technology Act, 2000 (“IT Act”) and rules and regulations made there under as applicable and amended from time to time. This electronic record is generated by a computer system and does not require any physical or digital signatures

These Terms explains the terms by which You may use Our online products, services or solutions, Website, and software provided on or in connection with the product, service or solution (“Service” or “Services”).

1. Eligibility

Only those persons who can form legally binding contracts under Indian Contract Act, 1872 (“1872 Act”) are permitted to use the Services. Persons incompetent to contract within the meaning of the 1872Act or who are otherwise disallowed under any applicable laws, rules and regulations are not eligible to use the Service. If You are a minor i.e. under the age of 18 (eighteen) years, You are prohibited from accessing or using Services, except through Your legal guardian or parents who have registered as users on the Website. The Services provided herein are not available to any users previously barred by Arya from using or accessing the Service.

2. Membership

2.1. Through a third party

If You connect to Arya through a third-party service provider, You give Us permission to access and use Your information from that service as permitted by that service. Using another user’s membership without permission is strictly prohibited. While registering with Arya, You must provide true, accurate, current and complete information. You are solely responsible for the activity that occurs on part of Your membership, and You must keep Your password secure. Arya shall not be responsible for any unauthorized use of Your account. A breach of security or unauthorized use of Your account must be immediately notified to Arya. If You provide any information that is untrue, inaccurate, not current or incomplete or Arya has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, or not in accordance with these Terms, Arya has the right to indefinitely suspend or terminate or block access of Your membership and refuse to provide You access to Services. When You use the Service or send emails or other data, information or communication to Arya, You agree and understand that You are communicating with Arya through electronic records. By providing Arya Your email address.

You consent to Our using the email address to send You Service-related notices, including any notices required by law, in lieu of communication by postal mail. We may also use Your email address to send You other messages, such as changes to features of the Service and special offers. If You intend not want to receive such email messages, You may opt out or change Your preferences, though opting out may prevent You from receiving email messages regarding updates, improvements, or offers. You agree that all the agreements, notices, disclosures and other communications that We provide to You electronically shall be deemed adequate service of notice/electronic record and satisfy any legal requirement that such communication be in writing.

2.2. Other Rules:

Arya reserves the right to change the Service, stop providing the Service or features of the Service, or impose usage limits for the Service without any prior written notice. If You violate any provision of these Terms, We may permanently or temporarily terminate or suspend Your account and deny You access to the Service without notice. You shall continue to be bound by these Terms in such a case of termination or suspension. Arya shall not be liable for Your interactions with other users, or for any users action or inaction.

2.3. Other Scenarios of Usage

The user acknowledges that there may be a situation where the user is accessing or utilizing Arya otherwise than through a cloud platform including without limitation installation of or hosting Arya on the server(s) of the user. In such a situation it shall be the sole responsibility of the user to maintain, manage, monitor, and secure such server(s). Arya shall not be liable, in any circumstance whatsoever, for any breach of security, or for loss, transmission, modification or otherwise alteration of any data, or for any other consequence that may arise owing to such usage by the user. Nothing in the preceding paragraph shall be construed as granting the user a license or permission to download, copy, extract, edit, adapt, revise, modify, sublicense, transfer or distribute Arya Content ( as defined in Clause 8.1) without prior written consent of Arya.

3. Prohibited uses

Although this Website may link to other websites, Arya is not, directly or indirectly, implying any approval, association, sponsorship, endorsement, or affiliation with any linked website, unless specifically stated herein. Arya is not responsible for examining or evaluating, and does not warrant the offerings of, any businesses or individuals or the content of their websites. Arya does not assume any responsibility or liability for the actions, products, services, and content of any other third-parties. You should carefully review the legal statements and other conditions of use of any website which You access through a link from this Website. Your linking to any other off-site websites is at Your own risk.

4. Prohibited uses

4.1. In addition to other terms as set forth in these Terms, You are prohibited from using the Website or Arya’s Content:

4.1.1. for any unlawful purpose

4.1.2. to solicit others to perform or participate in any unlawful acts;

4.1.3.to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances

4.1.4. to infringe upon or violate Our intellectual property rights or the intellectual property rights of others;

4.1.5. to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability

4.1.6. to submit false or misleading information

4.1.7. to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet;

4.1.8. to collect or track the personal information of others;

4.1.9. to spam, phish, pharm, pretext, spider, crawl, or scrape;

4.1.10. for any obscene or immoral purpose; or

4.1.11. to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate Your use of the Service or any related website for violating any of the prohibited uses.

5. User Substance

5.1. User substance includes data or information uploaded by the user on Arya platform, for processing, however, not for display, for sharing unless user explicitly consents. Arya has the right to inspect such data. Some aspects of the Service further allows the users to post content such as profile information, comments, explanations, questions, and other submissions or information ( “User Substance”).

5.2. Arya does not claim title, ownership, or rights over the User Substance; that is Your conception. By sharing User Substance through the Service, You accept and agree to allow others to view, edit, and/or share Your User Substance in accordance with Your settings and as per these Terms. Arya reserves the right to monitor, inspect, review and assess any User Substance posted by You, which, according to Your settings, the other users do not have the permission to edit, view and/or share (“Restricted Data”).

5.3. Arya has the right, in its sole discretion to remove any User Substance that is shared via the Service, if it is against any applicable law, rule or regulation or if it infringes any of these Terms or for any other justifiable reason.

5.4. You agree not to post User Substance that:

5.4.1. submit or transmit material that is not authorized by the copyright owner, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless You are the owner of such rights or have permission from their rightful owner to post and sell the material and to grant Arya all of the license rights granted herein;

5.4.2 publish or transmit falsehoods or misrepresentations that could damage Arya or any third party;

5.4.3. submit or transmit material that is unlawful, defamatory, libelous, threatening, obscene, harassing, hateful, or otherwise offensive or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law or is otherwise inappropriate;

5.4.4. post or transmit advertisements or solicitations of business;

5.4.5.impersonate another person;

5.4.6.contains any information or content that You know to be incorrect, false, not current or incomplete.

5.5. You agree that any User Substance that You post does not and will not violate third-party rights of any kind, including without limitation any intellectual property rights such as, trademark, patent, design rights rights of privacy. Arya reserves the right to reject and/or remove any User Substance that Arya believes, in its sole discretion, violates these provisions.

5.6. For the purposes of these Terms, the expression intellectual property rights means all patent rights, copyright rights, mask work rights, rights of publicity, trademark, and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

5.7. You shall be solely responsible for Your User Substance and the consequences of posting or publishing it, and You agree and accept that We are only acting as a passive conduit for Your online distribution and publication of Your User Substance.

5.8. You understand and agree that You may be exposed to User Substance that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to Your purpose, and You agree and accept that Arya shall not be liable for any damages You allege to incur as a result of User Substance.

6. Utilization of User Substance

6.1.Marketing and Promoting

By posting any User Substance, excluding the Restricted Data, on the Website, You agree to grant, and You represent and warrant that You have all rights necessary to grant, to Arya a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, store, translate, distribute, and publicly perform and/or display, all such User Substance and Your name, voice, and/or likeness as contained in the User Substance, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service and Arya’s business, including without limitation for promoting, marketing and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels.

6.2.Other uses

Arya reserves the right to directly or indirectly use, divulge, store, modify and otherwise alter any User Substance posted by You in the event it is required to do so under any law rule or regulation or if it infringes these Terms or for improving, upgrading or refining the application or software or for any other justifiable reason. Arya will not be liable for any loss of User Substance due to any circumstances, conditions or events beyond Arya’s control.

7. Use of API

7.1. The Service may include an application programming interface through which a User can send requests and receive responses (such communication between the Service and the users hereinafter called “API Call”) from the Service (an “API”).

7.2. Any use of the API must be in accordance with all applicable laws framed, modified, changed or amended by Arya from time to time.

7.3. You acknowledge that Arya may discontinue, suspend, terminate or otherwise limit usage of the API at any time, in its sole discretion and with or without prior notice.

7.4. You are solely responsible at all times for any activities occurring through the API through a password, passkey or identifier issued to You, and You agree not to share such password, passkey or identifier with any third party.

7.5. Arya reserves the right to monitor, examine, record, regulate and manage the frequency and quality of the API Calls. Arya further reserves the right to directly or indirectly use, divulge, store, modify and otherwise alter any information received by Arya during any API Call if it is required to do so under any law rule or regulation or if it infringes these Terms or for improving, upgrading or refining the application or software or for any other justifiable reason.

8. Proprietary Rights and Ownership

8.1. The Website, including the Service is owned and operated by Arya. The content, visual interfaces, information, graphics, design, compilation, computer code, products, software, services, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, User Substance belonging to other Users and all other elements of the Service that are provided by Arya (“Arya Content”) is either owned or licensed to the owner of the Website and is protected by copyright, trade dress, patent, and trademark laws of India, by international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws.

8.2. For sake of clarity, Arya Content does not include User Substance or any other content owned by and submitted by Arya users to the Service. All Arya Content on the Service are the copyrighted property of Arya or its subsidiaries or affiliated companies and/or third-party licensors.

8.3. All trademarks, service marks, and trade names are proprietary to Arya or its affiliates and/or third-party licensors. Except as expressly authorized by Arya, You accept and agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of Arya Content.

8.4. You may choose to or We may invite You to submit comments or ideas about the Service, including but not limited to ideas regarding improvement of the Service or Our products (“Suggestion”). By providing any Suggestion, You accept and agree that Your disclosure is gratuitous, unsolicited and without restriction and will not place Arya under any fiduciary or other obligation, and that We are free to use the Suggestion without any additional compensation to You, and/or to disclose the Suggestion on a non-confidential basis or otherwise to anyone.

8.5. You acknowledge that You do not own the account You use to access the Service, nor do You possess any rights of access or rights to data stored by or on behalf of Arya on its servers.

8.6. You agree that Arya has the absolute right to handle, manage, regulate, control, modify and/or extinguish Arya Content as it sees fit in its sole discretion, and that Arya will have no liability to You based on its exercise of such right.

8.7. You understand, accept and agree that any data, account history and account content residing on Our servers, may be deleted, altered, disclosed, moved or transferred at any time if it is required to do so under any applicable law, rule or regulation or if it infringes any of these Terms or for any other justifiable reason with or without prior notice and with no liability of any kind of Arya.

8.8. You acknowledge that by utilizing the data fed into Arya it may discover and implement advanced, novel or quicker ways to generate response and serve its prospective users more efficiently. You agree and accept that any such new method or knowledge which Arya acquires and employs would be solely attributable to Arya and You shall have no claim, right or objection to the same under any law, rule or regulation applicable in India or any international treaty or convention.

9. Payment and Refund

9.1.Billing Policies: Certain aspects of the Service may be provided for a fee or other charge. If You choose to use paid aspects of the Service, You accept and agree to the pricing and payment terms, as may be updated, altered or revised them from time to time. Arya may add new services for additional fees and charges, or revise fees and charges for existing services, at any time in its sole discretion. Any change to Our pricing or payment terms shall become effective in the billing cycle following notice of such change to You in accordance with these Terms.

9.2. No Refunds: You may cancel Your Arya account at any time; however, there are no refunds for cancellation. In the event that Arya suspends or terminates Your account or denies You access to the Service pertaining to breach of and as per these Terms or terminates these Terms, You understand and agree that You shall receive no refund or exchange, for any unused time on a subscription, any license or subscription fees for any portion of the Service, any content or data associated with Your account, or for anything else.

9.3. Payment and Applicable Taxes: All information that You provide in connection with a purchase or transaction or other monetary transaction interaction with the Service must be true, accurate, complete, and current. You agree to pay all charges incurred by users of Your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with the Service at the prices in effect when such charges are incurred. You will pay any applicable taxes, if any, relating to any such purchases, transactions or other monetary transaction interactions.

10. Privacy

By using the Services You understand, agree and consent to the collection, use and disclosure of Your personally identifiable information and aggregate data as set forth in Our Privacy Policy [insert URL], and to have Your personally identifiable information collected, used, transferred to and processed in India according to all the applicable laws, rules and regulations and as per the Privacy Policy of Arya. We store and process Your information on computers located at some of the best data centers in the world that are protected by physical as well as reasonable technological security measures and procedures in accordance with IT Act, the rules and regulations thereunder. If You object to Your information being transferred or used in this way please do not use the Website. We care about the integrity and security of Your personal information. We cannot guarantee that unauthorized third parties will never be able to defeat Our security measures or use Your personal information for improper purposes. You acknowledge that You provide Your personal information at Your own risk. 11. Disclaimer

11. Disclaimer

11.1.THIS WEBSITE AND ARYA’S CONTENT ARE PROVIDED "AS IS" AND ARYA, ITS DIRECTORS, EMPLOYEES, CONTENT PROVIDERS, AGENTS AND AFFILIATES EXCLUDE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY WARRANTY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE. ARYA WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS WEBSITE. THE FUNCTIONS EMBODIED ON OR IN THE MATERIALS OF THIS WEBSITE ARE NOT WARRANTED TO BE UNINTERRUPTED OR WITHOUT ERROR. ARYA MAKES NO WARRANTY THAT THE WEBSITE OR THE CONTENT IS FREE FROM INFECTION BY VIRUSES OR ANYTHING ELSE THAT HAS CONTAMINATING OR DESTRUCTIVE PROPERTIES.

11.2. Subject to applicable law, Arya shall not be responsible or liable in any manner to the users for any losses, damage, injuries or expenses incurred by the users as a result of any disclosures made by Arya, especially where the user has consented to the making of disclosures by Arya. If the User had revoked such consent under these Terms, Arya shall not be responsible or liable in any manner to the User for any losses, damage, injuries or expenses incurred by the user as a result of any disclosures made by Arya prior to any requests of revocation made.

11.3. Arya does not make any representation or warranty about the Website or the Services, except as expressly stated in these Terms. Nothing on the Website is to be deemed as authoritative advice (whether legal, medical, financial, etc.) of any kind.

11.4. Arya assumes no responsibility, and shall not be liable for, any damages to, or viruses that may infect user's equipment on account of user's access to, use of, or browsing the Website or the downloading of any Arya Content from the Website.

11.5. Arya shall not be responsible or liable for any direct, indirect, special, incidental, consequential, punitive, exemplary or any kind of damages, arising from, or relating to the use of, or the inability to use the Website.

11.6. Third Party disclaimer: The Website may contain links to third-party websites, advertisers, services, exclusive offers, or other events or activities that are not owned, controlled or managed by Arya. Arya does not endorse or assume any responsibility for any such third- party sites, information, materials, products, or services. If You access a third party website from the Service, You do so at Your own risk, and You understand that these Terms and Arya’s Privacy Policy do not apply to Your usage and access of such other sites.

11.7. You expressly relieve Arya from any and all liability or accountability arising from Your use of any third-party website, service, or content. Additionally, Your dealings with or participation in promotions of advertisers found on the Service, including payment and delivery of goods, and any other terms (such as warranties) are solely between You and such advertisers. You agree that Arya shall not be responsible for any loss or damage of any sort relating to Your dealings with such advertisers.

11.8. Output of Arya: Any responsibility for any output that is generated by the Service owing to any query put, data fed, command entered or any input provided by You to the Service shall be solely borne by You. You shall solely be liable for any outcome, product, output or result of the Service if it infringes any intellectual property right including, but not limited to, patent, trademark, designs right, etc., or proprietary right or creates a cause of action for a civil suit or a criminal liability under any law, rule or regulation applicable in India.

12. Indemnity

You agree to defend, indemnify and hold harmless Arya and its subsidiaries, assigns, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) Your use of and access to the Service, including any data or content transmitted or received by You; (ii) Your violation of any term of these Terms, including without limitation Your breach of any of the representations and warranties above; (iii) Your violation of any third-party right, including without limitation any right of privacy or intellectual property rights; (iv) Your violation of any applicable law, rule or regulation; (v) any claim for damages that arise as a result of any of Your User Substance or any content that is submitted via Your account; or (vi) any other party’s access and use of the Service with Your unique username, password or other appropriate security code.

13. No Liability

n no event shall Arya, its affiliates, assigns, agents, directors, employees, suppliers or licensors be liable for any indirect, punitive, incidental, special, consequential or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data or other intangible losses, that result from the use of, or inability to use, this Service. Under no circumstances shall Arya be responsible for any damage, loss or injury resulting from hacking, tampering or other unauthorized access or use of the Service or Your account or the information contained therein. Arya assumes no liability or responsibility for any (i) errors, mistakes, or inaccuracies of content; (ii) personal injury or property damage, of any nature whatsoever, resulting from Your access to or use of Our service; (iii) any unauthorized access to or use of Our secure servers and/or any and all personal information stored therein; (iv) any interruption or cessation of transmission to or from the Service; (v) any bugs, viruses, trojan horses, or the like that may be transmitted to or through Our Service by any third party; (vi) any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through the Service; and/or (vii) user content or the defamatory, offensive, or illegal conduct of any third party. In no event shall Arya, its affiliates, agents, directors, employees, suppliers, or licensors be liable to You for any claims, proceedings, liabilities, obligations, damages, losses or costs in an amount exceeding the amount You paid to Arya hereunder. The disclaimers, exclusions, and limitations of liability under these Terms will not apply to the extent prohibited by applicable law. The Service is controlled and operated from facilities in India. Arya makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable Indian and local laws and regulations, including but not limited to export and import regulations.

14. Governing Law and Arbitration

14.1. Governing Law: Use of Services or any issues arising out such use of Services and any conflict with regards to these Terms and the Privacy Policy shall be governed and construed in accordance with the laws of India. Any arbitration conducted pursuant to these Terms and / or the Privacy Policy and / or the use of Services shall be governed by the Arbitration and Conciliation Act, 1996. Subject to Clause 14.2 below, all disputes arising under these Terms and / or the Privacy Policy and / or use of Serviced shall be subject to the exclusive jurisdiction of Courts at Mumbai, India.

14.2. Arbitration: For any dispute with Arya, You agree to first contact Us at hello@arya.ai and attempt to resolve the dispute with Us amicably and informally. In the unlikely event that any dispute subsists after such an attempt in connection with the validity, interpretation, implementation or alleged breach of any provision of these Terms and / or the Privacy Policy or the documents they incorporate by reference, the dispute shall be referred to a sole Arbitrator who shall be an independent and neutral third party identified by Arya. The place of arbitration shall be Mumbai, India. The arbitration proceedings shall be in the English. Language and governed by Arbitration & Conciliation Act, 1996. Nothing in this Section shall be deemed as preventing Arya from seeking injunctive or other equitable relief from the Courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of Our data security, intellectual property rights or other proprietary rights.

15. Miscellaneous

15.1. Assignment
his Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by Arya without any restriction hereof. Any attempted transfer or assignment in violation hereof shall be null and void.

15.2. Amendments
When using the Service You will be subject to additional rules, guidelines, policies, terms, and conditions applicable to Services, offers or/and features which may be posted from time to time (“Regulations”) and all such Regulations shall be deemed to be incorporated into these Terms by reference and shall be considered as part and parcel of these Terms. We reserve the right, at Our sole discretion, to change, modify, add or remove portions of these Terms, at any time without any prior written notice to You. It is Your responsibility to review these Terms periodically for updates / changes. Your continued use of the Service following the posting of changes will mean that You accept and agree to the revisions. Your continued use of the Service after any such change constitutes Your acceptance of the new terms. As long as You comply with the provisions of these Terms, We grant You a personal, non- exclusive, non-transferable, limited privilege to use the Services.

15.3. Notification Procedures
Arya may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to You via email notice, written or hard copy notice, or through posting of such notice on Our Website, as determined by Us in Our sole discretion. Arya reserves the right to determine the form and means of providing notifications to its users, provided that You may opt out of certain means of notification as described in these Terms. Arya will not be responsible for any automatic filtering You or Your network provider may apply to email notifications We send to the email address You provide Us.

15.4 Entire Agreement/Severability
These Terms, together with any amendments and any additional agreements You may enter into with Arya in connection with the Service, shall constitute the entire agreement between You and Arya concerning the Service. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect

15.5. No Waiver
‍No waiver of any term of these Terms shall be deemed a continuing waiver of such term or any other term, and Arya’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. Please contact Us at hello@arya.ai with any questions regarding these Terms.

15.6. Termination
Notwithstanding any of these Terms, Arya reserves the right, without notice and in its sole discretion, to terminate Your account and/or to block Your use of the Website.

These Terms were last modified on 17/09/2021