Terms of Service

Effective date: 14 September 2026

These Terms of Service ("Terms") govern your use of TallyCopilot, including its website, Windows desktop application, account and pairing services, cloud connections and related features (the "Service"). They form an agreement between you and Context AI Technologies Pte. Ltd., a company incorporated in Singapore ("Company", "we", "us" or "our").

By accepting these Terms, or installing, accessing or using the Service after they have been made available to you, you agree to them. If you do not agree, do not use the Service. If you act for a business or other organisation, you confirm that you can bind it; "you" includes that organisation.

Use the Service at your own risk, subject to rights that cannot lawfully be excluded. AI responses can be inaccurate, and enabled operations can change accounting records. You are responsible for reviewing instructions and results, controlling access and maintaining independent backups. Sections 11 and 12 contain the warranty exclusions and liability limits.

1. Eligibility and permitted use

You must be at least 18 years old and legally able to enter this agreement. The Service is intended for lawful business and professional use. You may use it for your own business or for clients whose data and systems you are authorised to access. You must comply with applicable laws, confidentiality duties and the terms of the third-party products you connect.

2. What the Service does

TallyCopilot connects supported AI applications to a Tally environment you configure. Depending on the features available and your permissions, it can retrieve data, generate responses and submit operations that create, alter or otherwise affect accounting records. These Terms apply to both read and write operations whenever they are available; they do not promise that every operation is available in every release.

The desktop application is designed for supported Windows systems. You are responsible for obtaining compatible hardware, a properly licensed Tally installation, connectivity and any required AI account. We may change compatibility, features or limits, and cannot guarantee that a particular Tally version, AI provider or external integration will remain supported.

TallyCopilot is provided without a subscription or licence fee for the Service covered by these Terms. Tally licences, AI subscriptions, internet access and other third-party services may have their own charges, which you bear. Using TallyCopilot does not require buying another Company product. Any separately offered paid service requires separate pricing disclosure and your agreement before charges apply.

3. Accounts and connected access

Keep account details accurate and protect passwords, pairing codes, tokens and your computer. Only connect AI applications and devices you trust. You are responsible for permissions you grant and for use by people you authorise. Notify us promptly of suspected unauthorised access and revoke affected connections where possible. This does not make you responsible for a security failure attributable to us where the law imposes liability on us.

A connected AI application may act through the permissions available to it. Review the company, financial period and scope of access before use. Disconnecting a client, disabling cloud access or closing the app does not necessarily cancel an operation already submitted or undo a completed change.

4. Your instructions and accounting responsibilities

You authorise us to transmit and process requests submitted by you or through clients you authorise, within the Service’s available functions and configured permissions. The data returned or affected may depend on the company open in Tally, your configuration, cached information and the request sent by the AI application. You remain responsible for choosing the correct environment and determining whether a request is appropriate.

Before allowing a write operation, review its scope and intended effect, use the available permission or approval controls, and maintain a current, recoverable backup. Where practical, test unfamiliar operations on a copy of your data. After an operation, verify the result directly in Tally before relying on it or submitting further instructions.

AI systems may misunderstand instructions, select an unintended operation, supply incorrect parameters, omit relevant information or produce convincing but inaccurate answers. Network failures, stale caches and retries may cause incomplete, repeated or uncertain results. A success message is not proof that your accounting or tax treatment is correct; an error message does not always establish that no change occurred.

Do not repeat an uncertain write request until you have checked its effect. You are responsible for reconciling records, identifying duplicate or unintended entries, and arranging any correction or restoration. We do not promise that operations are reversible, that changes can be recovered, or that all errors will be detected by validations or approval controls.

The Service does not replace your accountant, tax adviser, auditor or other qualified professional. Outputs are not professional accounting, financial, tax or legal advice. You must independently verify information used for bookkeeping, GST or other tax returns, statutory filings, payments or business decisions. You remain responsible for the accuracy and lawfulness of your books and submissions.

5. Your data and privacy

You and your relevant rights holders retain ownership of your accounting records and other content submitted through the Service ("Your Data"). You grant us a limited right to access, transmit, process and store Your Data only to provide the Service, act on your instructions, maintain permitted audit records, secure operations, resolve support issues and satisfy applicable legal duties, as described in the Privacy Policy. This does not transfer ownership of Your Data to us.

You confirm that you have the rights and permissions needed for those activities, including sharing relevant data with the AI providers and other integrations you choose. Do not connect client records or personal data without appropriate authority. Avoid sending information beyond what is necessary for the task.

Our Privacy Policy describes personal data processing, optional cloud audit storage and your choices. Optional cloud audit storage is enabled by default subject to any required consent and can be disabled in settings. Disabling it does not prevent processing necessary for a cloud request, erase prior records automatically, or change an AI provider’s independent retention practices.

The Privacy Policy controls descriptions of our personal data practices. These Terms do not replace any consent legally required for particular processing. Any separately agreed data processing agreement controls the matters it expressly covers.

6. Third party services

Tally, TallyPrime, Claude, ChatGPT and other connected products are supplied by their respective owners. Their licences, terms, charges and privacy policies apply separately. References to their names or logos do not imply that those owners sponsor, endorse or operate TallyCopilot.

We do not control their outputs, availability, updates, restrictions or handling of information they receive. Integrations may fail or change without notice to us. You decide whether to connect them and what information to share. This section does not exclude responsibilities imposed on us for providers processing data on our behalf.

7. Software licence and intellectual property

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable licence to install and use the desktop application and access the Service for your authorised business or professional purposes. You may make copies reasonably needed for installation and backup. The licence lasts while your right to use the Service remains in effect.

The Company and its licensors retain all intellectual property rights in TallyCopilot, its software, designs, branding, documentation and other materials, excluding Your Data and third-party materials. The Service is currently proprietary. Providing it free of charge does not grant a right to its source code or an open-source licence.

Unless expressly allowed by us or mandatory law, you must not redistribute or sell the software, sublicense it, remove proprietary notices, copy protected materials beyond this licence, or reverse engineer, decompile or modify it. These restrictions do not override rights granted by an applicable third-party or open-source component licence.

If we release particular code under an open-source licence in the future, that licence will apply only to the code expressly released under it. It will not automatically license our trademarks, hosted services or other proprietary materials. No future release or particular licence is promised.

If you voluntarily provide product suggestions, you allow us to use them without payment or attribution to improve our products. That permission does not extend to confidential accounting records or personal data included in a support request.

8. Prohibited activities

You must not use the Service to access systems or records without permission, commit fraud, falsify books, conceal unlawful activity, violate another person’s privacy or intellectual property, or break applicable law. You must not distribute malware, compromise security, bypass access controls or usage limits, disrupt the Service, or use it to obtain another user’s data. Do not claim to be the Company or imply an endorsement we have not given.

9. Availability and updates

We may update, limit, suspend or discontinue features or the Service. We may require an update for compatibility or security. There is no guaranteed uptime, response time, support level or ongoing maintenance commitment unless agreed separately in writing. Experimental features may be incomplete and may change or be withdrawn.

Where reasonably practical, we will give notice of a material discontinuation or change affecting your access. Urgent security, legal or operational reasons may require immediate action. Maintain access to your own Tally records independently of the Service.

10. Backups and audit records

You are responsible for maintaining independent backups and any statutory accounting or audit records. TallyCopilot’s cache and activity history are operational aids, not a backup service, authoritative accounting ledger or guarantee of a complete statutory audit trail. Logs may be incomplete, delayed or subject to retention and deletion settings. We do not undertake to retain or reconstruct your books on your behalf.

11. No warranties

To the fullest extent permitted by applicable law, the Service and its outputs are provided "as is" and "as available", and you use them at your own risk. We disclaim express, implied and statutory warranties, including satisfactory quality, merchantability, fitness for a particular purpose, accuracy, title and non-infringement, to the extent those warranties can lawfully be disclaimed.

We do not warrant that the Service will meet your requirements, operate without interruption or error, remain compatible with third-party products, detect every invalid instruction, or produce complete, current or accurate results. We do not guarantee that any data loss, corruption, unauthorised access or other failure can be prevented or repaired. Advice or support from us does not create an additional warranty unless we expressly agree to it in writing. This section is subject to section 12 and does not waive our mandatory data protection obligations.

12. Limits on liability

Liabilities that remain protected. Nothing in these Terms excludes or limits liability for fraud or fraudulent misrepresentation, death or personal injury caused by negligence, or any liability or statutory right that cannot lawfully be excluded or limited. All exclusions, caps and indemnities in these Terms are subject to this paragraph and any applicable requirement of fairness or reasonableness.

Excluded losses. Subject to the preceding paragraph and to the fullest extent permitted by law, the Company and its officers, employees and agents are not liable for indirect, incidental, special, consequential, exemplary or punitive loss; or for loss of profit, revenue, anticipated savings, business opportunities, goodwill or data, business interruption, or the cost of restoring records or obtaining substitute services. The identified categories are excluded whether the loss is direct or indirect, to the extent permitted by law.

This exclusion includes losses arising from reliance on AI outputs, inaccurate or incomplete information, incorrect or unauthorised entries, duplicate transactions, failed or partial writes, data corruption, tax or accounting mistakes, missed filing deadlines, penalties, third-party failures or inability to use the Service, insofar as those losses fall within the excluded categories and may lawfully be excluded.

Aggregate cap. For liability that is not excluded above and that may lawfully be limited, the total aggregate liability of the Company and its officers, employees and agents arising out of or relating to the Service or these Terms will not exceed SGD 100. Multiple claims, events or claimants through the same account do not increase that total cap.

These limits apply regardless of the legal basis of a claim, including contract, tort or negligence, even if a possibility of loss was disclosed, but only to the extent legally enforceable. They reflect that the Service is free and that you control the records, integrations and permissions you choose. They do not prevent a regulator exercising its powers or reduce any non-excludable remedy.

13. Third party claims caused by misuse

If you use the Service for a business, and to the extent permitted by law, you will indemnify the Company against damages and reasonable legal costs finally awarded, or included in a settlement you approve, for a third-party claim to the extent caused by your unlawful use, lack of authority to provide Your Data, or material breach of these Terms. This does not cover losses caused by our breach, negligence or misconduct, or impose a prohibited consumer indemnity.

We will give you prompt notice of the claim, reasonable cooperation at your cost and reasonable control of its defence. You may not settle it by admitting fault on our behalf or imposing an obligation on us without our consent, which we will not unreasonably withhold.

14. Suspension and termination

You may stop using the Service at any time, disconnect integrations and uninstall the app. You may request account deletion using the contact below. We may suspend or terminate access for a material breach, abuse, security risk, legal requirement or discontinuation of the Service. Where practical and appropriate, we will give notice and an opportunity to resolve a remediable breach.

When your licence ends, stop using the affected Service and delete copies you are no longer entitled to retain. Termination does not undo transactions already carried out. Data is retained or deleted according to the Privacy Policy and applicable law. Provisions concerning ownership, accrued obligations, warranty exclusions, liability limits, third-party claims and disputes survive to the extent needed to give them effect.

15. Changes to these Terms

We may revise these Terms and will update the effective date. We will provide reasonable advance notice of material changes through the website, app or account email, except where an urgent legal or security change must take effect sooner. Changes apply prospectively. Continued use after properly notified changes take effect constitutes acceptance where permitted by law; we will obtain express agreement where required. You may stop using the Service if you disagree.

16. Governing law and disputes

Singapore law governs these Terms and disputes arising from them, without applying conflict-of-law rules. Subject to mandatory applicable rights, the courts of Singapore have exclusive jurisdiction. If the law applicable to you gives you non-waivable consumer protections or a right to bring a claim elsewhere, including in India where relevant, these Terms do not remove those protections or rights.

Please contact us first so we can try to resolve a concern informally. This request does not prevent urgent relief, a complaint to a regulator, or a claim within a statutory time limit. These Terms do not require arbitration or waive collective remedies that cannot lawfully be waived.

17. General terms and contact

These Terms, together with any separately agreed terms expressly governing the Service, form the agreement on its use. If a provision is unenforceable, it is severed to the extent necessary and the rest remains effective. A failure to enforce a right is not a waiver. You may not transfer this agreement without our consent. We may transfer it in a business reorganisation or sale, subject to applicable law and without reducing your non-waivable rights.

Our officers, employees and agents may enforce the protections expressly extended to them under section 12. No other person who is not a party has a right to enforce these Terms under Singapore’s Contracts (Rights of Third Parties) Act. Required notices may be sent through account email or the Service where legally permitted; formal legal service must comply with applicable procedural law.

Context AI Technologies Pte. Ltd. Legal and support email: shrivardhan@cratorlabs.ai Registered business address: 59 UBI AVENUE 1, #03-11, SINGAPORE 408938