Terms & Conditions

1. Acceptance, Parties and Definitions

These Terms and Conditions ("Terms") form a binding agreement between Zenstack Private Limited, a company incorporated under the Companies Act, 2013 with its registered office at [Registered Office Address] ("Zenstack", "Airtask", "we" or "us"), and the organization that subscribes to the Service ("Customer"), together with each individual who uses the Service ("User").

By creating an account, clicking "I agree", signing an order form, or using the Service, you accept these Terms. If you accept on behalf of an organization, you confirm you have authority to bind it. If you do not agree, do not use the Service.

These Terms are an electronic record under the Information Technology Act, 2000 and do not require a physical or digital signature.

If an Order Form or signed master agreement conflicts with these Terms, the Order Form or master agreement prevails.

2. The Service

Right to use. Subject to these Terms and payment of fees, Zenstack grants the Customer a non-exclusive, non-transferable, non-sublicensable right during the Subscription Term to access and use the Service for its internal business purposes, for the number of Users in the Order Form.

Trials. Free trials are provided "as is" for the period we specify. We may end a trial at any time. Customer Data in a trial account may be deleted after the trial ends unless the Customer subscribes.

Alpha, beta and preview features. Some features are labelled Alpha, Beta, Preview or similar — currently including Jira Sync and Sprint Settings automation. These features:

• are provided "as is" for evaluation and may contain errors;
• may change, be suspended or be discontinued without notice;
• are excluded from any service level commitment or support obligation; and
• should not be relied on as the sole record of critical data. Customers should keep their own records when using synchronization features.

Changes to the Service. We continually improve the Service and may add, change or remove features. We will not materially reduce the core functionality of a paid subscription during its current Subscription Term.

3. Accounts, Roles and Administrators

• Eligibility. You must be at least 18 years old and able to form a binding contract under Indian law to use the Service.
• Accurate information. You must give accurate registration information and keep it up to date.
• Credentials. Each login is for one named User and must not be shared. You are responsible for all activity under your credentials. Tell us immediately at [[email protected]] if you suspect unauthorized access.
• Administrators. The Customer is responsible for appointing Administrators and for all actions they take, including inviting or removing Users, setting organization-level defaults, configuring billing rates, and setting project visibility and permissions.
• Project roles. Project Owners, Members, Guests and custom roles have the access the Customer configures. Guests have view-only access. The Customer is responsible for assigning roles appropriately, including keeping sensitive projects private.
• Customer responsibility for Users. The Customer is responsible for its Users' compliance with these Terms, and for informing its Users how their data, including time logs and effort reports, will be used within the organization.

4. Acceptable Use

You must use the Service lawfully and only for legitimate business purposes. You must not:

1. Upload or share content that is unlawful, defamatory, obscene, infringing, harassing, or that violates anyone's privacy, including content prohibited under Rule 3(1)(b) of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021.
2. Upload malware, or attempt to breach, probe or bypass the security, authentication or permission controls of the Service, including private project restrictions.
3. Access projects, tasks or data you are not authorized to see.
4. Reverse engineer, decompile, copy, frame or create derivative works of the Service, except where the law expressly permits.
5. Use automated means (bots, scrapers) to access the Service other than through our published APIs and integrations, or place an unreasonable load on our systems.
6. Resell, sublicense, rent or provide the Service to third parties as a service bureau.
7. Use the Service to build a competing product or for benchmarking intended for publication without our written consent.
8. Enter sensitive personal data, payment card data or data subject to special regulation, unless agreed with us in writing.
9. Use the Service to monitor individuals in a way that breaks applicable employment, privacy or data protection law.

We may suspend access or remove content that we reasonably believe violates this section. Where practical, we will give notice and a chance to fix the issue first.

5. Customer Data, Privacy and Integrations

Ownership. The Customer owns all Customer Data. The Customer grants Zenstack a limited, worldwide licence to host, copy, process and display Customer Data only as needed to provide, secure and support the Service and as described in the Privacy Policy.

Customer responsibilities. The Customer is responsible for the accuracy, quality and legality of Customer Data, and for having all notices, consents and rights needed to submit it — including Personal Data of employees, contractors and clients.

Data protection. Zenstack processes Personal Data in Customer Data as a Data Processor on the Customer's behalf, in line with the Privacy Policy, the Digital Personal Data Protection Act, 2023 and, where signed, our Data Processing Agreement. The Data Processing Addendum applies to Personal Data in Customer Data. Zenstack processes it as Data Processor only on the Customer’s documented instructions, will tell the Customer if an instruction appears to breach applicable law, and will assist the Customer with Data Principal requests, breach response and impact assessments.

Aggregated data. We may use de-identified and aggregated data that does not identify the Customer or any individual to operate, analyse and improve the Service.

Archiving and deletion. Archived projects and tasks remain stored but hidden from operational views. Projects moved to "To Be Deleted" and then permanently deleted by an Administrator cannot be recovered. The Customer is responsible for exporting any data it needs before deletion.

Third-party integrations. If the Customer connects a third-party service such as Jira, the Customer authorizes us to exchange Customer Data with that service as configured, including bidirectional sync that may overwrite data in either system. Third-party services are governed by their own terms. Zenstack is not responsible for third-party services, their availability, or changes they make to their APIs.

Exports. Reports and standup summaries exported or shared outside the Service are the Customer's responsibility once they leave the Service.

6. Fees, Payment and Taxes

• Fees. The Customer will pay the subscription fees in the Order Form. Unless stated otherwise, fees are billed in advance, per User, for the billing cycle chosen (monthly or annual).
• Additional Users. Users added mid-term are charged on a pro-rata basis for the rest of the billing cycle.
• Payment. Invoices are due within [15] days of the invoice date. Overdue amounts may carry interest of [1.5]% per month or the maximum allowed by law, whichever is lower. We may suspend the Service if payment is more than [15] days overdue, after giving written notice.
• Taxes. Fees exclude taxes. The Customer will pay applicable Goods and Services Tax (GST) and other taxes, except taxes on Zenstack's income. Where the Customer must withhold tax (TDS), it will provide the withholding certificate on time.
• Refunds. Fees are non-refundable except where these Terms or the law say otherwise.
• Price changes. We may change prices at renewal with at least [30] days' prior notice.

Billing & Cost Management outputs. The Service calculates logged hours, billable hours, cost incurred, resource cost, sprint cost and project invoices based on rates, billing models and time logs the Customer configures and enters. These outputs are tools to assist the Customer. The Customer is solely responsible for checking their accuracy and for any invoices, tax filings or financial decisions based on them. Zenstack is not a party to any billing arrangement between the Customer and its own clients.

7. Intellectual Property and Feedback

Zenstack's rights. Zenstack and its licensors own all rights, title and interest in the Service, including software, designs, workflows, report templates, documentation, the Airtask name and logos, and all improvements. No rights are granted except those expressly stated in these Terms.

Customer's rights. The Customer keeps all rights in Customer Data. Nothing in these Terms transfers ownership of Customer Data to Zenstack.

Feedback. If you give us suggestions or feedback, we may use them freely without obligation or payment to you.

Customer references. With the Customer's prior written consent, we may name the Customer and display its logo as a customer of Airtask.

8. Confidentiality, Availability and Support

Confidentiality. Each party will protect the other's non-public business, technical and financial information ("Confidential Information") with at least reasonable care, use it only to perform under these Terms, and disclose it only to employees, contractors and advisers who need to know and are bound by similar duties. This does not apply to information that is public, already known, independently developed or lawfully received from a third party. A party may disclose Confidential Information if required by law, after giving notice where legally allowed. Customer Data is the Customer's Confidential Information.

Availability. We aim to keep the Service available [99.5]% of the time each month, excluding scheduled maintenance, Alpha and Beta features, and events outside our reasonable control. Any service credits are set out in the Order Form or a separate Service Level Agreement.

Maintenance. We will try to schedule maintenance outside normal business hours (IST) and give advance notice of planned downtime where practical.

Support. We provide support by email, in-app chat and our help centre during [business hours, Monday to Friday, IST]. Support levels may vary by plan.

Grievance Officer. [Name], [[email protected]]

9. Warranties, Disclaimers, Liability and Indemnity

Our warranty. Zenstack warrants that the paid Service will perform materially as described in its documentation. If it does not, the Customer's remedy is for us to fix the issue or, if we cannot do so within a reasonable time, for the Customer to terminate the affected subscription and receive a refund of prepaid fees for the unused period.

Disclaimer. Except as stated above and to the fullest extent permitted by law, the Service is provided "as is" and "as available". Zenstack disclaims all other warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the Service will be uninterrupted or error-free, or that reports, billing calculations, sprint forecasts or synchronized data will be complete or accurate.

Limitation of liability. To the fullest extent permitted by law:

1. Neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, goodwill or data, even if advised of the possibility.
2. Each party's total liability arising out of these Terms is limited to the fees paid or payable by the Customer to Zenstack in the 12 months before the event giving rise to the claim.
3. These limits do not apply to the Customer's payment obligations, either party's indemnity obligations, breach of confidentiality, or liability that cannot be limited by law, such as fraud or wilful misconduct.

Indemnity by Zenstack. Zenstack will defend the Customer against third-party claims that the Service infringes their intellectual property rights in India, and pay resulting damages finally awarded, provided the Customer promptly notifies us, gives us control of the defence and reasonably cooperates. This does not cover claims caused by Customer Data, third-party integrations, or use of the Service in breach of these Terms.

Indemnity by Customer. The Customer will defend and indemnify Zenstack against third-party claims arising from Customer Data, the Customer's breach of Section 4 (Acceptable Use), or the Customer's breach of applicable data protection or employment law.

10. Term and Termination

Term. These Terms apply from the date you first accept them until the end of all Subscription Terms. Subscriptions renew automatically for the same period unless either party gives notice of non-renewal at least [30] days before the end of the current term.

Termination for cause. Either party may terminate these Terms by written notice if the other party:

• materially breaches them and fails to cure the breach within 30 days of written notice; or
• becomes insolvent, enters liquidation or has a resolution professional appointed under the Insolvency and Bankruptcy Code, 2016.

Suspension. We may suspend access immediately if needed to prevent a security threat, comply with law, or stop a serious breach of Section 4. We will restore access once the issue is resolved.

Effect of termination.

1. The Customer's right to use the Service ends, and all unpaid fees become due.
2. The Customer may export Customer Data for [30] days after termination using the Service's export and reporting tools. After that, we will delete Customer Data in line with the Privacy Policy, except where the law requires us to keep it.
3. If the Customer terminates for our uncured breach, we will refund prepaid fees for the unused part of the Subscription Term.
4. Sections on fees owed, intellectual property, confidentiality, disclaimers, limitation of liability, indemnity and governing law survive termination.

11. Governing Law, Disputes and General Provisions

Governing law. These Terms are governed by the laws of India.

Dispute resolution. The parties will first try to resolve any dispute through good-faith negotiation for 30 days. If unresolved, the dispute will be referred to arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration will be [City], India, and proceedings will be in English. Subject to this, the courts at Bhopal M.P. [City] have exclusive jurisdiction. Either party may seek urgent interim relief from a competent court.

General provisions.

• Force majeure. Neither party is liable for delays caused by events beyond its reasonable control, such as natural disasters, epidemics, war, government action, or failures of internet or cloud providers. This does not excuse payment obligations.
• Assignment. The Customer may not assign these Terms without our written consent. We may assign them to an affiliate or a successor in a merger or sale of assets.
• Notices. Notices to Zenstack go to [[email protected]] and our registered office. Notices to the Customer go to the email address of its account owner or billing contact.
• Changes to these Terms. We may update these Terms. Material changes will be notified at least [30] days in advance and apply from the next renewal, unless required sooner by law. Continued use after the effective date means acceptance.
• Entire agreement. These Terms, the Privacy Policy, any Order Form and any DPA form the entire agreement on this subject and replace prior understandings.
• Severability and waiver. If any provision is unenforceable, the rest remains in effect. Failure to enforce a right is not a waiver.
• Independent parties. The parties are independent contractors. Nothing creates a partnership, agency or employment relationship.
• Export and sanctions. Each party will comply with applicable export control and sanctions laws.

Contact. Zenstack Private Limited, [Registered Office Address] · [[email protected]] · Grievance Officer: [Name], [[email protected]].