Terms of Service

This Privacy Policy (the “Policy”) is intended to describe the practices of UniProAI (“we,” “our,” or “us”) regarding the collection, use, disclosure, and safeguarding of information in connection with the provision of our advanced AI-powered services, websites, and any related software or applications (collectively, the “Services”). We are deeply committed to upholding the highest standards of privacy and security for our valued clients, their end-users, and all visitors.

These Terms of Service (the “Terms”) constitute a legally binding agreement between you and UniProAI (“UniProAI,” “we,” “our,” or “us”). These Terms govern your access to and use of UniProAI’s AI-powered services, website, software, and related applications (collectively, the “Services”). By executing an order form that references these Terms, creating an account, or using the Services, you represent that you have the authority to bind your organization to this agreement.

UniProAI provides a suite of advanced artificial intelligence services designed for enterprise and business use, including but not limited to conversational discovery engines, editorial AI copilots, interactive branding solutions, and virtual campaign platforms. The specific services, features, and subscription plans are detailed on our website and in your applicable Order Form.

• 3.1 Account Creation: To access the Services, you must create an account. You agree to provide accurate, current, and complete information during the registration process and to keep this information updated.
• 3.2 Account Security: You are solely responsible for safeguarding your account credentials (passwords, API keys). You must notify UniProAI immediately of any suspected or actual unauthorized use of your account. You are responsible for all activities that occur under your account, whether or not you have authorized them.

This section governs the ownership of all data and intellectual property associated with the Services.

• 4.1 UniProAI IP: We exclusively own all rights, title, and interest in and to the Services, including our software, AI models, algorithms, website content, and trademarks (“UniProAI IP”). These Terms do not grant you any rights to UniProAI IP except for the limited license to access and use the Services as described herein.
• 4.2 Client Content: You retain all rights, title, and interest in and to any data, documents, or other materials you provide to the Services (“Client Content”). You are solely responsible for the legality, accuracy, and integrity of your Client Content.
• 4.3 Generated Content: The Services may generate new content based on your Client Content (“Generated Content”). Subject to your compliance with these Terms, we assign to you all rights, title, and interest in the Generated Content. You acknowledge that due to the nature of machine learning, Generated Content may not be unique across users and may not be protectable by copyright.
• 4.4 License to UniProAI: You grant UniProAI a limited, non-exclusive, worldwide, royalty-free license to use, process, and display your Client Content solely for the purpose of providing, maintaining, and improving the Services for you, as well as to fulfill our contractual obligations. This license does not grant us the right to use your Client Content for any other purpose, including the training of our general-purpose AI models.

You agree not to use, nor permit any third party to use, the Services in a manner that violates any applicable law or this Policy. Prohibited uses include, but are not limited to:

• Illegal and Harmful Activities: Generating content that is illegal, fraudulent, harmful, or promotes hate speech, violence, or discrimination.
• Infringement of Rights: Violating the intellectual property, privacy, or other rights of any third party.
• Service Disruption: Attempting to gain unauthorized access to our systems, interfering with the performance of the Services, or using automated systems (e.g., scraping, bots) in a manner that sends more requests to our servers than a human can reasonably produce in the same period.
• Malicious Content: Transmitting any virus, Trojan horse, or other malicious code.

We reserve the right to suspend or terminate your access to the Services immediately if we determine, in our sole discretion, that you are in violation of this Acceptable Use Policy.

• 6.1 Fees: You agree to pay all fees specified in your applicable Order Form. Fees are based on the subscription plan purchased and not on actual usage. All payment obligations are non-cancelable, and fees paid are non-refundable.
• 6.2 Billing: We will bill you in advance and on a recurring basis as specified in the Order Form. You must provide us with valid and updated billing information.
• 6.3 Price Changes: We reserve the right to change our pricing at any time. For subscription-based services, price changes will take effect at the start of the next subscription term following the date of the change.

“Confidential Information” means all information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information. Each party agrees to use the other party’s Confidential Information solely as necessary for performing its obligations under these Terms and will not disclose it to any third party without the other party’s prior written consent.

• 8.1 Disclaimer of Warranties: THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. UNIPROAI DISCLAIMS ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT THE GENERATED CONTENT WILL BE ACCURATE OR COMPLETE.
• 8.2 Limitation of Liability: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL UNIPROAI, ITS AFFILIATES, DIRECTORS, OR EMPLOYEES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, DATA, OR GOODWILL, ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO UNIPROAI IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

You agree to defend, indemnify, and hold harmless UniProAI and its officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Services; (ii) your violation of any term of these Terms; or (iii) your violation of any third-party right, including without limitation any copyright, property, or privacy right.

• 10.1 Term: These Terms will remain in full force and effect while you use the Services.
• 10.2 Termination by Us: We may suspend or terminate your account and access to the Services immediately, without prior notice or liability, for any reason whatsoever, including, without limitation, if you breach these Terms.
• 10.3 Effect of Termination: Upon termination, your right to use the Services will immediately cease. All provisions of these Terms which by their nature should survive termination shall survive, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

• 11.1 Governing Law: These Terms shall be governed by and construed in accordance with the laws of India, with exclusive jurisdiction for any disputes falling within the courts of Kolkata, West Bengal.
• 11.2 Changes to Terms: We reserve the right, at our sole discretion, to modify or replace these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website and updating the “Last Updated” date.
• 11.3 Entire Agreement: These Terms, together with our Privacy Policy and any applicable Order Form, constitute the entire agreement between you and UniProAI regarding our Services and supersede all prior agreements and understandings.
• 11.4 Contact Information: If you have any questions about these Terms of Service, please contact us at legal@uniproai.com