1. Definitions

• “Company”, “DAAI”, “we”, “us”, “our” — ESURGENT PRIVATE LIMITED, doing business as DAAI BUSINESS SUITE.
• “Services” — The Site, the DAAI Business Suite SaaS application, every module (HRM, CRM, Bookkeeping, Billing and any new or modified module), all dashboards, APIs, integrations, documentation, support and related offerings, and any updates or successors thereto.
• “Customer” / “you” / “User” / “Subscriber” — The individual or entity that accesses, registers for, subscribes to or otherwise uses the Services, including any person acting on the Customer’s behalf.
• “Customer Data” — Data, information, files or content uploaded, transmitted, processed, generated or stored by or on behalf of the Customer through the Services.
• “Content” & “Marks” — All source code, databases, functionality, software, designs, audio, video, text, photographs, graphics, copy and other materials made available in or through the Services (Content), together with the trademarks, trade names, service marks, logos and brand assets associated with the Services (Marks).
• “Order Form” / “Subscription Order” — An online or written subscription order, plan selection, quote, statement of work or equivalent record identifying the Services, plan, billing cycle, fees and term.
• “Subscription Term” — The billing period set out in the Order Form (monthly, quarterly, annual or such other term as we may offer), including any auto-renewed term.
• “Effective Date” — The earlier of (a) the date you first access or use the Services, or (b) the date stated on the Order Form.
• “Affiliate” — Any entity that controls, is controlled by, or is under common control with a party.

2. Our Services

The Services and the information made available through them are not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation, or would subject the Company to any registration requirement within such jurisdiction or country. Persons who access the Services from locations outside India do so on their own initiative and are solely responsible for compliance with local laws, where applicable.

The Services are provided strictly for the Customer’s internal business purpose. The Company may, at its sole discretion, add, modify, restrict, retire, replace or discontinue any feature, module, integration, capability, plan, pricing tier, region of availability or other element of the Services at any time, with or without notice. No reliance may be placed on the continued availability of any specific feature beyond the current Subscription Term.

3. Eligibility & User Representations

By accessing or using the Services, you represent, warrant and covenant that:

1. All registration, billing, identity, contact, banking and tax information you submit is and will remain true, accurate, current and complete.
2. You will maintain the accuracy of such information and promptly update it as required.
3. You have the legal capacity to enter into a binding contract and you agree to comply with these Terms.
4. You are not a minor in the jurisdiction in which you reside (and in any case are at least 18 years of age).
5. You will not access the Services through automated or non-human means, including bots, scripts, scrapers, headless browsers or similar tools, except where expressly authorised in writing by the Company.
6. You will not use the Services for any illegal, unauthorised, deceptive, infringing, fraudulent, harmful or otherwise prohibited purpose.
7. Your use of the Services will not violate any applicable law, regulation, governmental order, third-party right, contractual obligation or industry standard.
8. You are not subject to any economic sanctions, denial-of-export orders, debarment list or equivalent restriction administered by India, the United Nations, the United States, the United Kingdom, the European Union or any other competent authority.

If you provide any information that is untrue, inaccurate, not current or incomplete — or if we have reasonable grounds to suspect the same — we may, at our sole discretion and without notice, suspend or terminate your account, refuse any and all current or future use of the Services (or any portion thereof), and withhold or reverse any pending credits, refunds or balances.

4. Account Registration & Security

You may be required to register an account to access certain features of the Services. You agree to keep your password and any other login credentials confidential and not to share them with any third party. You are solely responsible for all activity that occurs under your account, your admin users, your employees and any sub-user you authorise, whether or not such activity was actually authorised by you.

You must promptly notify us of any actual or suspected unauthorised use, security breach, credential compromise or loss of device through which the Services are accessed. The Company is not liable for any loss, damage or liability arising from your failure to maintain credential confidentiality or to notify us of a compromise.

We reserve the right, in our sole discretion, to remove, reclaim, change or reassign any username, workspace name, sub-domain or display name that we determine to be inappropriate, obscene, infringing, misleading or otherwise objectionable.

5. Intellectual Property Rights

5.1 Our intellectual property

We are the owner or the licensee of all intellectual property rights in the Services, including all source code, object code, databases, algorithms, functionality, software, look-and-feel, website designs, audio, video, text, photographs, graphics and copy comprising the Services (collectively, the “Content”), as well as the trademarks, service marks, trade names and logos contained therein (the “Marks”). Our Content and Marks are protected by copyright, trademark, patent, trade-secret and other intellectual property and unfair-competition laws of India and treaties around the world. The Content and Marks are provided in or through the Services on an “AS IS” basis for your internal business purpose only.

5.2 Your limited licence

Subject to your continuous compliance with these Terms and timely payment of all applicable fees, we grant you a non-exclusive, non-transferable, non-sublicensable, revocable, limited licence, during the Subscription Term, to:

• access the Services; and
• download or print a copy of any portion of the Content to which you have properly gained access,

solely for your internal business purpose. Except as expressly set out in these Terms, no part of the Services, Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, sublicensed, rented, leased, time-shared or otherwise exploited for any purpose whatsoever without our prior written permission. For any other use, address your request to hello@daaisuite.com.

5.3 Attribution requirement

If we expressly permit you to post, reproduce or display any part of our Services or Content, you must identify us as the owners or licensors of the Services, Content or Marks and ensure that any copyright or proprietary notice appears or remains visible. We reserve all rights not expressly granted to you. Any breach of these intellectual property provisions constitutes a material breach of these Terms and your right to use the Services will terminate immediately.

5.4 Prohibition on reverse engineering, benchmarking and replication

Except to the limited extent that applicable law expressly permits this restriction to be overridden, you shall not (and shall not permit any third party to) decipher, decompile, disassemble, reverse engineer, translate or otherwise attempt to derive the source code, object code, underlying ideas, algorithms or structure of the Services, nor benchmark, competitively analyse, replicate, clone, imitate or build any product that competes with the Services using any part of the Services, Content or Marks.

6. Submissions, Contributions & Licence

6.1 Submissions

By directly sending us any question, comment, suggestion, idea, feedback, improvement request, feature proposal or other information about the Services (each, a “Submission”), you irrevocably assign to us all intellectual property rights in such Submission. You agree that we shall own the Submission and be entitled to its unrestricted use, modification and dissemination for any lawful purpose, commercial or otherwise, without acknowledgment, attribution, royalty or compensation to you.

6.2 Contributions

The Services may invite you to chat, contribute to or participate in blogs, message boards, online forums, reviews, ratings and other interactive functionality. Content you create, submit, post, display, transmit, publish, distribute or broadcast through such functionality (“Contributions”) may be viewable by other users. Any Submission that is publicly posted is also treated as a Contribution. You understand and accept that Contributions may be treated as non-confidential and non-proprietary.

6.3 Licence to your Contributions

By posting any Contribution, you grant — and you represent and warrant that you have the right to grant — to the Company an unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right and licence to host, use, copy, reproduce, disclose, sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat, translate, transmit, excerpt (in whole or in part) and distribute such Contributions (including, without limitation, your image, name and voice) for any purpose, including commercial and advertising purposes, to prepare derivative works of and to incorporate the Contributions into other works, and to grant and authorise sublicences of the foregoing. The use and distribution may occur in any media format and through any media channel. This licence includes our use of your name, company name, franchise name and any of your trademarks, service marks, trade names, logos, and personal and commercial images.

You waive all moral rights in your Contributions and warrant that no moral rights have otherwise been asserted. We do not assert ownership of your Contributions, and you retain full ownership of all intellectual property rights and other proprietary rights associated with them. We are not liable for any statements or representations in your Contributions, and you agree to exonerate us from any and all responsibility and refrain from any legal action against us regarding your Contributions.

6.4 Your responsibility

By making any Submission and/or Contribution, you:

• confirm that you have read, understood and agree with our Prohibited Activities clause and will not post, send, publish, upload or transmit anything that is illegal, harassing, hateful, harmful, defamatory, obscene, bullying, abusive, discriminatory, threatening, sexually explicit, false, inaccurate, deceitful or misleading;
• to the extent permissible by applicable law, waive any and all moral rights to such Submission and/or Contribution;
• warrant that the Submission and/or Contribution is original to you, or that you have the necessary rights, licences, consents, releases and permissions to submit it and to grant the rights described above;
• warrant and represent that your Submissions and/or Contributions do not constitute confidential information;
• are solely responsible for your Submissions and/or Contributions and agree to reimburse and indemnify us for any and all losses, damages, costs and expenses (including legal fees) we may suffer or incur because of your breach of this clause, any third-party right, or any applicable law.

6.5 Our right to remove or edit

Although we have no obligation to monitor any Contributions, we reserve the absolute right, at our sole discretion, to (i) edit, redact or otherwise change any Contribution; (ii) re-categorise or relocate any Contribution; (iii) pre-screen, refuse, restrict, hide or delete any Contribution at any time, with or without notice; and (iv) suspend or disable your account and report you to law enforcement or other authorities where we believe the Contribution to be harmful, unlawful or in breach of these Terms.

7. Purchases & Payment

We currently accept the following forms of payment:

• NACH
• Bank Auto Debit
• UPI
• Credit Card
• Debit Card

Accepted payment methods, processors, settlement timelines and regional restrictions may change at any time without notice. All payments must be made in Indian Rupees (INR), except where the Company expressly accepts a different currency on the Order Form.

You agree to provide current, complete and accurate purchase and account information for all purchases made via the Services. You further agree to promptly update account and payment information, including email address, payment method, billing address, GSTIN and payment card expiration date, so that we can complete your transactions and contact you as needed. All applicable taxes, levies, duties and statutory charges (including GST and any withholding taxes) will be added to the price of purchases or grossed up where the Company is required to deliver a net amount.

We may change prices, plan inclusions, billing units or commercial terms at any time. We reserve the right to correct any errors or mistakes in pricing, billing, currency or tax computation, even if we have already requested or received payment, and to bill any shortfall or reverse any excess credit. We reserve the right to refuse any order, limit or cancel quantities purchased per person, per household, per organisation or per order, and to restrict orders that appear to be placed by dealers, resellers, distributors, bots, fraudsters or otherwise in violation of these Terms. Such restrictions may include orders placed under the same customer account, the same payment method, the same email/domain or the same billing or shipping address.

8. Subscriptions, Renewals & Trials

8.1 Billing & auto-renewal

Your subscription will continue and automatically renew for successive Subscription Terms equal to the original term unless cancelled in accordance with Section 9. You consent to our (and our payment processor’s) charging your payment method on a recurring basis without requiring your prior approval for each individual recurring charge, until such time as you validly cancel. The length of your billing cycle depends on the plan you selected at the time of subscription.

Where applicable Indian Reserve Bank of India, NPCI or card-network rules require pre-debit notification, additional-factor authentication or an e-mandate registration for recurring charges, the Company (or its payment processor) will comply with those requirements. Where a recurring charge fails for any reason, the Company may suspend, downgrade or terminate access until the outstanding amount is cleared, and may attempt re-collection through any other payment instrument you have authorised.

8.2 Free trial

We offer a 15-day free trial to new users who register with the Services. By starting a trial, you acknowledge and agree that, at the end of the free-trial period, your nominated payment method will be automatically charged at the then-current rate for the subscription plan you selected, on a recurring basis, unless you cancel the trial before its expiry.

9. Cancellation & No-Refund Policy

All purchases are non-refundable. A subscription may be cancelled at any time by logging into the Customer Admin Panel, navigating to the Subscription section, selecting the “Cancel Subscription” option and confirming the cancellation request. Where the Customer Admin Panel is unavailable or you are unable to complete the in-product cancellation flow, you must send a written cancellation request from your registered email address to hello@daaisuite.com identifying the workspace and the registered account holder. Cancellation takes effect only when confirmed in writing by the Company.

Upon cancellation, no further recurring charges shall accrue for any Subscription Term that begins after the effective cancellation date. The Customer shall retain access to the Services until the expiry of the current paid Subscription Term, along with an additional grace period of seven (7) days solely to facilitate data export. All payments made prior to cancellation are non-refundable, regardless of the extent of actual usage, account configuration completion, onboarding status, downtime during the term, change in business needs or any other reason.

Detailed refund, partial-usage, chargeback, taxation and exceptional-case rules are set out in the Company’s Refund & Cancellation Policy, which is incorporated into these Terms by reference. To the extent of any inconsistency, the more protective wording for the Company shall prevail.

If you have any questions or are unsatisfied with the Services, please email us at hello@daaisuite.com — initiating a chargeback or payment dispute before contacting us in good faith is a breach of these Terms (see Section 10).

10. Chargebacks & Payment Disputes

Initiating a chargeback, payment reversal, NACH return or payment-network dispute without first contacting the Company in good faith and allowing a reasonable opportunity to investigate and resolve the matter constitutes a material breach of these Terms. The Company may, at its sole discretion and without prior notice:

• immediately suspend or terminate the Customer’s account, including all associated workspaces, users and sub-accounts;
• withhold, freeze or reverse any pending credits, promotional balances or commission earnings;
• recover the disputed amount, all processing fees, dispute-handling charges, administrative costs and reasonable legal fees from the Customer;
• refuse current and future use of the Services by the Customer, its affiliates and any related payment instrument, email domain or billing address;
• refer the matter to credit-information companies, payment networks, banks, regulators or law enforcement; and
• pursue all remedies available under contract, equity and applicable law.

11. Prohibited Activities & Acceptable Use

You may not access or use the Services for any purpose other than that for which we make the Services available. The Services may not be used in connection with any commercial endeavour except those specifically endorsed or approved by us. As a user of the Services, you agree not to:

• Systematically retrieve data or other content from the Services to create or compile, directly or indirectly, a collection, compilation, database or directory without our written permission.
• Trick, defraud or mislead us or other users, especially in any attempt to learn sensitive account information such as user passwords.
• Circumvent, disable or otherwise interfere with security-related features of the Services, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Services and/or the Content contained therein.
• Disparage, tarnish or otherwise harm, in our opinion, us and/or the Services.
• Use any information obtained from the Services in order to harass, abuse or harm another person.
• Make improper use of our support services or submit false reports of abuse or misconduct.
• Use the Services in a manner inconsistent with any applicable laws or regulations.
• Engage in unauthorised framing of or linking to the Services.
• Upload or transmit (or attempt to upload or transmit) viruses, Trojan horses, ransomware or other material — including excessive use of capital letters and spamming (continuous posting of repetitive text) — that interferes with any party’s uninterrupted use and enjoyment of the Services or modifies, impairs, disrupts, alters or interferes with the use, features, functions, operation or maintenance of the Services.
• Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data-mining, robots, scrapers or similar data-gathering and extraction tools.
• Delete the copyright or other proprietary rights notice from any Content.
• Attempt to impersonate another user or person or use the username of another user.
• Upload or transmit (or attempt to upload or transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation clear graphics interchange formats (“gifs”), 1×1 pixels, web bugs, cookies or other similar devices (sometimes referred to as “spyware” or “passive collection mechanisms” or “pcms”).
• Interfere with, disrupt or create an undue burden on the Services or the networks or services connected to the Services, including exceeding any documented or reasonable fair-use threshold, API rate limit, storage cap or concurrent-user limit.
• Harass, annoy, intimidate or threaten any of our employees, contractors or agents engaged in providing any portion of the Services to you.
• Attempt to bypass any measures of the Services designed to prevent or restrict access to the Services, or any portion of the Services.
• Copy or adapt the Services’ software, including but not limited to Flash, PHP, HTML, JavaScript or other code.
• Except as permitted by applicable law, decipher, decompile, disassemble, reverse engineer, benchmark or competitively analyse any of the software comprising or in any way making up a part of the Services.
• Except as may result from standard search-engine or Internet-browser usage, use, launch, develop or distribute any automated system — including any spider, robot, cheat utility, scraper or offline reader — that accesses the Services, or use or launch any unauthorised script or other software.
• Use a buying agent or purchasing agent to make purchases on the Services.
• Make any unauthorised use of the Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretences.
• Use the Services as part of any effort to compete with us, train any competing AI/ML system, or otherwise use the Services and/or the Content for any revenue-generating endeavour or commercial enterprise that is not expressly authorised.
• Unlawful Use — Use the Services in violation of any applicable law, regulation or governmental order.
• Unauthorized Access — Attempt to gain unauthorised access to the Services, accounts, computer systems or networks connected to the Services, through hacking, password mining or any other means.
• Security Violations — Interfere with or disrupt the integrity, security or performance of the Services, including by introducing viruses, worms, malware or any other harmful code.
• Intellectual Property Infringement — Copy, modify, reverse engineer, decompile, disassemble or otherwise attempt to derive the source code of the Services, or infringe upon any intellectual property rights of the Company or third parties.
• Misrepresentation — Impersonate any person or entity, or falsely state or otherwise misrepresent affiliation with any person or entity.
• Abusive Use — Use automated systems, bots, scrapers or similar technologies to access the Services in a manner that sends more request messages to the servers than a human can reasonably produce.
• Prohibited Content — Upload, post, transmit or otherwise make available any content that is defamatory, obscene, offensive, pornographic or otherwise unlawful.
• Unauthorized Resale or Sharing — Sell, resell, rent, sublicense or otherwise provide access to the Services to any third party without prior written consent from the Company. Each subscription is for the Customer’s internal use only; account sharing across unrelated entities is prohibited.
• Interference — Engage in any activity that disrupts or interferes with the Services or the use of the Services by other customers.
• Legal Violations — Use the Services in a manner that breaches applicable data protection, export-control, sanctions, anti-corruption, tax or other regulatory requirements.

12. User-Generated Contributions — Representations

When you create or make available any Contributions, you thereby represent and warrant that:

• The creation, distribution, transmission, public display or performance, and the accessing, downloading or copying of your Contributions do not and will not infringe the proprietary rights — including but not limited to the copyright, patent, trademark, trade secret or moral rights — of any third party.
• You are the creator and owner of, or have the necessary licences, rights, consents, releases and permissions to use and to authorise us, the Services and other users to use your Contributions in any manner contemplated by the Services and these Terms.
• You have the written consent, release and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each such individual to enable inclusion and use of your Contributions.
• Your Contributions are not false, inaccurate or misleading.
• Your Contributions are not unsolicited or unauthorised advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings or other forms of solicitation.
• Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libellous, slanderous or otherwise objectionable (as determined by us).
• Your Contributions do not ridicule, mock, disparage, intimidate or abuse anyone.
• Your Contributions are not used to harass or threaten (in the legal sense) any other person or to promote violence against a specific person or class of people.
• Your Contributions do not violate any applicable law, regulation or rule.
• Your Contributions do not violate the privacy or publicity rights of any third party.
• Your Contributions do not violate any applicable law concerning child sexual abuse material or otherwise intended to protect the health or well-being of minors.
• Your Contributions do not include any offensive comments connected to race, national origin, gender, sexual preference or physical handicap.
• Your Contributions do not otherwise violate, or link to material that violates, any provision of these Terms or any applicable law or regulation.

Any use of the Services in violation of the foregoing violates these Terms and may result in, among other things, termination or suspension of your rights to use the Services.

13. Customer Data, Ownership & Backup

13.1 Ownership of Customer Data

As between the parties, the Customer retains all right, title and interest in and to the Customer Data. The Customer grants the Company a non-exclusive, worldwide, royalty-free, sub-licensable licence to host, store, process, transmit, copy, back up, display and use the Customer Data solely as necessary to provide, secure, support, maintain, improve and protect the Services, to comply with legal obligations and to enforce these Terms. The Customer represents and warrants that it has all rights, consents and authorisations required to provide the Customer Data to the Services.

13.2 Customer responsibility & backups

We will maintain certain data that you transmit to the Services for the purpose of managing the performance of the Services and data relating to your use of the Services. Although we may perform routine backups of data, backups are not guaranteed, may be incomplete, and are provided solely for the Company’s operational continuity. The Customer is solely responsible for maintaining its own independent copies of all Customer Data and for all activity undertaken using the Services. You agree that the Company shall have no liability to you for any loss, corruption, alteration, destruction or unavailability of Customer Data, and you hereby waive any right of action against us arising from any such event.

13.3 Data security

The Company shall implement commercially reasonable administrative, technical and physical safeguards designed to protect Customer Data. A more detailed description of the security measures currently in place — including authentication and session controls, tenant-isolation and authorisation guards, payment and webhook integrity controls, file-access controls, field-level encryption of sensitive identifiers and encrypted database backups — is set out in Section 14 of the Privacy Policy. However, the Customer acknowledges that no system, network or transmission is entirely secure and agrees that the Company shall not be liable for any unauthorised access, alteration, loss, use or disclosure of Customer Data, except where caused by the Company’s gross negligence or wilful misconduct, and subject in all cases to the limitation of liability set out in Section 26. The Customer remains solely responsible for ensuring compliance with all applicable data-protection, privacy, sectoral and cross-border-transfer laws in connection with its use of the Services, including the Digital Personal Data Protection Act, 2023 and rules thereunder.

14. Confidentiality

Each party (the “Receiving Party”) may receive or have access to information that is non-public, proprietary or confidential to the other party (the “Disclosing Party”) (“Confidential Information”), including business plans, pricing, product roadmaps, technical information, customer lists, security information, account data and Customer Data. The Receiving Party shall: (i) use the Disclosing Party’s Confidential Information only as necessary to perform under or exercise its rights under these Terms; (ii) protect the Confidential Information with at least the same degree of care it uses to protect its own confidential information of like importance, but no less than reasonable care; and (iii) not disclose the Confidential Information to any third party, except to its employees, contractors, sub-processors, advisors or affiliates who have a need to know and are bound by written confidentiality obligations at least as protective as those in this clause. Confidential Information does not include information that is publicly available without breach, was already known to the Receiving Party without obligation of confidence, is independently developed without use of the Confidential Information, or is rightfully received from a third party without restriction.

15. Third-Party Services & Sub-processors

The Services may integrate with, rely upon, link to, embed or be hosted on third-party applications, software, platforms, cloud providers, payment processors, telecommunications carriers, analytics providers, messaging services or other third-party services (“Third-Party Services”). The Customer acknowledges that the Company does not control Third-Party Services and shall not be liable for any failure, delay, error, outage, breach, deletion or unavailability arising from such providers. Use of Third-Party Services is subject to the terms, conditions and privacy policies of those providers, which you are responsible for reviewing and accepting.

The Company may engage and replace sub-processors and sub-contractors at any time to provide the Services on its behalf. Such sub-processors are bound by appropriate confidentiality and data-handling obligations consistent with these Terms and the Privacy Policy.

16. Trial, Beta & Experimental Features

From time to time, the Company may offer trial access, beta features, evaluation versions, alpha releases, early-access modules or experimental capabilities (“Beta Services”). Beta Services are made available solely for the Customer’s evaluation and:

• are provided “AS IS” and “AS AVAILABLE”, without warranty of any kind, express or implied;
• may be incomplete, contain bugs, errors or stability issues, and may produce inaccurate or unpredictable results;
• are not subject to any service-level agreement, support obligation or uptime commitment;
• may be modified, suspended, withdrawn, made paid-only or discontinued at any time, with or without notice;
• are confidential and may not be disclosed, benchmarked or publicly described without prior written consent;
• do not create any obligation for the Company to provide ongoing support, continued availability, data export, data preservation or general-availability release.

17. AI / Automated Outputs Disclaimer

Where the Services include features that rely on machine-learning, generative-AI, automation, natural-language processing, predictive scoring, document summarisation, suggestion engines or any similar capability (“AI Features”), the outputs of such AI Features are generated automatically and:

• are provided as productivity aids for the Customer’s internal evaluation only;
• may be incomplete, inaccurate, biased, outdated or otherwise unreliable;
• do not constitute legal, tax, accounting, financial, medical, HR-compliance or other professional advice;
• must be reviewed, validated and corrected by the Customer before any reliance, decision, publication or action;
• are provided without warranty of correctness, suitability or fitness for any purpose;
• do not transfer to the Customer any rights in the underlying models, training data, prompts, system instructions or output infrastructure.

The Customer agrees that all decisions taken in reliance on AI Features remain the Customer’s sole responsibility, and the Company shall not be liable for any loss, damage, regulatory action or third-party claim arising from such reliance.

18. Customer’s End-Users & Account Activity

The Customer is solely responsible for the acts, omissions, inputs and outputs of all employees, contractors, agents, consultants, accountants, advisers, partners, end-users, customers, sub-accounts, workspace members and any other person who accesses or uses the Services through the Customer’s account or with the Customer’s actual or apparent authorisation (“Authorised Users”). All references to the Customer’s obligations under these Terms shall be deemed to extend to such Authorised Users, and the Customer guarantees their compliance. The Customer shall indemnify the Company for any claim, loss or liability arising from acts or omissions of its Authorised Users.

19. Privacy & Data Hosting

We care about data privacy and security. Please review our Privacy Policy. By using the Services, you agree to be bound by our Privacy Policy, which is incorporated into these Terms by reference. To the extent of any inconsistency between these Terms and the Privacy Policy, these Terms shall prevail in matters of contractual liability, payment and termination; the Privacy Policy shall prevail in matters of data handling and privacy rights.

The Services are hosted in India. If you access the Services from any other region of the world with laws or other requirements governing personal-data collection, use or disclosure that differ from applicable laws in India, then through your continued use of the Services, you are transferring your data to India, and you expressly consent to have your data transferred to, processed and stored in India.

20. Services Management & Modifications

We reserve the right, but not the obligation, to:

1. monitor the Services for violations of these Terms;
2. take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms, including without limitation reporting such user to law enforcement authorities;
3. in our sole discretion and without limitation, refuse, restrict access to, limit the availability of or disable (to the extent technologically feasible) any of your Contributions or any portion thereof;
4. in our sole discretion and without limitation, notice or liability, remove from the Services or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and
5. otherwise manage the Services in a manner designed to protect our rights and property and to facilitate the proper functioning of the Services.

We reserve the right to change, modify, suspend, discontinue, deprecate, retire or remove the contents, features, modules, integrations or other elements of the Services at any time or for any reason at our sole discretion, with or without notice. We have no obligation to update any information on our Services. We will not be liable to you or any third party for any modification, price change, suspension, deprecation or discontinuance of the Services.

21. Service Availability & Interruptions

We cannot and do not guarantee that the Services will be available at all times. We may experience hardware, software, third-party-provider, internet, infrastructure or other problems or need to perform scheduled or emergency maintenance related to the Services, resulting in interruptions, delays or errors. We reserve the right to change, revise, update, suspend, discontinue or otherwise modify the Services at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, missed deadline or inconvenience caused by your inability to access or use the Services during any downtime, planned maintenance window, third-party outage or discontinuance of the Services.

Unless otherwise agreed under a separately signed, written Service Level Agreement (SLA), the Company makes no guarantees regarding uptime, performance, response time or uninterrupted access. Marketing statements, blog content, FAQs and similar communications do not constitute an SLA or any binding commitment.

Nothing in these Terms will be construed to obligate us to maintain and support the Services or to supply any corrections, updates or releases in connection therewith.

22. Taxes & Statutory Compliance

All fees payable to the Company are exclusive of applicable taxes, levies and duties — including but not limited to GST, equalisation levy, withholding tax and stamp duty — which shall be borne by the Customer and grossed up where required so that the Company receives the contracted amount net of such taxes. Where the Customer is required by law to withhold any amount, the Customer shall pay the Company an additional amount such that the Company receives the same net amount as it would have received in the absence of withholding, unless the Customer provides timely and adequate documentary evidence of the withholding to the Company.

The Customer is solely responsible for compliance with all applicable tax, regulatory, accounting, labour-law, sectoral and reporting obligations in relation to its use of the Services and the operation of its business.

23. Anti-Corruption, Sanctions & Export Compliance

You represent, warrant and covenant that you shall not, directly or indirectly:

• access, use, export, re-export, transfer or make the Services available in any manner that violates any applicable export-control, sanctions, anti-money-laundering or anti-terrorism law, including those administered by India, the United Nations, the United States, the United Kingdom or the European Union;
• access the Services if you are located in, ordinarily resident in or organised under the laws of a country, region or territory subject to comprehensive sanctions, or if you are on any denied-party, sanctions, debarment or terrorism list;
• offer, promise, pay, give, request, accept or authorise any bribe, kickback, facilitation payment or other improper benefit, whether to a public official or otherwise, in connection with the Services or the relationship governed by these Terms; or
• use the Services in a manner that violates the Prevention of Corruption Act, 1988, the Prevention of Money-Laundering Act, 2002, the Foreign Corrupt Practices Act or the UK Bribery Act.

Breach of this clause is a material breach and entitles the Company to terminate immediately, refuse further service and pursue all remedies available under law and equity.

24. Account Inactivity & Dormancy

Where an account has no active paid subscription, no log-in activity and no administrative activity for an extended period, as reasonably determined by the Company, the Company reserves the right, at its sole discretion and after reasonable attempts to notify the registered email address, to treat the account as dormant and to:

• archive, throttle, restrict or de-provision the dormant account;
• release reserved usernames, sub-domains, workspace identifiers, custom domains and similar identifiers;
• delete the Customer Data, configurations, integrations and audit logs associated with the dormant account, consistent with the data-retention rules described in the Privacy Policy.

Reactivation of a dormant account is subject to the Company’s then-current plans, pricing, identity verification and capacity, and is not guaranteed.

25. Customer Logo & Marketing Reference

The Customer grants the Company a limited, royalty-free, worldwide, non-exclusive licence to use and display the Customer’s name, business name and logo on the Site, in customer lists, in presentations, in marketing materials, in case studies and on social media, solely to identify the Customer as a user of the Services. The Customer may opt out of such marketing reference at any time by sending a written request from a verified business email address to hello@daaisuite.com; the opt-out shall apply prospectively only and shall not require the recall or take-down of materials already produced or distributed.

26. Disclaimer of Warranties

The Services are provided on an “as is” and “as available” basis. You agree that your use of the Services will be at your sole risk. To the fullest extent permitted by law, we disclaim all warranties, express or implied, in connection with the Services and your use thereof, including without limitation the implied warranties of merchantability, fitness for a particular purpose, accuracy, quiet enjoyment and non-infringement.

We make no warranties or representations about the accuracy or completeness of the Services’ Content or the Content of any websites, mobile applications or third-party services linked to or integrated with the Services, and we will assume no liability or responsibility for any (1) errors, mistakes or inaccuracies of Content and materials, (2) personal injury or property damage, of any nature whatsoever, resulting from your access to and use of the Services, (3) any unauthorised access to or use of our secure servers and/or any and all personal information and/or financial information stored therein, (4) any interruption or cessation of transmission to or from the Services, (5) any bugs, viruses, Trojan horses, ransomware or the like which may be transmitted to or through the Services by any third party, (6) any errors or omissions in any Content and materials or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted or otherwise made available via the Services, and/or (7) any loss, corruption, alteration or destruction of Customer Data.

We do not warrant, endorse, guarantee or assume responsibility for any product or service advertised or offered by a third party through the Services, any hyperlinked website or any website or mobile application featured in any banner or other advertising, and we will not be a party to or in any way be responsible for monitoring any transaction between you and any third-party providers of products or services.

As with the purchase of a product or service through any medium or in any environment, you should use your best judgement and exercise caution where appropriate.

27. Limitation of Liability

In no event will we or our directors, officers, employees, agents, contractors, sub-processors, licensors or affiliates be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special or punitive damages, including without limitation lost profit, lost revenue, lost savings, loss of business opportunity, loss of goodwill, loss of data, cost of substitute services or other damages arising from or in connection with your use of the Services, even if we have been advised of the possibility of such damages.

Notwithstanding anything to the contrary contained herein, our aggregate liability to you for any and all causes whatsoever, and regardless of the form of the action, will at all times be limited to the lower of (a) the amount actually paid by you to us during the six (6) month period immediately preceding the first event giving rise to the cause of action, or (b) INR 10,000 (Indian Rupees Ten Thousand).

The foregoing limitations apply regardless of the legal theory on which the claim is based — whether contract, tort (including negligence), strict liability, statute or otherwise — and even if any limited remedy is found to have failed of its essential purpose.

Certain laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers or limitations may not apply to you, and you may have additional rights.

28. Indemnification

You agree to defend, indemnify and hold harmless the Company, its subsidiaries, affiliates and all of their respective officers, directors, agents, partners, employees, contractors and licensors, from and against any loss, damage, liability, claim, demand, judgment, fine, settlement, cost or expense (including reasonable attorneys’ fees and expenses) made by any third party or arising in connection with:

1. your Contributions and Customer Data;
2. your use of, or inability to use, the Services;
3. your breach of these Terms or any policy incorporated by reference;
4. any breach of your representations and warranties set forth in these Terms;
5. your violation of the rights of a third party, including but not limited to intellectual property rights, privacy rights or publicity rights;
6. any overt harmful act toward any other user of the Services with whom you connected via the Services;
7. any act or omission of your Authorised Users;
8. any non-payment, chargeback or payment dispute initiated by you.

Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defence of such claims. We will use reasonable efforts to notify you of any such claim, action or proceeding which is subject to this indemnification upon becoming aware of it. You shall not settle any such matter without our prior written consent.

29. Term, Suspension & Termination

These Terms shall remain in full force and effect while you use the Services.

Without limiting any other provision of these Terms, we reserve the right to, in our sole discretion and without notice or liability, deny access to and use of the Services (including blocking certain IP addresses or device identifiers), to any person for any reason or for no reason, including without limitation for breach of any representation, warranty or covenant contained in these Terms or of any applicable law or regulation.

We may suspend, restrict, freeze or terminate your use of or participation in the Services or delete your account and any content or information that you posted at any time, without warning, in our sole discretion.

If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, the name of any affiliate, sister concern, group company or third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, administrative, regulatory and injunctive remedies.

30. Customer Data Return Upon Termination

Subject to the Customer’s compliance with these Terms and full payment of all amounts due, the Customer is granted a seven (7) day grace period following the expiry or cancellation of the subscription during which the Customer may, using the export options available within the Services or by making a written request to the Company, retrieve a copy of the Customer Data. After this grace period, the Company shall have no obligation to retain or provide access to Customer Data and may delete such data from production systems, subject to retention in backups, archives or as required by law. The Customer acknowledges that any export, migration assistance, custom-format export or extended retention beyond the standard window may be subject to additional professional-services fees agreed in writing.

The Company shall have no liability for any inability to retrieve Customer Data after the standard grace period, including where the account was terminated for breach, non-payment, fraud, sanctions violation or other prohibited conduct.

31. Force Majeure

The Company shall not be liable or responsible for any failure or delay in performance caused by events beyond its reasonable control, including but not limited to natural disasters, epidemics, pandemics, acts of God, acts of government, war, terrorism, civil unrest, labour disputes, cyber-attacks, ransomware, internet or telecommunications failures, third-party-provider failures, power outages, regulatory orders, restrictions imposed by law or any equivalent event. During a force-majeure event, the Company’s obligations shall be suspended for the duration of the event, and the Customer shall have no claim for damages or refund arising from the suspension.

32. Governing Law

These Terms shall be governed by, construed and enforced in accordance with the laws of India, without regard to its conflict-of-laws principles. ESURGENT PRIVATE LIMITED and you irrevocably consent that, subject to Section 33 below, the courts at Ahmedabad, Gujarat, India shall have exclusive jurisdiction to resolve any dispute, claim or proceeding which may arise in connection with these Terms or the Services.

33. Dispute Resolution & Arbitration

33.1 Binding arbitration

Any dispute, controversy or claim arising out of or in connection with these Terms — including any question regarding their existence, validity, breach or termination — shall be referred to and finally resolved by binding arbitration administered in accordance with the Arbitration and Conciliation Act, 1996 of India (as amended), and, at the Company’s election, under the rules of a recognised arbitration institution (including, where the Company so elects, the rules of the International Commercial Arbitration Court under the European Arbitration Chamber, Belgium, Brussels, Avenue Louise 146), which rules are deemed incorporated into this clause by reference. The arbitration shall be conducted by a sole arbitrator appointed in accordance with the chosen rules and the Arbitration and Conciliation Act, 1996. The seat and legal place of arbitration shall be Ahmedabad, India. The language of the proceedings shall be English (with the option of Gujarati or Hindi as a procedural convenience). The substantive law governing the dispute shall be the laws of India.

33.2 Restrictions

The parties agree that any arbitration shall be limited to the dispute between the parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any dispute to be arbitrated on a class-action basis or to utilise class-action procedures; and (c) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

33.3 Exceptions to arbitration

The following disputes are not subject to the binding-arbitration provisions above:

1. any dispute seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a party;
2. any dispute related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorised use; and
3. any claim for injunctive, urgent or interim relief.

If any portion of this clause is found to be illegal or unenforceable, neither party will elect to arbitrate any dispute falling within that portion, and such dispute shall be decided by a court of competent jurisdiction in Ahmedabad, India, and the parties consent to the personal jurisdiction of that court.

34. Electronic Communications, Transactions & Signatures

Visiting the Services, sending us emails and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures and other communications we provide to you electronically — via email and on the Services — satisfy any legal requirement that such communication be in writing.

You hereby agree to the use of electronic signatures, contracts, orders and other records, and to electronic delivery of notices, policies and records of transactions initiated or completed by us or via the Services.

You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature, or delivery or retention of non-electronic records, or payments or the granting of credits by any means other than electronic means.

35. SMS / Text Messaging

Program Description

By opting into any msg91.com text-messaging program (or any successor provider engaged by the Company), you expressly consent to receive text messages (SMS) at your mobile number. Such SMS messages may include account alerts, transactional notifications, security alerts, OTPs and service updates.

Opting Out

If at any time you wish to stop receiving SMS messages from us, please contact our customer support. Opt-out from transactional or security-related messages (such as OTPs) may impair your ability to use certain features of the Services.

Message and Data Rates

Please be aware that message and data rates may apply to any SMS messages sent or received. The rates are determined by your carrier and the specifics of your mobile plan.

Support

If you have any questions or need assistance regarding our SMS communications, please email us at hello@daaisuite.com or call +91-9925277767.

36. No Professional Advice

The Customer acknowledges that the Services, including any outputs generated by the HRM, bookkeeping, payroll, billing, CRM or related modules, are provided as tools for record-keeping, process automation and business administration only. The Company does not provide legal, tax, accounting, statutory, audit, regulatory, medical, HR-compliance, payroll-tax or other professional advice through the Services, and the Customer remains solely responsible for obtaining independent professional advice where necessary. Any templates, checklists, prompts or sample documents provided in the Services are illustrative only and must be reviewed and adapted by qualified professionals before reliance.

37. Corrections

There may be information on the Services that contains typographical errors, inaccuracies or omissions, including descriptions, pricing, availability and various other information. We reserve the right to correct any errors, inaccuracies or omissions and to change or update the information on the Services at any time, without prior notice.

38. Assignment

The Customer shall not assign, transfer, sublicense or otherwise deal with its rights or obligations under these Terms without the prior written consent of the Company. Any attempted assignment in violation of this clause shall be null and void. The Company may assign, novate or transfer its rights and obligations under these Terms, in whole or in part, to any affiliate, successor, acquirer, financing party or purchaser of all or substantially all of its business or assets, without restriction and without the Customer’s consent.

39. Survival

Any provisions of these Terms which, by their nature, are intended to survive termination shall so survive, including but not limited to Intellectual Property Rights, Submissions & Contributions Licence, Cancellation & No-Refund Policy, Chargebacks & Payment Disputes, Prohibited Activities, Customer Data & Backup, Confidentiality, Indemnification, Disclaimer, Limitation of Liability, Anti-Corruption & Sanctions, Customer Data Return Upon Termination, Governing Law, Dispute Resolution & Arbitration, and any accrued payment obligations.

40. Notices

Notices to the Customer may be delivered to the email address associated with the Customer’s account or by posting on the Services. Notices to the Company must be in writing and sent to ESURGENT PRIVATE LIMITED, 509 Pehel, Khoraj, Gandhinagar, Gujarat 382421, India, with a copy by email to hello@daaisuite.com. Notices are deemed received: (a) if by email, on the date sent (unless the sender receives a delivery-failure notification); (b) if by hand, on actual receipt; and (c) if by recognised courier or registered post, on the date of delivery indicated by the courier or postal authority.

41. Order of Precedence

In the event of any conflict or inconsistency among the documents governing the relationship between the parties, the documents shall control in the following order of precedence (from highest to lowest), each only to the extent of the conflict:

1. any Order Form, statement of work or written agreement signed by both parties that expressly amends these Terms;
2. any Data Processing Agreement (DPA) entered into between the parties;
3. these Terms;
4. the Refund & Cancellation Policy;
5. the Privacy Policy;
6. any other policy, notice or guideline published on the Site.

42. Company’s Final Authority of Interpretation

Subject to applicable law, the Company shall have sole and final authority over the interpretation, application and enforcement of these Terms, the Refund & Cancellation Policy, the Privacy Policy, any plan inclusions, any commercial offering, any promotional or discount campaign, and any determination of breach, abuse or eligibility under any provision of the foregoing. Any determination by the Company in good faith shall be final and binding on the Customer, subject only to the dispute-resolution mechanism in Section 33.

43. Miscellaneous

These Terms and any policies or operating rules posted by us on the Services, or in respect of the Services, constitute the entire agreement and understanding between you and us concerning the Services. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. These Terms operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay or failure to act caused by any cause beyond our reasonable control.

If any provision or part of a provision of these Terms is determined to be unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms or use of the Services. You agree that these Terms will not be construed against us by virtue of having drafted them. You hereby waive any and all defences you may have based on the electronic form of these Terms and the lack of physical signing by the parties.

Nothing in these Terms shall confer any benefit on, or be enforceable by, any person who is not a party to these Terms, except that any affiliate, director, officer, employee or agent of the Company may enforce the disclaimers, limitations of liability, indemnities and IP protections contained herein. Section headings are for convenience only and do not affect interpretation.

44. Contact Us

To resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us using the channels below.

Registered Office

ESURGENT PRIVATE LIMITED

509 Pehel, Khoraj,

Gandhinagar, Gujarat 382421

India

Phone: +91-9925277767

Alt. Phone: +91-9227039905

Email Channels

General & Legal: hello@daaisuite.com

Product Info & Demo: welcome@daaisuite.com

Public Relations & Media: social@daaisuite.com