Sign-Up for access to Purple Fabric

By clicking “I Agree”, executing an Order Form, or accessing the Software, the entity identified during registration (“Customer”) agrees to these Terms of Service (“Terms”). The individual accepting represents that they are authorized to bind the Customer.

1. Scope & License

Upon acceptance of the Order Form by the Customer and compliance with these Terms, Intellect grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the Subscription Term to access and use the Software solely for internal business operations. Further Intellect grants the Customer a non-exclusive right to utilize the Software for the configuration, development, deployment, and operation of AI Agents or AI Digital Experts. “AI Agents or AI Digital Experts” refers to a software capability built by the user through the Platform, incorporating artificial intelligence, machine learning, or similar technologies i.e. enterprise knowledge garden. No rights are granted except as expressly stated.

2. Order Forms & Fees

Services, subscription scope, pricing, and term shall be as specified in a document called the “Order Form”. Fees are non-refundable.

All Fees are exclusive of applicable taxes (including GST). Late payments may attract interest at 1.5% per month or the maximum permitted by law.

3. Customer Obligations

Customer shall ensure users:

1. comply with these Terms and maintain security of access credentials and shall be entirely responsible for maintaining the confidentiality of your password and account
2. Use the Software only in compliance with applicable law
3. Not reverse engineer, copy, resell, or exploit the Software

The Customer and its users are expressly prohibited from using the Software or building or deploying AI Agents designed to:

• Violate applicable laws, statutes, or regulatory requirements;
• Infringe upon the intellectual property, proprietary rights, or privacy of any third party;
• Generate, transmit, or disseminate content that is harmful, fraudulent, discriminatory, or otherwise illicit; or
• Subvert, bypass, or interfere with the Software’s technical safeguards, rate limits, or security infrastructure.

The Customer is responsible for all acts and omissions of its users.

4. Intellectual Property

Intellect retains all rights, title, and interest in the Software, including all software, documentation, trade secrets, and derivatives. Customer retains ownership of data uploaded to the Software (“Customer Data”). Customer grants Intellect a limited, worldwide, royalty-free license to host, process, transmit, and display Customer Data solely to provide the Services. No implied licenses are granted.

5. Compliance with Laws and Data Protection

Each party shall comply with the Digital Personal Data Protection Act, 2023, associated rules and other applicable laws. Where Intellect processes Personal Data on behalf of Customer: Intellect shall implement reasonable security safeguards. Customer warrants that it has obtained valid consent for all Personal Data provided.

6. Confidentiality

The receiving party will not disclose or make available to any third party any Confidential Information of the disclosing party. “Confidential Information” means and includes all information in any form except (i) Confidential Information already available with the receiving party prior to this Terms, (ii) Information independently developed by receiving party without reference to Confidential Information of the disclosing party, (ii) Information available or generally known to the public without breach, (iv) Information rightfully furnished to the receiving party by a third party without restrictions on its further disclosure (v) Information is required to be disclosed under law by the receiving party (and in such event, receiving party shall use reasonable efforts to notify the disclosing party, prior to such disclosure and where it is legally permitted). Confidentiality obligation listed under this section shall survive for a period of five (5) years.

7. Warranties

Intellect warrants that it has the authority to enter into these Terms. Except as expressly stated, Services are provided “as is”. All other warranties implied or otherwise are disclaimed to the maximum extent permitted under law.

Disclaimer of Output Accuracy: The Customer acknowledges and agrees that the Services utilize artificial intelligence, machine learning, and similar technologies to generate Outputs (including text, data, code, or images). Intellect provides the Services on an “as-is” and “as-available” basis. Intellect makes no warranties, express or implied, regarding the accuracy, completeness, reliability, or timeliness of any Output generated by the Platform.

Nature of AI: The Customer understands that (i) Outputs may contain errors, omissions, or “hallucinations” (factually incorrect information generated as a result of probabilistic modelling). (ii) The Service may produce the same or similar results for other users of the Platform.

The Customer is solely responsible for verifying the accuracy and appropriateness of any Output before relying on, publishing, or otherwise using such Output. Customer’s use of any Output is at its own risk. Company shall not be liable for any damages or losses arising from the Customer’s reliance on the accuracy of the Software’s results.

8. Indemnities

1. Customer Indemnity

Customer shall indemnify Intellect against any claims arising from (i) Customer Data disclosed to Intellect or submitted in the Software, (ii) Unlawful or unauthorized use of the Software, (iii) Violation of applicable law.

9. Limitation of Liability

IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. INTELLECT’S TOTAL AGGREGATE LIABILITY ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID BY CUSTOMER FOR THREE (3) MONTHS.

10. Suspension & Termination

Intellect may suspend access to the Software for the following reasons (i) For material breach by the Customer (ii) For security threats (iii) If required by law (iv) for non-payment. Intellect may terminate for material breach not cured within 30 days of notice. Upon termination: (a) All licenses granted to the Customer shall immediately terminate; (b) Customer shall pay all outstanding fees; (c) Customer shall return or destroy all Intellect Confidential Information.

11. Survival

Any provisions within these Terms which are intended to survive termination or expiry, including but not limited to provisions relating to payment obligations, intellectual property, limitation of liability, indemnity, and dispute resolution shall survive such termination or expiry.

12. Governing Law

These Terms are governed by the laws of India. Any disputes arising from or relating to these Terms shall be subject to the exclusive jurisdiction of courts in Chennai, Tamil Nadu, India.

13. Entire Agreement

These Terms including the applicable Order Form, constitutes the entire agreement between the parties and supersedes all prior agreements.