Terms of Service

Welcome to DIT AI INNOVATIONS ("Company", "we", "us", or "our"). These Terms of Service ("Terms") govern your access to and use of our website located at [Your Website URL], including any content, functionality, products, and services offered on or through the website (collectively, the "Services").

Please read these Terms carefully before you start to use the Services. By using the Services, you accept and agree to be bound and abide by these Terms and our Privacy Policy, found at [Link to Privacy Policy], incorporated herein by reference. If you do not want to agree to these Terms or the Privacy Policy, you must not access or use the Services.

1. Acceptance of Terms

By accessing or using our Services, you affirm that you are of legal age to enter into these Terms, or, if you are not, that you have obtained parental or guardian consent to enter into these Terms. You represent and warrant that you have the legal right and authority to agree to these Terms. These Terms apply to all visitors, users, and others who access or use the Service.

2. Description of Services

DIT AI INNOVATIONS provides custom software development, artificial intelligence (AI) and machine learning (ML) solutions, specialized software for the medical industry, web development, cloud & DevOps consulting, data analytics services, and related technology products (e.g., Attendance Systems, Chatbots, HMS). The specific details, scope, features, deliverables, timelines, and fees for any project or service engagement will be outlined in a separate, mutually agreed upon Statement of Work (SOW), Client Agreement, or Order Form, which shall take precedence over these general Terms in case of conflict regarding the specific engagement.

3. User Accounts (If Applicable)

Certain features of the Services may require you to create an account. If you create an account, you agree to:

• Provide accurate, current, and complete information during the registration process.
• Maintain and promptly update your account information to keep it accurate, current, and complete.
• Maintain the security of your password and accept all risks of unauthorized access to your account.
• Notify us immediately if you discover or otherwise suspect any security breaches related to the Services or your account.

You are responsible for all activities that occur under your account, whether or not you know about them.

4. Intellectual Property Rights

Our Content: The Services and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and user content belonging to other Users (the "Company Content"), and all Intellectual Property Rights related thereto, are the exclusive property of DIT AI INNOVATIONS and its licensors. Except as explicitly provided herein, nothing in these Terms shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any Company Content.

Client-Owned IP (Custom Development): For custom software development projects undertaken for a client, the intellectual property rights pertaining to the specific, custom code and deliverables created exclusively for that client ("Client-Specific IP") will be governed by the applicable SOW or Client Agreement. Subject to the terms of such agreement and contingent upon full payment of all associated fees, DIT AI INNOVATIONS typically assigns ownership of the Client-Specific IP to the client. DIT AI INNOVATIONS retains ownership of all pre-existing materials, tools, methodologies, code libraries, and general know-how used in the project ("DIT AI Background IP"). The client is typically granted a non-exclusive, perpetual, worldwide license to use any DIT AI Background IP solely to the extent necessary to use the Client-Specific IP.

Feedback: If you provide us with any feedback, suggestions, or ideas regarding the Services ("Feedback"), you hereby grant us a perpetual, irrevocable, worldwide, royalty-free, fully paid-up license to use, implement, modify, commercialize, and otherwise exploit the Feedback in any way, without any obligation to you.

5. User Conduct and Responsibilities

You agree to use the Services only for lawful purposes and in accordance with these Terms. You agree not to use the Services:

• In any way that violates any applicable national or international law or regulation.
• For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way.
• To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail," "chain letter," "spam," or any other similar solicitation.
• To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity.
• In any way that infringes upon the rights of others, or in any way is illegal, threatening, fraudulent, or harmful, or in connection with any unlawful, illegal, fraudulent, or harmful purpose or activity.
• To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which, as determined by us, may harm the Company or users of the Services or expose them to liability.

Additionally, you agree not to:

• Introduce any viruses, trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful.
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services are stored, or any server, computer, or database connected to the Services.
• Otherwise attempt to interfere with the proper working of the Services.

6. Payment Terms (If Applicable)

If you purchase any products or services directly from us through the website or under a separate agreement, you agree to pay all applicable fees as described in the relevant SOW, Client Agreement, or checkout process. Payment terms (e.g., upfront, milestones, recurring) will be specified in the governing agreement. Failure to make timely payments may result in suspension or termination of Services. All fees are non-refundable unless otherwise explicitly stated in writing. You are responsible for any applicable taxes associated with your purchase.

7. Confidentiality

Each party (the "Receiving Party") understands that the other party (the "Disclosing Party") has disclosed or may disclose business, technical, or financial information relating to the Disclosing Party's business (hereinafter referred to as "Proprietary Information"). Proprietary Information includes non-public information regarding features, functionality, and performance of the Service, as well as business plans, customer lists, and financial information. The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use or divulge to any third person any such Proprietary Information except as necessary to perform its obligations or exercise its rights under these Terms or any related SOW/Client Agreement. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.

8. Disclaimers and Limitation of Liability

Disclaimer of Warranties: YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. DIT AI INNOVATIONS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT (A) THE SERVICES WILL MEET YOUR REQUIREMENTS; (B) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS.

Limitation of Liability: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL DIT AI INNOVATIONS, ITS AFFILIATES, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICE.

UNDER NO CIRCUMSTANCES WILL DIT AI INNOVATIONS BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DIT AI INNOVATIONS ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN. OUR AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES SHALL NOT EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS (U.S. $100.00) OR THE AMOUNTS PAID BY YOU TO DIT AI INNOVATIONS FOR THE PAST THREE MONTHS OF THE SERVICES IN QUESTION.

9. Indemnification

You agree to defend, indemnify and hold harmless DIT AI INNOVATIONS and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees), resulting from or arising out of a) your use and access of the Service, by you or any person using your account and password; b) a breach of these Terms, or c) Content posted on the Service.

10. Termination

We may terminate or suspend your access to our Services immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever, including but not limited to a breach of the Terms. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

Upon termination, your right to use the Services will cease immediately. If you wish to terminate your account, you may simply discontinue using the Services, subject to any ongoing obligations under specific client agreements.

11. Governing Law

These Terms shall be governed and construed in accordance with the laws of India, specifically the laws applicable within the state of Andhra Pradesh, without regard to its conflict of law provisions. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service and supersede and replace any prior agreements we might have had between us regarding the Service.

12. Dispute Resolution

Any disputes arising out of or relating to these Terms or the Services will be resolved through amicable negotiations. If a dispute cannot be resolved through negotiation within thirty (30) days, either party may elect to submit the dispute to binding arbitration in accordance with the Arbitration and Conciliation Act, 1996 of India. The arbitration shall take place in Tirupati, Andhra Pradesh, and the language of the arbitration shall be English. The arbitral award shall be final and binding on the parties.

13. Changes to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect, typically by posting a notice on our website or sending an email. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, in whole or in part, please stop using the website and the Service.

14. Miscellaneous

Severability: If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.

Waiver: No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and DIT AI INNOVATIONS' failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

Entire Agreement: These Terms, together with the Privacy Policy and any applicable SOW or Client Agreement, constitute the entire agreement between you and DIT AI INNOVATIONS concerning the Services and supersede all prior or contemporaneous communications and proposals (whether oral, written, or electronic) between you and DIT AI INNOVATIONS.

15. Contact Us

If you have any questions about these Terms, please contact us:

• By email: legal@ditai.com (Please replace with your actual legal contact email)
• By visiting our contact page: Contact Us
• By mail: [Your Company's Physical Address, Tirupati, AP, India]