Terms & Conditions

The Service is used by: (a) Merchants — businesses such as restaurants, cafés, cloud kitchens, hotels, salons and spas that subscribe to Insylo to run digital menus, ordering, payments, reviews, CRM, inventory and marketing; (b) Authorised Users — owners, staff and team members a Merchant invites; and (c) Customers — diners and end-users who browse a Merchant's menu and place orders. "You" refers to the person or entity accepting these Terms. "Content" means any data, text, images, menus, prices, logos, reviews or other material uploaded to or generated through the Service.

You must be at least 18 years old and competent to contract under applicable law. If you accept these Terms on behalf of a business or other entity, you represent and warrant that you have the authority to bind that entity, in which case "you" means that entity. We may refuse, suspend or terminate the Service to any person or entity at our discretion, subject to applicable law.

You must provide accurate, current and complete information and keep it updated. You are responsible for all activity under your account and for safeguarding your credentials, and you must enable available security features and restrict access to Authorised Users. You will notify us immediately of any unauthorised use or security breach. We are not liable for loss arising from your failure to secure your account or credentials.

Insylo provides software tools that may include digital and QR-code menus, online ordering, table/booking management, UPI and card payment facilitation, billing and invoicing, inventory, review management, customer CRM, WhatsApp and other messaging/marketing, analytics and AI-assisted features. Features depend on your plan.

Insylo is a technology platform and intermediary. We are not the seller, manufacturer, preparer or provider of any food, goods or services listed by a Merchant, are not a party to the transaction between a Merchant and a Customer, and do not guarantee any sale, order, fulfilment or outcome. To the extent applicable, Insylo acts as an "intermediary" under the Information Technology Act, 2000 and the rules made thereunder, and claims the protections available to intermediaries.

We may add, modify, suspend or remove any feature or the Service (in whole or part) at any time, and may set or change usage limits, with or without notice where permitted.

Paid plans are billed in Indian Rupees (INR) on a recurring basis (monthly or annually) per the plan you select on our pricing page. All fees are exclusive of taxes; you are responsible for all applicable taxes, levies and duties (including GST), except taxes on our net income. Fees once paid are non-cancellable and, except as stated in Section 6, non-refundable.

Auto-renewal: subscriptions and free trials automatically renew/convert into a paid subscription at the then-current rate at the end of each cycle unless cancelled before the renewal date. You authorise us and our payment processor to store your payment method and charge all fees due, including renewals and applicable taxes.

Price changes: we may change fees prospectively; changes apply from your next renewal. Late payment: overdue amounts may accrue interest at 1.5% per month (or the maximum permitted by law) and we may suspend the Service for non-payment. You may not withhold or set off any amount. All amounts are payable without deduction except tax required to be withheld by law.

Except where required by applicable law, fees are non-refundable, and we do not provide refunds or credits for partial periods, unused features, downgrades, or dissatisfaction. Any refund, if granted, is at our sole discretion and does not establish a course of dealing. If you believe you were charged in error, contact us within 7 days of the charge.

Features labelled trial, beta, preview or early-access are provided "as is" for evaluation, may be changed or withdrawn at any time, and are excluded from any service commitments.

When a Customer places an order through a Merchant's menu, the contract for the food, goods or services is solely between the Customer and the Merchant. The Merchant is solely responsible for menu items, prices, taxes, availability, preparation, quality, hygiene, fulfilment, and any cancellations or refunds. Insylo merely provides the technology enabling the order and payment and is not responsible or liable for the transaction or the items.

Payments are processed by third-party payment providers (for example, Razorpay and UPI rails) and are subject to the provider's terms. We do not store full card details. Order payments are collected to the Merchant's designated merchant (P2M) account. Any payment dispute, chargeback or reversal is between the Customer, the Merchant and the payment provider; the Merchant is responsible for chargebacks and related costs on its orders.

As a Merchant and Authorised User, you represent, warrant and agree that you:

• hold and maintain all licences, registrations and permissions required for your business (including, where applicable, FSSAI/food-safety, GST and local trade licences);
• ensure your menu, prices, taxes (including correct GST rates), and descriptions are accurate and that you honour the prices and items shown to Customers;
• fulfil orders lawfully and comply with all applicable laws, including food-safety, consumer-protection, weights-and-measures, packaging, labelling and advertising laws;
• use a valid merchant (P2M) payment account and not route order payments through a personal account;
• obtain all consents and provide all notices required before contacting customers via WhatsApp, SMS, email or other channels, and comply with anti-spam and tele-marketing regulations;
• own or have the rights to all Content you upload and that it does not infringe any third-party rights or law; and
• are solely responsible, as data controller, for the Customer personal data you collect and how you use it.

You are solely responsible for your transactions with Customers and for resolving Customer complaints, returns and refunds relating to your orders.

You will not, and will not permit any person to:

• use the Service for any unlawful, fraudulent, deceptive, infringing or harmful purpose;
• upload or transmit Content that is illegal, obscene, defamatory, hateful, threatening, or that violates privacy, IP or other rights;
• post fake, incentivised, paid-for or manipulated reviews, or misrepresent identity or affiliation;
• send spam, unsolicited or unlawful communications, or breach data-protection or tele-marketing laws;
• upload viruses or malicious code, or probe, scan, overload, disrupt or circumvent the security or integrity of the Service;
• reverse engineer, decompile, copy, modify, create derivative works of, frame, scrape, data-mine or build a competing product from the Service;
• resell, sublicense, rent or provide the Service to third parties except as expressly permitted; or
• use the Service to violate any law or third-party right, or in any manner not permitted by these Terms.

We may, but are not obligated to, monitor use and may remove Content or suspend access for suspected violations. We may disclose information to law-enforcement or comply with lawful requests.

You retain ownership of your Content. You grant Insylo a worldwide, non-exclusive, royalty-free licence to host, store, reproduce, process, adapt, publish and display your Content solely to operate, provide, secure and improve the Service and as otherwise permitted by the Privacy Policy. You are solely responsible for your Content and its legality. We may remove Content that we reasonably believe violates these Terms or the law.

If you give us suggestions, ideas or feedback, you grant us a perpetual, irrevocable, worldwide, royalty-free licence to use them without restriction or obligation to you.

The Service, including all software, designs, text, graphics, logos, trademarks and other materials (other than your Content), is owned by Insylo or its licensors and is protected by intellectual-property and other laws. Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Service for your internal business purposes during your subscription. All rights not expressly granted are reserved. "Insylo", the Insylo logo and related marks are our trademarks and may not be used without our prior written consent.

Our handling of personal data is described in our Privacy Policy, which is incorporated into these Terms. As between the parties, a Merchant is the controller of the Customer personal data it collects through the Service and Insylo processes such data on the Merchant's behalf to provide the Service. Each party will comply with applicable data-protection laws, including the Digital Personal Data Protection Act, 2023. You are responsible for the lawful basis, notices and consents for any personal data you provide or process through the Service. We may process aggregated and de-identified data to operate and improve the Service.

Certain features use artificial intelligence and machine learning to generate suggestions, replies, content, translations, insights and analytics ("AI Output"). AI Output is provided for convenience only, may be inaccurate, incomplete or unsuitable, and does not constitute professional, legal, financial, tax or other advice. You are solely responsible for reviewing, verifying and deciding whether to use or publish any AI Output, and for ensuring it complies with applicable law and third-party rights. We do not warrant AI Output and are not liable for your reliance on it. Our use of data to operate and improve AI features is described in the Privacy Policy, including our commitment not to use your revenue/financial data for model training without consent.

The Service integrates with or links to third-party products and services (e.g. payment processors, WhatsApp/Meta, Google, hosting and analytics providers). Such third parties are governed by their own terms and privacy policies, and we are not responsible or liable for their availability, acts, omissions, content, data practices or any loss arising from your use of them. Your dealings with third parties are solely between you and them.

We strive to keep the Service available but provide it on a commercially reasonable, best-effort basis and do not guarantee uninterrupted, timely, secure or error-free operation. We may perform scheduled or emergency maintenance, and may suspend, restrict or discontinue the Service or any account (immediately and without liability) where we reasonably believe it is necessary to protect the Service, our users, third parties or us, to comply with law, to prevent harm or abuse, or for non-payment. We are not liable for any unavailability, suspension or loss of data resulting from the foregoing.

To the maximum extent permitted by law, the Service, including all AI Output and any third-party content, is provided "as is" and "as available" without warranties of any kind, whether express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, accuracy and non-infringement. We do not warrant that the Service will meet your requirements, be uninterrupted, secure or error-free, that defects will be corrected, or that the Service or its servers are free of harmful components. No advice or information obtained from us creates any warranty not expressly stated here. Some jurisdictions do not allow certain exclusions, so some may not apply to you.

To the maximum extent permitted by law, in no event will Insylo or its directors, officers, employees, affiliates, agents, suppliers or licensors be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profits, revenue, sales, goodwill, business, anticipated savings, or data, or for business interruption, in each case arising out of or relating to the Service or these Terms, whether based in contract, tort (including negligence), strict liability or otherwise, and whether or not we were advised of the possibility of such damages.

Our total aggregate liability arising out of or relating to the Service and these Terms will not exceed the total fees actually paid by you to Insylo for the Service in the three (3) months immediately preceding the event giving rise to the claim, or ₹5,000, whichever is greater. For the Service used without charge, our aggregate liability will not exceed ₹5,000. These limitations are an essential basis of the bargain and apply even if any remedy fails of its essential purpose. Nothing in these Terms excludes liability that cannot be excluded under applicable law.

You will defend, indemnify and hold harmless Insylo and its directors, officers, employees, affiliates, agents, suppliers and licensors from and against any and all claims, demands, actions, losses, liabilities, damages, costs and expenses (including reasonable legal fees) arising out of or relating to: (a) your use of the Service; (b) your Content; (c) your products, orders, menus, prices, fulfilment or transactions with Customers; (d) your breach of these Terms or any law; (e) your handling of personal data or marketing; or (f) your violation of any third-party right. We may assume the exclusive defence and control of any matter subject to indemnification, at your expense, and you will cooperate with us.

These Terms apply while you use the Service. You may stop using the Service or cancel your subscription at any time (effective at the end of the current billing cycle). We may suspend or terminate your access for breach, non-payment, risk of harm, or as required by law. On termination, your right to use the Service ends and we may delete your account and Content after a reasonable period; you are responsible for exporting your data beforehand where the feature is available. Fees owed remain payable. Sections that by their nature should survive (including Sections 5–6 (amounts due), 10–11, 13, 16–18, 20, and 21–31) survive termination.

These Terms are governed by and construed in accordance with the laws of India, without regard to conflict-of-laws rules. The parties will first attempt to resolve any dispute amicably by good-faith negotiation for 30 days after written notice.

Any dispute, claim or difference arising out of or in connection with these Terms or the Service that is not resolved through negotiation shall be referred to and finally resolved by binding arbitrationunder the Arbitration and Conciliation Act, 1996, by a sole arbitrator appointed by Insylo (or as the parties agree). The seat and venue of arbitration shall be [●], India; the language shall be English; and the arbitral award shall be final and binding. Each party bears its own costs unless the arbitrator decides otherwise.

Disputes will be conducted only on an individual basis and not as a class, consolidated or representative action. Subject to the arbitration provision, the courts at [●], India shall have exclusive jurisdiction, and you consent to such jurisdiction and venue. Nothing prevents either party from seeking urgent interim or injunctive relief from a court of competent jurisdiction. Nothing in this Section limits any non-waivable statutory rights of a Customer who is a "consumer" under the Consumer Protection Act, 2019.

To the extent permitted by law, any claim arising out of or relating to the Service or these Terms must be brought within one (1) year after the cause of action arises; otherwise it is permanently barred.

We will not be liable for any failure or delay in performance caused by events beyond our reasonable control, including acts of God, natural disasters, epidemics or pandemics, war, terrorism, civil unrest, government action, changes in law, strikes, failures or interruptions of internet, telecommunications, hosting, electricity, payment networks or third-party services, cyber-attacks, or other force-majeure events.

Each party may receive non-public information of the other. The receiving party will use it only to perform under these Terms and will protect it with reasonable care, except for information that is public, already known, independently developed, or required to be disclosed by law (with notice where lawful).

Unless you opt out by writing to us, you grant Insylo the right to use your business name and logo to identify you as a customer on our website and marketing materials, in accordance with any brand guidelines you provide.

You may not assign or transfer these Terms or any rights or obligations without our prior written consent. We may assign or transfer these Terms, in whole or part, including in connection with a merger, acquisition, reorganisation or sale of assets, without restriction. These Terms bind and benefit the parties and their permitted successors and assigns.

The parties are independent contractors. Nothing in these Terms creates any partnership, joint venture, agency, franchise or employment relationship. There are no third-party beneficiaries to these Terms.

You consent to receive communications from us electronically (e.g. via email, in-app messages or postings), and agree that electronic communications satisfy any legal requirement that communications be in writing. We may send notices to the email or contact details on your account; you are responsible for keeping them current. Notices to us must be sent to the contact details in Section 31.

You will comply with all applicable laws in your use of the Service, including anti-bribery, anti-corruption, anti-money-laundering, export-control and sanctions laws, and you represent that you are not subject to any sanctions or located in an embargoed region that would make your use unlawful.

We may update these Terms from time to time. If we make material changes, we will take reasonable steps to notify you (for example, by updating the "last updated" date and/or via the Service). Your continued use of the Service after changes take effect constitutes acceptance of the updated Terms. If you do not agree, you must stop using the Service.

If any provision is held invalid or unenforceable, it will be limited or severed to the minimum extent necessary and the remaining provisions remain in full force. Our failure to enforce any right or provision is not a waiver. Headings are for convenience only. These Terms, with the Privacy Policy and any referenced policies or order forms, are the entire agreement between the parties regarding the Service and supersede all prior or contemporaneous agreements. In case of conflict, an executed order form prevails over these Terms for the conflicting term. These Terms are drawn up in English, which controls.

For questions, notices, complaints or grievances (including under the Information Technology Act, 2000 and applicable rules, the Consumer Protection (E-Commerce) Rules, 2020 and the Digital Personal Data Protection Act, 2023), contact:

Grievance Officer: [●]
Insylo AI — [registered entity name and address, India]
Email: grievance@insyloai.com
General support: support@insyloai.com or our contact page.

We will acknowledge grievances within the timelines required by applicable law and endeavour to resolve them promptly.