We, Cyi Ai, hereinafter referred to as (“Cyi Ai”, "we", “us", "our" or "Company"), would
like to thank you hereinafter referred to as (“you”, “user”, “buyer” or “client”) for
availing our services offered by way of
- 1. our website cyiai.com, ("Site")
- 2. our apps (where offered for any platform, mobile or
otherwise)
- 3. our other services including but not limited to our
internal or third-party platform chatbots
Collectively all services as described above in 1, 2 and 3 hereafter referred to as
“services”
Collectively all software offered to enable our services hereafter referred to as
“platform”
For avoidance of doubt, hereafter wherever we mention only “services” the scope of terms
includes “platform” as well
Your terms of use of our services and the provision of services by us shall be governed by
the terms and conditions as set out herein ("User Agreement"), our privacy policy ("Privacy
Policy") and all other policies on our platform. Your use of our services constitutes your
full agreement to our User Agreement, our Privacy Policy and all other policies, which shall
form a legally binding and enforceable contract between you and us. If you do not accept any
provision in this User Agreement or our Privacy Policy, you should immediately cease all usage
of our services, delete any of our platform on your devices and notify us to discontinue any
updates which you have signed up for (example e-mail and chat notifications), failing which
you shall be deemed to be bound by all the provisions contained in this Terms of Use, Privacy
Policy and all other policies as described on our platform.
1. Application and Acceptance of the Terms
1.1 Your use of our platform and Cyi Ai’s services is subject to the terms and conditions
contained in this document as well as the Privacy Policy and any other rules and policies of
the Platform that cyiai.com may publish from time to time. This document and such other rules
and policies of the platforms are collectively referred to below as the “Terms”. By accessing
the platforms or using the Services, you agree to accept and be bound by the Terms. Please do
not use the Services or the platforms if you do not accept all the Terms.
1.2 You may not use the Services and may not accept the Terms if (a) you are not of legal
age to form a binding contract with Cyi AI, or (b) you are not permitted to receive
any Services under the laws of India or other countries / regions including the country
/ region in which you are resident or from which you use the Services.
1.3 Cyi AI may amend any Terms at any time by posting the relevant amended and restated
Terms on the Platform. By continuing to use the Services or the Platform, you agree that
the amended Terms will apply to you.
1.4 If Cyi AI has posted or provided a translation of the English language version of the
Terms, you agree that the translation is provided for convenience only and that the
English language version will govern your uses of the Services or the Platform.
1.5 You may be required to enter into a separate agreement, whether online or offline,
with cyiai.com or our affiliate for any Service (“Additional Agreements”). If there is
any conflict or inconsistency between the Terms and an Additional Agreement, the
Additional Agreement shall take precedence over the Terms only in relation to that
Service concerned.
1.6 The Terms may not otherwise be modified except in writing by an authorized officer of
cyiai.com.
2. Provision of Services
2.1 The contracting entity that you are contracting with is Cyi Ai if you are a registered
member of the Platform and registered or resident in India. If you registered in a
jurisdiction outside India, you are contracting with Cyi AI.
2.2 You must register as a member on the Platform in order to access and use some of our
Services. Further, Cyi Ai reserves the right, without prior notice, to restrict access to
or use of certain Services (or any features within the Services) to paying Users or subject
to other conditions that Cyi Ai may impose in our discretion.
2.3 Services (or any features within the Services) may vary for different regions and
countries. No warranty or representation is given that a particular Service or feature or
function thereof or the same type and extent of the Service or features and functions
thereof will be available for Users. Cyi Ai may in our sole discretion limit, deny or
create different level of access to and use of any Services (or any features within the
Services) with respect to different Users.
2.4 Cyi AI may launch, change, upgrade, impose conditions to, suspend, or stop any Services
(or any features within the Services) without prior notice
2.5 Some Services may be provided by Cyi Ai’s affiliates on behalf of Cyi Ai.
3. Users Generally
3.1 As a condition of your access to and use of the Services, you agree that you will
comply with all applicable laws and regulations when using our Services.
3.2 You agree to use our Services solely for your own private and internal purposes. You
agree that (a) you will not copy, reproduce, download, re-publish, sell, distribute or
resell any Services or any information, text, images, graphics, video clips, sound,
directories, files, databases or listings, etc available on or through the Platform
(hereafter referred to as “Content”), and (b) you will not copy, reproduce, download,
compile or otherwise use any of our Content for the purposes of operating a business, or
otherwise commercially exploiting the Content. Systematic retrieval of Platform Content
from the Platforms to create or compile, directly or indirectly, a collection, compilation,
database or directory (whether through robots, spiders, automatic devices or manual
processes) without written permission from Cyi Ai is prohibited. Use of any content or
materials on the Platforms or Services for any purpose not expressly permitted in the
Terms is prohibited.
3.3 You must read Cyi Ai’s Privacy Policy which governs the protection and use of personal
information about Users in the possession of cyiai.com and our affiliates.
3.4 Cyi AI may allow Users to access to content, products or services offered by third
parties through hyperlinks (in the form of word link, banners, channels or otherwise),
API or otherwise to such third parties' websites. You are cautioned to read such websites'
terms and conditions and/or privacy policies before using the Sites. You acknowledge that
Cyi AI has no control over such third parties' websites, does not monitor such websites,
and shall not be responsible or liable to anyone for such websites, or any content,
products or services made available on such websites.
3.5 You agree not to undertake any action to undermine the integrity of the computer
systems or networks of Cyi AI platform and/or any other User nor to gain unauthorized
access to such computer systems or networks.
3.6 You agree not to undertake any action which may undermine the integrity of Cyi AI
feedback system, such as leaving positive feedback for yourself using secondary Member
IDs or through third parties or by leaving unsubstantiated negative feedback for another
User.
3.7 By posting or displaying any information, content or material (“User Content”) on the
Platforms or providing any User Content to Cyi Ai or our representative(s), and to the
extent permitted under applicable laws, you grant an irrevocable, perpetual, worldwide,
royalty-free, and sub-licensable (through multiple tiers) license to Cyi Ai to display,
transmit, distribute, reproduce, publish, duplicate, adapt, modify, translate, create
derivative works, and otherwise use any or all of the User Content in any form, media,
or technology now known or not currently known in any manner and for any purpose which
may be beneficial to the operation of the Platform, the provision of any Services and/or
the business of the User. You confirm and warrant to Cyi AI that you have all the rights,
power and authority necessary to grant the above license. Information that is protected
under data protection laws will only be used and kept in compliance with those laws.
4. Member Accounts
4.1 User must be registered on the Platform to access or use some Services (a registered
User is also referred to as a “Member” below). Except with Cyi AI’s approval, one User may
only register one member account on the platform. Cyi AI may cancel or terminate a User’s
member account if we have reasons to suspect that the User has concurrently registered or
controlled two or more member accounts. Further, Cyi AI may reject User’s application for
registration for any reason at its sole discretion.
4.2 Upon registration on the Platforms, Cyi AI shall assign an account and issue a member
ID and password (the latter shall be chosen by a registered User during registration) to
each registered User.
4.3 A set of Member ID and password is unique to a single account. Each Member shall be
solely responsible for maintaining the confidentiality and security of your Member ID and
password and for all activities that occur under your account. No Member may share, assign,
or permit the use of your Member account, ID or password by another person outside the
Member’s own business entity. Member agrees to notify Cyi Ai immediately if you become
aware of any unauthorized use of your password or your account or any other breach of
security of your account.
4.4 Member agrees that all activities that occur under your account (including without
limitation, posting any company or product information, clicking to accept any Additional
Agreements or rules, subscribing to or making any payment for any services, sending emails
using the email account or sending SMS), using third-party software or platform will be
deemed to have been authorized by the Member.
4.5 Member acknowledges that sharing of your account with other persons, or allowing
multiple users outside of your business entity to use your account (collectively,
"multiple use"), may cause irreparable harm to Cyi Ai or other Users of the Platform.
Member shall indemnify Cyi Ai, our affiliates, directors, employees, agents and
representatives against any loss or damages (including but not limited to loss of profits)
suffered as a result of the multiple use of your account. Member also agrees that in case
of the multiple use of your account or Member’s failure to maintain the security of your
account, Cyi Ai shall not be liable for any loss or damages arising from such a breach and
shall have the right to suspend or terminate Member’s account without liability to
Member.
5. Member’s Responsibilities
5.1 Each Member represents, warrants and agrees that (a) you have full power and authority
to accept the Terms, to grant the license and authorization and to perform the
obligations hereunder; (b) you use the Services for individual/personal-business purposes
only; and (c) the address you provide when registering is the principal place of
residence-or-business of you-or-your business entity. For purposes of this provision,
a branch or liaison office will not be considered a separate entity and your principal
place of business will be deemed to be that of your head office.
5.2 Member will be required to provide information or material about your entity,
business or products/services as part of the registration process on the Platforms or
your use of any Service or the member account. Each Member represents, warrants and
agrees that (a) such information and material whether submitted during the registration
process or thereafter throughout the continuation of the use of the Platforms or Service
is true, accurate, current and complete, and (b) you will maintain and promptly amend all
information and material to keep it true, accurate, current and complete.
5.3 Upon becoming a Member, you consent to the inclusion of the contact information
about you in our Buyer/Client Database and authorize Cyi Ai and our affiliates to share
the contact information with other Users or otherwise use your personal information in
accordance with the Privacy Policy.
5.4 Each Member represents, warrants and agrees that
(a) you shall be solely responsible for obtaining all necessary third party licenses
and permissions regarding any User Content that you submit, post or display;
(b) any User Content that you submit, post or display does not infringe or violate any
of the copyright, patent, trademark, trade name, trade secrets or any other personal or
proprietary rights of any third party (hereafter referred to as “Third Party Rights”)
(c) you have the right and authority to sell, trade, distribute or export or offer to sell,
trade, distribute or export the products or services described in the User Content and
such sale, trade, distribution or export or offer does not violate any Third Party Rights
and
(d) you and/or your affiliates are not the subject of any trade restrictions, sanctions
or other legal restrictions enacted by any country, international organization or
jurisdiction.
5.5 Each Member further represents, warrants and agrees that the User Content that you
submit, post or display shall:
a) be true, accurate, complete and lawful;
b) not be false, misleading or deceptive;
c) not contain information that is defamatory, libellous, threatening or harassing,
obscene, objectionable, offensive, sexually explicit or harmful to minors;
d) not contain information that is discriminatory or promotes discrimination based on
race, sex, religion, nationality, disability, sexual orientation or age;
e) not violate other Terms or any applicable Additional Agreements
f) not violate any applicable laws and regulations (including without limitation those
governing export control, consumer protection, unfair competition, or false advertising)
or promote any activities which may violate any applicable laws and regulations;
g) not contain any link directly or indirectly to any other websites which includes any
content that may violate the Terms.
5.6 Each Member further represents, warrants and agrees that you shall/are:
a) carry on your activities on the Platform in compliance with any applicable laws and
regulations;
b) conduct your business transactions with other users of the Platform in good faith;
c) carry on your activities in accordance with the Terms and any applicable Additional
Agreements;
d) not use the Services to defraud any person or entity (including without limitation
sale of stolen items, use of stolen credit/debit cards);
e) not impersonate any person or entity, misrepresent yourself or your affiliation with
any person or entity;
f) not engage in spamming or phishing;
g) not engage in any other unlawful activities (including without limitation those which
would constitute a criminal offence, give rise to civil liability, etc) or encourage or
abet any unlawful activities;
h) not involve attempts to copy, reproduce, exploit or expropriate Cyi AI’s various
proprietary directories, databases and listings;
i) not involve any computer viruses or other destructive devices and codes that have the
effect of damaging, interfering with, intercepting or expropriating any software or
hardware system, data or personal information;
j) not involve any scheme to undermine the integrity of the data, systems or networks
used by Cyi Ai and/or any user of the Platform or gain unauthorized access to such data,
systems or networks;
k) not, and your director(s), officer(s), controlling party/ies, affiliates and legal
jurisdiction in which any of the foregoing persons or entities is organized or has
operations are not, persons or entities that are subject to any economic or fraud
sanctions of any governmental, international or regulatory entities; and
l) not engage in any activities that would otherwise create any liability for Cyi Ai or
our affiliates.
5.7 Member may not use the Services and member account to engage in activities which
are identical or similar to Cyi Ai’s business
5.8 If Member provides a business referee, Member represents, warrants and agrees that
you have obtained all necessary consents, approvals and waivers from your business partners
and associates to (a) act as your business referee; (b) post and publish their contact
details and information, reference letters and comments on their behalf; and (c) that
third parties may contact such business referees to support claims or statements made
about you. You further warrant and agree that all reference letters and comments are true
and accurate and third parties may contact the business referees without the need to
obtain your consent.
5.9 Member agrees to provide all necessary information, materials and approval, and render
all reasonable assistance and cooperation necessary for Cyi Ai’s provision of the Services,
evaluating whether Member has breached the Terms and/or handling any complaint against the
Member. If Member’s failure to do so results in delay in, or suspension or termination of,
the provision of any Service, Cyi AI shall not be obliged to extend the relevant service
period nor shall be liable for any loss or damages arising from such delay, suspension or
termination.
5.10 Member acknowledges and agrees that Cyi Ai shall not be required to actively monitor
nor exercise any editorial control whatsoever over the content of any message or material
or information created, obtained or accessible through the Services and/or Platform. Cyi
AI does not endorse, verify or otherwise certify the contents of any comments or other
material or information made by any Member. Each Member is solely responsible for the
contents of their communications and may be held legally liable or accountable for the
content of their comments or other material or information
5.11 Member acknowledges and agrees that each Member is solely responsible for observing
applicable laws and regulations in its respective jurisdictions to ensure that all use of
the Platform and Services are in compliance with the same.
6. Breaches by Members
6.1 Cyi AI reserves the right in our sole discretion to remove, modify or reject any User
Content that you submit to, post or display on the Platform and/or Services which we
reasonably believe is unlawful, violates the Terms, could subject Cyi Ai or our affiliates
to liability, or is otherwise found inappropriate in Cyi Ai’s opinion.
6.2 If any Member breaches any Terms, or if Cyi AI has reasonable grounds to believe that
a Member is in breach of any Terms, Cyi Ai shall have the right to take such disciplinary
actions as it deems appropriate, including without limitation:
(i) suspending or terminating the Member’s account and any and all accounts determined to
be related to such account by Cyi Ai in its discretion;
(ii) restricting, downgrading, suspending or terminating the subscription of, access to,
or current or future use of any Service;
(iii) removing any product listings or other User Content that the Member has submitted,
posted or displayed, or imposing restrictions on the number of product listings or User
Content that the Member may post or display;
(iv) imposing other restrictions on the Member’s use of any features or functions of any
Services as Cyi AI may consider appropriate in its sole discretion; and
(v) any other corrective actions, discipline or penalties as Cyi AI may deem necessary or
appropriate in its sole discretion.
6.3 Without limiting the generality of the provisions of the Terms, a Member would be
considered as being in breach of the Terms in any of the following circumstances:
a) upon complaint or claim from any third party, if Cyi AI has reasonable grounds to
believe that such Member has wilfully or materially failed to perform your contract with
such third party
b) Cyi Ai has reasonable grounds to suspect that such Member has used a stolen credit
card or other false or misleading information in any transaction with Cyi Ai or any
counterparty,
c) Cyi AI has reasonable grounds to suspect that any information provided by the Member
is not current or complete or is untrue, inaccurate, or misleading, or
d) Cyi AI believes that the Member’s actions may cause financial loss or legal liability
to Cyi AI or our affiliates or any other Users.
6.4 Cyi Ai reserves the right to cooperate fully with governmental authorities, private
investigators and/or injured third parties in the investigation of any suspected criminal
or civil wrongdoing. Further, to the extent permitted by applicable laws and policies,
Cyi Ai may disclose the Member's identity, contact information and/or information
regarding the Member's account(s), transactions or activities carried out on or via the
Platform, if requested by a government or law enforcement body, an injured third party,
or as a result of a subpoena or other legal action. Cyi AI shall not be liable for damages
or results arising from such disclosure, and Member agrees not to bring any action or
claim against Cyi AI for such disclosure.
6.5 Cyi AI may, at any time and in our reasonable discretion, impose limitations on,
suspend or terminate the Member’s use of any Services or the Platform without notice and
without being liable to the Member if Cyi AI has received notice that the Member is in
breach of any agreement or undertaking with any affiliate of Cyi AI and such breach
involves or is reasonably suspected of involving dishonest or fraudulent activities. Cyi
Ai shall not be required to investigate such breach or request confirmation from the
Member.
6.6 Each Member agrees to indemnify Cyi Ai, our affiliates, directors, employees, agents
and representatives and to hold them harmless, from any and all damages, losses, claims
and liabilities (including legal costs on a full indemnity basis) which may arise from
your submission, posting or display of any User Content, from your use of the Platform or
Services, or from your breach of the Terms.
6.7 Each Member further agrees that Cyi AI is not responsible, and shall have no liability
to you or anyone else for any User Content or other material transmitted via our services
or over the Platform, including fraudulent, untrue, misleading, inaccurate, defamatory,
offensive or illicit material and that the risk of damage from such material rests
entirely with each Member. Cyi Ai reserves the right, at our own expense, to assume the
exclusive defence and control of any matter otherwise subject to indemnification by the
Member, in which event the Member shall cooperate with Cyi Ai in asserting any available
defences.
7. Limitation of Liability
7.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES PROVIDED BY CYI AI ON OR THROUGH
ITS PLATFORM ARE PROVIDED "AS IS", "AS AVAILABLE" AND “WITH ALL FAULTS”, AND CYI AI HEREBY
EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED
TO, ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY,
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ALL SUCH WARRANTIES, REPRESENTATIONS,
CONDITIONS, AND UNDERTAKINGS ARE HEREBY EXCLUDED.
7.2 TO THE MAXIMUM EXTENT PERMITTED BY LAW, CYI AI MAKES NO REPRESENTATIONS OR WARRANTIES
ABOUT THE VALIDITY, ACCURACY, CORRECTNESS, RELIABILITY, QUALITY, STABILITY, COMPLETENESS
OR CURRENTNESS OF ANY INFORMATION PROVIDED ON OR THROUGH THE SERVICES AND/OR PLATFORM; CYI
AI DOES NOT REPRESENT OR WARRANT THAT THE MANUFACTURE, IMPORTATION, EXPORT, DISTRIBUTION,
OFFER, DISPLAY, PURCHASE, SALE AND/OR USE OF PRODUCTS OR SERVICES OFFERED OR DISPLAYED ON
THE PLATFORM DOES NOT VIOLATE ANY THIRD PARTY RIGHTS; AND CYI AI MAKES NO REPRESENTATIONS
OR WARRANTIES OF ANY KIND CONCERNING ANY PRODUCT OR SERVICE OFFERED OR DISPLAYED OR AVAILED
THROUGH THE PLATFORM
7.3 Any material downloaded or otherwise obtained through the Platforms is done at each
User's sole discretion and risk and each User is solely responsible for any damage to Cyi
Ai’s / User’s computer system or loss of data that may result from the download of any
such material. No advice or information, whether oral or written, obtained by any User
from Cyi Ai or through or from the Platform shall create any warranty not expressly stated
herein.
7.4 The Platforms may make available to User services or products provided by independent
third parties. No warranty or representation is made with regard to such services or
products. In no event shall Cyi Ai and our affiliates be held liable for any such services
or products.
7.5 Each User hereby agrees to indemnify and save Cyi Ai, our affiliates, directors,
officers and employees harmless, from any and all losses, claims, liabilities (including
legal costs on a full indemnity basis) which may arise from such User's use of the
Platforms or Services (including but not limited to the display of such User's information
on the Platforms) or from your breach of any of the terms and conditions of the Terms.
Each User hereby further agrees to indemnify and save Cyi Ai, our affiliates, directors,
officers and employees harmless, from any and all losses, damages, claims, liabilities
(including legal costs on a full indemnity basis) which may arise from User's breach of
any representations and warranties made by User to Cyi AI, including but not limited to
those set forth in Section 5 hereunder.
7.6 Each User hereby further agrees to indemnify and save Cyi AI, our affiliates,
directors, officers and employees harmless, from any and all losses, damages, claims,
liabilities (including legal costs on a full indemnity basis) which may arise, directly or
indirectly, as a result of any claims asserted by Third Party Rights claimants or other
third parties relating to products offered or displayed on the Platform. Each User hereby
further agrees that Cyi AI is not responsible and shall have no liability to you, for any
material posted by others, including defamatory, offensive or illicit material and that
the risk of damages from such material rests entirely with each User. Cyi Ai reserves the
right, at our own expense, to assume the exclusive defence and control of any matter
otherwise subject to indemnification by you, in which event you shall cooperate with Cyi
AI in asserting any available defences.
7.7 Cyi Ai shall not be liable for any special, direct, indirect, punitive, incidental or
consequential damages or any damages whatsoever (including but not limited to damage for
loss of profits or savings, business interruption, loss of information), whether in
contract, negligence, tort, equity or otherwise or any other damages resulting from any
of the following:
a) the use or the inability to use the Platform or Services;
b) any defect in platform, samples, data, information or services purchased or obtained
from us or any other third party through the Platform;
c) unauthorized access by third parties to data or private information of any User;
d) statements or conduct of any User of the Platform; or;
e) any matters relating to Services however arising, including negligence.
7.8 The limitations and exclusions of liability to you under the Terms shall apply to the
maximum extent permitted by law and shall apply whether or not Cyi AI has been advised of
or should have been aware of the possibility of any such losses arising.
8. Force Majeure
8.1 Under no circumstances shall Cyi AI be held liable for any delay or failure or
disruption of the content or services provided through the Platform and/or services
resulting directly or indirectly from acts of nature, forces or causes beyond our
reasonable control, including without limitation, Internet failures, computer,
telecommunications or any other equipment failures, electrical power failures, strikes,
employee disputes, riots, insurrections, civil disturbances, shortages of employee or
materials, fires, flood, storms, explosions, acts of God, war, governmental actions,
orders of domestic or foreign courts or tribunals or non-performance of third
parties.
9. Intellectual Property Rights
9.1 All title and ownership in the Platform and Platform Content shall remain with Cyi
AI. You may not use any trademark, service mark or logo of Platform without prior
written approval from Cyi Ai.
9.2 The unauthorized copying, modification, use or publication of the marks and/or service of
Platform is strictly prohibited.
9.3 Cyi Ai may have independent third parties involved in the provision of the Services.
You may not use any trademark, service mark or logo of such independent third parties
without prior written approval from such parties.
10. General Provisions
10.1 If any provision of the Terms is held to be invalid or unenforceable, such provision
shall be deleted and the remaining provisions shall remain valid and be enforced.
10.2 Headings are for reference purposes only and in no way define, limit, construe or
describe the scope or extent of such section.
10.3 Cyi Ai’s failure to enforce any right or failure to act with respect to any breach
by you under the Terms will not constitute a waiver of that right nor a waiver of Cyi AI’s
right to act with respect to subsequent or similar breaches.
10.4 Cyi Ai shall have the right to assign the Terms (including all of our rights,
titles, benefits, interests, and obligations and duties in the Terms to any person or
entity (including any affiliates of Cyi Ai). You may not assign, in whole or part, the
Terms to any person or entity.
This Policy or Terms are in effect from the day you start using our
services.