Agreement and scope
1.1 Parties and contracting entity These Terms of Service (the Terms) are entered into between Entropik Technologies Private Limited (Entropik, we, or us) and the organisation accessing the Services (the Customer, or you). Where an order form or Enterprise Agreement expressly names a different Entropik entity as the contracting party, that entity is your counterparty for that order and for all Services supplied under it, and references to Entropik in these Terms mean that entity in respect of that order. No purchase order, invoice, portal registration, vendor onboarding form, or other document varies the contracting entity. An order form naming a different Entropik entity must also state the governing law and forum applicable to that order, in accordance with section 21. Each Entropik entity is severally responsible for the orders to which it is a party and is not jointly liable for orders placed with any other Entropik entity. Entropik may perform its obligations through its affiliates and Sub-processors and remains responsible for their performance as if it were its own. Performance by an affiliate does not make that affiliate a party to these Terms or a counterparty to you.
1.2 What these Terms govern These Terms govern your access to and use of the Decode platform, its four product modules (Consumer Insights, User Research, AI Creative Insights, and AI Moderator), the associated websites at entropik.io, and any related documentation, APIs, and support (together, the Services). These Terms do not govern the relationship between Entropik and individual research participants. That relationship is governed by the Research Participant Terms and the accompanying biometric notice, which are separate instruments presented to participants before any data is collected from them.
1.3 Order of precedence Where you have signed a separate written master services agreement, order form, or enterprise agreement with Entropik (an Enterprise Agreement), and that agreement conflicts with these Terms, the following order applies, from highest authority to lowest: • the Data Processing Addendum, on all matters of personal data processing; • the Enterprise Agreement and any order form executed under it; • these Terms; • any documentation, policy, or specification referenced by any of the above. These Terms apply in full to any subject matter the higher instruments do not address. They are not superseded wholesale by the existence of an Enterprise Agreement.
1.4 Acceptance, capacity, and incorporated terms You accept these Terms by creating an account, executing an order form that references them, or accessing the Services. If you accept on behalf of an organisation, you represent that you have authority to bind that organisation, and Customer means that organisation. The Services are offered for business use only. You represent that you are accepting these Terms in the course of a trade, business, craft, or profession and not as a consumer, and that you are not acting for personal, family, or household purposes. Where you access the Services on a self-service or trial plan, the Data Processing Addendum published at entropik.io/dpa is incorporated into and forms part of these Terms, and you accept it at the same time as you accept these Terms. Where you have executed an Enterprise Agreement, the Data Processing Addendum executed under it applies in place of the published version.
Definitions
Behavioural Signal Data means facial expression, voice tonality, eye gaze, cursor, click, scroll, dwell, and comparable signals captured from a participant during a Study.
Customer Data means all data, content, and materials you or your authorised users upload to or generate within the Services, including stimuli, discussion guides, screeners, and study configurations. Customer Data does not include Behavioural Signal Data, which is treated separately under section 6.
Inference means any emotional, attentional, cognitive, or behavioural state estimated by the Services from Behavioural Signal Data or from participant responses.
Insights Output means the reports, dashboards, scores, transcripts, summaries, and visualisations the Services generate for a Study.
Participant means an individual who takes part in a Study, whether recruited by you, by Entropik, or through a panel provider.
Study means a research project configured and run through the Services.
Sub-processor means a third party engaged by Entropik that processes personal data in the course of providing the Services.
Eligibility, accounts, and authorised users
You must be at least 18 years old and legally capable of entering binding contracts to hold an account. Accounts are issued to named individuals and may not be shared. You are responsible for all activity conducted under credentials issued to you, for maintaining their confidentiality, and for promptly notifying us of any suspected compromise.
You may permit employees and contractors to use the Services as authorised users within the seat count on your order form. You remain responsible for their compliance with these Terms as if their acts were your own. You will deprovision users promptly on termination of their engagement with you.
Licence and permitted use
Subject to your compliance with these Terms and payment of applicable fees, Entropik grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to access and use the Services for your internal research purposes during the subscription term.
You may use, reproduce, and distribute Insights Output within your organisation and to your clients, agencies, and advisors, for their use in connection with the research you commissioned. You may not resell Insights Output as a standalone product, or provide the Services to third parties as a service bureau, without a written agreement permitting it.
Except as this section allows, you may not copy, modify, translate, reverse engineer, decompile, or create derivative works of the Services; access the Services to build a competing product; benchmark or publish performance results without our prior written consent; remove proprietary notices; or circumvent usage limits, rate limits, or access controls.
Customer Data
5.1 Ownership As between the parties, you own all right, title, and interest in Customer Data and in the Insights Output generated for your Studies. Nothing in these Terms transfers ownership of Customer Data to Entropik.
5.2 Licence to operate You grant Entropik a worldwide, non-exclusive, royalty-free licence to host, store, transmit, display, and process Customer Data solely to the extent necessary to provide the Services to you, to provide support you request, and to comply with law. This licence terminates when the underlying data is deleted, subject to section 17.
5.3 Your warranties You warrant that you hold all rights necessary to upload Customer Data and to grant the licence above; that Customer Data does not infringe third party rights; and that your stimuli, screeners, and discussion guides comply with applicable advertising, consumer protection, and research ethics law in each jurisdiction where the Study runs.
Behavioural Signal Data and biometric processing
6.1 What the Services capture Depending on the modules you enable and the configuration of each Study, the Services may capture and process video of a participant’s face, audio of a participant’s voice, gaze and fixation data, and on-screen interaction data. From these signals the Services derive Inferences.
6.2 Roles For Studies you configure and commission, you are the controller (or equivalent) of participant personal data and Entropik is the processor acting on your documented instructions, except as stated in this section 6 and in the Data Processing Addendum.
Where participants are routed into a Study from a third-party panel provider, that provider acts as an independent controller in respect of the panel member data it holds and the recruitment relationship it has with the participant. The panel provider is not Entropik’s Sub-processor in respect of that data.
6.3 Your consent obligations You are responsible for ensuring that a lawful basis exists for every participant in every Study you run, and specifically that:
• affirmative, specific, and informed consent to biometric processing is obtained from each participant before any capture begins, and is recorded in a form capable of being produced as evidence;
• participants are told, in plain language, what signals will be captured, what will be inferred from them, how long each category will be retained, and how to withdraw;
• consent is captured separately from any other agreement and is not bundled into general terms or a privacy policy;
• withdrawal is honoured, and withdrawal requests received by you are transmitted to Entropik without undue delay.
Where Entropik supplies the consent capture flow as part of the Services, your obligation is to configure it correctly for your jurisdiction and study design, and not to disable, bypass, or modify it. Supplying the flow does not transfer the underlying legal responsibility to Entropik.
6.4 Retention Raw Behavioural Signal Data, meaning source video, audio, and gaze recordings, is retained only for as long as necessary to complete processing and quality assurance for the Study in which it was captured, and in any event is deleted or irreversibly de-identified no later than ninety days after that Study closes.
Derived Inferences, transcripts, and Insights Output are retained for the term of your subscription and for a maximum of one hundred and twenty days after its expiry or termination, after which they are deleted in accordance with section 16.
The periods applicable to each category are published in the Decode Data Retention Schedule and are disclosed to participants in the biometric notice before capture begins.
6.5 No identification purpose Entropik does not use Behavioural Signal Data to identify or verify the identity of any individual, does not build or maintain biometric identity templates for identification purposes, and does not sell, lease, trade, or otherwise profit from Behavioural Signal Data. Signals are processed to derive research Inferences and for no other purpose.
6.6 Participants sourced through panel providers Where participants are routed into a Study from a third party panel provider, that participant’s enrolment consent with the provider may already authorise participation in research involving emotion and behavioural signal capture. That enrolment consent operates at the recruitment layer and is a necessary part of the chain, but it does not replace the study-specific consent obtained within the Services.
Consent to the capture of Behavioural Signal Data is therefore obtained at the point of collection within the Services, before any camera, microphone, or gaze capture is activated, and is recorded as a durable consent record against the participant identifier supplied by the panel provider. That record identifies the Study, the signals captured, the inferences derived, and the retention period applicable to each category.
Only a pseudonymous participant identifier is exchanged between the panel provider and the Services. Neither party will pass directly identifying information in the redirect, in a query string, or in a callback.
A participant who declines biometric capture must remain eligible for the incentive, screen-out, or completion treatment they would otherwise have received. Neither you nor any panel provider may condition an incentive, panel standing, or future eligibility on a participant consenting to biometric capture.
Withdrawal of consent, and any deletion or access request a participant makes to the panel provider, will be propagated to the Services without undue delay, and any such request received by the Services will be propagated back to the panel provider.
AI systems, training, and transparency
7.1 Model training on your data Entropik does not use Customer Data, Behavioural Signal Data, or Insights Output to train, fine tune, or otherwise improve any general purpose or foundation model, whether our own or a third party’s. We do not permit our Sub- processors to do so, and we contract for that restriction.
7.2 AI moderation disclosure Where a Study uses the AI Moderator module, the Services disclose to participants at the outset of the session that they are interacting with an artificial intelligence system rather than a human moderator. You may not disable or obscure that disclosure.
7.3 Emotion recognition transparency Where you deploy the Services to recognise emotions or to categorise participants biometrically, and any participant is located in the European Union, you are the deployer for the purposes of Article 50(3) of Regulation (EU) 2024/1689 and are required to inform each exposed individual of the operation of the system. Those obligations have applied since 2 August 2026. Entropik provides notice mechanisms within the participant flow to support that obligation. Using them does not discharge it. You remain responsible for determining that the notice is adequate for your use case and audience, including where participants are children.
7.4 The nature of Inferences Inferences are probabilistic estimates produced by statistical models. They are not direct measurements of a participant’s internal emotional or cognitive state, and no such state is directly observable. Accuracy varies by signal quality, lighting, device, camera position, demographic composition of the sample, language, cultural context, and study design. Insights Output is research input intended to inform human judgement. It is not a factual determination about any individual, and it must not be presented to third parties as a direct measurement of an individual’s emotional state.
Acceptable use and prohibited applications
You may not use the Services, and may not permit any authorised user to use them, to:
• infer the emotions of natural persons in the workplace or in education institutions, which is prohibited under Article 5 of Regulation (EU) 2024/1689 where the EU AI Act applies, and which Entropik prohibits under these Terms in all jurisdictions;
• make or materially inform any decision about an individual concerning employment, promotion, termination, admission, credit, insurance, housing, healthcare, immigration status, or any legal right or entitlement;
• capture behavioural signals covertly, or from any individual who has not given affirmative consent to that capture before it begins;
• identify, verify, re-identify, track, surveil, or profile any individual outside the scope of a consented Study;
• conduct research on individuals under the age of 18 without verified consent from a parent or legal guardian and compliance with applicable child protection and privacy law;
• run studies designed to deceive participants in a manner that would not survive ethics review, or that expose participants to material psychological risk without an appropriate debrief;
• upload content that is unlawful, infringing, defamatory, harassing, or that depicts child sexual abuse material or non-consensual intimate imagery;
• probe, scan, or stress test the security of the Services, or attempt unauthorised access to any account, system, or data;
• interfere with the integrity or performance of the Services, or introduce malicious code.
We may suspend access immediately, without prior notice, where we reasonably believe continued use presents a risk of harm to participants, to third parties, or to the integrity or security of the Services.
Customer research compliance
You are responsible for the lawfulness and ethics of the research you design and run. Without limiting section 6, you will: determine and document a lawful basis for processing in each jurisdiction where participants are located; obtain ethics or institutional review board approval where your sector, funding source, or study design requires it; comply with applicable market research codes of conduct; and honour participant rights requests you receive.
Entropik provides the platform. Entropik does not review, approve, or assume responsibility for your study design, your stimuli, your recruitment criteria, or your interpretation of Insights Output.
Fees, subscriptions, and usage
Fees, subscription term, seat counts, and usage entitlements are set out in your order form. Fees are payable in advance and are non-refundable except as expressly stated. Usage above your entitlement is billed at the overage rate on your order form, or where none is stated, at our then current list rate.
We may revise list pricing on renewal by giving you at least sixty days written notice before the renewal date. Fees are exclusive of taxes, which you are responsible for other than taxes on our income. Undisputed amounts more than thirty days overdue may accrue interest and may result in suspension after written notice.
10.1 Self-service and trial plans Where you access the Services on a self-service or trial plan, the fees, entitlements, and usage limits are those displayed at sign-up. Paid self-service subscriptions renew automatically for successive periods of the same length unless cancelled before the end of the then current period. You may cancel at any time through your account settings, with effect from the end of the period in which you cancel.
A free trial converts to a paid subscription at the end of the trial period unless cancelled before it ends. We will notify you before conversion and will state the amount and the date on which it will be charged. Fees for a period that has already commenced are not refundable except where required by law.
Confidentiality
Each party may receive information of the other that is marked confidential or that a reasonable person would understand to be confidential. The receiving party will use it only to perform under these Terms, will protect it with at least reasonable care, and will not disclose it except to personnel and advisors bound by comparable obligations.
These obligations do not apply to information that is or becomes public without breach, was known without restriction before disclosure, is independently developed, or is lawfully received from a third party. Disclosure compelled by law is permitted where the receiving party gives prompt notice, to the extent legally allowed, so the disclosing party can seek protection.
Your Customer Data and our non-public technical, security, and pricing information are each confidential without need of marking.
Intellectual property
Entropik owns and retains all right, title, and interest in the Services, including all software, models, algorithms, methodologies, user interfaces, and documentation, and in all improvements to them. Entropik’s trade marks, including Decode and Entropik, may not be used without our prior written consent, other than to identify Entropik as your research technology provider in accordance with any brand guidelines we publish.
No rights are granted by implication, estoppel, or otherwise. All rights not expressly granted are reserved.
12.1 Feedback If you provide suggestions, feature requests, or other feedback about the Services, you grant Entropik a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate it without obligation or attribution. Feedback does not include Customer Data or your confidential information.
Third party services and Sub-processors
The Services may integrate with or link to third party products. We do not control them and are not responsible for them. Your use of a third-party product is governed by that provider’s terms, and enabling an integration may authorize the exchange of data between the Services and that product.
Entropik engages Sub-processors to deliver the Services. A current list is maintained at the location identified in the Data Processing Addendum, together with the mechanism for notice of changes and your right to object.
Security
Entropik maintains an information security programme with administrative, technical, and physical safeguards designed to protect Customer Data and Behavioural Signal Data against unauthorised access, disclosure, alteration, and destruction. The programme is certified to ISO/IEC 27001 and is examined annually against the SOC 2 Trust Services Criteria for Security under a Type II examination. Current certificates, examination reports, the scope and period of each, and the applicable version of each standard are made available through the Decode Trust Centre and, where applicable, in the security schedule to your Enterprise Agreement.
Entropik will notify you if a certification lapses or if its scope materially narrows during your subscription term. Entropik processes personal data in accordance with applicable data protection law, including the General Data Protection Regulation where it applies. The allocation of compliance obligations between the parties is set out in the Data Processing Addendum.
Incident notification obligations, timelines, and remediation commitments are set out in the Data Processing Addendum.
Term, suspension, and termination
These Terms apply from your first access to the Services and continue for the subscription term on your order form, renewing as stated there, or until terminated.
Either party may terminate for material breach that remains uncured thirty days after written notice. Either party may terminate immediately on the other’s insolvency or comparable proceeding. Entropik may suspend access immediately where required by law, where necessary to prevent harm to participants or third parties, or on the grounds in section 8, and will restore access when the cause is resolved.
On termination your licence ends and you must cease use of the Services. Sections 5.1, 6.4, 6.5, 6.6, 11, 12, 16, 17, 18, 19, 20, 21, and 23 survive.
Data return and deletion
For thirty days after termination you may export Customer Data and Insights Output through the Services’ standard export functions at no additional charge. Export in bespoke formats, bulk migration assistance, or extraction outside the standard functions may be quoted separately by reference to data volume and complexity, and is subject to a written statement of work agreed in advance. Entropik will not withhold Customer Data in a standard machine- readable format on the ground that such charges are unpaid.
After that period Entropik will delete or irreversibly de-identify Customer Data and Insights Output within a further sixty days, except where retention is required by law or where data has been aggregated and de-identified such that it can no longer be associated with you or any participant. Raw Behavioural Signal Data is deleted on the shorter cycle in section 6.4 and is not held to termination.
Disclaimers
Except as expressly stated in these Terms or in an Enterprise Agreement, the Services are provided on an as is and as available basis. To the maximum extent permitted by law, Entropik disclaims all implied warranties, including merchantability, fitness for a particular purpose, non-infringement, and any warranty arising from course of dealing or usage of trade.
Without limiting that disclaimer, and consistent with section 7.4, Entropik does not warrant that any Inference is accurate for any individual participant, that Insights Output will predict market outcomes or consumer behaviour, that the Services will be uninterrupted or error free, or that all defects will be corrected. You are solely responsible for decisions you make in reliance on Insights Output.
Nothing in this section limits liability that cannot be limited under applicable law, including liability for fraud or fraudulent misrepresentation.
Limitation of liability
To the maximum extent permitted by law, neither party is liable for lost profits, lost revenue, lost or corrupted data, loss of goodwill, business interruption, or any indirect, incidental, special, consequential, exemplary, or punitive damages, whether in contract, tort, or otherwise, and whether or not the party was advised of the possibility.
Each party’s total aggregate liability arising out of or relating to these Terms is limited to the fees paid or payable by you to Entropik in the twelve months preceding the first event giving rise to the claim.
These limits do not apply to: your payment obligations; either party’s indemnification obligations under section 19; your breach of section 4 or section 8; or either party’s breach of confidentiality obligations under section 11.
Indemnification
19.1 By Entropik Entropik will defend you against any third party claim alleging that the Services, as provided by us and used in accordance with these Terms, infringe that third party’s patent, copyright, or trade mark rights, and will pay damages finally awarded or amounts agreed in settlement. If the Services become, or we believe may become, the subject of such a claim, we may procure the right to continue use, modify the Services, or terminate the affected subscription and refund prepaid unused fees.
This obligation does not apply to claims arising from Customer Data, from modification of the Services by anyone other than Entropik, from combination with products we did not supply, or from use in breach of these Terms.
19.2 By Customer You will defend Entropik against any third-party claim arising from Customer Data, from your study design or stimuli, from your failure to obtain or properly record participant consent, from your use of Insights Output, or from your breach of section 8, and will pay damages finally awarded or amounts agreed in settlement.
19.3 Process The indemnified party will give prompt written notice, grant sole control of the defence and settlement, and provide reasonable cooperation at the indemnifying party’s expense. No settlement imposing a non-monetary obligation on the indemnified party may be entered without its consent.
Export control and sanctions
Each party will comply with applicable export control, economic sanctions, and anti-corruption laws. You represent that you are not located in, organised under the laws of, or ordinarily resident in a jurisdiction subject to comprehensive sanctions, that you are not a restricted or denied party under any applicable list, and that you will not make the Services available to any such person or in any such jurisdiction.
Governing law and dispute resolution
21.1 Customers incorporated in India Where the Customer is incorporated or registered in India, these Terms are governed by the laws of India. Any dispute arising out of or in connection with these Terms, including any question as to their existence, validity, or termination, will be referred to and finally resolved by arbitration seated at Bengaluru under the Arbitration and Conciliation Act 1996, before a sole arbitrator appointed by agreement of the parties. The language of the arbitration is English. The courts at Bengaluru have supervisory jurisdiction.
21.2 All other Customers Where the Customer is incorporated or registered outside India, these Terms are governed by the laws of Singapore, without regard to conflict of law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
Any dispute arising out of or in connection with these Terms, including any question as to their existence, validity, or termination, will be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre in accordance with the SIAC Rules in force at the time the notice of arbitration is submitted. The seat of the arbitration is Singapore, the tribunal consists of a sole arbitrator, and the language of the arbitration is English.
The parties agree that the Expedited Procedure under the SIAC Rules applies to any dispute where the aggregate amount in dispute does not exceed the threshold set out in those Rules for that procedure, or where the parties otherwise agree to its application.
21.3 Escalation Before commencing arbitration, the parties will attempt in good faith to resolve the dispute by referring it to a senior representative of each party for a period of thirty days from written notice of the dispute. This section does not prevent a party from seeking interim or conservatory relief at any time.
21.4 Interim relief Nothing in this section prevents either party from applying to any court of competent jurisdiction for interim or conservatory relief, including to protect intellectual property, confidential information, or personal data. Notwithstanding that the seat under section 21.2 is outside India, the parties do not exclude the application of Section 9 of the Arbitration and Conciliation Act 1996, and either party may seek interim measures from the Indian courts in aid of an arbitration under that section. The parties may also apply for emergency interim relief under the SIAC Rules.
21.5 Confidentiality and consolidation The existence of any arbitration, all submissions and evidence in it, and any award are confidential, except as required to enforce an award or by law. Related claims arising from the same or connected facts may not be brought separately to avoid the operation of this section, and either party may apply for consolidation in accordance with the applicable rules.
21.6 Orders naming a different Entropik entity Where an order form names a different Entropik entity under section 1.1, that order and all Services supplied under it are governed by the law and forum stated in that order form. Where such an order form is silent on governing law or forum, this section applies to it unchanged, determined by the Customer’s place of incorporation.
Governing law and dispute resolution
We may update these Terms. For changes that materially reduce your rights or materially increase your obligations, we will give at least thirty days’ notice by email to your account administrator and by notice within the Services, and the change takes effect at the start of your next renewal term. Other changes take effect on posting. If you do not accept a material change, you may terminate before it takes effect and receive a pro rata refund of prepaid unused fees.
General
These Terms, together with any Enterprise Agreement, order form, and Data Processing Addendum, constitute the entire agreement on their subject matter and supersede all prior discussions. No waiver is effective unless in writing. If any provision is held unenforceable, it will be modified to the minimum extent necessary and the remainder will continue in force.
You may not assign these Terms without our written consent, except to a successor in a merger or sale of substantially all assets, on written notice. Neither party is liable for delay or failure caused by events beyond its reasonable control. The parties are independent contractors. There are no third party beneficiaries.
Contact
Questions about these Terms may be directed to legal@entropik.io, or in writing to Entropik Technologies Private Limited, at its registered office at Lower Ground Flood, IBC Diamond District, Tower B, HAL Old Airport Road, Bengaluru, Karnataka, India 560008.
Notices under these Terms are effective when delivered to that address, or by email to [legal@entropik.io] with confirmation of receipt. You will keep the notice address and account administrator contact on your order form current.
