Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User", "you", or "your") and Shipscale Software Solutions Private Limited ("Company", "we", "us", or "our"), a company incorporated under the laws of India, operating under the brand name CohortOS.

By accessing or using our website, platform, applications, APIs, and related services (collectively, the "Services"), you agree to be bound by these Terms, our Privacy Policy, and any additional terms, policies, or guidelines referenced herein. If you do not agree to these Terms, you must not access or use our Services.

If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and "you" shall refer to both you individually and the organization.

2. Description of Services

CohortOS is a software-as-a-service (SaaS) platform designed for managing incubation programs, accelerators, cohort-based initiatives, and related organizational operations. The Services may include, without limitation, program management, application processing, mentor management, startup portfolio tracking, event management, communication tools, document management, analytics, and related functionality.

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time, with or without notice. We shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Services.

3. Account Registration and Security

• You must provide accurate, complete, and current information during registration and maintain the accuracy of such information.
• You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.
• You must notify us immediately of any unauthorized use of your account or any other security breach.
• We reserve the right to suspend or terminate accounts that violate these Terms, contain inaccurate information, or are used for unauthorized purposes.
• You must be at least 18 years of age to create an account and use our Services.

4. Subscription, Fees, and Payment

• Access to certain features of the Services may require a paid subscription. Fees, billing cycles, and payment terms will be as specified at the time of purchase or as set forth in an applicable order form or agreement.
• All fees are non-refundable unless otherwise stated in writing or required by applicable law.
• We reserve the right to change our pricing at any time. Price changes for existing subscriptions will take effect at the start of the next billing cycle following notice to you.
• If payment is not received or a payment method is declined, we may suspend or restrict access to the Services until payment is resolved.
• You are responsible for all applicable taxes, duties, and levies associated with your use of the Services, unless otherwise stated.

5. Intellectual Property Rights

5.1 Our Intellectual Property

The Services, including but not limited to the software, source code, algorithms, user interfaces, designs, trademarks, logos, service marks, trade names, documentation, and all other proprietary materials (collectively, "Company IP"), are and shall remain the exclusive property of Shipscale Software Solutions Private Limited and its licensors. These Terms do not grant you any right, title, or interest in the Company IP except for the limited license to use the Services as expressly permitted herein.

You shall not copy, modify, distribute, sell, lease, sublicense, reverse engineer, decompile, disassemble, or create derivative works of any part of the Services or Company IP without our prior written consent.

5.2 Your Content

You retain ownership of the content, data, and materials you submit, upload, or transmit through the Services ("User Content"). By submitting User Content, you grant us a worldwide, non-exclusive, royalty-free, transferable, sublicensable license to use, reproduce, process, adapt, modify, display, and distribute your User Content solely to the extent necessary to provide, operate, and improve the Services.

You represent and warrant that you own or have the necessary rights and permissions to submit your User Content and to grant the foregoing license.

5.3 Feedback

Any feedback, suggestions, ideas, or recommendations you provide regarding the Services ("Feedback") shall become our exclusive property. We shall be free to use, disclose, reproduce, license, and otherwise exploit such Feedback without restriction, obligation, or compensation to you.

5.4 Derivative Works and Platform Improvements

We shall own all rights in any aggregated, anonymized, or de-identified data derived from User Content, as well as all improvements, enhancements, and derivative works of the Services, regardless of whether such improvements were informed by User Content or Feedback.

6. Acceptable Use

You agree not to:

• Use the Services for any unlawful, fraudulent, or malicious purpose.
• Violate any applicable local, state, national, or international law or regulation.
• Infringe upon or violate the intellectual property or privacy rights of any third party.
• Upload or transmit viruses, malware, or other harmful code.
• Attempt to gain unauthorized access to the Services, other accounts, computer systems, or networks.
• Interfere with or disrupt the integrity, performance, or availability of the Services.
• Scrape, crawl, or use automated means to access the Services without our written permission.
• Use the Services to send unsolicited communications (spam) or engage in deceptive practices.
• Resell, redistribute, or provide access to the Services to third parties without authorization.
• Circumvent or attempt to circumvent any usage limits, security measures, or access controls.

7. Disclaimer of Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

We do not warrant that the Services will be uninterrupted, error-free, secure, or free of viruses or other harmful components. We do not warrant that the results obtained from the use of the Services will be accurate, reliable, or meet your requirements. You use the Services at your own risk.

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

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR ASSIGNS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, REVENUE, BUSINESS OPPORTUNITIES, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED US DOLLARS (USD $100).

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability shall be limited to the maximum extent permitted by law.

9. Indemnification

You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees and legal costs) arising out of or relating to:

• Your use of the Services.
• Your violation of these Terms.
• Your violation of any applicable law, regulation, or third-party right.
• Your User Content or any data you submit through the Services.
• Any dispute between you and any third party arising from or relating to the Services.

10. Data Processing and Multi-Tenancy

Our Services operate on a multi-tenant architecture where data from multiple organizations is stored in shared infrastructure with logical separation. We implement appropriate technical and organizational measures to ensure data isolation between tenants.

You acknowledge and agree that:

• You are the data controller for any personal data you process through the Services, and we act as your data processor.
• You are responsible for ensuring that your use of the Services complies with all applicable data protection laws and regulations.
• You have obtained all necessary consents and authorizations for the personal data you submit to the Services.

11. Confidentiality

Each party agrees to treat as confidential all non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential ("Confidential Information"). Neither party shall disclose the other party's Confidential Information to any third party except as necessary to perform its obligations under these Terms, and only to individuals bound by confidentiality obligations at least as protective as those contained herein.

12. Term, Termination, and Suspension

• These Terms are effective from the date you first access or use the Services and continue until terminated.
• You may terminate your account at any time by contacting us or using the account deletion feature, if available.
• We may suspend or terminate your access to the Services at any time, with or without cause, and with or without notice, if we reasonably believe you have violated these Terms or for any other business reason.
• Upon termination, your right to use the Services ceases immediately. We may delete your account and associated data after a reasonable retention period, subject to our Privacy Policy and applicable law.
• The following sections survive termination: Intellectual Property Rights, Disclaimer of Warranties, Limitation of Liability, Indemnification, Confidentiality, Governing Law, and any other provisions that by their nature should survive.

13. Service Level and Availability

We strive to maintain high availability of the Services but do not guarantee uninterrupted access. We shall not be liable for any downtime, service interruptions, or data loss resulting from maintenance, updates, force majeure events, or circumstances beyond our reasonable control.

14. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under these Terms due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, pandemics, epidemics, riots, government actions, power failures, Internet or telecommunications failures, cyberattacks, or third-party service outages.

15. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of India, without regard to its conflict of law provisions.

Any dispute arising out of or in connection with these Terms shall first be attempted to be resolved through good-faith negotiations. If the dispute cannot be resolved within thirty (30) days, it shall be submitted to binding arbitration in accordance with the Arbitration and Conciliation Act, 1996 (India), as amended. The seat of arbitration shall be Raipur, Chhattisgarh, India. The language of arbitration shall be English.

Subject to the foregoing, the courts of Raipur, Chhattisgarh, India shall have exclusive jurisdiction over any disputes.

16. Modifications to Terms

We reserve the right to modify these Terms at any time. Material changes will be communicated by posting the updated Terms on our website and updating the "Last updated" date. Your continued use of the Services after such changes constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services.

17. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and the Company regarding the Services and supersede all prior agreements and understandings.
• Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
• Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
• Assignment: You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction.
• No Agency: Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and the Company.
• Notices: We may provide notices to you via email, in-platform notifications, or by posting on our website. You agree that electronic notices satisfy any legal requirement for written notices.
• Export Compliance: You shall comply with all applicable export and import control laws and regulations in connection with your use of the Services.

18. Contact Information

For questions or concerns regarding these Terms of Service, please contact us at: