Terms of Service
Operated by Karya, a partnership firm registered in India (Reg. No. 3263 of 2026).
Effective Date: June 6, 2026 · Last Updated: June 12, 2026
These Terms of Service ("Terms") govern your access to and use of KaryaClaw, an AI agent platform (the "Platform" or "Service"), operated by Karya, a partnership firm registered in India having its principal place of business at C4/94, Safdarjung Development Area, Delhi 110016, India ("Karya", "we", "us", "our"). By creating an account, purchasing or activating a subscription, accessing an Instance, or otherwise using the Platform in any capacity, you ("User", "Customer", "you", "your") agree to be bound by these Terms in full. If you do not agree, you must not access or use the Platform.
These Terms constitute a legally binding agreement between you and Karya. Please read them carefully. They include important provisions that limit our liability (Section 12), require you to indemnify us (Section 13), and require disputes to be resolved by binding arbitration (Section 17).
1. About the Platform
1.1.KaryaClaw is a cloud-hosted, AI-powered agent platform that provides each Customer with a personalised AI assistant and autonomous agent capable of performing tasks, generating content, answering queries, executing actions, and automating workflows, as described in the Platform's documentation and feature descriptions.
1.2. The Platform is built upon the Hermes autonomous agent framework and the OpenClaw agent toolset, together with orchestration, integration, configuration, security, and interface layers that are proprietary to Karya.
1.3.The Platform is provided as a Software-as-a-Service (SaaS) product. Each Customer is provisioned a dedicated, isolated container environment (an "Instance") in which the Customer's AI agent runs and the Customer's data is stored. Instances are logically separated from those of other Customers.
1.4.To generate AI outputs, the Platform transmits Customer inputs to a third-party serverless inference provider (the "Inference Provider") that runs an open-source AI model (the "Open-Source Model") on a transient, per-request basis and returns the resulting output to your Instance. The Inference Provider and the Open-Source Model may be changed by Karya at its discretion to improve performance, reduce cost, maintain security, or comply with applicable terms and licences.
1.5. The Platform is currently offered to Customers in India. References in these Terms to data-protection laws of other jurisdictions apply only where and when Karya makes the Platform available to Customers in those jurisdictions, or where such laws otherwise apply to a given processing activity.
1.6.Karya operates the Platform under the brand "Karya Infrastructure". References to "Karya Infrastructure" in product, website, or marketing materials mean Karya, the registered partnership firm identified above.
2. Definitions
In these Terms, unless the context requires otherwise:
- "Account" means the account you register to access the Platform.
- "Customer Data" or "Customer Content" means all data, inputs, prompts, instructions, files, conversation history, configurations, and other content that you upload to, input into, or generate through the Platform, including any personal data contained therein.
- "Instance" means the dedicated, isolated container environment provisioned to you, in which your AI agent runs and your Platform environment operates.
- "Inference Provider" means the third-party serverless inference provider engaged by Karya to run the Open-Source Model and generate Output.
- "Open-Source Model" means the open-source artificial intelligence model used to generate Output, as selected and updated by Karya from time to time.
- "Output" means any content, result, action, or response generated, produced, or executed by the Platform in response to Customer Data.
- "Applicable Data Protection Law"means all data-protection and privacy laws applicable to a processing activity, including the Digital Personal Data Protection Act, 2023 (India) and its rules (the "DPDP Act"), and, where and when applicable, the EU General Data Protection Regulation 2016/679 ("GDPR") and the UK GDPR.
- "Subscription" means a paid plan granting access to one or more Instances of the Platform.
3. Eligibility, Accounts & Access
3.1 Eligibility
You must be at least 18 years of age and have the legal capacity to enter into a binding agreement to use the Platform. By creating an Account, you represent and warrant that you meet these requirements and that, where you act on behalf of an entity, you are authorised to bind that entity to these Terms.
3.2 Account Creation
To use the Platform you must create an Account by providing a valid email address and any other information requested during registration. You are responsible for the accuracy of the information you provide and for keeping your Account credentials secure. You are responsible for all activity that occurs under your Account or on your Instance. You must notify us immediately at the address in Section 19 if you suspect any unauthorised access to your Account or Instance.
3.3 Individual & Team Accounts
The Platform supports individual Accounts. Where team or organisation Accounts with multiple users under a single billing entity are offered, the Account administrator is responsible for managing user access and for ensuring that all users under the Account comply with these Terms. The billing entity remains liable for all use under its Account.
3.4 One Account Per User
Each User may maintain only one active Account unless explicitly authorised by Karya. We reserve the right to suspend or terminate duplicate Accounts.
3.5 Business Use
You represent and warrant that you access and use the Platform for business or commercial purposes, and not for personal, household, or consumer use. The Platform is designed, marketed, and priced for business users.
4. Subscriptions, Instances & Pricing
4.1 Per-Instance Subscription
Access to the Platform is provided on a per-Instance subscription basis. The standard subscription fee is INR 20,000 (Rupees Twenty Thousand) per Instance per month, exclusive of applicable taxes, billed in advance. Each Instance is a separately provisioned, dedicated environment; where you require more than one Instance, a separate fee applies to each Instance.
4.2 Plan Details and Resource Allocation
Each Instance is provisioned with the computing resources, usage parameters, and feature set described on the Platform or in the applicable order. Instances are intended for normal, good-faith use. Karya may apply fair-use limits, rate limits, and resource ceilings, and may require you to upgrade or provision additional Instances where your usage materially exceeds the resources allocated to your Instance or adversely affects the Platform or other Customers.
4.3 Discounted First Period
New subscribers may be eligible for a discounted first billing period, as advertised at the time of sign-up. Any discounted rate applies to the first billing cycle only; subsequent cycles are billed at the standard rate.
4.4 Annual Plans
Where offered, annual subscription plans are billed upfront for the full year, may be offered at a discount to the equivalent monthly rate, and are non-refundable (see Section 5.4).
4.5 Referral Programme
Karya may offer a referral programme providing incentives (such as credits or discounted billing) to Customers who refer new subscribers. Referral terms, eligibility, and incentive values are published separately and may be modified or discontinued at Karya's discretion. Abuse of the referral programme — including self-referrals, fraudulent sign-ups, or manipulation of referral mechanics — may result in forfeiture of incentives and Account suspension.
4.6 Pricing Changes
Karya reserves the right to modify subscription pricing with written notice. For monthly subscribers, pricing changes take effect at the start of the next billing cycle following notice. For annual subscribers, pricing changes take effect at the next renewal date.
5. Payment & Billing
5.1 Payment Methods
Payment shall be made through the payment methods available on the Platform (which may include credit/debit cards, UPI, net banking, or other payment processors). You are responsible for ensuring your payment method is valid and has sufficient funds, and for any fees charged by your payment provider.
5.2 Auto-Renewal
All subscriptions (monthly and annual) auto-renew at the end of each billing cycle at the then-current rate, unless cancelled before the renewal date. By subscribing, you authorise Karya to charge your payment method on each renewal date until you cancel.
5.3 Cancellation
You may cancel your subscription at any time through your Account settings. Cancellation takes effect at the end of the current billing cycle. You retain access until the end of the period already paid for. No partial refunds are provided for unused portions of a billing cycle.
5.4 No Refunds
All payments are non-refundable. This includes monthly subscription fees, annual subscription fees, per-Instance fees, any additional purchases, and any promotional or discounted payments. By subscribing, you acknowledge and accept this no-refund policy, except where a refund is required by mandatory applicable law that cannot be excluded by agreement. How cancellation, refunds, and failed payments work in practice is summarised in our Cancellation & Refunds Policy.
5.5 Non-Payment & Access Revocation
If a payment fails or is not received by the due date, access to the Platform and your Instance may be suspended or revoked. Your Account will be retained, and your Instance will be paused and preserved for a reactivation window of seven (7) days from the end of the period already paid for, during which you may restore it by completing the outstanding payment. After this window, Karya reserves the right to permanently de-provision your Instance and delete the data stored within it in accordance with Section 6.6. Your Account itself remains available for re-subscription unless you delete it.
5.6 Taxes
All prices are exclusive of applicable taxes unless stated otherwise. You are responsible for all taxes, duties, and levies applicable to your purchase, including but not limited to Goods and Services Tax (GST) in India, VAT, or sales tax as required by your jurisdiction, other than taxes on Karya's net income.
6. Customer Data, Privacy & Security
6.1 Data Storage and Tenancy
Customer Data stored at rest resides within your dedicated, isolated Instance and is logically separated from other Customers' instances. Storage is included in your subscription at no additional charge, subject to the resource allocation of your Instance.
6.2 Data Ownership
You retain ownership of all Customer Data you upload to or create through the Platform. Karya does not claim ownership of your Customer Content.
6.3 No Use for Model Training
Karya does not use Customer Data to train, fine-tune, or improve any AI model. Customer Data is used solely to provide the Platform's services to you and is not sold, or shared with or accessed by third parties for model-development purposes.
6.4 Inference Processing
To generate Output, your inputs are transmitted to the Inference Provider, which runs the Open-Source Model on a transient, per-request basis and returns the Output to your Instance. Karya contractually requires the Inference Provider to process such inputs solely to generate your Output and not to retain, log beyond what is operationally necessary, train on, or otherwise reuse Customer Data. Karya cannot, however, guarantee the internal practices of any third party beyond the commitments that third party has made, and your use of the Platform constitutes acceptance that inputs are processed by the Inference Provider for this purpose.
Chat message content exchanged between you and your AI agent is not stored in Karya's central database; only aggregate token counts are retained for billing and usage tracking. Where you enable agent memory, conversation summaries and contextual information are stored within your isolated Instance and are destroyed when the Instance is terminated. System prompts and agent configuration you provide are stored to operate the agent and are treated as your Customer Content.
6.5 Data Security
Karya applies reasonable technical and organisational measures designed to protect Customer Data against unauthorised access, loss, alteration, or destruction. However, no system is completely secure, and Karya does not warrant or guarantee absolute security. You are responsible for maintaining the security of your credentials and for the security configuration of any integrations you connect to your Instance.
6.6 Data Retention & Deletion
Customer Data is retained for as long as your Account is active and your Instance exists. Upon cancellation or expiry of your subscription, your Instance (including the Customer Data and agent memory stored within it) is paused and retained for seven (7) days to allow for reactivation. After this period, Karya reserves the right to permanently de-provision your Instance and delete all associated Customer Data. If you delete your Account, your Account data is deleted and your Instance is destroyed immediately. Except as required by Applicable Data Protection Law, Karya is under no obligation to retain, export, or provide copies of Customer Data after deletion.
6.7 Data Export
While your Account is active, you may export Customer Data through any export functionality made available on the Platform. Karya does not guarantee the availability of export in any specific format.
7. Data Protection & Regulatory Compliance
7.1 Roles of the Parties
In respect of personal data contained in Customer Data that you submit to the Platform relating to your own end users or third parties, you act as the Data Fiduciary / controller and Karya acts as a Data Processor / processor, processing such personal data on your documented instructions for the purpose of providing the Platform. In respect of Account, registration, billing, and Platform-administration data, Karya acts as the Data Fiduciary / controller. You are responsible for ensuring you have a valid legal basis and any required consents for the Customer Data you submit.
7.2 India — Digital Personal Data Protection Act, 2023
Where the DPDP Act applies, each party shall comply with its respective obligations thereunder. You are responsible for obtaining and maintaining the consents and notices required from Data Principals in respect of Customer Data you submit. Karya will provide reasonable assistance to enable you to respond to requests by Data Principals to exercise their rights (including access, correction, completion, updating, erasure, grievance redressal, and nomination) and to meet your obligations under the DPDP Act.
7.3 EU/EEA and UK (where and when applicable)
The Platform is currently offered to Customers in India. Where and when Karya makes the Platform available to Customers in the EEA or the UK, or otherwise processes personal data subject to the GDPR or the UK GDPR: (a) the parties will enter into a separate Data Processing Agreement incorporating the terms required by Article 28 GDPR; (b) transfers of personal data outside the EEA or UK will use a valid mechanism, such as the EU Standard Contractual Clauses (2021) and/or the UK International Data Transfer Addendum; (c) data subject rights under Articles 15 to 22 GDPR will be supported; and (d) Karya will appoint a representative in the EU under Article 27 GDPR where required. Until such a Data Processing Agreement is executed with Karya, the Platform should not be used to process personal data of EEA or UK data subjects in reliance on GDPR-specific safeguards.
7.4 Sub-Processors
You authorise Karya to engage sub-processors to provide the Platform, including the Inference Provider and the cloud/hosting infrastructure provider on which Instances run. Karya remains responsible for the performance of its sub-processors' data-protection obligations to the extent required by Applicable Data Protection Law. Karya may add or replace sub-processors and will, where required by law, provide a means to be informed of such changes.
7.5 Breach Notification
Where required by Applicable Data Protection Law, Karya will notify the relevant Customer and/or supervisory authority of a personal data breach affecting Customer Data without undue delay after becoming aware of it, and will provide reasonable information to assist the Customer in meeting the Customer's own notification obligations.
7.6 Privacy Policy
Our collection, use, and handling of personal data for which Karya is the controller is further described in our Privacy Policy. By using the Platform you acknowledge the practices described in the Privacy Policy.
8. Acceptable Use
8.1 Permitted Use
You may use the Platform for lawful personal or business purposes in accordance with these Terms and the Platform documentation.
8.2 Prohibited Use
You shall not, and shall not permit any person or agent acting under your Account or Instance to:
- Engage in any activity that is illegal, fraudulent, or harmful under applicable law;
- Generate, store, or distribute content that is illegal, defamatory, obscene, threatening, hateful, discriminatory, or that promotes violence or harm, or that constitutes child sexual abuse material;
- Infringe or violate any third-party intellectual property rights, privacy rights, or other legal rights;
- Use the Hermes agent or any automation feature to access, scrape, interact with, or take actions against any third-party system, account, or data without lawful authorisation, or in violation of any third party's terms of service;
- Generate, distribute, or facilitate malware, exploits, spam, phishing, denial-of-service activity, or other attacks;
- Attempt to gain unauthorised access to the Platform, other Customers' Instances or Accounts, or Karya's systems or infrastructure;
- Reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code, model weights, algorithms, prompts, configurations, or underlying architecture of the Platform, except to the extent such restriction is prohibited by applicable law;
- Resell, sublicense, redistribute, or commercially exploit access to the Platform or its Output without Karya's prior written consent;
- Use the Platform to build, train, or benchmark a competing product, agent, model, or service, or to replicate the Platform;
- Circumvent, disable, or interfere with any security, access control, rate-limiting, resource ceiling, or usage-tracking feature of the Platform or your Instance;
- Use automated scripts, bots, or tools to access the Platform in a manner that exceeds the resources allocated to your Instance or circumvents usage limits;
- Misrepresent your identity or impersonate another person or entity;
- Violate the licence terms or acceptable-use policy applicable to the Open-Source Model or any third-party or open-source component; or
- Use the Platform in any manner that could damage, disable, overburden, or impair Karya's infrastructure or interfere with other Customers' access.
8.3 Consequences of Violation
Karya reserves the right to investigate suspected violations. If a violation is confirmed, Karya may, at its sole discretion, issue a warning, suspend your Account or Instance temporarily, terminate your Account permanently, remove offending content, and/or report the activity to relevant authorities. No refund shall be provided in the event of suspension or termination for violation of these Terms.
9. AI and Agent-Generated Outputs
9.1 Nature of AI Outputs
The Platform generates Output using artificial intelligence. Output is probabilistic in nature and may contain errors, inaccuracies, omissions, biases, or unexpected results. Karya does not warrant that any Output will be accurate, complete, current, legally compliant, or fit for any particular purpose.
9.2 Autonomous Agent Actions
The Platform includes autonomous agent functionality that can take actions, execute tasks, and automate workflows on your behalf based on your configuration and instructions. You are solely responsible for configuring appropriate guardrails, approvals, scopes, and human oversight for the agent, and for all actions taken by the agent under your Account or Instance, including any actions affecting third parties or third-party systems. Karya shall not be liable for actions taken by the agent in accordance with your configuration or instructions.
9.3 Your Responsibility
You are solely responsible for reviewing, verifying, and validating all Output before relying on it, publishing it, or incorporating it into any decision, product, or service. You shall not rely on Output in high-stakes contexts — including but not limited to medical, legal, financial, tax, safety-critical, or regulatory decisions — without appropriate human review and qualified professional advice.
9.4 No Guarantee of Consistency
Output may vary between requests, even for identical inputs. The Platform does not guarantee consistent, repeatable, or deterministic results.
9.5 Changes to the Open-Source Model and Inference Provider
The Open-Source Model and Inference Provider underlying the Platform may be updated, replaced, or deprecated. Such changes may affect the quality, style, latency, or characteristics of Output. Karya shall not be liable for changes attributable to such updates or to third-party provider or open-source maintainer decisions.
10. Intellectual Property
10.1 Platform Ownership
The Platform — including its design, interface, code, orchestration, integration of the Hermes agent and OpenClaw, AI configurations, prompts, workflows, branding (including the names "KaryaClaw" and "Karya"), documentation, and all associated intellectual property — is and shall remain the sole property of Karya. Nothing in these Terms grants you any ownership interest in the Platform. The fact that the Platform incorporates open-source components does not grant you any rights in Karya's proprietary platform beyond those expressly granted in these Terms.
10.2 Your Content
You retain ownership of all Customer Content you input into the Platform and, as between you and Karya, of Output generated based on your inputs, subject to any rights held by, and any licence or acceptable-use terms of, the Open-Source Model and third-party providers. Karya makes no representation regarding your ownership of, or right to use, Output, and recommends you independently review the applicable model and provider terms.
10.3 Licence to Karya
By using the Platform, you grant Karya a limited, non-exclusive, worldwide, royalty-free licence to host, process, store, and transmit Customer Data solely to provide and support the Platform for you. This licence terminates when the relevant Customer Data is deleted in accordance with Section 6.6.
10.4 Feedback
If you provide feedback, suggestions, or feature requests to Karya, you grant Karya an unrestricted, perpetual, irrevocable, royalty-free licence to use such feedback for any purpose, including improving the Platform, without any obligation to you.
11. Third-Party Services & Open-Source Components
11.1. The Platform relies on third-party services, including the Inference Provider and the cloud/hosting infrastructure provider on which Instances run, and on open-source software components, including the Open-Source Model. Your use of the Platform is subject to the applicable terms, licences, and acceptable-use policies of those third parties and open-source components, to the extent they govern your use of the relevant functionality.
11.2.Karya does not control and is not responsible for the availability, performance, security practices, or terms of third-party services. Any integrations you connect to your Instance (for example, external tools, data sources, or APIs) are used at your own risk and subject to the relevant third party's terms.
11.3. Karya shall not be liable for any loss or damage arising from third-party services, open-source components, or integrations, including outages, changes, deprecation, or security incidents attributable to them.
12. Disclaimers & Limitation of Liability
12.1 "As Is" Basis
The Platform is provided on an "as is" and "as available" basis, without any warranties of any kind, whether express, implied, or statutory. To the maximum extent permitted by applicable law, Karya disclaims all implied warranties, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, title, and accuracy.
12.2 No Uptime Guarantee
Karya does not guarantee uninterrupted, error-free, or secure access to the Platform. The Platform may be subject to downtime for maintenance, updates, or circumstances beyond Karya's control (including Inference Provider, cloud-provider, or other third-party outages). Karya shall not be liable for any loss or damage resulting from Platform unavailability.
12.3 Limitation of Liability
To the maximum extent permitted by applicable law, the total aggregate liability of Karya and its partners, employees, contractors, and affiliates to you, arising out of or in connection with these Terms, the Platform, any Instance, any Output, or any act or omission of Karya — whether in contract, tort (including negligence), breach of statutory duty, indemnity, or otherwise — shall not in any circumstances exceed an amount equal to fifty percent (50%) of the total fees paid by you to Karya in respect of the affected Instance(s) during the twelve (12) months immediately preceding the event giving rise to the claim (or, where you have used the Platform for less than twelve (12) months, fifty percent (50%) of the total fees paid by you during that shorter period).
12.4 Exclusion of Consequential Loss
To the maximum extent permitted by applicable law, in no event shall Karya be liable for any indirect, special, incidental, punitive, exemplary, or consequential losses or damages, including but not limited to loss of profit, loss of revenue, loss of data, loss of goodwill, loss of business opportunity, or reputational harm, even if Karya has been advised of the possibility of such losses.
12.5 Liabilities That Cannot Be Excluded
Nothing in these Terms excludes or limits Karya's liability for fraud or fraudulent misrepresentation, for death or personal injury caused by Karya's negligence, or for any other liability that cannot lawfully be excluded or limited under applicable law. Where any limitation or exclusion in this Section is held by a court or tribunal of competent jurisdiction to be unenforceable, that limitation or exclusion shall apply to the maximum extent permitted by law, and the remaining provisions of this Section shall continue in full force and effect. Where you deal as a consumer and mandatory laws of your country of residence grant you rights that cannot be waived by agreement, nothing in these Terms limits those rights.
12.6 Basis of the Bargain
You acknowledge that the fees charged for the Platform reflect the allocation of risk set out in these Terms, and that the disclaimers and limitations in this Section are an essential basis of the bargain between you and Karya.
12.7 Force Majeure
Karya shall not be liable for any delay or failure in performance resulting from causes beyond its reasonable control, including but not limited to natural disasters, epidemic or pandemic, war, terrorism, civil unrest, government action, labour disputes, internet or telecommunications failures, power failures, or the unavailability of third-party AI, inference, or cloud infrastructure services.
13. Indemnification
You agree to indemnify, defend, and hold harmless Karya and its partners, employees, contractors, agents, and affiliates from and against any and all claims, demands, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to:
- Your use of the Platform, any Instance, the agent functionality, or any Output;
- Any action taken by the agent under your Account, Instance, configuration, or instructions, including actions affecting third parties;
- Your Customer Data, including any personal data you submit and your compliance with Applicable Data Protection Law in respect of it;
- Your violation of these Terms or of any applicable law or regulation; and
- Your infringement or violation of any third-party rights.
Karya may, at its option, assume the exclusive defence and control of any matter subject to indemnification by you, in which case you shall cooperate with Karya. You shall not settle any such matter in a manner that imposes any obligation or admission on Karya without Karya's prior written consent.
14. Confidentiality
14.1."Confidential Information" means non-public information disclosed by one party to the other that is designated as confidential or that should reasonably be understood to be confidential given its nature and the circumstances of disclosure, including the non-public features, performance, and pricing of the Platform.
14.2.The receiving party shall protect the disclosing party's Confidential Information using at least a reasonable standard of care, shall use it only to exercise its rights and perform its obligations under these Terms, and shall not disclose it to third parties except to its personnel, advisers, or sub-processors who are bound by confidentiality obligations and have a need to know. This Section does not apply to information that is or becomes public through no fault of the receiving party, was lawfully known prior to disclosure, is independently developed, or is required to be disclosed by law (in which case, where lawful, the receiving party shall give reasonable notice).
15. Term, Suspension & Termination
15.1 Termination by You
You may close your Account at any time through your Account settings or by contacting us at support@the-karya.com. Account closure is subject to the cancellation terms in Section 5.3.
15.2 Suspension or Termination by Karya
Karya reserves the right to suspend or terminate your Account or Instance, in whole or in part, with or without prior notice, if: (a) you breach any provision of these Terms; (b) you engage in any prohibited use described in Section 8; (c) your payment is overdue and not resolved within the grace period; (d) we are required to do so by law, regulation, or court order; or (e) your use of the Platform poses a security risk or risk of harm to other Customers, third parties, or Karya's infrastructure.
15.3 Effect of Termination
Upon termination, your access to the Platform and your Instance is revoked. Any unused subscription time is forfeited and non-refundable, except where a refund is required by mandatory applicable law. Data de-provisioning and deletion follow the timeline in Section 6.6.
15.4 Survival
Sections that by their nature should survive termination — including but not limited to Sections 5.4, 6, 7, 8, 9, 10, 11, 12, 13, 14, 16, 17, and 18 — shall survive the termination or expiration of these Terms.
16. Modifications to Terms and Platform
16.1 Modifications to Terms
Karya reserves the right to modify these Terms at any time. Updated Terms will be posted on the Platform and at the-karya.com/terms. Material changes will be notified to you via email or through the Platform interface. Your continued use of the Platform after the effective date of updated Terms constitutes acceptance of those changes. If you do not agree with any modification, you must cease using the Platform and cancel your subscription.
16.2 Modifications to the Platform
Karya reserves the right to modify, update, or discontinue any feature or functionality of the Platform at any time, with or without notice. This includes changes to the Hermes agent, OpenClaw components, the Open-Source Model, the Inference Provider, pricing, interface design, and available features. Karya shall not be liable for any modification, suspension, or discontinuation of Platform features, subject to Section 12.5.
17. Governing Law & Dispute Resolution
17.1 Governing Law
These Terms are governed by and construed in accordance with the laws of India, without regard to its conflict of law provisions.
17.2 Dispute Resolution
Any dispute arising out of or relating to these Terms shall first be resolved through good-faith negotiation within thirty (30) days of written notice. If unresolved, the dispute shall be referred to and finally resolved by binding arbitration under the Arbitration and Conciliation Act, 1996 (India), by a sole arbitrator appointed by mutual agreement. The seat and venue of arbitration shall be New Delhi, India, and the language of arbitration shall be English. The award shall be final and binding on the parties.
17.3 Injunctive Relief
Nothing in this Section prevents Karya from seeking urgent injunctive or interim relief from a court of competent jurisdiction to protect its intellectual property, Confidential Information, or to prevent irreparable harm.
17.4 Mandatory Consumer Rights
Where you deal as a consumer and the mandatory law of your country of residence grants you a right to bring proceedings in your local courts or under local consumer-protection law that cannot be excluded by agreement, nothing in this Section deprives you of that right.
18. Miscellaneous
18.1. Entire Agreement. These Terms, together with the Privacy Policy, any applicable order, and any additional terms referenced herein, constitute the entire agreement between you and Karya regarding the Platform and supersede all prior agreements and understandings.
18.2. Severability. If any provision of these Terms is found unenforceable, it shall be modified to the minimum extent necessary to make it enforceable or, if it cannot be so modified, severed, without affecting the remaining provisions.
18.3. Waiver. No failure or delay by Karya in exercising any right shall constitute a waiver of that right, and no waiver shall be effective unless in writing.
18.4. Assignment.You may not assign or transfer your rights or obligations under these Terms without Karya's prior written consent. Karya may assign its rights and obligations, including in connection with a merger, acquisition, reorganisation, or sale of assets, without your consent.
18.5. No Third-Party Beneficiaries.Except for Karya's partners, employees, contractors, and affiliates in respect of Sections 12 and 13, these Terms do not confer any rights on any third party.
18.6. Notices. Karya may send notices to you via the email address associated with your Account or through the Platform interface. You may send notices to Karya at support@the-karya.com.
18.7. Relationship of the Parties. The parties are independent contractors. Nothing in these Terms creates any partnership, joint venture, agency, or employment relationship between them.
18.8. Language. These Terms are made in the English language, which shall be the controlling language for all purposes.
19. Contact
If you have questions about these Terms, please contact us:
- Karya
- C4/94, Safdarjung Development Area, Delhi 110016, India
- Email: support@the-karya.com
- Web: the-karya.com