User Agreement And Privacy - Captainbiz

TERMS & CONDITIONS OF CAPTAINBIZ

LOGO CLOUD SERVICE AGREEMENT

PLEASE READ THIS CLOUD SERVICE AGREEMENT (“AGREEMENT”) CAREFULLY. THIS AGREEMENT REGULATES THE TERMS AND CONDITIONS OF CUSTOMER USE OF THE SUBSCRIPTION SERVICE FOR LOGO SOFTWARE. BY USING AND/OR ACCESSING THE SOFTWARE/CLOUD SYSTEM; CUSTOMER AGREE AND REPRESENT THAT CUSTOMER HAVE READ THIS AGREEMENT, UNDERSTOOD THE CONTENT AND ACCEPTED THE PROVISIONS HEREUNDER.

  1. DEFINITIONS

1.1 Main Licensor: shall refer to Logo Yazılım Sanayi ve Ticaret Anonim Şirketi, which owns the intellectual and industrial property rights of the Software/ Subscription Service and is located at Gebe Organize Sanayi Bölgesi, Şahabettin Bilgisu Caddesi No: 609 Gebze, Kocaeli.

1.2 Licensor/ LOGO: shall refer to Logo Infosoft Business Technology Private Limited, located at #1302, Tower-3, Indiabulls Finance Centre, Senapati Bapat Marg, Elphinstone Road (West), Mumbai, Maharashtra 400013, India which is an independent contractor, authorized to resell and/or distribute customer licenses of and/or services for Main Licensor’s Software, on its own behalf and account.

1.3 CUSTOMER: shall refer to the real or legal person purchasing the Subscription Service for the LOGO Software, of which all rights are the property of LOGO.

1.4 Software/LOGO Software: Shall refer to the standard Computer Program in human-readable or machine-readable format, which is developed by or for LOGO and whose financial rights/copyright or the right to market rest with LOGO. Unless otherwise stated, it shall refer to the software indicated in the relevant Order Form and/or in the annex of this Agreement.

1.5 Right of Access to Service: Shall refer to the CUSTOMER’s remote access to LOGO Software to use or view for internal purposes. Such right as described herein does not furnish the CUSTOMER with the right to make LOGO Software available to Third Parties.

1.6 Access Location: Shall refer to “Software access locations” such as headquarters, retail stores, authorized services or call centres, where the Customer receives/shall receive Service and where applicable for the LOGO Software indicated in the Order Form.

1.7 Service/Subscription Service: Shall refer to remote access and use of LOGO Software during the term of the Agreement within the scope and in accordance with the terms of this Agreement.

1.8 Order Form: Shall refer to the sales agreement signed between LOGO and the CUSTOMER and indicating the Software for which the Subscription Service is provided.

1.9 Activation Key: Shall refer to the “password key” which shall be generated by LOGO in order to enable the CUSTOMER’s remote access to LOGO Software.

1.10 Territory: Shall mean the Republic of India.

1.11 Data Centers: Shall refer to any LOGO or third-party hosting sites/locations with a hosting service provider operating certificate, where LOGO Software and CUSTOMER data shall be stored in order to enable the CUSTOMER to receive the Subscription Service which the CUSTOMER shall be entitled to receive under this Agreement.

1.12 Documentation: Shall refer to any and all printed or digital documentation developed by LOGO for the use of LOGO Software.

1.13 Intellectual Property Rights: Shall refer to, but not limited to, any patents, copyrights, trademarks and/or other intellectual property rights and relevant documentation rights.

1.14 Version: Shall refer to different models as a result of significant and fundamental modifications in the technical infrastructure, functions, operating capacity or features of the Software.

1.15 Edition: Shall refer to superficial changes for the purpose of bringing several innovations to the Software, improving the performance of the Software or ensuring its compliance with current legal regulations.

1.16 Service Providers: Shall refer to Third Parties performing part of the services subject to this Agreement professionally, operating at the national level and holding a certificate if required by legislation.

1.17 Third Party: Shall refer to all public and private local and foreign “persons” with legal capacity including real persons, sole proprietorships or corporations or institutions, organizations, foundations and associations, other than the parties to the Agreement.

1.18 Third Party Software: Shall refer to any software product whose proprietary rights are the property of Third Parties.

  1. SUBJECT

This Agreement sets forth the mutual rights and obligations of the CUSTOMER and LOGO relating to the Subscription Service for the LOGO Software stated under the Order Form to be provided to the CUSTOMER during the term of the Agreement.

  1. TERM

This Agreement shall commence on the Effective Date and shall remain in effect for a trial period of fourteen (14) days. Should the CUSTOMER make timely and advance payment of the Fee during or upon the expiration of the trial period, the duration of this Agreement shall be extended in accordance with the tenure of the plan selected by the CUSTOMER.

  1. SCOPE OF SUBSCRIPTION SERVICE

The CUSTOMER and Access Locations may use, run and view the Software online through remote access for their internal business needs in accordance with the rights and restrictions stated hereunder and for the term of the Agreement. LOGO shall make the Software available to the CUSTOMER through remote access by storing it at the Data Centre. The CUSTOMER shall not exceed the number of users/centres/branches stated under the Order Form under any circumstances.

In the event any Access Locations not within the legal entity of the CUSTOMER are explicitly granted the right to Access Service under this Agreement or the Order Form; the CUSTOMER shall ensure that the relevant Access Locations accept the terms of this Agreement in writing.

The non-exclusive license/right granted to access/use the Service with respect to the Software within the scope of the Subscription Service shall be valid during the term of the Agreement. LOGO reserves the right to grant the same and similar services, licenses to Third Parties and exercise its “financial rights/copyright” on the Software to its own preference. The rights created on behalf of the CUSTOMER under this Agreement shall not impose any restrictions on LOGO in respect to exercising the Intellectual Property rights in its possession.

“The new versions and editions/updates of the Software released by LOGO under the Subscription Service within the term of the Agreement” shall be available to the CUSTOMER free of charge during the subscription period including the subjects and modules within the scope of the Agreement. Unless otherwise stated by LOGO; additional service purchases relating to capacity increase such as increasing the number of users or Access Locations listed in the Order Form shall be subject to the provisions of this Agreement.

Any prerequisites, if any, necessary to access the Service and for the Service to operate on Third Party Software should be announced on LOGO website. The CUSTOMER is entitled to use the Software only with the software functions for which the Service Fee has been paid to LOGO. Even if technically possible, the CUSTOMER shall not use superior/different functions within the Software without paying the relevant service fees.

The CUSTOMER also agrees and explicitly consents to usage of its data by LOGO for providing any additional product or service to the CUSTOMER.

  1. OBLIGATIONS OF LOGO

I. LOGO shall ensure operation and accessibility of the Software during the term of the Agreement.

II. The address to log onto in order to use LOGO Software is provided in the Order Form. LOGO reserves the right to make amendments at this address or the content of the site at its own discretion.

III. LOGO shall ensure that the Software can be used in accordance with the functions defined under the Order Form and/or Documentation. LOGO shall provide the infrastructure necessary for internet-based operation of the server and the Software or shall ensure their provision from Service Providers. The CUSTOMER shall be responsible for the provision of the software-hardware required for the automation system to enable access to LOGO Software.

IV. LOGO reserves the right to release a new edition or version of the Software. To the extent that; such release shall not cause any substantial degradation in the working of the software.

V. LOGO provides all its CUSTOMERs with the opportunity to use the latest edition of LOGO Software within the scope of the Subscription Service. The CUSTOMER may not demand that the previous edition is kept and used or request any new features to be added to the previous editions.

VI. LOGO shall provide or ensure the provision of security of the Software.

VII. LOGO shall ensure compliance with any applicable data protection and data privacy laws while providing the Service. LOGO shall also ensure compliance with the regulatory requirements of retention of data.

VIII. LOGO reserves the right to modify the pricing of its products at any time. In the event of a price change, existing Customers will be notified at least 30 days in advance. Such notifications will be communicated via email or website notification or other communication channels.

  1. ACTIVATION KEY

The CUSTOMER shall be solely responsible for passwords etc. required for enabling the CUSTOMER’s remote access to the Software. In the event that such passwords, codes are lost, used by unauthorized persons etc., LOGO shall not have any legal liability.

  1. RESTRICTIONS ON USE OF SERVICE

The CUSTOMER shall not:

– Loan, sub-license, or rent the Software, the license Activation Key required for the Software, the customer code, passwords etc., either for a fee or free of charge, or make available or resell the foregoing to any Third Party.

– Assign this Agreement or any or all of the rights created hereunder to Third Parties.

– Make use of the Software in a manner contrary to the national and international legislation in force or the regulations and laws relating to Internet use.

– Exceed the number of users stated under the Order Form, create customer copies.

– Use the Software or license activation key in a manner contrary to law or use it for wrong purposes, authorize any third party to perform the foregoing or take part in such action.

LOGO Software hereby grants the customer a non-exclusive, non-transferable license to access content proprietary to LOGO Software via its products. For content owned by third parties, including software providers, the customer is required to secure an independent license from those entities. LOGO Software does not convey any rights concerning third-party content. Access to and use of such third-party content by the customer are governed by the terms and conditions stipulated by the respective third parties.

LOGO neither makes any commitments as to the data and information of the CUSTOMER and Access Locations, nor assumes any kind of guarantee or responsibility with respect to the foregoing.

In the event that an active CUSTOMER who has created a master and added details like product and service, Bank details etc but has not used the Software for a period of 180 days and a CUSTOMER who has neither created any data nor used the Software for over 90 days shall be treated as Inactive Users. LOGO retains the unilateral right to terminate such relationship post giving 30 days advance notice of termination of such customer rights. In such cases, LOGO shall have no liability to maintaining such customer details or keeping the customer valid in its system, all data of such inactive CUSTOMER shall be deleted, and the data purged from LOGO’s system. The CUSTOMER shall be solely responsible for storing its data, if any, and shall have no legal recourse to LOGO for any data that it may have stored in such Software.

  1. MUTUAL OBLIGATIONS AND SPECIAL PROVISIONS

Parties accept and undertake to perform their obligations hereunder with utmost care and to maintain close cooperation for perfect performance of the subject.

The CUSTOMER shall:

– Provide the “up-to-date hardware” and Internet access required to access the Software at the locations and ensure continuous operation of such, avoid receiving any support and service from unauthorized persons in case of a breakdown or failure.

– Install security software and firewall and the most up-to-date anti-virus and anti-trojan software in all computer systems.

– Prevent any unauthorized access to the Software/Service.

– Ensure that any CUSTOMER data uploaded to the Software be free of any viruses or other harmful programs.

– Pay the service fees and other relevant fees specified under this Agreement regularly.

  1. GUARANTEES AND LIMITATION OF LIABILITY

LOGO takes utmost care to ensure substantial compatibility of the Software with the Documentation provided digitally. LOGO does not claim or undertake that the Software is error-free, flawless, and perfect and that it will meet the specific requirements and/or expectations of the CUSTOMER. The Software should be accepted as is by the Customer. LOGO does not give any express or implied warranty regarding, including but not limited to, the performance, merchantability, fitness for a particular purpose, and non-infringement.

The Software may contain information and parameters from websites operated by Third Parties. LOGO does not assume or guarantee the accuracy or safety of such information and parameters under any circumstances. The CUSTOMER needs to verify the accuracy of relevant Third-Party content and any data, reports, and any other information developed in accordance with such content.

While LOGO Software endeavours to notify Customer in advance when reasonably possible, we reserve the right, at our sole discretion and without prior notice, to suspend, limit, or disable access to, or remove any Third-Party Application from our services. LOGO Software bears no liability for any consequences Customer may face, including but not limited to loss of profit, revenue, data, goodwill, or other intangible losses, as a result of such actions concerning Third-Party Applications.

LOGO shall have no legal liability with respect to (i) Back-up, back-up restoring processes, and/or data errors and losses although such processes are carried out; (ii) Software use trainings and on-site support services; (iii) Form and report designs developed by the CUSTOMER; (iv) Improper or illegal use of the Software; (v) Negligence and omissions of Service Providers and Data Centres; (vi) Hardware, operating system, remote access network, and network designs, failures, and connection errors; (vii) Failures in the database software and any other software which are not the property of LOGO, any Third-Party Software; (viii) Failures as a result of voltage fluctuation, power outages, viruses, internet lines, and other environmental factors. The CUSTOMER shall be solely responsible for the negligence and omissions of its own employees and Access Locations.

Excluding the cases of gross fault; LOGO’s liability with respect to any pecuniary and intangible damages, losses, and/or claims as a result of the use of Software and this Agreement shall be limited to the “Annual Service Fee” paid to LOGO. LOGO shall not have any liability with respect to financial results and indirect losses such as loss of data, loss of profit, specific damages, and/or consequential damages under any circumstances.

CUSTOMER ACCEPTANCE OF POLICIES

Agreement to Terms: By accessing or utilizing the services and products offered by LOGO Software, the customer acknowledges and agrees to adhere to these Terms of Service. Should the customer not agree with these terms, they are advised not to create an account or use LOGO Software’s services and products.

  1. FINANCIAL PROVISIONS

Service Fees and Terms of Payment: LOGO Software shall be available to the CUSTOMER through remote access at the Access Locations set forth under the Order Form. Annual use Service Fee for such Access Locations has been set forth in the Order Form. Service Fee shall be determined and calculated for companies, branches, and users required for the relevant location upon signature of the Agreement. Service Fee shall be invoiced in advance for which service will be provided.

Unless otherwise stated, Service Fees set forth in the Order Form are not inclusive of GST, and GST or other tax stipulated by legislation shall be added to the fees.

Payment Method: Service Fees shall be invoiced in advance for which service will be provided. Setup, training, and other service fees shall be invoiced after the provision of the service. The invoices issued to the CUSTOMER by LOGO shall be paid by the CUSTOMER within 10 (ten) days following the date of the invoice at the latest.

  1. CANCELLATION AND REFUNDS

Cancellation and refund shall apply in cases where there is a discrepancy in processing or realization of payment against the subscription plan purchased, subject to review by our support team.

Request for cancellation of subscription and refund should be raised through the customer support helpline.

  1. INTELLECTUAL PROPERTY RIGHTS

The Intellectual Property Rights, as well as any commercial licensing rights associated with the Software and Documentation covered by this Agreement, shall remain the exclusive property of LOGO. These rights are safeguarded under the relevant provisions of Indian law.

The CUSTOMER shall not process or modify the Software or any Third-Party Software. In the event the Software is processed or modified in breach of this provision, all rights including the intellectual property rights of the processed or modified Software shall be the property of LOGO.

Non-Interference with Intellectual Property: Users shall not claim any rights or interests in LOGO Software’s Intellectual Property Rights or in connection with any other services, features, or products offered by LOGO Software. Users are expressly prohibited from altering, tampering with, varying, modifying, changing, disassembling, decompiling, or reverse engineering any of LOGO Software’s Intellectual Property Rights or allowing others to do so. This includes, but is not limited to, converting the Intellectual Property from a machine-readable to a human-readable form, disassembling or decompiling the Intellectual Property to translate its code, examining the code to create the original source code or any approximation, engaging in any activity that could be considered reverse engineering, and making any alteration or change to the Intellectual Property without LOGO Software’s express written consent.

  1. BREACH OF AGREEMENT, TERMINATION

Breach of Agreement, Termination: In the event that one of the Parties fails to perform their obligations under this Agreement in whole or in part and fails to remedy such breach within 30 (thirty) days in spite of the written warning by the injured party, the Injured party shall have the right to terminate the Agreement for default. In the event that one of the Parties becomes bankrupt, files a petition for postponement of bankruptcy, becomes insolvent, or makes a composition with its creditors, the other Party shall be entitled to terminate this Agreement unilaterally upon written notice. In the event that one of the Parties fails to comply with the provisions under the Confidentiality clause, the other Party shall be entitled to immediately terminate this Agreement unilaterally.

Upon the termination of Services by either LOGO Software or the Customer for any reason: LOGO Software will discontinue the provision of Services. Except as otherwise stated in these Terms of Service, Users are not eligible for any refunds of Fees, whether partial or in full.

Right to Modify or Terminate Services: LOGO Software reserves the right to modify or terminate the LOGO Software Products, the Terms of Service, and/or the Customer’s account at any time, for any reason, and without prior notice. The termination of these Terms of Service shall not affect any rights or obligations that arose before the termination date.

Termination due to End of Product Life: “In the event that LOGO decides to discontinue a product, Customers will be given a notice period of 60 days. Customers will have full access to their data and services during the said notice period. LOGO will provide assistance in migrating data to another service provider, if requested. After the expiration of the notice period, the service will be terminated, and all customer data will be securely deleted from our servers, unless otherwise requested by the Customer in writing.”

  1. CLOUD HOSTING AND DATA LOCATION POLICY

At LOGO Software, the initial allocation of our cloud hosting facility for Customer account is based on the geographical region or country identified through Customer Internet Protocol (IP) address at the time of registration. Our cloud facility mappings are subject to change, and we reserve the right to migrate Customer account to a different cloud facility if these mappings are updated.

  1. INTEGRATION WITH THIRD-PARTY APPLICATIONS

LOGO Software’s services may include integrations with various third-party applications (“Third-Party Application(s)”). The use of these Third-Party Applications might require Customer to agree to their respective terms of service and privacy policies (“Third-Party Terms”). It is Customer responsibility to review and understand these Third-Party Terms prior to using any Third-Party Application. Please be aware that LOGO Software is not responsible for the functionality or content of any Third-Party Applications.

While LOGO Software endeavours to notify Customer in advance when reasonably possible, we reserve the right, at our sole discretion and without prior notice, to suspend, limit, or disable access to, or remove any Third-Party Application from our services. LOGO Software bears no liability for any consequences Customer may face, including but not limited to loss of profit, revenue, data, goodwill, or other intangible losses, as a result of such actions concerning Third-Party Applications.

  1. UPDATES TO TERMS OF SERVICE

LOGO Software reserves the right to amend this Agreement at any time. We will inform Customer of any changes through a service announcement or by sending an email or website notification or through other communication channels. In cases where the changes significantly impact Customer rights under this Agreement, Customer will receive at least 30 days’ advance notice via email sent to Customer primary email address.

Should Customer find the modified Agreement adversely affects Customer rights in using our Services, Customer have the option to discontinue using the Services. To do this, Customer must notify LOGO Software via email within 60 days after being informed of the availability of the modified Agreement. Customer continued use of LOGO Software’s Services following the effective date of any changes to the Agreement will be considered as Customer’s acceptance of the modified terms.

  1. FORCE MAJEURE

Unless stated otherwise hereunder, neither the CUSTOMER nor LOGO shall be deemed to have failed to meet their obligations under the Agreement to the extent that their failure to fulfil their obligations is due to force majeure. Force Majeure refers to all unpredictable and unavoidable events not resulting from any fault or negligence of the party relying on such force majeure. Parties hereby agree that force majeure conditions include but are not limited to the following for the purposes of this Agreement: National or international laws and regulations preventing, delaying, or precluding the performance of obligations created hereunder; wars, strikes and lock-outs, pandemic, earthquakes, floods, other acts of God, and terrorist incidents directly affecting the Parties; Internet access and energy outages; failure to obtain the official permit required for the equipment and personnel to provide whole and complete services to the CUSTOMER or cancellation of existing permits and the like. With this clause hereby, Parties have extended the list of force majeure conditions stipulated by law.

In case of force majeure, the party relying on force majeure shall (i) promptly inform the other party, (ii) make all reasonable efforts to remedy the cause of non-performance, and (iii) perform all acts upon removal of such cause, while the other party shall not be held liable for their contractual obligations until such cause is remedied. In the event such force majeure lasts more than 2 (two) months, both parties shall have the right to terminate the Agreement without any claim for damages. Neither Party shall be entitled to claim damages from the other Party in case of any force majeure.

  1. PERMISSIONS:

Data Responsibility: Our responsibility for data protection and security is limited to the measures outlined hereinabove. We take reasonable steps to protect customer data but cannot be held liable for unauthorized access to or breach of our systems.

App Permissions Explanation for LOGO Software:

18.1 Camera Access: The app requires camera access to capture images of bills and other documents for attachment with transaction records.

18.2 Contact Information: LOGO Software accesses the contact details on Customer device, including the number of contacts with and without phone numbers. Additionally, it gathers non-personal information to assess the customer’s risk profile and facilitate credit services. Rest assured, personal contact details like names, phone numbers, and email addresses are not uploaded to our servers.

18.3 Storage Access: The app accesses metadata of device files, such as file names, types, creation, and modification times, to enhance the credit profiling process.

18.4 Location Services: Location data is used to confirm Customer current address and detect any unusual activities for fraud prevention. The app does not collect location data when running in the background.

18.5 SMS Data: The app collects information from SMS messages, such as sender details and message content, to analyse Customer income and spending patterns, and to automatically track expenses and bills. Personal or OTP messages are excluded from this collection.

18.6 Device and Personal Information: LOGO Software collects information about Customer device and phone number, including hardware model, operating system version, unique identifiers like IMEI, and customer profile details. This is to uniquely identify devices and prevent unauthorized access or fraudulent activities.

18.7 Account Information: The app gathers information on the various account types and names present on Customer device to enrich the credit profile.

18.8 App Usage Details: Information about installed applications on Customer device is collected to understand Customer profile, aiding in faster credit approvals and higher credit limits.

18.9 Call Log Access: Call log permissions are used for phone number verification and to collect aggregated call data. This assists in understanding Customer profile for faster credit approvals and enhanced credit limits. The app does not access or read individual phone numbers or personal call details.

18.10 Calendar Data: Event information from Customer calendar is utilized for credit profiling purposes.

  1. CONFIDENTIALITY

Information which the legislation sets forth as “confidential information” such as Personal Data or Trade Data, and any kind of non-public information belonging to one of the Parties shall be identified as Confidential Information. Any kind of digital or printed document containing Confidential Information shall be identified as documentation containing “Confidential Information” and shall be subject to Confidential Information provisions.

Parties hereby unconditionally and irrevocably acknowledge and agree that they shall not disclose any part or all of the Confidential Information which has been disclosed to them during the performance of this Agreement to third parties or institutions other than legal bodies without the consent of the other party. Each Party shall hold the other’s Confidential Information in confidence and maintain it with the same diligence as its own confidential information.

Confidential Information shall not be reproduced, copied, or used in whole or in part without prior written consent of the disclosing party. Any kind of Confidential Information made available within the scope of this Agreement and any reproductions of such information shall be returned to the disclosing party upon completion of the Service set forth hereunder or upon request of the disclosing party. Any information which (i) was known by the other party prior to the restriction of disclosure, (ii) is independently developed by the receiving party, (iii) is lawfully disclosed to the receiving party by a third party without restriction on disclosure, or (iv) is or becomes publicly known without violating any provisions hereunder shall not be deemed as Confidential Information.

The CUSTOMER shall be responsible for the accuracy, protection, storing, and non-disclosure of any customer codes, passwords, usernames, and such data, which are required to enable CUSTOMER’s online access to the Software and deemed as Confidential Information. The CUSTOMER shall not share such data with LOGO or any personnel under any circumstances.

Customer shall be responsible for maintaining the confidentiality of their account and are liable for all activities under their account.

  1. INDEMNIFICATION CLAUSE

20.1 General Indemnification: The Customer agrees to indemnify, defend, and hold harmless LOGO Software, its software providers, and all related parties, including but not limited to their parents, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns, and employees (collectively, the “Indemnified Parties”) from and against all claims, liabilities, damages, losses, costs, and expenses, including reasonable attorneys’ fees, arising from or related to the Customer’s violation of these Terms of Service, any applicable laws, or the rights of any third-party.

20.2 Specific Obligations: In addition to the general indemnity above, the Customer shall also indemnify, defend, and hold harmless the Indemnified Parties from all claims, liabilities, damages, losses, costs, and expenses arising from: a) Content posted by the Customer on LOGO Software products; b) Any failure to perform or breach of contracts or transactions by the Customer with their customers through LOGO Software products; c) Breach of data privacy and confidentiality obligations by the Customer; d) Any fraudulent, wilful misconduct, or gross negligence by the Customer; e) Any third-party claims related to the Customer’s content or use of LOGO Software products in violation of these Terms of Service.

  1. SEVERABILITY

If any provision of these Terms of Service is determined to be unlawful, void, or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service. Such determination shall not affect the validity and enforceability of any other remaining provisions.

  1. MISCELLANEOUS

In case of any waiver, abolition, invalidity, or amendment of any of the provisions under the Agreement, the remainder of this Agreement shall continue in full force and effect.

Assignment: CUSTOMER may not assign or transfer any or all of the rights and obligations hereunder to Third Parties without prior written consent of LOGO. Any attempt for such assignment shall be void for LOGO. LOGO reserves the right to assign the rights and obligations hereunder to Third Parties which are its own or shareholders’ affiliates.

Conclusive Evidence Agreement: In case of any controversy; any and all official records and books kept by Parties and all electronic records by Data Centres relating to the Software shall constitute conclusive evidence.

Exercise of Rights: Any failure to exercise any of the rights under this Agreement shall not be deemed a continuing waiver of such right.

Governing Law and Jurisdiction: Indian courts shall have exclusive jurisdiction with regard to the resolution of conflicts arising from the execution of this Agreement. Any disputes shall be governed by and construed in accordance with Indian Law. The provisions hereunder shall be construed in accordance with the Law on Intellectual Property in India.

In the event that a dispute (the “Dispute”) arises between the Customer and LOGO Software, and if it cannot be resolved amicably within 30 days from the date of the Dispute’s origin, either the Customer or LOGO Software may opt to proceed to arbitration. The arbitration will be conducted by a sole arbitrator appointed by LOGO Software. The arbitration proceedings will be held in Mumbai and will be conducted in English. The arbitrator’s decision will be conclusive and binding upon both the Customer and LOGO Software.

Notices: Parties acknowledge and undertake in advance that their addresses written hereunder are their notification addresses and that any notification sent to these addresses shall be deemed served and have the same legal effect unless any change in address is notified to the other party in writing 30 (thirty) days prior to such change.

Commercial Correspondence: LOGO may always send electronic messages or commercial electronic messages to the contact address the CUSTOMER digitally registered/had registered for the purpose of remote access to the Software. The CUSTOMER is deemed to have given prior permission/consent for sending of electronic messages, whether of commercial nature or not, sent through all kinds of electronic communication means. The CUSTOMER may exercise their right to cancel the permission/consent given and opt out of receiving electronic messages of commercial nature at any time. Such requests shall be put into process as soon as possible.

LOGO may record, process, use or utilize personal customer/CUSTOMER data such as trade name, name, surname, phone number, address, tax ID, e-mail address at its own discretion for an indefinite period of time, classify them in a database and store in the database for an indefinite period of time and transfer inland, abroad or to its affiliates in accordance with the legislation for the purpose of customer safety, performance of its obligations and certain statistical evaluations. CUSTOMER authorizes LOGO to record, process and use its data in accordance with this provision.