Terms of Service

01The agreement

These Terms of Service ("Terms") form a binding electronic contract between XAGI Labs Private Limited, a private limited company incorporated under the Companies Act, 2013 of India and having its registered office at Thiruvananthapuram, Kerala 695019, India ("XAGI Labs", "we", "us" or "our"), and the natural person or legal entity using our products and services ("you", "your" or "user").

The Services include the website at tryatlasagi.com, the ATLAS desktop application, the ATLAS Chrome extension, the ATLAS web overlay and widget, the ATLAS mobile application (when available), our APIs, and any other product or service we make available under the ATLAS or XAGI Labs brand.

This document is published in compliance with Rule 3(1)(a) of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 ("IT Rules 2021") and constitutes an electronic record under Section 4 read with Section 10A of the Information Technology Act, 2000. It does not require any physical or digital signature to be enforceable.

By clicking "I agree", creating an account, downloading the Software, or otherwise using the Services, you affirmatively consent to and agree to be bound by these Terms and by our Privacy Policy, Acceptable Use Policy, Cookie Policy, Refund Policy and Disclaimer. If you do not agree to any of these documents, you must not access or use the Services.

02Eligibility & account

You must be at least 18 years old, or the age of majority in your jurisdiction (whichever is higher), and capable of entering into a legally binding contract. By signing up you represent and warrant that:

• You meet the eligibility criteria above;
• The information you provide is accurate, current and complete;
• You are not prohibited from using the Services under the laws of any jurisdiction that applies to you;
• You will keep your account credentials confidential and notify us immediately at security@xagilab.com of any unauthorised use.

You are responsible for all activity that occurs under your account, including any actions ATLAS takes on your behalf.

03Access to the Services

ATLAS is currently in closed alpha. Access is granted at our discretion, may be limited, and the Services may change, be suspended, or be withdrawn without notice. Beta or alpha features are provided "as is" and may contain bugs.

To use the autonomous-agent features, you must install the desktop client on a supported operating system. ATLAS may request operating-system permissions (screen recording, accessibility, microphone, file access). You are solely responsible for granting these permissions and understanding their implications.

04License grant

Subject to your compliance with these Terms, XAGI Labs grants you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services for your internal personal or business use.

You may not, and may not permit any third party to:

• Reverse engineer, decompile, disassemble, or otherwise attempt to derive source code from the Software, except to the extent expressly permitted by applicable law;
• Copy, modify, translate, or create derivative works of the Software except as needed to install and run it;
• Sell, resell, sublicense, lease, rent or otherwise transfer the Services to any third party;
• Circumvent any technical measure that controls access to the Services or limits the number of users, devices, requests or credits;
• Use the Services to build a competing product or to extract our proprietary models, prompts, embeddings, or training data.

05Your content & instructions

"User Content" means anything you submit to the Services — messages, voice recordings, screenshots, documents, files, code, prompts, configuration, and the contents of any data source you connect to ATLAS.

You retain all ownership of and rights in your User Content. You grant XAGI Labs a worldwide, royalty-free, non-exclusive license to host, store, transmit, display, modify (only as necessary for technical reasons such as encoding or formatting), and process your User Content for the sole purpose of providing the Services to you and complying with the law.

You represent and warrant that you have all rights, consents and permissions needed to submit your User Content to the Services and to instruct ATLAS to take actions involving that content (for example, sending an email on your behalf).

We do not use your User Content or your conversations to train foundation models for any third party, and our model providers are contractually prohibited from doing so.

06AI-generated output

ATLAS produces output by drawing on third-party large language models, on-device models and tool calls. As between you and us, and to the maximum extent permitted by law, you own the output ATLAS generates in response to your inputs ("Output"), subject to:

• The terms imposed by the underlying model providers;
• Any third-party rights in source materials the agent quotes or summarises;
• The fact that similar output may be produced for other users with similar prompts.

AI output can be wrong. Output may be inaccurate, incomplete, biased, out-of-date or otherwise unsuitable for your purpose. You are responsible for reviewing Output before relying on or distributing it. Do not use Output as a substitute for professional advice (legal, medical, financial, safety-critical, or otherwise).

07Autonomous agent actions

ATLAS is designed to operate your computer, browser, files and connected accounts autonomously. You acknowledge and agree that:

• Any action ATLAS takes on your device or in a connected service is taken at your direction and under your account, and you are fully responsible for it;
• Autonomous systems can make mistakes, including clicking the wrong button, sending the wrong message, or modifying the wrong file. We provide safety features (sandboxing, confirmation gates, audit logs, "paranoid mode") but they are not a guarantee;
• Some actions are irreversible (deleting files, sending payments, posting to social platforms). You should configure ATLAS's confirmation settings appropriately for your risk tolerance;
• You will not configure or instruct ATLAS to perform any action prohibited by our Acceptable Use Policy, applicable law, or the terms of any third-party service.

08Prohibited conduct

You may not use the Services to:

• Violate any applicable law, regulation, or third-party right;
• Generate, distribute, or solicit child sexual abuse material, non-consensual intimate imagery, or content that exploits or harms minors;
• Plan, facilitate, or carry out violence, terrorism, the development of weapons of mass destruction (chemical, biological, radiological, nuclear), or large-scale physical harm;
• Engage in unauthorised access to systems, data theft, fraud, identity theft, or other criminal cyber-activity;
• Conduct mass surveillance, mass scraping in violation of a website's terms, or de-anonymise individuals;
• Generate political messaging, deepfakes, or impersonations intended to deceive about identity or affiliation;
• Circumvent rate limits, credit limits, or technical safeguards;
• Send spam, phishing or malware;
• Use the Services in regulated industries (healthcare, legal, financial advice, autonomous driving, life-safety) in ways that require certifications we have not obtained, unless you implement your own qualified human review.

The full list of prohibited uses is in our Acceptable Use Policy, which is incorporated into these Terms by reference.

09Fees, credits & billing

ATLAS is currently in closed alpha and is offered free of charge. No payment is taken from you at present. Once paid plans launch, the following terms will apply:

• Pricing will be shown at the point of purchase. Prices listed in INR are exclusive of Goods and Services Tax (GST), which will be charged at the prevailing rate; international prices may be exclusive of VAT, sales tax or equivalent indirect taxes;
• Subscription fees are billed in advance on a recurring basis (monthly, annual or as specified) and renew automatically until you cancel;
• Inference and tool calls consume credits based on the model tier used (Light at 0.25 credits, Pro at 1 credit, Heavy at 3 credits per request — current pricing on the day this document is published, subject to change with notice). Credit costs may be adjusted from time to time, with at least 14 days' prior notice for material increases;
• Unused credits expire at the end of your billing cycle and are non-transferable, unless we expressly state otherwise;
• You authorise us and our payment processors to charge your selected payment method for all fees due;
• Failed payments may result in suspension of your account until amounts are paid in full.

You may cancel your subscription at any time from your account settings. Cancellation takes effect at the end of the then-current billing period. We will issue a tax invoice in compliance with the Central Goods and Services Tax Act, 2017 and applicable state GST legislation for every paid transaction originating in India.

10Refunds

Refunds are governed by our Refund & Cancellation Policy, which forms part of these Terms.

11Third-party services

The Services interact with third-party platforms — operating systems, browsers, model providers, messaging apps, productivity tools, payment processors and others. Your use of any third-party service is subject to that party's terms and policies. We are not responsible for third-party services and we make no warranties about them.

If a third-party service changes its terms, pricing or availability in a way that affects ATLAS features, we may modify or remove the affected feature without liability.

12Intellectual property

The Services, including all software, code, designs, models, prompts, embeddings, brand names, logos, documentation and the look-and-feel of the website, are owned by XAGI Labs or its licensors and are protected by copyright, trademark, patent, trade-secret and other intellectual-property laws of India and other jurisdictions.

"ATLAS", "XAGI Labs" and the ATLAS mark are trademarks of XAGI Labs Private Limited. You may not use them without our prior written consent, except for nominative fair use such as accurate references in press, reviews or compatible software listings.

If you provide feedback, suggestions or ideas about the Services, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use them without restriction or compensation.

13Suspension & termination

You may terminate this agreement at any time by closing your account and uninstalling the Software.

We may suspend or terminate your access immediately, with or without notice, if:

• You materially breach these Terms or the Acceptable Use Policy;
• You fail to pay fees when due;
• We reasonably believe your use poses a security, legal or operational risk;
• We are required to do so by law, court order or governmental authority;
• We discontinue the Service.

Sections that by their nature should survive termination — including User Content licenses, IP, Disclaimers, Limitation of liability, Indemnification, Governing law and this Section — will survive.

14Disclaimers

To the maximum extent permitted by applicable law, the Services are provided "as is" and "as available", without warranties of any kind, whether express, implied, statutory, or otherwise — including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, reliability, uninterrupted access, or that defects will be corrected.

We do not warrant that the Output will be accurate, complete, current, lawful, safe or appropriate for any particular use, or that the Services will be free from errors, viruses or unauthorised access.

See also our Disclaimer.

15Limitation of liability

To the maximum extent permitted by applicable law, neither XAGI Labs, its directors, officers, employees, contractors, affiliates, licensors, sub-processors or service providers shall be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, including loss of profits, revenue, goodwill, data or use, even if advised of the possibility of such damages.

The aggregate liability of XAGI Labs and its related parties under these Terms, whether in contract, tort (including negligence), strict liability or otherwise, shall not exceed the greater of:

• The total fees you paid to XAGI Labs for the Services in the 12 months preceding the event giving rise to the claim, or
• INR 5,000 (Indian Rupees Five Thousand) / USD 100.

Some jurisdictions do not allow the exclusion or limitation of certain damages. In those jurisdictions our liability will be limited to the smallest extent permitted by law.

16Indemnification

You agree to defend, indemnify and hold harmless XAGI Labs, its directors, officers, employees, contractors, affiliates, licensors and agents from and against any claims, damages, losses, liabilities, costs and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Services; (b) your User Content; (c) any action ATLAS takes on your direction; (d) your breach of these Terms; or (e) your violation of applicable law or any third-party right.

17Governing law & disputes

These Terms, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them, their subject matter or formation, are governed by, and construed in accordance with, the laws of India, without regard to its conflict-of-law rules. Subject to the arbitration clause below, the competent courts at Thiruvananthapuram, Kerala, India shall have exclusive jurisdiction.

Before filing a claim, you and XAGI Labs agree to attempt in good faith to resolve any dispute informally for at least 60 (sixty) days by writing to legal@xagilab.com. If the dispute is not resolved within that period, it shall be referred to and finally resolved by arbitration in accordance with the Arbitration and Conciliation Act, 1996, as amended from time to time, by a sole arbitrator. The arbitrator shall be appointed by mutual consent; failing agreement within 30 (thirty) days, the arbitrator shall be appointed in accordance with that Act. The seat and venue of arbitration shall be Thiruvananthapuram, Kerala, India; the language shall be English; the arbitral award shall be final and binding on the parties; and each party shall bear its own costs unless the arbitrator orders otherwise.

For Indian consumers within the meaning of Section 2(7) of the Consumer Protection Act, 2019, nothing in this Section limits any non-waivable rights you have to approach a Consumer Disputes Redressal Commission having territorial jurisdiction over your place of residence or workplace.

Nothing in this Section prevents either party from seeking urgent equitable or injunctive relief from a court of competent jurisdiction in respect of intellectual-property infringement, confidentiality or unauthorised access.

18Changes to these terms

We may update these Terms from time to time. When we make material changes, we will update the "Last updated" date and notify you by email or in-product. The updated Terms become effective on the date stated. If you do not agree, you must stop using the Services. Your continued use after the effective date is acceptance of the updated Terms.

19General provisions

Entire agreement

These Terms, together with the Privacy Policy, Cookie Policy, Acceptable Use Policy, Refund Policy, Disclaimer and any order form or other agreement we sign with you, constitute the entire agreement between you and XAGI Labs and supersede all prior agreements on the same subject.

Severability

If any provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the rest of these Terms will remain in effect.

Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms to an affiliate or in connection with a merger, acquisition or sale of assets.

Force majeure

Neither party will be liable for delay or failure to perform caused by events beyond its reasonable control — including acts of God, war, terrorism, pandemics, internet or power outages, government action and major model-provider outages.

Notices

We may give notices through the Site, the Software, email to your registered address or any other reasonable method. You may give us notice at legal@xagilab.com.

No waiver, no agency

Failure to enforce any right is not a waiver. Nothing in these Terms creates an agency, partnership, joint venture or employment relationship.

20Contact & grievance officer

The following Grievance Officer has been designated under Rule 3(2) of the IT Rules 2021 and Section 8(10) of the DPDP Act, 2023: