UPDATION OF TOS

Your use of the Platform and the Services is subject to your adherence and compliance with these ToS, which may be updated, amended, modified or revised by the EasyCart from time to time with or without notice to you. Your continued use of the Platform and the Services on and after any update, amendment, modification or revision shall mean your agreement with the same. It is important for you to refer to these ToS from time to time to make sure that you are aware of any revisions, amendments or modifications.

SERVICES

The Company shall provide you the Services in accordance with the terms and conditions of the Service Order and the ToS. The particulars of the Services being purchased by you from the Company shall be detailed and specified in the subscription of choice. All subscription plans shall be subject to and shall be governed by the terms and conditions of this Terms of Service.

In case the Services and the Company Platform are being integrated with any third-party platforms or software by you including but not limited to any social media platforms/interactive platforms then such integration shall be subject to terms and conditions of such third-party platforms. In such case the Company’s liability shall only be restricted to integration of its Services and the Company Platform and the Company shall not be liable in case such third party platform restricts such integration or adversely affects the performance, uptime and efficiency of the Company Platform and Services. Further, it shall be your liability and responsibility to comply with the terms and conditions of all such third-party platforms.

GRANT OF LICENSE, RESTRICTIONS AND LIMITATIONS

Grant of license by the Company

Subject to your continuing compliance with the terms and conditions of this Terms of Service, the Company hereby grants you, a limited, non-exclusive, non-transferrable, non-sublicensable, non-assignable, revocable and royalty free license to use and access the Company Platform for the limited purpose of availing the Services.

Restrictions and Limitation in relation to License

Your use of the Company Platform as contemplated under this Terms of Service and the Service Order shall be subject to the following conditions:

1. You will not copy, use or re-use any part of the Company Platform in a manner that is outside the scope of the license granted under this Terms of Service. You shall not:
   1. attempt to copy, duplicate, modify, create derivative works from or distribute, sublicense, assign, publish, transfer or otherwise make the Company Platform or the Services available to any third party, all or any portion of the Company Platform except as may be allowed by any Applicable Law which is incapable of exclusion by agreement between the Parties;
   2. copy, modify or create derivative works or improvements of the Company Platforms;
   3. reverse engineer, disassemble, decompile, decode, adapt or otherwise attempt to derive or gain access to the source or object code of the Company Platform or, in whole or in part;
   4. bypass or breach any security device or protection used by the Company to protect the Company’s Platform or access or use the dashboard of the Company Platform other than by an authorized account through the use of valid Access Credentials;
   5. transfer, temporarily or permanently, any of its rights under this Terms of Service;
   6. sub-license, license, sell, rent loan, give or otherwise distribute all or any part of the Company Platform and/ or the Services to any third party including your affiliates;
   7. use the Company Platform in any manner that does or could potentially undermine the security of the Company Platform and the Services;
   8. use the Company Platform and the Services in a manner that disparages or may be perceived to cause any reputational harm to the Company or is defamatory, libelous, obscene, hateful or which may qualify as sedition or otherwise offensive;
   9. use the Company Platform and/or the Services for the purpose of distributing unsolicited commercial communications, advertisements, promotions or messages.
2. You shall use reasonable endeavors to prevent any unauthorized access to, or use of, the Platform and notify the Company promptly of any such unauthorized access or use.

SERVICE LEVEL

The Services shall be available 99.9% of the time during the Term, measured monthly, and scheduled maintenance.

Support Services.

The Company or any other EasyCart entity will support the Customer via electronic mail, with the exclusion of national holidays. Customer may initiate a support request during Support Hours by emailinghelp@easycart.sale. or creating a ticket on our helpdesk. EasyCart shall respond to each request as soon as possible.

USE OF THE PLATFORM

The Company will provide you and your Authorized Users with Access Credentials to access and use the Company Platform, and you hereby agree and acknowledge that only the Authorized Users shall use and access the Company Platform only by using the Access Credentials. It is your responsibility and obligation to safeguard the Access Credentials and not allow any third party to access and use the Company Platform.

You may, through the Company Platform access the Services being provided by the Company. The Company reserves all the rights to modify and alter the Company Platform provided to you without taking a prior approval from you. The Company will ensure that such modification will not directly or indirectly hinder or adversely affect the Services being provided to you.

Data

You grant the Company a limited, worldwide, transferable (limited as indicated herein), non-exclusive, sublicensable (limited as indicated herein), royalty-free license during the Term to use, reproduce, electronically distribute, transmit, perform functions on, display, store, archive, and make derivative works of the Data solely in order to enable the Company to make the Company Platform and Service available for your use pursuant to this Terms of Service and the Service Order. Notwithstanding anything to the contrary, Company may collect, aggregate and analyze the Data to improve and enhance the Services and for any such other purposes which may be beneficial for the Services. The Company shall solely disclose the Data in an aggregated and in personally unidentifiable form. You hereby explicitly acknowledge and agree that the license granted to the Company to access and use the Data also entitles the Company to sub-license and transfer the Data only to EasyCart to use, reproduce, electronically distribute, transmit, perform functions on, display, store, archive, and make derivative works of the Data solely in order to enable the Company to make the Company Platform and Services available for your use pursuant to this Terms of Service and the Service Order. Please note that during the Term of the Service Order, the Company shall solely be responsible and liable under this ToS, including for any actions and inactions of EasyCart.

You hereby agree and acknowledge that the Services provided by the Company under this Terms of Service and the Service Order are directly related and dependent on the Data provided by you or the Data received by the Company through Customer’s Platform and/or Customer APIs.

You shall be solely liable for (i) the accuracy, quality, content, legality and use of the Data, including the means by which you have acquired and transferred such Data to the Company; and (ii) compliance with any Applicable Law.

During the Term, you will remain the owner of the Data. Company hereby agrees and acknowledges that any rights, titles and interest, including any Intellectual Property Rights in and to the Data, shall solely vest with you.

You acknowledge that the responsibility for all the Data provided by you to the Company for provision of Services, shall be your sole and exclusive responsibility including but not limited to in case of data breaches, hacks, DOS (denial of services) attacks, trojan or malware issues or any other kind of cyber threats or attacks caused at your end and not due to the fault of the Company.

By submitting your information you provide your consent to contact you via SMS, Phone, Email, WhatsApp, and other mediums as necessary.

The Company will ensure that EasyCart, use reasonable efforts to maintain the privacy and confidentiality of the End User Data and will put in place reasonable safeguard and system for the same including physical, technical, administrative, and organizational safeguards and in doing so, shall observe compliance with Applicable Laws.

YOUR OBLIGATIONS

You shall provide the Company with:

1. all necessary co-operation required by the Company to fulfill its obligations under this Terms of Service and the Service Order
2. all necessary access to such information as may be required by the Company to provide the Services, including but not limited to providing the Data; and
3. such personnel assistance as may be reasonably requested by the Company from time to time.

1. not upload, post, reproduce or distribute any information, software or other material protected by copyright, privacy rights, or any other Intellectual Property Right without first obtaining the permission of the owner of such rights; and
2. carry out its responsibilities under this Terms of Service and the Service Order in a timely and efficient manner.

INTELLECTUAL PROPERTY RIGHTS

You acknowledge and agree that you do not own any Intellectual Property Rights in the Company Platform and the Services. Except as expressly stated under this Terms of Service and/or the Service Order, the Company and/or any other company forming part of the EasyCart does not grant you any rights to, or in, patents, copyrights, database rights, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights or licenses in respect of the Company Platform, Services or any ancillary software, services or documents provided by the Company as part of the Services to you.

You shall not own any Intellectual Property Rights in the Customization or any other changed, adapted and revised version of the Company Platform and shall have no right, interest and title to all product design, code, changes that the EasyCart may introduce to the Company Platform during the Term.

FEES AND PAYMENTS

You shall pay to the Company a fee for the Services provided. Fees payable to the Company must be paid by you in accordance with your selected plan.

GOVERNING LAW

This Terms of Service shall be governed by governing law as may be mentioned under the Service Order. Further any dispute arising out of, or in connection with, this ToS shall be resolved between the Parties as per the specific dispute resolution provisions mentioned under the Service Order, which are hereby included in this Terms of Service by reference.

MISCELLANEOUS

This Terms of Service along with the Service Order and the privacy policy are the entire agreement between you and the Company with respect to the Services, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and the Company with respect to the Services. If any provision of the ToS is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the ToS will otherwise remain in full force and effect and enforceable. The failure of either Party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. The ToS are personal to you and are not assignable or transferable by you except with Our prior written consent. We may assign, transfer or delegate any of its rights and obligations hereunder without your prior consent. No agency, partnership, joint venture, or employment relationship is created as a result of the ToS or the Service Order and neither Party has any authority of any kind to bind the other in any respect. All notices under the ToS and the Service Order will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or two days after it is sent, if sent for next day delivery by recognized overnight delivery service. We shall have no liability to you under these ToS or the Service Order if we are prevented from or delayed in performing our obligations under this Terms of Service or the Service Order, or from carrying on its Business, by acts, events, omissions or accidents beyond Our reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of the Company or any other party), failure of a utility service or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, provided that you are notified of such an event and its expected duration. This Terms of Service shall not prevent Us from entering into similar agreements with third parties, or from independently developing, using, selling or licensing documentation, products and/or services which are similar to those provided under this Terms of Service.