Terms of Service

1. Agreement and Definitions

These Terms of Service (the "Terms") form a binding agreement between Cavorite AI LLC, a Delaware limited liability company ("Padosi," "we," "us," or "our"), and the business that registers for or uses the Services ("you" or "Customer"). Padosi is a product of Cavorite AI LLC, including the property management system, Booking Pages, the Channel Manager, the AI Features and the AI Receptionist described in these Terms. By creating an account, accepting these Terms, or using the Services, you agree to be bound by these Terms. If you accept these Terms on behalf of a business, you represent that you have the authority to bind that business.

Section 25 sets out the terms that apply to Guests who make a booking through a Booking Page. All other Sections apply only between Padosi and you.

If you do not agree to these Terms, you may not use the Services.

Definitions

In these Terms:

• "Services" means the Padosi dashboard at app.padosi.ai, the Padosi mobile application, Booking Pages, the Channel Manager, the AI Features, the AI Receptionist, and any related services Padosi provides.
• "Property" means each hotel or other accommodation that you manage using the Services.
• "Authorized User" means any individual, such as a member of your staff, whom you permit to access the Services under your account.
• "Guest" means any individual who books, stays at, or contacts a Property, whether through a Booking Page, an OTA, the AI Receptionist, or otherwise.
• "Customer Data" means all data that you or your Authorized Users submit to the Services, or that the Services generate on your behalf, including Guest Data.
• "Guest Data" means Customer Data that identifies or relates to a Guest.
• "Booking Page" means the web page for a Property that Padosi hosts at padosi.ai.
• "OTA" means an online travel agency or other third-party booking channel.
• "Channel Manager" means the feature of the Services that synchronizes rates, availability, and reservations between the Services and OTAs.
• "Channel Partner" means the third-party channel management provider through which Padosi delivers the Channel Manager.
• "AI Features" means the AI concierge on Booking Pages, the AI staff assistant, AI-assisted reading of identity documents, and AI-assisted onboarding tools.
• "AI Receptionist" means the optional add-on services that answer telephone calls and WhatsApp messages on behalf of a Property.
• "Fees" means the amounts payable for the Services under Section 10.

2. Description of the Services

Depending on your plan and any add-ons you purchase, the Services include:

• property management tools, including reservations, a room calendar, guest check-in with identity document capture, housekeeping, maintenance, accounting, invoicing, reporting, and user management, available through a web browser and the Padosi mobile application;
• a Booking Page through which Guests can view your rooms and rates and book directly with you;
• the Channel Manager, which synchronizes your rates and availability with the OTAs you select and imports their reservations into the Services;
• the AI Features; and
• where purchased, the AI Receptionist.

The Services are a software tool to assist you in operating your business. You remain solely responsible for the operation of each Property, including its rooms, rates, policies, and the acceptance of Guests. Features that Padosi describes as upcoming or "coming soon" do not form part of your subscription until Padosi makes them generally available.

3. Accounts and Authorized Users

You must register an account to use the Services. The account owner may create accounts for Authorized Users and determine which Properties each Authorized User may access. You are responsible for:

• maintaining the confidentiality of all account credentials, and promptly revoking access for any Authorized User who no longer requires it;
• all activity that occurs under your account and the accounts of your Authorized Users, including reservations created, payments recorded, messages sent, and changes to rates; and
• notifying Padosi immediately at [email protected] of any actual or suspected unauthorized use of your account.

Padosi may suspend any account that violates these Terms, shows indications of fraud or misuse, or fails to respond to Padosi's inquiries regarding either.

4. Booking Pages

(a) Content

Padosi will host a Booking Page for each Property you publish. You control its content, including room descriptions, photographs, rates, inclusions, and your payment, cancellation, and refund policies. You are solely responsible for ensuring that all content on your Booking Page is accurate, current, and lawful, and that you hold all rights necessary to use it. Where Padosi assists in preparing your Booking Page using information from your public listings or website, you are responsible for reviewing that information before publication.

(b) Bookings

Each booking made through a Booking Page is a contract solely between you and the Guest. You are responsible for providing the booked accommodation, honoring your published policies, and addressing all Guest requests and complaints.

(c) Pricing

Booking Page prices are calculated by the Services from the rates you configure. You are responsible for reviewing your rates before publication.

(d) Review and Removal

Padosi reviews each new Booking Page before it becomes accessible to the public. Padosi may decline to publish, or may remove, any Booking Page if Padosi cannot verify that you are authorized to offer the Property, or if the Booking Page is misleading or violates these Terms.

5. Guest Payments

(a) You Are the Seller

You are the seller of all accommodation booked through the Services, and Guests pay you directly, either by UPI to a UPI ID that you designate or at the Property, as you configure in the Services.

(b) Padosi Does Not Handle Guest Funds

Padosi does not collect, receive, hold, transfer, or refund Guest payments. The Services record payment information so that your accounts are complete, but all funds pass directly between the Guest and you.

(c) Your Responsibilities

You are solely responsible for refunds, taxes on your room charges, invoices issued to Guests, and any dispute concerning a Guest payment. You are also responsible for confirming that each payment has been received in your account before relying on it.

6. Channel Manager

(a) Delivery

The Channel Manager is included in the Complete plan and is delivered in conjunction with the Channel Partner. By activating the Channel Manager, you authorize Padosi and the Channel Partner to transmit your rates, availability, and restrictions to the OTAs you select, and to receive reservations, modifications, and cancellations from those OTAs into the Services.

(b) OTA Relationships

Your agreements with OTAs are solely between you and each OTA. You are responsible for all commissions, rate parity obligations, payment terms, cancellation rules, and amounts collected by an OTA from Guests, and for maintaining your OTA accounts in good standing in accordance with each OTA's terms.

(c) Rates and Availability

You are responsible for the rates and availability you configure, and for verifying their accuracy on each OTA upon initial connection and after any change to your room types or rate plans.

(d) Synchronization and Overbookings

Synchronization between the Services, the Channel Partner, and OTAs is not instantaneous, and an OTA may accept a reservation for a room that has already been sold through another channel. When the Services receive a reservation for a room that is no longer available, the Services will record the reservation and flag it for your attention. You are solely responsible for resolving any overbooking, including relocating the affected Guest and settling any resulting charges with the OTA.

(e) Third-Party Performance

Padosi is not responsible for the errors, delays, outages, or decisions of any OTA or of the Channel Partner. Padosi will, however, use reasonable efforts to work with them to resolve any issue affecting your account.

(f) Change of Channel Partner

Padosi may change the Channel Partner at any time. If a change requires action on your part, Padosi will notify you in advance.

(g) Data

The Channel Partner receives only the data necessary to exchange rates, availability, and reservations with your OTAs, and processes that data under its agreement with Padosi, as described in the Privacy Policy.

7. AI Features

(a) Use of Artificial Intelligence

The AI Features use artificial intelligence. The AI Receptionist is addressed separately in Section 8.

(b) Limitations

Output generated by artificial intelligence may be inaccurate, incomplete, or inappropriate, even when the Services are properly configured. In particular, the AI Features may misstate information about your Property, its rates, policies, or availability; misinterpret a Guest's language or intent; or misread information on an identity document.

(c) Your Responsibilities

Accordingly:

• The AI concierge responds using the content of your Booking Page and your configured rates, and its responses will be only as accurate as that information. The price displayed to a Guest on the booking screen before confirmation is the binding price of the booking.
• You are responsible for verifying any information extracted from an identity document against the original document before relying on it.
• You are solely responsible for decisions made in reliance on AI output. No AI output constitutes legal, tax, financial, medical, or other professional advice to you or to any Guest.

(d) No Training

Padosi does not use Customer Data to train artificial intelligence models, as further described in the Privacy Policy.

(e) Controls

You may disable the AI concierge for your Booking Page at any time through the Services.

8. AI Receptionist

This Section applies only if you purchase the AI Receptionist.

(a) Functionality

The AI Receptionist answers telephone calls placed to your number and messages sent to your Property's WhatsApp Business number. Depending on your configuration, it may answer questions about your Property; check availability; create, modify, and cancel bookings; and send booking confirmations, reminders, and payment links by WhatsApp. Bookings created by the AI Receptionist are binding bookings, recorded in the Services at your rates and subject to your policies. Payment links sent by the AI Receptionist direct payment to your own UPI ID.

(b) AI Disclosure

Each call, and each new WhatsApp conversation, will begin with a disclosure that the Guest is communicating with an AI assistant on behalf of your Property. Where a call is recorded, the disclosure will also state that the call is being recorded. Padosi may require specific disclosure language and may prevent it from being altered or removed.

(c) Recordings and Transcripts

Calls are recorded, transcribed, and summarized, and WhatsApp conversations are retained, so that you can review them in the Services and so that bookings are recorded accurately. Recordings, transcripts, and conversations are retained as described in the Privacy Policy. You are responsible for providing any notice and obtaining any consent that applicable law requires for recording, beyond the disclosure provided by the Services.

(d) Telephone Numbers

The AI Receptionist operates on your existing telephone number, for example through call forwarding that you arrange with your telephone service provider. You retain ownership of your number.

(e) WhatsApp

WhatsApp conversations are conducted through your Property's WhatsApp Business account and are subject to WhatsApp's business terms and policies, which you agree to comply with. The AI Receptionist sends only messages relating to a Guest's inquiry or booking. You may send promotional messages only to Guests who have opted in to receive them, and only in compliance with applicable Indian law governing commercial communications.

(f) Inbound Use Only

The AI Receptionist is designed for inbound communications only and may not be used for telemarketing or bulk messaging.

(g) No Emergency Use

The AI Receptionist is not designed to handle emergencies and must not be relied upon in an emergency. You are responsible for ensuring that Guests and staff are informed of your Property's emergency procedures and of India's national emergency number, 112.

(h) Usage Charges

The AI call receptionist is billed per minute of connected call time, measured in seconds from the moment a call is answered until it ends, including any portion handled by a person following a transfer.

(i) Suspension

Padosi may suspend the AI Receptionist on your account if its disclosure has been altered or removed, or if it is used in violation of these Terms or applicable law.

9. Guest Data

(a) Roles

As between you and Padosi, you own and control Guest Data and any other personal data you record in the Services, such as information about your staff. You determine the purposes for which that data is collected and processed, and Padosi processes it solely on your behalf and in accordance with your instructions. For the purposes of India's Digital Personal Data Protection Act, 2023, you act as the data fiduciary and Padosi acts as your data processor.

(b) Your Obligations

You are responsible for providing Guests with any notice required by law regarding your use of their data, for establishing a lawful basis for its collection, and for complying with all record-keeping and reporting obligations that apply to your Property, including guest register requirements and the submission of Form C for foreign nationals.

(c) Identity Documents

You may collect identity documents only as permitted by applicable law, including the laws governing the use of Aadhaar. The Services never store a full Aadhaar number; only its last four digits are retained. Photographs of identity documents are held in private storage accessible only to your Authorized Users.

(d) Marketing Consent

The Services record whether each Guest has consented to be contacted. You may send promotional communications only to Guests who have given that consent.

(e) Guest Requests

You are responsible for responding to Guest requests to access, correct, or delete their data. Many such requests can be fulfilled directly within the Services, and Padosi will provide reasonable assistance with the remainder.

(f) Padosi's Obligations

Padosi will process Guest Data only on your instructions, maintain appropriate security measures to protect it, and disclose it to third parties only as described in the Privacy Policy.

10. Fees, Invoicing, and Taxes

(a) Plans

Subscription plans are priced per Property, on a monthly or annual basis, as published at padosi.ai/pricing or as otherwise agreed with you in writing. Annual plans include the complimentary months stated at the time of purchase. Add-ons are priced separately: the AI call receptionist is billed per minute, and the AI WhatsApp receptionist is billed monthly.

(b) Invoicing and Payment

Padosi will invoice you at the start of each billing period for your subscription, and at the end of each billing period for AI Receptionist usage. Invoices are payable online through Padosi's payment gateway, using the payment methods it makes available. Your payment details are processed by the payment gateway; Padosi does not receive or store them.

(c) Renewal

Your subscription renews automatically for successive periods of the same length unless you notify Padosi before the renewal date that you wish to cancel. You will retain access to the Services until the end of the period for which you have paid.

(d) Taxes

All Fees are stated in Indian rupees and are exclusive of taxes. You are responsible for all taxes applicable to your purchase, including goods and services tax (GST) where applicable.

(e) Price Changes

Padosi may change its Fees upon at least 30 days' notice. Revised Fees take effect at your first renewal following the end of the notice period, and you may cancel before they take effect.

(f) Late Payment

If an invoice remains unpaid 15 days after its due date, Padosi will send you a reminder and may thereafter suspend features of the Services until payment is received. You will retain the ability to view and export your Customer Data during any such suspension.

(g) Mobile Application

The Padosi mobile application is free to download. Padosi does not offer in-app purchases.

11. Refunds

If you are not satisfied with the Services, you may request a full refund of your first payment by writing to [email protected] within 30 days of that payment. After this 30-day period, all Fees are non-refundable, and a canceled subscription will remain active until the end of the paid period. Fees for AI Receptionist usage already incurred are non-refundable.

12. Acceptable Use

You agree not to use the Services, and not to permit any Authorized User to use the Services:

• to list or offer any property that you are not authorized to offer, or to create a Booking Page that impersonates another business;
• to mislead Guests regarding rooms, prices, policies, or the identity of the business with which they are dealing;
• for any fraudulent purpose, including accepting payment for accommodation you do not intend to provide;
• to send unsolicited communications, or to place calls or send messages to any person who has not given a consent required by law;
• to collect or use identity documents or personal data in violation of applicable law;
• to cause the AI Features or the AI Receptionist to impersonate any real person without that person's consent, or to deceive any person about the identity of the party with whom they are communicating;
• in violation of any applicable law, including laws governing data protection, consumer protection, telecommunications, payments, and export controls; or
• to gain unauthorized access to any system or data, interfere with the operation of the Services, circumvent any usage limit or Fee, or copy, scrape, reverse engineer, or replicate the Services.

You must also comply with the terms of any third-party service you use with the Services, including your agreements with OTAs, WhatsApp's business terms, and your mobile data service agreement.

Padosi may review limited portions of account records, call recordings, and messages where reasonably necessary to investigate misuse, enforce these Terms, maintain the security of the Services, or comply with law. Padosi may suspend or terminate any account that violates this Section.

13. Customer Data

(a) Ownership

As between you and Padosi, you retain all rights in Customer Data, including your Property information, bookings, Guest Data, financial records, messages, and recordings.

(b) License to Padosi

You grant Padosi a non-exclusive, worldwide, royalty-free license to host, store, process, and transmit Customer Data, and to disclose it to the service providers described in the Privacy Policy, solely as necessary to provide, secure, and support the Services.

(c) Aggregated Data

Padosi may use aggregated, de-identified data derived from the use of the Services to operate and improve the Services. Such data will not identify you, your Authorized Users, or any Guest.

(d) No Training or Sale

Padosi does not use Customer Data to train artificial intelligence models and does not sell Customer Data.

(e) Export

You may export your bookings, guest records, and financial records from the Services at any time.

(f) Your Warranties

You represent and warrant that you have all rights necessary to provide Customer Data to Padosi, and that you have provided all notices and obtained all consents required by law from the individuals to whom it relates.

(g) Feedback

Padosi may use any feedback or suggestions you provide regarding the Services without restriction and without compensation to you.

14. Third-Party Services

The Services interoperate with services provided by third parties, including OTAs, the Channel Partner, WhatsApp, UPI applications, mapping and listing services, app stores, and the providers that host and operate the Services. Your use of any third-party service is governed by that third party's terms. Padosi is not responsible for the content, accuracy, availability, errors, or practices of any third-party service, or for any loss arising from them, although Padosi will provide reasonable assistance where it is able to do so.

15. Intellectual Property

The Services, including all software, designs, documentation, trademarks, and related intellectual property, are owned by Cavorite AI LLC or its licensors. These Terms grant you a limited, non-exclusive, non-transferable right to use the Services during your subscription and do not transfer any ownership rights to you. You may not use the Padosi name or logo without Padosi's prior written consent, except to indicate that your Booking Page is powered by Padosi.

Copyright Complaints

If you believe that any content made available through the Services, including content on a Booking Page, infringes your copyright, please send a written notice to [email protected] that identifies the copyrighted work, the location of the allegedly infringing material, and your contact information, and that includes a statement that the information in your notice is accurate and that you are the copyright owner or are authorized to act on the owner's behalf. Padosi will remove or disable access to material that is the subject of a valid notice, and may terminate the accounts of repeat infringers.

16. Certifications

Padosi does not hold PCI DSS, ISO 27001, SOC 2, or any comparable certification. If your business requires a certification that Padosi does not hold, you must not use the Services for that purpose.

17. Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES, INCLUDING THE PADOSI MOBILE APPLICATION, ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, AND NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION SHALL CREATE A WARRANTY.

We do not guarantee that:

• the Services will be available at all times or free from errors;
• rates, availability, and reservations will synchronize between the Services and every OTA without delay or error;
• any output of the AI Features or the AI Receptionist will be complete or accurate; or
• your use of the Services will produce any particular volume of bookings or business outcome.

SHOULD THE SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF SERVICING, REPAIR, OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THIS PROVISION MAY NOT FULLY APPLY TO YOU.

Beta and Experimental Features

From time to time, Padosi may make available features that are labeled as beta, preview, alpha, experimental, early access, or similar ("Beta Features"). Beta Features are provided as is and without any warranty of any kind. We make no commitment as to the availability, performance, accuracy, or continued existence of any Beta Feature. Beta Features may be modified, suspended, or discontinued at any time without notice and at no obligation to refund or compensate you. Your use of a Beta Feature is at your sole risk.

18. Limitation of Liability

To the maximum extent permitted by law:

(a) Liability Cap

Padosi's total aggregate liability for all claims arising out of or relating to these Terms or the Services, regardless of the form of action, is limited to the lesser of (i) the Fees you paid to Padosi in the 12 months immediately preceding the event giving rise to the claim, or (ii) US$500.

(b) Excluded Damages

Padosi will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, bookings, data, or goodwill, business interruption, or charges or penalties imposed by an OTA, even if Padosi has been advised of the possibility of such damages.

(c) Exceptions

The limitations in this Section do not apply to Padosi's fraud, gross negligence, intentional misrepresentation, or willful misconduct, or to any liability that cannot be limited under applicable law.

(d) No Service Level Agreement

No uptime or availability commitment applies to the Services unless Padosi has agreed to one in a signed written agreement that expressly references this Section.

SOME JURISDICTIONS DO NOT ALLOW LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES; IN THOSE JURISDICTIONS, OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. These limitations apply even if any remedy fails of its essential purpose. They represent an agreed allocation of risk between you and us.

19. Indemnification

You agree to indemnify, defend, and hold harmless Cavorite AI LLC and its officers, employees, and agents from and against any third-party claim, demand, or proceeding, including reasonable attorneys' fees, arising out of or relating to:

• your use of the Services, or your breach of these Terms or of applicable law;
• your Properties, the accommodation you provide, and your dealings with Guests, including your rates, policies, refunds, and Booking Page content;
• your agreements and dealings with OTAs;
• calls and messages handled or sent through your account; or
• your collection and use of Guest Data and identity documents, including any failure to provide a required notice or to obtain a required consent.

This indemnity does not apply to claims arising from Padosi's gross negligence or willful misconduct, Padosi's violation of applicable data protection law in handling Customer Data, a breach of Padosi's security, or Padosi's material breach of these Terms. Your obligations under this Section survive termination of these Terms.

20. Term and Termination

(a) By You

You may cancel your subscription at any time by writing to [email protected]. Cancellation takes effect at the end of the current paid period.

(b) By Padosi

Padosi may suspend or terminate your account, with notice where reasonably practicable, if you breach these Terms, fail to pay Fees when due, or create legal or security risk, or for other legitimate business reasons.

(c) Effect of Termination

Upon termination, all accrued Fees remain payable. Padosi will retain your Customer Data for 90 days so that you may export it, and will then delete it as described in the Privacy Policy. If you resubscribe within that 90-day period, your Customer Data will remain available in your account.

(d) Survival

Sections 13 (Customer Data), 15 (Intellectual Property), 17 (Disclaimer of Warranties), 18 (Limitation of Liability), 19 (Indemnification), 22 (Governing Law), and 23 (Dispute Resolution), and any other provisions that by their nature are intended to survive, will survive termination of these Terms.

21. Modifications to the Terms and the Services

We may modify these Terms at any time. For modifications that materially affect your rights or obligations, we will provide at least 30 days' advance notice by email or by notification within the Services before the change takes effect. Continued use of the Services after the notice period constitutes acceptance of the modified Terms.

Modifications required for legal compliance, security, or safety reasons may take effect immediately upon posting.

We may modify, suspend, or discontinue the Services, in whole or in part, at any time with or without notice. If we permanently discontinue a prepaid service without cause, we may offer a prorated refund at our discretion.

22. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, excluding its conflicts-of-law provisions. The United Nations Convention on Contracts for the International Sale of Goods is excluded. Any dispute arising under these Terms shall be subject to the exclusive jurisdiction of the courts of the State of Delaware, except as provided in Section 23 (Dispute Resolution).

Nothing in this Section limits any consumer protection or privacy rights that cannot be waived by contract, including without limitation consumer rights under the laws of India.

23. Dispute Resolution by Binding Arbitration

This Section applies only to disputes between Padosi and its customers. It does not apply to Guests (see Section 25).

Read this section carefully. It affects rights you would otherwise have, including the right to take Padosi to court before a judge or jury and the right to take part in a class action.

(a) Agreement to Arbitrate

You and Padosi agree that any dispute, claim, or controversy arising out of or related to these Terms, the Services, our marketing, or our commercial relationship will be resolved through final and binding arbitration rather than in court, except for the narrow carve-outs described in subsection (f) below. Arbitration replaces the right to a trial by judge and jury and limits the relief available to what an arbitrator can award. The Federal Arbitration Act governs the interpretation and enforcement of this section.

The arbitrator, and not any federal, state, or local court or agency, has exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this arbitration agreement, including any claim that all or any part of this arbitration agreement is void or voidable.

(b) Class Action Waiver

You and Padosi each agree to bring claims against the other only on an individual basis, not as a plaintiff or class member in any purported class action, collective action, representative action, or consolidated proceeding. Unless both parties agree in writing, an arbitrator may not combine the claims of more than one person and may not preside over any class or representative proceeding. Relief, if any, will be awarded only to the individual claimant and only to the extent necessary to address that claimant's individual injury, except that an arbitrator may award public injunctive relief if applicable law requires it for this provision to remain enforceable.

(c) Informal Resolution First

Most disputes can be resolved by emailing [email protected]. Before either party commences arbitration, the party seeking arbitration must first send the other a written Notice of Dispute. The Notice should describe the nature of the claim and the specific relief sought. A Notice to Padosi must be sent by email to [email protected] with the subject line "Notice of Dispute".

If the parties are unable to resolve the dispute within sixty (60) calendar days after the Notice is received, either party may commence arbitration. Any settlement offer made during the sixty-day period will not be disclosed to the arbitrator until the arbitrator has determined the amount of any award.

(d) Arbitration Rules and Conduct

The arbitration will be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules in effect at the time the proceeding is commenced (the "AAA Rules"), as modified by this section. Information about the AAA and its rules is available at https://www.adr.org. Where the terms of this section conflict with the AAA Rules, this section controls unless the arbitrator finds that doing so would produce a fundamentally unfair proceeding. The arbitrator decides all issues, including those relating to the scope, enforceability, and arbitrability of this agreement.

Hearings will take place at a location reasonably convenient to both parties or, failing agreement, at a location selected by the AAA with consideration for the parties' circumstances. If the relief sought is $10,000 or less, you may elect to have the arbitration conducted on the basis of documents alone, by telephone or video conference, or in person, as the AAA Rules permit. The arbitrator will issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award rests. The award may be entered as a judgment in any court of competent jurisdiction.

(e) Cost of Arbitration

Payment of filing, administration, and arbitrator fees (collectively, "Arbitration Fees") is governed by the AAA Rules, except as follows. If the relief you seek is $25,000 or less, Padosi will pay all Arbitration Fees at your request. If the relief sought exceeds $25,000 and you demonstrate to the arbitrator that you cannot afford your share of the Arbitration Fees, or that the cost of arbitration would otherwise be prohibitive compared to bringing the same claim in court, Padosi will pay as much of your share as the arbitrator finds necessary so that cost does not block a meritorious claim. Allocation of attorneys' fees, if any, will follow the AAA Rules.

(f) Carve-Outs

The agreement to arbitrate does not apply to:

• Claims that qualify for small claims court, brought on an individual basis in that court
• Disputes over intellectual property rights of either party, including trademark, copyright, trade dress, patent, trade secret, or domain name claims, which may be brought in court
• Complaints or proceedings filed with any federal, state, or local government agency that has jurisdiction over the matter, which may proceed in that forum to the extent the law permits

In addition, either party may seek temporary injunctive relief from a court to preserve the status quo pending the appointment of an arbitrator and the conclusion of the arbitration.

(g) Confidentiality

All aspects of any arbitration proceeding under this section, including any decision or award by the arbitrator, will be strictly confidential except as required to enforce the award, as compelled by law, or to the extent confidentiality is prohibited by applicable law.

(h) Opt-Out of Future Changes to This Arbitration Agreement

If we make a material change to this arbitration section while you are an active customer of Padosi, you may reject that change by sending us written notice within thirty (30) calendar days of the change at the Notice Address above. A timely opt-out preserves, for that customer, the arbitration terms in effect on the date the customer first accepted these Terms (or last accepted a subsequent revision).

(i) Mass and Coordinated Arbitration

If twenty-five (25) or more arbitration demands of a substantially similar nature are filed against Padosi by the same counsel, by coordinated counsel, or in otherwise coordinated fashion within a ninety (90) day period (a "Mass Arbitration"), the parties agree that, notwithstanding any AAA Rule to the contrary, the demands will be administered as follows:

• Bellwether selection. Each side selects up to ten (10) demands to proceed first as a representative bellwether group. The remaining demands are tolled and held in abeyance until the bellwether group concludes.
• Mediation. Within thirty (30) days following resolution of the bellwether group, the parties will engage in good-faith mediation with respect to the remaining demands.
• Fee staging. Filing and administrative fees for demands beyond the bellwether group are deferred until that demand enters active arbitration under the batching schedule.
• Severability. If any portion of this Mass Arbitration procedure is found unenforceable, the remainder of this Section 23 continues to apply.

This procedure is intended to enable efficient resolution of related disputes and to avoid the disproportionate administrative cost of simultaneous coordinated filings. It does not change the substantive rights of any individual claimant.

(j) Severability of Arbitration Provisions

If any part of this arbitration section other than the class action waiver in subsection (b) is found invalid or unenforceable, the parties will replace it with the closest valid alternative and the remainder of this section will stand. If the class action waiver in subsection (b) is found invalid or unenforceable (except as to a claim for public injunctive relief), the entirety of this arbitration section will be null and void, and the remainder of these Terms will continue to apply.

24. Apple App Store Terms

This Section applies to the Padosi mobile application when it is obtained from Apple's App Store (the "Licensed Application"). In this Section, "End-User" means you.

You and the End-User acknowledge that these Terms are concluded between Cavorite AI LLC and the End-User only, and not with Apple Inc. ("Apple"). Cavorite AI LLC, not Apple, is solely responsible for the Licensed Application and the content thereof. These Terms may not provide for usage rules for Licensed Applications that conflict with the Apple Media Services Terms and Conditions as of the date you accept these Terms (which you acknowledge you have had the opportunity to review).

Scope of License

The Licensed Application is licensed, not sold, to you. Subject to your compliance with these Terms, Cavorite AI LLC grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Licensed Application on any Apple-branded products that you own or control and as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions.

You may not transfer, redistribute, or sublicense the Licensed Application. You may not copy (except as permitted by this license and the Usage Rules), reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Licensed Application, any updates, or any part thereof, except to the extent permitted by applicable law or by the licensing terms governing any open-source components included with the Licensed Application.

Cavorite AI LLC reserves all rights in and to the Licensed Application not expressly granted to you under these Terms.

Maintenance and Support

Cavorite AI LLC is solely responsible for providing any maintenance and support services with respect to the Licensed Application, as specified in these Terms or as required under applicable law. You and the End-User acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Licensed Application.

Warranty

In the event of any failure of the Licensed Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) for the Licensed Application. To the maximum extent permitted by law, Apple will have no other warranty obligation whatsoever with respect to the Licensed Application; any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to a warranty will be Cavorite AI LLC's sole responsibility.

Product Claims

You and the End-User acknowledge that Cavorite AI LLC, not Apple, is responsible for addressing any claim relating to the Licensed Application or your possession or use of the Licensed Application, including but not limited to:

1. Product liability claims
2. Any claim that the Licensed Application fails to conform to any applicable legal or regulatory requirement
3. Claims arising under consumer protection, privacy, or similar legislation, including in connection with the Licensed Application's use of any HealthKit or HomeKit frameworks if applicable

These Terms do not limit Cavorite AI LLC's liability to the End-User beyond what is permitted by applicable law.

Intellectual Property Claims

In the event of any third-party claim that the Licensed Application or your possession and use of it infringes that party's intellectual property rights, Cavorite AI LLC, not Apple, will be solely responsible for the investigation, defense, settlement, and discharge of any such claim.

Third-Party Beneficiary

You and the End-User acknowledge and agree that Apple, and Apple's subsidiaries, are third-party beneficiaries of these Terms, and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary.

25. Terms for Guests

This Section applies to you if you make a booking, or use the AI concierge, on a Booking Page at padosi.ai. The remainder of these Terms governs the relationship between Padosi and the hotel and does not apply to you.

(a) Your Booking

Your booking is a contract between you and the hotel. Padosi provides the Booking Page on the hotel's behalf and is not a party to your booking. The hotel determines the rooms, prices, and inclusions, and its payment, cancellation, and refund policies, which are displayed on its Booking Page before you confirm.

(b) Payment

You pay the hotel directly, by UPI to the hotel's own account or at the property, as the hotel offers. Padosi does not receive, hold, or refund your payment. Any request for a refund must be made to the hotel.

(c) Price

The price displayed on the booking screen before you confirm is the price of your booking.

(d) AI Concierge

The concierge on a Booking Page is an AI assistant. It responds using the hotel's Booking Page and rates, and its responses may contain errors. The booking screen and the hotel's own confirmation prevail over any statement made by the concierge.

(e) Communications

By confirming a booking, you agree to receive messages about your booking, including the hotel's confirmation, at the contact details you provide.

(f) Questions and Complaints

Please direct any question, change request, or complaint about your stay to the hotel, using the contact details on its Booking Page and in your confirmation. If you believe that a Booking Page is misleading or not genuine, please notify Padosi at [email protected].

(g) Privacy

Our Privacy Policy describes how your information is handled. The hotel determines how your information is used, and Padosi processes it on the hotel's behalf.

(h) Your Rights

Nothing in these Terms limits any right you may have as a consumer under the laws of India or of the country in which you reside.

26. General Provisions and Contact

Entire Agreement

These Terms, together with our Privacy Policy and any order form or invoice, constitute the entire agreement between you and Padosi regarding the Services and supersede all prior or contemporaneous communications and proposals on the subject.

Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

No Waiver

Our failure to enforce any right or provision of these Terms does not constitute a waiver of that right or provision.

Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms freely, including to a successor in interest.

Notices

Notices may be delivered by email to the address on your account or by notification within the Services.

Force Majeure

Neither party will be liable for any delay or failure to perform under these Terms (other than your payment obligations) to the extent caused by circumstances beyond that party's reasonable control, including but not limited to telecommunications outages, carrier blocking or policy changes, third-party AI or cloud provider outages, outages of an OTA, the Channel Partner, or a messaging platform, internet failures, denial-of-service attacks, governmental action, labor disputes, pandemic or public health emergency, natural disaster, fire, acts of war or terrorism, and decisions by app stores or carriers. The affected party will use reasonable efforts to mitigate the effect of the event and to resume performance.

No Reliance

You acknowledge that you have not relied on any representation, warranty, or statement of any kind made outside these Terms, our Privacy Policy, our published documentation, or any signed order form between you and Padosi. Nothing said by a sales representative, a customer support agent, or any third party varies these Terms unless reduced to a writing signed by Padosi.

Export Controls

The Services are controlled from the United States. You represent and warrant that (i) you are not located in, under the control of, or a national or resident of any country subject to a U.S. Government embargo, or designated by the U.S. Government as a "terrorist supporting" country, and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. Padosi may suspend, limit, or terminate accounts or features at any time, without prior notice and without compensation, as required to comply with U.S. sanctions or export control laws.

Minimum Age

You must be at least 18 years old, or the age of legal majority in your jurisdiction (whichever is greater), to register an account, accept these Terms, and use the Services.

Contact Information

Cavorite AI LLC (Padosi)
Email: [email protected]
Website: padosi.ai