PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE ACCESSING, USING, OR OBTAINING ANY MATERIALS, INFORMATION, PRODUCTS, OR SERVICES FROM QUANTROCLE PRIVATE LIMITED.
These Terms and Conditions ("Terms") govern your access to and use of the website, software services, consulting offerings, and other deliverables provided by QUANTROCLE PRIVATE LIMITED ("QUANTROCLE", "Company", "we", or "us"), a company incorporated and existing under the laws of India, having its registered office in Noida, Uttar Pradesh.
By accessing or using our Services, you agree to be bound by these Terms and by our Privacy Policy. If you do not accept these Terms in their entirety, you may not access or use any of our Services.
Definitions
Scope of Services
2.1 The Company offers B2B and B2C software products and consulting solutions. Any agreement for the provision of services or access to licensed software will be executed via a separate legally binding Statement of Work (SOW), Master Services Agreement (MSA), or License Agreement, which shall take precedence in case of any conflict with these Terms.
2.2 The Company reserves the right to refuse or cancel any service or product order at its sole discretion.
User Obligations and Conduct
3.1 You agree not to use the Services for any unlawful purpose or in any way that might harm, damage, or disparage the Company or any third party.
3.2 You must not misrepresent your identity or affiliation with any person or entity.
3.3 You are solely responsible for maintaining the confidentiality of your account information, including passwords and all activity occurring under your account.
Fees, Payments, and Taxes
4.1 The fees payable for the Services will be outlined in the relevant contractual documentation. All payments must be made in Indian Rupees (INR) or as otherwise agreed in writing.
4.2 The Client shall be responsible for any applicable taxes including Goods and Services Tax (GST), withholding taxes, or duties imposed by Indian law.
4.3 Late payments may incur an interest charge of 1.5% per month or the maximum permitted by law, whichever is lower.
Intellectual Property
5.1 All intellectual property rights, including but not limited to copyrights, patents, trade secrets, trademarks, and know-how, in the Services and deliverables developed by the Company shall remain the exclusive property of QUANTROCLE unless otherwise agreed upon in writing.
5.2 The Client shall receive only a non-exclusive, non-transferable, limited right to use the deliverables for its internal business purposes, subject to full payment.
Confidentiality
6.1 Both parties agree to treat all non-public information shared during the course of their engagement as confidential and shall not disclose such information to any third party without prior written consent.
6.2 This obligation shall survive the termination of the engagement for a period of five (5) years.
Warranties and Limitation of Liability
7.1 The Company disclaims all warranties, express or implied, including but not limited to the warranties of merchantability and fitness for a particular purpose.
7.2 In no event shall the Company be liable for any indirect, incidental, special, or consequential damages, including but not limited to loss of profits, data, or business opportunity, even if advised of the possibility of such damages.
7.3 The aggregate liability of the Company under these Terms shall not exceed the total amount paid by the Client to the Company in the six (6) months preceding the claim.
Termination
8.1 Either party may terminate the engagement with or without cause by providing thirty (30) days prior written notice.
8.2 Upon termination, all fees accrued up to the date of termination shall become immediately due and payable.
8.3 The provisions of clauses relating to intellectual property, confidentiality, limitation of liability, and governing law shall survive termination.
Data Privacy
9.1 The Company is committed to protecting your privacy. The collection and use of personal information shall be governed by our Privacy Policy.
9.2 The Client agrees that it shall comply with all applicable data protection laws while using the Services, including the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011.
Governing Law and Dispute Resolution
10.1 These Terms shall be governed by and construed in accordance with the laws of the Republic of India.
10.2 Any disputes shall be subject to the exclusive jurisdiction of the competent courts in Noida, Uttar Pradesh.
10.3 Parties shall endeavor to resolve disputes amicably through good-faith negotiations and mediation before initiating any legal proceedings.
Modifications to Terms
11.1 The Company reserves the right to modify these Terms at any time. Changes will be posted on the Website and will become effective upon such posting.
11.2 Continued use of the Services after the effective date of any modification constitutes acceptance of the revised Terms.
Contact Information
For any questions about these Terms, please contact:
QUANTROCLE PRIVATE LIMITED