1. Introduction

Welcome to DigitbiteAI, a division of Innovatech Retail Solutions LLC, specializing in AI-powered solutions tailored for eCommerce, Retail, and other industry verticals. These terms and conditions govern your access and use of our services, including any related software, platforms, and offerings provided by DigitbiteAI. By engaging with our platform and services, you agree to comply with and be bound by these terms.

2. Definitions

• Services: Refers to the suite of AI-driven solutions provided by DigitbiteAI, including but not limited to AI-Powered Customer Engagement Suite, Intelligent Inventory Management System, AI Marketing Optimization, and Comprehensive AI Solutions for eCommerce.
• Client: Any individual, organization, or entity engaging with DigitbiteAI’s services, either through a direct purchase or service agreement.
• Content: Any data, information, reports, or resources made available by DigitbiteAI through its services.
• Platform: Any software, digital tool, or platform utilized by DigitbiteAI to deliver its services.

3. Service Description

DigitbiteAI offers a range of AI-based solutions applicable across various sectors:

• AI Copilot: Assists users with intelligent suggestions and automates tasks to enhance productivity in diverse applications.
• AI Agent: Autonomous agents that perform tasks, answer queries, and interact with users on your behalf across different environments.
• AI Automation: Streamlines business processes through automation, reducing manual effort and increasing efficiency in multiple industries.
• AI Insight: Provides data-driven insights and analytics to help make informed decisions in any sector.
• AI Marketing: Tools for personalized marketing, automated campaign management, and performance analytics adaptable to various markets.

4. Client Obligations

Clients are expected to:

• Provide accurate, up-to-date information during the registration and service request processes.
• Use the services in compliance with applicable laws and regulations.
• Refrain from activities that could disrupt, interfere with, or damage DigitbiteAI’s services or infrastructure.

5. Intellectual Property

All content and intellectual property, including but not limited to text, graphics, logos, software, and methodologies, remain the exclusive property of DigitbiteAI, Innovatech Retail Solutions LLC. Unauthorized reproduction, use, or distribution of any content or intellectual property is prohibited and may result in legal action.

6. Limitation of Liability

DigitbiteAI, Innovatech Retail Solutions LLC, its affiliates, directors, employees, partners, and agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of revenue, profit, data, or business opportunities arising from the use of its services, even if advised of such possibilities.

7. Service Modifications

DigitbiteAI reserves the right to:

• Modify, suspend, or discontinue any service or part thereof without prior notice.
• Restrict, limit, or terminate user access to services due to violation of these terms or other misconduct, with or without prior notice.

8. Termination

DigitbiteAI, Innovatech Retail Solutions LLC, may terminate or suspend client access to services at its sole discretion, without prior notice, if there is a violation of these terms, misuse of the platform, or any actions deemed detrimental to the service integrity.

9. Data Protection and Privacy

DigitbiteAI is committed to protecting client data and maintaining confidentiality. All personal and business data collected during service provision will be handled in accordance with our Privacy Policy, which adheres to relevant data protection regulations, including the General Data Protection Regulation (GDPR) and UAE data privacy laws.

10. Governing Law and Jurisdiction

These terms and any dispute or claim arising out of or in connection with them shall be governed by and construed in accordance with the laws of the United Arab Emirates (UAE). Any disputes shall be subject to the exclusive jurisdiction of the UAE courts.

11. Amendments and Updates

DigitbiteAI reserves the right to amend or update these terms and conditions at any time. Clients are encouraged to review this page periodically. Continued use of services after any such changes signifies acceptance of the updated terms.

12. Third-Party Links and Services

Our platform and services may include links to third-party websites, tools, or services that are not operated or controlled by DigitbiteAI. We hold no responsibility for the content, policies, or practices of these third-party sites and encourage users to review their terms independently.

13. Warranty Disclaimer

All services provided by DigitbiteAI are offered “as is” without any warranties of any kind, whether express or implied. DigitbiteAI does not warrant that the services will be uninterrupted, error-free, or free of harmful components.

14. Confidentiality

Any non-public information shared by the client with DigitbiteAI, including business data, strategy, or technical specifications, will be treated as confidential. Both parties agree not to disclose any such confidential information to third parties without prior written consent.

15. Indemnification

Clients agree to indemnify and hold harmless DigitbiteAI, Innovatech Retail Solutions LLC, its affiliates, directors, employees, and partners from and against any claims, liabilities, damages, losses, and expenses arising out of or related to the client’s use of the services, violation of these terms, or any applicable laws and regulations.

16. Contact Information

For any inquiries, concerns, or disputes regarding these terms and conditions, please contact us at:

• Email: contact@digitbiteai.ae
• Address: Innovatech Retail Solutions LLC, Shams Business Center, Sharjah Media City free Zone, Al Messaned, Sharjah, UAE. P.O.Box 515000.

17. Payment Terms and Conditions

• Fees and Payment Schedule: All fees for services shall be as specified in the Service Agreement or Invoice provided by DigitbiteAI. Payments are due in accordance with the payment terms outlined in the agreement. Delays in payment may result in suspension of services until payment is received in full.
• Late Payments: Late payments will incur a late fee of 2% per month on the outstanding balance. DigitbiteAI reserves the right to charge interest and withhold services or content until payment is settled.
• Refund Policy: All payments are non-refundable unless otherwise stated in a separate written agreement. In cases of service cancellation by the client, the client is responsible for any work completed up to the cancellation date.
• Taxes and Other Charges: The client shall be responsible for all applicable taxes, duties, or levies associated with the services, except for taxes based on DigitbiteAI’s income.

18. Service Level Agreement (SLA)

• Uptime Guarantee: DigitbiteAI commits to maintaining at least a 99.5% uptime for its platforms and services. Scheduled maintenance windows will be communicated in advance and will not be included in the uptime calculation.
• Support and Response Times: Support for technical issues or service disruptions will be provided through email or our support portal. Our standard response times are within 24 hours for critical issues and within 48 hours for non-critical inquiries.
• Escalation Procedure: In case of unresolved service issues, clients may escalate to management by emailing support@digitbiteai.ae. We aim to resolve all escalated issues within 5 business days.

19. Service and Project Delivery Terms

• Scope of Work: The specific scope of work for each service provided will be outlined in a Service Agreement or Project Proposal document. Any changes to the scope of work must be agreed upon in writing and may incur additional charges.
• Delivery Timeline: Delivery timelines for each project will be agreed upon in the Service Agreement. Delays caused by the client (e.g., lack of necessary resources, approvals, or information) will result in corresponding extensions of the delivery timeline.
• Acceptance Criteria: Upon project completion, the client will have [X] days to review and provide feedback or approval. If no feedback is received within this period, the project will be considered accepted.

20. Non-Solicitation Clause

• During the term of this agreement and for a period of 12 months thereafter, the client agrees not to directly or indirectly solicit, hire, or engage any employee, contractor, or representative of DigitbiteAI involved in the delivery of services without prior written consent. Violation of this clause will result in a penalty fee equivalent to 12 months of the solicited individual’s annual compensation.

21. Compliance and Ethical Use

• Compliance with Laws: Clients must comply with all applicable laws and regulations related to the use of DigitbiteAI’s services, including data protection and intellectual property laws.
• Prohibited Use: Clients may not use DigitbiteAI’s services for any unlawful, unethical, or harmful activities, including but not limited to fraudulent transactions, unauthorized data collection, or distribution of malicious software.
• Ethical Use of AI: Clients agree not to use AI solutions provided by DigitbiteAI in a manner that violates ethical standards, human rights, or privacy laws. Any use of AI for discriminatory, illegal, or unethical purposes will result in immediate termination of services and potential legal action.

22. Non-Disclosure Agreement (NDA)

• Confidential Information: Any information shared between the client and DigitbiteAI that is designated as confidential, including business plans, technical specifications, or client data, shall be treated as confidential and not disclosed to third parties without prior written consent.
• Duration: The confidentiality obligations shall survive the termination of this agreement for a period of 3 years or as specified in a separate NDA document.

23. Force Majeure

• Definition: Neither party shall be liable for any delay or failure to perform its obligations under these terms if such delay or failure arises from a cause beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, governmental actions, or interruptions in telecommunications or electricity services.
• Notification and Resolution: The affected party shall promptly notify the other party of such an event and make reasonable efforts to mitigate its impact. Both parties shall discuss and agree on the next steps to resume normal operations.

24. Dispute Resolution and Arbitration

• Dispute Resolution: In the event of any disputes arising out of or relating to these terms, both parties agree to first attempt to resolve the dispute through good-faith discussions and negotiations.
• Arbitration: If the dispute cannot be resolved within 30 days of initiation, the parties agree to resolve the matter through binding arbitration in accordance with the rules of the [applicable arbitration body] in the UAE. The arbitration shall be conducted in English, and the decision of the arbitrator shall be final and binding on both parties.
• Legal Costs: Each party shall bear its own legal costs and expenses related to the arbitration, unless otherwise awarded by the arbitrator.

25. Severability

If any provision of these terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision will be limited to the minimum extent necessary, so that the remaining provisions of these terms will continue in full force and effect.

26. Entire Agreement

These terms and conditions, together with any Service Agreement, Project Proposal, or other related documents, constitute the entire agreement between the client and DigitbiteAI, superseding any prior agreements, communications, or understandings, whether written or oral, relating to the subject matter.

27. Assignment

DigitbiteAI reserves the right to assign or transfer its rights and obligations under these terms to any affiliate or successor entity in the event of a merger, acquisition, or sale of all or substantially all of its assets, provided that the client’s rights are not materially affected.

28. Notices

All notices, requests, or communications under these terms shall be in writing and shall be deemed given when delivered personally, sent by email, or sent by certified or registered mail, return receipt requested, to the receiving party’s contact information provided in the Service Agreement or as updated in writing.

29. Independent Contractors

The relationship between the client and DigitbiteAI is that of independent contractors. Nothing in these terms shall be construed to create any partnership, joint venture, or employment relationship between the parties.