WE ENCOURAGE YOU TO READ THESE TERMS CAREFULLY. BY ACCESSING OUR WEBSITE OR OUR MOBILE APPLICATION, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, WE ADVISE YOU TO NOT ACCESS, BROWSE OR OTHERWISE USE OUR WEBSITE, MOBILE APPLICATION OR OUR SERVICES.
“Axind”, “we”, “our” or “us” refers to the Company, Axind Software Private Limited. “You” or “your” refers to the user or customer accessing our website, mobile app or availing our services.
These Terms govern your access and use of our website [http://www.axind.com/], mobile application and all products and services. Other services offered by us may require you to execute separate agreements. If you wish to subscribe to any of our other service, please contact us for more information.
2. Legally binding
These Terms constitute a legally binding contract. The Terms shall be in effect as on the date you use or access any of our services.
3. Eligibility to enter into these Terms
3.1. To accept these Termsyou must be an individual competent to enter into a contract under the applicable law.
3.2. If you are accepting these Terms on behalf of your employer or another entity, you represent and warrant that:
i. you have full legal authority to bind your employer or such entity to these Terms; and
ii. you understand and agree to these Terms on behalf of the entity that you represent.
4. Modification to these Terms
We reserve our right to change or revise these Terms at any time by making changes on our website. We encourage you to revisit and review these Terms and stay informed of any changes. Your continued use of our website, mobile application or our services following the posting of any such changes of the revised Terms will constitute your acceptance of such changes or revisions.
5. Use and access to our services
5.1. During the applicable term, you may access and use our services for your business, in accordance with these Terms. The rights you possess on the purchase of our services are non-exclusive, non-sublicensable and non-transferable.
5.2. Account and login formalities- In order to use our services, you will have to “sign-up” and choose a plan for the usage of our software products.
5.3. Multiple users- Each organization/company can have multiple users with individual user identification credentials. All users shall be bound by these Terms.
5.4. Modifications- We shall have the right to modify or update the software or any part or element thereof from time to time without prior notice, including, without limitation to:
i. Rebranding the software at our sole discretion;
ii. Discontinue any particular software or part or element of the software temporarily or permanently.
Information about modifications will be provided in the software and will be available to users after logging in.
5.5. Support- During the subscription term, we will provide reasonable support for installation and use of our software and services on a reasonable request. We will reasonably respond to the support enquiries that we receive via the support option on the mobile application and/or the software.
The following provisions are applicable if you purchase access to our software solutions.
6.1. Subscription term-Our services can be purchased on a monthly or yearly basis.
6.2. Renewals- Unless otherwise selected by you, or cancelled before the expiry of the current term, your subscription will be renewed automatically for another term of a period equal to your initial term.
6.3. Card authorization- We seek pre-authorization of your debit/credit card prior to the purchase in order to verify that the card is valid and has the necessary funds or credit available to cover the purchase. All necessary fees for the purchase shall be directed to the pre-authorized card. We do not retain credit card information and are therefore not responsible in this regard. All such information is within the domain of the payment gateway.
6.4. Electronicinvoice–We shall send you an invoice of the transaction for your records.
7. Customer’s Responsibilities
7.1. You are solely responsible for (i) you and your authorized users’ access and use of our services and compliance with these Terms, (ii) maintaining the confidentiality of yourself and your authorized users’ log-in information, credentials and passwords associated with your account, and the privacy and security of your account, (iii) any monies due to you related to transactions that are processed through your payment gateways, merchant account providers or any payment processors that you utilize in connection with our services, and (iv) all activities that occur regarding your account regardless of whether the activities are undertaken by you, your employees or a third party (including your contractors or agents). We are not responsible for any alteration, compromise, corruption or loss of your data, or any activity that arises from any access to, sharing or use of your account, log-in information, credentials or passwords, or your activities, except to the extent caused by our breach of these Terms. You agree to notify us immediately of any unauthorized access or use of your account, log-in information, credentials or passwords, or any unauthorized activity in your account. We have the right to suspend or terminate our services, without notice to you, if we suspect any unauthorized activity. You agree to cooperate with us in any investigation into suspected or actual unauthorized activity.
7.2. The customer and its authorized users may use Axind’s Services and any part or element thereof only in the scope, with the means and for purposes as identified in these Terms and applicable law. By way of example, neither the Client nor any User may copy, duplicate, distribute, modify, adapt, hack, create derivative works, reverse engineer or decompile Axind services or any part or element thereof, or attempt to extract the source code thereof, unless (i) it is expressly allowed under applicable law, and (ii) to the extent that the Supplier is not permitted by that applicable law to exclude or limit the foregoing rights; or use Axind’s services or any part or element thereof unless it has agreed to these Terms.
9. Intellectual Property
9.1. Your use of our services or parts thereof does not grant you any ownership or intellectual property rights. Any commercial or promotional distribution, publishing or exploitation of our services or content related to our services is strictly prohibited. You do not acquire any ownership rights by downloading or purchasing any of our software or parts thereof from our website.
9.2. You shall not copy, distribute or publish any content or any information obtained or derived therefrom except as permitted by applicable law.
10.1. We warrant, for your benefit only, that we use commercially reasonable efforts to prevent introduction of viruses, Trojan horses or similar harmful materials into our services (but we are not responsible for harmful materials submitted by you or other users. Unless otherwise expressly stated by us, our services:
i. are provided “as is” and “as available” without any kind of warranties, express or implied;
ii. will not be uninterrupted or error-free,nor will the server that makes them available be free of viruses or other harmful components.
11. Third Party Products and Services
Our services may contain or may contain links to third party information, websites, products, services or resources that are not owned or controlled by us. We do not endorse any such third party content. If you access or use such third party content through our services, you do so at your own risk. You agree that we have no responsibility arising from your access to or use of any such third party information, websites, products, services or resources.
You shall indemnify, defend and hold harmless Axind and its affiliates, officers, directors, owners, agents, employees, information providers, from and against any and all liabilities and costs incurred by Axind in connection with any claim arising out of any breach by you of your representations, warranties and covenants hereunder. In no event shall either we be liable for any indirect, special, incidental or consequential damages arising out of or in any way connected with these Terms or any matter related hereto, including without limitation, lost business or lost profits.
13. Limitation of Liability
In no event shall the aggregate liability of Axind and its affiliates arising out of or related to these Terms exceed the total amount paid by the user or customer hereunder for Axind services giving rise to the liability in the six months preceding the first incident out of which the liability arose. The foregoing limitation will apply whether an action is in contract or tort and regardless of the theory of liability, but will not limit the user or customers’payment obligations under the “payment” section above.
14.1. Termination for Cause–We may terminate these Terms forthwith in case of any material breach by you including but not limited to non-payment of outstanding dues. We may provide you with an opportunity to rectify your breach, your failure to cure the breach within seven (7) days shall lead to the automatic termination of these Terms unless otherwise extended by us.
14.2. Termination for Convenience – You are free to stop using our software and terminate these Terms at any time and for any reason either upon-
i. a written notice to us; or
ii. by cancelling the subscription.
In case you terminate these Terms within the subscription period, you will not be entitled to any refund.
14.3. Effects of termination – Upon expiration or termination of these Terms, you must:
i. Cease using all our service;
ii. Delete (or at our request, return) all Confidential Information or other content of ours in your possession.
14.4. You will not have access to your data or account (and we may delete it unless legally prohibited) after expiration or termination of these Terms (or its applicable subscription term), so please make sure you export your data from our services during the applicable subscription term.
15.2. In case we do not hear any response from you within seven (7)calendar days, we may step in and take the appropriate action which may include disabling your account.
16. Governing Law and DisputeResolution
16.1. Governing Law- These Terms shall be governed by, construed and interpreted in accordance with the laws of India.
16.2. Dispute Resolution- In the event of any dispute arising out of these Terms, we shall try to resolve it amicably within thirty (30) days from the date of dispute which has been reported in writing to one and other. However, upon failure to do so, any unresolved dispute shall be referred to arbitration under the Arbitration and Conciliation Act, 1996. The arbitration award shall be final and binding on both of us. The language of Arbitration shall be English.
17.1. Confidential Information –Except as otherwise set forth in these Terms, each party agrees that all code, inventions, know-how and business, technical and financial information disclosed to such party (“Receiving Party”) by the disclosing party (“Disclosing Party”) constitute the confidential property of the Disclosing Party (“Confidential Information”), provided that it is identified as confidential at the time of disclosure or should be reasonably known by the Receiving Party to be confidential or proprietary due to the nature of the information disclosed and the circumstances surrounding the disclosure. Any of our technology and any performance information relating to our services will be deemed our Confidential Information without any marking or further designation. Except as expressly authorized herein, the Receiving Party will (1) hold in confidence and not disclose any Confidential Information to third parties and (2) not use Confidential Information for any purpose other than fulfilling its obligations and exercising its rights under these Terms. The Receiving Party may disclose Confidential Information to its employees, agents, contractors and other representatives having a legitimate need to know, provided that they are bound to confidentiality obligations no less protective of the Disclosing Party than this clause and that the Receiving Party remains responsible for compliance by them with the terms of this clause. The Receiving Party’s confidentiality obligations will not apply to information which the Receiving Party can document: (i) was rightfully in its possession or known to it prior to receipt of the Confidential Information; (ii) is or has become public knowledge through no fault of the Receiving Party; (iii) is rightfully obtained by the Receiving Party from a third party without breach of any confidentiality obligation; or (iv) is independently developed by employees of the Receiving Party who had no access to such information. The Receiving Party may also disclose Confidential Information if so required pursuant to a regulation, law or court order (but only to the minimum extent required to comply with such regulation or order and with advance notice to the Disclosing Party).
17.2. Entirety of the Terms- These Terms form the entire Terms of understanding among us as to the subject matter hereof.
17.3. Severability- If any term, condition or provision of these Terms is held to be invalid, unenforceable or illegal in whole or in part for any reason, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties. The validity and enforceability of the remaining terms, conditions or provisions, or portions of them, shall not be affected.
17.4. Notices- Unless otherwise expressly stated in these Terms, all notices related to these Terms will be in writing and will be effective upon:
i. the business day after e-mailing; or
ii. except for notices of termination or an indemnifiable claim, which will have effect from the day of sending by email; and
iii. All notices to you will be addressed to the relevant billing contact designated by you.
17.5. Waiver –If you fail to exercise or enforce any provisions or rights under these Terms, it will be deemed as a waiver of future enforcement of that or any other provision or right.
17.6. Force majeure- We shall not be responsible to you for any failure to perform, which is caused by occurrences beyond our reasonable control including, but not limited difficulties in delivery, strikes, lock-outs, labour disputes of any kind, fires, accidents, earthquakes, tornados and other natural events, riots, war (whether declared or undeclared), uprisings, delay of carriers, government seizures, embargos, laws or regulations of any political sub-division or agency (including government controlled export credit agency), or any government. During the persistence such events we shall be exempt from performing our obligations.
18. Feedback and Contact Information
If you wish to provide us with any comments, bug reports, feedback, or modifications for the software or suggestions you may send it to [firstname.lastname@example.org] or by post as [C-616, Nirvana Courtyard, Sector 50, Gurgaon, 122018 Haryana, India].
We shall have the right to use such feedback at its discretion, including, but not limited to the incorporation of such suggested changes into our software. We shall have the right to modify or remove any feedback provided in the public areas of the Web Site if we consider it harmful, offensive, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, invasive of another’s privacy, hateful or otherwise unlawful.
Effective Date: 01st April 2019