Commercial Terms of Service

SeptemberAI provides BAP and related sites, apps, and services for business use, which we call the Service. These Commercial Terms are a binding agreement between SeptemberAI, operated by September Platforms Private Limited, and the organization that uses the Service, which we call the Customer.

By using the Service for, or on behalf of, an organization, the individual accepting these Terms represents that they have the authority to bind that organization. In these Terms, "you" means that organization.

These Commercial Terms govern business use of the Service. They are the right terms where the Service is used for, or on behalf of, an organization.

Individual, personal use is governed instead by our Consumer Terms.

The Customer keeps all rights to the content it submits to the Service, which we call Inputs. Subject to the Customer's compliance with these Terms, SeptemberAI assigns to the Customer its rights in the Outputs generated for the Customer.

SeptemberAI does not train its models on Customer Content from the Service.

SeptemberAI handles personal data as described in our Privacy Policy and, where the Customer requires one, under a Data Processing Addendum (DPA) available on request.

Both parties will comply with the Digital Personal Data Protection Act, 2023 and other applicable data-protection law.

The Customer and its users must comply with our Usage Policy. In particular, they must not:

• build a competing product or train a competing model;
• reverse engineer the Service; or
• resell the Service without our written approval.

The Customer is responsible for evaluating whether Outputs are appropriate for its use, and for telling its end users that factual assertions in Outputs should be independently verified before they are relied upon. The Customer will cooperate with reasonable compliance checks.

Each party may receive confidential information of the other. The recipient will use it only to perform under these Terms, protect it with reasonable care, and share it only with people who need it and are under similar obligations.

Standard exclusions apply for information that is already public, was independently developed, or was rightfully received from another source. Disclosure required by law is allowed, with notice to the other party where permitted.

SeptemberAI and its licensors retain all rights in the Service, except for the rights expressly granted to the Customer in these Terms.

The Customer pays the fees set out in its order or on our pricing page. We may require prepayment or credits. Overdue amounts may accrue interest as permitted by law.

The Customer is responsible for applicable taxes, including GST. Where tax must be withheld, such as TDS, the Customer will gross up the payment so that SeptemberAI receives the full amount due.

We may change fees with reasonable notice, effective on the next renewal.

The term runs as stated in the order. Either party may terminate for convenience with reasonable notice, or for a material breach that is not cured within a reasonable cure period.

SeptemberAI may suspend access if it reasonably believes there is a security, legal, or non-payment risk, and will restore access once the issue is resolved.

On termination, the Customer's right to use the Service ends. Provisions that by their nature should survive, including confidentiality, fees due, intellectual property, disclaimers, liability, indemnity, and disputes, continue to apply.

Each party warrants that it has the authority to enter into these Terms.

Otherwise, the Service is provided "as is" and "as available". SeptemberAI disclaims all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service is uninterrupted or error-free, or that Outputs are accurate or complete.

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, or data.

Each party's total aggregate liability for claims relating to these Terms will not exceed the fees the Customer paid for the Service in the twelve months before the event giving rise to the claim. This cap does not apply to the Customer's payment obligations or to a party's indemnification obligations.

Nothing in these Terms excludes liability that cannot be excluded under applicable Indian law.

SeptemberAI will defend the Customer against third-party claims that the Customer's authorized use of the Service infringes that third party's intellectual property rights. This is subject to standard exclusions, including claims arising from Customer content, unauthorized modifications, use in combination with non-SeptemberAI products, or continued use after we give notice to stop.

The Customer will defend SeptemberAI against third-party claims arising from Customer Content or the Customer's breach of these Terms.

In each case, the indemnifying party controls the defense and the other party cooperates. This is each party's sole remedy for the covered claims.

We may update these Terms with reasonable notice, for example 30 days after posting, effective on the next renewal. A change takes immediate effect only where it is required by law.

Notices may be given electronically, including to the Customer's account address or to legal@september.wtf for SeptemberAI. Neither party may assign these Terms without consent, except in a merger or a sale of substantially all of its assets.

If a provision is unenforceable, the rest stays in effect. Neither party is liable for delays caused by events beyond its reasonable control (force majeure). The Customer will comply with applicable export-control and sanctions law. These Terms are the entire agreement on their subject.

These Terms are governed by the laws of India. The parties will first try to resolve any dispute in good faith, for example within 45 days.

Failing that, the dispute will be referred to binding arbitration under the Arbitration and Conciliation Act, 1996, with the seat at Coimbatore, Tamil Nadu, India, before a sole arbitrator, conducted in English. Subject to that, the courts at Coimbatore, Tamil Nadu, India have exclusive jurisdiction.

Either party may seek urgent injunctive relief from a court to protect its intellectual property or confidential information.

Questions about these Terms? Reach us at legal@september.wtf.