Please read this C-Land Infosoft Pvt. Ltd End-User License Agreement (hereinafter referred to as the ‘Agreement’) carefully before using or trying to attempt to use of the InvoiceNET® or InvoiceNET® Pro or InvoiceNET® ERP or InvoiceNET OnGo Mobile App (hereinafter collectively referred as ‘InvoiceNET’ or ‘Products’ or ‘Software’ or ‘Product’) and the associated products (Including but not limited to Mobile applications – Android and iOS, web applications, desktop software, websites, web portals, backend software, databases, utility software and associated APIs)
BY USING THE SOFTWARE OR BY ACCEPTING OUR SOFTWARE USAGE AGREEMENT POLICY OR ATTEMPTING TO LOAD/INSTALL THE SOFTWARE IN ANY WAY, (SUCH ACTION WILL CONSTITUTE A SYMBOL OF YOUR CONSENT AND SIGNATURE), YOU ACKNOWLEDGE AND ADMIT THAT YOU HAVE READ, UNDERSTOOD AND AGREED TO ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. THIS AGREEMENT ONCE ACCEPTED BY ‘YOU’ [AS AN INDIVIDUAL (ASSUMING YOU ARE Above 18 Years And/or HAVING LEGAL CAPACITY TO ENTER INTO AN AGREEMENT), OR THE COMPANY OR ANY LEGAL ENTITY THAT WILL BE USING THE SOFTWARE (HEREINAFTER REFERRED TO AS ‘YOU’ OR ‘YOUR’ OR ‘CUSTOMER’ FOR THE SAKE OF BREVITY)] SHALL BE A LEGALLY ENFORCEABLE AGREEMENT BETWEEN YOU AND C-LAND INFOSOFT PVT. LTD, PALAKKAD, KERALA, INDIA (HEREINAFTER REFERRED TO AS ‘C-LAND’). YOU SHALL HAVE THE RIGHTS TO USE THE SOFTWARE FOR YOUR OWN USE SUBJECT TO THE TERMS AND CONDITIONS MENTIONED IN THIS AGREEMENT OR AS AMENDED BY C-LAND FROM TIME TO TIME. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS BELOW, DO NOT USE THIS SOFTWARE IN ANY WAY AND PROMPTLY RETURN IT TO C-LAND INFOSOFT PVT. LTD.
In consideration of payment of the License Fee, evidenced by the Payment Receipt, C-Land Infosoft Pvt. Ltd grants You, a non-exclusive and non-transferable right for your own use only of the Product. C-Land Infosoft Pvt. Ltd reserves all rights not expressly granted herein and retains the Intellectual Property Rights, Proprietary Rights, title and ownership of the software, including all subsequent copies in any media or any form. This software and the documents, if any, are the property of C-Land Infosoft Pvt. Ltd. Copying of the software installed on the hardware is expressly prohibited.
License Fee paid to C-Land Infosoft Pvt. Ltd is considered only towards a non-exclusive and non-transferable right to use of the software. Other add-on applications such as ‘Updates’, ‘Upgrades’ and so on are provided free or paid during the validity of the license, However, C-Land Infosoft Pvt. Ltd may charge for additional fee for software customization or add-on software or for customised reports (collectively referred as ‘customisation’) as per the customer requirement. The fee for customisation will be calculated after analyzing the requirement or calculated as hourly basis or daily basis (Maximum of Ten working hours per day) and will be intimated to the customer.
A.‘Distributors’ means the authorized distributors, sub-distributors of C-Land Infosoft Pvt. Ltd, selling C-Land Infosoft Pvt. Ltd range of products, including sales through Internet.
B.‘License period’ means the period as more particularly described in this Agreement.
C.‘Normal working hours shall mean 09:30 a.m. to 6:00 p.m. India Standard Time (IST) on working days and ‘Working Days’ means Mondays to Fridays inclusive, but excluding bank and public holidays in India.
D.‘Open Source Software’ means any Software or Software component or technology that is subject to an open source license. Open source licenses are generally licensing that make source code available for free modification and distribution, but can also apply to technology received and distributed solely in object code form. Examples of open source licenses include: (a) GNU’s General Public License (GPL) or Lesser/Library GPL (LGPL); (b) the OpenSSL License; (c) the Mozilla Public License; (d) the Berkeley App Distribution (BSD) License; and (e) the Apache License.
E.‘Support or Technical Support’ means the Technical Assistance in order to use the software product, provided by C-Land Infosoft Pvt. Ltd, which may or may not be chargeable to you.
F.‘InvoiceNET’ or ‘the Product’ or ‘this Software’ or ‘the Software’ means InvoiceNET® or InvoiceNET® Pro or InvoiceNET® ERP or InvoiceNET® OnGo Mobile App and the associated products(Including but not limited to Mobile applications – Android and iOS, web applications, desktop software, websites, web portals, backend software, databases, utility software and associated APIs) , which also includes the present and future modifications, enhancements, improvements, updates, additions, derivative works, documentation and related material.
G.‘Third Party Materials’ means App, services, websites, offers and promotions or products provided by any third party and governed by Third Party Terms and Conditions.
I.‘Updates’ means collections of any or all the corrections, improvements or modifications to the software.
J.‘Upgrades’ means any correction, improvement, modification or yearly enhancements in the form of the new version of the software, which C-Land Infosoft Pvt. Ltd generally releases.
K.‘User Manual’ means the user guide, help guide and other documentation provided with the software, updated agreements provided on the website of C-Land Infosoft Pvt. Ltd (http://www.cland.co.in/), explanatory or other materials as provided from time to time by C-Land Infosoft Pvt. Ltd.
L.‘You’ or ‘Your’ or ‘Customer’ means the ‘End User’ which means:
I. An individual (such an individual) installing/using/legally acquiring the right to use the software on his/her own behalf and every other person (whether authorized or not by such an individual) who uses/has the possession of the device on which the software is installed and activated; or
II. An organization (including but not limited to a partnership, joint venture, Limited Liability partnership, Limited Liability Company, Company of any nature, Trust, Governmental Authority, Unincorporated Organization, Association of Persons) or any person (such person) who have been authorized by such an organization to download, install, use the software, accept the Agreement on behalf of the organization and every other person (whether authorized or not by such person) who uses/has the possession of the Device on which the software is installed and activated.
2. Do’s & Don’ts
A. You can:
I. Make copy of the software for backup purpose or for the purpose of sharing through various means (and such backup copy must be destroyed when you lose the right to use the software or is terminated for any other reason according to the legislation in force in the country of your principal residence or in the country where you are using the software) and replace lost, destroyed, or becomes unusable
II. Use one copy of the software on a single computer. In case of multiuser pack, use the software only on the said number of systems/users as permitted.
III. Install the software on a network, provided you have a licensed copy of the software for each computer that can access the software over that network.
B. You cannot:
I. Emulate or adapt any portion of the software.
II. Sublicense, rent, or lease any portion of the software.
III. Try making an attempt to reveal/discover the source code of the software.
IV. Debug, decompile, disassemble, modify, translate, or reverse engineer the software.
V. Create derivative works based on the software or any portion thereof with sole exception of a non-waivable right granted to you by any applicable legislation.
VI. Remove or alter any copyright notices or other proprietary notices or statutory notices on any copies of the software.
VII. Reduce any part of the software to human readable form.
VIII. Use for unlicensed or illegal purpose.
A. The license rights granted under this Agreement are applicable only for duration expressly specified in the purchased license.
B. You can activate the software through the Internet. You may also need to reactivate the software if you happen to re-install the software due to any reasons. There are technological measures in this product that are designed to prevent unlicensed or illegal use of the product. You agree that we may use those measures. You agree that the C-Land software may use the measures that can control and prevent piracy of software.
C. If you modify your device or make alterations/modifications to the software installed on the product, you may be required to repeat activation of the software or installation of license key file or may need to contact C-Land Infosoft Pvt. Ltd support for help. C-Land Infosoft Pvt. Ltd reserves the right to verify the validity/legality of the license and software and C-Land Infosoft Pvt. Ltd finding/observation/decision in which regard shall be final and binding upon the parties.
4. License Terms & Conditions:
A. You are entitled to use this software from the date of purchase/license activation date till the end of the period for which the license is purchased.
B. You understand, agree and accept that you are entitled for the updates via Internet and technical support via the telephone for the duration of the license period.
C. You agree and understand that any unauthorized usage of this software or breach of any or all terms and conditions stated in the Agreement shall be considered to be material breach resulting in automatic and immediate termination of this Agreement and rights granted hereunder to You. Further, this may result in criminal and/or civil action/ other remedies in law by C-Land Infosoft Pvt. Ltd and/or its representatives / agents against you including but not limited to the right to block the key file/license key/product key or suspend the software support without any prior intimation/notice to You. No refund will be paid to you in this regard.
D. You agree and understand that if any fee payable towards license or customization or renewal or maintenance pending for more 30 days from the invoice date shall leads to block the key file/license key/product key or suspend the software support without any prior intimation/notice to You.
5. OPEN SOURCE SOFTWARE
You hereby understand and acknowledge that the Product may be used in conjunction or aggregated with any other software under the Open Source Software (as defined above) license. The Open Source Software, if any, aggregated / combined with the Product in device, shall be governed by the terms and conditions as is mentioned in detail in the applicable Open Source Software license. Nothing in this Agreement limits your rights under, or grants You rights that supersede, any Open Source Software license. You acknowledge that by installing the same (whether on your own or through a third-party support), You have agreed to the terms of the conditions of applicable license conditions and the Open Source Software license is solely between You and the applicable licensor of the Open Source Software. All the terms applicable to Open Source Software licenses shall be binding upon You and You undertake to adhere to the same.
C-Land Infosoft Pvt. Ltd offers support over Phone, E-mail, Chat Web or remote session to assist you in the usage of this software. Any remote access of your computer will require Your consent and all backup of the existing data/software/programs in your device shall be undertaken by You before availing remote technical support. C-Land Infosoft Pvt. Ltd shall have no responsibility whatsoever towards any loss or cost arising, occasioned and/or which may be consequential (directly to indirectly) during this entire process. If at any point of time the Technical Support team is of the opinion that it is beyond their scope, it will be the sole discretion of C-Land Infosoft Pvt. Ltd to suspend, cease, terminate, or refuse such support as C-Land Infosoft Pvt. Ltd does not claim any warranty and/or guarantee of any kind in providing the support feature.
7. Email/Electronic Communication:
Once you register the software by activating the software, C-Land Infosoft Pvt. Ltd may communicate with you on the contact information submitted during the registration process through email or any other electronic communication device. The communication can be for the purpose of product renewal or product verification for your convenience.
8. Data Collection & Privacy:
9. How C-Land uses this information:
C-Land products (Including but not limited to Mobile applications – Android and iOS, web applications, desktop software, websites, web portals, backend software, databases, utility software and associated APIs) uses the data we collect for the purposes:
• Improve our website, products or services in order to better serve you
• Understand your needs
• Respond to your requests in a better way
• Send periodic informative communication
• Service you in responding to your customer service requests.
• Administer a contest, promotion, survey or other site feature.
• Ask for ratings and reviews of services or products
• Follow up with you after correspondence (live chat, email or phone inquiries)
• Communicate directly with you, but If you do not want to receive such email messages: You will be given the option to opt out or change your preferences. You can also email us on firstname.lastname@example.org
• To help keep our Services secure, including for security monitoring and identity management;
• To investigate and prevent potential fraud or illegal activities involving our systems and networks, including to prevent cyber-attacks and to detect bots;
• To administer our back-up disaster recovery plans and policies;
• for research and development purposes, including to analyze, develop, improve and optimize our Services;
• To comply with applicable laws and regulations and to operate our business, including to comply with legally mandated reporting, disclosure or other legal process requests, for mergers and acquisitions, finance and accounting, archiving and insurance purposes, legal and business consulting and in the context of dispute resolution.
C-Land Infosoft Pvt. Ltd value your trust in providing us your Personal Information, thus C-Land Infosoft Pvt. Ltd are striving to use commercially acceptable means of protecting it. But remember that no method of transmission over the internet, or method of electronic storage is 100% secure and reliable and we cannot guarantee its absolute security.
A. You expressly understand, admit, agree and warrant that in no event shall C-Land Infosoft Pvt. Ltd and/or any of its affiliates, owners, directors, employees, agents, partners, distributors and representatives of each of the foregoing be liable for any and all suits, actions, legal or administrative proceedings, claims, demands, liabilities, damages, losses, cost, fines or penalties of any nature including legal fees and all other direct and indirect expenses whatsoever made by You and/or any third party for any direct, indirect, incidental, special, punitive, consequential and/or exemplary damages including, but not limited to damages for loss of business/profits, damages for loss of confidential/other information, failure to meet any statutory duty/duty of reasonable care/duty in good faith, economic/notional loss, loss for business interruption, goodwill, damage and loss of data or programs, or other intangible losses (even if C-Land Infosoft Pvt. Ltd has been advised of the possibility of such damages), to the fullest extent permissible by law:
i. Arising due to your usage of this software;
ii. Arising out of your use of Open Source Software or Third-Party Software;
iii. Your negligence or inability of using the software or support;
iv. Any dispute between you and third party with respect to availing this software;
v. Your violation of any rights of any other individual and/or entity;
vi. Your breach of the Agreement;
vii. Your violation of any provisions under any laws/statutes/acts in India or abroad.
B. This limitation will apply to all causes of action whether arise in equity or tort, including but not limited to breach of contract, breach of warranty, negligence, strict liability, misrepresentations and hereby release C-Land Infosoft Pvt. Ltd and/or its owners, directors, employees, agents, distributors from any and all obligations, liabilities in excess of the limitation stated herein.
C. In the event, C-Land Infosoft Pvt. Ltd and/or its affiliates, owners, directors, agents, partners, employees, distributors and representatives of each of the foregoing are found liable, you understand and accept that the liability of C-Land Infosoft Pvt. Ltd and/or its owners, directors, agents, partners, employees, distributors and representatives of each of the foregoing shall be limited only up to and not exceed in any case the License Fee incurred by you in acquiring the software from C-Land Infosoft Pvt. Ltd or its distributors/agents or One Lakh India Rupees whichever is lower.
12. General Disclaimers:
You agree, accept and acknowledge:
I. That you are solely responsible for the configuration of the software, settings and the actions or inactions that result from such actions and C-Land Infosoft Pvt. Ltd shall not have and shall assume no liability/responsibility in any case and the Clause of Indemnification shall be applicable.
II. That C-Land Infosoft Pvt. Ltd shall not have and shall assume no liability/responsibility for any data deletion, including but not limited to any deletion/loss of personal and/or confidential data; and/or uninstallation of third-party apps; and/or change in settings; specifically authorized by you or occurs due to the actions, inactions (whether intentional or not) by you or any third party whom you have authorized to use, handle your device due to features of this software.
III. That to avail/use certain features of the software such as updates and upgrades, you may be required to incur certain costs and that C-Land Infosoft Pvt. Ltd does not warrant that the usage of certain features of the software are free of cost and that C-Land Infosoft Pvt. Ltd shall not entertain and expressly disclaims, any claim for reimbursement of any expenses including but not limited to any direct or incidental expenses arising out of your usage of such features of this software.
IV. That you are solely responsible and shall comply with all applicable laws, regulations of India and any applicable foreign/trans-national laws including without limitation, privacy, data protection, obscenity, confidentiality, copyright laws for using any report, data, information derived as a result of using this software.
13. Disclaimers and Performance Warranties
THE SOFTWARE AND THE ASSOCIATED SOFTWARE PRODUCTS (INCLUDING BUT NOT LIMITED TO MOBILE APPLICATIONS – ANDROID AND IOS, WEB APPLICATIONS, DESKTOP SOFTWARE, WEBSITES, WEB PORTALS, BACKEND SOFTWARE, DATABASES, UTILITY SOFTWARE AND ASSOCIATED APIS) AND DOCUMENTATION, IF ANY, ARE LICENSED “AS IS,” AND PRIMELEAF DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE EXTENT AUTHORISED BY LAW. WITHOUT LIMITATION OF THE FOREGOING, PRIMELEAF EXPRESSLY DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE. YOU ASSUME RESPONSIBILITY FOR SELECTING THE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS AND FOR THE RESULTS OBTAINED FROM YOUR USE OF THE SOFTWARE. YOU SHALL BEAR THE ENTIRE RISK AS TO THE QUALITY AND THE PERFORMANCE OF THE SOFTWARE.
C-Land Infosoft Pvt. Ltd also expressly disclaims any and all liabilities arising from the following circumstances:
I. Incompatibility caused by any software and/or hardware components installed on your device;
II. Any actions initiated by you or by third parties which were beyond the control of C-Land Infosoft Pvt. Ltd;
III. Any failures, computer virus attack, use of pirated software, malfunctions, defects resulting from abuse, improper installation, theft, misuse, accident, operation or maintenance, acts of God, alteration, power failures, casualty, repairs made by any party, alterations, neglect, non-permitted modifications, natural calamities, acts of terrorism and vandalism;
IV. The deficiencies, defects in your device and related infringements;
V. Your violations of the terms and conditions described in this Agreement.
VI. Inability of C-Land Infosoft Pvt. Ltd support service to provide uninterrupted support, in a timely manner, or inability to meet any or all of your support or customisation requirements.
14. Intellectual Property:
The software, source code, activation code, license keys, documentation, systems, ideas, information, content, design and other matters related to the software and trademarks are the sole proprietary and intellectual property rights of C-Land infosoft Pvt. Ltd and belongs to C-Land Infosoft Pvt. Ltd. Subject to certain terms mentioned in respective open source license where used by C-Land Infosoft Pvt. Ltd, nothing contained in this Agreement grants you or is intended to grant you any rights, title, interest to intellectual property, including without limitation any error corrections, enhancements, updates, or modifications to this software whether made by C-Land Infosoft Pvt. Ltd or any third party. You understand and acknowledge that you are provided with a license to use this software subject to the terms and conditions of this Agreement.
This Software may include certain third party components which are governed by the license agreements executed between C-Land Infosoft Pvt. Ltd and the respective third party owners. [The third party components licensed under terms of the certain agreement requires C-Land Infosoft Pvt. Ltd to disclose that Intellectual Property rights and ownership rights shall remain with C-Land Infosoft Pvt. Ltd and/or its technology licensing partners respectively. Even if such third party components are governed by respective agreements/contracts, the disclaimers and the limitations shall apply as mentioned in this End User License Agreement (EULA).]
All the title, ownership and all rights including Intellectual Property rights of the Third Party shall rest with the concerned Third Party only and the User shall also be liable to comply with their License Terms. Where applicable, such third party will be beneficiary of this EULA.
A. Force Majeure. C-Land shall not be liable for any delay or failure to fulfil its obligations hereunder that results from an act of God, war, civil disturbance, government policies, or other cause/s beyond its control. Provided that C-Land Infosoft Pvt. Ltd shall endeavour to complete the obligation within a reasonable period after happening of any event as covered under such force majeure.
B. Legal Jurisdiction. This agreement and any matter relating thereto shall be subject only to jurisdiction of the Courts at Palakkad, Kerala, India and shall be interpreted as per the terms of the law/s for the time being in force in India. Any dispute which may arise out of this Agreement, breach of terms and conditions under this Agreement, shall be settled by direct negotiations between you and C-Land Infosoft Pvt. Ltd. In the case of failure to resolve the dispute in the manner set out above within 30 days from the date when the dispute arose, the dispute shall be referred to the sole arbitrator appointed by C-Land Infosoft Pvt. Ltd. The venue of arbitration shall be Palakkad. The arbitration proceedings shall be governed by the Arbitration and Conciliation Act, 1996 and Indian Laws and shall be conducted in the English or Malayalam language. The arbitrator shall also decide on the costs of the arbitration proceedings. To the extent possible, after the commencement of any arbitral proceedings, the parties thus engaged shall continue to perform their respective obligations under this Agreement. The provisions of this Clause shall survive termination of this Agreement. Subject to the provisions of this Clause, the Courts in Palakkad, Kerala, India shall have exclusive jurisdiction and the parties may pursue any remedy available to them at law or equity.
C. Complete Agreement. This Agreement comprises the entire agreement between the parties regarding the subject matter and supersedes any proposals, communications or advertising, oral or written, with respect to the software or subject matter of this Agreement. You shall be bound by any and all clauses of the Agreement updated and displayed on the website of C-Land Infosoft Pvt. Ltd at http://www.cland.co.in/ from time to time. The Agreement displayed on the website will be the finally concluded and binding agreement between you and C-Land Infosoft Pvt. Ltd for all legal purposes which include your each activation, reactivation and renewal of this software. In case of any dispute/queries arising out of any translated versions of this Agreement, C-Land Infosoft Pvt. Ltd hereby expressly specifies and confirms that the English version as displayed on the website will be final for interpretation and the terms used, meaning conveyed in the English version will be authoritative and binding. Any waiver by either party of any violation of any provision of this Agreement by the other party will not be deemed to waive any other violation of the same or any other provision.
D. Severability. If any of the provisions contained in this Agreement is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable in any respect, the validity, legality, or enforceability of the remaining provisions contained herein shall not be in any way affected or impaired thereby and the balance of the Agreement will continue in full force and effect to the maximum extent permitted by law or equity while preserving, to the fullest extent possible, its original intent.
E. Survival. The Clauses in this Agreement including not limited to rights to License Fees, ‘Indemnification’, ‘Disclaimers and Performance Warranties’ and ‘Intellectual Property’ shall survive expiration or termination of this Agreement.
F. Subject to certain terms mentioned in respective open source license where used by C-Land Infosoft Pvt. Ltd, you cannot assign your rights or delegate duties or obligations under this Agreement. The failure to exercise or delay in exercising a right or remedy by C-Land Infosoft Pvt. Ltd under this Agreement shall not constitute a waiver of the right or remedy or a waiver of any prior, concurrent or subsequent right or remedy.
G. The section numbers and headings are included merely for the convenience of the parties and are not to be construed in interpreting this Agreement.
H. C-Land Infosoft Pvt. Ltd reserves the right to amend this End-User License Agreement from time to time and will keep updated on its website at http://www.cland.co.in/ and it would be binding on the end users. This is an essence of the agreement and use of this software
I. C-Land Infosoft Pvt. Ltd reserves the right to co-operate with any legal process and may provide documents, information related to your usage of this software and your general usage of the device.
16. Third Party Licenses:
The software may include certain components, developed and owned by the some third parties, which are governed by license agreements executed between C-Land Infosoft Pvt. Ltd and the respective third party owners. Additional restrictions applicable under the Open Source Software license, as well as third party software license agreement, which are not specifically mentioned in this EULA, will be applicable
17. Open Source Software (OSS) Licenses:
This software may also include some software programs, codes and content that are licensed or sublicensed to the end user under the open source software (OSS) licenses.