Terms & Conditions

These terms govern access to and use of the Innocrux platform supplied by Tech Innocrux Private Limited (“Innocrux”). Together with the order form signed by the parties, and any policies referenced here, they form the agreement between Innocrux and the customer.

This is a business agreement. The platform is licensed to organisations, not to consumers, and nothing here creates rights for the viewers of a customer’s service.

1. Definitions

• Platform means the Innocrux OTT software and services, including the video CMS, transcoding, packaging and delivery, the player, the applications, and the AI video services.
• Customer Content means all video, audio, images, metadata, subtitles and other material the customer or its users upload to, or generate through, the platform.
• Order Form means the document recording the plan, term, fees, usage limits and any agreed service levels.
• Viewer means an end user of a streaming service the customer operates using the platform.

2. The agreement

By signing an order form, or by accessing the platform, the customer accepts these terms. Where an individual accepts on behalf of an organisation, that individual confirms they are authorised to bind it, and “customer” means that organisation.

Where a separately negotiated master agreement exists between the parties, that agreement governs and these terms apply only to the extent they do not conflict with it.

3. What Innocrux provides, and what it is not

Innocrux grants the customer a non-exclusive, non-transferable right to use the platform during the term, for the customer’s own streaming service, within the limits recorded in the order form.

3.1 Innocrux is a technology provider. Innocrux supplies software and infrastructure on a subscription basis. It is not a broadcaster, not a publisher, not a content aggregator and not a distributor. It does not commission, acquire, licence, schedule, curate or classify programming, and it has no editorial relationship with anything a customer streams.

3.2 The service belongs to the customer. The platform is white-label. The customer operates the streaming service under its own brand, sets its own terms with its own viewers, and is the service operator of record. To a viewer, the service is the customer's; Innocrux is not a party to that relationship and makes no claim to the customer's brand.

3.3 Intermediary status. In storing and transmitting Customer Content at the customer's direction, Innocrux acts as an intermediary within the meaning of the Information Technology Act, 2000 and the equivalent concept in other jurisdictions. Where a customer's service is subject to rules governing publishers of online curated content — including Part III of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 — those obligations fall on the customer as the publisher, not on Innocrux as its technology supplier.

3.4 Resellers. Where a customer resells access under a multi-tenant arrangement, that must be recorded in the order form. A reseller remains responsible to Innocrux for its own tenants and for what those tenants stream.

Innocrux develops the platform continuously and may change how a feature works. We will not materially reduce the functionality a customer is paying for during a paid term without notice and a reasonable alternative.

4. Availability and support

Innocrux will use commercially reasonable efforts to keep the platform available, and will provide support through the channels and within the response times recorded in the order form. Planned maintenance is notified in advance where it is likely to be noticed.

Availability excludes anything outside our control — a customer’s own infrastructure, their network or CDN where they supply it, third-party services they have chosen to integrate, and events of force majeure.

5. Customer Content, rights and warranties

5.1 Ownership. Customer Content belongs to the customer. Innocrux claims no ownership of it and acquires no right to it beyond the limited licence in 5.2.

5.2 Licence to operate. The customer grants Innocrux a licence to host, encode, transcode, package, encrypt, cache, transmit, index and otherwise process Customer Content strictly as required to deliver the platform. This licence exists so the service can function; it is not a licence to exploit the content, and it ends when the content is deleted or the agreement ends.

5.3 Rights warranty. The customer warrants that it holds all rights, licences and clearances necessary to stream, distribute and monetize every piece of Customer Content, in every territory where it makes that content available. This includes the underlying work, the performances in it, the music it contains, the subtitles and dubs applied to it, and any trademark appearing in it — in every territory where the customer makes it available, for the full period it is available there.

5.4 No monitoring and no editorial control. Innocrux does not review, screen, approve, classify or moderate Customer Content, and is under no obligation to do so. It has no practical means of verifying what a customer holds the rights to, and no editorial control over what a customer publishes. Content is uploaded, scheduled and made available entirely at the customer's direction. Nothing in this agreement, and no act of operating the platform — transcoding, packaging, encrypting, caching, indexing or generating subtitles, dubs, tags or clips — gives Innocrux knowledge of, or responsibility for, what the content is. Automated processing is not review.

5.5 The customer is responsible for its content. As between the parties, the customer is solely responsible for Customer Content and for everything its service makes available to viewers. That includes whether the content may lawfully be shown in each territory, its classification and age rating, any certification or censorship requirement, the advertising shown against it, the royalties owed to rights societies and performers, and the obligations the customer owes its own viewers. Innocrux has no liability to the customer, to a viewer, or to any third party for Customer Content or for any claim arising out of it.

5.6 Indemnity. The customer will indemnify Innocrux against any claim arising from Customer Content, including any claim that it infringes a third party’s intellectual property, publicity or privacy rights.

5.7 Takedown. Where Innocrux receives a credible notice that Customer Content infringes, or is required by law or by a court to act, it may disable access to the affected content. We will tell the customer what we have done and why, as soon as we are permitted to, and will restore access where the matter is resolved.

6. Acceptable use

The customer will not, and will not permit anyone to:

• stream content it does not hold the rights to, or use the platform to circumvent anyone else’s content protection;
• distribute material that is unlawful in a territory where the service is offered, including content that infringes, defames, or sexualises minors;
• attempt to defeat the platform’s DRM, watermarking, token authentication or concurrency controls, or help a viewer to do so;
• reverse engineer, decompile or copy the platform, or use it to build a competing product;
• probe or load-test the infrastructure without written agreement, or interfere with its operation or with another customer’s use of it;
• exceed the usage limits in the order form without agreeing the overage.

Where a breach is serious or ongoing, Innocrux may suspend the affected part of the service. We will give notice and an opportunity to fix the problem first, unless the breach is causing immediate harm to the platform, to another customer or to a third party.

7. Fees

Fees, the billing period and any usage-based charges are those recorded in the order form. Invoices are payable within the stated period. Fees exclude taxes, which the customer pays in addition where they apply.

Where usage exceeds the limits in the order form — storage, bandwidth, transcoding minutes, concurrent viewers, AI processing — the excess is charged at the agreed overage rate. We will not invent a rate after the fact: if no overage rate was agreed, we will contact the customer before charging.

Sustained non-payment, after notice, is grounds for suspension and then termination under section 11.

8. Intellectual property and data

The platform, and everything in it other than Customer Content, belongs to Innocrux. Nothing in this agreement transfers that.

Innocrux may use aggregated, de-identified operational data — throughput, error rates, encoding performance — to run and improve the platform. That data will not identify the customer, its viewers or its content, and will not be shared in a form that does.

Output from the AI video services, including generated subtitles, dubbed audio, metadata and clips, belongs to the customer as Customer Content. Innocrux does not use one customer’s content to train models serving another.

9. Confidentiality and data protection

Each party will protect the other’s confidential information and use it only to perform this agreement. The obligation does not cover information that is public, already known, or independently developed.

Where Innocrux processes personal data on the customer’s behalf, it does so as a processor on the customer’s instructions. The Privacy Policy sets out how, and the controls applied are described on the Security page.

10. Warranties, disclaimers and liability

Innocrux warrants that it will provide the platform with reasonable skill and care. Beyond that, and to the extent the law allows, the platform is provided as is: we do not warrant that it will be uninterrupted or error-free, nor that AI-generated output — a translation, a subtitle, a tag, a recommendation — will be accurate. Output that will be published should be reviewed.

Neither party is liable for indirect or consequential loss, or for loss of profit, revenue, goodwill or anticipated savings. Each party’s total liability under this agreement is limited to the fees paid or payable by the customer in the twelve months before the claim arose.

For the avoidance of doubt, the limits above sit alongside section 5 rather than in place of it: Innocrux has no liability of any kind for Customer Content, or for any claim brought by a viewer, a rights holder, a regulator or any other third party in connection with what a customer streams. That allocation is a condition of supplying the platform at the price agreed, and it is why the platform can be supplied as software rather than as a licensed broadcast service.

Nothing here limits liability that cannot be limited by law, or the customer’s obligations under sections 5.5 and 5.6.

11. Term and termination

The agreement runs for the term in the order form and renews as recorded there. Either party may terminate for material breach that is not cured within thirty days of written notice, or immediately if the other becomes insolvent.

On termination, the customer’s access ends and Innocrux will make Customer Content available for export for the period stated in the order form, after which it is deleted. A customer who needs a longer export window should agree it before termination, not after.

12. General

This agreement is governed by the laws of India, and the courts at Chennai have exclusive jurisdiction, unless the parties have agreed otherwise in the order form.

Neither party may assign the agreement without the other’s consent, except to a successor of its business. If a provision is unenforceable the rest stands. A failure to enforce a right is not a waiver of it.

Innocrux may update these terms. Material changes take effect at the start of the next renewal term for existing customers, and immediately for new ones. The effective date above records when this version took effect.

13. Contact

Tech Innocrux Private Limited, No. 28, Padma Street, VGN Avenue, Mogappair, Chennai – 600 037, India. Questions about these terms: [email protected].