WELCOME TO SOFTRIX SOLUTIONS (“SOFTRIX” “WE,” “US,” “OUR”) AND THANK YOU FOR USING OUR PRODUCTS AND SERVICES (“SERVICES”). THE FOLLOWING TERMS AND CONDITIONS OF USE (“TERMS”) GOVERN ALL USE OF THE SERVICES, SO PLEASE READ CAREFULLY.
BY CLICKING ON THE “I AGREE” (OR SIMILAR BUTTON) OR DOWNLOADING, INSTALLING, OR USING THE SOFTWARE, YOU INDICATE YOUR ASSENT TO THE FOLLOWING TERMS OF THIS AGREEMENT.
IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, WE ENCOURAGE YOU TO NOT ACCESS, OR USE THE SOFTWARE AND DELETE ANY VERSIONS OF THE SOFTWARE AND ANY DATA DOWNLOADED BY YOU USING THE SOFTWARE.
TERMS APPLICABLE FOR THE USE OF THE SOFTWARE
1. Grant of License: Softrix hereby grants you a non-exclusive, non-assignable / non-transferable (on your part), limited permission to use and access, the Software and view, access, analyze and compile the data made available to you through such Software for your professional purposes as part of your duties as an employee/consultant/associate / authorized representative of the Company (as the case may be). Nothing herein contained shall be construed as granting to you any intellectual property right, which includes copyrights, in or to the Software.
2. Restriction on Use :
Except as forth in Section 1: Grant of License,
2.1. You shall not make/allow any unauthorized third party to install and/or use the Software or the data contained therein.
2.2. You shall use reasonable efforts to prevent unauthorized access to, or use of, the Services and shall notify Softrix / your Company’s management immediately of any such unauthorized use or other known breaches of security;
2.3. You shall not sell, rent, lease, transfer, or sub-license the Software or any data contained or accessible therein;
2.4. You shall not modify, merge, revise or enhance the Software in any way;
2.5. You shall not decompile, disassemble, reverse engineer, and attempt to discover the Software's source code or otherwise reduce the Software to a human-perceivable form;
2.6. You shall not try to hack, crash, sabotage the Software or the data contained therein;
2.7. You shall not export the Software or the data contained therein in any form in violation of any applicable laws and regulations regarding export control of the country in which you obtained them;
2.8. You shall not reproduce, distribute, facilitate the distribution of or transfer the Software or the data contained therein in any manner;
2.9. You shall not use the Software or the data contained therein for any purpose other than performing your duties as an employee/ consultant/ associate/ authorized representative of the Company (as the case may be);
2.10. You shall not use, transfer, disseminate or export the Software or the data contained therein in any form in violation of these TERMS or any applicable laws and regulations including export control laws and privacy laws;
2.11. You shall not create any software or application similar to GearUp Software.
3. Warranty and Liability :
3.1. YOU AGREE THAT THE SOFTWARE AND DATA CONTAINED THEREIN MAY CONTAIN SOME ERRORS AND / OR DEFECTS; IN SUCH CASE SOFTRIX’S ONLY RESPONSIBILITY WOULD BE TO RECTIFY THE ERRORS CONTAINED IN THE SOFTWARE AND / OR DATA, PROVIDED SUCH ERROR IS COMMUNICATED TO SOFTRIX THROUGH AUTHORIZED CHANNELS.
3.2. SOFTRIX PROVIDES THE SOFTWARE AND THE DATA CONTAINED THEREIN TO YOU ON AN “AS IS” BASIS AND HEREBY DISCLAIMS, ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY (IF ANY) WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, LACK OF VIRUS, ACCURACY OR COMPLETENESS.
4. Limitation of Liability :
4.1. IN NO EVENT SHALL SOFTRIX BE LIABLE FOR ANY INDIRECT DAMAGES INCLUDING LOST PROFITS OR ANY OTHER SPECIAL, CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES, HOWEVER, CAUSED, AND WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER THEORY OF LIABILITY, REGARDLESS OF WHETHER IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. AGGREGATE LIABILITY OF SOFTRIX FOR ANY DAMAGES FOR ANY REASON SHALL BE NOT EXCEED Rs. 100.
4.2. IN NO EVENT SHALL SOFTRIX BE LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES WHATSOEVER (INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, BUSINESS INTERRUPTION) ARISING OUT OF OR IN ANY WAY RELATED TO YOUR USE OF OR INABILITY TO USE THE SOFTWARE AND / OR THE DATA CONTAINED THEREIN.
5. User’s Data :
5.1. Softrix takes no responsibility and assumes no liability for any content that is available on the Software or any information any users or third parties post or send over the Software. You are responsible for your own actions if relying upon any data contained in the Software.
5.2. As part of the data security measures deployed in the Software, we track your location information with your permission, when you use/access the Software from your computing device. We maintain the confidentiality of such location data and only use it to ensure data security. Should you choose to not permit your location data to be logged/tracked by the Software, you shall not be allowed to use or access the Software or the data contained therein.
5.3. You shall be responsible for ensuring the security and confidentiality of the user names and passwords provided to you to access the Software (“Login Credentials”). Softrix shall not be liable for misuse of your Login Credentials by any third party. You are required to keep your Login Credentials confidential and we suggest you change them from time to time in order to maintain the security of such Login Credentials.
6. Indemnity: You agree to defend, indemnify and hold harmless Softrix its subsidiaries, agents, managers, and other affiliated companies, and their employees, contractors, agents, officers, and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from (i) Your use of and access to the Software, including any data or work transmitted or received by You; (ii) Your violation of any term of these TERMS; (iii) Your violation of any third-party right, including without limitation any right of privacy, publicity rights or intellectual property rights; (iv) Your violation of any law, rule or regulation of India or any other country; (vi) Any other party’s access and use of the Software with your username, password or other appropriate security code.
7. Termination :
7.1. These TERMS (and the license granted to you under it) shall terminate upon earlier of the following:
7.1.1 The expiry or termination of the Digitization Services Agreement entered into between your Company and Softrix;
7.1.2. Your contract/ employment/ association with the Company coming to an end for whatever reason;
7.1.3. The management of your Company requesting that you not be allowed access or use of the Software or the data contained therein. In this case, Softrix shall not be responsible to intimate you about blocking such access.
7.2. On the termination of these TERMS, you shall not make any further use of the Software or your user name or password.
8. Intellectual Property Rights: Softrix owns all rights, title, and interest in and to the Software. Except as explicitly provided herein, nothing in these TERMS shall be deemed to create a license in or to the Software.
9. Governing Laws and Dispute Resolution: These TERMS shall be construed and governed by the laws of India, without regard to principles of conflict of laws. You agree that any disputes arising from or related to this Agreement shall be resolved by arbitration. The arbitration proceedings shall be conducted in Pune in English language and in accordance with the provisions of the Arbitration and Conciliation Act, 1996.
10. Severability: In the event that any of the provisions of these TERMS shall be held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that this EULA shall otherwise remain in full force and effect and enforceable. These TERMS constitute the entire agreement between the parties pertaining to the subject matter hereof, and any and all written or oral agreements previously existing between the parties pertaining to the subject matter hereof are expressly canceled.
11. Assignment: Neither the rights nor the obligations arising under these TERMS are assignable or transferable by you, and any such attempted assignment or transfer shall be void and without effect.