Terms and Conditions

You accept these Terms by doing any of the following: clicking a button or ticking a box stating that you agree to these Terms during signup at https://app.opscale.io/signup, making a payment for the Service, or accessing or using the Service. If you do not agree to these Terms, you must not use the Service.

We record the account, the date and time, and the version of the Terms accepted at signup as evidence of this agreement. The version of these Terms in force at any time is the one published at https://www.opscale.io/terms-and-conditions.

The Service is provided for business use only. It is not offered to consumers or to children and is not directed at persons under 18 years of age. By accepting these Terms you represent and warrant that:

• you are at least 18 years old and are competent to contract under the Indian Contract Act, 1872;
• you are acting on behalf of a company, firm or other legal entity, and you have the authority to bind that entity to these Terms;
• the entity is purchasing the Service for a commercial purpose in the course of its business and not for personal, family or household use;
• the information you provide at signup (name, work email address, company name, selected departments, timezone and any optional OpenRouter API key) is accurate and will be kept up to date; and
• neither you nor the entity is prohibited by applicable law from receiving the Service.

Nothing in these Terms removes any right that a person who is in law a consumer under the Consumer Protection Act, 2019 cannot waive.

To use the Service you must create an account at https://app.opscale.io/signup. On successful signup and payment, your workspace access URLs and login credentials are displayed on screen and sent to your registered work email address. Sign-in to the application is by magic link: we email a one-time login link to your registered address, and anyone who can open that email can access your account.

You are responsible for: keeping your registered email account, magic links, workspace credentials and any API keys secure; every activity that takes place under your account, whether or not you authorised it, except to the extent the activity results from Opscale's breach of its security obligations under Section 8; ensuring that each person you allow into your workspace complies with these Terms; and notifying us at business@opscale.io immediately, and in any case within 24 hours of becoming aware, if you suspect that your account or credentials have been compromised. You must not share credentials with persons outside your organisation or allow more than one organisation to use a single account.

Opscale provides hosted AI Agent Teams: teams of AI software agents organised by department (Engineering, Marketing, Sales, Operations, Finance and Customer Success). Each Customer receives a private, isolated, containerised hosted workspace consisting of a team-chat interface, a browser-accessible agent desktop and a dashboard used to configure the agents. The agents are powered by third-party large language models accessed through the OpenRouter API; model providers may include Anthropic, OpenAI, Google, MiniMax and others. You may optionally supply your own OpenRouter API key. Agents can integrate with third-party tools that you choose to connect, such as GitHub, Slack, Linear, HubSpot, Notion, QuickBooks and Intercom.

The Service also includes email support, human-in-the-loop review checkpoints and continuous monitoring and tuning of agents by Opscale. The Service is delivered entirely electronically; no physical goods are shipped. After signup and payment the workspace is provisioned automatically, typically within a few minutes and in any case within 24 hours, as described in our Shipping and Delivery Policy at https://www.opscale.io/shipping-and-delivery.

Application data and customer workspaces are hosted on Amazon Web Services in the Mumbai region (ap-south-1). We may improve, modify or add features to the Service from time to time. We will not materially reduce the core functionality of a paid subscription during a billing period for which you have already paid; any material reduction of core functionality will be notified to you by email at least 30 days in advance and will take effect only from the start of a later billing period, so that you can cancel under Section 6 before it applies to you and no further charges are made.

Fees. The Service is priced at US$1,099 per agent team (department) per month, as a flat rate with no token limits and no overage fees, as displayed at https://www.opscale.io/pricing. If you subscribe to more than one department, the monthly fee is US$1,099 multiplied by the number of departments selected. The amount and currency charged for each billing period, including applicable taxes, are shown to you at checkout before you pay and on your invoice.

Billing cycle. Fees are billed monthly in advance. Your first billing date is the date of your first successful payment, and each subsequent billing period begins on the same day of each following month. Your subscription renews automatically at the end of each monthly billing period, and the applicable fees for the next period are charged to your registered payment method, until you cancel in accordance with Section 6. You authorise us and our payment gateway to collect these recurring charges. Recurring charges are collected through the payment gateway in accordance with Reserve Bank of India requirements, including any pre-debit notification or additional authentication the gateway or your bank requires. If a recurring payment cannot be collected, the Payment paragraph below applies.

Taxes. All fees are exclusive of applicable taxes unless stated otherwise. For Customers in India, Goods and Services Tax (GST) at the applicable rate will be added and shown separately on the invoice, and you must provide your GSTIN if you want it recorded on the invoice. Customers outside India are responsible for any sales, use, value-added, withholding or similar taxes imposed in their jurisdiction; if any withholding applies, you will pay such additional amount as ensures that we receive the full fee.

Payment. Payments are collected through authorised third-party payment gateways such as Razorpay. Opscale does not store your full card number, CVV or other complete card details; those are handled by the payment gateway under its own security standards. If a payment fails or is declined, we will notify you by email and may retry the charge. If payment is not received within 7 days of the billing date, we may suspend the workspace under Section 13 until payment is made. We are not liable for any loss arising from a declined authorisation by your bank or card issuer.

Price changes. We may change our fees by giving you at least 30 days' prior notice by email to your registered address. A price change applies only from the first billing date that falls after the end of the notice period. If you do not agree to the new price, you may cancel before that billing date and no further charges will be made.

The full rules are set out in our Cancellation and Refund Policy at https://www.opscale.io/cancellation-and-refunds, which forms part of these Terms. In summary:

• Cancellation: you may cancel your subscription at any time from the dashboard or by emailing business@opscale.io. Cancellation takes effect at the end of the current monthly billing period. Your access continues until then, no further charges are made after that date, and no pro-rated refund is given for the unused part of a billing period. We do not charge any cancellation fee.
• First-payment refund: if you are a first-time Customer and are not satisfied, you may request a full refund of your first monthly payment within 7 days of that payment.
• Duplicate or erroneous charges are refunded in full.
• Non-delivery or extended outage: if we fail to provision your workspace within 24 hours of payment, or the Service is unavailable for more than 72 consecutive hours due to our fault, you may cancel and receive a refund of the fees for the affected period.
• Deficient or mis-described service: if the Service is deficient or materially not as described on our website or in these Terms and we do not remedy it within 7 days of your report, we will refund or, at your choice, credit the fees for the affected period.
• Termination or reduced functionality by Opscale: if we terminate your subscription for convenience, terminate it following a third-party intellectual-property claim, or materially reduce the core functionality of a paid subscription, we refund the fees for the period after termination or for the affected period automatically.
• Except as set out above and in the Cancellation and Refund Policy, fees are non-refundable, including fees for partial months and any fees paid after the 7-day first-payment window.
• How to request a refund: email business@opscale.io with your registered email address, company name and payment reference. Approved refunds are initiated within 3 business days and credited to the original payment method within 5 to 7 business days; banks and card issuers may take up to 10 business days to reflect the credit.

You must use the Service, and must instruct and configure your agents, only for lawful business purposes and in compliance with all applicable laws, including the Information Technology Act, 2000 and the rules made under it. You must not, and must not permit any person or agent acting on your behalf to:

• upload, generate, store or transmit content that is unlawful, defamatory, obscene, invasive of another person's privacy, harassing, harmful to children, deceptive or misleading (including impersonation or deepfakes), that infringes any intellectual property or other right, that threatens the sovereignty, security or public order of India, or that contains viruses or malicious code;
• use the Service to send unsolicited commercial messages (spam), to make unlawful automated calls or messages, or to contact persons who have not consented to be contacted where consent is required by law;
• resell, sublicense, rent, lease, time-share or otherwise make the Service available to any third party, or operate the Service on behalf of a third party, without our prior written consent;
• reverse engineer, decompile, disassemble or otherwise attempt to derive the source code, models, prompts, system instructions or agent templates used in the Service, except to the extent applicable law expressly permits;
• circumvent or attempt to circumvent any usage limits, security controls, isolation between workspaces, authentication mechanisms or fair-use safeguards, or access any other Customer's workspace or data;
• use the Service to develop a competing product, to probe or scan our infrastructure without written permission, or to place unreasonable load on the Service;
• remove or alter any label, watermark or provenance metadata that we or a model provider attach to AI-generated content, or publish AI-generated content in a manner that violates applicable law on synthetically generated information;
• use the Service in breach of the acceptable-use policies of OpenRouter or the underlying model providers, or of any third-party tool you connect.

We may remove content and suspend or terminate access for breach of this Section as described in Section 13. Unauthorised use of the Service may give rise to a claim for damages and may be a criminal offence.

Ownership. "Customer Content" means all chat messages, files, documents, code, integration data, credentials and other material that you or your users provide to the Service or that your agents retrieve from the tools you connect. As between you and Opscale, you own all Customer Content.

Licence to Opscale. You grant Opscale a non-exclusive, worldwide, royalty-free licence to host, store, copy, process, transmit and display Customer Content, and to send it to the third-party model providers and integrations described in Section 10, solely to the extent necessary to provide, secure and support the Service for you and to comply with law. We do not use Customer Content, or your inputs and outputs, to train or fine-tune any AI model unless you opt in in writing.

Your responsibilities. You are solely responsible for the accuracy, legality and appropriateness of Customer Content, for having all rights and consents needed to provide it to us and to your agents (including consents from your own employees and customers whose personal data it contains), and for the credentials, API keys and third-party accounts you connect. You control which integrations are connected and which permissions each agent is granted, and you should grant only the minimum permissions needed.

Personal data. Where Customer Content contains personal data of individuals, you determine the purposes of processing and Opscale processes it only on your instructions as given through the Service. Our handling of personal data, our sub-processors and their locations (including model providers that may process data outside India, such as in the United States) are described in our Privacy Policy at https://www.opscale.io/privacy-policy, and are governed by the Information Technology Act, 2000, the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011 and, once its relevant provisions commence, the Digital Personal Data Protection Act, 2023.

Data export and deletion. You may request an export of your Customer Content by emailing business@opscale.io at any time during your subscription and within 30 days after it ends, and you should request any chat history, files, documents or code you wish to keep before that window closes. When your subscription ends, we delete or anonymise your workspace and Customer Content from our active systems as described in our Privacy Policy at https://www.opscale.io/privacy-policy, except for records we must keep by law (for example, invoices and tax records) and backups that are deleted in the ordinary course.

Security. We maintain reasonable security practices and procedures, including workspace isolation, access controls and encryption in transit, appropriate to the nature of the data we hold. If we become aware of a security incident that affects your Customer Content, we will notify you by email without undue delay and in any case within 72 hours of confirming the incident.

The Service uses artificial intelligence and large language models to generate text, code, recommendations and actions ("Output"). Output is generated probabilistically. It may be inaccurate, incomplete, out of date, biased or fabricated, may not be unique to you and may be similar to output generated for others. Output is not legal, financial, tax, accounting, medical, investment or other professional advice.

You must review all Output with appropriate human judgement before relying on it, publishing it, sending it to third parties or acting on it. You are solely responsible for all decisions made and communications sent using Output, and for ensuring that Output and any agent-generated communication comply with the laws that apply to your business, including advertising, telemarketing, data protection and sector-specific regulation.

Agents act only on the instructions you give and within the permissions and integrations you grant. An agent may read, write, send or delete data in a connected tool if you have granted it permission to do so. Opscale provides human-in-the-loop review checkpoints and monitoring, but you are responsible for configuring those checkpoints, for the permissions you grant and for the actions your agents take in your connected tools as a result of your configuration.

The Service depends on third-party services that we do not control, including: OpenRouter and the underlying model providers (which may include Anthropic, OpenAI, Google, MiniMax and others), whose availability, terms and acceptable-use policies apply to the model calls made on your behalf; Amazon Web Services, which hosts the application and workspaces; Amazon SES, which sends transactional email including magic links; PostHog, Formspree and Vercel for the marketing site; and payment gateways such as Razorpay. If you supply your own OpenRouter API key, you are responsible for that key, for the charges OpenRouter bills to it and for complying with OpenRouter's terms.

Third-party tools you connect (such as GitHub, Slack, Linear, HubSpot, Notion, QuickBooks or Intercom) are governed by your own agreements with those providers. We are not responsible for the availability, security or conduct of any third-party service, for changes those services make to their APIs or terms, or for loss caused by them. We may replace a model or service provider with a substantially equivalent one, and will notify you by email at least 15 days before doing so where the change materially affects how your Customer Content is processed.

Our website may contain links to external websites. We provide them for convenience only and do not endorse or take responsibility for their content.

Opscale and its licensors own all right, title and interest in the Service, including the platform, software, agent templates, prompts, system instructions, documentation, design, layout, look and feel, graphics and the Opscale name and logo, and all improvements to them. These Terms grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Service for your internal business purposes during your subscription. No other rights are granted. You must not reproduce, distribute or create derivative works from any part of the Service or the website other than Customer Content and Output.

As between you and Opscale, you own the Output generated for you, and we assign to you any rights we may have in that Output on payment of the applicable fees. We do not warrant that Output is original, protectable by copyright or free of third-party rights. Trademarks displayed on the website that are not owned by Opscale are acknowledged as belonging to their respective owners.

If you provide us with suggestions or feedback about the Service, you grant us a perpetual, irrevocable, royalty-free licence to use that feedback without restriction. We may use aggregated, de-identified usage and performance data that does not identify you or any individual, and does not contain Customer Content, to operate, analyse and improve the Service.

"Confidential Information" means non-public information disclosed by one party to the other in connection with the Service that is marked confidential or that a reasonable person would understand to be confidential. Customer Content is your Confidential Information; the non-public features, architecture, prompts and agent templates of the Service, and any pricing offered specifically to you, are our Confidential Information.

Each party will use the other's Confidential Information only to perform its obligations and exercise its rights under these Terms, will protect it with at least the care it uses for its own confidential information of a similar kind and no less than reasonable care, and will disclose it only to its employees, contractors and service providers who need to know it and are bound by written confidentiality obligations no less protective than these. Confidential Information does not include information that is or becomes public through no fault of the receiving party, was already lawfully known to it, is independently developed without use of the other party's information, or is lawfully received from a third party without restriction. A party may disclose Confidential Information where required by law, court order or a government agency, and will, where legally permitted, notify the other party first. These obligations survive for 3 years after termination, and indefinitely for Customer Content that contains personal data or trade secrets.

Termination by you. You may terminate your subscription at any time in accordance with Section 6; termination takes effect at the end of the current monthly billing period.

Suspension by Opscale. We may suspend your access to all or part of the Service, with notice to your registered email address, if: fees remain unpaid 7 days after the billing date; we reasonably believe that your use breaches Section 7 or poses a security, legal or operational risk to the Service, to other Customers or to third parties; or we are required to do so by law or a government order. Where the law permits and the risk allows, we will give you at least 48 hours' notice and an opportunity to cure before suspending, and we will restore access within 1 business day after the cause of suspension is resolved. Suspension does not relieve you of the obligation to pay fees due for the period.

Termination by Opscale. We may terminate these Terms and your subscription: for material breach, if you fail to cure the breach within 15 days after we notify you of it by email; immediately, for a breach of Section 7 that involves unlawful content or activity, or for repeated breaches; or for convenience, on 30 days' written notice, in which case termination takes effect no earlier than the end of the monthly billing period for which you have already paid, your access continues until then, and no further fees are charged after that date.

Effect of termination. On termination or expiry your right to use the Service ends, agents stop operating and access to your workspace is disabled. Section 8 governs the export and deletion of your Customer Content. Fees accrued before termination remain payable. Sections 5 (as to fees accrued), 8 (as to deletion), 9, 11, 12, 14, 15, 16, 17, 18 and 20 survive termination.

We warrant that we will provide the Service with reasonable skill and care and that the Service will perform materially as described on our website and in these Terms. Your remedies for breach of this warranty are the refund and cancellation rights described in Section 6 and, where the breach is not remedied, termination under Section 13.

Except as expressly stated in these Terms, and to the maximum extent permitted by law, the Service, the website and all Output are provided on an "as is" and "as available" basis, and Opscale and its suppliers disclaim all other warranties, express or implied, including any implied warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, and uninterrupted or error-free operation. We do not warrant that Output will be accurate or fit for any particular purpose, that the Service will meet your requirements or achieve any particular business result, or that third-party services will be available. The content of our website may change without notice, and you use the website at your own risk.

To the maximum extent permitted by law, neither party shall be liable to the other, whether in contract, tort (including negligence), under statute or otherwise, for any indirect, incidental, special, consequential or punitive loss or damage, or for any loss of profits, revenue, business, goodwill, anticipated savings or data, or for the cost of procuring substitute services, arising out of or in connection with these Terms or the Service, even if advised of the possibility of such loss.

To the maximum extent permitted by law, Opscale's total aggregate liability arising out of or in connection with these Terms and the Service, for all claims taken together, shall not exceed the total fees paid by you to Opscale in the 12 months immediately preceding the event giving rise to the claim.

The exclusions and limitations in this Section do not apply to: liability for fraud or fraudulent misrepresentation; wilful misconduct or gross negligence; death or personal injury caused by negligence; a party's breach of Section 12 (Confidentiality); your obligation to pay fees; your liability under Section 16; or any other liability that cannot be limited or excluded under applicable law. Nothing in these Terms limits any right that a person who is in law a consumer under the Consumer Protection Act, 2019 cannot waive.

You will defend, indemnify and hold harmless Opscale, its director, employees and contractors from and against all claims, demands, losses, liabilities, damages, penalties, costs and expenses (including reasonable legal fees) arising out of or relating to: Customer Content, or the instructions you give to your agents; your use of the Service in breach of these Terms or applicable law; the actions taken by your agents in third-party tools under the permissions you granted; your failure to obtain any consent or give any notice required from you under data protection, telemarketing or other laws; or any claim by your own customers, users or employees relating to your use of the Service or Output; except to the extent the claim arises from Opscale's breach of these Terms, negligence, wilful misconduct, or a defect in the Service, its agent templates, prompts or models that is not attributable to your configuration or instructions.

Opscale will defend, indemnify and hold you harmless from and against third-party claims alleging that the Service platform itself (excluding Customer Content, Output, third-party models and third-party services, and any use in breach of these Terms) infringes an Indian patent, copyright or trademark, and will pay the damages finally awarded or agreed in settlement. If such a claim is made or appears likely, we may modify the Service, procure a licence, or terminate the affected subscription on notice to you, in which case termination takes effect no earlier than the end of the monthly billing period for which you have already paid and no further fees are charged after that date.

The indemnified party must notify the indemnifying party promptly of the claim, allow it to control the defence and settlement (provided no settlement imposes any obligation or admission on the indemnified party without its consent) and give reasonable assistance at the indemnifying party's expense.

These Terms, the Service and any dispute or claim arising out of or in connection with them (including non-contractual disputes) are governed by the laws of India, including the Indian Contract Act, 1872 and the Information Technology Act, 2000. The courts at Bengaluru, Karnataka, India have exclusive jurisdiction over any such dispute, and each party irrevocably submits to that jurisdiction. Customers located outside India agree that Indian law and the courts at Bengaluru apply to their use of the Service.

Before starting court proceedings, each party agrees to try in good faith to resolve the dispute through the grievance process in Section 18 and, if that fails, through discussion between senior representatives of both parties for a period of 30 days from the date one party notifies the other of the dispute. Nothing in this Section prevents either party from seeking urgent interim relief from a court, or deprives a person who is in law a consumer under the Consumer Protection Act, 2019 of any remedy available under that Act.

If you have a complaint about the Service, a payment, our handling of your data or any content on the platform, please contact our Grievance Officer, appointed in accordance with Rule 5(9) of the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011, Rule 3(2) of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 and Rule 4 of the Consumer Protection (E-Commerce) Rules, 2020:

• Name: Anub Sinha
• Designation: Founder and Director, Opscale Technologies (OPC) Private Limited
• Address: HD-037, WeWork Prestige Atlanta, 80 Feet Main Road, Koramangala 1A Block, Industrial Layout, Bengaluru, Karnataka 560034, India
• Email: business@opscale.io
• Hours: Monday to Friday, 10:00 to 18:00 IST, excluding Indian public holidays

We will acknowledge your complaint by email within 48 hours of receipt with a reference number, will respond substantively within 5 business days, will act on complaints about unlawful content within the timelines required by the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 where they apply to us, and will resolve all complaints within 30 days of receipt. The same timelines apply to complaints raised under our Privacy Policy, Cancellation and Refund Policy and Shipping and Delivery Policy. If you are dissatisfied with the Grievance Officer's decision on a complaint about content, you may appeal to the Grievance Appellate Committee at https://gac.gov.in within 30 days of receiving that decision. Anub Sinha is also our nodal contact person resident in India for the purposes of the Consumer Protection (E-Commerce) Rules, 2020. Nothing in this Section limits your right to approach any court, consumer forum or regulator.

We may update these Terms from time to time, for example to reflect changes in the Service, in our business or in the law. If a change is material, we will notify you by email to your registered address at least 30 days before it takes effect and will show the new effective date at the top of this page. If you do not agree to a material change, you may cancel your subscription before the change takes effect, in which case the change will not apply to you. Continued use of the Service after the effective date of a change constitutes acceptance of the updated Terms. Non-material changes, such as corrections and clarifications, take effect when published at https://www.opscale.io/terms-and-conditions. We will also remind you of these Terms and our Privacy Policy at least once every 12 months.

Entire agreement. These Terms, together with the Privacy Policy, the Cancellation and Refund Policy, the Shipping and Delivery Policy and the pricing page, form the entire agreement between you and Opscale about the Service and supersede all earlier agreements, proposals and representations, unless you and Opscale have signed a separate written agreement, in which case that agreement prevails to the extent of any conflict. Order of precedence. If there is a conflict between these Terms and a policy incorporated into them, these Terms prevail, except that the Cancellation and Refund Policy prevails on the amount and timing of refunds.

Notices. We will send notices to the email address registered on your account; you must keep it current. You may send notices to us at business@opscale.io or by post to the address in Section 21. Email notices are treated as received on the business day after they are sent.

Force majeure. Neither party is liable for delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, including outages of cloud infrastructure or model providers, internet failures, power failures, acts of government, natural disasters, epidemics or labour disputes, provided it uses reasonable efforts to resume performance. Your refund rights under Section 6 for failure to provision your workspace within 24 hours of payment, and for unavailability caused by our fault, are not affected by this clause.

Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms to a successor to our business on notice to you. Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force and the invalid provision is replaced by a valid one that most closely reflects its intent. Waiver. A failure or delay in exercising any right is not a waiver of it. Relationship. The parties are independent contractors; nothing in these Terms creates a partnership, joint venture, agency or employment relationship. Export and sanctions. You must not use the Service from, or for the benefit of any person in, a jurisdiction where such use is prohibited by applicable Indian or international sanctions or export-control laws. Language. These Terms are written in English; if translated, the English version prevails.

You can reach us through any of the following channels. Our Contact page at https://www.opscale.io/contact contains the same details.

• Legal entity name: Opscale Technologies (OPC) Private Limited (a One Person Company incorporated under the Companies Act, 2013)
• CIN: U74999KA2017OPC099577
• GSTIN: 29AACCO4519R2ZQ
• Registered and operational address: HD-037, WeWork Prestige Atlanta, 80 Feet Main Road, Koramangala 1A Block, Industrial Layout, Bengaluru, Karnataka 560034, India
• Email: business@opscale.io
• Support hours: Monday to Friday, 10:00 to 18:00 IST (excluding Indian public holidays)
• Grievance Officer: Anub Sinha, Founder and Director (see Section 18)
• Website: https://www.opscale.io | Application: https://app.opscale.io