Terms and Conditions

These Terms and Conditions ("Terms") constitute a legally binding agreement between you, whether personally or on behalf of an entity ("you", "your", "Customer"), and Unblunt Solutions Pvt. Ltd., a company incorporated under the Companies Act, 2013, having its registered office at Jaipur, Rajasthan, India ("Company", "we", "us", "our"), governing your access to and use of the Metriqual platform, its application programming interfaces, dashboards, documentation, and any related services (collectively, the "Service").

By accessing, registering for, or using the Service, or by clicking to accept these Terms where that option is made available to you, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree, you must not access or use the Service. If you are entering into these Terms on behalf of an organisation, you represent and warrant that you have the authority to bind that organisation, and "you" refers to that organisation.

• Account means the registered account through which you access and use the Service.
• BYOK or Bring Your Own Key means the architecture whereby you provide your own credentials, API keys, or access tokens for Third-Party Providers, which the Service uses on your behalf to route requests.
• Customer Data means all data, content, prompts, inputs, outputs, files, and other information that you or your end users submit to, transmit through, or generate using the Service, including conversation history.
• Documentation means the user guides, technical documentation, and usage policies made available by us for the Service.
• Third-Party Provider means any third-party model provider, inference host, or infrastructure vendor (including large language model and multimodal model providers) to which the Service routes requests.
• Provider Keys means the API keys, tokens, or credentials issued to you by a Third-Party Provider and supplied by you to the Service under the BYOK model.
• Fees means all charges payable by you for access to and use of the Service as set out in the applicable plan, order, or pricing page.
• Order or Subscription means the specific plan, tier, or purchase you select for the Service.

2.1. You must be at least eighteen (18) years of age and capable of forming a legally binding contract to use the Service.

2.2. You must not be barred from receiving the Service under the laws of India or any other applicable jurisdiction, and you must not be located in, or a resident of, any country or territory subject to comprehensive trade sanctions or embargoes that would prohibit your use of the Service.

2.3. By using the Service, you represent and warrant that you meet all eligibility requirements set out in these Terms.

3.1. To use the Service, you must register for an Account and provide accurate, current, and complete information. You agree to keep this information updated.

3.2. You are responsible for maintaining the confidentiality of your Account credentials, Provider Keys, and any API keys issued by us, and for all activities that occur under your Account, whether or not authorised by you.

3.3. You must notify us promptly at security@metriqual.com of any unauthorised use of your Account or any other breach of security. We are not liable for any loss or damage arising from your failure to comply with this Section.

3.4. We reserve the right to suspend, disable, or reclaim any Account or username at our discretion, including where we reasonably believe the Account has been used in violation of these Terms.

4.1. Metriqual is a multimodal model gateway that routes, orchestrates, and manages requests to one or more Third-Party Providers, offering features that may include automatic failover, conversation-history-preserving failover, load balancing, and unified access to multiple providers through a single interface.

4.2. The Service acts as an intermediary layer between you and Third-Party Providers. We do not create, host, or control the underlying models offered by Third-Party Providers, and the availability, performance, pricing, and output of those models are determined by the respective Third-Party Providers.

4.3. We may, from time to time, add, modify, remove, or discontinue features, integrations, or supported Third-Party Providers. We will use commercially reasonable efforts to notify you of material changes that adversely affect your use of the Service.

4.4. The Service is provided on a business-to-business basis and is intended for use by developers, businesses, and organisations integrating model capabilities into their own applications and agents.

5.1. Under the BYOK model, you may supply your own Provider Keys to enable the Service to route requests to Third-Party Providers on your behalf. You are solely responsible for obtaining, maintaining, and paying for your own accounts, subscriptions, and usage with each Third-Party Provider.

5.2. Your use of any Third-Party Provider through the Service is subject to that provider's own terms of service, acceptable use policies, and privacy policies. You are responsible for reviewing and complying with those terms. We are not a party to and are not responsible for your agreements with Third-Party Providers.

5.3. We will use commercially reasonable technical and organisational measures to protect Provider Keys, including encryption in transit and at rest. However, you acknowledge that you supply Provider Keys at your own risk, and you remain responsible for rotating, revoking, and managing the scope and permissions of those keys.

5.4. We are not responsible for any charges, rate limits, suspensions, or actions taken against you by a Third-Party Provider, including charges arising from failover routing, retries, or usage that exceeds your intended limits.

5.5. Failover and routing behaviour, including conversation-history-preserving failover, may cause a single request to be sent to more than one Third-Party Provider. You acknowledge and accept this behaviour, including any resulting duplication of usage or charges by Third-Party Providers.

6.1. You agree not to use the Service, and not to permit any end user to use the Service, to:

• violate any applicable law, regulation, or third-party right, including intellectual property, privacy, publicity, or contractual rights;
• generate, distribute, or facilitate the creation of unlawful, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable content;
• produce or disseminate child sexual abuse material, content that sexualises minors, or any content that exploits or endangers children;
• engage in or promote violence, terrorism, self-harm, or the creation of weapons, malware, or other tools intended to cause harm;
• attempt to gain unauthorised access to, interfere with, disrupt, or compromise the integrity or security of the Service, our systems, or any Third-Party Provider's systems;
• reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or underlying structure of the Service, except to the extent such restriction is prohibited by applicable law;
• resell, sublicense, or provide the Service to third parties except as expressly permitted under your plan, or use the Service to build a competing product;
• circumvent, disable, or interfere with usage limits, rate limits, billing mechanisms, or security features of the Service;
• transmit any viruses, worms, or malicious code, or use the Service to conduct denial-of-service attacks; or
• use the Service in any manner that violates the acceptable use policies of any Third-Party Provider routed through the Service.

6.2. We reserve the right, but are not obligated, to investigate and take appropriate action against anyone who violates this Section, including removing content, suspending or terminating Accounts, and reporting unlawful activity to relevant authorities.

7.1. As between you and us, you retain all right, title, and interest in and to your Customer Data. You grant us a limited, non-exclusive, worldwide, royalty-free licence to host, process, transmit, and route your Customer Data solely as necessary to provide, maintain, secure, and improve the Service and to enable features such as failover and conversation-history preservation.

7.2. You are solely responsible for your Customer Data, including its legality, accuracy, and your right to submit it to the Service and to Third-Party Providers. You represent and warrant that you have obtained all necessary rights, consents, and permissions to submit your Customer Data and to allow us to process it as described in these Terms and our Privacy Policy.

7.3. You are responsible for maintaining appropriate backups of your Customer Data. While we take reasonable measures to preserve data integrity, we do not guarantee against loss and are not liable for any loss or corruption of Customer Data except to the extent directly caused by our gross negligence or wilful misconduct.

7.4. We process personal data contained within Customer Data in accordance with our Privacy Policy and, where applicable, a Data Processing Agreement between the parties.

8.1. You agree to pay all Fees applicable to your Order or plan. Fees are stated exclusive of taxes unless otherwise indicated. You are responsible for all applicable taxes, duties, and government levies, including any goods and services tax (GST) or withholding tax, other than taxes based on our net income.

8.2. Unless otherwise agreed in writing, Fees are billed in advance on a recurring basis according to your billing cycle and are non-refundable except as expressly stated in these Terms or required by law.

8.3. You authorise us and our payment processors to charge your designated payment method for all Fees. If a payment fails, we may retry the charge and may suspend or terminate your access to the Service until payment is received.

8.4. We may change our Fees or introduce new charges upon prior notice. Changes will take effect at the start of your next billing cycle. Your continued use of the Service after the change takes effect constitutes acceptance of the new Fees.

8.5. Fees payable to us are separate from and in addition to any charges you incur directly with Third-Party Providers under the BYOK model. We are not responsible for Third-Party Provider charges.

8.6. Any amounts not paid when due may accrue interest at the rate of 1.5% per month or the maximum rate permitted by applicable law, whichever is lower, from the due date until paid in full.

9.1. Subscriptions commence on the date you activate your plan and continue for the period specified in your Order, renewing automatically for successive periods of equal length unless cancelled.

9.2. You may cancel your Subscription at any time through your Account settings or by contacting gopal@metriqual.com. Cancellation takes effect at the end of the then-current billing cycle, and you will retain access to the Service until that time.

9.3. Except as expressly provided in these Terms or required by applicable law, Fees already paid are non-refundable, and cancellation does not entitle you to a refund of prepaid Fees for the remainder of the current billing cycle. Full details are in our Cancellation & Refund Policy.

10.1. The Service, including all software, source code, algorithms, user interfaces, designs, text, graphics, logos, trademarks, and Documentation, and all intellectual property rights therein, are and remain the exclusive property of the Company and its licensors. The names "Metriqual" and "Unblunt Solutions" and associated logos are trademarks of the Company.

10.2. Subject to your compliance with these Terms and payment of applicable Fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Service for your internal business purposes during the term of your Subscription.

10.3. No rights are granted to you other than as expressly set out in these Terms. All rights not expressly granted are reserved by the Company.

10.4. If you provide us with any feedback, suggestions, or ideas regarding the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free licence to use and incorporate such feedback into the Service without any obligation to you.

11.1. The Service may integrate with, link to, or interoperate with Third-Party Providers and other third-party services. Your use of such third-party services is governed by their own terms and policies, and we are not responsible for their content, availability, performance, or practices.

11.2. We make no representations or warranties regarding any Third-Party Provider or third-party service, and we disclaim all liability arising from your use of them.

12.1. We will use commercially reasonable efforts to make the Service available, but we do not warrant that the Service will be uninterrupted, error-free, or continuously available. The Service is dependent in part on the availability and performance of Third-Party Providers, which we do not control.

12.2. We may suspend access to the Service, in whole or in part, for scheduled maintenance, emergency maintenance, security reasons, or where required by law. We will use reasonable efforts to provide advance notice of planned downtime where practicable.

12.3. Any service level commitments, if offered, will be set out in a separate Service Level Agreement. In the absence of such an agreement, the Service is provided without any uptime or availability guarantee.

13.1. Each party may have access to confidential information of the other party, including non-public business, technical, and financial information. Each party agrees to protect the other's confidential information with at least the same degree of care it uses to protect its own, and to use it only to perform its obligations under these Terms.

13.2. Confidentiality obligations do not apply to information that is or becomes publicly available through no fault of the receiving party, was rightfully known before disclosure, is independently developed, or is rightfully received from a third party without restriction. A party may disclose confidential information where required by law, provided it gives reasonable notice where legally permitted.

14.1. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

14.2. We do not warrant that the Service will meet your requirements, that outputs generated through Third-Party Providers will be accurate, reliable, complete, lawful, or fit for any particular purpose, or that defects will be corrected.

14.3. You acknowledge that outputs generated by models routed through the Service may be inaccurate, incomplete, offensive, or otherwise unsuitable, and that you are solely responsible for evaluating and verifying such outputs before relying on them. You must not rely on the Service as a substitute for professional advice.

14.4. No advice or information, whether oral or written, obtained from us or through the Service creates any warranty not expressly stated in these Terms.

15.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

15.2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF THE COMPANY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY YOU TO THE COMPANY FOR THE SERVICE IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

15.3. Without limiting the foregoing, we shall have no liability for any damages arising from the acts, omissions, availability, performance, pricing, or output of any Third-Party Provider, or from charges you incur with Third-Party Providers.

15.4. The limitations in this Section apply to the fullest extent permitted by law and shall survive termination of these Terms. Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited.

16.1. You agree to defend, indemnify, and hold harmless the Company and its directors, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or related to: (a) your use or misuse of the Service; (b) your Customer Data; (c) your violation of these Terms or any applicable law; (d) your violation of any third-party right, including any Third-Party Provider's terms; or (e) any dispute between you and a Third-Party Provider or your end users.

16.2. We reserve the right, at our own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you, in which case you agree to cooperate with our defence of such claim.

17.1. These Terms take effect when you first accept them or use the Service and continue until terminated in accordance with this Section.

17.2. We may suspend or terminate your access to the Service, in whole or in part, immediately and without prior notice, if you breach these Terms, if we are required to do so by law, if a Third-Party Provider requires it, or if we reasonably believe your use poses a security, legal, or reputational risk.

17.3. Either party may terminate these Terms for convenience by cancelling the Subscription in accordance with Section 9 or by providing written notice, subject to any minimum commitment set out in your Order.

17.4. Upon termination, your right to access and use the Service ceases immediately. We may delete your Customer Data and Provider Keys following termination, subject to any retention obligations described in our Privacy Policy or required by law. You are responsible for exporting any Customer Data you wish to retain before termination.

17.5. Sections that by their nature should survive termination, including those relating to intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, and governing law, shall survive.

18.1. We may modify these Terms from time to time. If we make material changes, we will notify you by posting the updated Terms with a revised effective date and, where appropriate, by other reasonable means such as email or in-product notice.

18.2. Your continued use of the Service after the updated Terms take effect constitutes your acceptance of the revised Terms. If you do not agree to the changes, you must stop using the Service and may cancel your Subscription.

19.1. These Terms and any dispute arising out of or in connection with them are governed by and construed in accordance with the laws of India, without regard to conflict-of-law principles.

19.2. Subject to Section 19.3, the courts at Jaipur, Rajasthan, India shall have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Service.

19.3. The parties shall first attempt to resolve any dispute amicably through good-faith negotiation. Any dispute not resolved within thirty (30) days may be referred to and finally resolved by arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration shall be Jaipur, Rajasthan, India, and the language of arbitration shall be English. The arbitral award shall be final and binding on the parties.

20.1. We shall not be liable for any failure or delay in performing our obligations where such failure or delay results from causes beyond our reasonable control, including acts of God, natural disasters, epidemics, war, terrorism, civil unrest, government action, labour disputes, power or internet failures, or the failure, unavailability, or acts of any Third-Party Provider or infrastructure vendor.

• 21.1. Entire agreement. These Terms, together with the Privacy Policy and any Order or Data Processing Agreement referenced herein, constitute the entire agreement between the parties regarding the Service and supersede all prior agreements and understandings.
• 21.2. Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganisation, or sale of assets.
• 21.3. Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it enforceable.
• 21.4. Waiver. No waiver of any provision of these Terms shall be effective unless in writing, and no failure to exercise any right shall constitute a waiver of that right.
• 21.5. No partnership. Nothing in these Terms creates any partnership, joint venture, agency, or employment relationship between the parties.
• 21.6. Notices. We may provide notices to you by email, through the Service, or by posting on our website. You may provide notices to us at legal@metriqual.com.
• 21.7. Third-party rights. These Terms do not confer any rights on any person or party other than the parties to these Terms.

If you have any questions about these Terms, please contact us:

Unblunt Solutions Pvt. Ltd. (operating as Metriqual)

• Registered office: Jaipur, Rajasthan, India
• General: gopal@metriqual.com
• Legal: legal@metriqual.com
• Security: security@metriqual.com
• Website: metriqual.com