Subject to and conditioned on Customer’s and its Authorized Users’
acceptance of and compliance with the Agreement, Provider shall provide to Customer and its
Authorized Users the services described in the Agreement (collectively, the “Services”), in accordance
with the terms of the Agreement according to Section 43 of the IT Act, 2000.
Customer, nor its employees, contractors or other Persons within Customer’s control (collectively,
“Customer Personnel”), shall access or use the Services or Provider Materials except as expressly
permitted by the Agreement and, in the case of Third-Party Materials, the applicable third-party
license agreement. For purposes of clarity and without limiting the generality of the foregoing, neither
Customer nor Customer Personnel shall:(a) copy, modify or create derivative works or improvements
of the Services or Provider Materials, except as the Agreement expressly permits;(b)rent, lease, lend,
sell, sublicense, assign, distribute, publish, transfer or otherwise make available any Services or
Provider Materials to any Person, including on or in connection with the internet or any time-sharing,
service bureau, software as a service, cloud or other technology or service, except as the Agreement
expressly permits;(c) reverse engineer, disassemble, decompile, decode, adapt or otherwise attempt
to derive or gain access to the source code of the Services or Provider Materials, in whole or in
part;(d) bypass or breach any security device or protection used by the Services or Provider Materials
or access or use the Services or Provider Materials other than by an Authorized User through the use
of his or her own then valid Access Credentials;(e) input, upload, transmit or otherwise provide to or
through the Services or Provider Systems, any information or materials that are unlawful or injurious,
or contain, transmit or activate any Harmful Code;(f) damage, destroy, disrupt, disable, impair,
interfere with or otherwise impede or harm in any manner the Services, Provider Systems or
Provider’s provision of services to any third party, in whole or in part;(g) remove, delete, alter or
obscure any trademarks, Documentation, warranties or disclaimers, or any copyright, trademark,
patent or other intellectual property or proprietary rights notices from any Services or Provider
Materials, including any copy thereof;(h) access or use the Services or Provider Materials for purposes
of competitive analysis of the Services or Provider Materials, the development, provision or use of a
competing software service or product or any other purpose that is to Provider’s detriment or
2. Fees & Payment Terms:
For the initial term of the Agreement,
the Customer shall pay Provider the fees set forth in the Agreement in accordance.
Customer shall pay full fee or fee mentioned in the agreement as initial payment prior to
commencement of a project mentioned in the agreement. Customer shall make all payments
hereunder in INR rupees. Customer shall make payments to the address or account specified in the
Agreement or such other address or account as Provider may specify in writing from time to time.
2.3 Data Storage.
Excluded with Customer payment. Data Storage may be purchased by Customer for a fee.
3. Intellectual Property Rights:
3.1 Services and Provider Materials.
Except as explicitly set forth
herein, all right, title and interest in and to the Services and Provider Materials, including all
Intellectual Property Rights therein, are and will remain with Provider and the respective rights
holders in the Third- Party Materials according to the Copyright Act, 1957.
3.2 Customer Data.
between Customer and Provider, Customer is and will remain the sole and exclusive owner of all right,
title and interest in and to all Customer Data, including all Intellectual Property Rights relating thereto,
subject to Provider’s, its Subcontractor’s and the Provider Personnel’s use of the data solely to
perform the Services according to the Copyright Act, 1957.