Services Specific
Conditions
-
Reliance
shall subject to availability
of the ordered hardware
/ software arrange to deliver
the same within a reasonable
time of the acceptance of
the CRF and on customer's
request install the same.
All efforts will be made
to keep up to the delivery
schedule. However, if any
delay is caused due to transport,strike,
lockout, war, accident, riots
or any other exigencies or
circumstances beyond control
of Reliance, the Client cannot
claim damages nor Reliance
is liable to pay any damages
for the delay.
-
The
hardware / software shall
be deemed to have been delivered
on its receipt by the Client
or his duly authorised representative.
-
Reliance
reserves the right to disable
any CGI script that effects
normal server operation.
-
In
case of Shared Hosting, installation
of own chat rooms by Client
is not allowed. These tend
to be large system hogs and
it cannot be allowed as an
account option. Java chat
rooms may be provided for
an additional charge that
can meet the needs and run
without hindering the performance
of the machine for others.
IRC or IRC (Chat) bots can
not be operated.
-
Programmes
running continuously in the
background may be allowed
on one to one basis and an
extra charge will be incurred
based on system resources
used and operation maintenance
needed.
-
Servers
can not be the sources, intermediary
or destination address involved
in the transmission of spam,
flames or mail bombs. Clients
domain can not be referenced
as originator, intermediary
or reply to address in any
of the above. Advertising
sites on other servers which
in turn contain links to a
domain on servers in Reliance
facility is prohibited. Spam
includes any mass unsolicited
message in the mediums of
Newsgroups and E-mail. If
Client is found to have spammed,
then Reliance may immediately
without warning, disable the
Clients domain. In addition,
a penalty of Rs.10,000/- for
each spam policy violation
will be imposed. Reliance
reserves the right to refuse
or cancel Services to known
spammers. Reliance reserves
the right to determine what
violates this policy.
-
Reliance
shall attempt to fulfill all
Classless Inter-Domain Routing
(CIDR) address block requests
subject to approval based
upon the then applicable IP
registry policy. The denial
of any request for a CIDR
block shall not be considered
a breach of these Terms and
Conditions.
Reliance
Facilities
Reliance will use industry standard
efforts to maintain Reliance’s
facilities and the equipments
required to deliver the Services.
Client shall not permit others
to rearrange, disconnect, remove,
attempt to repair, or otherwise
tamper with any of the facilities
or equipment installed by Reliance
or its agents, except upon the
written consent of Reliance. Equipment
provided or installed by Reliance
for use in connection with the
Services shall not be used for
any purpose other than that for
which it is provided. In the event
that Client or a third party attempts
to operate or maintain any Reliance-owned
equipment without obtaining Reliance’s
written approval, in addition
to any other remedies available
to Reliance for a breach of Client’s
obligations hereunder, Client
shall pay Reliance for any damage,
repair and/or replacement (at
Reliance’s option) and Services
charges relating to the maintenance
or inspection of said damaged
equipment.
Access
to Client’s Premises
Client shall allow Reliance and
its representatives continuous
and reasonable access to its premises
during normal business hours for
the installation, inspection,
maintenance and/or removal of
any Reliance equipment, facilities
and systems required to be located
at Clients premises for providing
the Services. For maintenance
of these equipment at Clients
premises, Reliance shall attempt
to notify Client One (1) business
days in advance however, immediate
access shall be allowed in the
case of an emergency.
Title
Title to any tangible products
including but not limited to hardware,
firmware or software and / or
equipments (Goods) sold under
any CRF shall pass to Client upon
payment in full to Reliance of
the price therefor. Title to all
other Goods, equipment and/or
facilities furnished by Reliance
or its agents, shall remain with
Reliance or its agents.
Approvals
Client shall be responsible for
obtaining all the necessary approvals
from the authorities for installation
of its equipment’s and comply
with the requisite laws.
Insurance
Client shall effect and maintain
appropriate insurance for Clients
equipment, system kept at Reliance
premises alongwith insurance during
its transit. Reliance shall effect
and maintain appropriate insurance
for equipment, system, facilities
provided by Reliance for facilitating
the provision of Services.
Client
Provided Equipment and Software
Reliance is not responsible for
the installation, maintenance,
compatibility, or performance
of any equipment or software not
provided by Reliance, and Client
shall indemnify Reliance and its
affiliates against infringement
claims arising out of use of such
third party equipment or software.
If such third party software of
equipment is likely to cause hazard
or Services obstruction, Client
shall eliminate such likelihood
at Reliance’s written request.
Reliance will troubleshoot difficulties
caused by such third party equipment
or software at Client’s request,
subject to resource availability,
at Reliance’s then standard
rates and terms.
In the event that Client provides
any router / firewall / proxy
or any other equipment to interface
with the Services, Client must
cooperate with Reliance while
Client or Reliance configures
and manages such equipment(s)
in order to implement and operate
the Services. Client shall be
responsible for bringing its equipment.
Reliance shall not be responsible
for any loss and damage, which
may occur during transit or commissioning.
Client will commence work only
after taking Reliance’s approval
for the execution plan one week
in advance.
Shipment
Client shall notify Reliance and
the shipping / transport company,
in writing by recorded delivery,
within two (2) business days after
delivery of any defective or damaged
Goods, including, but not limited
to, any discrepancy between the
shipping / transport document(s)
and the Goods received. Failure
to do so shall constitute an acceptance
of any such Goods and a waiver
of any claim that Client may have
against Reliance for non-delivery,
delivery of damaged Goods and/or
failure to conform to Goods ordered.
Return
of goods
Client can not return Goods to
Reliance unless Client has first
obtained from Reliance a authorisation
in writing.
Obligations
of the Client
Client shall be responsible for:
-
The payment of all charges
applicable to the Services
(including charges incurred
as a result of fraud or unauthorised
use of the Services);
-
The
payment of all additional
fees or charges arising from
Client Services requests and/or
Client’s usage of facilities,
bandwidth and/or network capacity
above and beyond Client’s
entitlement as set forth in
CRF;
-
The payment of all reasonable
expenses;
-
Providing,
only when Services are provided
from Client’s premises,
the following: (i) Power,
heating and air conditioning
necessary to maintain the
proper environment at the
Client’s premises for
the provision of Services;
(ii) a safe, hazard free,
place to work complying with
all working condition laws
and regulations; and (iii)
keeping Reliance’s equipment,
if applicable, free and clear
of any liens or encumbrances.
Compliance
with Laws, Regulations and Reliance’s
Rules and Regulations
Client shall comply at all times
with all applicable laws, regulations
and Reliance’s Rules and
Regulations, as in effect from
time to time at Reliance’s
sole discretion. Reliance’s
Rules and Regulations are available
with Reliance and can be made
available on demand.
Personal
Injury
Each Client employee and/or Client
representative visiting Reliance’s
facilities does so at his or her
own risk and Reliance assumes
no liability whatsoever for any
harm to such person(s) resulting
from any cause other than Reliance’s
gross negligence or willful misconduct.
Client shall indemnify, defend
and hold harmless Reliance from
and against any claim, loss, damage,
compliant and any expense suffered
or incurred thereby arising or
resulting from personal injury
to Client or Clients representatives’
/ employees.
Initiation
of Services
Initiation and billing for Services
provided by Reliance will commence
when the connection to Client’s
site allows information to be
sent through the connection to
Client at the agreed point of
interconnection, regardless of
the status of Client’s equipment,
content or local area network
to be arranged by client.
Payment and Rendering of Bills
One time set-up fees shall be
due upon signing the CRF. Reliance
shall bill monthly/ Quarterly
in advance except for additional
usage or consumption charges,
which shall be, billed monthly
in arrears. The invoicing shall
be done in advance before start
of month / Quarter for which the
billing is made.
Payment
of Bills
Payment shall be due and should
be paid in Indian rupees before
the start of the month / Quarter
for which the billing is made,
unless otherwise stated, without
set off or deduction and payable
at the address stated on the invoice.
The unpaid balance of any invoices
not paid on time shall bear interest
until payment is received by Reliance
at a rate of 1.5% per month (prorated
on a daily basis).
Disputed
Bills
In the event that Client disputes
any portion of an invoice, Client
must pay the entire portion of
the invoice in full on Due date
and shall submit a documented
claim to Reliance, for the disputed
amount within fifteen (15) days
of receipt of said invoice. The
parties shall settle the dispute
within 30 Business days of such
claim.
Credit
Approval and Deposits
Reliance may require the Client
to make a security deposit in
advance as a condition to Reliance’s
acceptance of the CRF or as a
condition to Reliance’s continuation
of Services under the CRF. When
provision of Services to Client
is terminated the deposit shall
be adjusted for payment to be
made by Client as a result of
such termination and if an credit
balance remains it will be refunded
to the Client.
Taxes and
Fees
Prices for Goods and/or Services
are exclusive of all taxes, levies,
imposts, duties, fees or charges
whatsoever, all of which shall
be paid by Client.
Regulatory
and Legal Changes
In the event of any change in
applicable law or regulation that
materially changes the cost of
delivery of Services, Reliance
shall give Client written notice
thereof and Client shall have
thirty (30) days to accept or
tender notice of termination.
Services provided after said thirty
(30) day period shall be at the
increased rate.
Fraudulent
Use of Services
Client shall be solely responsible
for all charges incurred through
or as a result of fraudulent or
unauthorised use of the Services.
Reliance is not obligated to detect
or report unauthorised or fraudulent
use of Services.
Client shall ensure the usage
of Services for lawful purposes
only. Violation of any law during
transmission, storage or presentation
of any data, material or information
including without limitation copyright
material, threatening or obscene
or material protected by trade
secret and other statute is strictly
prohibited. Sex-related merchandising
and Pornography are prohibited
on all servers including sites
that may refer / inter sexual
content or link sexual content
or link to adult content elsewhere.
Promotion of any illegal activity
or content that may be damaging
and links to such materials are
also prohibited.
Any site selling, promoting Bulk
e-mail Services or performing
bulk e-mailing from a domain on
the server or linking / pointing
to a domain doing bulk e-mailing
is also not permitted. Pirated
software, Hackers programmes or
archives, Warez Sites, Irc Bots.Mp3
are few examples of non-acceptable
content or links.
Reliance
shall have the sole right to decide
as to what constitute as a breach
of these requirements by Client.
Suspension
of Client Services Order by Reliance
Reliance may, at its sole discretion,
elect to suspend any or all Services
forthwith in the event that:
-
(i)
Client fails to comply with
any provisions regarding obligations
of Client including default
in payment, compliance with
laws, regulations, Reliance
Rules and Regulations or (ii)
Reliance is entitled to terminate
but elects to suspend;
-
such Suspension is for the
purpose of carrying out scheduled
or emergency maintenance or
to substitute, change, reconfigure,
relocate or rearrange Services
equipment or is in accordance
with an order, instruction
or request of government,
an emergency, other competent
administrative authority or
is a result of Reliance otherwise
losing its authorisation to
provide Services(s) and not
based on Client’s breach;
-
such Suspension is in accordance
with an order, instruction
or request of government or
a competent authority based
on Client’s breach of
these Terms and Conditions;
-
Client files for bankruptcy
or re-organisation or fails
to discharge an involuntary
petition therefor within sixty
(60) days after filing; or
-
Client consumes Services in
an amount that materially
exceeds Client’s credit
limit and Client has not provided
additional security for payment
that is sufficient in Reliance’s
reasonable discretion.
Exercise
by Reliance of its right of Suspension
under this Section shall not function
as a waiver of any right of termination
and assessment of applicable termination
charges that Reliance may have
hereunder.
In the event, the services are
suspended due to reasons not attributable
to Reliance, Client shall be liable
to pay the Fees in entirety for
the period during which the Services
are in suspension. However, in
the event of the suspension of
the services due to reasons solely
attributable to Reliance, Client
may be exempted fro payment of
fees for the duration of such
suspension.
Resumption
of Services
If Services has been suspended
pursuant to subsection B of Suspension
of Client Services Order by Reliance,
Reliance shall reestablish Services
as soon as reasonably possible
and applicable Services charges
shall be abated during such period
of suspension if due to such suspension
the agreed Services levels are
not met.
If
Services has been otherwise suspended
and Client requests that Services
be restored, Reliance shall have
the sole and absolute discretion
to restore Services only after
satisfaction of such conditions
as Reliance determines to be required
for its protection. Non-recurring
charges apply to restoration of
Services at the following percentages
applied against the standard set-up
fees based on receipt of payment
date following the number of days
from suspension: fifty (50%) within
ninety (90) days; seventy-five
(75%) within ninety one to one
hundred and eighty (91-180) days;
and one hundred (100%) if more
than one hundred and eighty (180)
days.
Limitation
of Liability
-
The Liability of Reliance
for damages arising out of
the furnishing of Services
or any other matter hereunder,
including but not limited
to mistakes, omissions, interruptions,
delays, tortuous conduct or
errors, or other defects,
representations, use of Services
or arising out the failure
to furnish Services, whether
caused by acts of commission
or omission, (including any
other damage occurring after
the provision of Services)
shall be limited to the extension
of credit allowances due under
any applicable SLA, if any.
The extension of such credit
allowances or refunds shall
be the sole remedy of Client
and the sole liability of
Reliance. Neither party shall
be liable for any indirect,
incidental, special, consequential,
exemplary or punitive damages
(including but not limited
to damages for lost profits
or lost revenues), whether
or not caused by the acts
or omissions or negligence
of its employees or representatives,
and regardless of whether
such party has been informed
of the possibility or likelihood
of such damages.
-
In
the event that Client installs
any applications, utilities
or other Software programs
or re-configures the Services
(including, but not limited
to, Hardware, Firmware, Software,
Programming, Configuration
and Services as specified
in any applicable CRF) or
otherwise modifies or alters
any of the foregoing, Reliance
shall not be responsible for
any loss incurred.
-
The
provisions of this section
set out the maximum Liability
of Reliance under or in connection
with these Terms and Conditions
.
Clients Warranties
and Declarations
The client declares and warrants
as follows:
-
The
client is authorised to use
the Trademarks that appear
in its Website / WebPages.
-
The
material to be Hosted at the
Reliance Facilitate does not
in any way infringe others
proprietary rights of copyrights
or copyrights patent design
or trademark.
-
The
statements / representation
made in its Website /WebPages
are not designed or calculated
to mislead or discredit competitors
products or Services and do
not exaggerate any claim /
product or Services.
Client
hereby agrees to abide by and
obey all government rules, regulations,
Acts, notifications,
other statutory declarations and
judicial or quasi-judicial orders
and directions. Further, Client
hereby indemnifies and keeps indemnified
Reliance from any breach of or
non-observance or partial observance
of the said rules, regulations,
Acts, notifications, other statutory
declarations and judicial/ quasi-judicial
orders and directions.
Basis of
Bargain and Failure of essential
Purpose
Client acknowledges that Reliance
has set its prices and entered
into these Terms and Conditions
based upon the limitations of
liability and the disclaimers
of warranties and damages set
forth herein, and that the same
form an essential basis of the
bargain between the parties. The
parties agree that the limitations
and exclusions of liability and
disclaimers of warranties and
conditions specified in these
Terms and Conditions will survive
and apply even if they are found
to have failed their essential
purpose.
Notwithstanding
anything contained herein to the
contrary, services shall be provided
by Reliance exclusive of any warranties
whatsoever, whether implied or
expressed, including but not limited
to warranties of merchantability,
non-infringement, fitness for
specific purpose or fitness for
ordinary purpose.
Notwithstanding anything contained
herein to the contrary, Reliance
shall not be liable for any indirect,
consequential, incidental or exemplary
damages including but not limited
to loss or revenue or profits
or goodwill or data. Under no
circumstances shall Reliance’s
liability for direct damages,
whether arising under tort or
contract or any other doctrine
of law, exceed the provisions
as per Limitations of Liability
defined herein.
Termination
-
Reliance may terminate the
CRF without prior notice upon:
(i) Any failure of Client
to pay amounts when due; (ii)
any breach of a material provision
of these Terms and Conditions
after fourteen (14) days written
notice and failure by client
to cure; (iii) any regulatory
decision or governmental order
requiring Reliance to suspend
Services(s) or which is reasonably
likely to result in the loss
of Reliance’s operating
authority; or (iv) an event
of Bankruptcy as aforesaid
in subsection D of provisions
regarding Suspension of Client
Services Order by Reliance.
(v) the services remain in
suspension for a period exceeding
ninety (90) days. (vi) of
a force majeure event continuing
for a period exceeding sixty
(60) days.
-
Any
termination hereunder, except
in accordance with subsection
A(iii) of the above paragraph,
shall be subject to Reliance’s
applicable termination charges.
Termination shall not relieve
Client of its obligation to
pay any charges already incurred
prior to termination. Reliance
reserves the right to repossess
the hardware given to Client
on hire at the time of termination
and if required Reliance duly
authorised representative
shall be entitled to enter
Clients premises to take such
repossession. Client further
accepts and agrees that it
shall have no right or interest
in such Reliance materials
including the right of possession.
Software
License Terms
If and to the extent that Client
requires the use of Computer software,
in object code format only, required
for the use of a Services ordered
by Client (Licensed Software),
Reliance shall cause Client to
have a nonexclusive, nontransferable,
limited to use such Licensed Software
only and solely to the extent
required to use the Services.
Client shall not be entitled to
claim title to or any ownership
interest in any Licensed Software
(or any derivations or improvements
thereto), and Client shall execute
any documentation reasonably required
by Reliance.
Software
License Restrictions
Client agrees that it shall not
copy, reverse engineering, decompile,
disassemble, sell, lease, license
or sublicense the Licensed Software;
or create, write or develop any
derivative software or any other
software program, based on the
Licensed Software.
Force Majeure
Except with respect to accrued
payment obligations, neither party
shall be liable, nor shall any
credit allowance or other remedy
be extended, for any failure of
performance due to causes beyond
such party’s reasonable control,
including but limited to: acts
of God, fire, flood or other catastrophes;
any law, order, regulation, direction,
action, or request of any governmental
entity or agency, or any civil
or military authority; national
emergencies, insurrections, riots
or wars; unavailability of rights-of-way
or materials; or strikes, lock-outs,
work stoppages, or other labor
difficulties, provided however,
the party to which the force majeure
event has happened shall use commercially
reasonable efforts to eliminate
such an event.
No
Competitive Services
Client may not, at any time, without
the prior written consent of Reliance,
permit any Reliance facility /
Services / equipment, to be utilised
for any third party use.
Assignment
or Transfer
Client can not transfer or assign
these Terms and Conditions, or
any of its rights or obligations
hereunder without the prior written
consent of Reliance, which will
not be unreasonably withheld.
Reliance may, without notice to
or consent of Client assign or
transfer these Terms and Conditions
to an affiliate of Reliance. Client
shall remain liable for the payment
of all charges due to such assignee
or transferee.
Notices
Notice shall be deemed properly
given when delivered, if delivered
in person, or when sent via facsimile,
overnight courier or electronic
mail (providing a written receipt
of delivery can be obtained) or
after five (5) days when sent
by Mail, postage prepaid to the
address set forth herein above.
Each party shall notify the other
party in writing of any changes
to such addresses.
Marketing
Client agrees that Reliance may
refer to Client and may briefly
describe Client’s business,
in Reliance’s marketing materials
and on the Reliance website. Client
hereby grants Reliance a limited
license to use any Client trade
names and trademarks only to this
purpose.
Indemnification
by Client
Client shall indemnify, defend
and hold Reliance harmless from
claims, loss, damage expense (including
reasonable attorney’s fees
and court costs), or liability
(including liability for infringement
of a third party’s intellectual
property rights) arising from:
-
Any
claims made against Reliance
by any Person or entity in
connection with the delivery
or consumption of Services
by the Client,
-
Use of facilities furnished
by Reliance in a manner inconsistent
with the terms hereof or in
a manner that Reliance did
not contemplate and over which
Reliance exercise no control
or damage to Reliance’s
facility because of Client
-
The
content of any communication
transmitted via the Services(s)
or maintained in connection
with any Services provided
hereunder and
-
All
other claims, loss, damage,
expense (including reasonable
attorneys fees and court costs),
or liability arising out of
any commission or omission
by Client in connection with
the Goods and/or Services.
Client
hereby further agrees to indemnify
and keep indemnified Reliance
from and against :
Any breach, non-observance or
partial observance of these Terms
& Conditions and the CRF.;
Any claim based on defamation,
IPR or trade secrets infringement,
cyber squatting, privacy or e-mail
standards or any other standards
prescribed by industry organizations.
Any claim arising from personal
injury to employees and/or representatives
of Client or loss or damage accruing
to Reliance materials or Client
materials; or
Any use or misuse of the services
Indemnification
by Reliance
Reliance shall indemnify, defend
and hold Client, harmless from
claims, loss, damage, expense
(including reasonable attorney’s
fees and court costs) or liability
(including liability for infringement
of a third party’s intellectual
property rights) for property
damage or personal injury to the
extent that such claims arise
out of or are caused by Reliance’s
gross negligence or willful misconduct.
The indemnification by Reliance
shall be governed by Limitation
of Liability clause.
The indemnification obligations
of subsections above (indemnification
by Client or indemnification by
Reliance as the case may be) are
subject to:
-
Prompt receipt of notice (to
the extent known by the indemnified
party) by the indemnifying
party of the claim.
-
Control of the defense of
the claim by the indemnifying
party and
-
Assistance
by the indemnified party in
the defense at the expense
of the indemnifying party.
Relationship
of Parties
Reliance and Client are
independent contractors
and these Terms and Conditions
agreed by the parties will
not establish any relationship
of partnership, joint venture,
employment, franchise or
agency between Reliance
and Client. Neither Reliance
nor Client will have the
power to bind the other
or incur obligations on
the other’s behalf
without the other’s
prior written consent, except
as otherwise expressly provided
herein.
|
Severability
Should any provision of
these Terms and Conditions
be held to be void, invalid,
or inoperative, the remaining
provisions of these Terms
and Conditions shall not
be affected and shall continue
in effect and the invalid
provision shall be deemed
modified to the least degree
necessary to remedy such
invalidity.
|
No
Waiver & Rights Cumulative
Either party’s failure
to insist upon or enforce
any provision of these Terms
and Conditions shall not
be construed as a waiver
of any provision or right.
The rights of the parties
pursuant to these Terms
and Conditions shall be
deemed cumulative such that
the exercise of one shall
not preclude the exercise
of others.
|
Third
Party Rights
In these Terms and Conditions,
references to a party or
the parties is to a party
or the parties (as the case
may be) and shall include
any permitted assignees
also.
|
Governing
Law, Jurisdiction &
Arbitration
These Terms and Conditions
along with CRF shall be
governed by and constructed
in accordance with the laws
of India;
- Any
dispute or difference
between the parties
arising out of or in
connection with these
Terms and Conditions
that cannot be settled
first through mutual
negotiation by the parties
shall be resolved in
accordance with the
arbitration procedures
stipulated under Arbitration
and Conciliation Act,
1996;
- The
place of arbitration
shall be Mumbai;
- The
arbitration proceedings
shall be conducted in
English language;
- The
arbitration proceedings
shall be conducted and
the arbitrator(s) shall
be appointed in accordance
with the provisions
of the Arbitration and
Conciliation Act, 1996.
- The
award rendered in any
arbitration commenced
herein under shall be
final and binding on
the Parties
Entire
Understanding
These Terms and Conditions,
constitute the entire understanding
of the parties and replaces
any and/or all prior agreements,
representations, understandings
and offers related to the
subject matter hereof, whether
oral or in writing, are
hereby deemed null and void.
In the event of a conflict
between these Terms and
Conditions and any CRF,
the CRF shall prevail. |
|
