This Terms & Condition was last updated onJune 21, 2020.
PLEASE READ THIS MASTER SaaS AND SERVICES AGREEMENT (HEREINAFTER REFERRED TO AS “AGREEMENT”) BEFORE USING THIS SITE. By continuing to access or use this website or any service on this site, you signify your acceptance of the Terms. E2EHIRING PRIVATE LIMITED, situated at VMR Complex, 2nd floor, Thubarahalli, Bangalore - 560066 (hereinafter referred to as “Company”) owns and operates this Site on behalf of itself and its affiliates around the world under the brand name “e2eHiring” to provide information and online services to its users (hereinafter referred to as “Customer”). From time to time, Company may modify the Terms. Accordingly, please continue to review the Terms whenever accessing or using this site. Your use of this Site, or any Service on this Site, after the posting of modifications to the Terms will constitute your acceptance of the Terms, as modified. If at any time, you do not wish to accept the Terms, you may not use this Site. Any terms or conditions proposed by you that are in addition to or which conflict with the Terms are expressly rejected by Company and shall be of no force or effect.
The Company and the Customer are jointly referred to as “Parties” and individually as “Party.”
The Customer wishes to obtain access to the SaaS Services from the Company, which the Company agrees to provide as per the terms of this Agreement.
Terms of the Agreement
Services
Purpose: The Company agrees to provide e2eHiring (hereinafter referred to as “Platform”) by E2EHIRING PVT. LTD. as a SaaS (Software as a Service) for driving customer’s hiring process and also provide for the maintenance and support.
Services: The Company shall provide the best possible services:
Customer and Authorized Users access to the Platform.
Customer Professional Services.
The Services or it’s benefits can be utilized only within the territory of India.
Subscription Audits: Each subscription service and other related professional services shall provide the specification of the services, the platforms used, user limitations, the subscription term, and terms and conditions.
Changes to Platform: The Company may, in its sole discretion, make any changes to any Platform that it deems necessary or useful to:
Maintain or enhance -
The quality or delivery of the Company’s products or services to its Customers.
The competitive strength of, or market for, the Company’s products or services.
Such Platform’s cost efficiency or performance.
Comply with applicable law.
Platform Access and Authorized User
Administrative Users: During the configuration and set-up process for the Platform, the Customer will identify an administrative email and password for the Customer’s account with the Company. The Company shall reserve the right to refuse registration of or cancel email and password or delete accounts as it deems inappropriate.
Authorized Users: Customers must allow only employees and/or independent contractors email with the same domain name as the registered domain name of the customer to use the applicable Platform on behalf of Customer as “Customer Users.” Additionally, if applicable to a Platform, the Customer may allow at the most 2 (Two) of designees (“Company Users”). Authorized User subscriptions are for designated Authorized Users and cannot be shared or used by more than one Authorized User, but may be reassigned to new Authorized Users.
Authorized User Conditions to Use:
As a condition to access and use of a Platform
Each Authorized User shall agree to abide by the terms of the Company’s end-user terms of use which it may adopt from time to time.
Customer Users shall agree to abide by the terms of this Agreement, or a subset thereof.
The Customer shall immediately notify the Company of any violation of the terms of any of the foregoing by any Authorized User upon becoming aware of such violation.
Account Responsibility:
The Customer shall be responsible for:
All uses of any account that Customer has access to, whether or not the Customer has authorized the particular use or user, and regardless of Customer’s knowledge of such use.
Securing the Company account, passwords (including but not limited to administrative and user passwords), and files.
The Company shall not be responsible for any loss of information due to any irresponsible act such as loss of the password by the user.
Confidentiality
“Confidential Information” means any information and data, including in tangible, electronic or other form, of Company or Customer that is identified as confidential or proprietary at the time of disclosure or which should be understood to be confidential by the nature of the information or the circumstances of the disclosure. All confidential information that is communicated to and obtained between the Receiving Party in connection with performing the above-mentioned services shall be held by each Receiving Party in full trust. At no time the Receiving Party shall use any confidential information obtained through conducting this service contract either directly or indirectly, for personal benefit, or disclose or communicate such information in any manner.
Proprietary Rights
Ownership:
The Company shall reserve the right to all title interest.
The Company shall own and retain all rights, title, and interest in:
Any kind of services software, applications, inventions, or other technology developed in connection with the Services;
All intellectual property and proprietary rights in and related to any of the foregoing subscription services (collectively, “Services IP”).
To the extent Customer acquires any right, title, or interest in any Services IP, Customer hereby assigns all of its right, title, and interest in such Services IP to the Company.
Customer Data and Information License: Customer hereby grants the Company a non-exclusive, transferable, sub-licensable, worldwide, and royalty-free license to use and otherwise exploit (i) Customer Data to provide the Services to Customer hereunder and as necessary or useful to monitor and improve a Platform, Software and Services, both during and after the Term, and (ii) Information for any lawful purpose. To avoid any doubt, the E2EHIRING shall use, reproduce and disclose Platform, Software and Services-related information, data, and material that is anonymized, de-identified, or otherwise rendered not reasonably associated or linked to Customer, all of which information, data, and material, will be owned by E2EHIRING.) It is the Customer’s sole responsibility to back-up Customer Data during the Term, and Customer acknowledges that it will not have access to Customer Data through E2EHIRING or any Platform following the expiration or termination of this Agreement.
Intellectual Property: The Company shall retain all the subscription services, including all documentation, modifications, improvements, upgrades, derivative works, and all other Intellectual Property rights in connection with the Service, including the Company's name, logos and trademarks reproduced through the Service.
Restrictions: Customer will not, directly or indirectly: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Services or any software, documentation or data related to the Services (“Software”); modify, translate, or create derivative works based on the Services or any Software (except to the extent expressly permitted by Company or authorized within the Services); use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third; or remove any proprietary notices or labels.
Security
Compliance with Notification Laws: The Company shall comply with all applicable laws regarding the notification of individuals in the event of an unauthorized release of personally identifiable information and notification of other unauthorized data and information disclosures.
Procedure After Unauthorized Disclosure: Within 30 days of discovering any breach of the Company's security obligations or any other event requiring notification under applicable law, The Company shall notify Customer, and any other individual's Law requires to be notified, of the breach or other events by telephone and e-mail.
Access Outside India. If you are accessing e2eHiring from outside India, you are responsible for compliance with foreign and local laws. Company shall not provide services or provide any benefit to the extent that the provision of such services or benefit would violate applicable law or expose Company or its affiliates to any sanction, prohibition or restriction under UN Security Council Resolutions or under other trade or economic sanctions, laws or regulations By using the Site, you represent and warrant that you are in compliance with all local and foreign laws.
Termination
Customer may terminate this agreement for any reason on 30 days notice to the Company.
Each party may terminate this agreement with immediate effect by delivering notice of the termination to the other party, if:
The other party has made any inaccuracy in, or otherwise materially breaches, any of its obligations, covenants, or representations, and;
The failure, inaccuracy, or breach continues for a period of 30 days after the injured party delivers notice to the breaching party reasonably detailing the breach.
The Company may terminate this agreement with immediate effect by delivering notice of the termination to the Customer if the Customer fails to pay the invoice amount 3 times over any term.
Upon termination of this Agreement, the Company shall cease reproducing, advertising, marketing, and distributing any material or information pertaining to the Customer immediately.
Indemnification
Each Party agrees to indemnify and hold harmless the other Party, its respective affiliates, employees, and permitted successors and assigns against any losses, claims, damages, penalties, liabilities, punitive damages, expenses, reasonable legal fees of whatsoever kind or amount, which result from the negligence of or breach of this Agreement by the indemnifying party, its respective affiliate or successors and any assign that occurs in connection with this Agreement. This section remains in full force and effect even after the termination of the Agreement.
Limitation of Liability
To the maximum extent permitted by law, you acknowledge and agree that (i) you assume full responsibility for any loss that results from your use of the Service, including any downloads from the E2EHIRING Site; (ii) we and our Team won’t be liable for any indirect, punitive, special, or consequential damages under any circumstances, even if they’re based on negligence or we’ve been advised of the possibility of those damages; and (iii) in any calendar month, our total liability to you arising under or in connection with the Agreement—whether in contract, tort (including negligence), breach of statutory duty, or otherwise—will be no more than what you paid us for the Service the preceding month.
For the avoidance of doubt, in no instance will we or our Team be liable for any losses or damages you suffer if you use the Service in violation of these Terms, regardless of whether we terminate or suspend your account due to such violation.
Warranty and Disclaimer
Company shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner that minimizes errors and interruptions in the Services and shall perform the Implementation Services in a professional and workmanlike manner. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Company or by third-party providers, or because of other causes beyond Company’s reasonable control, but Company shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption. HOWEVER, COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES AND IMPLEMENTATION SERVICES ARE PROVIDED “AS IS” AND COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
Company and its Team are not responsible for the behavior of any third parties, agencies, linked websites, or other Members, including third-party applications, products, or services for use in connection with the Service (each, a “Third-Party Integration”). Customer’s use of any Third-Party Integration and rights with respect to such Third-Party Integration are solely between Customer and the applicable third party. Company is not responsible for the privacy, security, or integrity of any Third-Party Integration or the practices and policies of any Third-Party Integration. Company make no warranties of any kind and assume no liability of any kind for your use of any Third-Party Integration.
Arbitration
In the event of any dispute arising in and out of this Agreement between the Parties, it shall be resolved by Arbitration conducted by Sole Arbitrator. The venue of Arbitration shall be the jurisdiction of Bangalore or mutually agreed on jurisdiction. The Arbitrator’s decision shall be final and will be binding on both the Parties.
Miscellaneous
Assignability: Neither party may assign this Agreement or the rights and obligations thereunder to any third party without the prior express written approval of the other Party which shall not be unreasonably withheld.
Notices: Any notice required to be given to the Customer shall be delivered by certified mail, personal delivery, or overnight delivery paid for by the Company.
Force Majeure: Neither party shall be liable for any failure in performance of the obligation under this Agreement due to cause beyond that party's reasonable control (including and not limited to any pandemic, fire, strike, act or order of public authority, and other acts of God) during the pendency of such event.
Modification: No modification of this Agreement shall be made unless in writing, signed by both parties.
Severability: If any term, clause, or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, all other terms will remain in full force and effect until the Agreement termination.
Governing Law and Jurisdiction: This Agreement shall be governed by the court of Indian law. If the disputes under this Agreement cannot be resolved by Arbitration, they shall be resolved by litigation in the jurisdiction of Bangalore or mutually agreed on the jurisdiction, and the Parties all consent to the jurisdiction of such courts, agree to accept service of process by mail and hereby waive any jurisdictional or venue defenses otherwise available to it.
Entire Agreement: This Agreement constitutes the entire understanding of the Parties, and revokes and supersedes all prior contracts between the Parties and is intended as a final expression of their Agreement. It shall not be modified or amended except in writing signed by the Parties hereto and specifically referring to this Agreement. This Agreement shall take precedence over any other documents which may conflict with this Agreement.
Notices: E2EHIRING may give general notices related to the Service that apply to all customers by email, in-app notifications, or posting them through the Service. Other notices under the Agreement must be in writing and sent to the business mailing or email address specified in this Section unless a party designates in writing a different address. Notices are deemed given when received. Notices to E2EHIRING must be sent to [email protected] with a copy to VMR COMPLEX, 2ND FLOOR, THUBARAHALLI, BANGALORE - 560066.