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Legal AgreementEffective: August 31, 2026

Terms of Service

These Terms of Service ("Terms") govern your access to and use of the website, software demonstrations, architectural frameworks, and advisory services provided by Motiveminds Consulting ("Motiveminds," "we," "us," or "our"). By accessing our services, you agree to be bound by these Terms.

1. Acceptance of Terms & Scope

By browsing our website, requesting a consultation, or entering into a commercial agreement with Motiveminds, you confirm that you have read, understood, and agreed to be legally bound by these Terms and our Privacy Policy. If you represent an enterprise or corporate entity, you represent and warrant that you possess the necessary legal authority to bind that entity.

2. Consulting Engagements & Statements of Work

Specific consulting projects, digital transformations, custom software engineering, and architectural advisory engagements are executed under mutually executed Statements of Work (SOW) or Master Services Agreements (MSA).

In the event of an express conflict between the provisions of an executed MSA/SOW and these general Terms, the terms of the executed MSA/SOW shall take precedence for that specific engagement.

Core IP Governance

3. Intellectual Property Rights & Ownership

We maintain clean, unambiguous boundaries regarding intellectual property:

Client Ownership of Custom Deliverables:

Subject to full payment of all agreed professional fees, the Client owns all right, title, and interest in and to bespoke software code, custom configurations, client-specific domain ontologies, and custom deliverables created uniquely for the Client under an SOW.

Motiveminds Background Intellectual Property:

Motiveminds retains exclusive ownership of all pre-existing software, frameworks (including The Motif Way, SimplifAI Framework, and Motif Product Suites), core agentic runtime engines, generic ontology templates, and proprietary methodologies developed prior to or independently of the engagement.

Non-Exclusive License:

To the extent Motiveminds background IP is incorporated into deliverables, Motiveminds grants the Client a perpetual, worldwide, non-exclusive, royalty-free license to use and execute such background IP solely for internal business operations.

4. Responsible AI Usage & Principal-Bound Agency

Motiveminds architectures deploy AI agents and automated reasoning engines under strict governance rules:

  • Human-in-the-Loop Governance: High-impact decisions (including irreversible financial disbursements, legally binding contracts, regulatory filings, and production schedule overrides) must route through explicit human sign-off checkpoints ("Four-Eyes Principle").
  • Simulation & Advisory Nature: Unverified digital twin simulations and parametric estimations are advisory tools designed to support, not replace, institutional executive judgment.
  • Delegated Authority Envelopes: Autonomous agents operate strictly within parameterized permission bounds. Motiveminds is not responsible for damages arising from client-configured overrides of safety envelopes.

5. Confidentiality & Non-Disclosure

Both parties agree to hold in strict confidence all proprietary technical, financial, and operational information disclosed during architectural briefings or consulting engagements. Confidential information shall not be disclosed to third parties without prior written consent, except to employees, contractors, and legal advisors who have a need to know and are bound by confidentiality obligations at least as restrictive as these Terms.

6. Acceptable Use Policy & System Integrity

You agree not to:

  • Reverse engineer, decompile, or attempt to derive the source code of proprietary Motiveminds platform engines.
  • Use our website or services to distribute malicious software, trojans, or destructive payloads.
  • Conduct unauthorized penetration testing, vulnerability scanning, or denial-of-service attacks against Motiveminds infrastructure.
  • Attempt to bypass authentication gates, tenant isolation barriers, or prompt security guardrails.

7. Professional Standards & Disclaimers

Motiveminds warrants that all consulting services shall be performed in a professional, workmanlike manner conforming to prevailing enterprise software and cloud engineering standards.

Except as expressly provided in an executed SOW, all website content, demonstration materials, and architectural whitepapers are provided "as is" and "as available" without warranty of any kind, either express or implied, including warranties of merchantability or fitness for a particular purpose.

8. Limitation of Liability

To the maximum extent permitted by applicable law, neither party shall be liable for indirect, incidental, special, consequential, or punitive damages (including loss of profits, loss of revenue, loss of data, or business interruption) arising out of or related to these Terms.

Each party's total aggregate liability arising under these Terms shall be limited to the total fees paid or payable by the Client to Motiveminds under the applicable SOW giving rise to liability in the preceding twelve (12) months.

9. Mutual Indemnification

Motiveminds shall defend and indemnify the Client against third-party claims alleging that custom software deliverables directly infringe a valid copyright or patent. The Client shall defend and indemnify Motiveminds against claims arising from client-provided specifications, master datasets, or third-party intellectual property provided for integration.

10. Term & Termination

Either party may terminate an ongoing SOW for material breach upon thirty (30) days' written notice if the breach remains uncured. Upon termination, the Client shall pay for all services rendered up to the effective date, and Motiveminds shall promptly return or destroy all Client confidential information upon request.

11. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of India, without giving effect to conflicts of law principles. Any dispute arising out of or in connection with these Terms shall be resolved by binding arbitration under the Arbitration and Conciliation Act, 1996, with proceedings seated in Bengaluru, Karnataka, India.