Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Kapitalyze Technologies Private Limited ("Kapitalyze," "we," "us," or "our"), a company incorporated under the Companies Act, 2013 with its registered office in Mumbai, Maharashtra, India. By accessing or using the Kapitalyze platform, website, or any associated services (collectively, the "Platform"), you agree to be bound by these Terms. If you do not agree, you must not access or use the Platform.

2. Definitions

"Platform" means the Kapitalyze web application, including Company OS, Fund OS, and Oris AI modules. "Subscription" means the paid plan selected by the User. "Content" means any data, documents, information, or materials uploaded to or generated through the Platform. "Authorized Users" means individuals permitted by the subscriber to access the Platform under their subscription. "Professional Services" means advisory services including Virtual CS, Virtual CA, Registered Valuer, Legal Advisory, and Pitch Deck services.

3. Account Registration

To use the Platform, you must create an account by providing accurate, complete, and current information. You are responsible for safeguarding your login credentials and for all activities under your account. You must promptly notify us of any unauthorized access. Kapitalyze reserves the right to suspend accounts that provide false information or violate these Terms. You must be at least 18 years of age and have the legal authority to bind the entity you represent.

4. Subscription Plans and Payments

Subscriptions are billed on a monthly or annual basis as selected. All prices are in Indian Rupees (INR) and exclusive of applicable taxes including GST at prevailing rates. Payment is due at the start of each billing cycle via accepted payment methods. Failure to pay within 7 days of the due date may result in service suspension. Refunds are available within 14 days of initial purchase only if no substantial use of the Platform has occurred. Annual subscriptions may be cancelled with 30 days written notice before the renewal date. Kapitalyze reserves the right to modify pricing with 30 days prior notice.

5. Use of the Platform

The Platform is provided for lawful business purposes related to corporate governance, compliance management, and fund administration. You shall not: (a) use the Platform for any unlawful purpose; (b) attempt to gain unauthorized access to any systems; (c) reverse engineer, decompile, or disassemble any part of the Platform; (d) use automated tools to scrape or extract data; (e) share login credentials with unauthorized persons; (f) upload malicious code or content that infringes third-party rights; (g) use the Platform to provide competing services. Oris AI outputs are provided for informational purposes only and do not constitute legal, tax, or financial advice.

6. Intellectual Property

All intellectual property rights in the Platform, including software, design, trademarks, and documentation, are owned by Kapitalyze. You retain ownership of your Content uploaded to the Platform. By uploading Content, you grant Kapitalyze a limited, non-exclusive license to process and store such Content solely for providing the services. Kapitalyze may use anonymized, aggregated data derived from Platform usage for analytics, benchmarking, and improving services.

7. Data Protection and Privacy

We process personal data in accordance with the Digital Personal Data Protection Act, 2023 (DPDP Act) and our Privacy Policy. By using the Platform, you consent to data processing as described therein. We implement appropriate technical and organizational measures to protect your data. For entities subject to the Information Technology Act, 2000 and its rules, we maintain reasonable security practices and procedures as prescribed under the IT (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011.

8. Service Availability and SLA

Kapitalyze targets 99.9% uptime for the Platform, excluding scheduled maintenance windows. We will provide reasonable advance notice of scheduled maintenance. For Enterprise plan subscribers, specific SLA terms may be agreed upon separately. Kapitalyze shall not be liable for unavailability caused by force majeure events, third-party service failures, or user-side connectivity issues.

9. Limitation of Liability

To the maximum extent permitted by applicable Indian law, Kapitalyze's total aggregate liability for any claims arising out of or related to these Terms shall not exceed the fees paid by you in the twelve (12) months preceding the claim. Kapitalyze shall not be liable for any indirect, incidental, consequential, special, or exemplary damages, including loss of profits, data, or business opportunities. The Platform does not provide legal, tax, or financial advice, and any reliance on AI-generated outputs is at your own risk.

10. Indemnification

You agree to indemnify and hold harmless Kapitalyze, its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable legal fees) arising from: (a) your use of the Platform; (b) your violation of these Terms; (c) your violation of any third-party rights; or (d) Content uploaded by you to the Platform.

11. Termination

Either party may terminate the subscription by providing 30 days written notice. Kapitalyze may immediately suspend or terminate access for material breach of these Terms. Upon termination, you may request export of your Content within 30 days, after which Kapitalyze may delete it in accordance with our data retention policy. Provisions relating to intellectual property, limitation of liability, indemnification, and dispute resolution shall survive termination.

12. Dispute Resolution

Any dispute arising out of or in connection with these Terms shall first be attempted to be resolved through good-faith negotiation between the parties for a period of 30 days. If unresolved, the dispute shall be referred to arbitration under the Arbitration and Conciliation Act, 1996, as amended. The arbitration shall be conducted by a sole arbitrator mutually appointed by the parties, with the seat of arbitration in Mumbai, Maharashtra, India. The language of arbitration shall be English.

13. Governing Law

These Terms shall be governed by and construed in accordance with the laws of India. Subject to the arbitration clause above, the courts of Mumbai, Maharashtra shall have exclusive jurisdiction over any matters arising from these Terms.

14. Amendments

Kapitalyze reserves the right to modify these Terms at any time. Material changes will be communicated via email or in-platform notification at least 30 days prior to taking effect. Continued use of the Platform after such notice constitutes acceptance of the modified Terms. If you do not agree with the modified Terms, you may terminate your subscription in accordance with Section 11.

15. Contact Information

For questions about these Terms, contact us at:

Kapitalyze Technologies Private Limited

Mumbai, Maharashtra, India

Email: legal@kapitalyze.com