Terms of use

1.         INTRODUCTION

1.1       These Terms of Use (“Terms”) constitute a legally binding agreement between the User and DAHOTRE CORPTECH PRIVATE LIMITED, a company incorporated under the Companies Act, 2013 (“Company”), governing access to and use of the Software and Digital Platform.

1.2       These Terms apply to all individuals accessing or using the Software (“User”), including Users accessing the Software pursuant to a subscription procured by an organisation (“Subscriber”).

1.3       By clicking “I Agree”, registering, accessing, or using the Software, the User:

(i) expressly agrees to be bound by these Terms and the Privacy Policy;

(ii) represents and warrants that the User is duly authorised to access and use the Software, including on behalf of the Subscriber where applicable; and

(iii) acknowledges that such acceptance constitutes valid and binding consent under applicable law.

1.4       The Company shall maintain electronic records of acceptance, including timestamps, IP logs, and user identifiers, which shall constitute conclusive evidence of acceptance of these Terms.

1.5       If the User does not agree to these Terms, access to the Software shall not be permitted.

1.6       The User acknowledges that access to the Software is conditional upon acceptance of these Terms and that continued use of the Software constitutes ongoing acceptance, including any updates to these Terms.

1.7       The Company may update these Terms from time to time, and such updated Terms shall become effective upon publication on the Platform. Continued use of the Software after such update shall constitute acceptance of the revised Terms.

1.8       The User acknowledges and agrees that access to and use of the Software constitutes a contract entered into with the Company in India, and notwithstanding the location of the User, these Terms shall be governed by the laws of India, and the courts at Pune, Maharashtra shall have exclusive jurisdiction over all disputes arising out of or in connection with these Terms.

2.         RELATIONSHIP WITH SUBSCRIPTION AGREEMENT

2.1       Where access to the Software is provided pursuant to a Subscription Agreement entered into between the Company and the Subscriber:

(i) such Subscription Agreement shall exclusively govern all commercial, financial, and enterprise-level rights and obligations;

(ii) these Terms shall govern User-level access, use, and conduct; and (iii) in the event of any conflict, the Subscription Agreement shall prevail to the extent of such conflict.

2.2       The User acknowledges and agrees that:

(i) access to the Software is granted solely through and under the authority of the Subscriber;

(ii) the User acts on behalf of and as a representative of the Subscriber while using the Software;

(iii) the User shall have no independent or direct contractual rights against the Company beyond those expressly set out in these Terms;

and (iv) all acts, omissions, instructions, and use of the Software by the User shall be deemed to be acts of the Subscriber.

2.3       The User further acknowledges that:

(i) the Company shall be entitled to rely on all instructions, actions, and permissions provided through the Subscriber’s Admin Account;

(ii) the Company shall not be responsible for verifying the authority of any User or Admin acting on behalf of the Subscriber.

2.4       Nothing in these Terms shall be construed as creating any employer-employee relationship, agency, partnership, or fiduciary relationship between the Company and the User.

2.5       The User shall not be deemed to be a third-party beneficiary of the Subscription Agreement and shall have no right to enforce any provision thereof.

3.         ACCOUNT STRUCTURE (ADMIN AND USER ACCOUNTS)

3.1       The Subscriber shall designate one or more administrator accounts (“Admin Accounts”), which shall have primary control over the Subscriber’s Account and all User Accounts.

3.2       Admin Accounts shall have full authority to:

(i) create, modify, suspend, or delete User Accounts;

(ii) assign, modify, and revoke permissions and access levels;

(iii) configure system settings and controls;

(iv) monitor usage and activity within the Account.

3.3       User Accounts (“Sub-Accounts”) shall:

(i) be uniquely assigned to individual Users;

(ii) not be shared, transferred, or reused;

and (iii) operate strictly within the permissions assigned by the Admin Account.

3.4       The Subscriber shall be solely responsible for:

 (i) all access control decisions, including grant, modification, and revocation of permissions;

(ii) ensuring that Admin Accounts and Users are appropriately authorised;

and (iii) all activities conducted through Admin and User Accounts.

3.5       The Company shall have no responsibility or liability whatsoever for:

(i) misallocation, misconfiguration, or misuse of access rights;

(ii) any actions, omissions, or instructions of Admin Accounts or Users;

(iii) any unauthorised access resulting from the Subscriber’s failure to manage credentials or permissions;

or (iv) any loss, damage, data breach, or regulatory exposure arising from actions taken through the Subscriber’s Accounts.

3.6       The Company shall have no obligation to monitor, review, or audit the activities of Admin Accounts or Users.

3.7       The Company shall be entitled to rely on all instructions, configurations, and actions carried out through the Admin Account as valid and authorised instructions of the Subscriber.

3.8       All acts, omissions, instructions, and use of the Software by any User shall be deemed to be acts of the Subscriber.

3.9       The Subscriber acknowledges that:

(i) any deletion, modification, or restriction of access carried out by Admin Accounts may result in loss of access or data; and

(ii) the Company shall not be responsible for restoring or recovering access or data resulting from such actions.

4.        

4.1       The User shall:

(i) use the Software strictly in accordance with applicable laws;

(ii) be solely responsible for the accuracy, completeness, and correctness of all data uploaded, entered, or processed through the Software;

(iii) ensure compliance with all applicable laws, including without limitation GST laws, tax regulations, and statutory requirements;

(iv) follow all documentation, system instructions, and usage guidelines provided by the Company;

and (v) independently verify all outputs, reports, reconciliations, and analytics generated by the Software prior to relying upon them for any purpose.

4.2       The User acknowledges and agrees that:

(i) the Software is an automated technology tool operating based on system logic, configurations, and data inputs;

(ii) outputs generated by the Software are indicative in nature and may vary based on data quality and external dependencies;

and (iii) any reliance on outputs, reports, or analytics shall be at the User’s sole risk.

4.3       The User shall not:

(i) access or attempt to access systems or data without authorisation;

(ii) reverse engineer, decompile, copy, or reproduce the Software;

(iii) introduce or transmit any malicious code;

(iv) manipulate, alter, falsify, or misrepresent any financial, accounting, or GST-related data;

(v) use the Software in any manner that may result in regulatory non-compliance, statutory violations, or unlawful outcomes;

(vi) use the Software for any fraudulent, misleading, or deceptive purpose.

4.4       The User further acknowledges that:

(i) the Company does not verify, validate, audit, or certify any data or outputs;

(ii) the Company shall have no responsibility for any errors arising from incorrect, incomplete, or delayed data inputs;

and (iii) the Company shall not be liable for any tax liabilities, penalties, interest, or regulatory consequences arising from use of the Software.

4.5       Any breach of this Clause shall constitute a material breach and may result in suspension or termination of access, in addition to any other remedies available to the Company.

5.         DATA RESPONSIBILITY AND GST DISCLAIMER

5.1       The User acknowledges and agrees that:

(i) all data, including but not limited to GST data, purchase and sales records, supplier information, and financial data, is provided, uploaded, or entered by the User or the Subscriber;

(ii) the Company does not verify, validate, audit, or certify the accuracy, completeness, or correctness of such data.

5.2       The User shall be solely and exclusively responsible for:

(i) the accuracy, completeness, and correctness of all data;

(ii) validation and verification of all outputs, reconciliations, reports, and analytics generated by the Software;

(iii) compliance with all applicable laws, including GST laws, tax regulations, and statutory requirements;

(iv) filing of returns, submissions, and regulatory compliance obligations.

5.3       The User acknowledges that:

(i) the Software is an automated technology tool operating based on system logic, configurations, and data inputs;

(ii) the Software is provided solely for facilitation of reconciliation, analytics, and reporting;

(iii) the Software does not constitute and shall not be construed as tax advice, legal advice, accounting advice, or professional services of any kind.

5.4       The User further acknowledges and agrees that:

(i) the Company does not undertake filing of returns or statutory submissions;

(ii) the Company does not guarantee compliance with any applicable law;

(iii) the Company does not guarantee the accuracy, completeness, or reliability of reconciliation outputs.

5.5       The User expressly agrees that:

(i) all outputs, reports, reconciliations, and analytics generated by the Software are indicative in nature;

(ii) such outputs are dependent on data inputs and external systems;

(iii) the User shall independently verify all outputs before relying upon them for any purpose.

5.6       The User acknowledges that the Software may depend on third-party systems, including GSTN systems and supplier data, and the Company shall not be responsible for: (i) errors, delays, or discrepancies arising from such third-party systems;

(ii) data inconsistencies caused by third-party filings or non-compliance.

5.7       To the maximum extent permitted by law, the Company shall have no liability whatsoever for:

(i) any tax liability, demand, penalty, interest, or regulatory action;

(ii) any loss arising from reliance on outputs generated by the Software;

(iii) any inaccuracies arising from data inputs or external system dependencies.

5.8       The User expressly agrees that any reliance on the Software or its outputs shall be at the User’s sole risk.

6.         INFRASTRUCTURE REQUIREMENTS

6.1       The User shall be solely responsible for ensuring that:

(i) the devices used to access the Software meet the minimum technical and compatibility requirements specified by the Company from time to time;

(ii) reliable and stable internet connectivity is available at all times;

(iii) the required system environment, including operating systems, browsers, and configurations, is properly maintained;

(iv) appropriate security measures, including antivirus software and secure access controls, are implemented on the User’s systems.

6.2       The User acknowledges that the performance, speed, and availability of the Software may be affected by: (i) internet bandwidth and network conditions;

(ii) device capability and system configuration;

(iii) third-party infrastructure, including internet service providers and cloud service providers.

6.3       The Company shall have no responsibility or liability whatsoever for: (i) connectivity issues, network failures, or bandwidth limitations;

(ii) device failures, incompatibility, or system malfunctions;

(iii) local system limitations or improper configurations;

(iv) any security breach, data loss, or unauthorised access arising from vulnerabilities in the User’s systems;

(v) any degradation in performance attributable to the User’s infrastructure or third-party infrastructure.

6.4       The User acknowledges that:

(i) the Company does not guarantee performance levels where the User’s infrastructure does not meet prescribed requirements;

(ii) any inability to access or use the Software arising from User-side infrastructure shall not constitute a defect in the Software or a breach by the Company.

6.5       No refund, credit, or compensation shall be payable by the Company for any inability to access or use the Software arising from User-side infrastructure or third-party infrastructure issues.

7.         PASSWORDS AND ACCOUNT SECURITY

7.1       The User shall be solely responsible for:

(i) maintaining the confidentiality and security of all login credentials, including usernames and passwords;

(ii) ensuring that credentials are not shared, disclosed, or made accessible to any unauthorised person;

(iii) implementing appropriate security practices, including the use of strong passwords and, where available, multi-factor authentication;

(iv) immediately notifying the Company of any actual or suspected unauthorised access, security breach, or compromise of credentials.

7.2       The User acknowledges and agrees that:

(i) all activities carried out using the User’s credentials shall be deemed to have been authorised by the User and the Subscriber;

(ii) the Company shall not be responsible for verifying the identity of any person using valid credentials.

7.3       The Company shall have no responsibility or liability whatsoever for:

(i) any unauthorised access, misuse, or activity arising from compromised credentials;

(ii) any loss, damage, data breach, or unauthorised disclosure resulting from failure by the User or Subscriber to maintain credential security;

(iii) any compromise arising from phishing, malware, or other external attacks affecting the User’s systems.

7.4       The Company shall be entitled to:

(i) suspend or restrict access to any account where it reasonably suspects a security breach or unauthorised activity;

(ii) require password reset or additional verification measures.

7.5       The User acknowledges that:

(i) the Company does not undertake continuous monitoring of account activity;

(ii) the responsibility for monitoring usage and detecting unauthorised access rests with the Subscriber and its Admin Accounts.

8.         PRIVACY AND DATA PROTECTION

8.1       Use of the Software is subject to the Privacy Policy available at [•][AP1] , which forms an integral part of these Terms.

8.2       The Privacy Policy sets out the manner in which personal data is collected, used, processed, stored, and protected by the Company.

8.3       The Company shall process personal data in accordance with applicable laws, including the Digital Personal Data Protection Act, 2023.

8.4       The User and Subscriber acknowledge and agree that:

(i) they are responsible for ensuring that all personal data uploaded, shared, or processed through the Software has been collected and disclosed in compliance with applicable laws, including obtaining all necessary consents;

(ii) they have the lawful right and authority to upload and process such data using the Software.

8.5       The User further acknowledges that:

(i) the Company processes data solely for the purpose of providing and improving the Software;

(ii) the Company does not independently determine the purpose or means of processing data provided by the User, except as required for operation of the Software.

8.6       The Company shall implement reasonable technical and organisational measures to protect personal data; however, the Company shall not be responsible for:

(i) any data breach or unauthorised access arising from User systems, credentials, or third-party integrations;

(ii) any unlawful, unauthorised, or improper data uploaded by the User or Subscriber.

8.7       The User acknowledges that:

(i) certain data processed through the Software may relate to business entities and may not constitute personal data;

(ii) the Software may involve processing of data through third-party service providers or infrastructure.

8.8       To the maximum extent permitted by law, the Company shall not be liable for any claims, damages, penalties, or regulatory actions arising from: (i) failure of the User or Subscriber to comply with applicable data protection laws;

(ii) unauthorised or unlawful data provided by the User;

(c) use of the Software in violation of applicable law.

9.         SYSTEM DEPENDENCIES

9.1       The User acknowledges and agrees that the Software operates in conjunction with and is dependent upon:

(i) Goods and Services Tax Network (“GSTN”) systems and government portals;

(ii) third-party software, APIs, integrations, and service providers;

(iii) external data sources, including supplier data, filings, and statutory records;

(iv) internet infrastructure and cloud-based systems.

9.2       The User further acknowledges that:

(i) such third-party systems and data sources are outside the control of the Company;

(ii) the availability, accuracy, completeness, and timeliness of such systems and data may vary;

(iii) changes in applicable laws, regulations, or government systems may impact the functionality or outputs of the Software.

9.3       The Company shall have no responsibility or liability whatsoever for:

(i) any failure, delay, inaccessibility, or interruption of GSTN systems or other external systems;

(ii) any inaccuracies, inconsistencies, or discrepancies in data originating from third-party sources, including supplier filings or statutory databases;

(iii) any impact on the Software arising from changes in applicable laws, regulations, government policies, or interpretations thereof;

(iv) any errors, delays, or failures caused by third-party integrations, APIs, or service providers;

(v) any mismatch, variance, or inconsistency resulting from differences between system-generated outputs and external data sources.

9.4       The User agrees that:

(i) the Company does not control, verify, or guarantee the reliability or availability of third-party systems or data;

(ii) the User shall independently verify all outputs, reconciliations, and reports, particularly where dependent on external systems or third-party data.

9.5       Any inability to access or use the Software, or any degradation in performance or accuracy arising from third-party systems or external dependencies, shall not constitute a defect in the Software or a breach by the Company.

10.       AVAILABILITY AND UPTIME

10.1      The Software is provided on a “best effort”, “as is”, and “as available” basis, and the Company does not guarantee uninterrupted or continuous availability of the Software.

10.2      The User acknowledges and agrees that the Company does not warrant or guarantee: (i) uninterrupted or continuous access to the Software;

(ii) error-free, secure, or defect-free operation;

(iii) availability of the Software at all times or at any specific performance level;

(iv) compatibility with all devices, systems, or environments.

10.3      The availability and performance of the Software may be affected by:

(i) scheduled maintenance, updates, or upgrades;

(ii) emergency maintenance or technical issues;

(iii) failures or limitations of third-party systems, infrastructure, or services;

(iv) events beyond the reasonable control of the Company.

10.4      The Company reserves the right to:

(i) suspend, restrict, or interrupt access to the Software for maintenance, upgrades, security reasons, or operational requirements;

(ii) modify, enhance, or discontinue any part of the Software at its discretion.

10.5      The User acknowledges that:

(i) any downtime, interruption, delay, or degradation in performance shall not constitute a breach of these Terms;

(ii) the Company shall not be liable for any loss, damage, or inconvenience arising from such downtime or interruptions.

10.6      No service levels, uptime guarantees, credits, or compensation shall apply unless expressly agreed in writing under a separate service level agreement executed between the Company and the Subscriber.

11.       NO ADVISORY AND NO AGENCY ETC.

11.1      The Company is a provider of a technology platform and related software services, and the Software is intended solely to facilitate data processing, reconciliation, analytics, and reporting.

11.2      The User acknowledges and agrees that the Company: (i) does not provide any tax, legal, accounting, financial, or other professional advice;

(ii) does not act as a tax advisor, consultant, or compliance service provider;

(iii) does not act as an agent, representative, fiduciary, or intermediary of the User or the Subscriber;

(iv) does not undertake any obligation to interpret laws, provide opinions, or ensure regulatory compliance.

11.3      The User further acknowledges that:

(i) any outputs, reports, reconciliations, or analytics generated by the Software are system-generated and do not constitute professional advice;

(ii) the User shall obtain independent professional advice before relying on any outputs for legal, tax, or financial purposes.

11.4      Nothing in these Terms shall be construed as creating any:

(i) agency relationship;

(ii) partnership or joint venture;

or (iii) fiduciary duty or advisory relationship, between the Company and the User or the Subscriber.

11.5      The Company shall have no liability whatsoever for any decisions, actions, filings, or omissions made by the User or Subscriber based on use of the Software or any outputs generated therefrom.

12.       INTELLECTUAL PROPERTY

12.1      The Software, Digital Platform, and all associated components, including but not limited to source code, object code, algorithms, databases, designs, interfaces, documentation, reports, and underlying technology, together with all updates, enhancements, modifications, and derivative works thereof, are and shall remain the exclusive property of the Company and/ or its licensors.

12.2      All intellectual property rights, including copyrights, trademarks, patents, trade secrets, and other proprietary rights in and to the Software and Digital Platform, are owned by or licensed to the Company, and no ownership rights are transferred to the User or the Subscriber.

12.3     Subject to compliance with these Terms and the applicable Subscription Agreement, the Company grants to the User a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Software solely for the internal business purposes of the Subscriber.

12.4      Any feedback, suggestions, ideas, or recommendations provided by the User in relation to the Software (“Feedback”) may be freely used, modified, and incorporated by the Company without any restriction or obligation, and the User hereby assigns all rights in such Feedback to the Company.

12.5      All data uploaded by the User shall remain the property of the User or the Subscriber; however, the Company shall have the right to use such data in accordance with these Terms and the Privacy Policy for the purpose of providing, maintaining, and improving the Software.

12.6      The User acknowledges that any unauthorised use of the Software or infringement of the Company’s intellectual property rights may result in irreparable harm to the Company, and the Company shall be entitled to seek injunctive or equitable relief, in addition to any other remedies available under applicable law.

13.       SUSPENSION AND TERMINATION

13.1      The Company may, at its sole discretion and without prior liability, suspend, restrict, or terminate access to the Software (in whole or in part) for any User or the Subscriber, including where: (i) there is a breach or suspected breach of these Terms or the Subscription Agreement;

(ii) there is misuse, unauthorised use, or use of the Software in violation of applicable law;

(iii) there is any security risk, suspected unauthorised access, or compromise of credentials;

(iv) required fees under the Subscription Agreement remain unpaid;

(v) access is required to be suspended to comply with applicable law, regulatory directions, or governmental orders.

13.2      The Company may suspend access immediately, without prior notice, where it reasonably determines that such suspension is necessary to: (i) prevent unauthorised access or misuse;

(ii) protect the integrity, security, or functionality of the Software;

and/ or (iii) mitigate risk to the Company, other users, or third parties.

13.3      Access to the Software shall automatically terminate upon: (i) expiry or termination of the Subscription Agreement;

(ii) withdrawal or deactivation of access by the Subscriber through the Admin Account.

13.4      The Company shall not be liable for any loss, damage, data loss, or inconvenience arising from any suspension, restriction, or termination of access in accordance with these Terms.

13.5      Upon suspension or termination:

(i) the User’s right to access and use the Software shall immediately cease;

(ii) the Company may disable or delete User Accounts and associated access credentials;

(iii) access to data may be restricted or removed in accordance with the Subscription Agreement and applicable policies.

13.6      The Company shall have no obligation to restore access, recover data, or provide continued availability of the Software following termination, except as expressly agreed under the Subscription Agreement.

13.7      Suspension or termination under this Clause shall be without prejudice to any other rights or remedies available to the Company under applicable law or contract.

14.       DISCLAIMER OF WARRANTIES

14.1      The Software, Digital Platform, and all related services are provided on an “AS IS”, “WHERE IS”, AND “AS AVAILABLE” BASIS, without any warranties, representations, or guarantees of any kind, whether express, implied, statutory, or otherwise.

14.2     To the maximum extent permitted under applicable law, the Company expressly disclaims all warranties, including but not limited to: (i) accuracy, completeness, reliability, or correctness of any data, outputs, reports, or analytics;

(ii) fitness for a particular purpose, merchantability, or non-infringement;

(iii) uninterrupted, timely, secure, or error-free operation of the Software;

(iv) compatibility with any specific hardware, software, system, or environment;

(v) availability of the Software at all times or free from defects or bugs.

14.3      The Company does not warrant or guarantee that: (i) the Software will meet the User’s or Subscriber’s requirements or expectations;

(ii) any errors or defects will be corrected;

(iii) the Software will be free from viruses, malware, or other harmful components.

14.4      The User acknowledges and agrees that: (i) the use of the Software is at the User’s sole risk;

(ii) any reliance on the Software or outputs generated therefrom is entirely at the User’s discretion and risk.

14.5      No information or advice, whether oral or written, obtained from the Company or through the Software shall create any warranty not expressly stated in these Terms.

14.6      Some jurisdictions may not allow the exclusion of certain warranties; to the extent such exclusions are not permitted, the liability of the Company shall be limited to the maximum extent permitted by applicable law.

15.       LIMITATION OF LIABILITY

15.1      To the maximum extent permitted under applicable law, in no event shall the Company, its affiliates, directors, officers, employees, agents, or licensors be liable for any: (i) indirect, incidental, special, consequential, exemplary, or punitive damages;

(ii) loss of profits, revenue, business, contracts, anticipated savings, goodwill, or reputation;

(iii) loss, corruption, or unavailability of data;

(iv) business interruption or system failure;

(v) regulatory actions, tax liabilities, penalties, interest, or statutory consequences, arising out of or in connection with the use of, or inability to use, the Software, whether in contract, tort (including negligence), strict liability, or otherwise, even if advised of the possibility of such damages.

15.2      Subject to Clause 15.1 above, the total aggregate liability of the Company arising out of or in connection with these Terms, the Software, or any related services, whether in contract, tort (including negligence), or otherwise, shall not exceed the total Fees actually received by the Company from the Subscriber under the applicable Subscription Agreement during the twelve (12) months [AP2] immediately preceding the date of the first event giving rise to the claim.

15.3      The limitations set out in this Clause shall: (i) apply on a cumulative basis and not per claim;

(ii) apply irrespective of the number of claims, causes of action, or proceedings;

(iii) reflect the agreed commercial allocation of risk between the Parties; and

(iv) apply notwithstanding any failure of the essential purpose of any limited remedy.

15.4      Without limiting the generality of the foregoing, the Company shall have no liability whatsoever for: (i) any inaccuracies, errors, or omissions in data provided by the User or Subscriber;

(ii) any failure by the User or Subscriber to comply with applicable laws, including GST or tax laws;

(iii) any reliance placed on outputs, reports, reconciliations, or analytics generated by the Software; (iv) any failures, delays, or inaccuracies arising from third-party systems, including GSTN systems, integrations, or external data sources;

(v) any unauthorised access, misuse, or compromise of credentials;

(vi) any actions or omissions of the User, Subscriber, or their authorised users.

15.5      The User acknowledges and agrees that: (i) the Software is a facilitative tool and not a compliance or advisory service;

(ii) the Fees payable under the Subscription Agreement are based on the allocation of risk set out in this Clause;

(iii) the limitations of liability set out herein are fair, reasonable, and an essential basis of the agreement between the Parties.

15.6      Nothing in these Terms shall exclude or limit liability to the extent such exclusion or limitation is not permitted under applicable law; however, in such cases, liability shall be limited to the maximum extent permissible.

16.       INDEMNITY

16.1      The User and the Subscriber shall indemnify, defend, and hold harmless the Company, its affiliates, directors, officers, and employees from and against any and all claims, losses, damages, liabilities, penalties, costs, and expenses (including legal fees) arising out of or in connection with: (i) any breach of these Terms;

(ii) any data uploaded, processed, or transmitted by the User or Subscriber;

(iii) any violation of applicable laws, including GST or data protection laws;

(iv) any misuse of the Software;

and/ or (v) any infringement of third-party rights.

17.       GOVERNING LAW AND JURISDICTION

17.1      These Terms shall be governed by and construed in accordance with the laws of India.

17.2      The courts at Pune, Maharashtra shall have exclusive jurisdiction over all disputes arising out of or in connection with these Terms, subject to any arbitration clause set out in the applicable Subscription Agreement.

17.3      The User acknowledges that the Software may be accessed from multiple jurisdictions; however, the governing law and jurisdiction shall remain as specified herein irrespective of the User’s location.

18.       GENERAL

18.1      The Company reserves the right to modify, amend, or update these Terms from time to time at its sole discretion. Updated Terms shall be effective upon publication on the Software or Digital Platform, unless otherwise specified.

18.2      The User acknowledges and agrees that continued access to or use of the Software after such updates shall constitute acceptance of the revised Terms.

18.3      It shall be the responsibility of the User to periodically review the Terms. The Company shall not be obligated to provide individual notice of changes, unless required under applicable law.

18.4      If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be severed, and the remaining provisions shall continue in full force and effect.

18.5      The failure of the Company to enforce any provision of these Terms shall not constitute a waiver of such provision or of any other provision.

18.6      These Terms, together with the Privacy Policy and the applicable Subscription Agreement (where applicable), constitute the entire agreement between the parties in relation to the subject matter hereof and supersede all prior communications, understandings, or agreements.

18.7      The User shall not assign or transfer any rights or obligations under these Terms without the prior written consent of the Company. The Company may assign or transfer its rights and obligations without restriction.