Terms of Service Agreement

Please read these Terms of Service carefully before using the Services. These Terms of Service apply to all users of the Services. If you are using the Services on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind such organization to these Terms of Service and you agree to be bound by these Terms of Service on behalf of such organization. Agreeing to use the Services, constitutes your acceptance and agreement to be bound by these Terms of Service, and all other operating rules, policies and procedures that may be published from time to time on the Website by us, each of which is incorporated by reference and each of which may be modified from time to time without notice to you. You acknowledge receipt of our Privacy Policy. If you ordered the Services on the Website, use the Website, or otherwise engage in any electronic transaction with respect to the Services, then you agree to receive any updates to our Privacy Policy by accessing the Website. By using our Website or purchasing our products or services, you agree that we may use and share your personal information in accordance with the terms of our Privacy Policy.

Vivasa reserves the right, at any time and from time to time, to amend or to modify these Terms of Service without prior notice to you, provided that if any such alterations constitute a material change to these Terms of Service, Vivasa will notify you by posting an announcement on the Website. Amendments and modifications shall take effect immediately when posted on the Website. By continuing to access or use the Services after any such amendments or modifications, you agree to be bound by such amended or modified Terms of Service. For this reason, we encourage you to review the Terms of Service whenever you use the Services. If you do not agree to any change to these Terms of Services, then you must immediately stop using the Services.

  1. Eligibility Criteria 

  • The Services are not targeted towards, nor intended for use by, anyone under the age of 13. By using the Services, you represent and warrant that you are 13 years of age or older. If you are under the age of 13, you may not, under any circumstances or for any reason, use the Services. We may, in our sole discretion, refuse to offer the Services to any person or entity and change its eligibility criteria at any time.

  • To sign up for the Services, you must register for an account on the Services (an "Account").

  • You shall not:

    • select or use as a username a name of another person with the intent to impersonate that person 

    • use as a username a name subject to any rights of a person other than you without appropriate authorization

    • use, as a username, a name that is otherwise offensive, vulgar or obscene. You are solely responsible for the activity that occurs on your Account, regardless of whether the activities are undertaken by you, your employees or a third party (including your contractors or agents), and for keeping your Account password secure. 

  • You may never use another person's user account or registration information for the Services without permission. 

  • You must notify us immediately of any change in your eligibility to use the Services (including any changes to or revocation of any licenses from state, provincial, territorial or other authorities), breach of security or unauthorized use of your Account. 

  • You should never publish, distribute or post login information for your Account. 

  • VIVASA WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE AS A RESULT OF YOUR FAILURE TO PROVIDE US WITH ACCURATE INFORMATION OR TO KEEP YOUR ACCOUNT SECURE.

  • In other words, you must be at least 13 years old to use our service (sorry, young devs!). By registering with your information, you are guaranteeing the services offered are solely for your use and not a third party – and that all of the information is accurate. Make sure to keep all of your account information updated!   

  2. Rules of Conduct

  • You will provide information or other materials related to Your Content (including copies of any client-side applications) as reasonably requested by us to verify your compliance with the Agreement. You will reasonably cooperate with us to identify the source of any problem with the Services that we reasonably believe may be attributable to Your Content or any end user materials that you control 

  • The Client shall ensure that the information he provides is correct and complete. He undertakes to immediately inform the Service Provider of any and each change to the contact details he has given, and of any other data that is necessary for fulfilling the contract 

  • You are responsible for all of your activity in connection with the Services and the activity of any sub-user that uses your access code or Account

  • You agree that you will not transmit, distribute, post, store, link, or otherwise traffic in Content, information, software, or materials on or through the Service that :

    • is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, offensive, profane, contains or depicts pornography that is unlawful, or is otherwise inappropriate as determined by us in our sole discretion,

    • you know is false, misleading, untruthful or inaccurate

    • constitutes unauthorized or unsolicited advertising

    • impersonates any person or entity, including any of our employees or representatives  

  • You shall not (directly or indirectly): 

    • decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services (including without limitation any application) 

    • modify, translate, or otherwise create derivative works of any part of the Services, 

    • copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations

 

  2.1 Lawful Use of the Network

The Client will in particular not use the contractual services in a manner that:

  • is illegal, or promotes or encourages illegal activity;

  • promotes, encourages or engages in child pornography or the exploitation of children;

  • promotes, encourages or engages in terrorism, violence against people, animals, or property;

  • Promotes, encourages or engages in any spam or other unsolicited bulk email, or computer or network hacking or cracking;

  • disable third party computer systems by sending/forwarding of data streams and/or e-mails (e.g. DoS/DDoS attacks/spam/mail-bombing);

  • search for open ports (access) to third party computer systems (e.g. port scanning);

  • falsify IP addresses, mail and news headers or the dissemination of malicious software;

  • promotes, encourages or engages in the sale or distribution of prescription medication without a valid prescription;

  • promotes or facilitates human or sex trafficking;

  • infringes on the intellectual property rights of third parties;

  • violates the privacy or publicity rights of third parties or persons, or breaches any duty of confidentiality that he owes to any other third party;

  • uses technologies that place excessive stress on the Service Provider’s installations;

  • contains or installs any viruses, worms, bugs, Trojan horses or other code, files or programs designed to, or capable of, disrupting, damaging or limiting the functionality of any software or hardware  (From Velia)

  2.2 Agreed Use of Allotted Network Resources

 

  • Users shall not use any method to circumvent the provisions of these Terms of Service, or to obtain Services in excess of those  for which they contract with Vivasa. Users shall not use any mechanism to exceed the amount of resources assigned to them through the Services, or to conceal such activities

 

​   2.3 Injurious Code

  • Users may not use the Services to distribute, receive communications or data gleaned from, or execute any action directed by any type of injurious code, including but not limited to: (i) trojans, (ii) keyloggers, (iii) viruses, (iv) malware, (v) botnets, (vi) denial of service attacks, (vii) flood or mail bombs, (viii) logic bombs, or (ix) other actions which Vivasa reserves the sole right to determine to be malicious in intent.

 

 2.4 Invasion of Privacy, Defamation, or Harassment

  • Users may not use the Services in a manner that would violate the lawful privacy rights of any person, or to publish or republish defamatory or libelous statements, or to harass or embarrass, which shall be determined in Vivasa’s sole and absolute discretion

  2.5 Violation of Copyright, Trademark, Patent or Trade Secret

  • Users may not use the Services in violation of the copyrights, trademarks, patents or trade secrets of third parties, nor shall they utilize the Services to publish such materials in a manner that would expose them to public view in violation of the law.

  2.6 Acts of Sub-Users

  • Users are responsible for the acts of others utilizing their access to the Services, and will be held responsible for violations of the Services by their sub-users or persons who gain access to the Services using the User's access codes. Any activity that a User is prohibited from performing by these Terms of Services is equally prohibited to anyone using the access to the Services of the User

   2.7 Access Code Protection

  • Users shall utilize proper security protocols, such as setting strong passwords and access control mechanisms, safeguarding access to all logins and passwords, and verifying the trustworthiness of persons who are entrusted with account access information.

 

   2.8 Remedial Action

 

  • Users shall notify Vivasa if and when they learn of any security breaches regarding the Services, and shall aid in any investigation or legal action that is taken by authorities and/or Vivasa to cure the security breach.

  3. Third Party Services

  • You may not transfer outside the Services any software (including related documentation) you obtain from us or third party licensors in connection with the Services without specific authorization to do so

  • When you use a Service, you may be able to use or be required to use one or more other Services (each, an “Associated Service”), and when you use an Associated Service, you are subject to the terms and fees that apply to that Associated Service

  • The Services may permit you to link to other websites, services or resources on the Internet, and other websites, services or resources may contain links to the Services. When you access third party resources on the Internet, you do so at your own risk. These other resources are not under our control, and you acknowledge that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. 

  4. Payments and Billing

  4.1 Acceptable Payment Methods
 
  4.2 Taxes

 

  • We may charge and you will pay applicable Indirect Taxes that we are legally obligated or authorized to collect from you 

  • All payments made by you to us under this Agreement will be made free and clear of any deduction or withholding, as may be required by law 

  • If any such deduction or withholding (including but not limited to cross-border withholding taxes) is required on any payment, you will pay such additional amounts as are necessary so that the net amount received by us is equal to the amount then due and payable under this Agreement

  • We will provide you with such tax forms as are reasonably requested in order to reduce or eliminate the amount of any withholding or deduction for taxes in respect of payments made under this Agreement

 

  4.3 Billing and Terms

 

  • All charges shall be invoiced and paid in advance as per the plan you choose from our pricing section 

  • If a payment is not made in whole or in part on the agreed due date, the Service Provider shall have the right to retain its services by blocking the services booked by the Client until receipt of full payment by the Client. The above sentence does not apply in the case of only minor arrears 

  • If the Client is in default of payment or fails to meet other obligations to cooperate, the Service Provider shall be entitled to claim for any losses and additional expenditure arising as a result 

  • We may bill you more frequently for fees accrued if we suspect that your account is fraudulent or at risk of non-payment 

  • You will pay us the applicable fees and charges for use of the Service Offerings as described on the Vivasa Site using one of the payment methods we support 

  • All amounts payable by you under this Agreement will be paid to us without set off or counterclaim, and without any deduction or withholding 

  • We may increase or add new fees and charges for any existing Services you are using by giving you at least 30 days’ prior notice 

 

 5. Limitation of Liability

 

  • In no event shall we, nor our directors, employees, agents, partners, suppliers or content providers, be liable under contract, tort, strict liability, negligence or any other legal or equitable theory with respect to the services:

    •  for any lost profits, data loss, cost of procurement of substitute goods or services, or special, indirect, incidental, punitive, compensatory or consequential damages of any kind whatsoever, substitute goods or services (however arising)

    • for any bugs, viruses, trojan horses, or the like (regardless of the source of origination)

    • for any direct damages in excess of (in the aggregate) of fees paid to us for the particular services during the immediately previous one month period, even if Vivasa had been advised of, knew, or should have known, of the possibility thereof. User acknowledges that the fees paid by him or her reflect the allocation of risk set forth in this agreement and that Vivasa would not enter into this agreement without these limitations.

    • User hereby waives any and all claims against Vivasa arising out of User's purchase or use of the services, or any conduct of Vivasa's directors, officers, employees, agents or representatives. your sole and exclusive right and remedy in case of dissatisfaction with the services or any other grievance shall be your termination and discontinuation of access to or use of the services.

  • In addition, you agree that Vivasa is not responsible for any data compiled by our services and that Vivasa will not be liable, in any manner, as a result of your exposure to any defamatory, libelous, threatening, unlawfully harassing, obscene or otherwise unlawful content or data. in no event shall Vivasa, or any third party provider of any component of the services or of any information delivered as part of the services, be liable to you and/or any party for any damages of any kind, including but not limited to direct, indirect, special, exemplary, punitive, consequential or similar damages arising out of or related to the services, content, products, the use or inability to use this website, or any linked website, including without limitation, lost profits, loss of use, business interruption, or other economic losses, loss of programs or other data, whether in an action of contract, negligence or other tortious action, even if Vivasa is advised of the possibility of such damages, including liability associated with any viruses which may infect your computer equipment.

  • Some jurisdictions limit or prohibit the foregoing limitations, and in such jurisdictions the foregoing limitations shall be applied to the maximum extent permitted by law

  6. Confidentiality

  • Users shall keep confidential any confidential information to which it is given access, and shall cooperate with Vivasa's efforts to maintain the confidentiality thereof. Users shall not publish to third parties or distribute information or documentation that Vivasa provides for purposes of operating and maintaining its systems, including material contained in estimates, invoices, work orders, or other such materials.

  7. Backup

  • Subscriber is solely responsible for the preservation of Subscriber's data which Subscriber saves onto its virtual server (the "Data"). EVEN WITH RESPECT TO DATA AS TO WHICH SUBSCRIBER CONTRACTS FOR BACKUP SERVICES PROVIDED BY VIVASA, TO THE EXTENT PERMITTED BY APPLICABLE LAW, VIVASA SHALL HAVE NO RESPONSIBILITY TO PRESERVE DATA. VIVASA SHALL HAVE NO LIABILITY FOR ANY DATA THAT MAY BE LOST, OR UNRECOVERABLE, BY REASON OF SUBSCRIBER'S FAILURE TO BACKUP ITS DATA OR FOR ANY OTHER REASON

  8. Indemnification


YOU SHALL DEFEND, INDEMNIFY, AND HOLD HARMLESS US, OUR AFFILIATES, PARENTS, SUBSIDIARIES, ANY RELATED COMPANIES, LICENSORS AND PARTNERS, AND EACH OF OUR AND THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, CONTRACTORS, DIRECTORS, SUPPLIERS AND REPRESENTATIVES FROM ALL LIABILITIES, CLAIMS, AND EXPENSES, INCLUDING REASONABLE ATTORNEYS' FEES, THAT ARISE FROM OR RELATE TO YOUR (OR ANY THIRD PARTY USING YOUR ACCOUNT OR IDENTITY IN THE SERVICES) USE OR MISUSE OF, OR ACCESS TO, THE SERVICES, CONTENT, OR OTHERWISE FROM YOUR USER CONTENT, VIOLATION OF THESE TERMS OF SERVICE OR OF ANY LAW, OR INFRINGEMENT OF ANY INTELLECTUAL PROPERTY OR OTHER RIGHT OF ANY PERSON OR ENTITY. WE RESERVE THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH EVENT YOU WILL ASSIST AND COOPERATE WITH US IN ASSERTING ANY AVAILABLE DEFENSES.

  9. Miscellaneous Provisions


Neither you nor Vivasa shall be liable for nonperformance of the terms herein to the extent that either you or Vivasa are prevented from performing as a result of any act or event which occurs and is beyond your or Vivasa's reasonable control, including, without limitation, acts of God, war, unrest or riot, strikes, any action of a governmental entity, weather, quarantine, fire, flood, earthquake, explosion, utility or telecommunications outages, Internet disturbance, or any unforeseen change in circumstances, or any other causes beyond either party's reasonable control. The party experiencing the force majeure shall provide the other party with prompt written notice thereof and shall use reasonable efforts to remedy effects of such force majeure.
 

Vivasa Information Systems Pvt Ltd.

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