Zudu AI End User License Agreement
(EULA)

Last Updated: 17 May, 2025

This End User License Agreement (the “Agreement” or “Terms”) is a legal contract between Zudu AI Pvt. Ltd. (referred to as “Zudu AI,” “we,” “us,” or “our”) and you, the end user (individual or entity) accessing or using the Zudu AI platform and services. By signing up for, accessing, or using Zudu AI’s website, API, and voice AI services (collectively, the “Service” or “Services”), you agree to be bound by these Terms and all policies incorporated by reference (including our Privacy Policy). If you do not agree to these Terms, you must not use the Service. If you are using the Service on behalf of a company or organization, you represent that you have authority to bind that entity to this Agreement, in which case “you” and “your” will refer to that entity.

For the purposes of this Agreement, the following terms have the meanings below. Other terms may be defined in context within this Agreement.

• “Service” – The cloud-based platform, software, and APIs provided by Zudu AI for building, testing, and deploying AI voice agents, including any websites, dashboards, number provisioning, call handling, real-time call automation, voice cloning, multilingual support, analytics, and integrations into third-party systems.
• “User” (“you” or “Customer”) – The individual or legal entity that accepts these Terms and uses the Service. Users must be at least 18 years old (or the age of majority in their jurisdiction) to use the Service.
• “Account” – The registered account associated with a User, through which the Service is accessed.
• “User Content” – Any data, content, or materials that you (or your end users) provide, submit, or transmit to the Service. This includes, without limitation: audio recordings (such as uploaded voice samples or call audio), text (such as prompts, scripts, or text inputs), images or data you upload, and any output generated by the Service based on your input. It also includes call recordings, transcriptions, call metadata, prompts and configurations, and any user-generated reviews or feedback
• “AI-Generated Content” – Any content, results, or outputs produced by the Service’s AI functions, including synthetic speech audio, transcribed text of calls, AI- generated call responses, self-evaluation reports, suggested prompt or workflow modifications, or analytics produced from your interactions. For clarity, AI-Generated Content that is produced in response to your inputs is considered part of User Content for purposes of this Agreement (you retain usage rights as described herein, subject to Zudu AI’s underlying intellectual property rights in the algorithms/models).
• “Personal Data” – Any information that relates to an identified or identifiable individual, as defined under applicable data protection laws (India’s Digital Personal Data Protection Act 2023, the EU General Data Protection Regulation (GDPR), etc.). This may include voice recordings or transcripts to the extent they identify individuals.
• “Third-Party Services” – External services, products, or platforms not operated by Zudu AI that interoperate with or are used by the Service. This includes, for example, telephony carriers (e.g., Twilio) for call connection, speech-to-text or text-to-speech providers (e.g., language model or voice synthesis APIs), Customer Relationship Management (CRM) systems, or other APIs with which the Service can integrate. Third-Party Services may have their own terms and privacy policies.
• “Providers” – Certain Third-Party Service providers that Zudu AI utilizes or that you choose to connect to the Service for specific functionality (e.g., transcription services, large language model providers such as OpenAI, voice generation services, etc.).
• “Voice Model” – A custom synthetic voice created using voice recordings (e.g., a cloned voice). “User Voice Model” refers to a Voice Model created from your voice or a voice that you have the legal authorization to use.
• “Applicable Law” – All laws and regulations applicable to you or to Zudu AI’s provision of the Service, which include Indian law and regulations (including but not limited to the DPDP Act 2023 and TRAI rules for telecommunication), as well as other jurisdictions’ laws if you engage in cross-border uses (GDPR for EU personal data, CCPA for California residents, the U.S. Telephone Consumer Protection Act (TCPA) for U.S. calls, etc.).

Note on Interpretation: The headings in this Agreement are for convenience only and have no legal effect. Examples given (prefaced by “including,” “such as,” “e.g.,” or similar terms) are illustrative and not exhaustive. Any references to laws or regulations include their subsequent amendments or re-enactments.

By creating an Account, or by otherwise accessing or using the Service, you signify your agreement to these Terms and to our Privacy Policy (which is incorporated herein by reference). If you do not agree, you must not use the Service. Your continued use of the Service constitutes ongoing acceptance of any updated Terms. We reserve the right to modify these Terms at any time. If we make material changes, we will notify you by updating the “Last Updated” date above and/or via a notice through the Service or email. Your continued use after any such update signifies your consent to the new Terms; if you do not agree with changes, you must stop using the Service.

If you register for or use the Service on behalf of a company or other entity, you represent and warrant that you have the authority to bind that entity and that your use of the Service is within your authority. You are responsible for anyone who uses the Service under your Account, and all such use is also subject to these Terms.

3.1 License to Use the Service: Subject to your compliance with this Agreement (including timely payment of fees, if applicable), Zudu AI grants you a limited, non-exclusive, non- transferable, non-sublicensable, revocable right and license to access and use the Service for your own internal business purposes, specifically to build and operate AI voice agents and related workflows as described in our documentation. No other rights are granted except as explicitly set forth in these Terms. You acknowledge that the Service is licensed, not sold, and that Zudu AI (and its licensors) retain all rights, title, and interest in and to the Service and software. You acquire no ownership interest in the Service or underlying software by using it.

3.2 Authorized Use Only: You may use the Service only in accordance with these Terms, applicable law, and any technical documentation or usage guidelines we provide. All rights not expressly granted to you are reserved by Zudu AI. If you access any downloadable components of the Service (if any, such as an on-premise module), Zudu AI grants you a limited object-code license solely as needed to use that component with the rest of the Service, and subject to the same restrictions herein.

3.3 Account Registration: In order to use the Service, you must create an Account by providing accurate, current, and complete information. You must keep your login credentials confidential and not share them. You are responsible for all activities that occur under your Account, whether authorized by you or not. You agree to promptly update your Account information if it changes, and to notify us of any unauthorized use of your Account. We may require that you use strong authentication measures (such as two-factor authentication) for security. You must be 18 years or older to register and use the Service. We reserve the right to suspend or disable any Account we suspect is in violation of these Terms or security policies.

3.4 Service Evolution: You understand that Zudu AI may update or modify the Service over time (for example, to add or remove features, improve performance, or comply with legal requirements). Zudu AI reserves the right to make such changes with or without prior notice. We will endeavor to avoid disruption, but some changes might affect how you use the Service. Continued use of the Service after modifications constitutes acceptance of any new or additional terms that may apply to those updates. If at any time you are dissatisfied with any changes to the Service, your remedy is to cease using the Service.

4.1 Fees: If the Service or any portion of it is offered on a paid basis, you agree to pay all applicable fees as specified at the time of order or in our pricing page. Fees may include usage-based charges (e.g., per minute of AI voice calls) or subscription fees. For example, voice AI call processing may be billed per minute of outbound or inbound call time. Any applicable taxes will be added to billed amounts unless you provide proof of tax-exempt status.

4.2 Billing and Payment: You must provide a valid payment method (such as a credit card) and authorize Zudu AI to charge it for all Services purchased and any recurring fees. Charges may be processed immediately when due. If you are on a subscription, you will be billed in advance on a periodic basis (e.g., monthly) as per the plan you selected. By entering a payment method, you authorize us to store and automatically charge that payment method for all fees until you cancel.

4.3 Late Payments: If your payment method fails or your account becomes past due, we reserve the right to suspend or terminate your access to the Service after providing a notice and a reasonable cure period. Late payments may incur interest at the rate of 1.5% per month (or the highest rate allowed by law, if lower). You will be responsible for any costs of collection (including reasonable attorneys’ fees) for overdue amounts.

4.4 Changes in Fees: Zudu AI may change its pricing and fee structure or introduce new charges with advance notice. We will notify you of fee changes via the Service or email. Fee changes will not apply retroactively; they will take effect at the start of your next billing cycle or subscription term. If you do not agree with a fee change, you may cancel your subscription before the new fees take effect. Continued use of the Service after the fee change is implemented constitutes your agreement to pay the updated fees.

4.5 No Refunds: Except as expressly stated by Zudu AI or required by law, all fees are non- refundable. Partial months of service and unused usage allotments are not typically prorated or refunded.

You agree to use the Service responsibly and in compliance with all applicable laws, regulations, and this Agreement. You are solely responsible for all content and communications transmitted through the Service via your Account and for the consequences of your use of the Service. Without limiting the general obligation above, you agree not to (and not to allow any third party to) use the Service in any manner that:

• Unlawful or Harmful Activities: Violates any law or regulation, or promotes illegal activities. This includes (but is not limited to) using the Service to engage in fraud, identity theft, harassment, theft of services, or any malicious conduct. You may not use the Service to create, transmit, or store content that is defamatory, obscene, child exploitative, invasive of privacy, threatening, or otherwise objectionable or harmful (including content that is harassing, hateful, or discriminatory). You further agree not to use the Service to encourage or facilitate violence, terrorism, or criminal activity of any kind.
• Impersonation and Voice Misuse: Do not impersonate any person or entity in an unauthorized or deceptive manner. This means you will not use the Service to pretend to be or speak as another individual (particularly a private individual or public figure) without proper authorization. In particular, you must not use the Service’s voice cloning or synthesis features to replicate the voice of any real person without that person’s explicit consent or legal right. You also must not use any synthetic voice (even your own User Voice Model) to mislead others or for any purpose that the voice’s owner has not authorized. Deceptive or harmful impersonation, such as using a copied voice to defraud, harass, or mislead someone, is strictly prohibited.
• Unauthorized Call Activities (Spam & Scams): You may not use the Service to engage in spam or abusive calling/texting practices. In particular, do not use the Service for unauthorized robocalls or bulk communications without proper consent. You must not initiate calls or messages that violate telemarketing or spam laws (see Section 6 below for detailed requirements). This includes no unsolicited telemarketing calls, autodialed or pre-recorded calls without required consent, “war dialing,” or any activity that would violate the U.S. Telephone Consumer Protection Act (TCPA), Canada’s Anti-Spam Law (CASL), India’s TRAI regulations, or similar laws. You also may not use the Service to send fraudulent or unwanted messages, phishing scams, or engage in any form of fraudulent, predatory, or deceptive outreach.
• Privacy and Data Protection Violations: You must not use the Service in a way that violates privacy rights or data protection laws. This includes unlawfully collecting or disclosing personal information about individuals without proper notice and consent. You may not input or retrieve any sensitive personal data via the Service except in compliance with applicable law (e.g., no sharing of personal health information in violation of privacy laws without proper agreements). If you do handle personal data (including call recordings of individuals), you must do so in accordance with Section 8 (Data Privacy) and applicable law.
• Intellectual Property Infringement: You will not use the Service to upload, generate, or transmit any content that infringes or misappropriates the intellectual property or proprietary rights of others. This means no unauthorized use of copyrighted material, trademarks, or trade secrets belonging to others. You are responsible for ensuring that you have all necessary rights to any content you use with the Service, including any third-party materials. You represent and warrant that your content and use of the Service will not violate any third-party rights (including intellectual property and publicity/privacy rights).
• Interference and Misuse of the Service: Do not interfere with or disrupt the proper functioning of the Service or any networks or systems connected to the Service. You agree not to transmit any viruses, malware, or any other code intended to harm or gain unauthorized access to the Service or its users. Automated scripts, web crawlers, or scraping the Service without our permission is prohibited. You must not attempt to probe or test the vulnerability of the Service or circumvent any security or authentication measures.
• Prohibited Technical Misuse: You must not attempt to reverse engineer, decompile, or disassemble the Service or any software provided by Zudu AI, except to the extent allowed by law (and then only after providing us written notice). You may not use the Service to develop or train other AI models or to create a dataset for any machine learning training outside the permitted use with Zudu AI. Any attempt to extract source code, algorithms, or data from the Service (except through documented API responses in normal use) is prohibited.
• Service Integrity: You shall not remove, obscure, or alter any proprietary notices (e.g., copyright or trademark symbols) on any content or outputs from the Service. Also, you may not misrepresent the origin of any content generated through the Service (for example, you should not falsely imply that AI-generated content was human-created, in contexts where doing so would deceive or where disclosure is required by law or Section 6).
• No Resale or Unauthorized Use: You may use the Service only for your internal business purposes or personal use (as applicable). Except as expressly permitted by Zudu AI, you agree not to sublicense, resell, rent, lease, or otherwise make the Service available to any third party (other than your authorized end-users or customers in the normal course of using your AI agent). For example, you may not provide a service to others that simply wraps or redistributes our Service without our authorization. You also may not use the Service in a timesharing or service bureau manner. All uses must be as intended and permitted by our documentation and this Agreement.

Zudu AI will determine, in its sole discretion, whether your conduct or content violates the above restrictions or any other provision of these Terms. We reserve the right to suspend or terminate your Account or remove any content if we reasonably believe a violation has occurred (see Section 14). Repeated violations or egregious misuse may result in permanent account termination and potential legal action.

Given that Zudu AI’s Service involves AI-driven voice communications (including phone calls and call recordings), additional compliance requirements apply. If you use Zudu AI to place or receive calls, send messages, or process voice data, you agree to the following provisions and are solely responsible for compliance with all applicable telecommunication and privacy laws:

• 6.1 Consent for Autodialed and Recorded Calls: Certain jurisdictions require prior consent from called parties for specific types of calls. You agree to obtain any legally required prior express consent from each recipient before initiating any call or text using the Service that is autodialed or that uses a pre-recorded or artificial voice. You also agree to secure consent if required for any call recordings (for example, if recording a call, some laws require informing the other party and obtaining consent). If written consent is needed (such as for certain telemarketing calls under TCPA or for personal data under GDPR), you will obtain it in the form required by law. You must retain proof of such consents for at least the minimum period required by law (and no less than five years), and provide such documentation to Zudu AI if reasonably requested for compliance verification. You acknowledge Zudu AI has the right to audit your compliance with consent requirements and other call laws.
• 6.2 Calling Restrictions (Do-Not-Call and Timing): You may only use the Service to contact individuals who have given prior consent or with whom you have an established business relationship, as required by law. Do not call or text any number that is on a national, state, or industry-specific Do-Not-Call (DNC) list unless you have a legally valid exception. If you engage in outbound telemarketing or bulk calling, you agree to scrub your contact lists against the relevant DNC registries (e.g., National Do Not Call Registry in the U.S., TRAI’s NDNC registry in India, etc.) and do so at least every 30–31 days (or more frequently if required). You further agree not to call any emergency telephone lines, hospitals or health care facilities, or other numbers where the called party may be charged for the call (e.g., toll-sharing numbers) in violation of applicable rules. You must also adhere to any time-of-day calling restrictions – for example, telemarketing calls are generally prohibited before 8 AM or after 9 PM local time of the recipient (unless local law specifies different permissible hours). You are responsible for knowing and following the rules for the regions you call into.
• 6.3 Caller Identification: You must properly identify yourself or your business as the caller in line with legal requirements. You agree not to transmit false or misleading caller ID information (“spoofing”) with the intent to defraud or harm, or otherwise misrepresent the identity of the caller. This means you should use a valid caller ID number that belongs to you or your organization and not block or mask the caller ID in jurisdictions where that is illegal. You may not use an anonymous or misleading number to trick call recipients. Providing deceptive information about the call’s origin or the sender’s identity is expressly prohibited.
• 6.4 Artificial Agent Disclosure: In certain jurisdictions or scenarios (especially consumer- facing calls), it may be required or advisable to disclose that the caller is an AI agent and/or that the call is being recorded. Zudu AI reserves the right to require you to include a disclosure at the beginning of calls that the call is being handled by an artificial voice agent (AI). We may also require that you play an automated disclosure that the call is recorded, and when applicable, obtain verbal consent to proceed with a recorded or AI- driven call. (For example, some U.S. states require all-party consent for call recording – in such cases you must ensure the called party agrees before continuing.) You agree to implement any such mandated disclosures or consent mechanisms in your use of the Service.
• 6.5 Telemarketing Opt-Out: If you are using the Service for telemarketing or promotional calls, you must provide called parties with an automated opt-out mechanism to decline future calls, where required. For instance, prerecorded telemarketing messages must include an interactive opt-out (e.g., “press 9 to be placed on our do-not-call list”) at the outset of the call. If a recipient opts out or revokes consent, you must immediately honor that request and cease further calls/texts to that party.
• 6.6 Compliance with TCPA, TRAI, and Other Regulations: You expressly agree to familiarize yourself and comply with all laws and regulations applicable to your calling activities. This includes, without limitation: the U.S. Telephone Consumer Protection Act (TCPA) and FCC/Federal Trade Commission regulations for telemarketing; the Telemarketing Sales Rule (TSR); Canada’s Anti-Spam Legislation (CASL) if applicable; the EU’s e-Privacy Directive/local laws on unsolicited communications; and India’s Telecom Commercial Communications Customer Preference Regulations (TCCCPR) issued by TRAI for telemarketing and spam. If you are calling or messaging individuals in a jurisdiction, you must follow that jurisdiction’s rules (for example, special requirements for certain sectors like debt collection, or registration requirements for telemarketers in India). You are solely responsible for ensuring that your use of Zudu AI’s Service (including AI agents) complies with all such laws.
• 6.7 Prohibited Call Purposes: You may NOT use the Service for certain types of calls that are typically forbidden by regulation or considered abusive. For example, you may not use the Service to: call emergency response numbers (e.g., 911 or 112) for non-emergency purposes; to place unsolicited marketing calls to toll-free numbers or sequential number lists; or to engage in calling practices that are fraudulent, abusive, or illegal, such as payday loan scams, unlawful debt collection harassment, phishing schemes, or any fraudulent “robo- call” operations. If Zudu AI determines, in its sole judgment, that your call activities violate any laws or these Terms, we may suspend your access immediately and, if necessary, block certain traffic or require additional documentation from you.
• 6.8 Regulatory Changes: Laws and regulatory guidance in the AI and telecommunications space may evolve. Zudu AI reserves the right to update these compliance requirements or impose additional safeguards as needed to align with changes in law or industry best practices. We may provide notice of material changes. Your continued use of the Service means you agree to comply with the updated requirements. If at any time your use of the Service would cause Zudu AI to be in violation of law or subject Zudu AI to regulatory action, we may suspend or terminate your use until compliance is assured.
• 6.9 Indemnity for Calling Violations: In addition to the general indemnification in Section 11, you agree that you will be solely responsible for any fines, penalties, or claims arising from your unlawful call or messaging practices. You agree to indemnify and hold Zudu AI harmless from any such liabilities (including government fines or settlement costs) that result from your violation of this Section or applicable telemarketing/communications laws.

By enforcing the above requirements, Zudu AI seeks to balance innovation in AI voice technology with respect for user privacy and legal norms. We may monitor (automatically) high-level usage patterns for compliance (e.g., abnormal call volumes that suggest spam) but we do not listen to your call content except as needed for Service functionality and improvement (per Section 8). Ultimately, you are responsible for using these powerful AI tools in a lawful and ethical manner.

7.1 Your Ownership of User Content
You retain ownership of all User Content that you (or your end users) create, submit, or input into the Service. This means that as between you and Zudu AI, any original audio recordings, text, data, or other material you provide remains yours. Likewise, the outputs generated by the Service from your inputs (for example, an AI voice audio response or call transcript) are considered User Content that you own to the extent they are original to your use of the Service. Subject to the licenses granted to Zudu AI below, and Zudu AI’s rights in its underlying technology and Pre-Existing Materials (defined in 7.2), we claim no ownership over your User Content.

7.2 License to Zudu AI for Operating the Service
While you retain ownership of your User Content, you hereby grant Zudu AI a broad license to use, process, and transmit your User Content for the purpose of providing and improving the Service. This includes, for example, the rights for Zudu AI and its subprocessors to store, reproduce, adapt, and create derivative works from your content as necessary to (a) host your data, (b) convert speech to text or text to speech, (c) analyze calls and provide AI responses, and (d) otherwise fulfill any functionality of the Service that you use. This license also permits us to use your content to maintain and improve our services and algorithms, including training and tuning our AI models, but only in accordance with the privacy safeguards and data usage terms stated in Section 8 (e.g., de-identifying personal data). The rights you grant to Zudu AI are worldwide, royalty-free, non-exclusive, sublicensable (as needed to our technology partners and providers), and irrevocable for as long as your content is retained by us. We will not use your trademarks or logos except to provide the Service or with your permission (except we may identify you as a customer in accordance with Section 8.4 below).

Clarification – Voice Models and Cloned Voices: If you use the Service to create a User Voice Model (a synthetic voice that mimics a real person’s voice), you retain rights to your original voice recordings. The synthetic model (voice profile data) generated may be considered a derivative work of your input. To the extent you have any ownership in the resulting voice model, you hereby grant Zudu AI the necessary rights to host, maintain, and utilize that model to generate speech for you via the Service. This license to the voice model is included in the overall license to User Content described above. It allows us to use the voice model for your benefit (generating your outputs), for Service improvement (e.g., refining our voice technology), and for safety/compliance monitoring. Zudu AI will not share your specific User Voice Model with other users or make it publicly available without your permission, except as needed to carry out your instructions or as required by law or to protect rights (for instance, we might internally review a voice model if we suspect abuse of someone’s voice without consent). You may request deletion of a User Voice Model you created by contacting us or via any provided account controls, and we will delete it within a reasonable time, except to the extent we are required to retain certain data for legal compliance or it has been incorporated into backups (in which case it will be deleted from backups in the normal retention cycle). Please note that deletion of a voice model does not automatically delete the original recordings you uploaded; those may need to be deleted separately by you or via request.

7.3 AI-Generated Content License to You
Your License to Use Outputs: Zudu AI hereby grants you a license to use, copy, modify, and distribute the AI-Generated Content outputs produced by the Service for you, for any lawful purposes within the scope of your use of the Service (personal or internal business use). In other words, once the Service generates a piece of content (e.g. an audio file or transcript) in response to your input, you may use that output freely as if it were your own content, provided that such use is in compliance with these Terms and applicable law. This license to you is worldwide, royalty-free, and perpetual for the specific outputs generated for you. However, note that Zudu AI retains all ownership and intellectual property rights in the underlying algorithms, models, and Service that produce such content. Also, if the same or a substantially similar output is generated for another user through their own lawful use of the Service, both you and that other user have rights to use your respective outputs – you do not gain any proprietary claim to common or generic portions of the AI-generated content that might appear for multiple users. You agree that outputs generated for other users are not your property, and likewise your outputs are not theirs.

Optional – Public Sharing: If Zudu AI provides community features (such as forums or shared voice libraries) where you voluntarily share your User Content or AI outputs with other users or the public, then you may be asked to grant a separate license for that specific purpose. For instance, if you contribute a custom AI voice to a public Voice Library, you may need to agree that others can use that voice. Such sharing is optional and not done without your consent.

7.4 Acceptable Content Standards and Moderation
You are solely responsible for the legality and appropriateness of your User Content. You represent and warrant that you have all necessary rights, licenses, consents, and permissions to submit the User Content to the Service and to grant the licenses to Zudu AI as stated above. This includes obtaining consent from individuals whose personal data or voice you are using. You further indicate that your User Content (including inputs and AI outputs) will not violate any law or any rights of any person, and will not cause harm to any person or property. Zudu AI is not obligated to monitor any User Content, and we generally do not do so in the ordinary course (apart from automated scanning for security or compliance triggers). However, we reserve the right (but do not assume the obligation) to review, remove, or disable access to any content on the Service at our discretion, particularly if we believe it may violate these Terms or the law. This moderation may include preventing certain outputs or behaviors via automated filters (e.g., to enforce our content standards and prohibited uses).

If you believe that any content on the Service infringes your copyright or other rights, or is unlawful, please notify us via the process in Section 12 (DMCA/IP Claims) or contact support for other illegal content. We will take appropriate action as required by law and our policies.

7.5 Feedback and Suggestions
We welcome feedback, ideas, or suggestions from users (“Feedback”) on how to improve our Service. If you choose to provide us with Feedback, you agree that such Feedback is given voluntarily and we are free to use it however we see fit, without any obligation or compensation to you. You hereby grant Zudu AI a perpetual, irrevocable, worldwide, fully transferable and sublicensable, royalty-free license to use, reproduce, disclose, and otherwise exploit any Feedback you provide, without restriction. Feedback is not considered confidential, so please do not submit any ideas or information you wish to keep proprietary. This section is aimed at improving the Service; it does not affect your rights in the content you provide as part of normal use (which remains governed by the licenses above).

7.6 Zudu AI’s Intellectual Property and Ownership
Zudu AI Property: All rights, title, and interest in and to the Service, including all software, code, algorithms, models, documentation, webpages, text, graphics, logos, trademarks, and any content or materials provided by Zudu AI, are and will remain the exclusive property of Zudu AI and its licensors. The Service (and all copies thereof) is protected by intellectual property laws and treaties. Zudu AI (and its suppliers) own all “Materials” of the Service, including but not limited to the design, compilation, and “look and feel” of the Service, and any data or content (other than User Content) provided through it. Using the Service does not grant you any ownership of any intellectual property rights in our Service or the content that you access (other than your own User Content). Zudu AI reserves all rights not expressly granted in this Agreement.

Trademarks: The names, logos, and marks “Zudu AI” and any other Zudu AI product or service names, logos, or slogans are trademarks of Zudu AI (or its affiliates/suppliers) and may not be used by you without our prior written permission, except as allowed by fair use or as part of an authorized marketing agreement. You shall not remove or alter any trademark, logo, copyright, or other proprietary notice in the Service or any reports or output provided to you.

Third-Party Content and Software: The Service may include or depend on certain third- party libraries, datasets, or software components that are subject to open-source or third- party licenses. A list of any such components and their license terms will be provided in our documentation or website. Your use of those components as part of our Service is subject to the applicable licenses. To the extent any third-party content (including voice models provided by third parties or integrations) is made available through the Service, all intellectual property rights in that content remain with the respective third-party owners. We do not claim ownership of third-party content that you access via the Service, and you must comply with any terms provided by such third parties.

Your use of the Service involves the processing of voice and possibly personal data. We take data privacy and security seriously. This Section describes how we handle call recordings, transcripts, and other personal data, and the responsibilities of each party for privacy compliance.

8.1 Privacy Policy: All personal data collected by Zudu AI about you (as a user) or processed on your behalf is handled in accordance with our Privacy Policy (available on our website). Our Privacy Policy explains what information we collect from you as a user (for example, account details and usage metrics) and how we use and protect it. By using the Service, you agree to the terms of the Privacy Policy. In the event of a conflict between the Privacy Policy and this Agreement with respect to personal data, this Agreement will prevail for matters of legal obligation between you and Zudu AI, but the Privacy Policy governs our overall privacy practices.

8.2 Data Processing and Compliance: In providing the Service, Zudu AI will be acting as a “data processor” or “service provider” for any personal data contained in Your Content, on behalf of you (who may be the “data controller” or “business” with respect to such data). This means we will process call recordings, transcripts, and other personal data only for the purposes of providing and improving the Service, and in accordance with your instructions as set out in this Agreement. We will implement appropriate technical and organizational measures to protect personal data against unauthorized access, loss, or disclosure, commensurate with industry standards. If required by applicable law (for example, if you are subject to GDPR in Europe), Zudu AI can provide a separate Data Processing Addendum (DPA) to address specific cross-border transfer or processor obligations. You agree to comply with your own obligations as a data controller under applicable data protection laws, including providing any required notices and obtaining any necessary consents from individuals whose personal data you input into the Service. For instance, if you will record calls with individuals, you need to ensure you have a legal basis (e.g., consent or legitimate interests) to do so and to have Zudu AI process those recordings on your behalf. If you are subject to India’s DPDP Act 2023, you represent that you have obtained proper consent from data principals for processing their personal data using Zudu AI, or that another lawful ground applies.

8.3 Call Recording and Data Use for Improvement: Call Audio and Transcripts. The Service provides functionality to record calls and generate transcripts for analysis. By default, when you use Zudu AI’s voice AI to handle calls, the audio and transcript of each call will be captured and stored by the Service. If you do not wish for calls to be recorded or stored, you must actively opt-out or disable recording in the settings. If you do not opt out, you hereby give Zudu AI permission to record and store call audio and transcripts made through the Service. Zudu AI will process these call recordings and associated data (which may include call metadata like timestamps, participants, call outcomes, etc.) as part of providing you the Service (e.g., to allow playback, to analyze performance, to generate AI responses).

Service Improvement: You also agree that Zudu AI may use the content of calls and transcripts to develop, train, and improve its AI models and Service features, such as enhancing speech recognition, language understanding, and conversation quality. However, if we use your call data for these improvement purposes, we will first de-identify and aggregate the data. “De-identify” means we will remove or obfuscate personal identifiers such as names or phone numbers and aggregate means we may combine data from many users so it cannot readily be linked back to any specific individual or customer. We will not use call recordings for any marketing or non-service-related purposes without your consent. Nothing in this section overrides your (or your end-users’) rights under applicable data protection law. For example, if GDPR applies, our use of personal data for improving our models will be done in a manner consistent with those laws (e.g., as part of our legitimate interests, with adequate safeguards and the ability for you to opt out if required).

If you have special compliance needs (for example, if you handle health data subject to HIPAA or other sensitive data), please contact us. We may offer a “privacy mode” or configuration (analogous to a HIPAA-enabled setting) where call data is not persisted beyond the immediate processing (trades off some functionality for stricter data minimization). In Zudu AI’s case, if a feature similar to Zudu AI’s HIPAA mode is available and enabled by you, call data will not be stored long-term or used for model training. By default though, to leverage full functionality (like rich analytics and continuous improvement of AI responses), call data will be stored pursuant to our retention policy and used as described.

8.4 Confidentiality and Security: Zudu AI treats your User Content as confidential (subject to the permitted uses above). We do not disclose your content to other customers or third parties except: (a) as needed to operate or integrate the Service at your request (for example, sending call audio to a speech-to-text Provider, or storing data on a cloud server), (b) if required by law or valid legal process (and we will notify you where permitted), or (c) to our trusted service providers who are bound by confidentiality obligations (e.g., data center hosting, transcription engine) and only for the purposes of assisting us in Service delivery. We maintain administrative, physical, and technical safeguards intended to protect the security and integrity of your data. However, you acknowledge that no system is 100% secure. Zudu AI thus cannot guarantee absolute security of information and shall not be liable for unauthorized access beyond its reasonable control (for example, a breach stemming from your own negligence or a zero-day attack). You should enable available security features like access keys and monitor your Account for suspicious activity.

8.5 Third-Party Services and Data Sharing: As noted, Zudu AI relies on Third-Party Services to provide certain functionalities. By using the Service, you authorize Zudu AI to share necessary portions of Your Content with applicable Providers and Third-Party Services for processing. For example, if our platform uses a third-party speech recognition API to transcribe audio, the audio data will be sent to that API for transcription. We will restrict such providers from using your data except to provide the requested service, under their agreements. However, each Provider may have its own terms and privacy commitments, and Zudu AI does not make legal promises on behalf of those third parties. We will maintain an updated list of core subprocessors or Providers on our website or documentation. It is your responsibility to review any critical third-party terms (for instance, if you plug in your own API key for a service like OpenAI or TTS Services via our integration, note that their standard terms would apply to your usage of their API through our Service). Zudu AI disclaims liability for the acts or omissions of third-party providers, except as mandated by law.

8.6 Data Retention: We will retain User Content (including call data) for as long as needed to fulfill the purposes of the Service or as required by law. Transcripts and recordings may be stored in your account history until you delete them or as per any retention settings we offer. If you delete specific content or terminate your account, we will endeavor to remove the data from active systems promptly, but you acknowledge it may persist in backups or archives for a reasonable period until those are purged. Aggregated or anonymized data (which is no longer attributable to you or any individual) may be retained indefinitely and used for our legitimate purposes (such as improving and benchmarking our Service).

8.7 User Responsibilities (Privacy): You are responsible for informing and managing your own customers or call recipients with respect to privacy. This means if you use Zudu AI to record calls with your customers, you should inform them in your privacy notice or at call start that calls may be recorded and processed by an AI service. If individuals exercise privacy rights (like a right to deletion or access under GDPR/DPDP), it’s your responsibility to handle those requests with respect to the data you control – although Zudu AI will reasonably assist you by deleting or exporting data we hold on your behalf when you instruct us to, in order for you to fulfill such requests. Both parties agree to comply with applicable data protection laws in the performance of this Agreement. In the event of any unauthorized disclosure of personal data (a “breach”) involving your data in our systems, we will notify you as required by law and provide information to assist in meeting any external reporting obligations.

For detailed information on how data is processed and protected, please see our Privacy Policy and/or Data Processing Addendum (if applicable). This section is not a substitute for those documents but highlights key points.

The Service may interoperate with or allow integrations to Third-Party Services (as defined in Section 1). This includes, for example: connecting your Zudu AI agent with your company’s CRM or helpdesk, using Twilio’s telephony network for dialing, using third-party AI models for certain tasks, or other apps via our API or plugin system. The following terms apply to such use:

9.1 Optional Integrations: If you choose to enable or use a Third-Party Service in conjunction with Zudu AI (for instance, by providing API keys or login credentials to connect another platform to Zudu AI), you give us consent to transfer relevant data to and from that Third-Party Service as required for the integration to function. For example, if you integrate a CRM, Zudu AI might send call outcome data to that CRM or pull customer info from it based on a phone number. We will only share data with third parties at your direction and as needed to fulfill your integration requests. Once data is shared with a third-party platform, Zudu AI does not control it – such data is subject to the third party’s terms and privacy policy. It is your responsibility to ensure that any data you send to third-party systems (or receive from them) as part of using our Service is handled lawfully and in compliance with the third party’s terms.

9.2 Third-Party Terms: Each Third-Party Service is governed by its own agreement. For example, if the Service uses Twilio’s API for phone services or OpenAI’s API for language processing, those providers have terms that likely apply to you. You agree to abide by all applicable terms of any Third-Party Services that you utilize through Zudu AI. If a Third-Party Service’s terms require that you pass certain restrictions on to end users or obtain consents (for example, OpenAI might forbid certain content or require informing users of AI use), you are responsible for complying with those requirements. Zudu AI is not a party to your agreements with third-party providers (unless explicitly stated). We simply facilitate the integration. We do not guarantee the availability or continued availability of any Third-Party Service. Providers may change or suspend their APIs, which can impact our Service’s functionality. While we will try to give notice or find alternatives, Zudu AI will not be liable for any issues attributable to Third-Party Services (such as outages, errors, data loss, or cost incurred by those services).

9.3 Provider Accounts and Keys: Some Third-Party Services may require you to have your own account or API key. Zudu AI might enable you to “bring your own key” for certain services (for example, using your OpenAI key so that usage is billed on your account with them). It is your responsibility to maintain such accounts in good standing and understand how the third party will bill you. If you use your own credentials, Zudu AI will store them securely and use them only for your account’s requests. If a third-party provider terminates or suspends your account with them, Zudu AI may not be able to continue providing the associated functionality.

9.4 No Endorsement: Zudu AI’s Service may provide information about or links to third-party products or services (including integration partners). This is provided for convenience and does not constitute an endorsement or warranty by Zudu AI of those third parties or their content. If you engage with any third-party service, that is solely between you and the third party. Zudu AI is not responsible for third-party content or services and you use them at your own risk.

9.5 Third-Party Beneficiaries: Certain Zudu AI Providers (like telephony carriers) may be third-party beneficiaries of these Terms to enforce provisions related to their services (for instance, the telephony provider may enforce call-related restrictions). Otherwise, this Agreement does not confer any third-party beneficiary rights.

In summary, while our Service is designed to work in a broader ecosystem of tools, you must follow the rules of those tools. We’ll do our best to make integrations smooth, but can’t assume liability for external services.

10.1 Definition of Confidential Information: In the course of using the Service, you and Zudu AI may share sensitive, non-public information with each other. “Confidential Information” means any non-public information disclosed by one party (“Discloser”) to the other (“Recipient”) that is designated as confidential or that should reasonably be understood to be confidential given the nature of the information and the context of disclosure. Your Confidential Information includes your non-public User Content (e.g., the content of your calls, business plans, or customer data you input). Zudu AI’s Confidential Information includes the Service software, any non-public aspects of our technology, pricing information, product roadmaps, and any security reports or audits. The terms of this Agreement and any negotiations also constitute Confidential Information of both parties.

10.2 Protection of Confidential Information: The Recipient agrees to use the same degree of care to protect the Discloser’s Confidential Information as it uses to protect its own confidential information of similar nature, but no less than a reasonable standard of care. Confidential Information shall only be used for the purpose of fulfilling this Agreement and providing/using the Service, and shall not be disclosed to any third party except to Recipient’s employees, agents, or subcontractors who need to know it for that purpose and are bound by confidentiality obligations at least as protective. Each party shall be responsible for any breaches of confidentiality by its representatives.

10.3 Exceptions: Confidential Information does not include any information that: (i) is or becomes generally known to the public through no fault of Recipient; (ii) was rightfully known by Recipient before receipt from Discloser without confidentiality obligations; (iii) is lawfully received by Recipient from a third party without restriction and without breach of an obligation to Discloser; or (iv) was independently developed by Recipient without use of or reference to Discloser’s Confidential Information. If Recipient is required by law, regulation, or court order to disclose Confidential Information, it may do so provided that (if legally permissible) it gives prompt notice to Discloser so that Discloser may seek a protective order or other appropriate remedy. Recipient shall disclose only the portion of Confidential Information legally required and will use reasonable efforts to ensure it remains confidential under the circumstances.

10.4 Return/Destruction: Upon Discloser’s request or upon termination of this Agreement, Recipient will return or destroy all Confidential Information of Discloser (excluding such information that constitutes User Content you wish to retain in the Service, or archival copies maintained for legal compliance). Recipient’s obligations of confidentiality and non-use survive for the duration of this Agreement and five (5) years after termination, or for trade secrets, as long as they remain trade secrets under applicable law.

10.5 Confidentiality of Call Content: We recognize that the content of your AI-driven calls and associated data may be highly sensitive to you. Zudu AI will treat such content as Confidential Information of yours, and will not monitor, access, or disclose it except as needed to provide and improve the Service, or as required by law, or as per Section 7.4 (moderation in case of violations). The confidentiality obligations here complement our Privacy Policy and data protection commitments.

You agree to indemnify, defend, and hold harmless Zudu AI, its affiliates, and their respective officers, directors, employees, and agents (each an “Indemnified Party”) from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) that arise out of or relate to any third-party claim or government investigation due to: (a) your use of the Service (including any content you or an end user generate, and any calls or communications made using the Service), (b) your violation of these Terms, or (c) your violation of any law or regulation or rights of any third party (for example, your breach of telemarketing laws, or infringement of someone’s intellectual property via your content).

This indemnity includes, without limitation, claims arising from the content of communications (e.g. things your AI agent says to a customer) and claims arising from the lack of proper consent or notification (e.g. if you failed to get consent for a recorded call, or called someone on a Do-Not-Call list). It also covers any breach by your end users or by any person using your Account (as you are responsible for their actions).

Procedure: Zudu AI will (i) promptly notify you of any claim for which it seeks indemnification (provided that a delay in notification will not relieve you of your obligations except to the extent it prejudices your defense), (ii) permit you to control the defense and settlement of such claim, provided that you shall not settle any claim in a manner that admits fault or liability of an Indemnified Party or imposes non-monetary obligations on them without our prior written consent, and (iii) cooperate with you (at your expense) in the defense. Zudu AI reserves the right, at its own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you agree to fully cooperate with our defense of such claim.

This Section states the entire obligation and exclusive liability of you and the exclusive remedy of Zudu AI with respect to any claim brought against Zudu AI by a third party relating to your use of the Service.

(Note: While we expect you to follow all laws and thus avoid triggering claims, this indemnity provision is standard in software agreements, especially given the user-driven content and communications in this Service.)

THE SERVICE (INCLUDING ALL SOFTWARE, AI MODELS, FUNCTIONS, CONTENT, AND INFORMATION PROVIDED OR GENERATED THEREIN) IS PROVIDED “AS IS” AND “AS AVAILABLE” to the fullest extent permitted by law. ZUDU AI DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising from course of dealing or usage of trade. We make no guarantees that the Service will meet your requirements or expectations, or that it will achieve any intended results.

Without limiting the above, Zudu AI does not warrant that: (a) the Service will be uninterrupted, error-free, or completely secure, (b) the AI-generated content or results you obtain via the Service will be accurate, reliable, or correct, (c) any errors or defects in the Service will be corrected, or (d) the Service will be free of viruses or other harmful components. You assume all risk for any damage to your systems or data resulting from your use of the Service.

No Responsibility for Content: You acknowledge that AI-generated outputs may not be fully controlled by Zudu AI and could potentially contain inaccurate or undesirable content. Zudu AI is not responsible for the content of any communications or data generated through the Service, whether provided by you, your end-users, or the AI system. You are solely responsible for any decisions or actions taken based on information from the Service (for example, any business decisions made by relying on AI call summaries or any action taken during a call by the AI). We provide tools and information, but you use them at your own discretion and risk.

Third-Party Services: Any Third-Party Services (or content provided by third parties) that interoperate with our Service are provided “AS IS” by those third parties. Zudu AI disclaims any liability or warranty for third-party services or content – we do not control or endorse them, and your use of them is at your risk. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above disclaimers may not fully apply to you. In such cases, the scope and duration of any required warranty is the minimum permitted under applicable law.

13.1 Indirect Damages: To the maximum extent permitted by law, in no event will Zudu AI or its affiliates, officers, employees, or suppliers be liable to you for any: (a) indirect, special, incidental, consequential, or punitive damages, or (b) damages for lost profits, revenue, goodwill, business opportunities, or data loss, even if advised of the possibility of such damages. This exclusion of liability applies regardless of the theory of liability (contract, tort, negligence, strict liability, etc.) and even if a remedy fails of its essential purpose.

13.2 Cap on Liability: In any case, Zudu AI’s total aggregate liability under or relating to this Agreement or the Service will not exceed the amount actually paid by you to Zudu AI for the Service in the 12 months immediately preceding the event giving rise to the claim. If you have not paid Zudu AI any amount in that period (for example, if you are on a free trial or free plan), Zudu AI’s maximum liability shall be INR 10,000₹ (ten thousand Indian Rupees) or the equivalent in your local currency. This limitation is cumulative and not per- incident.

13.3 Exceptions: Nothing in this Agreement seeks to limit or exclude liability that cannot be limited by law. For instance, this limitation of liability does not exclude Zudu AI’s liability for death or personal injury caused by our gross negligence or willful misconduct, or for fraud, or any other liability that may not be excluded under applicable law.

13.4 Basis of the Bargain: You acknowledge that Zudu AI has set its fees and entered into this Agreement in reliance on the disclaimers and limitations of liability stated herein, which reflect an agreed allocation of risk between the parties. The limitations specified in this Section 13 will survive and apply even if any limited remedy in this Agreement is found to have failed of its essential purpose.

14.1 Term: This Agreement begins when you accept it (or first use the Service) and will continue in effect until terminated as provided herein. If you and Zudu AI have entered into an enterprise or custom agreement with a defined term, then that term applies subject to earlier termination for breach.

14.2 Termination by You: You may terminate this Agreement at any time by discontinuing use of the Service and closing your Account. You may delete your Account via the provided interface or by contacting us, in which case we will process your deletion request (and all associated User Content) as described in Section 8.6. Termination will not relieve you of any obligations or fees accrued up to the effective date of termination.

14.3 Termination or Suspension by Zudu AI: Zudu AI may suspend or terminate your access to the Service (in whole or in part), or terminate this Agreement, under the following circumstances:

• For Cause (Breach): If you violate any provision of this Agreement or use the Service in a way that, in our sole discretion, is likely to cause harm or liability (to other users, us, or third parties) or violate law, we may suspend your account immediately and/or terminate this Agreement with or without prior notice. We may also suspend or terminate if any fees due are unpaid and remain uncured after we provide notice. In certain cases, we may give you an opportunity to remedy a breach if we believe it can be cured; however, we reserve the right to act immediately if necessary (for example, to halt unlawful behavior or prevent ongoing abuse of the Service).
• For Prolonged Inactivity: If a free-tier Account is inactive (no login or usage) for an extended period (e.g., 6 months), we reserve the right to deactivate or delete the account after providing notice to the email on file.
• Service Discontinuation or Changes: Zudu AI reserves the right to discontinue or terminate the Service (or any part of it) at any time for business or legal reasons. If we do so in entirety, we will endeavor to provide at least 30 days’ notice to active users (e.g., via email or notice on our site), except in cases of force majeure or external necessity. We may also terminate or suspend certain features or Third-Party Service integrations without liability, as described in Section 9, or offer substitute services.

If we terminate your account or this Agreement (other than at your request or due to your breach), and you have prepaid fees for a subscription term that has not ended, we will refund the unused portion of your prepaid fees. If termination is due to your breach of these Terms, you will not be entitled to any refund, and you remain responsible for any unpaid fees up to the date of termination.

14.4 Effect of Termination: Upon termination of this Agreement for any reason: (a) all rights and licenses granted to you hereunder cease immediately, and you must stop using the Service; (b) you will promptly pay any outstanding amounts owed to Zudu AI (if any); and (c) Sections that by their nature should survive termination (such as indemnities, liability limitations, accrued rights, and intellectual property provisions) will survive. We recommend you export any important data before terminating, as after termination we may delete your User Content in accordance with our retention practices and may no longer allow you to access the Service or your account (except that paid customers may have a brief window to retrieve data, at our discretion).

14.5 Data Portability and Cooperation: For a short period after termination (not to exceed 30 days), you may contact Zudu AI to retrieve your stored User Content, if any, provided your account is in good standing. We will reasonably cooperate in providing your content in a common format. However, after such period, Zudu AI may delete your content and backups, except as required to be retained for legal reasons.

14.6 No Liability for Termination: Neither party will be liable to the other for any damages resulting solely from terminating this Agreement in accordance with its terms. This does not relieve you of liability for breaches prior to termination. If your access is suspended due to your breach or investigation thereof, we will not be liable for any data you are unable to access during suspension.

15.1 Governing Law: This Agreement and any dispute or claim (including non-contractual disputes) arising out of or in connection with it or its subject matter shall be governed by and construed in accordance with the laws of India, in particular the laws of India applicable to contracts made and performed entirely within India. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply.

15.2 Good Faith Negotiations: In the event of any controversy or claim between the parties arising out of or relating to this Agreement or the Service, the parties agree to first attempt to resolve the issue informally and in good faith. You agree to contact us at the address provided in Section 17.8 with a written description of your concern, and we will contact you via the email associated with your account to attempt to resolve it. If the dispute is not resolved within 60 days from the initial notice, either party may then proceed to formal dispute resolution as outlined below.

15.3 Arbitration: Except for disputes that qualify for small claims court or disputes involving injunctive or other equitable relief for intellectual property or data protection claims, any dispute, claim, or controversy arising out of or relating to this Agreement, or the breach, termination, enforcement, or interpretation thereof, shall be referred to and finally resolved by arbitration. The arbitration will be conducted in English and administered by the Mumbai Centre for International Arbitration (MCIA) (or, if unavailable, a similar reputable arbitration body in India) under its rules. There shall be one (1) arbitrator appointed in accordance with those rules. The seat or legal place of arbitration shall be Chennai, India, and the arbitration award shall be final and binding on the parties. Judgment on the award may be entered in any court of competent jurisdiction.

15.4 No Class Actions: You and Zudu AI agree that all claims will be brought solely in your or our individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. This means you are waiving the right to a trial by jury and the ability to participate in a class action for any disputes arising from this Agreement. Arbitrator(s) shall not consolidate another person’s claims with yours, and shall not preside over any form of representative or class proceeding. If this class action waiver is found to be unenforceable, then the entirety of the arbitration clause above shall be null and void, and the dispute must be brought in court.

15.5 Courts: Subject to the above arbitration provision, the courts located in Chennai, India (and the applicable High Court) shall have exclusive jurisdiction over any disputes arising out of or relating to this Agreement or its subject matter. You and Zudu AI consent to personal jurisdiction of such courts. If a dispute is deemed not subject to arbitration (either because an exception applies or the arbitration clause is held unenforceable), then you agree to the exclusive jurisdiction of the courts above, and any claim must be brought individually (not as a class action).

15.6 Injunctive Relief: Notwithstanding the above, either party may seek interim or injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information or to enforce data security obligations, as such relief might not be adequately available in arbitration.

15.7 Legal Fees: In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover its reasonable attorneys’ fees and costs, unless otherwise prohibited by law.

16.1 Entire Agreement: This Agreement (including any Order Forms, additional terms incorporated by reference, and any exhibits or addenda like a DPA, if applicable) constitutes the entire agreement between you and Zudu AI regarding the Service, and supersedes all prior or contemporaneous agreements, understandings, and communications, whether written or oral, relating to its subject matter. In entering this Agreement, neither party has relied on any statement or representation not expressly set out herein. In case of conflict between these Terms and any Order Form or addendum, the Order Form/addendum will control for that conflict (provided it is signed or expressly agreed by Zudu AI).

16.2 Amendments: We may update or modify this EULA from time to time as explained in Section 2. For any material changes, we will provide notice and an opportunity for you to review. No modification, amendment, or waiver of any provision of this Agreement by you will be effective unless in writing and signed by a duly authorized representative of Zudu AI.

16.3 Waiver: The failure by either party to enforce any provision of this Agreement or to require performance by the other party of any provision shall not be a present or future waiver of such provision, nor affect the validity of this Agreement or any part thereof, nor the right of the party to thereafter enforce each and every provision. No waiver of any term shall be deemed a further or continuing waiver of that term or any other term.

16.4 Severability: If any provision of this Agreement is held to be invalid, illegal, or unenforceable by a court or other tribunal of competent jurisdiction, that provision shall be enforced to the maximum extent permissible, and the remaining provisions of the Agreement will remain in full force and effect. The parties will negotiate in good faith a valid and enforceable provision that is as similar as possible to the unenforceable provision.

16.5 Assignment: You may not assign or transfer this Agreement (in whole or in part), by operation of law or otherwise, without Zudu AI’s prior written consent. Any attempt by you to assign this Agreement without consent will be null and void. Zudu AI may assign or transfer this Agreement freely to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, or by operation of law. Subject to the foregoing, this Agreement will bind and benefit the parties and their respective successors and permitted assigns.

16.6 Force Majeure: Neither party will be liable for any delay or failure in performance (excluding payment obligations) due to events outside the reasonable control of the party, such as natural disasters, government actions, war, civil disturbance, terrorist threats, labor shortages, internet or telecommunications failures, or other force majeure events. The affected party shall give prompt notice to the other and make reasonable efforts to mitigate the effect. If such a force majeure event continues for more than 30 days, either party may terminate this Agreement upon written notice to the other.

16.7 Relationship of Parties: The parties are independent contractors. This Agreement does not create any joint venture, partnership, agency, or employment relationship between us. Neither party has any authority to bind the other in any way.

16.8 Notices: All legal notices or communications required under this Agreement should be in writing and will be deemed given: (i) if by hand or courier, upon receipt; (ii) if by certified mail, on the third business day after mailing; or (iii) if by email, on the date of transmission if no bounce-back or error is received. Notices to Zudu AI must be sent to: Zudu AI Pvt. Ltd., [Mailing Address], India, Attn: Legal Department, with a copy to [email protected]. We may send notices to you at either the physical address or email address associated with your Account. You are responsible for keeping your contact information up to date.

16.9 Export Compliance: The Service (and any related software) may be subject to export laws and regulations. You agree to comply with all applicable export and re-export control laws and regulations, including those of the United States and India. You represent that you are not named on any government denied-party list, and that you will not use the Service in a sanctioned country or for any prohibited end-use under applicable export laws.

6.10 Government Use: If you are a government or using the Service on behalf of a government entity, note that the software and documentation are “Commercial Items” as defined in FAR 2.101. Any use by the U.S. Government shall be under our standard commercial license.

16.11 Language: This Agreement is written in English. If it is translated into another language, the English version will prevail to the extent of any conflict.

16.12 Contact Information and Customer Support: If you have any questions or concerns about these Terms or the Service, you may contact Zudu AI support at [email protected]. For escalations or legal inquiries, please use the notice address above. We value our users and will do our best to resolve any issues in accordance with these Terms.