Terms of Service

1. Introduction and Acceptance of Terms

Please read these Terms carefully before using any ClearBid product or service. By clicking “I Agree” at registration, or by submitting a lead capture form for any ClearBid service (which includes a statement that submission constitutes acceptance of these Terms), you enter into a binding legal agreement with Catalab Solutions LLP.

These Terms of Service (“Terms”) constitute a legally binding agreement between Catalab Solutions LLP, a limited liability partnership incorporated under Indian law (“Catalab”, “we”, “us”, or “our”), and you, the individual or organisation accessing or using any ClearBid product or service (“User”, “you”, or “your”).

ClearBid encompasses the following products and services operated by Catalab Solutions LLP:

• (a) ClearBid SaaS Platform – an AI-powered platform enabling businesses and organisations to search, analyse, and prepare tender documents for the Government e-Marketplace (“GeM”) and related procurement workflows (the “Platform”);
• (b) GeM Onboarding Service – a done-for-you registration service in which Catalab completes GeM portal registration on the User’s behalf;
• (c) Tender Intelligence Subscription – a standalone daily tender alert service providing matched GeM tender notifications to subscribers; and
• (d) Proposal Expert Service – a human expert-led service in which Catalab prepares bid documents for specific GeM tenders on the User’s behalf.

These Terms apply to all of the above products and services unless a specific provision states otherwise.

By clicking “I Agree” during SaaS Platform registration, or by submitting a lead capture form for any ClearBid service (which contains a statement that submission constitutes agreement to these Terms and the Privacy Policy), you confirm that:

• You have read, understood, and agree to be bound by these Terms and Catalab’s Privacy Policy (available on the Platform or marketing website);
• You are at least 18 years of age;
• You are accessing the product or service on behalf of a legally registered business entity (including a private limited company, LLP, partnership, proprietorship, or other recognised form) and have the authority or proper authorisation from that entity to bind it to these Terms; and
• The organisation on whose behalf you are registering or engaging agrees to be bound by these Terms and accepts full legal responsibility for all actions taken through the account or engagement, including actions by employees or other authorised users acting on its behalf.

If you do not agree to these Terms, you must not access or use any ClearBid product or service.

2. Definitions

The following terms have the meanings set out below, in addition to any terms defined elsewhere in this agreement:

3. User Eligibility and Authority

3.1 All ClearBid products and services are available exclusively to business entities registered in India. Individual consumers registering in a personal capacity (unconnected to any business entity) are not permitted to use any ClearBid product or service.

3.2 By registering or engaging with any ClearBid product or service, you represent and warrant that:

• You are a duly authorised representative, employee, officer, or partner of the Organisational User;
• The Organisational User has authorised you, whether expressly or through your employment or role, to access the Platform or engage with a ClearBid service and bind the Organisational User to these Terms;
• The Organisational User is a validly incorporated or registered business entity under applicable Indian law; and
• All information provided during registration or engagement is accurate, complete, and current.

3.3 By completing registration or submitting a lead capture form on behalf of an Organisational User, both you and the Organisational User jointly agree to be bound by these Terms. The Organisational User bears full and primary liability for all activities conducted through any Account or service engagement registered under its name, including activities by employees or other persons who may not have had explicit authority to act on its behalf. Catalab shall not be required to verify the internal authority of any individual registering on behalf of an Organisational User.

3.4 If you are found to have registered or engaged without authority, the Organisational User remains bound to these Terms to the extent it has received, benefited from, or ratified the use of any ClearBid product or service. You agree to indemnify Catalab against any claims arising from unauthorised registration or engagement on your part.

4. Account Registration and Security

4.1 Access to the SaaS Platform requires registration for an Account using a valid email address and password, or mobile number and password. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your Account.

4.2 The GeM Onboarding Service, Tender Intelligence Subscription, and Proposal Expert Service are engaged through lead capture forms on the ClearBid marketing website and do not require SaaS Platform Account registration, unless the User also subscribes to the SaaS Platform separately.

4.3 You must notify Catalab immediately at the contact details in Section 17 if you suspect any unauthorised access to or use of your Account. Catalab shall not be liable for any loss or damage arising from your failure to protect your login credentials.

4.4 You may not share your Account credentials with any third party outside your Organisational User, or create multiple Accounts to circumvent Plan limits or any restrictions imposed by Catalab.

4.5 Catalab reserves the right to refuse registration or cancel an Account at its sole discretion, including where it reasonably suspects misrepresentation, fraud, or violation of applicable law.

5. Pricing and Payment

All prices listed below are exclusive of applicable Goods and Services Tax (GST) unless stated otherwise. GST at the applicable rate will be charged in addition to all listed prices.

5.1 GeM Onboarding Service

The GeM Onboarding Service is offered at a one-time fee of ₹2,499 plus GST.

This service covers the completion of GeM portal registration on the User’s behalf by Catalab’s team, following receipt of all required documents from the User. The service does not include GeM portal approval, which is governed solely by the Government e-Marketplace and is entirely outside Catalab’s control. Catalab’s delivery obligation is limited to the submission of a complete and accurate registration application to the GeM portal within two working days of receiving all required documents from the User.

5.2 Tender Intelligence Subscription

Tender Intelligence is a standalone daily GeM tender alert service. It is not linked to or bundled with the SaaS Platform. The following subscription plans are available:

Subscription access commences on the date of payment confirmation and runs for the duration of the selected plan. There is no free trial. Unused subscription period does not carry forward and is not refunded upon cancellation or early termination.

5.3 Proposal Expert Service

The Proposal Expert Service is a human expert-led bid document preparation service offered on a per-tender basis. It does not use artificial intelligence systems. Pricing starts at ₹4,999 plus taxes and is determined by the complexity of the tender, the volume of documents required, and the scope of preparation work involved. The applicable fee for a specific engagement will be communicated to the User prior to payment.

Upon purchase, a Catalab expert will prepare the required bid documents for the selected tender based on the documents and information provided by the User. The Proposal Expert Service constitutes a document preparation service only and does not constitute a legal opinion, eligibility certification, or guarantee of tender acceptance or award.

The Proposal Expert Service requires a minimum lead time of three working days before the tender submission deadline. Catalab cannot guarantee timely completion for engagements initiated with less than three working days remaining before the deadline.

5.4 SaaS Platform Plans

The SaaS Platform is available on monthly billing cycles under the following Plans. The Explorer Plan is currently available at an early bird promotional price for a limited period defined by Catalab at its sole discretion. The standard monthly price applies from the date the promotional period ends.

All Plans are billed monthly. There is no annual billing option. There is no free plan.

5.5 Credits (SaaS Platform)

Credits are the unit of consumption on the SaaS Platform. Credits are deducted each time a User initiates a platform feature, as follows:

These can be changed by Catalab, without any prior notice. Credits are allocated at the start of each monthly billing cycle. For existing SaaS Platform subscribers on active paid Plans: Catalab will provide a minimum of thirty days’ written notice (by email to the registered account address or by in-Platform notification). Unused credits expire at the end of that cycle and do not carry forward under any circumstances.

5.6 Payment Processing

All payments are processed by Razorpay Software Private Limited (“Razorpay”), a PCI-DSS compliant payment gateway incorporated in India. By making a payment, you also agree to Razorpay’s terms of service. Catalab does not store your credit card, debit card, UPI, or netbanking credentials on its servers.

GST at the applicable rate will be charged in addition to all listed prices. You are responsible for providing accurate GSTIN details for invoicing. Catalab will issue GST-compliant invoices for all paid Plans and service engagements.

5.7 Price Changes

For new subscribers and new service engagements: Catalab reserves the right to change the pricing of any Plan or service at any time and without prior notice, effective for new subscriptions and engagements from the date of change.

For existing SaaS Platform subscribers on active paid Plans: Catalab will provide a minimum of thirty days’ written notice (by email to the registered account address or by in-Platform notification) before any price change applies to a renewal of an existing subscription. If you do not wish to continue at the revised price, you may cancel your subscription before the renewal date as described in Section 11.

5.8 Refund Policy

All payments made to Catalab for any ClearBid product or service are non-refundable. This applies without exception to:

• The GeM Onboarding Service fee, including where GeM portal approval is delayed, denied, or not obtained for any reason outside Catalab’s control;
• Tender Intelligence Subscription fees for any unused portion of a subscription period, including upon early cancellation;
• Proposal Expert Service fees, including where the tender submission is rejected, disqualified, or unsuccessful for any reason; and
• SaaS Platform monthly Subscription Fees, whether or not the subscription or Credits are used in full during the billing period.

Catalab may, at its sole discretion and as an exception to this policy, offer account credits in cases of verified platform-side errors. Such credits are non-transferable and have no cash value.

5.9 Subscription Lapse

If a paid SaaS Platform subscription is not renewed or a payment fails, the User’s access to Platform features will be suspended. The User retains read-only access to account data and previously generated outputs but will not be able to initiate new Platform workflows or consume Credits until a valid subscription is reinstated.

6. Platform Features, Scope, and Limitations

6.1 The SaaS Platform provides AI-powered tools to assist Organisational Users in searching, analysing, and preparing tender documents for GeM and related procurement workflows. The features and limitations described in this Section apply exclusively to the SaaS Platform and do not govern the GeM Onboarding Service, Tender Intelligence Subscription, or Proposal Expert Service.

6.2 The Platform’s features include, depending on the User’s Plan and available Credits:

• Tender search and discovery from the live GeM tender board;
• AI-assisted tender analysis and summary;
• Eligibility matching between the User’s organisational profile and selected tender criteria (see Section 6.4); and
• AI-assisted proposal generation.

6.3 The Platform does not integrate directly with the GeM portal for submission purposes. All tender submissions to GeM or any other Government portal must be made independently by the User. Catalab is not responsible for any act or omission in connection with submission to any external portal.

6.4 Compatibility Scoring – Disclaimer.The Platform includes a feature that generates a compatibility score between the User’s organisational profile and the eligibility criteria of a selected tender. This score is provided for informational and self-assessment purposes only. It does not constitute:

• A legal determination of the User’s eligibility to participate in any tender;
• A representation by Catalab that the User meets or will meet any tender’s requirements;
• A recommendation to submit or not submit a tender; or
• A compliance assessment or legal opinion of any kind.

All tendering decisions remain solely with the User.

7. User Content, Outputs, and Intellectual Property

7.1 Ownership of User Content

You and your Organisational User retain full ownership of all User Content uploaded or submitted to the Platform or provided to Catalab in connection with any service. Catalab does not claim any ownership interest in your Tender Documents, financial information, or other materials you upload or provide. Catalab’s access to User Content is solely for the purpose of delivering the relevant product or service, as described in these Terms and the Privacy Policy.

7.2 Ownership of User Outputs

User Outputs – meaning the tender documents, bid summaries, analyses, pre-bid query drafts, and proposal documents generated by the Platform or by Catalab using your User Content – are owned by you and your Organisational User. Catalab operates as a facilitator and tool provider and does not claim authorship or ownership of User Outputs.

7.3 Licence Granted by User to Catalab

By uploading User Content and using the Platform or engaging any ClearBid service, you grant Catalab a non-exclusive, royalty-free, worldwide licence to:

• Access, process, analyse, and use your User Content and User Outputs to deliver the relevant product or service to you;
• Transmit User Content to AI Providers as necessary to power SaaS Platform AI features (see Section 8 and the Privacy Policy);
• Use User Content and derived insights to train, develop, and improve Catalab’s proprietary AI models (subject to your right to withdraw consent for this purpose, as described in the Privacy Policy); and
• Use your Organisational User’s name, logo, and a general description of your use case for Catalab’s marketing and promotional materials, including on the ClearBid website, pitch materials, and social media (subject to Section 7.4).

7.4 Marketing Use – Opt-Out

Catalab’s right to use your Organisational User’s name and logo for marketing purposes (Section 7.3(d)) is subject to an opt-out right. You may opt out at any time by submitting a written request to the contact details in Section 17. Catalab will remove your organisation’s name and logo from active marketing materials within 14 business days of receiving a valid opt-out request. This opt-out does not affect Catalab’s other rights under Section 7.3.

7.5 Ownership of Catalab Content

All right, title, and interest in and to the Platform, including its underlying software, AI models, prompt architecture, proprietary scoring algorithms, workflows, interface design, and all associated intellectual property, are and remain exclusively owned by Catalab Solutions LLP. Nothing in these Terms grants you any ownership right, licence (except as expressly stated), or other interest in Catalab Content. You may not copy, reproduce, modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on any Catalab Content.

8. AI-Powered Features – Disclosures and Disclaimers

The disclosures in this Section apply exclusively to the SaaS Platform. The GeM Onboarding Service, Tender Intelligence Subscription, and Proposal Expert Service do not use artificial intelligence systems. All work performed under those three services is carried out by human members of the Catalab team.

8.1 Accuracy Disclaimer

AI-generated content on the SaaS Platform – including but not limited to tender analyses, eligibility match results, and proposal drafts – may contain errors, omissions, or inaccuracies. Catalab does not warrant that any AI-generated content is accurate, complete, current, fit for any particular purpose, or suitable for submission to any tender or procurement authority. You are solely responsible for reviewing, verifying, and editing all AI-generated content before use or submission.

8.2 No Guarantee of Tender Success

Use of the Platform, or of any ClearBid service, does not guarantee that any tender created, assembled, or reviewed through the Platform or any service will be accepted, shortlisted, awarded, or otherwise successful. Catalab expressly disclaims all liability for the outcome of any tender process, including rejection, disqualification, or non-award.

8.3 Third-Party AI Providers

The SaaS Platform routes User Content through AI Providers (OpenAI, Anthropic, and Google Gemini) to power its features. The system may fall back from one AI Provider to another depending on availability. This routing is managed by Catalab’s backend systems. By using the Platform, you consent to your User Content being processed by these AI Providers as necessary to deliver the SaaS Platform service. Catalab’s data handling practices with respect to AI Providers are described in the Privacy Policy.

8.4 No Liability for GeM or Government Portal Actions

Catalab has no affiliation with, control over, or responsibility for the Government e-Marketplace, any Government procurement authority, or any other external portal. Catalab disclaims all liability for:

• Any changes to GeM’s rules, criteria, portal design, or submission requirements that affect the accuracy or usability of Platform outputs or service deliverables;
• GeM portal downtime, technical errors, or rejection of submissions for technical reasons unrelated to document quality;
• Any Government authority’s decision regarding a tender, including disqualification, rejection, or award; and
• Changes in Government policy, procurement law, or GeM regulations after the date of tender document generation or service delivery.

8.5 User Review Obligation

All AI-generated outputs on the SaaS Platform must be reviewed by the User before submission to any portal or authority. Catalab disclaims all liability for losses, claims, or damages arising from a User’s submission of AI-generated content that has not been independently reviewed for accuracy, completeness, or compliance with applicable requirements.

9. Prohibited Use

You agree not to use any ClearBid product or service, directly or indirectly, for any of the following:

• Submitting or facilitating the submission of fraudulent tenders, forged documents, misrepresented credentials, or any information that is materially false or misleading to any Government authority, procurement body, or counterparty;
• Using any ClearBid product or service to create tender documents that misrepresent the financial standing, technical qualifications, experience, or eligibility of your Organisational User for any tender;
• Reverse engineering, decompiling, disassembling, or attempting to derive the source code, AI model weights, prompt structures, or proprietary logic of the Platform;
• Scraping, crawling, or systematically extracting any data, content, or outputs from the Platform using automated tools, bots, or scripts not authorised by Catalab;
• Reselling, sublicensing, white-labelling, or otherwise providing Platform access or service outputs to third parties outside your Organisational User, without Catalab’s prior written consent;
• Using Platform outputs or service deliverables for purposes other than the Organisational User’s own tendering activities, including commercialising or distributing outputs to third parties;
• Attempting to circumvent Plan usage limits, Credit limits, access controls, or billing mechanisms;
• Uploading malicious code, viruses, or harmful content to the Platform;
• Interfering with or disrupting the Platform’s infrastructure, servers, or networks; or
• Using any ClearBid product or service in any manner that violates applicable Indian law, including but not limited to the Prevention of Corruption Act, the Indian Penal Code (as amended), procurement regulations, and any Government directives applicable to GeM tendering.

Catalab reserves the right to suspend or terminate any Account or service engagement where it has reasonable grounds to suspect a violation of this Section, without prejudice to any other rights or remedies available to it.

10. Data, Privacy, and Security

10.1 Your use of any ClearBid product or service involves the collection, storage, and processing of User Content, including sensitive financial and business data. Catalab’s handling of personal and business data is governed by the Privacy Policy, which forms part of these Terms and is incorporated herein by reference. By accepting these Terms, you confirm that you have read and accepted the Privacy Policy.

10.2 You are responsible for ensuring that your Organisational User has the necessary rights, consents, and authorisations to upload to the Platform or provide to Catalab any data pertaining to third parties – including employees, signatories, or counterparties – whose personal data may be contained in Tender Documents. Catalab is not responsible for any third-party data protection claims arising from your upload or submission of such data.

10.3 Catalab implements security measures as described in the Privacy Policy. However, no system is completely secure, and Catalab does not warrant that the Platform will be immune from unauthorised access, cyberattacks, or data breaches. Catalab’s liability in the event of a security incident is limited as set out in Section 13.

11. Term, Suspension, and Termination

11.1 Term

These Terms commence on the date you click “I Agree” at SaaS Platform registration, or on the date you submit a lead capture form for any ClearBid service, and continue until your Account or service engagement is terminated by either party in accordance with this Section.

11.2 Termination by User

You may terminate your SaaS Platform Account at any time through the Account settings on the Platform. Prior to initiating deletion, the Platform will provide you with the opportunity to export your profile data and User Outputs. Following your deletion request:

• Catalab will initiate the deletion of your account and associated data within five to seven working days;
• Termination does not entitle you to a refund of any prepaid Subscription Fees for the remainder of the billing period; and
• Data retention obligations following termination are governed by the Privacy Policy.

For service line engagements (GeM Onboarding Service, Tender Intelligence Subscription, Proposal Expert Service), the engagement concludes upon service delivery or subscription expiry as applicable. Termination of a service engagement does not entitle you to a refund.

11.3 Termination by Catalab

Catalab may terminate or suspend your Account or any service engagement immediately, with or without prior notice, in any of the following circumstances:

• Material breach of any provision of these Terms, including but not limited to violations of Section 9 (Prohibited Use);
• Non-payment of fees or other amounts due;
• Receipt of a court order or binding regulatory direction requiring the suspension or termination of your Account or the cessation of service to your Organisational User;
• Any finding or credible allegation that your Organisational User is engaged in illegal activity under applicable Indian law, including fraud, corruption, or procurement irregularity; or
• Any other circumstance in which Catalab determines, at its reasonable discretion, that continued provision of any ClearBid product or service to you poses legal, regulatory, or reputational risk to Catalab.

11.4 Suspension Pending Investigation

Catalab reserves the right to suspend your Account or service engagement, without terminating it, while it investigates a potential or alleged breach of these Terms or applicable law. During suspension, you will not be able to access Platform features or receive service deliverables. Catalab will endeavour to complete any such investigation promptly and will notify you of the outcome. If the investigation results in a finding of no breach, your Account will be reinstated and any subscription period lost during suspension may be credited at Catalab’s discretion.

11.5 Effect of Termination

Upon termination of your Account or service engagement for any reason:

• Your right to access and use the Platform or receive service deliverables ceases immediately;
• User Outputs generated during the Account’s active period may be exported by the User prior to initiating deletion, as described in Section 11.2;
• Catalab will retain and delete data in accordance with the Privacy Policy; and
• All provisions of these Terms that by their nature should survive termination (including Sections 7, 8, 9, 12, 13, 14, 15, and 16) shall continue in force.

12. Platform Availability and Maintenance

12.1 Catalab will use commercially reasonable efforts to make the Platform available. However, Catalab makes no representation, warranty, or commitment regarding platform uptime, availability, or performance. The Platform is provided on a best-efforts basis and no service level agreement (SLA) is offered under these Terms.

12.2 Catalab reserves the right to perform scheduled maintenance on the Platform, which may result in temporary unavailability. Catalab will endeavour to provide at least two to three working days’ prior notice of planned maintenance by displaying a notification or announcement on the Platform or marketing website. Where emergency maintenance is required, notice may not be possible.

12.3 The Platform’s AI features depend on the availability of third-party AI Providers (OpenAI, Anthropic, Google Gemini). Catalab is not liable for Platform unavailability or degraded performance caused by downtime, errors, or service changes on the part of these providers.

12.4 Catalab reserves the right to modify, discontinue, or remove any feature of the Platform at any time, with or without notice, provided that where a material feature is discontinued, Catalab will endeavour to provide reasonable advance notice to active subscribers.

13. Disclaimers, Limitation of Liability, and Indemnification

13.1 Disclaimer of Warranties

THE PLATFORM AND ALL CLEARBID SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CATALAB EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE, AND NON-INFRINGEMENT. CATALAB DOES NOT WARRANT THAT THE PLATFORM WILL BE ERROR-FREE, UNINTERRUPTED, SECURE, OR FREE FROM DEFECTS.

13.2 Limitation of Liability

To the fullest extent permitted by applicable Indian law, Catalab’s total aggregate liability to you or your Organisational User arising out of or in connection with these Terms, the Platform, or any service provided hereunder – whether in contract, tort (including negligence), breach of statutory duty, or otherwise – shall not exceed the total fees actually paid by you to Catalab in the three calendar months immediately preceding the event giving rise to the claim.

For the Proposal Expert Service, Catalab’s liability is additionally limited to the fee paid for the specific engagement in respect of which the claim arises.

13.3 Exclusion of Consequential Damages

In no event shall Catalab be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including but not limited to:

• Loss of profits, revenue, or anticipated savings arising from a failed or rejected tender;
• Loss of business opportunity or contracts not awarded;
• Reputational harm arising from a tender submission or outcome;
• Loss or corruption of data; or
• Any damages arising from Catalab’s reliance on AI-generated content that was not independently reviewed by the User.

These exclusions apply regardless of whether Catalab has been advised of the possibility of such damages.

13.4 User Indemnification

You and your Organisational User agree to indemnify, defend, and hold harmless Catalab Solutions LLP and its partners, employees, agents, and representatives from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to:

• Your breach of any provision of these Terms;
• The submission of fraudulent, forged, misrepresented, or legally non-compliant documents through the Platform or to Catalab in connection with any service;
• Any third-party claim arising from your use of User Outputs, including tender submissions;
• Your infringement of any third party’s intellectual property, data protection, or other rights in connection with User Content you upload or provide; or
• Your violation of any applicable law, regulation, or Government directive in connection with your use of any ClearBid product or service.

This indemnification obligation shall survive the termination of your Account and these Terms.

14. Force Majeure

Catalab shall not be liable for any failure or delay in performing its obligations under these Terms to the extent that such failure or delay is caused by circumstances beyond Catalab’s reasonable control, including but not limited to:

• Acts of God, natural disasters, earthquakes, floods, or pandemics;
• Government-mandated shutdowns, regulatory orders, or changes in law affecting the Platform’s operation;
• Service outages, disruptions, or policy changes by AI Providers (OpenAI, Anthropic, Google) or cloud infrastructure providers;
• Cyberattacks, denial-of-service attacks, or security incidents affecting Catalab’s infrastructure; or
• Industrial disputes, strikes, or civil unrest.

Catalab will notify Users of any material force majeure event affecting Platform or service availability as soon as reasonably practicable and will endeavour to restore normal service promptly.

15. Dispute Resolution

15.1 Informal Resolution

In the event of any dispute, claim, or controversy arising out of or relating to these Terms or any ClearBid product or service (“Dispute”), both parties agree to first attempt to resolve the Dispute informally. The aggrieved party shall notify the other party in writing, setting out the nature of the Dispute and the relief sought. The parties shall negotiate in good faith for a period of thirty days from the date of such notice (“Negotiation Period”) before pursuing any other remedy.

15.2 Arbitration

If the Dispute is not resolved within the Negotiation Period, it shall be referred to and finally resolved by binding arbitration in accordance with the Arbitration and Conciliation Act, 1996 (as amended), on the following terms:

• The arbitration shall be conducted by a sole arbitrator, mutually appointed by the parties within 15 days of the expiry of the Negotiation Period. If the parties fail to agree on an arbitrator, the appointment shall be made in accordance with the provisions of the Arbitration and Conciliation Act, 1996.
• The seat and venue of arbitration shall be Chennai, Tamil Nadu, India.
• The language of arbitration proceedings shall be English.
• The arbitral award shall be final and binding on both parties.
• Nothing in this Section prevents either party from seeking urgent interim or injunctive relief from a court of competent jurisdiction where necessary to prevent irreparable harm.

15.3 Governing Law and Jurisdiction

These Terms and all matters arising out of or relating to them shall be governed by and construed in accordance with the laws of the Republic of India. Subject to the arbitration clause in Section 15.2, the courts located in Chennai, Tamil Nadu, India shall have exclusive jurisdiction over any Dispute that proceeds to litigation.

16. General Provisions

16.1 Entire Agreement

These Terms, together with the Privacy Policy and any additional terms applicable to specific features or services, constitute the entire agreement between you and Catalab with respect to all ClearBid products and services and supersede all prior negotiations, representations, warranties, and understandings.

16.2 Amendments

Catalab reserves the right to amend these Terms at any time. Where changes are material, Catalab will notify active Users by email or in-Platform notification at least fourteen days before the revised Terms take effect. Your continued use of the Platform or any ClearBid service after the effective date of any amendment constitutes acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using all ClearBid products and services and may terminate your Account as described in Section 11.2.

16.3 Severability

If any provision of these Terms is found by a court or arbitrator to be invalid, unlawful, or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

16.4 Waiver

Catalab’s failure to enforce any provision of these Terms on any occasion shall not constitute a waiver of its right to enforce that provision on any other occasion or its right to enforce any other provision.

16.5 Assignment

You may not assign, transfer, or sub-license your rights or obligations under these Terms without Catalab’s prior written consent. Catalab may assign its rights and obligations under these Terms to any successor entity in the event of a merger, acquisition, or sale of substantially all of its assets, without your consent, provided that the successor entity assumes all of Catalab’s obligations hereunder.

16.6 Marketing Use of Customer Identity

As set out in Section 7.4, Catalab may use your Organisational User’s name and logo in its marketing materials unless you have submitted a valid opt-out request. By accepting these Terms, your Organisational User consents to this use on an opt-out basis.

16.7 Notices

All formal notices to Catalab under these Terms must be sent in writing to the contact details set out in Section 17. Catalab may send notices to you at the email address registered on your Account or used in connection with your service engagement. Notices sent by email are deemed received on the next business day after transmission.

16.8 Relationship of Parties

Nothing in these Terms creates a partnership, joint venture, agency, franchise, or employment relationship between you and Catalab. You are an independent user of the Platform and services and have no authority to bind Catalab in any way.

16.9 Language

These Terms are executed in the English language. In the event of any inconsistency between the English version and any translation, the English version shall prevail.

17. Contact Information

For any questions, complaints, or notices under these Terms, please contact Catalab Solutions LLP at: