Terms of Service

Definitions

• "Services" means, collectively, the Fludigo website (fludigo.tech), Conesta platform (conesta.in), RUBL platform (rubl.in), and any client services provided by Fludigo.
• "User," "you," "your" means any individual or entity accessing or using the Services.
• "Content" means any text, data, files, images, or other materials uploaded, submitted, or created through the Services.
• "Deliverables" means work product created by Fludigo specifically for a client under a project engagement.

Services

Fludigo provides:

• Conesta — an AI-powered collaborative learning platform available at conesta.in
• RUBL — a revenue intelligence and sales automation platform available at rubl.in
• Client Services — custom software development, AI integration, automation workflows, and consulting services as described on fludigo.tech

Account Registration

To use certain features of Conesta or RUBL, you must create an account. You agree to:

• Provide accurate, current, and complete information
• Maintain the security of your password and account
• Notify us immediately of any unauthorised access
• Accept responsibility for all activity under your account

We reserve the right to suspend or terminate accounts that violate these Terms, after providing reasonable notice and an opportunity to cure (except in cases of illegal activity or security threats, where immediate suspension may be necessary).

Acceptable Use

You agree not to:

• Use our services for any purpose that is unlawful under the laws of India or any applicable jurisdiction
• Attempt to gain unauthorised access to our systems or other users' accounts, in violation of Section 43 and Section 66 of the IT Act, 2000
• Interfere with or disrupt the integrity or performance of our services
• Upload malicious code, viruses, or harmful content (Section 43, IT Act, 2000)
• Scrape, crawl, or harvest data from our services without prior written permission
• Resell, redistribute, or sublicense our services without authorisation
• Use our services to send spam or unsolicited communications
• Impersonate any person or entity
• Publish, transmit, or distribute any content that is defamatory, obscene, or in violation of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021

Intellectual Property

5.1 Our Property

All content, features, and functionality of our services — including text, graphics, logos, icons, software, source code, and design — are owned by Fludigo and protected under the Copyright Act, 1957, the Trade Marks Act, 1999, and other applicable intellectual property laws. You may not copy, modify, distribute, or create derivative works without our prior written consent.

5.2 Your Content

You retain ownership of Content you upload or create using our services. By uploading Content, you grant Fludigo a non-exclusive, worldwide, royalty-free licence to use, store, and display your Content solely for the purpose of providing our services to you. This licence terminates when you delete your Content or close your account.

5.3 Feedback

If you provide feedback, suggestions, or ideas about our services, you grant us a non-exclusive, perpetual, irrevocable, royalty-free licence to use them without restriction or compensation. This does not affect any moral rights you may have under Section 57 of the Copyright Act, 1957.

Client Services & Payment

6.1 Project Engagement

Client service engagements are governed by individual project agreements (Statements of Work). These general terms apply unless overridden by a signed project agreement:

• Payment Terms: 50% of the project fee is payable upfront before work begins, and 50% upon delivery and acceptance, unless otherwise agreed in writing.
• Invoicing: All invoices will be raised inclusive of applicable GST at the prevailing rate (currently 18% for IT and consulting services under SAC 998314/998315 of the CGST Act, 2017). Fludigo's GSTIN will be mentioned on all invoices.
• TDS: If you are required to deduct tax at source under Section 194J or Section 194C of the Income Tax Act, 1961, please provide a valid TDS certificate (Form 16A) within the time prescribed under law.
• Invoice Disputes: Any disputes regarding an invoice must be raised in writing within 7 days of receipt. Undisputed portions remain payable by the due date.
• Scope: Work is limited to the scope defined in the project agreement. Changes in scope will be documented through a change request and may result in additional charges.
• Timeline: Delivery timelines are estimates unless explicitly stated as firm deadlines in writing.

6.2 Refunds

• If Fludigo is unable to deliver the agreed scope, we will refund the proportional undelivered amount. This is a genuine pre-estimate of loss and not a penalty, within the meaning of Section 74 of the Indian Contract Act, 1872.
• Refund requests must be made in writing within 15 days of the delivery deadline.
• Custom development work that has been delivered and accepted in writing is non-refundable.

Subscription Services

• Subscriptions renew automatically at the end of each billing period unless cancelled at least 24 hours before the renewal date.
• You may cancel at any time. Cancellation takes effect at the end of the current billing period. No pro-rata refunds are provided for partial periods.
• We reserve the right to change subscription pricing with a minimum of 30 days' prior written notice. If you do not agree with the revised pricing, you may cancel your subscription before the new pricing takes effect without any penalty.
• Free tiers may be modified or discontinued with 30 days' notice.

Intermediary Status

To the extent that Conesta and RUBL enable users to create, upload, or share Content, Fludigo acts as an intermediary within the meaning of Section 2(1)(w) of the IT Act, 2000. In accordance with Section 79 of the IT Act and the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021:

• We do not initiate the transmission of, select the receiver of, or modify the information contained in user Content
• We are not liable for any third-party Content hosted on our platforms, provided we comply with our obligations under the IT Rules, 2021
• Upon receiving actual knowledge or a court/government order regarding unlawful Content, we will remove or disable access to such Content within the prescribed timelines

Service Availability

We strive to maintain high availability but do not guarantee uninterrupted service. We may:

• Perform scheduled maintenance with at least 24 hours' advance notice
• Experience unplanned downtime due to technical issues
• Modify, suspend, or discontinue features with 15 days' prior notice (except in emergencies)

We are not liable for any loss or damage resulting from service interruptions, except to the extent caused by our gross negligence or wilful misconduct.

Limitation of Liability

• Aggregate cap: Fludigo's total aggregate liability for any and all claims arising under or in connection with these Terms shall not exceed the total amount paid by you to Fludigo in the 12 months immediately preceding the event giving rise to the claim.
• Exclusion of indirect damages: In no event shall Fludigo be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of data, loss of business, or business interruption, however caused, whether in contract, tort (including negligence), or otherwise.
• Carve-outs: The limitations above shall not apply to: (a) Fludigo's wilful misconduct or fraud; (b) breach of confidentiality obligations; (c) death or personal injury caused by Fludigo's negligence; or (d) any liability that cannot be excluded under applicable Indian law, including the Consumer Protection Act, 2019.
• Consumer users: Nothing in these Terms shall restrict or exclude any rights you have as a consumer under the Consumer Protection Act, 2019, or the Consumer Protection (E-Commerce) Rules, 2020, that cannot be restricted or excluded by agreement.

Indemnification

11.1 Your Indemnification

You agree to indemnify and hold harmless Fludigo, its founders, directors, employees, and affiliates from any third-party claims, damages, losses, or expenses (including reasonable legal fees) arising from:

• Your use of our services in violation of these Terms
• Your violation of any applicable law
• Your violation of any third-party rights
• Content you upload or create using our services

11.2 Our Indemnification

Fludigo shall indemnify you against any third-party claims arising from: (a) Fludigo's infringement of any third-party intellectual property rights in the Deliverables; or (b) Fludigo's gross negligence or wilful misconduct in providing the Services.

11.3 Indemnification Cap

The aggregate indemnification liability of either party shall be subject to the limitation of liability set out in Section 10 above.

Third-Party Services

Our services may integrate with or link to third-party services (payment processors, cloud providers, authentication providers). We are not responsible for the practices or content of third-party services. Your use of third-party services is governed by their respective terms and policies.

Termination

13.1 Termination by You

You may terminate your relationship with us at any time by closing your account or ceasing to use our services.

13.2 Termination by Fludigo

We may suspend or terminate your access if you breach these Terms. Except in cases of illegal activity or security threats, we will provide you with 15 days' written notice and an opportunity to cure the breach.

13.3 Effect of Termination

Upon termination:

• Your right to use our services ceases immediately
• We will make your data available for export for 30 days from the date of termination
• After 30 days, we may delete your data in accordance with our Privacy Policy, subject to any legal retention obligations
• The following clauses survive termination: Intellectual Property, Limitation of Liability, Indemnification, Governing Law, and any other clause which by its nature is intended to survive

Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations where such failure or delay arises from circumstances beyond the reasonable control of that party, including but not limited to: acts of God, natural disasters, epidemics, pandemics, government orders or restrictions, war, terrorism, civil unrest, strikes, fire, flood, earthquake, power failure, or internet or telecommunications failure ("Force Majeure Event").

The affected party shall promptly notify the other party and use commercially reasonable efforts to mitigate the effects. If a Force Majeure Event continues for 90 consecutive days, either party may terminate the affected engagement without liability, other than payment for Services already rendered.

Governing Law & Dispute Resolution

15.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of India and the applicable laws of the State of Tamil Nadu.

15.2 Dispute Resolution

Before pursuing formal legal action, both parties agree to attempt resolution through good-faith negotiation for at least 30 days from written notice of the dispute. If the dispute is not resolved through negotiation, it shall be subject to the exclusive jurisdiction of the courts at Chennai, Tamil Nadu, India.

15.3 Consumer Disputes

Nothing in this Section shall prevent a consumer from filing a complaint before the appropriate Consumer Disputes Redressal Commission under the Consumer Protection Act, 2019.

General Provisions

16.1 Severability

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

16.2 Entire Agreement

These Terms, together with our Privacy Policy, Cookie Policy, and any applicable project agreements, constitute the entire agreement between you and Fludigo regarding the use of our Services.

16.3 No Waiver

No failure or delay by either party in exercising any right under these Terms shall constitute a waiver of that right.

16.4 Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. Fludigo may assign its rights and obligations to an affiliate or successor entity.

16.5 Electronic Contracts

These Terms are an electronic contract within the meaning of the IT Act, 2000, and the rules made thereunder. Your acceptance through use of our Services constitutes your consent to be bound by these Terms in accordance with Section 10A of the IT Act, 2000.

Changes to These Terms

We may update these Terms from time to time. Material changes will be communicated via email or a prominent notice on our website at least 15 days before they take effect. If you do not agree with the revised Terms, you may cease using our Services and close your account without penalty before the revised Terms take effect. Continued use after the effective date of the revised Terms constitutes acceptance.

Grievance Redressal

In compliance with Rule 3(2) of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021, and the Consumer Protection (E-Commerce) Rules, 2020, we have designated a Grievance Officer:

Grievances will be acknowledged within 24 hours and resolved within 15 days of receipt.

Contact