TERMS AND CONDITIONS
Last Updated: August 31, 2026
These Terms and Conditions (these “Terms”) govern your access to and use of the website located at https://www.capitalnumbers.com and any related pages, microsites, and online resources operated by Capital Numbers Infotech Limited (collectively, the “Site”).
The Site is owned and operated by Capital Numbers Infotech Limited (formerly Capital Numbers Infotech Private Limited), a public limited company listed on BSE Limited (“BSE”), incorporated under the laws of India with Corporate Identity Number (CIN) L72200WB2012PLC183599 and having its registered office at Mani Casadona, Unit No 8E4, Action Area #2 F, New Town, Kolkata 700156, West Bengal, India (“Capital Numbers,” “we,” “us,” or “our”).
Table of Contents
- Agreement to Terms
- About Us and Our Services
- Intellectual Property
- User Representations
- Prohibited Activities
- User-Generated Contributions and Feedback
- Third-Party Websites and Content
- Artificial Intelligence and Automated Content
- Copyright Complaints (DMCA and Other Notices)
- Privacy and Data Protection
- Payments and Refunds
- Confidentiality
- Site Management
- Term and Termination
- Modifications and Interruptions
- Governing Law
- Dispute Resolution
- Corrections
- Disclaimer of Warranties
- Limitation of Liability
- Indemnification
- Electronic Communications and Signatures
- Export Control and Sanctions Compliance
- Anti-Bribery and Anti-Corruption Compliance
- Force Majeure
- Notice for California and Other U.S. Users
- Miscellaneous
- Contact Us
1. Agreement to Terms
By accessing, browsing, or otherwise using the Site, you acknowledge that you have read, understood, and agree to be bound by these Terms, together with our Privacy Policy, Cookie Policy, Disclaimer, and Refund Policy, each of which is incorporated into these Terms by reference (collectively, the “Agreement”). If you do not agree with any part of this Agreement, you must not access or use the Site.
These Terms apply to your use of this website only. If you engage Capital Numbers for professional services, that engagement will be governed by a separately negotiated and executed Master Services Agreement, Statement of Work, or similar written agreement, as described further in Section 2. Those documents — not these Terms — govern the commercial relationship for the services we deliver to clients.
You represent that you are at least eighteen (18) years of age and have the legal capacity to enter into this Agreement. If you access or use the Site on behalf of a company, organization, or other legal entity, you represent and warrant that you are authorized to bind that entity to this Agreement, in which case “you” refers to that entity.
We may update these Terms from time to time. The “Last Updated” date above indicates when these Terms were last revised. Changes become effective when posted to the Site, and your continued use of the Site after any change constitutes your acceptance of the revised Terms. We encourage you to review this page periodically.
2. About Us and Our Services
Capital Numbers is an AI-first digital engineering company headquartered in Kolkata, India, serving clients globally. Through the Site we describe and market our professional services, which include, without limitation:
- Artificial intelligence development, including custom AI solutions, machine learning, generative AI, and retrieval-augmented generation (RAG) applications;
- Web, mobile, and custom software development;
- Cloud engineering and DevOps;
- Data engineering and analytics;
- Quality assurance and software testing; and
- UI/UX design.
Our teams also work within leading technology platforms and ecosystems, including Salesforce, Conga, Agiloft, WordPress, Adobe Commerce, Databricks, Snowflake, Amazon Web Services (AWS), and Microsoft Azure. All third-party names, marks, and logos referenced on the Site are the property of their respective owners and are used for identification and reference purposes only, as further described in our Disclaimer. No reference to any third-party platform implies endorsement, sponsorship, or affiliation unless expressly stated.
Client engagements. Descriptions of services on the Site are for general informational and marketing purposes only and do not constitute an offer capable of acceptance, a quotation, or a commitment to deliver services. Any engagement for our professional services is formed only through a written agreement — typically a Master Services Agreement (“MSA”) together with one or more Statements of Work (“SOWs”) — executed by authorized representatives of both parties. In the event of any conflict between these Terms and an executed MSA or SOW concerning the provision, delivery, pricing, acceptance, warranty, or support of our services, the MSA and/or SOW will prevail to the extent of the conflict. Our Refund Policy is incorporated by reference into this Agreement and, unless otherwise agreed in an MSA or SOW, governs refunds in respect of our services.
Engagement models. Depending on the engagement, our services may be delivered under Time & Materials (T&M), Fixed Cost, Dedicated, or Agile engagement models, as described in the applicable SOW and in our Refund Policy.
No professional advice. Content on the Site — including blog posts, insights, case studies, white papers, and service descriptions — is provided for general information only and does not constitute legal, financial, tax, investment, or other professional advice. You should consult a qualified professional before making decisions based on any Site content.
3. Intellectual Property
Our content. Unless otherwise indicated, the Site and all of its contents — including source code, databases, functionality, software, designs, architecture, text, photographs, graphics, illustrations, audio, video, and the selection and arrangement thereof (collectively, the “Content”) — and the trademarks, service marks, trade dress, and logos contained therein (the “Marks”) are owned by or licensed to Capital Numbers and are protected by copyright, trademark, patent, trade secret, and other intellectual property and unfair competition laws of India and foreign jurisdictions.
Limited license. Provided you comply with this Agreement, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Site and to view, download, or print portions of the Content solely for your personal, non-commercial use or for internal business evaluation of our services. Except as expressly permitted by this Section, no part of the Site, Content, or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose without our express prior written permission.
Client deliverables. Ownership of software code, work product, and other deliverables we create for clients is determined exclusively by the applicable MSA and SOW. Nothing in these Terms grants you any right to any client deliverable or transfers to us any right in your pre-existing materials.
Reservation of rights. We reserve all rights not expressly granted to you in and to the Site, the Content, and the Marks.
4. User Representations
By using the Site, you represent and warrant that:
- All information you submit to us (for example, through contact or consultation-booking forms) is true, accurate, current, and complete, and you will keep it up to date;
- You have the legal capacity and authority to agree to this Agreement;
- You will not use the Site for any purpose that is illegal or prohibited by this Agreement;
- Your use of the Site will not violate any applicable law or regulation, including data protection, export control, and anti-corruption laws;
- You will not access the Site through automated or non-human means except as expressly permitted by this Agreement;
- You are not located in, and are not a national or resident of, any country or region subject to comprehensive sanctions, and you are not listed on any sanctions or restricted-party list maintained by the United Nations, India, the United States, the European Union, or the United Kingdom; and
- If you submit any materials to us through the Site, you own or control all rights in those materials or otherwise have the right to submit them.
5. Prohibited Activities
You may use the Site only for lawful purposes consistent with this Agreement. You agree that you will not, and will not permit any third party to:
- Systematically retrieve, scrape, crawl, index, harvest, or otherwise collect data or Content from the Site, whether manually or through automated means, to create or compile — directly or indirectly — a collection, compilation, database, or directory;
- Use any Content, page, image, text, code, or other material from the Site to train, fine-tune, validate, test, or improve any machine learning model, large language model, or other artificial intelligence system, or permit any such material to be ingested into any dataset used for such purposes, in each case without our express prior written permission;
- Use any robot, spider, bot, scraper, crawler, or other automated device, process, or means to access the Site for any purpose other than ordinary search-engine indexing that complies with our robots.txt directives;
- Probe, scan, or test the vulnerability of the Site or any network, system, or security measure; breach or circumvent (or attempt to breach or circumvent) any security or authentication measures; or conduct or attempt penetration testing without our prior written authorization under an agreed scope;
- Introduce or upload any virus, malware, Trojan horse, worm, ransomware, spyware, or other harmful or malicious code;
- Interfere with, disrupt, or create an undue burden on the Site or the networks or services connected to the Site, including through denial-of-service or distributed denial-of-service attacks;
- Attempt to gain unauthorized access to any portion of the Site, other accounts, computer systems, or networks connected to the Site;
- Use the Site or its Content to build or support a product or service that competes with our business, or to benchmark the Site for publication without our consent;
- Impersonate any person or entity, misrepresent your affiliation with any person or entity, or use another person’s identity or credentials;
- Frame, mirror, or deep-link to any portion of the Site without our prior written consent, or use any meta tags or hidden text incorporating our Marks without authorization;
- Upload or transmit any content that is unlawful, defamatory, obscene, harassing, infringing, or otherwise objectionable;
- Harvest or collect email addresses or other contact information from the Site for the purpose of sending unsolicited communications, in violation of applicable anti-spam laws;
- Circumvent, disable, or otherwise interfere with security-related features of the Site, including features that prevent or restrict use or copying of Content;
- Reverse engineer or attempt to extract the source code of any software forming part of the Site, except to the extent such restriction is prohibited by applicable law; or
- Use the Site in any manner inconsistent with any applicable law or regulation.
We reserve the right to investigate and take appropriate action — including blocking access, reporting to law enforcement, and pursuing civil remedies — against anyone who, in our sole discretion, violates this Section.
6. User-Generated Contributions and Feedback
The Site does not generally host public user forums, but it may allow you to submit comments, reviews, testimonials, inquiry details, briefs, suggestions, ideas, or other materials (collectively, “Contributions”) through forms, email, chat, or other channels. Contributions may also be transmitted to us on social networks or third-party platforms.
By submitting any Contribution, you represent and warrant that: (a) you own or control all rights in the Contribution; (b) the Contribution is accurate and not misleading; (c) the Contribution does not infringe any third party’s intellectual property, privacy, publicity, or other rights; (d) the Contribution does not contain unlawful, defamatory, or otherwise objectionable material; and (e) the Contribution does not contain viruses or other harmful code.
License to Contributions. By submitting a Contribution (other than confidential project information submitted under a separate non-disclosure or services agreement, which remains governed by that agreement), you grant Capital Numbers a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, transferable, and sublicensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such Contribution for any lawful business purpose, including operating, improving, and marketing the Site and our services.
Feedback. Any suggestions, enhancement requests, recommendations, or other feedback you provide about the Site or our services (“Feedback”) is entirely voluntary, and you agree that we are free to use, disclose, and exploit Feedback without any restriction, attribution, or compensation to you.
Monitoring and removal. We have no obligation to monitor Contributions, but we reserve the right (without obligation) to review, refuse, remove, or modify any Contribution at any time, for any reason, without notice. We are not liable for any statement, representation, or Contribution provided by any user.
Do not submit confidential information through the Site. Unless a written non-disclosure agreement is already in place between you and Capital Numbers, please do not send us confidential or proprietary information through public Site forms; such submissions will be treated as non-confidential. To discuss a prospective engagement under confidentiality, contact us at [email protected].
7. Third-Party Websites and Content
The Site may contain links to third-party websites, articles, tools, or resources (“Third-Party Content”), including partner platforms, social media networks, and vendor marketplaces. Third-Party Content is provided for convenience only. We do not investigate, monitor, endorse, or control Third-Party Content, and we are not responsible for its accuracy, completeness, availability, legality, or practices — including its privacy and security practices.
Your dealings with any third party found through the Site are solely between you and that third party. You should review the terms and privacy policies of any third-party website before interacting with it. Inclusion of any link does not imply our endorsement, sponsorship, or affiliation unless expressly stated, consistent with our Disclaimer.
8. Artificial Intelligence and Automated Content
As an AI-first digital engineering company, we describe, discuss, and market artificial intelligence services on the Site, and certain Site features or content (including blog articles, chat or assistant features, images, code snippets, or demonstrations) may be created with, assisted by, or powered by AI or other automated systems (“AI Content”).
You acknowledge and agree that:
- AI systems can produce outputs that are inaccurate, incomplete, biased, outdated, or that resemble content not intended by us. AI Content on the Site is provided for general informational and illustrative purposes only;
- You must not rely on any AI Content or AI-generated output obtained through the Site as professional, legal, financial, technical, or business advice, and you should independently verify any output before acting on it;
- Any AI Content describing our services is marketing material and does not create a warranty, service commitment, or specification for any client engagement — such commitments arise only under an executed MSA or SOW;
- Where we use AI systems in delivering client services, the scope, governance, data handling, and permitted uses of those systems will be defined in the applicable MSA or SOW, consistent with applicable AI regulations and our client agreements; and
- You may not use the Site or its Content to develop or train AI systems except as expressly permitted in Section 5.
9. Copyright Complaints (DMCA and Other Notices)
We respect the intellectual property rights of others. If you believe that any material on the Site infringes a copyright you own or control, please notify our designated copyright agent with the following information:
- A physical or electronic signature of the person authorized to act on behalf of the copyright owner;
- Identification of the copyrighted work claimed to have been infringed (or a representative list of such works);
- Identification of the material claimed to be infringing, with sufficient detail (including the URL) to enable us to locate it;
- Your name, address, telephone number, and email address;
- A statement that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in your notice is accurate and, under penalty of perjury (where applicable), that you are the copyright owner or authorized to act on the owner’s behalf.
Designated Copyright Agent:
Mukul Gupta Capital Numbers Infotech Limited Mani Casadona, Unit No 8E4, Action Area #2 F, New Town, Kolkata 700156, West Bengal, India Email: [email protected]
Please note that under 17 U.S.C. § 512(f) and equivalent provisions of other laws, any person who knowingly makes a material misrepresentation in an infringement notice may be liable for damages, including costs and attorneys’ fees. If you believe material was removed by mistake or misidentification, you may send a counter-notification containing the information required by applicable law to the same agent. We may terminate access of repeat infringers.
10. Privacy and Data Protection
We care about data privacy and security. Our collection, use, disclosure, and protection of personal data in connection with the Site are described in our Privacy Policy, and our use of cookies and similar technologies is described in our Cookie Policy, each incorporated into this Agreement by reference.
By using the Site, you acknowledge that your personal data may be transferred to and processed in India and other jurisdictions where we or our service providers operate, as described in our Privacy Policy, and subject to the safeguards described there. The Site is hosted and operated from India; if you access the Site from another jurisdiction, you are responsible for compliance with local laws to the extent they apply.
11. Payments and Refunds
The Site itself does not process payments for our services. Fees, invoicing, expenses, payment schedules, and taxes for client engagements are set out in the applicable MSA and SOW.
Refunds in respect of our services are governed by our Refund Policy, which is incorporated into this Agreement by reference. As summarized there (and subject to the terms of the applicable agreement): Time & Materials engagements may be eligible for refunds of unused, unexpired hours; Fixed Cost engagements may be eligible for refunds upon termination based on a joint, milestone-based assessment of work completed; Dedicated engagements include a trial period during which a full refund is available upon cancellation; and Agile engagements are treated as set out in the Refund Policy. In the event of any conflict between this summary and the Refund Policy or the applicable MSA/SOW, the Refund Policy and the MSA/SOW (in that order of precedence for refund matters) will control.
12. Confidentiality
Information you share with us in connection with a prospective or active client engagement may be subject to a separate non-disclosure agreement or the confidentiality provisions of an MSA, which will govern over this Section. Subject to any such separate agreement:
- We will treat non-public business information you submit to us through our inquiry and consultation channels with reasonable care and will use it only to evaluate and respond to your inquiry and to provide our services;
- Information that is publicly available, already known to us, independently developed by us, or rightfully received from a third party is not treated as confidential; and
- We may disclose information where required by law, regulation, court order, or securities-exchange rules applicable to us as a listed company, subject (where lawful) to reasonable prior notice to you.
As noted in Section 6, please do not submit confidential information through general Site forms unless a written non-disclosure agreement is already in place.
13. Site Management
We reserve the right, but not the obligation, to: (1) monitor the Site for violations of this Agreement; (2) take appropriate legal action against anyone who, in our sole discretion, violates applicable law or this Agreement, including reporting such user to law enforcement authorities; (3) refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof; (4) remove from the Site or otherwise disable files and content that are excessive in size or burdensome to our systems; and (5) otherwise manage the Site in a manner designed to protect our rights and property and to facilitate the proper functioning of the Site.
14. Term and Termination
This Agreement remains in effect while you access or use the Site. We may, in our sole discretion and without notice or liability, deny access to and use of the Site (including blocking certain IP addresses) to any person for any reason, including breach of this Agreement. We may also terminate or suspend your access at any time, without warning, at our sole discretion.
If we terminate or suspend your access for breach of this Agreement, you are prohibited from registering or accessing the Site under your name, a false or borrowed name, or the name of any third party, even if acting on that party’s behalf. In addition to terminating or suspending your access, we reserve the right to pursue civil, criminal, and injunctive remedies.
Provisions of this Agreement that by their nature should survive termination — including Sections 3, 6, 9, 17, 19, 20, 21, and 27 — survive termination.
15. Modifications and Interruptions
We reserve the right to change, modify, or remove the contents of the Site at any time, for any reason, at our sole discretion, without notice. We also reserve the right to modify or discontinue all or part of the Site without notice at any time. We will not be liable to you or any third party for any modification, price change (for any paid feature, if offered), suspension, or discontinuance of the Site.
We cannot guarantee the Site will be available at all times. We may experience hardware, software, network, or other problems, or need to perform maintenance related to the Site, resulting in interruptions, delays, or errors. Nothing in this Agreement obligates us to maintain, support, update, or continue supplying the Site or its Content.
16. Governing Law
This Agreement and your use of the Site are governed by and construed in accordance with the laws of India, without regard to its conflict-of-law principles. Subject to Section 17 (Dispute Resolution), the courts at Kolkata, West Bengal, India shall have exclusive jurisdiction over any dispute arising out of or relating to this Agreement or the Site.
If you are a consumer in a jurisdiction whose mandatory consumer-protection laws grant you the right to rely on your local law or local courts, nothing in this Section is intended to deprive you of that mandatory protection.
17. Dispute Resolution
(a) Informal, good-faith negotiation first. To expedite resolution and control the cost of any dispute, controversy, or claim arising out of or relating to this Agreement or your use of the Site (each, a “Dispute”), the parties agree to first attempt to resolve the Dispute through informal, good-faith negotiations. Either party may initiate negotiations by delivering written notice of the Dispute to the other party. If the Dispute is not resolved within thirty (30) days after the notice is delivered, either party may refer the Dispute to binding arbitration under Section 17(b).
(b) Binding arbitration. Any Dispute not resolved under Section 17(a) shall be finally resolved by binding arbitration administered in accordance with the Arbitration and Conciliation Act, 1996 (India), as amended from time to time, by a sole arbitrator appointed by mutual agreement of the parties (failing which, appointed in accordance with the Act). The seat and venue of the arbitration shall be Kolkata, India, the arbitration shall be conducted in the English language, and the arbitral award shall be final and binding on the parties and enforceable in any court of competent jurisdiction. Each party shall bear its own costs, subject to any allocation of costs determined by the arbitrator in accordance with law.
(c) Exceptions — intellectual property and injunctive relief. Notwithstanding Sections 17(a) and 17(b), either party may apply directly to a court of competent jurisdiction for interim, injunctive, or other equitable relief (including orders to preserve the status quo) where necessary to protect its intellectual property rights, confidential information, or data security, or to prevent imminent and irreparable harm, without first completing the negotiation or commencing arbitration.
(d) Waiver of class and representative actions, where permissible. To the fullest extent permitted by applicable law, the parties agree that any Dispute shall be conducted only on an individual basis and not as a class, consolidated, collective, or representative action, and the arbitrator shall have no authority to consolidate claims or to conduct any class-wide or representative proceeding. Where applicable law does not permit this waiver (including certain consumer-protection laws), this paragraph shall apply to the maximum extent permitted and shall otherwise be severed, without affecting the remainder of this Section.
(e) Small claims. Nothing in this Section prevents either party from pursuing an individual claim before a court or forum of competent jurisdiction where the claim qualifies and where such forum is the proper venue for the relief sought.
(f) Limitation period. To the fullest extent permitted by law, any cause of action arising out of or related to the Site must be commenced within one (1) year after the cause of action accrues; otherwise, it is permanently barred. This does not shorten any limitation period that cannot lawfully be shortened.
18. Corrections
The Site may contain information with typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, dates, and other details. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update information on the Site at any time, without prior notice, and we undertake no obligation to update, amend, or clarify information except as required by law.
19. Disclaimer of Warranties
Please read this Section carefully — it limits our obligations to you.
THE SITE AND ALL CONTENT, MATERIALS, INFORMATION, PRODUCTS, AND SERVICES PROVIDED THROUGH THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. TO THE FULLEST EXTENT PERMITTED BY LAW, CAPITAL NUMBERS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, IN CONNECTION WITH THE SITE AND YOUR USE OF IT, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY OR REPRESENTATION THAT: (1) THE SITE OR ITS CONTENT WILL BE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE; (2) THE SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, SECURE, OR UNINTERRUPTED; (3) DEFECTS WILL BE CORRECTED; OR (4) THE SITE, ITS SERVERS, OR COMMUNICATIONS SENT FROM US ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE SITE IS ACCESSED AT YOUR OWN RISK.
ANY WARRANTIES APPLICABLE TO SERVICES WE DELIVER TO CLIENTS ARE SET OUT EXCLUSIVELY IN THE APPLICABLE MSA AND SOW. NOTHING ON THE SITE CREATES A WARRANTY REGARDING OUR PROFESSIONAL SERVICES.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU, IN WHICH CASE THEY APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
20. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CAPITAL NUMBERS, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, OR LICENSORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF (OR INABILITY TO USE) THE SITE, ANY CONTENT, OR ANY THIRD-PARTY CONTENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OUR AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SITE SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT, IF ANY, PAID BY YOU TO US FOR USE OF THE SITE DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) INR 10,000 (INDIAN RUPEES TEN THOUSAND). LIMITATIONS OF LIABILITY FOR SERVICES DELIVERED TO CLIENTS ARE GOVERNED EXCLUSIVELY BY THE APPLICABLE MSA AND SOW.
Mandatory carve-outs. NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS OUR LIABILITY FOR: (1) DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE; (2) FRAUD OR FRAUDULENT MISREPRESENTATION; (3) GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; OR (4) ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. WHERE LIABILITY CANNOT BE EXCLUDED BUT CAN BE LIMITED, IT IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
21. Indemnification
You agree to defend, indemnify, and hold harmless Capital Numbers, its affiliates, and their respective directors, officers, employees, and agents from and against any and all claims, demands, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (1) your breach of this Agreement, including your User Representations in Section 4; (2) your violation of any applicable law or the rights of any third party, including intellectual property, privacy, or data protection rights; (3) your Contributions or Feedback; (4) your misuse of the Site; or (5) any unauthorized use of the Site by any person using your credentials or access.
We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims. We will use reasonable efforts to notify you of any such claim upon becoming aware of it. This indemnification obligation survives termination of this Agreement.
22. Electronic Communications and Signatures
Visiting the Site, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications from us, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically — via email or by posting on the Site — satisfy any legal requirement that such communications be in writing.
In accordance with the Information Technology Act, 2000 (India) and applicable electronic-signature laws (including the U.S. ESIGN Act and UETA where applicable), you agree to the use of electronic signatures, contracts, orders, and other records, and to electronic delivery of notices, policies, and records of transactions initiated or completed through the Site or by email. You acknowledge that a contract formed by electronic means (including click-through acceptance, exchange of signed documents by email, or use of a recognized e-signature platform) is valid, binding, and enforceable, and you waive any rights or requirements under any law that requires an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent such waiver is permitted.
23. Export Control and Sanctions Compliance
You may not access, use, export, or re-export the Site, its Content, or any software or technical data made available through it in violation of applicable export control, sanctions, or anti-boycott laws and regulations, including those of India, the United States (including the Export Administration Regulations and OFAC sanctions programs), the European Union, the United Kingdom, and the United Nations.
By using the Site, you represent and warrant that: (a) you are not located in, organized under the laws of, or ordinarily resident in any country or region that is the subject of comprehensive sanctions; (b) you are not listed on, and are not owned or controlled by any person listed on, any applicable sanctions, denied-party, or restricted-party list; and (c) you will not use the Site or its Content for any end use prohibited by applicable export control laws. We reserve the right to restrict access to the Site from any jurisdiction, or to any person, where required to comply with applicable law.
24. Anti-Bribery and Anti-Corruption Compliance
Capital Numbers is committed to conducting business ethically and in compliance with all applicable anti-bribery and anti-corruption laws, including the Prevention of Corruption Act, 1988 (India), the U.S. Foreign Corrupt Practices Act, and the UK Bribery Act 2010. You agree that, in connection with your use of the Site and any dealings with us, you will not, directly or indirectly, offer, promise, give, solicit, or accept any bribe, kickback, or other improper payment or advantage — whether involving a public official or a private party — and you will comply with all applicable anti-bribery and anti-corruption laws. Any suspected violation may be reported to us at [email protected].
25. Force Majeure
Neither party shall be liable for any failure or delay in performing its obligations under this Agreement (other than payment obligations) where such failure or delay results from events beyond its reasonable control, including acts of God, flood, fire, earthquake, or other natural disaster; epidemic, pandemic, or public health emergency; war, terrorism, riot, civil unrest, or government action or embargo; labor disputes; power failure or utility or telecommunications outage; internet or cloud infrastructure failure; cyberattacks, ransomware, or other material cyber-security incidents; or failure of third-party hosting or service providers. The affected party shall use reasonable efforts to mitigate the impact of the event and resume performance promptly. This Section does not excuse obligations that have accrued before the force majeure event.
26. Notice for California and Other U.S. Users
California “Shine the Light” and consumer rights. Under California Civil Code Section 1798.83, California residents may request, once per year, information about our disclosure of personal information to third parties for their direct marketing purposes. We do not share personal information with third parties for their own direct marketing purposes. California residents may also have rights under the California Consumer Privacy Act as amended by the CPRA, as described in our Privacy Policy. To exercise any applicable rights, contact us as described in the Privacy Policy or at [email protected].
Notice regarding arbitration and class-action waiver. If you are a U.S. user, please note that Section 17 of this Agreement contains a binding arbitration provision and a waiver of class and representative actions that affects your rights, to the fullest extent permitted by applicable law. Nothing in that Section limits any non-waivable rights you may have under federal or state consumer-protection law.
Statute of limitations for California users. You agree that, to the fullest extent permitted by California law, any cause of action arising out of or related to the Site must be commenced within one (1) year after the cause of action accrues; otherwise, such cause of action is permanently barred.
27. Miscellaneous
- Entire agreement. This Agreement (including the Privacy Policy, Cookie Policy, Disclaimer, and Refund Policy incorporated by reference) constitutes the entire agreement between you and Capital Numbers with respect to your use of the Site and supersedes all prior or contemporaneous understandings regarding the Site. For the avoidance of doubt, client engagements remain governed by the applicable MSA and SOW, which prevail over this Agreement for service matters.
- Severability. If any provision of this Agreement is held to be unlawful, void, or unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions. The unenforceable provision shall, where possible, be modified to the minimum extent necessary to make it enforceable while preserving its intent.
- Waiver. Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative of Capital Numbers.
- Assignment. You may not assign or transfer this Agreement, or any of your rights or obligations under it, without our prior written consent, and any attempted assignment in violation of this Section is void. We may assign this Agreement, in whole or in part, without restriction, including in connection with a merger, acquisition, reorganization, or sale of assets, and this Agreement shall bind and benefit the parties’ respective successors and permitted assigns.
- No agency or third-party beneficiaries. This Agreement does not create any partnership, joint venture, employment, franchise, or agency relationship between you and us, and there are no third-party beneficiaries to this Agreement except as expressly stated.
- Headings and interpretation. Headings are for convenience only and do not affect interpretation. The words “including” and “includes” mean “including, without limitation.” This Agreement shall not be construed against us as the drafting party.
- Language. This Agreement is drafted in English, which shall control over any translation.
28. Contact Us
If you have questions, concerns, or complaints regarding the Site or this Agreement, or wish to give notice under Section 17, please contact us:
Capital Numbers Infotech Limited CIN: L72200WB2012PLC183599 Mani Casadona, Unit No 8E4, Action Area #2 F, New Town, Kolkata 700156, West Bengal, India Phone: +91-33-6799222 Email: [email protected]
This document, together with the Privacy Policy, Cookie Policy, Disclaimer, and Refund Policy, forms the complete set of policies governing the use of the Capital Numbers website.