Welcome to Avysh Multi channel Retailing platform provided by Aavishk.
This Merchant User Agreement ("Agreement") is between you, the user, together with any company or other business entity you are representing, if any (collectively, "Licensee"), and Aavishk Sustainable Solutions Private Limited a company registered under the Companies Act,1956 and having registered office at 10, Cambridge Road, Udani Layout, Ulsoor, Bengaluru - 560008 and its products Avysh ("Aavishk "). This Agreement comes in to effect when you register for using Avysh services or signing an application for utilizing services of Avysh. By Registering or signing with Avysh, You signify your absolute and unconditional consent to all the provisions of this agreement in their entirety.
This agreement constitutes a legally binding agreement between Licensee and Aavishk. You are advised to read this Agreement carefully. If you are not agreeable to any terms and conditions, you should not use this Service and notify the same to Aavishk.
Notwithstanding anything contained in the foregoing, this Agreement will not bind Avysh unless You meet the eligibility criteria for entering into this Agreement as set forth in Section A of this Agreement.
The Following Terms Shall Have The Meanings Defined Below When Used In Capital Letters Herein:
Agreement means the terms and conditions as detailed herein including all schedules, appendices, annexures, Privacy Policy, and will include the references to this Agreement as amended, notated, supplemented, varied or replaced from time to time.
“Avysh” or “Avysh application” or “Software” means the software Platform ("Software") provided by Aavishk.
Services means the merchants services provided by Aavishk, including hosting of the online store, site design, email services, marketing services, domain name registration, and other related services as may be offered from time to time. Software and/or Services provided by Avysh on SAAS (software as service) model.
“Avysh License” or “Avysh Application License” has its meaning described in Section 2 of this agreement.
“Avysh site” or “Avysh website” refers to the Avysh product website – www.avysh.com
“Affiliate” means, with respect to each Party, any person or entity directly or indirectly Controlling, Controlled by, or under direct or indirect common Control with a Party. For the purpose of this definition, the expression “Control”, “Controlled” or “Controlling” shall mean, with respect to any person or entity, any circumstance in which such person or entity is controlled by another person or entity by virtue of the latter person or entity controlling the composition of the board of directors or owning the largest or controlling percentage of the voting securities of such person/entity or by virtue of any contractual arrangements or otherwise.
“Intellectual Property Rights” means all patents (whether registered or not), trademarks( whether registered or not), copyrights (whether registered or not), design rights, trade secrets, marks or any other intellectual property rights in Software licensed, granted or assigned by Aavishk to, or otherwise vested in, Licensee pursuant to the Agreement.
The Software license and Services are available only to, and may only be used by individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, the Software and Services are not available to children (persons under the age of 18). If You are registering as a business entity, You represent that You have the eligibility to enter in to an agreement and the authority to bind the entity to this Agreement. Aavishk uses many techniques to verify the accuracy of the information you provide when you register on the Avysh Site. If for any reason, Aavishk, in its sole discretion, believes such information to be incorrect, it reserves the right, to revoke any and all licenses under this Agreement or to refuse to provide the Software license and Services under this Agreement to You.
Avysh (software), trademark ownership and Avysh license
The Software provided by Aavishk, and all intellectual property rights therein, are the exclusive property of Aavishk.
Subject to the terms and conditions of this Agreement, Aavishk grants to Licensee a non-exclusive, non-transferable, revocable, limited license to remotely access and use the Software on servers operated by or for Aavishk ("Aavishk Servers") through the Avysh Application solely for the purpose of building and maintaining an interactive store hosted by the Aavishk Servers on which Licensee offer Licensee's or a third party's products or services ("Licensee's Store").
The Software and its structure, organization, and source code constitute valuable trade secrets of Aavishk. Accordingly, except as expressly allowed Licensee will not, either directly or through a third party, (a) modify, adapt, alter, translate, or create derivative works from the Software; (b) distribute, sublicense, lease, rent, loan, or otherwise transfer the Software to any third party.
ADDITIONAL SOFTWARE AND SERVICES: Certain additional features that Aavishk may make available to Licensee may require access to and/or installation of additional software (including third party software) that is subject to supplemental or independent terms and conditions ("Additional Software"). Similarly, Aavishk may make available additional services (including third party services) that are subject to supplemental or independent terms and conditions ("Additional Services"). Such software and services are subject to additional payments as required and are subject to Licensee's consent to such terms and conditions associated with the use of additional software and services.
Upon activation of Licensee's account and subject to the payment of applicable fees, Aavishk will provide certain hosting, support and other miscellaneous Services for the Software licensed by Licensee under this Agreement and Licensee's Store during the term of this Agreement as published on the Avysh Site. Licensee's Store shall be hosted on a Aavishk Server on which several merchants may share the resources and network capacity of that Aavishk Server.
Store Design And Customization: At Licensee's request, and subject to Aavishk's acceptance of Licensee's request and Licensee's payment of applicable fees, Aavishk will provide or instruct one of its “affiliates” to provide, design and customization Services for Licensee's in accordance with Aavishk's then current customization terms and conditions.
Domain Name Registration: At Licensee's request and subject to Your agreement to applicable terms and conditions and the payment of applicable fees, Aavishk's Additional Services may include acquisition and registration of a second-level domain name ("Domain Name") for Your Store on Your behalf. You hereby appoint Aavishk and third parties who provide domain name registration services to Aavishk as Your agent in the acquisition, registration and ongoing administration of Domain Names on Your behalf and You authorize Aavishk and third parties who provide domain name registration services to Aavishk to select and issue binding instructions to domain name registrars and registries used to acquire, register and administer Domain Names on Your behalf. Aavishk provides this Service as a convenience to You only and You hereby waive any and all claims that You may have, or which may later arise, against Aavishk for any and all damages, losses, claims or expenses arising out of or related to the acquisition, registration and/or use of such Domain Name. In addition, Aavishk reserves the right, in Aavishk's sole discretion, to refuse to acquire or register any domain name requested by You, and to discontinue the use of any domain name requested by you.
Changes In Services: Aavishk reserves the right to change, amend and/or otherwise alter the Services provided with equivalent or otherwise equal Services without prior notice to licensee . Licensee agree to receive administrative communications from Aavishk in regards to the Software, Services, Licensee's account, policy changes and system updates.
AVYSH SERVICES: The Company owns and operates its logistic software, hereinafter to be referred as “Avysh”, providing its Merchants an automated shipping panel services integrated with the courier partners. Merchant agrees that the Company has no role and responsibility in the actual delivery and shipment of the product.
(a) The Merchant agrees that the shipments shall be picked up by Company’s logistics partner from Merchants’ locations as communicated to the Company, at the time of signing up.
(b) The tracking number and logistics partner would be assigned by an automated process based on the pickup and delivery pin code and type of shipment.
(c) Merchants shall provide/display prominently on package the shipping label having full details of the Order Number, consignee details, product details, return address i.e. the shipping address
(d) Merchant shall agree that the shipment to be handed over to the logistic partner of the Company in a tamper proof packing of their brand
(e) You agree that all claims must be notified to the Company in writing within thirty (30) days from the date of acceptance of the shipment, failing which Merchant forfeits and waives its right for/to such claim.
(f) You agree that You shall pay all duties, taxes, octroi, cess, clearance charges and any other charge/levy by whatsoever name called, levied on shipments.
(g) The Merchant will be solely responsible to comply with all statutory requirements (State and Central Laws/Statutes) applicable in relation to booking, sale and transportation of the shipments carried and delivered by the logistics partners of the Company in pursuance of this agreement.
(h) It is expressly understood by the Parties that the Company is not performing any activity or job or providing service on behalf of the Merchant which may amount to Seller or Retailer and or Stockiest/Distributor. The activities performed by the Company are based on specific instructions given by the Merchant as part of the scope defined and from time to time.
(i) The Company may provide web based (online) tracking solutions for all shipments through its logistics partners.
(j) It is agreed and understood by the Merchant that the Merchant shall be fully liable to its customers and neither the Company nor any of its logistics partner, shall have any direct or indirect connection/ relationship or responsibility/obligation to the end user of the Merchant.
(k) Merchant must ensure security of all shipments which have been picked up from its customers by Company’s logistics partners as per its security procedures as explained and informed to it before executing this Agreement. Merchant confirms that they are fully aware of the items prohibited and undertakes that no such prohibited items of shipment shall be handed over to Company’s logistics partners for carriage.
(l) Merchant undertakes to fully indemnify and hold the third party delivering shipping, tracking and courier delivery services (hereinafter “Courier Company”) and/or the Company harmless in case of any breach of security procedures by the Merchant or by its customers.
(a) You agree that the Merchant shall be responsible for proper; tamper proof and damage proof packing of the products.
(b) Merchant shall be ready with the packed order when the courier person comes to receive the shipment, all pick-ups should be logged before the cut off time as directed by the customer support team of Company, and no pick up beyond the cut-off time of the logistics partner shall be possible. Merchant agrees that they shall contact the Courier Company personnel for the pickup arrangements.
(c) Merchant shall collect receipt(s) of the signed copy of the shipping manifest; it is the proof of handover of shipment to the courier companies.
(d) Merchant should properly paste and insert the invoice, in and on the package.
(e) Merchant shall agree that the Service is only for single pick up location i.e. the orders will be picked by the courier companies from only one location which has been registered by the Merchant.
(f) Merchant undertakes to fully indemnify and hold Courier Company or COMPANY not liable in case of any breach of security procedures by the Merchant(s), Merchant’s employees or its vendors.
(g) Merchant to agree that when a shipment coming back as RTO (return to origin) due to failed delivery or any other reason whatsoever, it is the Merchant’s/Merchant’s responsibility to change the status of the order to RTO received and intimate Company in with the Reverse Airway bill number. Merchant agrees to make payment as applicable.
(h) Merchant shall agree that you will not book / handover or allows to be handed over any good which is banned, restricted, illegal, prohibited, stolen, infringing of any third party rights, hazardous or dangerous. In the event Merchant hands over or provides the aforesaid products to the Avysh then Avysh shall not be responsible and shall not be liable for any loss, damage, theft or misappropriation of such Products even if Service Provider or Delivery Personnel has the knowledge of the same and even if such loss, damage, theft or misappropriation is caused due to any reason attributable to Service Provider or Delivery Personnel.
(i) Merchant understands, agrees and acknowledges that Company through its logistics partners is a mere Bailee of the Products, cash and is not an insurer of the same. Merchant hereby expressly and specifically waives all its rights and claims against Company and its logistics partners arising out of or in relation to the principles of insurance.
(j) CHANGES IN SERVICES: Company reserves the right to change, amend and/or otherwise alter the Services provided with equivalent or otherwise equal Services without prior notice to Merchant. Merchant agrees to receive administrative communications from Company in regards to the Software, Services, Merchant account, policy changes and system updates.
Licensee will be solely responsible for the development, operation and maintenance of Licensee's Store, including the operation of Licensee's Store, accepting, processing and filing customer orders generated through Licensee's Store, and handling any customer inquiries, complaints, or disputes arising from orders or sales generated through Licensee's Store. Licensee agrees that Aavishk has no obligation to back-up any data related to Licensee’s Store's operations other than product data, order data and Customer Data stored in the Avysh system and Licensee should independently take appropriate steps to maintain such data in accordance with Licensee’s needs and requirements.
Licensee will be solely responsible for creating, managing, editing, reviewing, deleting and otherwise controlling the content on Licensee's Store, regardless of whether Aavishk provides any design or customization Services to Licensee under this Agreement, including all descriptions of the products and services Licensee offer to customers of Licensee's Store and user-generated content on and related to Licensee's Store. As a conduit, Aavishk will give Licensee complete discretion over Licensee's content provided it is compatible and interoperable with the Software and Services provided by Aavishk under this Agreement. Licensee retain all rights, title and interest in and to all intellectual property rights embodied in Licensee's content, exclusive of any content provided by Aavishk. Notwithstanding anything contained in the foregoing, if Licensee breach any of the covenants in Section 5.1 of this Agreement, Aavishk is entitled to suspend or terminate Licensee's Store and/or any access to information or data related to Licensee's account and the Software in accordance with Section 12 of this Agreement.
Licensee acknowledge that, by only providing Licensee with the ability to publish and distribute Licensee's own or third party products, services or content, Aavishk and its Software are acting only as passive conduits for the distribution and/ or publishing of such products, services or content on the Store. Aavishk has no obligation to Licensee or any third party, and undertakes no responsibility, to review Licensee's Store, the products or services listed therein or any other content, including but not limited to user-generated content, published and/or distributed on Licensee's Store to determine whether any such product, service or content may incur liability to third parties. Notwithstanding anything to the contrary herein, if Aavishk believes in its sole discretion (as applicable) that Licensee's Store or any products, services, content or other materials in the Store or on Aavishk Servers may create liability, Aavishk may take any actions with respect to the content or materials.
Licensee hereby grant Aavishk and its affiliates an irrevocable, royalty-free, worldwide license to reproduce, distribute, create derivative works of, transmit, publicly perform, publicly display and digitally perform Licensee's content solely for the purposes provided in this Agreement. Licensee further agrees that Aavishk has the exclusive right, in its sole discretion, to share or distribute the content provided by Licensee and to either allow or to disallow, any or all web crawlers to index sites or pages or e-stores hosted with Aavishk. Aavishk shall not be held responsible in the event Licensee violates any intellectual property rights of the other Parties and Licensee shall alone responsible for such violations.
COVENANTS BY LICENSEE: Licensee covenant that any products, services, or content published and distributed on Licensee's Store and Licensee's related activities shall not violate the Aavishk Acceptable Use Policy that is incorporated herein by reference and as it may be amended from time to time, nor shall they:
i) Be false, inaccurate or misleading.
ii) be fraudulent or involve the sale of counterfeit or stolen items
iii) Infringe or misappropriates any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy.
iv) Violate any law, statute, ordinance or regulation (including, but not limited to, those governing privacy, publicity, export control, consumer protection, unfair competition, antidiscrimination or false advertising).
v) Be defamatory or libelous or unlawfully threatening or harassing, or advocating or promoting or providing assistance for acts involving violence that may cause significant risk of death or injury, or other unlawful activities.
vi) Be obscene or contain pornography.
vii) contain any viruses, Trojan horses, worms, time bombs, cancel bots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.
viii) involve the transmission of any unsolicited commercial or bulk email (known as "spamming") and Licensee shall not use Licensee's account or Licensee's Store as a return address for unsolicited commercial mail originating elsewhere or participate in any activities
ix) involve the collection or attempt to collect personally identifiable information of any person or entity, except with the express consent of that person or entity and of which consent Licensee shall maintain a record for a period of three (3) years after any termination of this Agreement.
x) be harmful or potentially harmful to the Aavishk Server infrastructure as determined in Aavishk's sole discretion, including without limitation overloading the Aavishk technical infrastructure.
xi) create liability for Aavishk and its subcontractors or expose them to undue risk or otherwise engage in activities that Aavishk, in its sole discretion, determines to be harmful to Aavishk' affiliates, operations, reputation, or goodwill, and
xii) Link directly or indirectly to or include descriptions of goods or services that violate any applicable law, statute, ordinance or regulation, or that violate Aavishk's Prohibited and Restricted Items clauses that are incorporated herein by reference and may be amended from time to time.
Licensee shall not, directly or indirectly, offer, attempt to offer, trade or attempt to trade in any item, the dealing of which is prohibited or restricted in any manner under the provisions of any applicable law, rule, regulation or guideline for the time being in force or any item mentioned in Aavishk's Prohibited and Restricted Items list provided on the website.
Licensee agree to display and adhere to terms of use or other user-type agreement, as well as a privacy policy, governing Licensee's operation of Licensee's Store and Licensee's conduct with Licensee's Store's customers.
BREACH OF COVENANT: Licensee's failure to comply with the covenants set forth in Section 5.1 of this Agreement will amount to a breach of this Agreement and is cause for immediate suspension and/or termination under Section 12 of this Agreement.
Licensee agrees to pay to Aavishk the Fees in the amount, manner and at the times set out in ANNEXURE B; Licensee are responsible for payment for its own license of Avysh application as well as for the licenses sub-licensed to its merchants.
Payment Terms: Aavishk will invoice Licensee and Licensee agree to pay for
i) non-refundable monthly subscription and other annual or one-time fees, in advance, including fees for the license of Software and Services to be rendered to Licensee by or on behalf of Aavishk in the following month, and
ii) Transaction fees and all other fees designated in the Fees Policy to be paid in arrears based on the value of goods and services sold through Licensee's Store during the previous calendar month, in accordance with the invoicing and payment requirements set forth in the Fees Policy.
Taxes : All fees under this Agreement exclude all applicable sales, use, and other taxes and government charges, state or foreign, and Licensee will be responsible for payment of all such taxes (other than taxes based on Aavishk' income), fees, duties, and charges, and any related penalties and interest, arising from the payment of any and all fees under this Agreement.
Aavishk, its suppliers and service providers, provide the software, additional software, and services, on an "as is" basis and expressly disclaim any and all express, implied or statutory warranties, including the warranties of merchantability, fitness for a particular purpose, quiet enjoyment, title, non-infringement; and warranties arising from a course of dealing, usage or trade practice are excluded. Aavishk, its suppliers and service providers, do not warrant that the software, additional software, or services will be error-free or uninterrupted and make no representations regarding uptime, use, data security, accuracy and reliability of their services. Licensee acknowledges and agrees that this section 7 is reasonable and an essential element of this agreement and that in its absence, the economic terms of this agreement would be substantially different.
In no event shall Aavishk, its suppliers, or service providers, or their officers, directors, employees, contractors or agents be liable for lost profits or any special, incidental or consequential damages arising out of or in connection with the software, the additional software, the services or this agreement (however arising, including negligence). Aavishk', its suppliers', and service providers', cumulative liability, and the liability of their officers, directors, employees, contractors and agents to Licensee or any third parties in any circumstances shall be limited to payment received by Aavishk for that particular service or month. There is no warranty in respect of the Avysh, Software or Services.
Aavishk has made this software /service available to use as a matter of convenience. User agrees and acknowledges that user shall be solely responsible for their conduct and that Aavishk reserves the right to terminate Licensee's rights to use the service immediately, notwithstanding penal provisions under the laws enacted by the government of India or any other statutory, legislative or regulatory authority authorized in this regard from time to time.
In no event shall Aavishk shall be liable for any direct, indirect, punitive, incidental, special or consequential damages or for any damages whatsoever including, without limitation, damages for loss of use, data or profits, arising out of or in any way connected with the use or performance of the Aavishk software/services for interrupted communications, delay, lost data or lost profits arising out of or in connection with this agreement, or otherwise arising out of the use of the Avysh software/services, whether based on contract, tort, negligence, strict liability or otherwise, even if Aavishk or any of its suppliers has been advised of the possibility of damages. Aavishk does not endorse in anyway any advertisers/ contents of advertisers on there web-pages. The clause shall survive the termination or expiry of this agreement.
The material and information provided by Licensee (“content”) under this agreement belongs to Licensee who agrees to grant the rights to share, redistribute or otherwise use the content to Aavishk as described in Section 4 of this agreement. Licensee being the owner of the content provided shall be responsible for any acts of violation of rights of another or intellectual property infringement by way of the content provided. Aavishk makes no representations or warranties of any kind express or implied about the completeness, accuracy, reliability, of the content provided in the content or the information on products, services (information) made available Licensee. Aavishk and their business partners would not be liable for any intellectual property infringement or violation of rights of another by use of such contents.
Licensee agree to indemnify and hold Aavishk, its suppliers, and service providers, and their officers, directors, agents, and employees, harmless from any and all losses, costs, liabilities or expenses and harmless from any claim or demand, including sreasonable attorneys' fees, made by any third party due to or arising out of Licensee's breach of the User Agreement or the documents it incorporates by reference, or Licensee's violation of any law or the rights of a third party.
As between Aavishk and Licensee, it is agreed that Aavishk shall own all data disclosed by or collected about (a) an individual or entity that accesses Licensee's Store to browse or shop ("Customer Data"), and (b) Licensee ("Licensee's Data"). Aavishk does not share Licensee's Data to third parties for marketing purposes without Licensee's explicit consent and Aavishk only uses and disclose Licensee's Data as described in the Aavishk Privacy Policy, that is incorporated herein by reference and as it may be amended from time to time.
Aavishk shall collect, store and process Customer Data and Licensee's Data on computers located in the any location, in any country, chosen by Aavishk at its discretion that are protected by physical as well as technological security devices subject to the privacy policy incorporated herein by reference.
Licensee shall use, maintain, collect all Customer Data disclosed to Licensee in trust and confidence and use and disclose such information solely in accordance with the Privacy Policy of Aavishk.
Without limiting other remedies, Aavishk may limit Licensee's activity, issue a warning, temporarily suspend, indefinitely suspend or terminate Licensee's account or Licensee's Store, in whole or in part, and refuse to provide some or all of the Software functionality or Services to Licensee on failure of payment, breach of this agreement or any term incorporated by reference or failure to verify or authenticate any information provided by Licensee or if Aavishk believes that Licensee's actions may cause financial loss or legal liability for Licensee, Licensee's Store customers, or Aavishk.
The Subscription Fee will be billed at the beginning of Your Subscription membership, as applicable and on each subsequent renewal automatically (as per the Subscription plan chosen by You) unless and until You cancel Your Subscription or the Subscription is otherwise suspended or discontinued pursuant to these Terms. On cancellation of Subscription You will be notified by Aavishk.Aavishk will be automatically billing as per Your Payment Method for each Subscription period on a half yearly or yearly basis (as per the Subscription plan chosen by You).In case of change in the Subscription Fee for a particular membership plan that is already opted by You, Aavishk will give You an advance notice of these changes.The Subscription Fees specified for each Subscription plan are exclusive of applicable taxes.Any request for change or cancellation in any Subscription plan prior to the expiration of the current Subscription plan period will not entail You with a refund for any portion of the Subscription Fee paid by You for the unexpired period.You also understand and acknowledge that Aavishk only facilitates the third party payment gateway for processing of payments. This facility is managed by the third party payment gateway provider and You are required to follow all the terms and conditions of such third party payment gateway provider.
Suspension : At the discretion of Aavishk and for any reason set forth in this section (Section 12) of this Agreement, Aavishk may suspend Licensee's account by deactivating any access by Licensee or by Licensee's customers to any information contained on the Aavishk Servers related to Licensee's account while maintaining the information and data related to Licensee's account upon the Aavishk Servers. Suspension shall specifically include the disabling of Licensee's Store and/or any access to information or data related to Licensee's account. In the event of any such suspension Licensee will be notified and given an opportunity to correct such breach. In the event that such breach is not corrected within ten (10) days of the receipt of such notice the account may be terminated under Section 12.2 of this Agreement. Fees under this Agreement will continue to accrue on suspended accounts as if they were not suspended. Licensee will remain responsible for the payment of any such fees during any such period of suspension.Termination : This Agreement and all of its terms shall remain in full force and effect until it is terminated in accordance with the terms of this Agreement. This Agreement may be terminated either by Aavishk (a) as provided in this Agreement, (b) after a period of suspension as set forth in Section 12.1 of this Agreement, or (c) upon thirty (30) days written notice. Licensee may terminate this Agreement upon twenty-four hours notice by telephoning Aavishk' designated customer support center. Licensee's termination request may be recorded by Aavishk and will require Licensee's user name and password and verification code.In the event of expiration or termination for any reason, the licenses granted under Section 2 of this Agreement shall automatically and immediately cease and Licensee shall destroy all copies of the Software in Licensee's possession, if any. Upon termination, there will be no refund provided to Licensee except as set forth in the Price Policy and all outstanding fees owed by Licensee shall become immediately due and payable. Termination shall not affect the rights of Aavishk to recover from Licensee losses, damages, indemnity, defense costs, expert costs, collection costs and/or attorney's fees or expert witnesses' cost or other costs of any kind under this Agreement.
This agreement is governed and construed in accordance with the Laws of Union of India. Licensee hereby irrevocably consents to the exclusive jurisdiction and venue of courts in Hyderabad, Andhra Pradesh, India, in all disputes arising out of or relating to the use of the Aavishk's products/sites/services. Use of the Avysh software services is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph. Licensee agree to indemnify and hold Aavishk, subsidiaries, affiliates, officers and employees, harmless from any claim, demand, or damage, including reasonable attorneys' fees, asserted by any third party due to or arising out of Licensee's use of or conduct on the Aavishk's products/sites/services. Licensee agree that Aavishk has absolute authority to modify or change the terms and conditions of the agreement without Licensee's consent and the modified terms and conditions can be kept in Avysh website and no separate notice is required to be issued to Licensee.
Licensee shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding Licensee's use of the Software, the Services, and Licensee's listing and sale of products and services on Licensee's Store.Licensee and Aavishk are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.Except for the payment of any fees due and payable under this Agreement, neither party's delay in the performance of any duties or obligations under this Agreement will be considered a breach of this Agreement if such delay is caused by a labor dispute, shortage of materials, fire, earthquake, flood, failures in electric power or telecommunications services, or any other event beyond the control of the party in the breach.Except as explicitly stated otherwise, any notices Licensee shall be given by postal mail to Aavishk Sustainable Solutions Private Limited 10, Cambridge Road, Udani Layout, Ulsoor, Bengaluru – 560008 or Aavishk may issue the notice to the email address Licensee provide to us during the registration process (in Licensee's case). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give Licensee notice by certified mail, postage prepaid and return receipt requested, to the address provided to us during the registration process. In such case, notice shall be deemed given 3 days after the date of mailing.If any dispute arises between Licensee and Aavishk during Licensee's use of the software/services or thereafter, in connection with the validity, interpretation, implementation or alleged breach of any provision of the User Agreement, the dispute shall be referred to a sole Arbitrator appointed by Aavishk. The place of arbitration shall be Bengaluru. The Arbitration & Conciliation Act, 1996, shall govern the arbitration proceedings. The arbitration proceedings shall be in the English language. All expenses with respect to Arbitrator fee and his expenses shall be borne by the Parties equally. All other expenses of Lawyers’ fees and other expenses shall be borne by the respective parties.Licensee acknowledge and agree that nothing herein, express or implied, is intended to nor shall be construed to confer upon or give to any person, other than the parties, any interests, rights, remedies or other benefits with respect to or in connection with any agreement or provision contained herein or contemplated hereby.If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Aavishk' failure to act with respect to a breach by Licensee or others does not waive Aavishk' right to act with respect to subsequent or similar breaches.Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. When used in this Agreement, the term "including" means "including without limitation," unless expressly stated to the contrary.Permission to Use. You may use the Avysh for your business requirements only in accordance with the terms and conditions of this Agreement.
I) Account Data. You hereby pledge that you will not in any way either enable nor allow any party to access or use any data obtained through scrapping or any other methodology apart from those explicitly provided through the standard interfaces provided by Avysh. You must neither enable nor allow either, knowingly or unknowingly, any party to access or use the account, passwords, private data, customer data, or any other account information of a party other than yourself (as has been permitted and authenticated).
Ii) Co-Mingling Of Avysh Data.
1) You must not use any mechanism to view or show any fields (or other data entities) for collecting or transmitting Avysh Data to Third Parties without explicit written permission from Aavishk.
2) You must not use any mechanism to view or show any fields (or other data entities) for collecting or transmitting Avysh Data to Third Parties without explicit written permission from Aavishk.
Iii) No Distribution. You are now allowed to distribute or sell data obtained from Avysh other than your own customer data (as described in the Customer data section of this agreement)
Iv) Security. You must have adequate protections in order to keep secure and prevent any spurious or malicious usage or access of Avysh or Avysh infrastructure.
V) Data Collection. You must not enable Aavishk/Avysh Scraping or other non-standard ways of obtaining data from Avysh other than through the standard interfaces provided by Avysh or accept data from Aavishk/Avysh Scraping.
Vi) Personally Identifiable Information. You must not collect personally identifiable information of any party unless you first inform the user about the types of information being collected and how that information may be used and then obtain the user's express permission for those uses.
Vii) Compliance With Law. You must comply with all applicable government laws, rules and regulations and any Third Party's rights and must not operate in a manner that is, or that a user of your online store would reasonably consider, deceptive, unethical, false or misleading.
Viii) Duty Not To Interfere. You must not interfere or attempt to interfere in any manner with the proper working of Avysh.
Ix) Aavishk Monitoring. You must not, and must not attempt to, interfere with Aavishk monitoring of Avysh activity or otherwise obscure from Avysh activity. Aavishk/Avysh may use any technical means to overcome such interference, including without limitation suspending or terminating access of Avysh.
X) Automated Use. You may not provide a Third Party the ability to, via automated means, use Avysh— all Third Party use must be by a human user your online store.
This Agreement sets forth the entire understanding and agreement between Licensee and Aavishk with respect to the subject matter hereof. I have read all the terms & conditions printed above and I agree to abide by them.