Subscriber Terms (draft)

AVYRA MICROSYSTEMS (AMS) — INSTITUTIONAL CORE

SUBSCRIBER TERMS AND CONDITIONS

Expanded working draft for legal review | Version 0.3 | 28 September 2026

DRAFT — NOT APPROVED FOR PUBLICATION. This document is a detailed working draft prepared from the AMS institutional-portal context, the supplied strategic planning and financial-structuring materials, the supplied product/pricing workbook structure, and a supplied reference agreement as a breadth-and-organization reference. It is not a reproduction of the reference agreement and is not legal advice. It deliberately leaves unresolved legal, commercial, technical and jurisdictional facts as bracketed fields or decision points. Qualified counsel must review it, complete all fields, confirm the contracting entity and launch markets, and approve all consumer, privacy, export-control, subscription, liability and dispute provisions before clickwrap activation.

Document owner: [AMS LEGAL / GOVERNANCE OWNER] Contracting entity: AVYRA MICROSYSTEMS PRIVATE LIMITED, a company limited by shares incorporated under the Companies Act, 2013 (India). Registered office state: Karnataka, India. Address shown in the Certificate of Incorporation as mailing address per ROC records: [street address withheld until the owner approves its publication] Effective date: [TO BE COMPLETED AFTER LEGAL APPROVAL] Version: 0.3 Related documents: Privacy Notice; Cookie/Tracking Notice; Data Processing Addendum (DPA); Acceptable Use and Security Policy; Service/Subscription Order; AI Feature Notice; Community/Collaboration Rules; Records Retention Schedule; Export-Control and Restricted-Access Rules; applicable project, research, manufacturing, quality, commercial and partner agreements.

Corporate identity and source-document basis

The supplied Ministry of Corporate Affairs Certificate of Incorporation identifies AVYRA MICROSYSTEMS PRIVATE LIMITED as a company limited by shares incorporated on 17 June 2026, with CIN U26104KA2026PTC222500. The certificate records the company’s registered office in the State of Karnataka and lists the mailing address reproduced above. The supplied e-MOA (Form INC-33) identifies the company name and Karnataka as the State of its registered office and includes objects concerning HDI PCBs, printed circuit boards, electronic components and assemblies, semiconductor-related products, manufacturing equipment and systems, OEM/engineering and related lifecycle activities. The supplied e-AOA (Form INC-34) contains a governance framework, reserved-matter and approval concepts, and role/authority controls. These summaries do not replace the executed constitutional instruments. The Certificate of Incorporation expressly states that it is not a business licence or permission to conduct business or solicit public funds. The supplied incorporation papers do not, by themselves, establish any separate sector licence or regulatory permission. The company’s actual licence/approval register and current scope must be verified before enabling regulated offers or access.

The documents supplied also include the name-availability approval, DIN approval and e-PAN. Name availability and DIN allocation are administrative records, not operating licences. The terms below use the exact incorporated legal name. Any use of “AMS” is a short form for AVYRA MICROSYSTEMS PRIVATE LIMITED, not a separate legal person.

IMPORTANT NOTICE AND DOCUMENT STATUS

These Terms are intended to govern access to and use of the AMS Institutional Core digital environment. They are not a purchase order, manufacturing agreement, engineering services contract, product warranty, distribution agreement, investment offer, employment contract, education credential agreement, joint-venture agreement or authorization to act for AMS. Those relationships require separate documents issued by the legally relevant entity.

The present draft includes provisions that can be activated only after operational capabilities exist. A contractual statement must not be treated as proof that a security control, workflow, data location, support channel, service level, payment method, feature, certification or integration has been implemented. Before publication, the service owner must map each operative provision to an implemented control, an approved process, or a clearly stated limitation.

Square-bracketed text requires completion or a deliberate counsel-approved deletion. References to country-specific rights are summaries for drafting orientation only. They do not establish that AMS offers the Services in a country, is subject to a particular law, or has completed a compliance assessment there.

PART A — AGREEMENT, SCOPE AND SERVICE MODEL

1. Agreement; acceptance; order of documents

1.1 Agreement. These Subscriber Terms and Conditions (“Terms”) form a legally binding agreement between the subscriber identified in the account or applicable order (“Subscriber,” “you,” or “your”) and AVYRA MICROSYSTEMS PRIVATE LIMITED (“AMS,” “we,” “us,” or “our”). These Terms govern access to and use of the AMS Institutional Core and any enabled portal, workspace, institutional information service, collaboration feature, digital tool or related service expressly made subject to these Terms (collectively, the “Services”).

1.2 How acceptance occurs. You accept these Terms when you: (a) select an unchecked “I Agree” or equivalent acceptance control after being presented with the Terms; (b) sign an order or other agreement that incorporates them; or (c) use a Service after receiving notice that continued use constitutes acceptance, but only where that method is legally valid. Merely visiting a public page does not create a paid subscription or authorize access to restricted workspaces.

1.3 Authority to accept for an organization. If you accept for a company, institution, government body, partnership or other organization (“Organization”), you represent that you are authorized to bind it. In that case, “you” and “Subscriber” refer to the Organization for organizational use, and you remain responsible for your own account conduct. If you lack authority, you must not accept on the Organization’s behalf.

1.4 Related documents. The following documents apply only when presented, applicable and validly accepted or incorporated: (a) an order form or subscription schedule; (b) a project statement of work (“SOW”); (c) a DPA; (d) a service-level schedule; (e) a feature-specific schedule; and (f) policies expressly incorporated into these Terms. A signed SOW or order controls its defined commercial scope; the DPA controls personal-data processing; a feature schedule controls its specific feature; these Terms govern general Service use. A later document does not silently override a prior signed agreement unless it expressly identifies the provision being changed and is accepted by authorized parties.

1.5 No implied authority or relationship. Acceptance does not make you an employee, agent, representative, franchisee, partner, fiduciary, distributor, reseller, joint venturer or legal representative of AMS or any related entity. You may not bind AMS, make commitments on its behalf, use its marks as your own, or represent that you have institutional approval unless a separate written authorization says so.

1.6 Consumer and mandatory rights. Nothing in these Terms excludes, limits or waives a right or remedy that cannot lawfully be excluded, limited or waived. Where a provision is unenforceable for a particular Subscriber or jurisdiction, it will be applied only to the maximum lawful extent and the remaining provisions will continue, subject to Section 34.

2. Definitions

For purposes of these Terms:

• “Account” means a user identity and associated authentication, profile, preferences and permissions used to access a Service.
• “Administrator” means an individual assigned authority to manage a defined Organization, tenant, workspace or user group, within a delegated scope.
• “AMS Institutional Core” means the institutional, technical, research, engineering, manufacturing, quality, knowledge, governance and digital-operating environment maintained or authorized by AMS, including enabled digital resources and capability interfaces.
• “Authorized User” means an individual permitted by the Subscriber or AMS, as applicable, to access a Service under an assigned role and valid authorization.
• “Confidential Information” means non-public information identified as confidential or that reasonably should be understood to be confidential given its nature and context, including restricted technical, commercial, financial, security, research, personnel, customer, supplier, pricing, design, process and institutional information.
• “Content” means data, text, files, images, drawings, specifications, records, messages, code, designs, research, datasets, feedback and other material submitted, stored, generated, transmitted or made available through a Service.
• “Institutional Content” means AMS-controlled institutional documents, knowledge resources, technical records, governance materials and other content made available by AMS.
• “Subscriber Content” means Content that you or your Authorized Users submit, upload, create, transmit or make available through a Service, excluding AMS materials and third-party materials.
• “Organization Tenant” means a logically segregated environment or account grouping for an Organization, where the relevant capability is implemented.
• “Personal Data” means information defined as personal data, personal information or equivalent under applicable law.
• “Restricted Information” means Content classified or designated as confidential, export-controlled, security-sensitive, personal, commercially sensitive, safety-critical, legally privileged or otherwise subject to heightened access restrictions.
• “Service Feature” means an individual capability or module made available as part of the Services, including collaboration, search, document access, analytics, AI assistance or a project workspace.
• “Subscription” means a paid or no-fee access arrangement with a defined scope, term, user limit, feature set or usage allowance, if applicable.
• “Third-Party Service” means a product, platform, content source, integration, supplier, cloud provider, identity provider or service not controlled by the AMS contracting entity.

3. Description and institutional purpose of the Services

3.1 Institutional purpose. The Institutional Core is intended to support institutional knowledge, technology, research, engineering, manufacturing, quality, project execution, capability development, collaboration and controlled digital operations. Depending on authorization and the enabled configuration, Services may include: institutional information and knowledge architecture; controlled document access; research and engineering collaboration; technical records and product/process knowledge; manufacturing and quality resources; project and program workspaces; approved learning and knowledge resources; partner or capability interfaces; workflow and data tools; AI-assisted search, classification, summarization or drafting; and approved institutional operating resources.

3.2 Strategic platform architecture. AMS may organize its activities through strategic platforms, capability programs, product groups, chapters, projects, centers, teams, research functions, manufacturing functions and other institutional units. Internal platform labels or codes (including P1–P8 where used in internal source materials) are organizational classification aids; they do not by themselves describe a guaranteed service, create a subscriber entitlement or disclose restricted internal information.

3.3 Different levels of maturity. A capability may be described as conceptual, under research, in development, pilot, demonstration, qualification, available for controlled access, or operational. Unless an authorized order or SOW expressly commits AMS to provide a defined capability, public or internal roadmap references are informational only. A roadmap, prototype, research concept, sample, demonstration, catalog entry or planning model is not a promise of commercial availability, certification, production capacity, performance, delivery date or outcome.

3.4 Yantra Semitech — sales arm and commercial core. Yantra Semitech is designated by the Company as its sales arm and customer-facing commercial core for the Company’s authorized and licensed business activities, subject at all times to the actual scope of each applicable licence, registration, approval, corporate authorization and delegation. Yantra is intended to connect qualified institutional capability with customers, projects, suppliers, OEMs, channels and markets; support customer discovery, market development, technical-commercial coordination, offers, proposals, quotations, order intake, fulfilment coordination and lifecycle relationships; and maintain the relevant commercial workflow and records. The legal contracting party for a particular sale, supply, service or other transaction must be identified on the applicable quotation, order, invoice and transaction agreement. Nothing in this clause itself grants Yantra or any individual a licence, regulatory permission, agency, authority to bind the Company, or authority to conduct a regulated activity. The Certificate of Incorporation confirms incorporation but expressly is not a business licence or sectoral permission. Commercial listings, supplier/distributor relationships, customer opportunities, pricing, quotations, purchase orders, invoicing, payment, logistics, fulfilment, warranties and commercial customer records are governed by the applicable Yantra commercial terms and transaction documents, and by the relevant legal entity’s approved authority matrix. Access to AMS institutional content does not itself authorize a Subscriber to buy, sell, resell, represent, distribute, source, quote or commit to any product or service.

3.5 Separate institutional functions. Education, credentialing, investment, enterprise engagement, information, communications, entertainment and other distinct functions may be operated through separate services or legal entities. Access to one function does not automatically grant access to another. Any credential, identity, pass, account or service issued by another function remains subject to its own terms and authority.

3.6 No assurance of a particular outcome. The Services facilitate information and collaboration. They do not guarantee research success, product qualification, manufacturing yield, commercial sales, financing, investment returns, regulatory approval, customer acceptance, employment, certification or any other business or technical result.

4. Eligibility, supported locations and access restrictions

4.1 Legal capacity and minimum age. You must have legal capacity to accept these Terms. The minimum age for account creation and use is [MINIMUM AGE, SUBJECT TO LOCAL LAW]. Where a permitted education, training or institutional program allows minors, access requires the legally required parent, guardian, school or institutional authorization and must be limited to features approved for that age group. Features involving public interaction, sensitive information, purchases, location data or AI may have separate age restrictions.

4.2 Supported countries and territories. Services are offered only in countries and territories approved by AMS and identified in the applicable signup, order or service notice. The fact that a country appears in a supplier list, source document, market model or sample legal clause does not mean that AMS supports users or transactions there. AMS may limit features, data access or accounts by location because of law, sanctions, export controls, infrastructure, licensing, contractual obligations or operational readiness.

4.3 Restricted persons and uses. You may not use the Services if doing so is prohibited by applicable sanctions, export-control, trade, licensing or other laws, or if AMS has lawfully restricted your access. You must not use a Service to provide access to a prohibited end user, destination, end use or restricted party.

4.4 Eligibility information. You must provide accurate and current information reasonably requested for account administration, organizational authorization, security, billing, compliance or access qualification. You must promptly correct material inaccuracies. AMS may ask for proportionate evidence of identity, role, organizational affiliation, professional qualification, project authorization or legal eligibility where justified.

4.5 No guarantee of access. Meeting eligibility criteria does not guarantee acceptance, continued access, access to a particular workspace, inclusion in a project or availability of a Service Feature.

5. Account creation, identity, authentication and recovery

5.1 Account integrity. Each account must identify the individual who uses it, except for expressly approved technical or service accounts governed by separate controls. You must not create an account using another person’s identity, misrepresent affiliation, or create multiple accounts to evade restrictions.

5.2 Accurate registration data. You agree to provide accurate, complete and current registration and Organization information and to update it when it changes. AMS may rely on the contact details associated with your Account for operational and legal notices, subject to applicable law.

5.3 Credential protection. You are responsible for protecting your authentication factors, recovery codes, devices and session access. Do not share passwords, one-time codes, security keys or recovery secrets. Do not permit another person to use your Account. Notify [SECURITY CONTACT] promptly if you suspect unauthorized access, lost credentials, compromised devices or an account takeover.

5.4 Authentication controls. Depending on role, risk and Service Feature, AMS may require multi-factor authentication, single sign-on, managed devices, step-up verification, security keys, periodic reauthentication or additional access checks. Available methods may vary by location and system. AMS will not ask you to disclose your password or recovery secret in ordinary support communications.

5.5 Recovery. Account recovery may require verification of identity, organizational authority or approved recovery factors. Recovery contacts, if supported, may assist with recovery but do not automatically receive access to the Account or its Content. AMS may be unable to restore access where required recovery factors are unavailable or where doing so would compromise security or another person’s rights.

5.6 Session and device controls. Where supported, you may review or revoke active sessions and registered devices. AMS may invalidate sessions, rotate credentials or require reauthentication in response to security events, role changes, inactivity, legal requirements or risk signals. Device telemetry, if collected, must be disclosed in the Privacy Notice and limited to a lawful, necessary and proportionate purpose; these Terms do not authorize indiscriminate device fingerprinting.

5.7 Organization accounts. An Organization may designate one or more Administrators. The Organization is responsible for ensuring that Administrators are authorized, trained and promptly removed when their authority ends. Administrators may manage membership and access only within delegated scope and must not use administrative access to inspect private content unless authorized and lawful.

6. Organization tenants, roles and permission boundaries

6.1 Role-based access. Access is governed by role-based, purpose-limited permissions and may also depend on project membership, information classification, location, training, qualification, contract, approval status or other access conditions. AMS may use tiered roles, including tier 0 through tier 7 or other configurable role structures. The meaning and authority of each role are defined in the applicable access-control schedule, not inferred solely from the tier number.

6.2 Least privilege and separation. You may access only the information and functions needed for your authorized purpose. Access to one workspace, tenant, project, platform, team, legal entity or data class does not authorize access to another. You must not attempt to bypass tenant isolation, role restrictions, approval gates, data classification, audit controls or functional separation.

6.3 Administrator authority. An Administrator may invite, suspend or remove users; assign permitted roles; manage certain settings; and view organizational usage or audit information, only to the extent enabled and delegated. Administrator status does not grant ownership of AMS Content, unrestricted access to private communications, authority to approve engineering or financial decisions, or power to override legal, safety, compliance or governance controls.

6.4 Superuser and consequential decisions. Where a superuser or higher governance role is implemented, that role may review or approve specified consequential actions. AI agents, automation, administrators or lower-tier users must not be treated as substitutes for required human approval. The actual approval matrix must be documented and enforced in the Service.

6.5 Organization responsibility. The Organization is responsible for its Authorized Users’ compliance with these Terms, for appropriate offboarding, and for safeguarding information it controls. The Organization must promptly remove or modify access when a user changes role, leaves the Organization, loses qualification or no longer needs access.

6.6 No cross-entity implication. A shared navigation menu, single sign-on, common identity credential or technical integration does not merge the legal entities, data stores, obligations, permissions or purposes of AMS, Yantra Semitech, House for Learning, HFL Global Investments, AHFL or any other distinct function. Access is governed by the relevant entity’s authorization and terms.

7. Service availability, compatibility and operational changes

7.1 Availability. The Services may require compatible devices, supported browsers, network access, software, identity services and third-party infrastructure. Performance may depend on those elements. Some features may be unavailable in particular languages, locations, devices, roles or operating environments.

7.2 Maintenance and interruption. AMS may perform scheduled or emergency maintenance, security updates, infrastructure changes, incident response, backups, migrations or capacity management. Services may be temporarily unavailable, delayed, degraded or limited. Where practicable, AMS will provide advance notice of material planned interruption through [STATUS PAGE / ACCOUNT NOTICE], but emergency or security work may occur without prior notice.

7.3 No universal uptime commitment. No uptime, response time, recovery time, recovery point, support window or service-level credit is promised unless an applicable signed service-level schedule states the metric, measurement method, exclusions, claim process and remedy.

7.4 Changes to features. AMS may add, modify, replace, limit, suspend or discontinue a feature for security, legal, technical, operational, safety, commercial or governance reasons. For a material adverse change to a paid Service, AMS will provide notice and any termination or refund remedy required by the applicable order or law. A feature change will not retroactively alter a signed SOW except as permitted by that agreement or law.

7.5 Beta, preview and experimental features. A beta, preview, pilot, research or experimental feature is provided for evaluation and may be incomplete, change without notice, lack support, contain errors or be withdrawn. It must not be used for production, safety-critical, regulated or high-impact purposes unless an approved written schedule expressly permits that use. Beta access does not imply certification, service-level coverage or a commitment to general release.

8. Service-specific modules and feature conditions

8.1 Document and knowledge repositories. A repository may provide controlled access to institutional documents, records, drawings, procedures, policies, technical files or other Content. Access, download, printing, copying, export and retention may be restricted by classification, copyright, project rules, legal hold, export controls or permission settings. A displayed preview may not be the controlled master or current approved version.

8.2 Research and engineering workspaces. Research or engineering workspaces may support hypotheses, calculations, simulations, design iterations, test records, technical reviews, issue tracking, collaboration and controlled release. Unless a signed SOW states otherwise, access does not establish that a design has been independently verified, qualified, validated, certified or released for production.

8.3 Manufacturing and quality resources. Manufacturing, process, equipment, quality, inspection, traceability, nonconformance, corrective-action and production information may be made available only to trained and authorized users. You must follow approved process instructions, revision control, change control, safety rules and quality gates. Do not rely on an uncontrolled copy, draft or AI-generated output as an approved manufacturing instruction.

8.4 Project and workflow tools. Workflow boards, task lists, calendars, approvals, document registers and project dashboards may support coordination. A task status, automated notification, digital comment or workflow transition does not itself constitute contract acceptance, engineering release, financial authorization, regulatory approval or sign-off unless the relevant workflow is expressly designated and configured for that legal or operational effect.

8.5 Learning and knowledge features. Where learning resources are included, the Services may provide educational content, assessments, training records or links to separate credentialing services. Completion of a module does not confer a qualification, degree, license, certification or professional status unless issued by an authorized awarding body under separate applicable terms.

8.6 Analytics, reports and calculators. Reports, dashboards, estimates, calculators, forecasts and analytical tools depend on input data, assumptions, model design and source quality. They may be approximate, illustrative or intended for internal planning. Unless expressly stated in a signed agreement, they are not audited financial statements, investment advice, binding quotations, tax advice, engineering certification or guaranteed forecasts.

8.7 Commercial calculators and pricing materials. Internal cost models, transfer-pricing benchmarks, contribution-margin assumptions, supplier pricing, execution-velocity classifications, proprietary pricing engines and management-only estimation tools may be Restricted Information. They are not public subscriber entitlements and must not be disclosed to unauthorized users. Commercial quotations, order pricing and transactions are governed by separate commercial terms. Public financial statements or performance indicators, if published, must be distinguished from internal planning assumptions and must not be treated as a guarantee.

8.8 Supplier, product and comparable-product information. Supplier names, product families, models, country-of-origin fields, technical specifications, price bases, comparable products and sourcing records may be maintained for internal product intelligence, procurement, technical evaluation or commercial planning. Inclusion in a database does not imply endorsement, agency, authorized distribution, current availability, verified price, approved substitution, product qualification or supplier commitment. A supplier’s country of origin, corporate headquarters and manufacturing origin are distinct facts and must not be conflated.

8.9 Integration and data exchange features. An integration may exchange information with an approved third-party system, repository, identity provider, communication tool, analytics service or business application. Integration scope, data fields, permissions, retention, subprocessors, security controls and support may be governed by a separate schedule. A connection does not authorize unrestricted data transfer or override source-system permissions.

8.10 Communications, notifications and collaboration. Messaging, comments, announcements, notifications, shared workspaces, surveys or collaboration spaces may be subject to moderation, retention, reporting, access and acceptable-use controls. Do not assume a private message is privileged, permanently confidential or inaccessible to administrators where access is necessary for security, legal compliance or system operation and permitted by law.

8.11 Feature availability and dependencies. A feature may depend on an external provider, license, device, data feed, approval, infrastructure or user qualification. AMS may disable a feature when a dependency is unavailable, insecure, unlicensed or noncompliant. No third-party feature is guaranteed to remain available.

9. Subscriber Content: ownership, license and responsibility

9.1 Ownership retained. As between you and AMS, you retain rights you hold in Subscriber Content. These Terms do not transfer ownership of your pre-existing intellectual property to AMS, except for the limited license expressly granted below. You must have the rights and permissions necessary to submit and use the Content.

9.2 Limited operating license. You grant AMS and its authorized service providers a non-exclusive, worldwide, royalty-free license to host, store, reproduce, transmit, display, format, index, back up, secure and otherwise process Subscriber Content only as reasonably necessary to provide, maintain, secure, support and improve the Services; comply with law; enforce these Terms; and perform an applicable order or SOW. The license lasts for the period needed for those purposes and is subject to the Privacy Notice, DPA, confidentiality obligations and any more specific written restriction.

9.3 No general public license. AMS will not publish, sell, license or disclose Subscriber Content to the public merely because you submit it to a private workspace. Any public release, case study, marketing use, external research use, model-training use or attribution-bearing publication requires a separate lawful basis and, where applicable, your express permission or a separate agreement.

9.4 Collaborative workspaces. If you choose to share Content with a workspace, project, Organization or named collaborator, you authorize access and use consistent with the sharing settings, project rules and permissions you select or are assigned. You are responsible for verifying recipients and scope before sharing. Removing a user or revoking a link may not retrieve copies already downloaded, exported, printed, cached or independently retained by recipients.

9.5 Content warranties. You represent that: (a) you own or control the rights needed to submit the Content and grant the license; (b) submission and use do not violate law, contract, confidentiality, privacy, publicity, IP or other rights; (c) required notices, consents and permissions have been obtained; and (d) Content is not knowingly malicious, misleading in a prohibited manner, or designed to compromise the Service.

9.6 No unlawful or unauthorized data. Do not upload personal data, sensitive personal data, health information, children’s data, classified material, export-controlled technical data, third-party confidential information, trade secrets, source code or legally privileged material unless the Service is approved for that category, you have a lawful basis and authorization, and all required safeguards and agreements are in place.

9.7 Content classification. Where the Service supports labels or classifications, you must apply the correct classification and handling restrictions. Do not downgrade, remove or misrepresent a classification. If a classification is unclear, do not upload or share the Content until the designated owner or security contact clarifies it.

10. Institutional Content and permitted use

10.1 AMS ownership and rights. Institutional Content is owned by AMS, its affiliates, licensors or other identified rights holders. Except for the limited access right expressly granted, no ownership or license is transferred to you. All rights not expressly granted are reserved.

10.2 Limited access license. Subject to these Terms and your authorization, AMS grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable right during the authorized access period to view and use Institutional Content solely for the approved institutional, project, research, learning or operational purpose assigned to you.

10.3 Restricted materials. Certain content may be marked confidential, internal, proprietary, controlled, export-restricted, safety-critical, personal, legally privileged or otherwise restricted. You may not copy, export, photograph, scrape, publish, redistribute, train a model on, reverse engineer or use such material outside the approved purpose unless the content owner and applicable governance process authorize it in writing.

10.4 No implied product license. Access to technical documents, drawings, models, designs, recipes, specifications, software or product information does not grant a license to manufacture, reproduce, modify, commercialize, distribute, sell, sublicense or create derivative products. Such rights require a separate license or agreement.

10.5 Attribution and notices. Do not remove copyright notices, proprietary legends, security markings, revision identifiers, traceability fields or attribution statements. Where a permitted use requires attribution, preserve it in the manner specified.

10.6 Feedback. If you voluntarily submit suggestions, ideas or feedback, AMS may use them to operate or improve its Services without compensation, provided that this does not grant AMS rights to your confidential information or underlying protected IP beyond the license in Section 9 and any applicable agreement. You are not required to provide feedback.

11. Intellectual property, software and technology rights

11.1 Service IP. The Services, software, user interface, workflows, database structure, taxonomies, templates, methods, documentation, visual elements, source code, models, algorithms and related intellectual property are owned by AMS or its licensors, except for Subscriber Content and third-party components.

11.2 Software license. If software is provided for download or local use, you may use it only under the applicable license, for the authorized purpose and term. Unless expressly permitted, you may not copy, modify, distribute, sublicense, reverse engineer, decompile, disassemble, circumvent technical restrictions or create derivative works, except to the extent applicable law prohibits such restriction.

11.3 Open-source and third-party components. Certain components may be subject to separate open-source or third-party licenses. Those licenses govern to the extent they conflict with these Terms for the relevant component. Applicable notices and license texts will be made available where required.

11.4 No extraction or competitive misuse. You may not systematically scrape, harvest, download or extract institutional databases, supplier/product intelligence, technical records, user directories or other Service data to build a competing database, product, service or model, except where expressly authorized in writing or protected by mandatory law.

11.5 No trademark license. Names, logos, marks and institutional identities may be used only as expressly authorized in writing or under published brand guidelines. Account access does not grant permission to use AMS, Yantra or related marks in advertising, domain names, social profiles, proposals, press releases or representations of affiliation.

11.6 Inventions and project IP. Ownership of inventions, discoveries, designs, research results, improvements, jointly created materials, commissioned work and project deliverables is governed by the applicable employment, research, collaboration, IP assignment, license or SOW agreement. These Terms do not decide ownership of project IP where a separate agreement is required.

12. Acceptable use and prohibited conduct

You must use the Services lawfully, responsibly, securely and only within your authorization. You must not, and must not help another person to:

12.1 access, probe, scan, test, disrupt or interfere with systems, accounts, networks, data or services without written authorization;

12.2 bypass authentication, role checks, tenant isolation, rate limits, paywalls, approval workflows, content controls, audit mechanisms or security measures;

12.3 upload malware, ransomware, spyware, destructive code, credential-harvesting tools, malicious scripts or content intended to compromise availability, confidentiality or integrity;

12.4 use the Services to harass, threaten, stalk, discriminate unlawfully, exploit, defame, impersonate, dox, intimidate or unlawfully harm another person;

12.5 upload or distribute content that infringes intellectual property, violates privacy or confidentiality, is unlawful, or is subject to a restriction you cannot satisfy;

12.6 impersonate a person or organization, falsify credentials, qualifications, approvals, signatures, test results, compliance records, quotations, invoices, audit trails or institutional endorsements;

12.7 misuse access to obtain another person’s private information, confidential records, account credentials, business secrets or restricted technical information;

12.8 use automated scraping, bots, bulk export, crawling or excessive requests except through an authorized API or written permission;

12.9 interfere with other users’ work, manipulate metrics or votes, abuse collaboration or survey features, or evade moderation or sanctions;

12.10 use Service content or access to train, fine-tune, evaluate or develop an AI or machine-learning system except as expressly authorized in writing and consistent with rights, confidentiality and data-protection requirements;

12.11 use the Services to make or execute a consequential decision—such as safety release, engineering approval, financial authorization, procurement commitment, hiring decision, regulated determination or legal conclusion—without required qualified human review and authorization;

12.12 misuse the Services for unlawful surveillance, discriminatory profiling, unauthorized biometric processing, unauthorized location tracking or other prohibited high-risk processing;

12.13 use the Services to violate export controls, sanctions, customs, anti-bribery, competition, labor, environmental, health and safety or other applicable requirements; or

12.14 encourage, facilitate or conceal any of the foregoing.

AMS may investigate suspected violations, preserve relevant evidence, restrict access, remove content or refer matters to appropriate authorities where lawful and appropriate.

13. Sharing, publication, collaboration and external disclosure

13.1 Sharing choices. Sharing features may permit access by named individuals, a project group, an Organization, a partner or the public. You must select the narrowest scope that meets your purpose and verify that each recipient is authorized. Public links, if supported, may allow anyone possessing the link to access the shared item; treat them as potentially public.

13.2 External disclosure. Do not disclose Restricted Information to customers, suppliers, partners, advisors, investors, the press, public repositories, social media, conferences or other external parties unless the information owner and applicable approval process authorize disclosure and all required agreements are in place.

13.3 Publication and publicity. Public-facing publication, institutional announcements, logos, case studies, testimonials, customer references, photographs, videos, research publication, media statements or use of AMS affiliation require approval where designated by AMS policy or contract. A user’s participation in a project does not imply permission to publish the project or identify other participants.

13.4 Shared links and revocation. Where supported, you may revoke or change sharing permissions. Revocation may prevent future access through the Service but cannot guarantee deletion of copies already obtained by recipients, third-party systems or external backups.

13.5 Collaboration records. Comments, decisions, annotations, approvals and contributions may become part of project or institutional records and may be retained under the applicable records schedule. Do not treat a collaboration space as an informal channel exempt from confidentiality, retention or audit requirements.

13.6 Attribution and co-creation. Where collaborative work involves joint contributions, attribution, ownership, publication rights and commercialization rights must be handled under the applicable project or IP agreement. The collaboration feature itself does not allocate ownership or revenue shares.

14. AI-assisted features and automated processing

14.1 Nature of AI assistance. AI-enabled features may search, retrieve, summarize, classify, translate, draft, generate code, analyze data, identify patterns, recommend next steps or assist with workflow tasks. Features may use machine-learning models, retrieval systems, external model providers or other automated technologies, as described in the applicable AI notice.

14.2 Output limitations. AI output may be inaccurate, incomplete, biased, outdated, fabricated, contextually inappropriate or based on incomplete source material. It may omit qualifications, misunderstand technical terms, misstate citations or fail to recognize changes in a document. You must independently verify material output before relying on it.

14.3 No professional or institutional approval. AI output is not, by itself, legal, medical, financial, tax, investment, engineering, safety, regulatory, quality or other professional advice; it is not an approved design, manufacturing recipe, inspection result, certification, financial authorization, official record or binding decision. Required qualified review and designated human approval remain mandatory.

14.4 Human review for consequential actions. AI may assist routine administrative work within approved boundaries. It must not independently approve or execute consequential actions where policy, law, safety, contract or governance requires human review. Users must not represent an AI-generated result as human-reviewed unless that review actually occurred and is recorded where required.

14.5 Source-grounded responses. Where a feature presents source citations, references or document links, you should review the underlying source and its version, access classification and context. A citation is not a guarantee that the cited source supports every statement. If source material is unavailable, ambiguous or unauthorized, the feature may decline to answer or provide a limited response.

14.6 Data input restrictions. Do not submit confidential, personal, sensitive, export-controlled, customer, supplier, employee, research or third-party restricted information to an AI feature unless the feature is approved for that data category and its processing terms are disclosed. Use anonymized or minimized information where possible.

14.7 Model training and improvement. Subscriber Content will not be used to train a general-purpose model except as expressly disclosed in the AI Notice or separately agreed in a lawful, affirmative arrangement. Operational processing, abuse monitoring, service evaluation, model training, fine-tuning and product improvement are distinct purposes and must be described accurately in the applicable notice. No implied consent to model training arises solely from account creation.

14.8 Automated decisions and profiling. Where automated processing may produce legal or similarly significant effects, AMS will apply the requirements that legally apply to the relevant Service and jurisdiction, including required information, safeguards, human intervention, objection or review mechanisms. Do not use AI outputs to profile or make decisions about individuals beyond the authorized purpose.

14.9 AI-generated content and rights. You are responsible for reviewing AI-generated content before use, including checking accuracy, confidentiality, third-party rights, license restrictions and suitability. The legal status and ownership of AI-generated material may vary by jurisdiction and context; no guarantee of exclusive ownership or non-infringement is made unless expressly agreed in writing.

14.10 AI availability and change. AI features may be rate-limited, modified, suspended or withdrawn due to provider changes, safety concerns, cost, law, performance or operational needs. Model names, model versions and technical implementation may change, subject to applicable notice and contractual commitments.

15. Privacy, personal data and data-protection roles

15.1 Privacy Notice. AMS’s collection and processing of Personal Data is described in the Privacy Notice at [PRIVACY NOTICE URL]. The notice must identify the relevant controller or responsible entity, purposes, categories, legal bases where required, recipients, international transfers, retention, rights, contact channels and other disclosures required by applicable law.

15.2 Separate privacy instrument. These Terms do not replace a privacy notice, cookie notice, DPA, data-transfer mechanism, consent or other instrument required by law. Where AMS processes Personal Data on a Subscriber’s documented behalf, the parties must execute a DPA before the relevant processing begins.

15.3 Subscriber responsibilities. If you submit Personal Data about another person, you must have a lawful basis, provide required notices, obtain required permissions and comply with data minimization, security, accuracy, retention and data-subject-rights obligations. You must not submit sensitive or special-category data unless the Service and processing purpose are expressly approved.

15.4 Purpose limitation and minimization. AMS will describe and process Personal Data for identified, lawful purposes and will seek to limit collection to what is reasonably necessary for those purposes, subject to applicable law and the Privacy Notice. Do not enter personal information into free-text fields unless necessary and authorized.

15.5 Security safeguards. AMS will maintain reasonable technical and organizational safeguards appropriate to the nature of the data and risks, as described in the applicable security materials. No internet-connected system can be guaranteed completely secure. Specific certifications, encryption methods, data residency, recovery objectives or security standards must not be claimed unless verified and applicable.

15.6 Data location and international transfers. Personal Data and Content may be processed or stored in countries where AMS or its approved providers operate, as described in the Privacy Notice and DPA. Do not assume local-only storage, a particular cloud provider, end-to-end encryption or a particular geographic region unless a written commitment expressly provides it.

15.7 Requests and rights. Where applicable law grants privacy rights, requests may be submitted through [PRIVACY REQUEST URL/EMAIL]. AMS may need to verify identity and authority, clarify the request, apply lawful exceptions and coordinate with the relevant Organization or controller. Nothing in these Terms removes a statutory right.

15.8 Security incident reporting. Report suspected unauthorized access, loss, disclosure, alteration or compromise through [SECURITY CONTACT / INCIDENT PORTAL]. Do not investigate beyond your authorization, delete evidence, notify external parties on behalf of AMS or make public statements about an incident unless authorized or required by law.

15.9 Children and vulnerable individuals. Services intended for children or vulnerable individuals require age-appropriate design, appropriate authorization, safeguards and notices. Do not upload children’s data or sensitive information to a general institutional workspace unless the feature is approved and the legal basis and safeguards have been established.

15.10 Confidentiality versus privacy. Confidentiality obligations and data-protection obligations are separate. Information may be confidential without being Personal Data, and Personal Data may be subject to statutory rights even if marked confidential.

16. Security, audit, logging and service integrity

16.1 Security controls. AMS may use access controls, authentication, encryption, monitoring, rate limits, backups, malware scanning, vulnerability management, logging and other safeguards appropriate to the Service. Controls may differ by feature and risk classification.

16.2 Audit logs. The Service may record sign-in events, administrative actions, access changes, approvals, data exports, security events, workflow events and other activity for security, governance, compliance, troubleshooting, accountability and legal purposes. The applicable notice or policy must describe relevant categories, access, retention and use.

16.3 No unauthorized audit access. You may access audit information only within your assigned role and lawful authority. Do not alter, delete, disable, falsify or interfere with logs, timestamps, approval evidence, version histories or security records.

16.4 Testing and vulnerability disclosure. Do not conduct penetration testing, load testing, scanning, social engineering or security research against the Services without prior written authorization and an agreed scope. Report vulnerabilities through [SECURITY DISCLOSURE CHANNEL]. AMS may acknowledge, investigate and remediate reports under its security process.

16.5 Incident response. AMS may isolate accounts, revoke sessions, disable integrations, suspend uploads, preserve records, restore from backups or take other proportionate steps to contain or investigate a suspected incident. Notice and cooperation will be handled in accordance with law, the Privacy Notice, DPA and applicable agreements.

16.6 Subscriber safeguards. You must use supported software, protect endpoints, apply required updates, maintain organizational controls, avoid unauthorized exports and follow applicable security instructions. You must promptly report a suspected compromise and cooperate reasonably with containment and remediation.

17. Retention, backup, export and deletion

17.1 Retention rules. Content and account data are retained according to the Privacy Notice, applicable order, records retention schedule, project rules, legal obligations, security needs and technical backup cycle. No fixed retention period is promised unless expressly stated in an applicable schedule.

17.2 Subscriber responsibility for copies. You are responsible for maintaining appropriate independent copies of Content you are entitled to retain and need for your own purposes, subject to confidentiality, IP, security and legal restrictions. AMS does not guarantee that every item can be restored, exported or recovered after deletion, corruption, account closure or system failure.

17.3 Export capability. Where an export function is available, it may be limited by role, file type, volume, security classification, third-party rights, legal holds or technical constraints. An export does not grant rights to use or disclose the exported Content beyond the rights otherwise held.

17.4 Deletion and removal. You may delete or request deletion of Content where the Service permits and where you have authority. Deletion may not immediately remove copies in backups, audit records, legal holds, security logs, recipients’ downloads or third-party systems. Such copies will be handled under the applicable retention and deletion process.

17.5 Account closure. Before closure, export Content you are authorized to retain and transfer ownership of Organization workspaces through the approved process. AMS may restrict exports to protect other users, confidential information, security, legal holds or third-party rights.

17.6 Legal preservation. AMS may preserve, restrict deletion of or disclose records when reasonably necessary to comply with law, court order, regulatory request, dispute preservation obligation, security investigation or legitimate governance requirement, subject to applicable law and confidentiality protections.

17.7 Backup limitations. Backups are intended for resilience and recovery, not as an archival service or a guarantee against all loss. Backup frequency, recovery objectives and deletion timing are defined only in applicable service documentation or a signed schedule.

18. Fees, subscriptions, billing, taxes and payment

18.1 Fee disclosure. Fees, subscription tier, feature scope, user limits, usage allowances, billing period, renewal terms, payment method, taxes and any setup or overage charges must be disclosed in an order, checkout or other authorized commercial document before you become obligated to pay. No fee is due merely because you create a free account or browse public content.

18.2 No assumed payment mechanism. Payment processing, payment provider, currency, accepted methods, invoicing entity and payment timing must be configured and disclosed. These Terms do not represent that any payment gateway is active. Any one-time signup charge, including a nominal verification charge, or pay-per-use charge may be introduced only through a clearly disclosed, lawful and affirmatively accepted checkout.

18.3 Recurring subscriptions. If a Subscription renews automatically, the checkout must disclose the renewal period, amount or method for determining the amount, billing date, cancellation method and any required reminders or notices. You authorize the disclosed payment method to be charged for each renewal, subject to applicable law. Changes to price or material terms will be notified and accepted where required.

18.4 Invoices and payment due dates. Invoices must identify the contracting entity, amount, currency, taxes, payment deadline and dispute contact. You must pay undisputed amounts by the due date. If you dispute an invoice in good faith, notify [BILLING CONTACT] with reasonable detail within [DISPUTE WINDOW], and pay undisputed amounts while the parties resolve the dispute, to the extent permitted by law.

18.5 Taxes. Fees are exclusive of applicable taxes unless stated otherwise. You are responsible for taxes legally payable by you, excluding taxes on AMS’s net income. AMS may collect or remit taxes where required and may request tax information reasonably necessary for compliance.

18.6 Failed payment and overdue amounts. If a payment fails or an amount is overdue, AMS may notify you and provide a reasonable opportunity to update payment details or cure the default. Subject to law and the order, AMS may restrict paid features, suspend renewal or terminate the affected Subscription if non-payment remains unresolved. AMS will not use non-payment as a basis to withhold data in a manner prohibited by law or contract.

18.7 Price changes. Any change to Subscription pricing will be disclosed before it applies to a renewal or new purchase, with required notice and cancellation rights. A price change does not retroactively alter a fixed-price committed term unless the applicable order permits it.

18.8 Refunds and cancellation. Refunds, withdrawal rights, cancellation timing, prorating, unused balances, credits and chargebacks are governed by the order and mandatory law. Where the law provides a withdrawal period or mandatory refund, those rights apply. Any voluntary refund policy must be published and must not reduce statutory rights.

18.9 Usage-based fees. If usage-based billing is offered, the applicable schedule must define billable events, measurement units, rounding, reporting, rate limits, caps, alerts, dispute procedures and any maximum spend controls. Usage charges must not be hidden or inferred from ambiguous interface behavior.

18.10 No financial advice. Subscription pricing, calculators, financial projections and commercial materials do not constitute investment advice, lending commitments, valuation opinions or guarantees of future financial performance.

19. Cancellation, withdrawal and account downgrade

19.1 Subscriber cancellation. You may cancel a Subscription using [CANCELLATION METHOD] or by contacting [SUPPORT/BILLING CONTACT], subject to the order and mandatory law. The cancellation confirmation should identify the effective date and whether access continues through the paid term.

19.2 Effect of cancellation. Unless the order or law provides otherwise, cancellation stops future renewal and does not automatically refund fees already paid. Access may continue through the end of the paid term, after which paid features may be disabled and the account may revert to a limited or free tier if such tier exists.

19.3 Downgrade and capacity limits. A downgrade may reduce user seats, storage, features, export capacity, support or access to shared resources. You are responsible for bringing usage within the new limits. AMS must disclose material consequences before a paid downgrade where required.

19.4 Statutory withdrawal. Where consumer law provides a right to withdraw from a distance contract or subscription, the applicable notice, deadline, method, refund timing and exceptions will be set out in the checkout or local addendum. Nothing in this Section waives a mandatory withdrawal right.

19.5 Account deletion request. Account deletion is distinct from Subscription cancellation. A deletion request may be delayed or limited by legal obligations, Organization ownership, project records, security logs, unresolved disputes or required retention. The process and expected effects must be described in the Privacy Notice or account-closure workflow.

20. Communications, notices and electronic contracting

20.1 Operational communications. AMS may send service notices, security alerts, account messages, administrative updates, billing notices and other communications necessary to provide or administer the Services to the contact details associated with your Account.

20.2 Marketing communications. Promotional messages will be sent only where permitted by law and based on the required consent or other lawful basis. Marketing consent must be separate from acceptance of these Terms where required and may be withdrawn through the stated method.

20.3 Electronic records and signatures. Where legally valid, electronic acceptance, notices, records and signatures may be used. You consent to electronic records for the Services and agree to maintain access to the email address and account inbox used for notices, subject to mandatory law and any paper-copy rights.

20.4 Clickwrap evidence. The acceptance system should preserve the exact Terms version or immutable copy, version identifier or hash, timestamp and time zone, account and Organization identifier, affirmative action, locale/country selection, and any required disclosures or order acceptance. Evidence must be protected from unauthorized alteration and retained under an approved schedule. Avoid collecting government-ID numbers or device fingerprints unless necessary, lawful, disclosed and proportionate.

20.5 Notice delivery. Legal notices to AMS must be sent to [LEGAL NOTICE ADDRESS / EMAIL] with the subject “Legal Notice under Subscriber Terms.” AMS may send notices to the registered email, account inbox or other legally permitted channel. Notices are deemed received according to applicable law and the relevant agreement; no deemed-receipt rule overrides mandatory requirements.

21. Third-party services, suppliers, links and external platforms

21.1 Third-party terms. The Services may link to or interoperate with third-party platforms, cloud providers, identity systems, repositories, software, content, suppliers, OEMs, logistics providers, payment processors, communications tools or other external services. Their terms, privacy notices, security practices, fees and availability may apply separately.

21.2 No control or endorsement. Unless a separate agreement says otherwise, AMS does not control and is not responsible for third-party products, services, content, policies, security or availability. A supplier listing, product record, technical link, comparable product, partner reference or integration is not an endorsement, warranty, authorized representation, agency, exclusivity commitment or confirmation of current availability.

21.3 Third-party data and content. Third-party content may be inaccurate, outdated, incomplete, restricted or subject to separate license terms. You must verify material information and comply with the applicable rights and restrictions before using or redistributing it.

21.4 Integration permissions. You authorize an integration to access only the data and functions specified in the connection setup and relevant authorization. You may revoke an integration where supported, but revocation may not immediately remove data already processed by the third party. The applicable notice or DPA governs retention and deletion by processors.

21.5 External links. Links are provided for convenience or context. AMS does not guarantee that a linked page remains available, secure, accurate or suitable. A link does not incorporate third-party terms into this Agreement unless expressly stated.

22. Confidentiality

22.1 Protection obligation. Each party receiving the other party’s Confidential Information (“Receiving Party”) will use it only for the purpose for which it was disclosed and will protect it using at least reasonable care and no less than the care it uses for its own comparable confidential information.

22.2 Permitted recipients. The Receiving Party may disclose Confidential Information to its employees, professional advisors, contractors and approved service providers who need to know it for the permitted purpose and are bound by confidentiality obligations at least as protective as these Terms, subject to applicable law and any stricter agreement.

22.3 Exclusions. Confidential Information does not include information the Receiving Party can demonstrate: (a) is or becomes public through no breach; (b) was lawfully known without restriction before receipt; (c) is independently developed without use of the disclosing party’s Confidential Information; or (d) is lawfully received from a third party without a duty of confidentiality.

22.4 Compelled disclosure. If disclosure is required by law, court order or competent authority, the Receiving Party will, where legally permitted and practicable, give prompt notice, disclose only what is legally required and reasonably cooperate in seeking confidential treatment or protective measures.

22.5 Return and destruction. Upon request or termination, the Receiving Party will return or destroy Confidential Information within its control, subject to legal holds, records retention, backup cycles, security logs and any continuing rights or obligations. The Receiving Party may retain archival copies required by law or legitimate compliance obligations, which remain protected.

22.6 Duration. Confidentiality obligations continue during the relationship and for [five (5)] years after access ends, except that trade secrets, personal data and information that remains confidential by its nature will be protected for as long as required by law or while it remains protected information. A stricter NDA or project agreement controls where applicable.

23. Legal compliance, ethics, export controls and restricted technology

23.1 General compliance. You must comply with laws applicable to your use of the Services, including laws relating to privacy, cybersecurity, intellectual property, anti-bribery, competition, consumer protection, labor, environment, health and safety, customs, import/export, sanctions and regulated sectors.

23.2 Anti-bribery and conflicts. You must not offer, promise, authorize, solicit or accept a bribe, kickback, improper advantage or prohibited payment in connection with the Services. Disclose conflicts of interest where required by applicable policy or project terms and maintain accurate records as required by law.

23.3 Sanctions and trade restrictions. You must not use the Services, transfer technical data, supply goods or enable access in a way prohibited by applicable sanctions or export-control laws. You represent, to the extent legally appropriate, that you are not knowingly acting for a restricted party or prohibited end use. AMS may conduct lawful screening and restrict access where required.

23.4 Semiconductor and engineering technology. Semiconductor technologies, materials, equipment, software, encryption, source code, process recipes, technical drawings, design files, manufacturing know-how and engineering data may be subject to export-control, licensing, end-use, end-user or transfer restrictions. You must not upload, download, transfer, re-export, disclose or provide access to controlled items without the required classification, authorization, license and checks.

23.5 Country of origin and sourcing data. Where country-of-origin information is relevant, the applicable field may distinguish corporate headquarters, supplier domicile, manufacturing origin, shipment origin and country of export. You must not substitute one field for another or alter source records to evade trade controls. Product or supplier data is not a legal determination of origin or classification unless expressly verified for that purpose.

23.6 Restricted end uses. Do not use the Services to support a prohibited military, surveillance, weapons, human-rights-abusive or other restricted end use. Where a transaction or project requires end-user, end-use, destination, classification or license review, access remains conditional on approval.

23.7 Cooperation. You must provide accurate compliance information reasonably requested for lawful screening, and promptly notify AMS if information becomes inaccurate or a relevant restriction arises. AMS may suspend access or a transfer pending review.

24. Suspension, restriction and termination by AMS

24.1 Grounds. AMS may suspend, restrict or terminate all or part of your access where reasonably necessary to: (a) address a material breach; (b) prevent or respond to a security incident or threat; (c) comply with law, court order, regulator or sanctions requirement; (d) protect users, systems, data, intellectual property or institutional operations; (e) address misuse, fraud, impersonation or unauthorized access; (f) respond to non-payment under an applicable order; (g) enforce access eligibility, project or qualification requirements; or (h) discontinue a Service in accordance with these Terms and the applicable order.

24.2 Notice and cure. Where lawful and reasonably practicable, AMS will notify you of the general reason and provide a reasonable opportunity to cure a curable material breach. Immediate action may be taken where delay creates material risk, a legal requirement applies, evidence may be destroyed, or notice would compromise security or an investigation.

24.3 Review and appeal. Where supported and appropriate, you may request review through [ACCESS REVIEW / APPEAL CHANNEL]. A review does not automatically restore access and may be limited by law, confidentiality, security or third-party rights.

24.4 Organization-managed access. An Organization Administrator may suspend or remove Authorized Users within delegated authority. The Organization must not use this power unlawfully or to access another user’s private information beyond its legitimate authority.

24.5 Termination for convenience. AMS may terminate a free or no-fee Service or a Service not subject to a fixed committed term on [NOTICE PERIOD], subject to mandatory law and any express service commitment. Termination of a paid fixed-term Subscription is governed by the applicable order and law.

25. Termination by Subscriber and effects of termination

25.1 Subscriber termination. You may stop using the Services and close your Account through [ACCOUNT SETTINGS / SUPPORT CONTACT]. An Organization may terminate an organizational Subscription through its authorized Administrator or contractual contact, subject to the order.

25.2 Effect on access. On expiration or termination, your right to access the affected Service ends, except for any limited post-termination access expressly provided for data export, billing, dispute resolution or legal compliance. AMS may disable credentials, sessions, integrations, public links and workspace membership.

25.3 Data and content. After termination, Content will be returned, exported, deleted, anonymized or retained according to the applicable order, Privacy Notice, DPA, retention schedule, backup cycle, legal hold and law. AMS will not promise immediate deletion from all backups or third-party systems unless a written commitment says so.

25.4 Organization continuity. Before an Organization account is closed, the Organization should designate a successor Administrator, transfer ownership of permitted workspaces, resolve outstanding access rights and export permitted records. AMS may require evidence of authority to prevent unauthorized transfer or deletion.

25.5 Outstanding obligations. Termination does not affect accrued payment obligations, rights arising from prior breach, or provisions that by nature should survive, including confidentiality, intellectual property, restrictions, disclaimers, liability, indemnity, dispute resolution and record-retention obligations.

25.6 No automatic transfer of rights. Closing an Account does not transfer ownership of Subscriber Content, project IP, licenses, credentials, records or commercial rights to AMS or another user. Such matters remain governed by applicable agreements and law.

26. Warranties and disclaimers

26.1 Authority. Each party represents that it has the authority to enter into these Terms. You further represent that you will use the Services in compliance with these Terms and applicable law.

26.2 Service standard. AMS will use reasonable care in operating the Services, subject to the applicable order and mandatory law. Any additional service warranty, performance standard, availability commitment or support obligation must be stated in a signed schedule.

26.3 As-available basis. To the maximum extent permitted by law, Services, Institutional Content, informational materials, third-party links, AI outputs and beta features are provided “as available” and, where applicable, “as is.” AMS does not warrant that the Services will be uninterrupted, error-free, completely secure, compatible with every environment, or free from all harmful components.

26.4 Content accuracy. AMS does not warrant that all Institutional Content is complete, current, error-free or suitable for every purpose. Controlled documents and approved records must be identified through the applicable revision and approval system. A draft, preview, search result or AI summary may not be authoritative.

26.5 Technical and operational disclaimers. Unless expressly stated in a signed agreement, AMS does not warrant any particular engineering result, manufacturing yield, product reliability, qualification, regulatory approval, production capacity, commercial outcome, energy performance, financial return or fitness for a specific application.

26.6 Mandatory rights preserved. Any disclaimer is subject to non-waivable consumer guarantees, statutory rights and other obligations that cannot lawfully be excluded. Where applicable law requires a specific warranty or remedy, that requirement controls.

27. Limitation of liability

27.1 Excluded categories. To the maximum extent permitted by law, neither party will be liable to the other for indirect, incidental, special, exemplary, punitive or consequential loss, or for loss of profits, revenue, business opportunity, goodwill, anticipated savings, data or business interruption, arising out of these Terms, even if advised of the possibility of such loss. This exclusion does not apply to the extent a category of loss cannot lawfully be excluded or where the applicable agreement expressly provides otherwise.

27.2 Aggregate cap. Subject to Section 27.4, each party’s aggregate liability arising out of or relating to these Terms will not exceed [COUNSEL-APPROVED CAP; for example, fees paid or payable for the affected Service during the twelve (12) months preceding the event giving rise to the claim]. The cap must be selected and reviewed by counsel for the contracting entity, subscriber type, jurisdiction, insurance and risk profile. No cap is finalized in this draft.

27.3 Separate agreements. Liability under a separate SOW, DPA, order, product sale, manufacturing contract, professional services agreement or other agreement is governed by that agreement’s liability provisions. These Terms do not silently override those provisions.

27.4 Non-limitable liability. Nothing in these Terms limits liability that cannot lawfully be limited, including as applicable fraud, intentional misconduct, death or personal injury caused by negligence, non-waivable consumer rights, statutory remedies or other liability categories protected by mandatory law. Counsel must identify any additional carve-outs required by each launch jurisdiction.

27.5 Risk allocation. The parties acknowledge that the Services may involve informational and collaborative tools and that the applicable fee, service scope, safeguards and contractual documents inform the allocation of risk. This statement does not reduce any non-waivable right or replace a required negotiated allocation.

28. Indemnification and claims

28.1 Subscriber indemnity. To the extent permitted by law, you will indemnify and defend AMS and its relevant personnel against third-party claims, damages, liabilities and reasonable costs to the extent arising from: (a) Subscriber Content that infringes a third party’s rights or was unlawfully submitted; (b) your unlawful use of the Services; (c) your material breach of these Terms; or (d) your violation of applicable law. This obligation does not apply to the extent a claim results from AMS’s breach, negligence, willful misconduct or violation of law.

28.2 Claim procedure. The indemnified party must provide prompt notice of the claim, reasonable cooperation at the indemnifying party’s expense and reasonable control of the defense and settlement, subject to conflicts of interest and the protections below. Delay in notice reduces the obligation only to the extent materially prejudicial.

28.3 Settlement restrictions. The indemnifying party may not settle a claim in a way that admits fault by, imposes non-monetary obligations on, restricts the rights of, or requires payment by the indemnified party without that party’s prior written consent, not to be unreasonably withheld where appropriate.

28.4 AMS IP response. If a third-party claim alleges that a paid Service, as supplied by AMS and used as permitted, infringes intellectual property rights, AMS may, where appropriate and lawful, obtain a right to continue, modify or replace the affected feature, or terminate the affected feature and refund any prepaid unused fees as specified in the applicable order. This clause is a proposed framework only and requires counsel review; it does not apply to Subscriber Content, unauthorized combinations, modifications or uses, or third-party components subject to separate terms.

28.5 Exclusive remedies. Any exclusive remedy for IP claims or other defined claims must be expressly stated in the applicable order or schedule. No remedy is exclusive where law prohibits that result.

29. Dispute resolution and governing law

29.1 Good-faith escalation. Before commencing formal proceedings, the parties will attempt in good faith to resolve a dispute through written notice and escalation to authorized representatives for [30] days, unless urgent injunctive relief, a statutory deadline, consumer right or law makes escalation inappropriate.

29.2 Proposed governing law. Proposed for counsel review only: these Terms are governed by the laws of [CALIFORNIA / OTHER APPROVED JURISDICTION], excluding conflict-of-law rules, subject to mandatory consumer and other non-waivable laws. The proposed forum is [COUNTY/COURT]. Counsel must confirm that the contracting entity, Subscriber type and relevant market can lawfully use this provision.

29.3 Mandatory local rights. A consumer or individual may retain the right to bring a claim in the courts of their habitual residence or another forum provided by mandatory law. Nothing in this Section deprives a Subscriber of a mandatory statutory right, regulator complaint route or non-waivable venue protection.

29.4 Urgent relief. Either party may seek urgent injunctive or protective relief from a court of competent jurisdiction where necessary to protect confidential information, intellectual property, security, personal data or other rights, subject to applicable law.

29.5 No arbitration or class waiver in this draft. This draft does not impose arbitration, jury-trial waiver or class-action waiver. Any later proposal for such a clause requires separate, jurisdiction-specific legal review and clear acceptance where required.

30. Jurisdiction-specific legal notices and consumer protections

This Section is a drafting framework, not a declaration that AMS is subject to every listed law or operates in every listed location. Before launch, counsel must determine applicability, supported territories, required notices, language, representatives, complaint channels, withdrawal rights, contract formation rules and mandatory remedies. The applicable local addendum should be displayed to the affected Subscriber and incorporated into the acceptance record.

30.1 United States and California

Where applicable, federal and state consumer, privacy, electronic contracting, accessibility, subscription, data-breach and other laws apply. For California residents, applicable privacy law may provide rights to know/access, correct, delete and obtain a portable copy of certain Personal Information; opt out of sale or sharing for cross-context behavioral advertising; limit certain uses or disclosures of sensitive Personal Information; and exercise rights without unlawful discrimination, subject to statutory definitions, exceptions and eligibility.

Before activation in California, AMS must complete a data-flow and applicability review; publish a compliant notice at collection and privacy notice; accurately determine whether it sells or shares Personal Information or uses it for targeted advertising; provide required request and opt-out mechanisms; honor applicable Global Privacy Control signals; execute required service-provider/contractor terms; and implement request verification, response and appeal processes. No statement that information is “sold,” “shared,” “not sold” or “not shared” should be made until actual data flows, analytics, advertising and vendor arrangements have been reviewed. Privacy contact: [CALIFORNIA PRIVACY CONTACT / URL]. Other state privacy and consumer laws may apply based on user location, thresholds and processing.

30.2 European Union and European Economic Area

Where applicable, the GDPR, ePrivacy rules and local consumer, accessibility and electronic-contracting requirements apply. The Privacy Notice and DPA must identify controller/processor roles, lawful bases, data-subject rights, recipients, retention, international transfers, security, breach procedures and any required representative or data protection officer. International transfers must use a valid mechanism where required. Mandatory consumer protections, withdrawal rights, language requirements and courts remain unaffected. Local contact: [EU REPRESENTATIVE / DPO, IF REQUIRED].

30.3 United Kingdom

Where applicable, UK GDPR, the Data Protection Act, electronic privacy rules and consumer laws apply. The privacy materials must address UK-specific roles, rights, transfers, regulator contact and representative/DPO requirements where applicable. Consumer rights and mandatory local forums are preserved. Local contact: [UK REPRESENTATIVE / PRIVACY CONTACT, IF REQUIRED].

30.4 Switzerland, Norway and Iceland

Where applicable, Swiss data-protection law, EEA data-protection rules and relevant consumer/electronic-contracting requirements apply. The applicable notice must address local requirements, cross-border transfers, rights, representatives and complaint routes. Mandatory local protections remain unaffected.

30.5 India

Where applicable, Indian data-protection, information-technology, consumer, electronic-contracting, cybersecurity, export and sectoral requirements apply as in force and applicable to the Service. Before launch, AMS must confirm required notices, consent or legitimate-use bases, security and breach processes, data-subject request mechanisms, grievance or nodal contacts, response timelines, localization obligations if any, and any rules applicable to children or sensitive data. This draft does not appoint a grievance officer or assert that a specific statutory role is required. Verified contact: [INDIA PRIVACY / GRIEVANCE CONTACT, IF REQUIRED].

30.6 Japan

Where applicable, Japan’s Act on the Protection of Personal Information and related requirements apply, including notices, use purposes, third-party provision, cross-border transfer disclosures and rights. Local consumer protections and restrictions on excluding liability, including where intentional misconduct or gross negligence is involved, remain unaffected. Contact: [JAPAN PRIVACY CONTACT, IF REQUIRED].

30.7 Canada and Quebec

Applicable federal and provincial privacy, consumer, electronic-marketing and accessibility requirements apply. Where Quebec law applies, counsel must assess French-language requirements, privacy-impact assessments, transparency, consent, transfer safeguards, contractual language and complaint processes. Non-waivable consumer guarantees and statutory rights remain unaffected. Contact: [CANADA/QUEBEC CONTACT, IF REQUIRED].

30.8 Australia and New Zealand

Applicable privacy, consumer, electronic contracting, spam and other laws apply. Nothing in these Terms excludes non-excludable consumer guarantees or statutory rights under applicable Australian or New Zealand law. Any limitation of liability or remedy must be consistent with mandatory law. Contact: [LOCAL PRIVACY/CONSUMER CONTACT, IF REQUIRED].

30.9 Other territories

The source materials refer to a broad set of potential markets and supplier locations, including Mexico, Central and South America, the Caribbean and various Asia-Pacific territories. Such references do not establish that AMS supports those markets. Before enabling a territory, counsel and the service owner must assess local privacy, consumer, electronic-contracting, language, tax, export-control, sanctions, data-transfer, accessibility and dispute requirements and add a local schedule where needed.

31. Accessibility, language and localization

31.1 Accessibility. AMS intends to make applicable Services reasonably accessible, subject to the relevant design, technical environment and legal requirements. Specific accessibility standards or conformance levels must not be claimed unless assessed and documented. Report accessibility barriers through [ACCESSIBILITY CONTACT].

31.2 Language. These Terms may be provided in multiple languages. The governing version is [LANGUAGE/VERSION], except where local law requires a local-language version to control or requires that a translated version be provided. Translations should be reviewed for legal equivalence before publication.

31.3 Local presentation. Currency, taxes, date formats, time zones, age requirements, privacy notices, consumer disclosures and cancellation processes may vary by location. A locale selection does not by itself establish residency, tax status, supported access or legal eligibility.

32. Changes to these Terms

32.1 Updates. AMS may update these Terms to reflect changes in the Services, law, security, operations or business practices. The updated version will identify its effective date and version number.

32.2 Notice and acceptance. For material changes, AMS will provide advance notice and obtain renewed acceptance where required by law or contract. Where continued use may legally constitute acceptance, the notice must clearly explain the change and the available choices. No update retroactively removes an accrued right or changes a signed fixed-term commitment except as lawfully permitted.

32.3 Refusal of updates. If you do not accept a material update, you may need to stop using the affected Service or cancel the applicable Subscription, subject to the order and mandatory law. AMS will explain the effect of refusal and any applicable refund or data-export rights.

32.4 Version archive. AMS should maintain an accessible archive or retrievable copy of prior accepted versions and the acceptance record, subject to security and retention requirements.

33. Complaints, support and service contacts

33.1 Support. Support channels, operating hours, response targets, languages and scope are described at [SUPPORT URL / SUPPORT SCHEDULE]. Unless a signed schedule states otherwise, no guaranteed response or resolution time is promised.

33.2 Complaints. Complaints about access, billing, content, privacy, security, accessibility or conduct may be submitted through the applicable channel listed below. A complaint does not waive statutory rights, regulator access or urgent remedies.

33.3 Contact directory.

• Subscriber support: [SUPPORT EMAIL / PORTAL]
• Account and access administration: [ACCOUNT SUPPORT]
• Legal notices: [LEGAL EMAIL / POSTAL ADDRESS]
• Privacy requests: [PRIVACY EMAIL / REQUEST URL]
• Security incidents and vulnerability reports: [SECURITY EMAIL / PORTAL]
• Billing and cancellation: [BILLING CONTACT / PORTAL]
• Accessibility: [ACCESSIBILITY CONTACT]
• Complaints and escalation: [COMPLAINTS CONTACT]
• India grievance contact, if required: [VERIFIED APPOINTMENT AND DETAILS]
• EU/UK representative or DPO, if required: [VERIFIED DETAILS]
• Contracting entity: AVYRA MICROSYSTEMS PRIVATE LIMITED; registered office state: Karnataka, India; address recorded as mailing address in the Certificate of Incorporation: [street address withheld until the owner approves its publication]

34. General legal terms

34.1 Entire agreement. These Terms and the documents expressly incorporated into them constitute the agreement concerning the general use of the Services and supersede prior discussions on that subject, without replacing separate signed agreements governing other subject matter.

34.2 Order of precedence. In the event of conflict, the following order applies only to the subject matter each document governs: (1) mandatory law; (2) DPA for Personal Data processing; (3) signed SOW or order for its defined scope; (4) feature-specific schedule; (5) these Terms; and (6) incorporated policies. A document may specify a different precedence expressly and with authorized acceptance.

34.3 Severability. If a provision is unlawful or unenforceable, it will be modified to the minimum extent necessary to make it enforceable where permitted, or severed, and the remaining provisions will continue. This does not permit modification that deprives a consumer of a mandatory right.

34.4 No waiver. Failure or delay in enforcing a provision is not a waiver. A waiver must be express and applies only to the specific instance stated.

34.5 Assignment. You may not assign or transfer these Terms, an Account or access rights without AMS’s prior written consent, except where mandatory law provides otherwise. AMS may assign these Terms as part of a lawful merger, reorganization, financing or transfer of the relevant Service, subject to applicable law and any required notice or consent. No assignment may reduce non-waivable rights.

34.6 No third-party beneficiaries. Except for persons expressly identified as indemnified parties or as required by law, these Terms do not create rights for third parties.

34.7 Independent parties. The parties are independent contracting parties. These Terms do not create a partnership, joint venture, agency, fiduciary, employment or franchise relationship.

34.8 Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, such as natural disasters, war, civil disturbance, epidemic, government action, widespread network or utility failure, labor disruption, or major third-party infrastructure failure, provided the affected party takes reasonable steps to mitigate the impact. This clause does not excuse payment obligations already due or override mandatory law.

34.9 Interpretation. Headings are for convenience and do not affect interpretation. “Including” means “including without limitation.” Singular includes plural where context permits. References to laws include amendments and successor provisions, subject to applicable law.

34.10 Language and electronic copy. You may retain a copy of these Terms. If a local law requires a durable-medium copy, AMS will provide it through the required method. The version accepted by you should be retrievable from the Account or acceptance record.

PART B — FEATURE AND OPERATIONAL SCHEDULES

Schedule 1 — Subscriber and Authorized User responsibilities

Each Subscriber and Authorized User must:

1. Read and follow these Terms, the Privacy Notice, security rules, project rules and any feature-specific conditions.
2. Use only their own identity and assigned credentials; never share passwords or authentication factors.
3. Keep account, Organization, role and contact details accurate.
4. Protect devices, sessions, recovery methods and downloaded Content.
5. Access only approved workspaces and data classifications.
6. Confirm recipients and sharing scope before distributing Content.
7. Preserve source attribution, revision status, classification labels and audit evidence.
8. Use approved channels for engineering release, quality approval, commercial commitment, financial authorization and legal notices.
9. Verify technical, commercial, legal, safety and AI-generated information before consequential reliance.
10. Avoid uploading sensitive or restricted information unless the Service and purpose are approved.
11. Respect intellectual property, confidentiality, privacy and third-party rights.
12. Report suspected compromise, unauthorized disclosure, unsafe content or policy violations promptly.
13. Cooperate with lawful security, compliance and incident-response processes.
14. Remove local copies and access tokens when no longer authorized, subject to legitimate record-retention requirements.
15. Not imply that access, participation or a platform listing constitutes endorsement, certification, authority or a commercial commitment.

Schedule 2 — Organization Administrator responsibilities

An Organization Administrator must:

1. Maintain a current roster of Authorized Users and role assignments.
2. Verify that users have a legitimate purpose and any required training or qualification.
3. Apply least-privilege access and avoid broad default permissions.
4. Promptly revoke access when a user leaves, changes role or no longer needs it.
5. Protect administrative credentials with required MFA and secure recovery.
6. Review access and administrative logs at the frequency set by policy.
7. Avoid inspecting user content beyond delegated, lawful need.
8. Maintain appropriate internal policies for Content classification, sharing, retention and incident reporting.
9. Escalate requests that exceed delegated authority to the proper owner or superuser.
10. Not use admin tools to bypass legal, safety, privacy, commercial or governance separation.
11. Cooperate with data-subject requests and incident handling where the Organization is responsible.
12. Ensure the Organization has authority to upload or share its Content and that its users are informed of applicable terms.

Schedule 3 — Content handling and classification framework

The following is a proposed handling framework. Actual classification names, labels and controls must match the implemented AMS information-classification policy.

A classification label is not a substitute for legal classification, export-control determination, privacy assessment or a contractually required safeguard.

Schedule 4 — Service maturity and approval states

Where used, Service Features and Content may be assigned a state such as:

• Concept / roadmap: an idea or planned capability; not available unless separately stated.
• In development: being built or tested; not approved for reliance.
• Pilot / preview: limited testing under stated conditions; may be incomplete or withdrawn.
• Under review: awaiting technical, security, legal, quality or governance review.
• Approved for controlled use: available to specified users for a defined purpose and scope.
• Released / operational: available within the published scope, subject to the applicable terms and limitations.
• Suspended / retired: unavailable or withdrawn; follow applicable transition and retention instructions.

A status label does not establish a certification, product qualification, production release or contractual service level unless the relevant controlled process expressly says so.

Schedule 5 — Engineering, manufacturing and quality reliance protocol

5.1 Authoritative source. Use only the approved, controlled revision identified by the relevant document-control, engineering-change, quality or release system. Search results, downloaded copies, screenshots, comments, previews and AI summaries may be stale or incomplete.

5.2 Independent validation. Before applying technical information, qualified personnel must assess suitability for the actual design, site, equipment, process, environment, regulatory regime and intended use. Required calculations, design reviews, risk assessments, verification, validation, testing, inspection and approvals remain necessary.

5.3 Change control. Do not modify a released drawing, process recipe, bill of materials, equipment setting, test method, specification or quality record outside the authorized change-control process. Preserve revision history and approval evidence.

5.4 Safety and emergency use. The Services are not an emergency response system, safety interlock, real-time protective control or substitute for approved operating procedures. Do not rely on the Services where delay, error or unavailable data could cause death, injury, major property damage or environmental harm.

5.5 No implied certification. A document, product, facility, process or supplier is not certified, qualified or approved merely because it appears in a repository, product intelligence sheet, comparison table, project workspace or AI answer.

Schedule 6 — Commercial and financial information boundary

6.1 Institutional versus commercial. AMS Institutional Core access supports approved institutional activities. Commercial activity, including customer prospecting, pricing, quotation, order acceptance, supplier purchase, distribution, invoicing, payment, logistics and fulfillment, is handled through the relevant commercial interface and agreements.

6.2 Internal management information. Internal financial models, activity-level contribution ratios, margin assumptions, TAM/SAM/SOM estimates, pricing engines, transfer prices, cost databases, supplier quotations, negotiation positions, execution velocity and management dashboards are restricted to roles expressly authorized for those purposes.

6.3 No public promise from planning data. Internal projections, market sizing, financial assumptions and target metrics are not audited results, binding offers, credit commitments, guaranteed returns or representations to a Subscriber unless approved for publication and accompanied by appropriate context.

6.4 No authority to quote or bind. An Authorized User may not issue a binding quotation, accept an order, approve a discount, commit inventory, promise delivery, grant credit, approve a payment or bind AMS or a related entity unless a separate delegation of authority expressly permits it.

6.5 Pricing source and accuracy. Where an approved pricing database or commercial tool is used, the applicable commercial process must identify the authoritative source, version, approval status, currency, tax and logistics assumptions, quote validity and authorized approver. A workbook or calculator supplied for internal use is not itself a customer-facing offer.

Schedule 7 — Data processing and security implementation checklist

Before launch, the service owner and counsel should document:

• Data categories collected, generated, inferred, accessed, stored, shared and deleted.
• Controller/business/processor roles for each feature and Organization configuration.
• Purposes and lawful bases; consent and preference mechanisms where required.
• Subprocessors, model providers, hosting locations and cross-border transfers.
• Authentication, MFA, role/tenant isolation, administrative controls and access review.
• Encryption in transit and at rest where implemented; key management and access.
• Logging, monitoring, incident response, vulnerability management and breach notices.
• Backup, recovery, retention, deletion, legal hold and export processes.
• Data-subject request intake, verification, routing, response and appeal processes.
• Cookie/SDK/analytics inventory, sale/share or targeted-advertising analysis where relevant.
• AI data flows, prompts, retrieval indexes, source permissions, model training and human review.
• Accessibility, localization and child/minor safeguards where applicable.
• Vendor agreements, DPAs, security assessments and audit rights where required.
• Evidence that controls are implemented and tested, not merely described in policy.

Schedule 8 — Subscription and checkout disclosure template

The checkout or order should state, as applicable:

• Contracting entity and Subscriber/Organization name.
• Subscription name, scope, included features, user seats and usage limits.
• Start date, term, renewal term and whether renewal is automatic.
• Price, currency, billing frequency, taxes, setup fees and usage/overage rates.
• Payment method, invoice timing, failed-payment handling and billing contact.
• Cancellation method, effective date, withdrawal rights and refund policy.
• Support level, service-level commitments and exclusions, if any.
• Data processing roles, applicable DPA and privacy notice links.
• Applicable feature schedules and restrictions.
• Governing law and local consumer disclosures, where lawful.
• Affirmative acceptance controls and the version of documents accepted.

Do not activate payment until the checkout, payment provider, receipts, tax treatment, cancellation flow, refund process, support ownership and accounting reconciliation have been tested.

Schedule 9 — Subscriber acceptance record and UI language

Required unchecked checkbox (proposed):

“I have read and agree to the AMS Institutional Core Subscriber Terms and Conditions, version [VERSION], and acknowledge that I have been provided the Privacy Notice. I confirm that I am accepting for myself or am authorized to accept on behalf of the Organization identified in my account.”

Where a DPA, order, feature schedule or local addendum requires separate acceptance, present a distinct acceptance control. Keep optional marketing consent, non-essential cookies/analytics, public profile or publication consent, recording consent and any optional AI/model-improvement consent separate from acceptance of these Terms.

The system should preserve the accepted Terms copy or immutable version, version/hash, timestamp and time zone, account and Organization identifiers, locale/country, affirmative action, applicable order and separate consents. Do not collect more identity or device data than necessary and lawfully disclosed.

Schedule 10 — Pre-publication and launch approval checklist

Legal and contracting

• [ ] Confirm contracting entity, registration, address, authority and signing process.
• [ ] Approve governing law, forum, liability cap, indemnity, limitation carve-outs and claim process.
• [ ] Confirm supported countries and prepare required local addenda and translations.
• [ ] Review age, capacity, consumer contract, electronic contracting, renewal, cancellation and withdrawal requirements.
• [ ] Complete privacy notice, cookie notice, DPA, AI notice and records-retention schedule.
• [ ] Verify required privacy, security, grievance, regulator, representative and legal contacts.

Service and product

• [ ] Confirm the exact Services and Service Features covered by these Terms.
• [ ] Separate institutional core from commercial, education, investment and other distinct functions.
• [ ] Identify beta, preview, restricted, third-party and non-operational features.
• [ ] Confirm service maturity labels, support commitments, availability statements and service-level schedules.
• [ ] Confirm public content does not expose internal pricing, supplier quotes, confidential models or restricted records.

Security and data

• [ ] Test authentication, MFA, account recovery, session revocation and role-based access.
• [ ] Test Organization and tenant isolation, data export permissions and administrator boundaries.
• [ ] Validate audit logging, incident response, backup/restore, retention and deletion.
• [ ] Complete vendor/subprocessor review, data-flow mapping and international transfer analysis.
• [ ] Test privacy request handling, consent records, cookie controls and required opt-out signals.
• [ ] Review AI source permissions, prompt handling, output disclaimers, human approvals and model-training settings.
• [ ] Confirm export-control and sanctions screening for restricted technical information.

Commercial and operational

• [ ] Configure and test fee disclosure, checkout, payment, receipts, taxes, cancellation and refunds.
• [ ] Confirm billing ownership, dispute route, finance reconciliation and authorized approval roles.
• [ ] Test support, complaints, escalation, accessibility and language presentation.
• [ ] Confirm clickwrap captures the correct document version and evidence.
• [ ] Conduct security, legal, accessibility and user-acceptance testing.
• [ ] Obtain documented sign-off from Legal, Privacy, Security, Product/Service Owner, Finance and Governance.
• [ ] Publish only the approved version; archive prior versions and retain approval evidence.

PART C — LEGAL REVIEW DECISIONS REQUIRED

The following items are deliberately unresolved and must be decided before publication:

1. Contracting legal entity, jurisdiction, registration number and registered address.
2. Whether the Subscriber is a consumer, business, institutional user or a combination, and whether separate terms are needed.
3. Exact Service definition and list of live features; excluded or separately governed services.
4. Supported countries, restricted countries, languages and localized contract versions.
5. Minimum age, permitted minor use and guardian/institution authorization.
6. Role taxonomy, role-tier meanings, access delegation and governance approval matrix.
7. Privacy controller/processor roles, data map, purposes, lawful bases, retention and subprocessor list.
8. Whether any data is sold/shared for advertising, used for targeted advertising, or subject to opt-out obligations.
9. AI providers, AI data processing, training/improvement position, model versions and high-impact use restrictions.
10. Security commitments, certifications, encryption statements, data residency, incident notice and service levels.
11. Subscription plans, fees, billing frequency, auto-renewal, usage charges, cancellation, withdrawal and refunds.
12. Liability cap, excluded losses, carve-outs, indemnity scope, insurance and claims procedure.
13. Governing law, venue, dispute escalation and local consumer exceptions.
14. Retention, deletion, export, account closure, backup cycle and legal hold process.
15. IP ownership and license treatment for commissioned work, research, joint development and project deliverables.
16. Contact details for legal notices, support, privacy, security, billing, accessibility and complaints.
17. Required local addenda and translations for each supported territory.
18. Whether any separate acceptable-use, confidentiality, research, partner, supplier, customer or project agreement must be incorporated.
19. Whether any feature is subject to special rules for regulated data, export-controlled technology, safety-critical operations or minors.
20. Publication owner, approval record, versioning method and process for future amendments.

END OF DRAFT

SCHEDULE 11 — ROLE-BASED ELECTRONIC ACCEPTANCE AND SIGNATURE WORKFLOW

11.1 Purpose and status

This Schedule describes the proposed role-based acceptance and signature workflow for these Terms, subscriber orders, organization acknowledgements, statements of work and other documents presented through the Institutional Core. It is a workflow specification and is not a claim that a legally qualified electronic-signature service, identity proofing, certificate authority, eSign provider, timestamp authority or signing integration is currently configured. The production workflow must use a legally appropriate signing method for the document type, signatory location and transaction. A drawn signature, typed name, checkbox, email event or locally generated PDF/HTML record is not, by itself, proof that a signature meets every applicable legal requirement.

11.2 Authority principle

A user’s portal role, subscription tier, workspace membership, job title, shareholding, administrator status or access permission does not by itself confer authority to bind the Company or another legal entity. Signing authority must be established through applicable law, the Company’s MOA/AOA, Board or committee resolutions, the approved governance framework, the applicable authority/delegation matrix, a valid power of attorney, an organizational authorization, or another legally sufficient instrument. The e-AOA’s governance and reserved-matter framework must be applied to matters within its scope. No platform administrator may bypass a required Board, Coordination Committee, shareholder, legal, finance, compliance or other approval.

11.3 Workflow roles

11.4 Required signing sequence

1. Document preparation: Generate a final, versioned document with a unique document ID, legal entity, subscriber/organization, scope, fee/term (if any), attachments, effective-date rule and governing version.
2. Authority classification: Classify the document and transaction as individual assent, organization acceptance, commercial order, SOW, data-processing document, confidentiality agreement, reserved matter, corporate resolution or another type. Determine the required signatory roles and approvals from a maintained authority matrix.
3. Identity and authority verification: Verify the signer’s identity using the approved identity method and verify organizational authority using a current authorization, board/committee resolution, power of attorney or approved signatory register. Do not infer authority from a profile label.
4. Approval routing: Route to required legal, commercial, finance, technical, compliance, governance and/or committee approvers in the configured sequence. Block execution while a required approval is missing, expired, rejected or outside delegated limits.
5. Signer review: Present the complete document, schedules, incorporated policies, attachments and privacy/electronic-record disclosures. Require affirmative action; no pre-checked acceptance box.
6. Signature: Use the approved electronic-signature provider or legally appropriate digital-signature method. Capture signer name, verified identity reference, stated capacity, organization, signature method, timestamp and timezone, document version and cryptographic document hash, provider envelope/transaction ID, authentication evidence and consent to electronic records, as appropriate and lawful.
7. Countersignature: Route to the Company’s authorized signatory and any required witness or additional signer. A subscriber’s signature alone does not imply Company acceptance where countersignature is required.
8. Completion validation: Validate provider callback/webhook, signer sequence, document hash, signature status, certificate or audit evidence and all required approvals. Only then set status to EXECUTED.
9. Record preservation: Store the executed document and completion certificate/audit trail in an access-controlled repository with retention, legal-hold, retrieval and audit controls. Provide the parties with a copy or access link.
10. Change control: Any material change after signature must create a new version and new signature/approval cycle. Never edit the signed artifact in place.

11.5 Status model

DRAFT → PREPARED → AUTHORITY_CHECK → PENDING_APPROVAL → READY_FOR_SIGNATURE → SIGNING_IN_PROGRESS → SIGNED_BY_SUBSCRIBER → COUNTERSIGNATURE_PENDING → VALIDATION_PENDING → EXECUTED

Exception states: NEEDS_INFORMATION, REJECTED, WITHDRAWN, EXPIRED, CANCELLED, SIGNATURE_FAILED, VALIDATION_FAILED, SUPERSEDED, VOIDED_BY_AUTHORIZED_PROCESS. A status must not be manually changed to EXECUTED by a general administrator. Rejection, cancellation, voiding and supersession must preserve the original evidence and record the actor, timestamp, reason and authority.

11.6 Signature evidence and document integrity

For every execution, maintain, as appropriate to law and provider:

• unique document ID and immutable version;
• document type, legal entity, subscriber/organization and scope;
• document hash (for example SHA-256) calculated on the exact final bytes sent for signing;
• signer’s verified name and identity reference (minimize stored identity data);
• signer capacity and organization, plus evidence of authority and its verification date;
• signature provider, method, envelope/transaction ID and validation result;
• date/time and timezone for each assent, signature, approval and completion event;
• affirmative consent and disclosure version;
• full final signed artifact, provider completion certificate and audit trail;
• all approval events and applicable resolution/authorization references;
• revocation, expiry, correction, replacement and retention metadata.

Do not store private keys, OTPs, passwords, full identity documents or authentication secrets in portal records or browser storage. Use the signature provider’s secured evidence and tokenized references.

11.7 E-signature disclosure and subscriber acknowledgement

Before signature, present a separate, unchecked acknowledgement in substantially the following form, subject to counsel’s adaptation:

I have reviewed the document identified on this screen, including its schedules and incorporated documents. I intend to sign or accept it electronically using the method presented. I understand that my signature is made in the capacity stated below and does not give me authority beyond that capacity. I confirm that I am signing for myself or, if an organization is named, that I have the authority stated and verified for this transaction. I understand that the platform will retain an electronic record of the document version, my action, timestamp and the applicable signature-provider evidence, subject to the Privacy Notice and applicable law.

The final interface must separately display any required consent to electronic records, withdrawal/paper-copy options, signer identity disclosures, accessibility alternative, consumer cancellation/withdrawal rights and applicable jurisdiction-specific notices.

11.8 Subscriber signature block — document rendering template

Document title: [DOCUMENT TITLE] Document ID / version: [ID / VERSION] Contracting entity: AVYRA MICROSYSTEMS PRIVATE LIMITED Subscriber / organization legal name: [FULL LEGAL NAME] Registration / jurisdiction (if applicable): [DETAILS] Signer full name: [NAME] Signer role / capacity: [CAPACITY] Authority basis / reference: [BOARD RESOLUTION / POA / AUTHORIZED SIGNATORY REGISTER / INDIVIDUAL CAPACITY] Signature method / provider: [PROVIDER AND METHOD] Signature status: [STATUS] Signed at: [TIMESTAMP + TIME ZONE] Provider transaction / envelope ID: [REFERENCE] Document hash: [HASH] AMS authorized countersignatory (if required): [NAME / CAPACITY / AUTHORITY REFERENCE] Countersigned at: [TIMESTAMP + TIME ZONE] Witness (only if required): [NAME / CAPACITY / SIGNATURE EVIDENCE] Final executed document and audit certificate: [SECURE RECORD LINK / REFERENCE]

11.9 Production implementation requirements

The production workflow must:

• use server-side authorization and an approved signing provider/API; never rely on browser-only role fields;
• validate every role and approval against the authoritative identity/authorization service on the server;
• support MFA or suitable signer authentication, signer order, refusal, reassignment with audit, reminders, expiry and provider callback validation;
• bind signatures to immutable document bytes and reject hash/version mismatches;
• preserve tenant separation, confidentiality, retention, legal hold and audit logging;
• apply least privilege and separation of duties; block self-approval where required;
• make signing accessible by keyboard and assistive technology and provide lawful alternatives;
• display the correct legal entity and contracting party on every document;
• keep the AMS institutional subscriber agreement separate from Yantra’s sales/order terms unless counsel expressly approves a coordinated multi-party document;
• fail closed when the signing provider, identity check, approval record or validation service is unavailable;
• undergo legal review, security review, accessibility testing, end-to-end testing and rollback planning before launch.

11.10 Demonstration interface notice

Any accompanying HTML mock-up that lets a user type a name, draw a signature or download a local record is a demonstration only. It must prominently say “NOT A LEGAL SIGNATURE / NOT EXECUTED” and must not mark a record as executed or transmit identity or signature data. Production execution must occur through the approved provider and validated backend workflow.