Terms and Conditions of Service

1. Acceptance and Scope of Terms

1.1 Agreement to Terms

By registering on, accessing, or using the Xuvian platform, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use our services.

1.2 Binding Nature

These Terms create binding legal obligations between you and Xuvian. Your continued use of the platform constitutes ongoing acceptance of these Terms and any modifications thereof.

1.3 Authority to Bind

You represent and warrant that you have the legal authority to bind your startup entity to these Terms and that you are authorized to enter into this agreement on behalf of your organization.

2. Information Obligations and Continuous Engagement

2.1 Mandatory Information Provision

You agree to:

• Provide complete, accurate, and truthful information during registration and throughout your use of the platform
• Maintain comprehensive business profiles including company overview, team details, financial projections, market analysis, product information, and funding status
• Upload all required documents as specified in the platform interface
• Respond to information requests from Xuvian within 7 business days

2.2 Continuous Information Updates

You are obligated to:

• Monthly Updates: Update key metrics, financial data, team changes, and business developments within the first 5 business days of each month
• Quarterly Updates: Provide comprehensive business reviews including revised financial projections, market analysis updates, and strategic pivots within 10 business days of each quarter end
• Real-time Updates: Immediately notify Xuvian of material changes including funding rounds, key personnel changes, significant partnerships, legal or regulatory issues, business model pivots, and intellectual property developments

2.3 Platform Engagement Requirements

To maintain active status on the platform, you must:

• Log into the platform at least twice per month
• Complete platform assessments and evaluations as requested
• Participate in educational modules and learning resources
• Respond to investor inquiries within 48 hours
• Maintain a minimum platform engagement score as determined by Xuvian

2.4 Platform as Central Information Hub

You agree to use the Xuvian platform as your primary centralized system for maintaining all business information, managing stakeholder relationships, organizing due diligence materials, tracking progress, and managing documents.

2.5 Information Accuracy and Verification

• All information provided must be accurate, complete, and not misleading
• You authorize Xuvian to verify information through third-party sources
• False or misleading information may result in immediate account suspension or termination
• You agree to provide supporting documentation for any claims made on the platform

3. Platform Data Management and Controlled Sharing

3.1 Platform-Based Information Storage

You agree to maintain comprehensive and up-to-date information on the platform including business plans, pitch decks, financial models, performance metrics, market research, team profiles, product documentation, and customer testimonials.

3.2 Data Access and Control

• Startup Control: You retain full control over who can access your information on the platform
• Selective Sharing: You may choose to share specific information with selected investors, partners, or service providers
• Employee Access Limitation: Xuvian Ventures employees do not have automatic access to your confidential business information unless you explicitly grant such access
• Platform Administration: Xuvian technical team may access data solely for platform maintenance, security, and technical support purposes

3.3 Marketing and Promotional Usage Rights

You grant Xuvian the right to use information available on the platform for marketing and promotional purposes including success stories, testimonials, statistical representations, industry examples, media features, event marketing, and platform demonstrations.

Marketing Consent and Control

• Default Authorization: By using the platform, you automatically grant Xuvian marketing usage rights as specified above
• Opt-Out Process: You may opt out of marketing usage by providing written notice to legal@xuvian.com with 30 days' advance notice
• No Individual Notification: Xuvian is not required to provide advance notice for specific marketing campaigns
• Aggregate Statistics: Usage in anonymous aggregate statistics cannot be opted out as it doesn't identify your startup specifically
• Continued Usage Rights: Marketing materials created during your platform usage may continue to be used even after account termination unless specific removal is requested

3.5 Data Retention and Analytics Rights

Xuvian may analyze platform usage patterns, user behavior, and engagement metrics. Aggregate data may be used for market insights, trend identification, platform optimization, predictive analytics, and benchmarking services. All data used for platform enhancement will be completely anonymized with no identifying information and will not be shared with external parties.

4. Platform-Mediated Service Delivery and Integration

4.1 Platform-Centric Service Model

You acknowledge that all Xuvian services are delivered through the platform interface, information sharing with third parties occurs only through platform-controlled mechanisms, and the platform serves as a secure intermediary for all business communications and data sharing.

4.2 Mandatory Integration and Automated Data Updates

You agree to allow Xuvian to integrate with your existing business tools for automatic data synchronization, including accounting software, CRM systems, HR tools, project management platforms, and financial management tools where technically feasible.

4.3 Technology Compliance

You must maintain compatible systems and software versions as specified by Xuvian. Technical integration requirements will be communicated with reasonable advance notice. Failure to maintain integration capabilities may result in service limitations.

5. Platform-Based Investor Relations and Communication

5.1 Centralized Investor Communication Hub

You agree to use the Xuvian platform as your primary hub for maintaining updated investor profiles, publishing monthly investor updates, sharing board meeting materials, managing investor inquiries, and tracking investor engagement.

5.2 Controlled Information Sharing

You control which investors can access specific information sets on the platform. Investors must request access to your information, which you can approve or deny. You may provide different levels of information access to different investor categories.

5.3 Investor Network Participation

You agree to participate in platform-facilitated investor events, demo days, and networking sessions. You retain the right to accept or decline investor meeting requests through the platform.

6. Future Platform Services and Expansion

6.1 Potential Service Development

You acknowledge that Xuvian may, at its sole discretion and without any obligation or timeline commitment, develop and potentially offer enhanced platform capabilities including financial and investment services, business operations services, regulatory and compliance services, market and growth services, and technology and infrastructure services.

6.2 No Service Guarantees or Commitments

• Xuvian has no obligation to develop, launch, or maintain any future services
• No commitments regarding timing, availability, or implementation schedule for any potential services
• Services mentioned may never be developed, may be discontinued, or may differ significantly from descriptions
• Service development depends on market demand, technical feasibility, regulatory environment, and business priorities

7. Investor Fund Usage Compliance and Restrictions

7.1 Mandatory Fund Usage Compliance

You hereby agree and warrant that all funding raised through the Xuvian platform or through investor connections facilitated by Xuvian will be used strictly for legitimate business purposes as outlined in your business plan, investor presentations, and funding proposals.

7.2 Prohibited Uses of Investor Funds

Strictly prohibited uses include personal expenses beyond reasonable market rates, non-business related expenditures, speculative investments unrelated to core business activities, business activities not disclosed to investors, and loans to founders or employees without specific investor approval.

7.3 Fund Usage Monitoring and Reporting

• Monthly financial reports with detailed breakdown of fund utilization
• Receipt documentation for all expenditures above Rs. 5,000
• Bank statement sharing upon request from Xuvian or investors
• Major expenditures above Rs. 50,000 require prior disclosure and justification
• Full cooperation with financial audits requested by investors or Xuvian

7.7 Enhanced Monitoring

• Quarterly financial audits by qualified chartered accountants for startups raising above Rs. 50 lakhs
• Expenditures above Rs. 1 lakh require prior notification to Xuvian and lead investors
• Founder salaries cannot exceed 2x the median salary of similar roles without board approval
• All founders are jointly and severally liable for fund misuse

7.8 Corporate Governance and Compliance Standards

You must maintain proper board composition with independent directors as per Companies Act 2013, hold quarterly board meetings with proper documentation, appoint qualified statutory auditors, and maintain full compliance with labor laws, PF, ESI, and employee welfare regulations.

8. Platform Obligations and User Responsibilities

8.1 User Conduct and Platform Integrity

You agree to use the platform only for lawful business purposes, provide truthful and accurate information, maintain the confidentiality of your account credentials, and adhere to all platform policies and usage requirements.

Prohibited Conduct

The following activities are strictly prohibited: providing false or misleading information, attempting to circumvent platform security measures, uploading content that infringes intellectual property rights, sharing malicious software, using the platform to gather competitive intelligence through false pretenses, and sending unsolicited communications.

8.1 Minimum Performance Requirements

• Achieve minimum engagement scores as defined by Xuvian
• Complete required assessments within specified timeframes
• Maintain a response rate of 90% or higher to platform communications
• Participate in at least 75% of recommended activities and programs

9. Data Ownership and Intellectual Property

9.1 Data Ownership Structure

• You retain ownership of your underlying business information
• Xuvian obtains comprehensive usage rights as specified in these Terms
• Enhanced data (analytics, insights, benchmarks) created by Xuvian remains our intellectual property

9.2 Platform-Generated Content

Reports, analyses, and insights generated by Xuvian algorithms become our intellectual property. You receive usage rights for business purposes but cannot redistribute without permission.

10. Financial Obligations and Success Fees

10.1 Service Fees

Platform usage fees as specified in your service agreement. Additional charges apply for premium services and consultation.

10.2 Platform-Facilitated Success Fees

• 1.5% of total funding raised through investor connections facilitated by the Xuvian platform
• Fees apply to funding rounds where initial investor contact was established through platform introductions
• Payment due within 15 days of funding closure
• Success fees apply regardless of subsequent offline relationship development between you and investors

11. Platform Security and Information Confidentiality

Xuvian commits to maintaining industry-standard security measures, implementing role-based access controls, ensuring platform employees access your data only for authorized technical support, and providing secure communication channels.

Technical safeguards include industry-standard encryption, regular security audits, immediate notification procedures for security incidents, and data isolation accessible only through your authorized permissions.

12. Platform Modifications and Updates

Xuvian reserves the right to modify platform features and functionality, update data collection requirements, introduce new services and discontinue existing ones, and change pricing structures with 30 days' notice. These Terms may be updated periodically. Material changes will be communicated with reasonable notice. Continued platform use constitutes acceptance of updated Terms.

13. Termination and Survival

13.1 Termination Rights

Either party may terminate this agreement with 30 days' written notice, subject to completion of ongoing obligations, payment of outstanding fees, and data transition requirements.

13.2 Survival of Terms

The following provisions survive termination: information usage rights granted to Xuvian, confidentiality obligations, financial obligations and success fees, intellectual property rights, and marketing rights for content created during the term.

13.3 Post-Termination

• 30-day period to export your data from the platform
• Xuvian may delete your data after the export period expires
• Paid subscription fees are non-refundable
• All financial obligations survive termination

14. Comprehensive Liability Limitations and Legal Protections

14.1 Service Disclaimer

As permitted under Indian law, platform services are provided "AS IS" and "AS AVAILABLE" without any warranties, express or implied. No warranty is provided regarding platform availability, data accuracy, or service continuity. No guarantee of funding success, investor interest, or business outcomes.

14.2 Limitation of Liability

To the maximum extent permitted under the Indian Contract Act, 1872 and other applicable laws, Xuvian's total liability is strictly limited to the aggregate service fees paid by you in the 3 months preceding the claim. Xuvian shall not be liable for indirect, incidental, special, consequential, or punitive damages, loss of profits, revenue, data, or business opportunities, or business interruption.

14.3 Force Majeure

Xuvian shall not be liable for any delay, failure, or interruption of services due to acts of God, natural disasters, epidemics, pandemics, government actions, regulatory changes, internet service disruptions, cyber attacks, labor disputes, war, terrorism, civil unrest, or any circumstances beyond Xuvian's reasonable control.

15. Indemnification and Legal Protection

15.1 User Indemnification Obligations

You agree to indemnify, defend, and hold harmless Xuvian, its directors, officers, employees, agents, and affiliates from and against all third-party claims, legal costs, and damages arising from your violation of these Terms, inaccurate or false information provided by you, your business operations, intellectual property infringement claims, breach of confidentiality obligations, or misuse of the platform.

15.2 Xuvian's Indemnification Scope

Xuvian will indemnify you solely for direct damages arising from Xuvian's gross negligence or willful misconduct, and for breach of platform security measures resulting in unauthorized data access. Maximum indemnification shall not exceed service fees paid in the preceding 12 months.

16. Regulatory Compliance and Legal Framework

These Terms are governed by and construed in accordance with:

• Indian Contract Act, 1872
• Information Technology Act, 2000 and Rules thereunder
• Companies Act, 2013
• Consumer Protection Act, 2019 (where applicable)
• Personal Data Protection Bill (when enacted)
• Foreign Exchange Management Act (FEMA), 1999
• Securities and Exchange Board of India (SEBI) regulations (where applicable)

17. Dispute Resolution and Legal Jurisdiction

17.1 Governing Law

These Terms are governed exclusively by the laws of India. All disputes shall be subject to the exclusive jurisdiction of courts in Bengaluru, Karnataka. All proceedings shall be conducted in English.

17.2 Mandatory Dispute Resolution Process

• Step 1 — Direct Negotiation (30 days): Good faith negotiations between authorized representatives with written documentation of positions
• Step 2 — Mediation (60 days): Mediation through Bangalore Mediation Centre or mutually agreed mediator, costs shared equally, proceedings remain confidential
• Step 3 — Binding Arbitration: Under Arbitration and Conciliation Act, 2015, at Bangalore International Arbitration Centre (BIAC). Single arbitrator for claims under Rs. 50 lakhs; three arbitrators for higher claims

17.3 Class Action Waiver

All disputes must be resolved on an individual basis. No class action, collective, or representative proceedings are permitted.

18. Intellectual Property Protection and Rights

All platform technology, algorithms, software, and proprietary methodologies remain Xuvian's exclusive property. You receive a limited, non-exclusive license to use the platform during the term of the agreement. You retain ownership of all business information and content provided. Xuvian owns all improvements and enhancements to platform functionality. Feedback and suggestions provided by users become Xuvian's property.

19. Additional Legal Safeguards and Protections

Xuvian maintains fair and transparent business practices under the Consumer Protection Act, 2019 where applicable. KYC requirements and AML compliance monitoring apply as required by law. Xuvian reserves the right to modify these Terms with 30 days' notice. Material changes require explicit user acceptance. Users may terminate if they do not accept modified terms.

20. Miscellaneous Provisions and Legal Framework

These Terms constitute the entire agreement between parties and supersede all prior communications, agreements, and understandings. If any provision is deemed invalid or unenforceable, the remainder remains in full force and effect. You may not assign, transfer, or delegate rights or obligations without Xuvian's prior written consent. Xuvian may freely assign this agreement to affiliates, subsidiaries, or in connection with merger, acquisition, or sale of business. Waivers must be in writing and signed by the waiving party.