Limited Terms of Product Use

2.1 Nature of the Service and acceptance

Ask VAI is an internal organizational tool provided by Versoaltima India Pvt. Ltd., a company incorporated under the laws of India having its registered office at Navi Mumbai, Maharashtra, India ("we", "us"). It is provided for controlled, authenticated use by authorized members of the organization only. It is not a commercial product sold to the public; there is no commercial sale, no subscription, and no fees. These Limited Terms of Product Use ("Terms") form a legally binding contract between us and each authorized user ("you"). By creating an account, accepting an invitation, clicking "I agree", or using the Service, you confirm that you are competent to contract under Section 11 of the Indian Contract Act, 1872 and that you are an authorized member of the organization. The acceptance is recorded electronically and constitutes a valid contract under the Information Technology Act, 2000.

2.2 Product purpose and limits

Ask VAI is an internal platform for ticket tracking, HR, requirements, meetings, project monitoring, revenue-leakage visibility, KPI management, role-based dashboards, and AI-assisted operational insights. The Service supports decision-making but does not replace professional judgment, management review, legal advice, financial advice, HR judgment, technical quality assurance, statutory audit, or any regulated professional service. The Service is not designed for, and must not be used in: critical infrastructure control, medical decision-making, life-safety systems, defence or military operations, nuclear facilities, aviation control, or any other application where failure could lead to death, personal injury, or environmental damage.

2.3 Authorized access only

Access is restricted to authorized members of the organization. A Product Admin reviews, approves, rejects, or suspends organizations. After approval, an Org Admin may create users, assign roles, and configure KPI fields. Users are responsible for maintaining the confidentiality of their credentials. Passwords must not be shared. We will never send plain-text passwords by email. Each user is responsible for all activity that occurs under their account. No right of public or commercial access is granted by these Terms.

2.4 Roles and permissions

The Service supports roles including Product Admin, Org Admin, CxO, Manager, and User. The organization is responsible for assigning roles carefully, reviewing access periodically (at least quarterly), and removing access promptly when users leave or change roles. We are not liable for any misuse of access by authorized users.

2.5 Data ownership and licence

As between us and the organization, the organization retains all right, title, and interest in its tickets, requirements, KPI configurations, project data, HR records, meeting content, user records, Excel imports, Community Pulse content (ideas, concerns, help requests), and related operational content ("Organizational Data"). The organization grants us a limited, non-exclusive, royalty-free licence to host, process, transmit, copy, display, and back up Organizational Data solely as necessary to (a) operate, secure, support, and maintain the Service; (b) comply with law; and (c) generate aggregated/anonymized analytics that do not identify the organization or any individual. We will not use Organizational Data to train any AI model without consent, build advertising profiles, or sell or share Organizational Data with third parties for their own purposes.

2.6 Feedback licence

If you provide feedback, suggestions, ideas, or improvement requests ("Feedback"), you grant us a perpetual, irrevocable, royalty-free, sublicensable licence to use, modify, and incorporate Feedback into the Service or any other product without obligation or compensation. Feedback is provided voluntarily and is not confidential information.

2.7 Acceptable use

Users must not:

• access data belonging to another organization without authorization
• attempt to bypass authentication, authorization, tenant isolation, or security controls
• upload malware, harmful files, or content that violates Indian law including Sections 66, 66E, 66F, 67, 67A, 67B of the IT Act, or Sections 153A, 295A, 499 of the Indian Penal Code
• misuse OTP, invitation, or password reset systems
• scrape, overload, denial-of-service, or attack the Service
• use the Service for unlawful, discriminatory, abusive, defamatory, fraudulent, obscene, paedophilic, or terroristic purposes
• upload content that infringes any patent, trademark, copyright, or other intellectual-property right
• upload content that threatens the unity, integrity, defence, security, or sovereignty of India, friendly relations with foreign States, or public order
• reverse engineer, decompile, or disassemble the Service except where Section 52 of the Copyright Act, 1957 expressly permits
• use AI features to make final employment, appraisal, disciplinary, legal, financial, or regulated-profession decisions without independent human review
• violate any export control, sanctions, anti-bribery (including the Prevention of Corruption Act, 1988), or anti-money-laundering law

Detailed acceptable-use rules are set out in the Acceptable Use Policy, which forms part of these Terms.

2.8 AI-assisted outputs

AI-assisted outputs may be inaccurate, incomplete, or contextually wrong. Users must verify AI-generated summaries, classifications, ticket suggestions, risk insights, and dashboard explanations before acting on them. AI suggestions must not be treated as final decisions. Independent human approval is required for: (a) material ticket updates; (b) appraisal-related interpretation; (c) project-delivery conclusions; (d) any disciplinary, employment, financial, or legal decision. We do not warrant the accuracy of any AI output and accept no liability for losses arising from a user's reliance on AI output without human review.

2.9 Revenue leakage and performance analytics — disclaimers

The Service may display revenue leakage, revenue at risk, project performance, team contribution, and resource-level analytics based on Organizational Data and configured rules. These analytics are indicators, not guarantees. The Service does not guarantee revenue recovery, zero revenue leakage, employee performance accuracy, or project success. Numerical outputs depend entirely on the quality, completeness, and timeliness of the data provided. We accept no liability for decisions made on the basis of these indicators.

2.10 Resource analytics and employment decisions

Resource-level analytics are intended only to support evidence-based operational review by management. They must not be the sole basis for appraisal, promotion, demotion, disciplinary action, compensation, transfer, or termination of employment. The organization is solely responsible for compliance with all applicable Indian labour and employment laws including the Industrial Disputes Act, 1947, the Shops and Establishments Acts of relevant States, the Code on Wages, 2019, the Industrial Employment (Standing Orders) Act, 1946, the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, and applicable Standing Orders. We accept no liability for any employment, HR, labour, or industrial dispute arising from use of resource analytics.

2.11 Service availability

We aim to provide reliable Service but do not guarantee uninterrupted, error-free, or uninterrupted-availability operation. Maintenance, planned outages, third-party service failures, security events, force majeure events, or events beyond our reasonable control may affect availability. As an internal tool provided without fees, the Service is provided without uptime commitment, recovery-time objective, recovery-point objective, or service credits.

2.12 Security shared-responsibility model

We maintain security safeguards as set out in the Data Policy. The organization and its users are responsible for: using strong passwords; enabling multi-factor authentication where available; restricting administrative access; promptly revoking inactive user access; reviewing audit logs; reporting suspicious activity to grievance@askvai.in; ensuring lawful basis for any personal data uploaded to the Service; and instructing users on lawful and authorized use. Breaches caused by the organization's acts or omissions are the organization's responsibility.

2.13 Suspension and termination

We may suspend or restrict access immediately for: confirmed security risk; unlawful use; material breach of these Terms; written direction from an Indian court or government authority; or imminent threat to the Service or other organizations. Where reasonable we will provide prior notice. Access may also be withdrawn when a user ceases to be an authorized member of the organization. On termination, Organizational Data may be exported within 30 days, after which data may be deleted as per the Data Policy. Sections 2.5, 2.6, 2.13, 2.15 to 2.21, and 2.23 to 2.29 survive termination.

2.14 Intellectual property

We and our licensors retain all right, title, and interest in the Service, software, design, workflows, documentation, templates, models, technology, and any improvements. All such intellectual property is owned by Versoaltima India Pvt. Ltd. The organization retains ownership of Organizational Data. Users may not copy, resell, sublicense, lease, or commercially exploit the Service. Trademarks, service marks, and logos remain the property of their respective owners.

2.15 Disclaimers

To the maximum extent permitted under Indian law, the Service is provided on an "as is" and "as available" basis. We disclaim all warranties, express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, completeness, and uninterrupted availability. We do not warrant that the Service will meet any requirement, be free of defects, or operate without interruption. The Service is not a substitute for legal, financial, tax, audit, statutory, or regulated professional advice.

2.16 Limitation of liability

To the maximum extent permitted under Indian law and subject only to the carve-outs in section 2.17:

• Neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, loss of data, loss of business opportunity, or business interruption, whether in contract, tort, or otherwise, even if advised of the possibility.
• As the Service is provided internally and without fees, our aggregate liability under or in connection with these Terms shall not exceed INR 5,000.

You expressly waive any larger claim under Section 73 of the Indian Contract Act, 1872 to the extent permitted by law.

2.17 Carve-outs from liability cap

The cap in section 2.16 does not apply to: (a) either party's indemnification obligations under section 2.18; (b) breach of section 2.7 (Acceptable Use) or section 2.14 (Intellectual Property); (c) gross negligence, wilful misconduct, or fraud; (d) liability that cannot be excluded under Indian law including liability under Section 43A of the IT Act for failure to maintain reasonable security practices, where applicable. Section 43A of the IT Act applies independently of any contractual cap.

2.18 Indemnification

By the organization: the organization shall defend, indemnify, and hold us, our officers, directors, employees, and affiliates harmless from any claim, demand, suit, proceeding, loss, liability, damage, cost, or expense (including reasonable legal fees) arising out of or in connection with: (a) Organizational Data, including any allegation that it infringes any third-party right or violates any law; (b) breach of these Terms, the Acceptable Use Policy, the Privacy Policy, or applicable law; (c) any employment, labour, or HR dispute arising from use of resource analytics or Community Pulse content; (d) failure to obtain consents, permissions, or lawful basis for the personal data uploaded; (e) any unauthorized access caused by failure to protect credentials.

By us: Subject to section 2.16, we shall defend the organization against any third-party claim that the Service, as provided by us and used in accordance with these Terms, infringes any Indian intellectual property right of such third party, and pay damages finally awarded by a court or in settlement. Our obligation does not apply to the extent the claim arises from: (i) Organizational Data; (ii) modification of the Service by anyone other than us; (iii) combination of the Service with non-our products; or (iv) use after we provide a non-infringing alternative.

2.19 Force majeure

Neither party is liable for any delay or failure to perform caused by an event beyond its reasonable control, including acts of God, earthquake, flood, fire, pandemic or epidemic, war, terrorism, riot, civil disturbance, governmental order or restriction, embargo, internet or telecom backbone failure, denial-of-service attack, or supply chain disruption (a "Force Majeure Event"). Force Majeure is recognized under Section 56 of the Indian Contract Act, 1872. The affected party will notify the other promptly and use reasonable efforts to mitigate.

2.20 Confidentiality

Each party will protect the other's confidential information with at least the standard of care it uses for its own confidential information of like nature, and not less than reasonable care. Confidential information will not be disclosed except to employees, advisers, and sub-processors with a need to know, who are bound by obligations of confidentiality at least as protective as these Terms. Confidentiality obligations survive for 3 years after termination, except for trade secrets which survive perpetually.

2.21 Governing law and dispute resolution

These Terms are governed by and construed in accordance with the laws of India, without regard to conflict-of-laws principles. The parties first attempt good-faith resolution within 30 days. If unresolved, the dispute shall be referred to and finally resolved by arbitration administered under the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration shall be Mumbai, Maharashtra, India. The tribunal shall consist of a sole arbitrator appointed mutually. The language of arbitration shall be English. The award shall be final and binding. Notwithstanding the foregoing, either party may approach the courts at Navi Mumbai or Mumbai, Maharashtra, India for urgent equitable relief, including injunctions to prevent unauthorized disclosure of confidential information or infringement of intellectual property. The parties submit to the exclusive jurisdiction of the courts at Navi Mumbai or Mumbai, Maharashtra, India for all matters not subject to arbitration.

2.22 Compliance with Indian law

Both parties shall comply with applicable Indian law, including: the Information Technology Act, 2000 and rules thereunder; the Digital Personal Data Protection Act, 2023; the Companies Act, 2013; applicable tax laws; the Prevention of Corruption Act, 1988; and applicable employment and labour law.

2.23 Notices

Notices to us must be sent in writing to grievance@askvai.in with a copy to the registered address at Navi Mumbai, Maharashtra, India. Notices to you will be sent to the email address on file or displayed in the Service. Notices are deemed received: (a) by email — upon successful transmission with no bounce-back within 24 hours; (b) by post — 7 days after dispatch by registered post; (c) by in-app notification — when displayed in the Service.

2.24 Severability

If any provision of these Terms is held invalid, illegal, or unenforceable by a court or arbitral tribunal of competent jurisdiction, that provision shall be deemed modified to the minimum extent necessary to make it valid and enforceable. If it cannot be so modified, it shall be severed and the remaining provisions remain in full force and effect.

2.25 Waiver

No failure or delay by either party to exercise any right under these Terms is a waiver of that right. Any waiver must be in writing and signed by the waiving party.

2.26 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms (a) to an affiliate; (b) in connection with a merger, acquisition, or sale of business assets, subject to the assignee assuming our obligations.

2.27 Entire agreement

These Terms, together with the Privacy Policy, Cookie Policy, Data Policy, and Acceptable Use Policy, constitute the entire agreement between the parties on the subject matter and supersede all prior or contemporaneous communications, proposals, or agreements.

2.28 No third-party beneficiaries

These Terms do not create any rights for any person who is not a party to these Terms. The Indian Contract Act, 1872 governs and the Contracts (Rights of Third Parties) doctrine is excluded to the extent permitted.

2.29 Electronic execution

The parties agree these Terms are validly executed electronically per Section 10A of the IT Act, 2000.

2.30 Changes to Terms

We may update these Terms from time to time. Material changes will be notified through the application, email, or website notice at least 30 days before the effective date. Continued use after the effective date constitutes acceptance.

2.31 Contact

For questions about these Terms, first contact support@askvai.in. If there is no response within 15 days, escalate to the Grievance Officer at grievance@askvai.in.