Terms of Use

Section 01

Acceptance of Terms

These Terms of Use ("Terms") constitute a legally binding agreement between you ("User", "you") and Shiprocket Limited ("Shiprocket", "we", "our", or "us"), a company incorporated under the Companies Act, 1956 (previously known as Shiprocket Private Limited and originally known as Bigfoot Retail Solutions Private Limited), and the operator of AITLAS at aitlas.shiprocket.in ("Platform").

These Terms are an electronic agreement and are effective from the date on which you first access or use the Platform ("Effective Date"). No physical or digital signature is required to make these Terms binding on you.

Registered Office: Plot No. B, Khasra No. 360, M.G. Road, Sultanpur, Gadaipur, Mehrauli, South Delhi – 110030, India
Corporate Office: 416, Udyog Vihar Phase III, Sector 20, Gurugram, Haryana – 122008, India

By creating an account, accessing the Platform, or using any AITLAS service, you represent that:

• You are at least 18 years of age and legally competent to enter into a binding contract under the Indian Contract Act, 1872
• If acting on behalf of a company or organisation, you have the authority to bind that entity to these Terms
• You agree to comply with all applicable laws and regulations
• All information you provide to us is true, accurate, correct, complete and up to date to the best of your knowledge, and you will promptly update it if it changes
• You are not barred from receiving the services under any applicable law, and you are not subject to any pending or threatened proceeding, order or investigation that would prejudicially affect your performance under these Terms
• You have not entered into any commitment or arrangement that conflicts with, or would be breached by, your acceptance of these Terms

Section 02

Access to the Platform

We grant you access to AITLAS subject to these Terms. We reserve the right to modify, suspend, or discontinue any part of the Platform at any time for reasons including maintenance, upgrades, security, legal or regulatory requirements, or business decisions. Where a change is material and adverse to a paid subscriber, we will use reasonable efforts to give prior notice; in all other cases we may act without notice.

Access to certain features may require a paid subscription. We will provide reasonable advance notice before withdrawing or significantly altering features available under your current plan.

Section 03

Limited Licence

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the AITLAS Platform solely for your internal business purposes.

This licence does not include the right to:

• Sub-licence, resell, or commercially exploit any part of the Platform or its outputs
• Reproduce, distribute, or publicly display Platform content without our written consent
• Use AITLAS to build a competing product or service
• Access the Platform through automated means beyond what is expressly permitted
• Use the Platform, or any output generated by it, to train, fine-tune, benchmark or develop any machine learning or artificial intelligence model
• Remove, obscure or alter any proprietary notice, watermark or attribution appearing on the Platform or its outputs
• Permit any person other than your authorised users to access the Platform using your credentials

Section 04

Account Responsibilities

When you create an account on AITLAS, you agree to:

• Provide accurate, current, and complete registration information
• Keep your login credentials confidential and not share them with any third party
• Notify us immediately at [email protected] if you suspect unauthorised access to your account
• Accept responsibility for all activities that occur under your account
• Maintain appropriate physical, technical and administrative safeguards over the credentials and any device used to access the Platform
• Not create an account by automated means, or maintain more than one account without our written consent

We reserve the right to suspend or terminate accounts that violate these Terms or where we suspect fraudulent, abusive, or unauthorised activity.

Section 05

Prohibited Conduct

You agree not to use AITLAS to:

• Violate any applicable local, national, or international law or regulation
• Infringe the intellectual property rights of Shiprocket or any third party
• Upload, transmit, or distribute malware, viruses, or any harmful code
• Attempt to gain unauthorised access to any part of the Platform or its underlying infrastructure
• Scrape, crawl, or extract data from the Platform using automated tools without our express written permission
• Reverse-engineer, decompile, or disassemble any part of the Platform
• Circumvent any access controls, security features, or usage limits
• Send unsolicited communications (spam) to other users or third parties
• Impersonate any person or entity or misrepresent your affiliation
• Use the Platform in any way that could damage, disable, or impair its performance
• Upload or submit any content that is unlawful, defamatory, obscene, infringing, or that you do not have the right to submit
• Use the Platform to benchmark it against, or to develop, any competing or substantially similar product or service
• Interfere with, or attempt to interfere with, any other user's access to or use of the Platform

Section 5A

Representations & Warranties

Each party represents and warrants to the other that: (a) it is duly organised and validly existing under the laws of the jurisdiction in which it is established; (b) it has the requisite power and authority to execute, deliver and perform under these Terms and that acceptance of these Terms has been duly and validly authorised; (c) its obligations hereunder constitute legal, valid, binding and enforceable obligations; and (d) acceptance of these Terms does not breach its constitutional documents, any applicable law, the provisions of any contract, or any order of a court applicable to it.

You further represent, warrant and undertake on a continuing basis that:

• You hold all necessary licences, permits, registrations and consents required to access and use the Platform for your intended purpose
• You will comply with all applicable laws in your use of the Platform, including the Information Technology Act, 2000, the Digital Personal Data Protection Act, 2023 (and the rules made thereunder), and all applicable advertising, consumer protection and intellectual property laws
• You have obtained all consents, notices and lawful bases required under applicable data protection law in respect of any personal data contained in your User Content, and you are entitled to share that data with us for the purposes contemplated by these Terms
• Your User Content does not infringe or misappropriate the intellectual property, privacy, publicity or other rights of any third party, and does not contain any malware or harmful code
• You will not represent any AI-generated output of the Platform as independently verified, certified, endorsed or guaranteed by us
• You are solely responsible for all decisions taken, and all communications published, in reliance on Platform outputs, and for any complaint or claim raised by any third party in respect of the same

EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES EXPRESSLY SET OUT IN THESE TERMS, THE PLATFORM AND ALL OUTPUTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, AND SHIPROCKET DISCLAIMS ALL OTHER REPRESENTATIONS, WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OR TRADE PRACTICE.

Section 06

Intellectual Property

All content, features, technology, and materials on the AITLAS Platform — including but not limited to software, algorithms, text, graphics, logos, and AI-generated reports — are the exclusive property of Shiprocket Limited or its licensors, and are protected under applicable Indian and international intellectual property laws.

You retain ownership of any data or content you upload to the Platform ("User Content"). By uploading User Content, you grant us a limited, non-exclusive, royalty-free, worldwide licence to host, store, reproduce, process and display it solely to the extent necessary to provide the Platform to you and to comply with applicable law. We will not use your User Content to train or improve any generally available artificial intelligence or machine learning model without your prior written consent. This licence terminates when the relevant User Content is deleted from the Platform, save for (i) copies retained in routine backups until overwritten in the ordinary course, and (ii) copies we are required to retain under applicable law.

Any feedback, suggestions, or ideas you provide to us may be used by us freely without any obligation of compensation or attribution.

We may generate and use aggregated, de-identified statistical data derived from use of the Platform for the purposes of operating, analysing and improving our services, provided that such data does not identify you, your customers, or any natural person and is not disclosed in a form attributable to you.

Neither party may register, or seek to register, any trademark, business name, company name or domain name using or incorporating the intellectual property of the other party. Upon termination of these Terms, neither party shall have any right whatsoever in the intellectual property of the other. This Section survives termination or expiry of these Terms.

Section 07

Fees & Billing

Certain features of AITLAS are available only through paid subscription plans. By subscribing, you agree to:

• Pay all applicable fees in accordance with the pricing presented at the time of purchase
• Provide valid payment information and authorise us to charge your payment method on a recurring basis (for subscription plans)
• Accept that fees are non-refundable except as expressly stated in our Refund Policy or required by law
• Pay all applicable taxes, duties, levies and cess on the fees, which are exclusive of such amounts and are payable by you in addition
• Accept that if any invoiced amount is not paid by its due date, we may (i) levy interest at 18% per annum from the due date until payment in full, (ii) suspend your access to the Platform, and/or (iii) set off the outstanding amount against any amount payable by us to you under these Terms or any other agreement between the parties

We reserve the right to change our pricing with at least 30 days' prior notice to existing subscribers. Continued use after the notice period constitutes acceptance of the new pricing.

Any change in law, or any binding direction of a regulator, court or governmental authority that increases our cost of providing the Platform or affects the commercial terms of these Terms, may be passed through to you with effect from the date the change takes effect, on written notice. If you do not accept the resulting change, your sole remedy is to terminate your subscription with effect from the end of your then-current billing cycle.

Section 08

Third-Party Services

AITLAS may integrate with or link to third-party platforms (e.g., Shopify, Google Analytics, AI search engines). We are not responsible for the availability, accuracy, or practices of any third-party service. Your use of such services is governed by their respective terms and privacy policies.

We do not endorse any third-party content or service that appears on or through the Platform.

Section 09

Disclaimers

The AITLAS Platform and all content are provided on an "AS-IS" and "AS-AVAILABLE" basis without warranties of any kind, either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.

We do not warrant that:

• The Platform will be error-free, uninterrupted, or secure at all times
• AI-generated reports, scores, or recommendations will be accurate, complete, or suitable for your specific needs
• Results obtained through AITLAS will meet your expectations or business objectives

AI visibility data is derived from third-party AI engines and publicly available information. We make no guarantee as to the accuracy or completeness of such data.

You acknowledge that outputs of generative and AI-driven systems are probabilistic in nature and may be inaccurate, incomplete, outdated or inconsistent between runs on identical inputs, and that third-party AI engines may change their models, ranking behaviour or access terms at any time without notice to us.

Nothing produced by the Platform constitutes legal, financial, tax or professional advice. You are responsible for independently verifying any output before relying on it.

Section 10

Limitation of Liability

To the maximum extent permitted by applicable law, Shiprocket Limited, its directors, officers, employees, and affiliates shall not be liable for any:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, business, or goodwill
• Damages arising from your reliance on AI-generated insights or recommendations
• Unauthorised access to or alteration of your data due to circumstances beyond our reasonable control

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, OUR TOTAL AGGREGATE LIABILITY TO YOU FROM ANY AND ALL CAUSES WHATSOEVER (INCLUDING UNDER ANY LEGAL THEORY AND INCLUDING ANY INDEMNITY OBLIGATION) SHALL NOT IN ANY EVENT EXCEED THE FEES ACTUALLY PAID BY YOU TO US IN THE ONE (1) MONTH IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. WHERE NO FEES HAVE BEEN PAID, OUR AGGREGATE LIABILITY SHALL BE NIL. EACH LIMITATION IN THIS SECTION APPLIES SEPARATELY AND CUMULATIVELY, AND THIS SECTION SURVIVES TERMINATION OR EXPIRY OF THESE TERMS.

The limitations in this Section apply to the maximum extent permitted by applicable law and shall survive even if any limited remedy is found to have failed of its essential purpose. Nothing in these Terms limits or excludes either party's liability for fraud, wilful misconduct, or any liability which cannot be limited or excluded under applicable law.

No claim may be brought by you under or in connection with these Terms more than twelve (12) months after the date on which you first became aware, or ought reasonably to have become aware, of the circumstances giving rise to the claim.

Section 11

Indemnification

You ("Indemnifying Party") agree to indemnify, defend and hold harmless Shiprocket Limited and its directors, officers, employees, affiliates, successors, agents and partners ("Indemnified Party") from and against any and all claims, demands, actions, liabilities, costs, interest, damages, losses and expenses of any nature whatsoever (including all legal and other costs, charges and expenses) incurred or suffered by the Indemnified Party arising out of or in connection with:

• Your breach of these Terms
• Your violation of any applicable law or third-party right
• Your User Content or your use of the Platform
• Any misrepresentation made by you
• Any wilful misconduct, negligence, fraud or fraudulent misrepresentation, or any act or omission, of the Indemnifying Party
• Any breach by you of your confidentiality obligations under these Terms
• Any infringement or misappropriation of third-party intellectual property rights by your User Content or your use of the Platform
• Any claim by a third party (including any customer, data principal or regulator) arising from your publication of, or reliance on, Platform outputs, or from any personal data contained in your User Content

The Indemnified Party shall notify the Indemnifying Party of any claim for which indemnity is sought and may, at its option, control the defence and settlement of such claim at the Indemnifying Party's cost. Any indemnity claim shall remain valid for the period prescribed under applicable law, regardless of termination or expiry of these Terms. This Section survives termination or expiry of these Terms.

Section 11A

Confidentiality

Any information or data disclosed by one party ("Disclosing Party") to or accessed by the other ("Receiving Party") in connection with these Terms — including financial information, documents, software, systems, applications, plans, the terms of any subscription, User Content, transactional data, and statistics relating to system performance ("Confidential Information") — shall be treated as confidential, used only for the purposes of these Terms, and not disclosed to any third party without the Disclosing Party's prior written consent.

The Receiving Party shall protect Confidential Information with at least the same degree of care it applies to its own confidential information, and in no event less than a reasonable degree of care, and shall ensure that its employees, agents and sub-contractors receiving such information on a strict "need to know" basis are bound by equivalent obligations.

This Section does not apply to information which: (a) is or becomes publicly available other than through a breach of these Terms; (b) is lawfully acquired from a third party owing no duty of confidence; (c) is independently developed without use of the Disclosing Party's Confidential Information; (d) was already known to the Receiving Party, as evidenced by its written records; or (e) is required to be disclosed by applicable law, provided that the Receiving Party gives the Disclosing Party prior notice where lawfully permitted and a reasonable opportunity to contest or limit the disclosure.

If the Receiving Party discloses or uses (or threatens to disclose or use) Confidential Information in breach of this Section, the Disclosing Party shall be entitled, in addition to any other remedy, to seek injunctive relief, the parties acknowledging that damages alone may be an inadequate remedy. This Section survives termination or expiry of these Terms.

Section 11B

Data Protection

Each party shall comply with the Digital Personal Data Protection Act, 2023 (including the rules made thereunder), the Information Technology Act, 2000 and all other applicable data protection laws in connection with any personal data processed under these Terms.

Where we process personal data contained in your User Content, we do so on your instructions and solely to provide the Platform. You are responsible, as the Data Fiduciary in respect of such personal data, for issuing all required notices, obtaining and maintaining all required consents or other lawful bases, and for responding to requests from Data Principals. You shall not upload any personal data to the Platform in respect of which you have not obtained a valid lawful basis.

Each party shall implement and maintain appropriate physical, technical and administrative safeguards designed to prevent unauthorised or accidental access to, unlawful destruction of, alteration, disclosure or loss of personal data, which shall in no event be less rigorous than prevailing industry standards. We shall conduct periodic reviews of our information security controls to identify and address vulnerabilities.

We shall notify you without undue delay upon becoming aware of a personal data breach affecting your User Content, and shall provide reasonable co-operation and information to enable you to meet your notification obligations to the Data Protection Board of India and to affected Data Principals.

You acknowledge that data generated under these Terms shall be stored in India where required under applicable law. We shall not sell, resell, share, transfer or otherwise disclose your User Content to any third party except as expressly permitted under these Terms, as instructed by you, or as required by law.

Section 12

Termination

We may suspend or terminate your access to AITLAS with immediate effect and without prior notice if:

• You are in material breach of these Terms and, where the breach is capable of remedy, you fail to remedy it within fifteen (15) days of written notice
• We reasonably suspect fraudulent, abusive, unlawful or unauthorised activity on your account
• You fail to pay any amount when due
• You are declared insolvent or bankrupt, are unable to pay your debts, make a composition with creditors, or an order is made or an effective resolution passed for your winding up
• Continued provision of the Platform to you would place us in breach of applicable law or of any binding regulatory direction

We may also terminate these Terms or any subscription for convenience on thirty (30) days' prior written notice, in which case we will refund any pre-paid fees for the unused portion of your then-current subscription term.

You may terminate your account at any time by contacting [email protected]. Upon termination, your right to access the Platform ceases immediately.

Termination shall not relieve either party of any obligation or liability accrued prior to termination, including your obligation to pay all amounts then due. Sections that by their nature should survive termination — including Representations & Warranties, Intellectual Property, Fees & Billing (in respect of accrued amounts), Disclaimers, Limitation of Liability, Indemnification, Confidentiality, Data Protection, Governing Law and Dispute Resolution — shall continue in full force.

Following termination, we will delete or return your User Content within thirty (30) days of your written request, save for copies we are required to retain under applicable law or which reside in routine backups until overwritten in the ordinary course.

Section 13

Governing Law

These Terms shall be governed by and construed in accordance with the laws of India, including the Information Technology Act, 2000, the Indian Contract Act, 1872, and other applicable statutes, without regard to conflict of law principles.

Subject to the Dispute Resolution clause below, the courts at Gurugram, Haryana, India shall have exclusive jurisdiction over any disputes arising under these Terms.

Section 14

Dispute Resolution

In the event of any dispute, controversy, or claim arising out of or relating to these Terms or the Platform, the parties shall first attempt to resolve the matter amicably through good-faith negotiations within 30 days of written notice by either party.

If the dispute is not resolved through negotiation, it shall be referred to and finally resolved by arbitration in accordance with the Arbitration and Conciliation Act, 1996 (as amended). The arbitration shall be:

• Conducted by a sole arbitrator mutually appointed by both parties
• Governed by the substantive laws of India, and the seat and venue of arbitration shall be Gurugram, Haryana, India
• Conducted in the English language
• Confidential as to its existence, the proceedings, all documents disclosed in them, and the award, save where disclosure is required by applicable law or to enforce the award

The arbitration award shall be final and binding on both parties. Nothing in this clause prevents either party from seeking urgent injunctive or interim relief from a competent court.

Section 15

General Provisions

• Entire Agreement: These Terms, together with our Privacy Policy, Refund Policy, and any standard operating procedures, service-level terms, disclaimers and other policies applicable to the Platform as notified by us from time to time (each incorporated by reference), constitute the entire agreement between you and Shiprocket regarding the use of AITLAS and supersede all prior written or oral agreements. Any breach of an incorporated policy shall be construed as a breach of these Terms
• Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect
• No Waiver: Our failure to enforce any right or provision shall not constitute a waiver of that right
• Assignment: You may not assign or transfer your rights under these Terms without our prior written consent. We may assign our rights freely
• Updates: We may update these Terms from time to time. Material changes will be communicated via email or in-platform notification. Continued use constitutes acceptance
• Relationship of the Parties: The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency or employment relationship, and neither party shall represent otherwise
• Force Majeure: We shall not be liable for any delay or failure to perform where prevented, hindered or delayed by any event beyond our reasonable control, including acts of God, war, civil unrest, epidemic, strike, failure of telecommunications or power, cyber-attack, or any act, omission or change in service by a third-party AI engine or hosting provider. Obligations shall be suspended for so long as such event continues; if it continues for more than fifteen (15) days, either party may terminate on written notice
• Anti-Corruption: Neither party shall offer any gift, payment, service or other favour to the personnel of the other party where the same would, or might appear to, improperly influence them. The use of bribes, secret compensation or kickbacks is strictly prohibited, and each party shall comply with all applicable anti-bribery and anti-money laundering laws
• Notices: Notices to us shall be in writing and sent to the addresses set out in Section 16 by hand delivery, registered post acknowledgement due, or reputed courier, and shall be deemed given on delivery (hand), two (2) calendar days after posting (registered post), or three (3) calendar days after despatch (courier). Notices to you may be given by email to your registered address or by in-platform notification
• No Third-Party Rights: Save as expressly stated, no person other than the parties may enforce any provision of these Terms
• Interpretation: References to a statute include that statute as amended, re-enacted or replaced from time to time; the singular includes the plural and vice versa; headings are for convenience only; and no provision shall be construed against a party solely because that party drafted it, the doctrine of contra proferentem not applying to these Terms
• Survival: Any provision which by its nature is intended to survive termination shall so survive

Section 16

Contact & Grievance Redressal

For any questions, concerns, or complaints regarding these Terms or the AITLAS platform, please reach us through the appropriate channel:

Please include your full name, registered email address, nature of the complaint, and relevant details. If your complaint is not resolved to your satisfaction, you may pursue the matter through arbitration as described in Section 14, or approach a court of competent jurisdiction in Gurugram, Haryana, India.