This Subscription & Professional Services Agreement ("Agreement") is for Your Use of Product and/or Mock demo and/or Services of KSA Software Technology LLP, having its Registered Office at No.131, 3rd floor, 1st block, Jains Cambrae east, Avinashi road, Peelamedu (Hereinafter called the "Service Provider" or "We" or "Us" or "Our" or "KSA Software" or first part) and You ("You" or "Your" means the company or other legal entity for which you are accepting this Agreement and Affiliates of that company or entity, hereinafter called the "Customer" or "Client" or "You" or second part) jointly called the Party or Parties Specific Subscription & Professional Services to be provided to Customer, and Customer’s payment obligations for same, shall be set forth in one or more Statements of Work hereunder. This Agreement is effective between You and Us as of the date of You accepting this Agreement under the following terms & conditions.By allowing the "I Agree to the terms and conditions of the End User Agreement" box to remain checked, or by signingup or using any TravelCEO software or any software product of KSA Software technology LLP, End User agrees to be bound by this Agreement. If you do not agree to this Agreement, then uncheck the "I Accept" box and do use KSA Software product.
You may not access the Services and/ or download documents and/or sign up for Free Trial and/or Sign up for Mock Demo if You are Our direct competitor, except with Our prior written consent. In addition, You may not access the Services for purposes of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes.
From time to time, KSA Software may modify this Agreement, including any referenced policies and other documents. Any modified version will be effective at the time it is posted. To keep abreast of your license rights and relevant restrictions, We request you to bookmark this Agreement and read it periodically. By using any Product after any modifications, End User agrees to all of the modifications.
1.1. “Demo” means a demo of the software where in no data could be added / submitted. You could click on links available to see the demo.
1.2. “Subscription and Professional Services”
Shall mean work performed and/or subscription services extended by Service Provider to Customer pursuant to a Statement of Work under this Agreement. It shall also mean any work performed by the Service Provider and/or subscription services for Customer pursuant to a Statement of Work under this Agreement.
1.3. "Services / Subscriptions"
Shall means the products and services that are ordered by You under a free trial or demo or an Order Form and made available by us online via the login / sign up link at https://www.travelceo.com and/or other web pages designated by Us, including associated offline components, as described in the related communications to You.
Shall means individuals/Computer System(s)/Software System(s)/Company who are authorized by You to use the Services, for whom subscriptions to a Service have been ordered, and who have been supplied user identifications and passwords by You (or by Us at Your request). Users may include but are not limited to Your director(s), employees, consultants, contractors and agents, Outsourced agent(s)/agency and third parties with which You transact business.
1.5. "Your Data"
Shall mean all electronic data or information submitted by You to the Purchased Services.
We may also collect non-personal information from you, such as your browser type, the URL of the previous website you visited, your ISP, operating system, and your Internet protocol (IP) Address ("Non-Personal Information"). Non-Personal Information cannot be easily used to personally identify you, what modules you have visited, details of logins of our demo
2.1. Personal Information
We require customers who register to use the services ("Services") offered on our website to give us contact information, such as their name, company name, address, phone number, and email address, and billing information, such as billing name and address, and the number of users within the organisation that will be using the services. At the time you express interest in attaining additional information, or when you register for the service, we may also ask for additional personal information, such as title, department name, fax number, or additional company information, such as annual audited/unaudited financial data, number of employees, or industry. If our demo allows you to enter the data for testing purpose, Critical or personal data shall not be entered in our demo. You shall not enter any valid contact details in the demo. Data would be deleted at regular intervals and there would not be any intimation regarding the same.
2.2. Non-Personal Information during visiting our website
We may also collect non-personal information from you, such as your browser type, the URL of the previous website you visited, your ISP, operating system, and your Internet protocol (IP) Address ("Non-Personal Information"). Non-Personal Information cannot be easily used to personally identify you.
2.3. How Does KSA Software Use this Information?
KSA Software uses the information, so collected, to set up services for individuals and their organizations. Customer email addresses and any personal customer information is not distributed or shared with any third parties. Separately, customers are also asked to provide an email address when registering for the service, in order to receive a username and password. We may also email information regarding updates/ changes to the service or company or any other information we think deemed to be sent. We do not disclose the information provided to us to any third-party other than our authorised resellers & affiliates from whom you have taken subscription, purchased the software and or availed Professional Services from our company.
2.4 Third Party Sites
The KSA Software’s online applications may contain links to other web sites. KSA Software is not responsible for the privacy practices or the content of these other websites. Customers and visitors must check the individual policy statement of these others websites to understand their policies.
2.5 Your Responsibilities.
You shall not
3.1. Definition of Confidential Information. As used herein, "Confidential Information" means all confidential information disclosed by a party ("Disclosing Party") to the other party ("Receiving Party"), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Our Confidential Information shall include the Services; and Confidential Information of each party shall include the terms and conditions of this Agreement and all Order Forms, as well as business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information (other than Your Data) shall not include any information that is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, is received from a third party without breach of any obligation owed to the Disclosing Party, or was independently developed by the Receiving Party.
3.2. Protection of Confidential Information.
The Receiving Party shall use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care) (i) not to use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, and (ii) except as otherwise authorized by the Disclosing Party in writing, to limit access to Confidential Information of the Disclosing Party to those of its and its Affiliates’ employees, contractors and agents who need such access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Receiving Party containing protections no less stringent than those herein. Neither party shall disclose the terms of this Agreement or any Order Form to any third party other than its Affiliates and their legal counsel and accountants without the other party’s prior written consent.
3.3. Compelled Disclosure.
The Receiving Party may disclose Confidential Information of the Disclosing Party if it is compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party's cost, if the Disclosing Party wishes to contest the disclosure.
Indemnification, General Warranty, Disclaimers of Warranties, Limitation of Liability
You agree to indemnify and hold KSA Software harmless, its officers, directors, employees, suppliers, associates, resellers, consultants, advisors, other customers and affiliates, from and against any losses, damages, fines and expenses (including attorney's fees and costs) arising out of or relating to any claims that you have used the Services in violation of another party's rights, in violation of any law, in violations of any provisions of the Terms, or any other claim related to your use of the Services.
4.3. Disclaimers Warranties
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND EXCEPT AS EXPRESSLY SET FORTH HEREIN, KSA Software AND ITS THIRD PARTY RESELLERS/SUPPLIERS/LICENSORS PROVIDE THE PRODUCTS (INCLUDING THE HOSTED SERVICES, HOSTING COMPANY, SOFTWARE AND ANY MAINTENANCE) AS IS AND WITH ALL FAULTS, AND HEREBY DISCLAIM ALL OTHER REPRESENTATIONS, WARRANTIES AND GUARANTEES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT AND FITNESS FOR ANY PURPOSE. WITHOUT LIMITING THE FOREGOING, KSA SOFTWARE AND ITS THIRD PARTY RESELLERS /SUPPLIERS/LICENSORS MAKE NO REPRESENTATION, WARRANTY OR GUARANTEE (1) AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF ANY PRODUCTS OR ANY CONTENT THEREIN OR GENERATED THEREWITH, (2) THAT (A) THE USE OF ANY PRODUCTS WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE PRODUCTS WILL MEET END USER'S REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE OR THAT ANY STORED DATA WILL NOT BE LOST OR CORRUPTED, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY END USER THROUGH THE PRODUCTS WILL MEET END USER'S REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS WILL BE CORRECTED, OR (F) THE PRODUCTS (OR ANY SERVER(S) THAT MAKE A HOSTED SERVICE AVAILABLE) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WITHOUT LIMITING THE FOREGIONG, TO THE MAXIMUM EXTENT PERMITTED BY APPLICBLE LAW, KSA SOFTWARE AND ITS THIRD PARTY RESELLERS/ SUPPLIERS/LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES WHATSOEVER WITH RESPECT TO, AND ASSUME NO LIABILITY FOR, ANY PRODUCTS PROVIDED ON AN EVALUATION BASIS. IN ADDITION, KSA SOFTWARE AND ITS THIRD PARTY LICENSOR/SUPPLIERS SHALL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES AND OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR OTHER SYSTEMS OUTSIDE THE REASONABLE CONTROL OF KSA SOFTWARE .
END USER MAY HAVE OTHER STATUTORY RIGHTS. HOWEVER, TO THE FULL EXTENT PERMITTED BY LAW, THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, SHALL BE LIMITED TO THE LIMITED WARRANTY PERIOD.
4.4. Limitation of Liability.
Neither party’s liability with respect to any single incident arising out of or related to this agreement (whether in contract or tort or under any theory of liability) shall exceed You hereunder in the 12 months preceding the incident, provided that in no event shall either party’s aggregate liability arising out of or related to this agreement (whether in contract or tort or under any other theory of liability) exceed the total amount paid by You hereunder for last 12 months service charges for subscription or professional services. The foregoing shall not limit your payment obligations under section referring to Fees and Payment for Purchased Services.
4.5. Exclusion of Consequential and Related Damages.
In no event shall either party have any liability to the other party for any lost profits or revenues or for any indirect, special, incidental, consequential, cover or punitive damages however caused, whether in contract, tort or under any other theory of liability, and whether or not the party has been advised of the possibility of such damages. The foregoing disclaimer shall not apply to the extent prohibited by applicable law.
“Feedback” means any feedback, comments, suggestions or materials (including, to the extent disclosed to KSA SOFTWARE , any End User Modifications, but excluding End User Plug-ins) that End User may provide to KSA SOFTWARE about or in connection with the Products, including any ideas, concepts, know-how or techniques contained therein. End User may provide Feedback in connection with Maintenance and otherwise. End User hereby grants KSA SOFTWARE a worldwide, royalty-free, non-exclusive, perpetual and irrevocable license to use, copy, modify and otherwise exploit the Feedback for any purpose, including incorporating or implementing the Feedback in the Products. End User agrees that KSA Software may exploit all Feedback without any restriction or obligation on account of intellectual property rights or otherwise. For clarity, no Feedback will be deemed End User’s Confidential Information, and nothing in this Agreement (including Section 8 (Confidentiality)) limits KSA Software right to independently use, develop, evaluate, or market products, whether incorporating Feedback or otherwise.
Client agrees that any dispute arising under these terms and conditions shall be subject to coimbatore, Tamilnadu - India jurisdiction only. Client agrees that they will not post or share any of the negative comments in any medium such as but not limited to online media, online social media, online forum & etc without the final judgement from Coimbatore court. Incase if the client post any content which is related to loss of damaging the brand name of our product or company then KSA Software Technology LLP will have rights to claim the damage as per their marketing and promotion cost.