- THIS DOCUMENT IS AN ELECTRONIC RECORD IN TERMS OF THE APPLICABLE LAW AND RULES MADE THERE UNDER. THIS ELECTRONIC RECORD IS GENERATED BY A COMPUTER SYSTEM AND DOES NOT REQUIRE ANY PHYSICAL OR DIGITAL SIGNATURES.
The domain namewww.gocomet.comand www.gocomet.in (hereinafter referred to as the "Website") is owned by parent company GoComet Solutions Pte limited, with its registered office at registered office at 11 COLLYER QUAY, #17-00 THE ARCADE, SINGAPORE - 049317 and its Subsidiary company GoComet India Pvt Ltd, incorporated under The Companies Act,2013 , with its registered office at No. 6E&6F, 6th Floor, Rushabh Chambers, Near Marol Metro Station, Opp Makwana Road, Marol, Andheri East, Mumbai - 400059(" GoComet ").
- "Subscriber" shall mean any person who is willing to use the Website.
- "Force Majeure Event" shall mean any event that is beyond the reasonable control of GoComet and shall include, without limitation, sabotage, fire, flood, explosion, act of God, civil commotion, strikes, lockouts or industrial action of any kind, riots, insurrection, war, acts of government, computer hacking, civil disturbances, unauthorised access to computer data and storage device, computer crashes, virus attacks, breach of security and encryption, and any other similar events not within the control of GoComet and which GoComet is not able to overcome.
- "Person" shall mean an individual, a corporation, a partnership, a joint venture, a trust, an unincorporated organization and any other legal entity.
- "Effective Date" means the creation of Account by the Subscriber.
- The Subscriber and GoComet shall hereinafter, where the context so permits, be collectively referred to as the "parties" and individually as "party".
- Acceptance of Terms
- Please carefully read these Terms. In order to use the Website, you must first agree to the Terms. By accessing, browsing or otherwise using the Website, you are agreeing to these Terms and concluding a legally binding contract with GoComet. Accessing, browsing or otherwise using the Website indicates your agreement to all the terms and conditions under these Terms. You are advised to read these Terms carefully before proceeding.
- As a condition of your access to and use of the Website, you agree that you will comply with all applicable laws and regulations when using the Website.
- GoComet reserves the right, at its sole discretion, to change, modify, add or remove all or any part of these Terms, at any time without any prior notice to you. It is your sole responsibility to review these Terms periodically for updates or changes. Your continued use of the Website following the posting of changes shall be deemed to mean that you accept and agree to the revisions. As long as you comply with these Terms, GoComet grants you a non-exclusive, non-transferable, limited privilege to access and use the Website.
Use of the Website is available only to persons who can enter into legally binding contracts in accordance with the relevant Act applicable in the exclusive jurisdiction. persons who are "incompetent to contract" within the meaning of the relevant Acts, including minors, un-discharged insolvents and persons of unsound mind are not eligible to use the Website. Any person under the age of 18 shall not register on the Website and shall not transact on or use the Website. GoComet reserves the right to terminate any person’s membership and/or refuse to provide such person with access to the Website if it is brought to GoComet’s notice or if it is discovered that such person is not eligible to use the Website.
- Opening an Account
- The Website allows very limited and restricted access to the Services for unregistered users.
- In order to use the Services on the Website, you will have to create an account on the Website ("Account"), which can be done either directly by sending a request on the Website or through an invitation sent by GoComet. As part of the registration process, you will be required to provide certain information and details, including the organization name (as may be applicable), your mobile number, an e-mail id, and any other information deemed necessary by GoComet. You hereby acknowledge that you will be fully responsible for all activities that occur under your Account.
- You shall be responsible for maintaining the confidentiality and security of the password and for all activities that occur in and through your Account(s). GoComet and its affiliates / partners are not liable for any harm caused by or related to the theft of your IDs, disclosure of your Account(s) / account information by you or any of your employees (as may be applicable), or your authorization to allow another person (other than the authorized employee, if applicable) to access and use the Website using your Account. However, you may be liable to GoComet and its affiliates / partners for the losses caused to them due to such unauthorized use. In case of any misappropriation or unauthorized access of the Account you agree to communicate the same promptly to GoComet. Any response from GoComet regarding this will be sent to the e-mail address which was used at the time of sign up. You shall ensure that you exit from the Account at the end of each session.
- You shall ensure that the account information provided by you is complete, accurate and up-to-date. In case you wish to update or correct the information provided by you, you may do so by visiting "My Account" section on the Website.
- Use of another user’s account information for availing the Services of the Website is expressly prohibited.
- You hereby agree that if you provide any information that is untrue, inaccurate, not current or incomplete, (or becomes untrue, inaccurate, not current or incomplete) or if GoComet has reasonable grounds to suspect that such information is untrue, inaccurate, not current, incomplete, or not in accordance with these Terms, GoComet shall have the right to indefinitely suspend or terminate or block access of your membership on the Website and refuse to provide you with access to the Website.
- The Services
- Subject to the terms and conditions set out in this Terms, the GoComet hereby provides non-exclusive, non-assignable, royalty free, worldwide limited right to access and use the services set out in detail in Exhibit A to this Terms ("Services"), for the Subscriber’s business. Subject to the terms of this Terms, the Subscriber may allow its employees, vendors and other identified third parties (hereinafter referred to as "Authorized Users" to use the Services for this purpose and the Subscriber shall be responsible for its Authorized Users’ compliance with this Terms. It is hereby clarified that the Service Fees payable by the Subscriber for a particular month, as set out in Exhibit A.
- The Services may contain or require the use of separately licensed third-party technology. The Subscriber is responsible for complying with such separate terms.
- In order to avail the Services on the Website, the Subscriber may be using or have access to certain Third-party Information. The term “Third-party Information”, for the purpose of this Agreement and Services provided on the Website, shall mean and include any information collected from content that belongs solely to the relevant third party, vis-à-vis Services provided on the Website, with no direct connection to the third party whose data the GoComet collects whilst performing its Services. The GoComet, whilst providing its Services on the Website, shall not be responsible for the Subscriber’s access to or use of such Thirdparty Information. The Subscriber hereby explicitly agrees that it has obtained explicit written authorization and consent, as may be applicable, by way of affixing the signature, digital or physical, from all such subjects/third parties (whose information the Subscriber provides to the GoComet) in the format required by the applicable laws in force, from time to time and store the same in its custody basis such laws. The Subscriber further agrees that the Subscriber shall not use such Third- party Information without obtaining such authorization and consent or as otherwise allowed by law. The Subscriber hereby represents and warrants that the GoComet shall not be held responsible, liable or accountable in any manner or to any extent whatsoever, for the Subscriber’s failure to perform obligations under this Clause.
- The Subscriber’s Account.
- In order to access and use the Services on the portal, www.gocomet.com and www.gocomet.in ("SAAS portal"), the Subscriber will have to create Account on the SAAS portal.
- Access and use of the Services, under the service plan, details of which are set out in Exhibit A to this Agreement (“Service Plan”), is restricted to the specified number of individual Authorized Users or/and containers or/and shipments or/and RFQs or/and invoices permitted under the Subscriber’s subscription to the Services. Any usage in addition to the permitted number of units of the above will be chargeable on a pro-rata basis. Each Authorized User shall be identified using unique login information such as usernames and passwords (“User Login”) and such User Login shall be used only by one individual. The Subscriber shall be responsible for the confidentiality of the User Logins allotted to the Authorized Users. The Subscriber shall ensure that the User Login details are not shared with any third parties. In any event, unless the Subscriber notifies the GoComet in writing of any unauthorized use or suspicious activity in the Subscriber’s Account, the Subscriber shall be responsible for all activities that occur under the Subscriber’s Account.
- The Subscriber shall not, directly or indirectly and shall ensure that none of the Authorized Users directly or indirectly:
- reverse engineer, decompile, license, sub-license, sell, resell, rent, lease, transfer, assign, commercially exploit, 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 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 the benefit of a third party, or remove any proprietary notices or labels;
- make the Services and/or the SAAS portal available to any third party, other than the Authorized Users in furtherance of the Subscriber’s business purposes;
- use the Services to process data on behalf of any third party other than the Authorized Users;
- use the Services in any unlawful manner, including but not limited to violation of any person’s privacy rights;
- falsely imply any sponsorship or association with the GoComet;
- use the Services to send unsolicited communications junk mail, spam, pyramid schemes or other forms of duplicative or unsolicited messages;
- use the Services to store or transmit any content that infringes upon any person’s intellectual property rights;
- use the Services in any manner that interferes with or disrupts the integrity or performance of the Services and its components;
- use the Services to knowingly post, transmit, upload, link to, send or store any content that is unlawful, racist, hateful, abusive, libelous, obscene, or discriminatory;
- use the Services to knowingly post, transmit, upload, link to, send or store any viruses, malware, trojan horses, time bombs, or any other similar harmful software;
- establish a link to the SAAS portal or otherwise in such a way as to suggest any form of association, approval or endorsement on the GoComet’s part, where none exists;
- use the Services for the purposes of cookie tracking, ad exchanges, ad networks, data brokerages, or sending electronic communications (including e-mail) in violation of applicable law; or try to use, or use the Services in violation of this Terms.
- If the GoComet informs the Subscriber that a specified activity or purpose is prohibited with respect to the Services, the Subscriber shall ensure that it immediately ceases use of the Services for such prohibited activity or purpose.
- With respect to any Software that is provided to the Subscriber for use on the Subscriber devices, the GoComet hereby grants the Subscriber a non-exclusive, non-transferable, non-sub licensable license to use such Software during the term only in connection with the Services. The Subscriber shall ensure compliance of the provisions of this Terms, especially this Clause 2 by each of the Authorized Users.
- The Subscriber shall be solely responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services, including, without limitation, network connections, web servers, browser software, security certifications and other procedures that supports protocols used by the Services and the like (collectively, "Equipment"). The Subscriber shall also be responsible for maintaining the security of the Equipment, Account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of the Account or the Equipment with or without Subscriber’s knowledge or consent.
- GoComet shall provide bug fixes, corrections, modifications, enhancements, upgrades, and new releases to the Services, from time to time, to ensure: (a) the functionality of the Services is available to Authorized Users; and (b) the functionality of the Services in accordance with the representations and warranties set forth herein, including but not limited to, the Services conforming in all material respects to the specifications, functions, descriptions, standards, and criteria set forth in the applicable Exhibit A. Any such modified features or enhancements added to or augmenting or otherwise modifying the Services will also be subject to the terms of this Terms. The GoComet is entitled to deploy updates at any time, at its sole discretion.
- The GoComet shall use commercially reasonable efforts to notify the Subscriber in advance of all non-emergency maintenance, for instance, planned downtime for upgrades and maintenance ("planned Downtime"), to be performed on the Services. The Service shall endeavor to schedule such planned Downtime during weekends (Indian Time zone) and other off-peak hours. The parties agree that the GoComet shall not be held responsible for the Subscriber’s inability to use the Services or access the SAAS portal, if such lack of access results from planned Downtime or a force majeure event.
- Change procedure
Subscriber is entitled to request changes to the scope of the Services under an Exhibit A or may request for an upgrade or downgrade within a Service plan, on the SAAS portal. In case of an upgrade, the Subscriber shall be required to pay the new subscription charges in accordance with the details set out in Exhibit A. In case of a downgrade, the associated fees will be reduced accordingly. The Subscriber hereby acknowledges that downgrading may cause loss of content and features. Upon the Subscriber upgrading or downgrading, as the case may be, the new subscription charges shall become immediately applicable.
- Term and Termination
This Terms is legally binding as of the Effective Date and shall continue until terminated as provided for herein. Unless this Terms or an Exhibit A is terminated earlier in accordance with the terms set forth herein, the term of an Exhibit A shall commence on the date of this Terms. Following the initial term and unless otherwise terminated as provided for in this Terms, this Terms shall automatically renew for successive one (1) year term (each, a "Renewal Term") until such time as a party provides the other party with written notice of termination; provided, however, that any such termination shall be effective as of the date that would have been the first day of the next Renewal Term.
- Your access to the Services can be terminated at any time by: You; by ceasing to use the Website, provided all the pending Orders have been duly given effect to.
- Termination for Cause.Notwithstanding anything to the contrary contained in this Terms or an Exhibit A, if the Subscriber materially breaches any of the terms contained herein or and Exhibit A or defaults in payment of the Subscription Charges and such breach is not cured, within thirty (30) calendar days after written notice of the breach, the GoComet shall be entitled terminate this Terms or an Exhibit A, for cause as of a date specified in such notice.
- Payments upon Termination. Upon the termination of this Terms or an Exhibit A, Subscriber shall pay to GoComet all amounts due and payable hereunder, in accordance with the terms of this Agreement.
- Fees; Billing. Subscriber shall be responsible for and shall pay the GoComet the fees as further described in an Exhibit A, subject to the terms and conditions contained in this Terms.
- Representations and Warranties.
Mutual. Each of Subscriber and GoComet represent and warrant that:
- it is a business duly incorporated, validly existing, and in good standing under the laws of its state of incorporation;
- it has all requisite corporate power, financial capacity, and authority to execute, deliver, and perform its obligations under this Terms;
- the execution, delivery, and performance of this Terms has been duly authorized by it and this Terms constitutes the legal, valid, and binding Terms of it and is enforceable against it in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganizations, moratoriums, and similar laws affecting creditors’ rights generally and by general equitable principles;
- it shall comply with all applicable laws and regulations and shall obtain all applicable permits and licenses required of it in connection with its obligations under this Terms; and,
- there is no outstanding litigation, arbitrated matter or other dispute to which it is a party which, if decided unfavorably to it, would reasonably be expected to have a potential or actual material adverse effect on its ability to fulfill its obligations under this Terms.
- By GoComet. GoComet represents and warrants that:
- the Services are fit for the ordinary purposes for which they will be used;
- it is the lawful licensee or owner of the Services and has all the necessary rights in the Services to grant the use of the Services to Subscriber; and
- the Services and any other work performed by GoComet hereunder shall not, to the best of the GoComet’s knowledge, infringe upon any copyright, patent, trade secret, or other proprietary right, or misappropriate any trade secret, of any thirdparty, and that it has neither assigned nor otherwise entered into an Terms by which it purports to assign or transfer any right, title, or interest to any technology or intellectual property right that would conflict with its obligations under this Terms.
- Subscriber Data.
- Ownership. Subscriber’s data which shall also be known and treated by GoComet as Confidential Information) shall include: (a) Subscriber’s data collected, used, processed, stored, or generated as the result of the use of the Services; and, (b) personally identifiable information ("pII") collected, used, processed, stored, or generated as the result of the use of the Services, including, without limitation, any information that identifies an individual, such as an individual’s government-issued identification number, date of birth, address, telephone number, biometric data, mother’s maiden name, email address, credit card information, or an individual’s name in combination with any other of the elements listed herein ("Subscriber Data"). Subscriber Data is and shall remain the sole and exclusive property of the Subscriber and all right, title, and interest in the same is reserved by the Subscriber.
- GoComet Use of Subscriber Data. Subject to Clause 8.3. below, GoComet is provided a limited license to Subscriber Data for the sole and exclusive purpose of providing the Services, including a license to collect, process, store, generate, and display Subscriber Data only to the extent necessary in the providing of the Services. GoComet shall: (a) keep and maintain Subscriber Data in strict confidence, using such degree of care as is appropriate and consistent with its obligations as further described in this Terms and applicable law to avoid unauthorized access, use, disclosure, or loss; (b) use and disclose Subscriber Data solely and exclusively for the purpose of providing the Services, such use and disclosure being in accordance with this Terms, the Exhibit A, and applicable law; and, (c) not use, sell, rent, transfer, distribute, or otherwise disclose or make available Subscriber Data for GoComet’s own purposes or for the benefit of anyone other than Subscriber without Subscriber’s prior written consent. By utilizing the Services, the Subscriber hereby consents, on behalf of the Subscriber and the Authorized Users to the processing of the Subscriber Data, including, without limitation, any pII, in accordance with the terms of this Terms. This Clause shall survive the termination of this Terms.
- Notwithstanding anything to the contrary contained in this Terms, the GoComet may obtain and aggregate technical and other data about the Subscriber’s use of the Services that is non-personally identifiable with respect to the Subscriber("Aggregated Anonymous Data"). It is hereby agreed that the GoComet may use the Aggregated Anonymous Data to improve, support and operate the Services. The Subscriber shall not be identified as the source of any Aggregated Anonymous Data and no pII shall be collected as a part of Aggregate Anonymous Data.
- Export of Subscriber Data on termination. Upon termination of the Account, for any reason whatsoever, the Subscriber Data will be retained for a period of fourteen (14) days ("Data Retention period") from such termination, within which the Subscriber shall be required to contact the GoComet to export the Subscriber Data. Beyond this Data Retention period, the GoComet reserves the right to delete all the Subscriber Data in the normal course of operation. The parties hereby acknowledge and agree that the Subscriber Data once deleted cannot be recovered and that the GoComet shall not be liable for any loss of data in such circumstances.
- Loss of Data. In the event of any act, error or omission, negligence, misconduct, or breach that compromises or is suspected to compromise the security, confidentiality, or integrity of Subscriber Data or the physical, technical, administrative, or organizational safeguards put in place by GoComet that relate to the protection of the security, confidentiality, or integrity of Subscriber Data, GoComet shall, as applicable: (a) notify Subscriber as soon as practicable but no later than two (2) business days of becoming aware of such occurrence; (b) cooperate with Subscriber in investigating the occurrence, including making available all relevant records, logs, files, data reporting, and other materials required to comply with applicable law or as otherwise required by Subscriber; and (c) perform or take any other actions required to comply with applicable law as a result of the occurrence.
- Non-Disclosure of Confidential Information. The parties acknowledge that each party may be exposed to or acquire communication or data of the other party that is confidential, privileged communication not intended to be disclosed to third parties. The provisions of this Clause shall survive the termination of this Terms.
- Meaning of Confidential Information. For the purposes of this Terms, the term "Confidential Information" shall mean all information and documentation of a party that: (a) has been marked "confidential" or with words of similar meaning, at the time of disclosure by such party; (b) if disclosed orally or not marked "confidential" or with words of similar meaning, was subsequently summarized in writing by the disclosing party and marked "confidential" or with words of similar meaning; and, (c) should reasonably be recognized as confidential information of the disclosing party. Confidential Information does not include any information or documentation that was: (a) already in the possession of the receiving party without an obligation of confidentiality; (b) developed independently by the receiving party, as demonstrated by the receiving party, without violating the disclosing party’s proprietary rights; (c) obtained from a source other than the disclosing party without an obligation of confidentiality; or (d) publicly available when received, or thereafter became publicly available (other than through any unauthorized disclosure by, through, or on behalf of, the receiving party).
- Obligation of Confidentiality. The parties agree to hold all Confidential Information in strict confidence and not to copy, reproduce, sell, transfer, or otherwise dispose of, give or disclose such Confidential Information to third parties other than employees, agents, or subcontractors of a party who have a need to know in connection with this Terms or to use such Confidential Information for any purposes whatsoever other than in accordance with the terms of this Terms. The parties agree to advise and require their respective employees, agents, and subcontractors of their obligations to keep all Confidential Information confidential.
- Cooperation to prevent Disclosure of Confidential Information. Each party shall use its best efforts to assist the other party in identifying and preventing any unauthorized use or disclosure of any Confidential Information. Without limiting the foregoing, each party shall advise the other party immediately in the event either party learns or has reason to believe that any person who has had access to Confidential Information has violated or intends to violate the terms of this Terms and each party will cooperate with the other party in seeking injunctive or other equitable relief against any such person.
- Remedies for Breach of Obligation of Confidentiality. Each party acknowledges that breach of its obligation of confidentiality may give rise to irreparable injury to the other party, which damage may be inadequately compensable in the form of monetary damages. Accordingly, a party may seek and obtain injunctive relief against the breach or threatened breach of the foregoing undertakings.
- Surrender of Confidential Information upon Termination. Upon termination of this Terms, in whole or in part, each party shall, within five (5) calendar days from the date of termination, return to the other party any and all Confidential Information (not including Subscriber Data) received from the other party, or created or received by a party on behalf of the other party, which are in such party’s possession, custody, or control. Should GoComet or Subscriber determine that the return of any Confidential Information (not including Subscriber Data) is not feasible, such party shall destroy the Confidential Information (not including Subscriber Data) and shall certify the same in writing within five (5) calendar days from the date of termination to the other party.
- Proprietary Rights.
- Pre-existing Materials.Subscriber acknowledges that, in the course of performing the Services, GoComet may use software and related processes, instructions, methods, and techniques that have been previously developed by GoComet in relation to the Services, SAAS portal or otherwise (collectively, the "pre-existing Materials," which shall include the Services) and that the same shall remain the sole and exclusive property of GoComet.
- No license. Except as expressly set forth herein and subject to Clause 8.3 above, no license is granted by either party to the other with respect to the Confidential Information or pre-existing Materials. Nothing in this Terms shall be construed to grant to either party any ownership or other interest, in the Confidential Information or pre-existing Materials, except as may be provided under a license specifically applicable to such Confidential Information or pre-existing Materials.
- The Subscriber hereby grants the GoComet a perpetual, nonrevocable, worldwide, royalty-free and sub-licensable right and license to incorporate into the Services or otherwise use any suggestions, enhancement requests, recommendations or other feedback the GoComet receives from the Subscriber.
- The provisions of this Clause shall survive the termination of this Terms.
- GoComet solely and exclusively owns copyrights, trademarks, service marks, logos, trade names, and other intellectual and proprietary rights associated with the Services and content on the Website and is protected under the applicable law.
- You hereby acknowledge that the Services constitute original works and have been developed, compiled, prepared, revised, selected, and arranged by GoComet through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitutes valuable intellectual property of GoComet and such others. You thereby agree to protect the proprietary rights of GoComet during and after the term of these Terms. You may not selectively download portions of the Website without retaining the copyright notices. You may download material from the Website only for the purpose intended by these Terms.
- Any infringement shall lead to appropriate legal proceedings against you at appropriate forum for seeking all available remedies under applicable laws of the country.
- Nature of Services
You understand and acknowledge that the Services are being provided and made available on an "AS IS" and "AS AVAILABLE" basis. The Website may contain errors or inaccuracies that could cause failures, corruption or loss of data and/or information from your device and from peripherals (including, without limitation, servers and computers) connected thereto. You assume all risks and costs associated with your use of the Services, including without limitation, any costs incurred for the use of your device and any damage to any equipment, software or data.
- Use of the Website and Services
- You agree, undertake and covenant that, during the use of the Website, you shall not host, display, upload, transmit or share any information that:
- is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, pedophilic, libelous, invasive of another person's privacy, hateful or racially or ethnically objectionable, or encouraging money laundering or gambling, or otherwise unlawful in any manner whatsoever.
- is misleading in any way.
- involves the transmission of "junk mail", "chain letters", or unsolicited mass mailing or "spamming".
- infringes upon or violates any third party's rights including, but not limited to, intellectual property rights, rights of privacy (including without limitation unauthorized disclosure of a person's name, e-mail address, physical address or phone number) or rights of publicity.
- provides instructional information about illegal activities such as violating someone's privacy, or providing or creating computer viruses.
- tries to gain unauthorized access or exceeds the scope of authorized access to the Website or to profiles, blogs, communities, account information, bulletins, or other areas of the Website or solicits passwords or personally identifying information for commercial or unlawful purposes from other users of the Website.
- engages in commercial activities without GoComet’s prior written consent such as engages in sweepstakes, barter, advertising etc.
- interferes with another user’s use of the Website.
- refers to any website or URL that, in GoComet’s sole discretion, contains material that is inappropriate for the Website or any other website, contains content that would be prohibited or violates the letter or spirit of these Terms.
- deceives or misleads the addressee/ users about the origin of such messages or communicates any information which is grossly offensive or menacing in nature.
- contains software viruses or any other computer codes, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; or contains any trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, diminish value of, covertly intercept or steal any system, data or personal information.
- violates any law for the time being in force.
- You acknowledge that the Services are for your use. You shall not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Services.
- The provision of Services may be interrupted, including for maintenance, repairs, upgrades, or network or equipment failures. GoComet strives to keep the Services up and running; however, all online services suffer occasional disruptions and outages, and GoComet isn’t liable for any disruption or loss you may suffer as a result.
- GoComet may discontinue some or all of the Services, including certain features and the support for certain devices and platforms, at any time.
- Notwithstanding anything to the contrary contained in these Terms, GoComet may, at its sole discretion, conduct a background check on the parties and on the information provided by the parites to GoComet. GoComet shall additionally be entitled to carry out an inspection or audit including through appointment of any consultants and auditors, as it may deem fit, to inspect and audit books and records of the parties for the purpose of confirming their compliance with these Terms or otherwise. The parties shall co-operate with GoComet and/or their consultants and auditors in this respect.
- It is hereby clarified that parties, are not an agent, contractor, employee or affiliated entity of GoComet and GoComet shall not in any way supervise, direct or control performance of the Freight Services.
- The Website may allow you to post your review and experience of using the Website ("Reviews") in order to improve the Website and the user experience.
- You, being the originator of the Reviews, are responsible for the Reviews that you upload, post, publish, transmit or otherwise make available on the Website. You represent that all such Reviews will be in accordance with applicable law. You acknowledge that GoComet does not endorse any Reviews on the Website and is not responsible or liable for any Reviews. GoComet reserves the right to disable access to the Reviews on the Website.
- You hereby grant GoComet a perpetual, non-revocable, worldwide, royalty-free and sub-licensable right and license to use, copy, distribute, display, publish, transmit, make available, reproduce, modify, adapt the Reviews in any manner as deemed appropriate by GoComet in any form including but not limited to print, broadcast, online and across any and all websites and platforms owned by GoComet.
- You further represent and warrant that while posting any Reviews on the Website you shall not use any offensive, libellous, derogatory, hateful or racially or ethnically objectionable language. Further, you shall not post any content on the Website that is obscene, pornographic, constitutes an "indecent representation of women" as provided in the Indecent Representation of Women (prohibition) Act, 1986 or any other applicable law in the exclusive jurisdiction.
- Integration with Third party Service providers
The Services may allow you to access, use, or interact with third-party websites, apps, content, and other products and services. You hereby acknowledge and understand that when you use third-party services, their own terms and privacy policies will govern your use of those services. Since these are not GoComet’s services, GoComet will not be responsible for any use, disclosure, modification or deletion of your information or data that is transmitted to, or accessed by, such third party.
- Indemnification; limitation of liability.
- General Indemnification.The Subscriber agrees to indemnify, defend, and hold harmless the GoComet and its officers, directors, agents, and employees (each, an "Indemnitee") from and against any and all liabilities, damages, losses, expenses, claims, demands, suits, fines, or judgments (each, a "Claim," and collectively, the "Claims"), which may be suffered by, incurred by, accrued against, charged to, or recoverable from any Indemnitee, by reason of any Claim arising out of or relating to any act, error or omission, negligence, or misconduct of the Subscriber, its officers, directors, agents, employees, and subcontractors, during the performance of this Terms, including, without limitation, Claims arising out of or relating to any material misrepresentation or breach of warranty of any representation or warranty set forth in this Terms; or any material breach of any covenant set forth in this Terms; provided, however, that the foregoing indemnity shall not apply to the extent that the applicable Claim resulted from the acts or omissions of an Indemnitee.
- limitation of liability. The Subscriber hereby acknowledges that the GoComet shall not be held liable to the Subscriber for any special, consequential, incidental, and exemplary or punitive damages, or loss of profit or revenues. The GoComet shall also not be liable under any circumstances for damages arising out or related in any way to the Subscriber’s inability to access, or Subscriber’s difficulty in accessing the SAAS portal, any bugs, viruses, trojan horses, or the like, which may be transmitted to or through the SAAS portal by any third party, any loss of the Subscriber Data, any claim relating to the Subscriber Data or content from the Services, the Subscriber’s failure to keep the Account details secure and confidential.
- Disclaimer of Warranties.
- THE SERVICE(S), INCLUDING ALL SERVER AND NETWORK COMPONENTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. THE GOCOMET EXPRESSLY DISCLAIMS ANY AND ALL CONDITIONS, REPRESENTATIONS, WARRANTIES OR OTHER TERMS, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
- THE SUBSCRIBER ACKNOWLEDGES THAT THE GOCOMET DOES NOT WARRANT THAT THE SERVICE(S) WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE AND SUBSCRIBER FURTHER ACKNOWLEDGES THAT GOCOMET DOES NOT WARRANT THAT THE ACCESS TO THE SERVICES, WHICH IS PROVIDED OVER INTERNET AND VARIOUS TELECOMMUNICATIONS NETWORKS, ALL OF WHICH ARE BEYOND THE GOCOMET’S CONTROL, WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR FREE FROM VIRUSES OR OTHER MALICIOUS SOFTWARE.
- THE CONTENT ON THE SAAS PORTAL OR OTHERWISE IS PROVIDED FOR GENERAL INFORMATION ONLY. IT IS NOT INTENDED TO AMOUNT TO ADVICE ON WHICH THE SUBSCRIBER SHOULD RELY. THE SUBSCRIBER MUST OBTAIN PROFESSIONAL OR SPECIALIST ADVICE BEFORE TAKING, OR REFRAINING FROM, ANY ACTION ON THE BASIS OF THE CONTENT ON THE SAAS PORTAL. NO INFORMATION OR ADVICE OBTAINED BY THE SUBSCRIBER FROM THE GOCOMET OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. THE SUBSCRIBER ACKNOWLEDGES THAT THE CONTENT (INCLUDING, THE THIRD-PARTY INFORMATION) ON THE WEBSITE HAS BEEN MADE AVAILABLE TO THE SUBSCRIBER ON THE BASIS OF INFORMATION PROVIDED BY THE SUBSCRIBER TO THE GOCOMET, THE ACCURACY OF WHICH HAS NOT BEEN VERIFIED INDEPENDENTLY BY THE GOCOMET.
- THE GOCOMET DOES NOT CLAIM OWNERSHIP ON ANY THIRD-PARTY INFORMATION OR OTHER INFORMATION RETRIEVED BY THE SUBSCRIBER ON THE WEBSITE, VIS-À- VIS THE SERVICES PROVIDED BY THE GOCOMET. THE SUBSCRIBER UNDERSTANDS THAT WHILST USING THE SERVICES ON THE WEBSITE, THE GOCOMET, THROUGH THE WEBSITE, SIMPLY ACTS AS A RESOURCE FOR MAKING AVAILABLE SUCH THIRD-PARTY INFORMATION TO THE SUBSCRIBER, DEPENDING ON THE SERVICES SELECTED BY THE SUBSCRIBER ON THE WEBSITE IN A MANNER THE GOCOMET DEEMS FIT.
- THE WEBSITE AND ALL INFORMATION, CONTENT, MATERIALS AND SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE WEBSITE (COLLECTIVELY, THE "CONTENTS") ARE PROVIDED BY GOCOMET ON AN "AS IS" "AS AVAILABLE" BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. GOCOMET MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE WEBSITE, THE ACCURACY OR COMPLETENESS OF THE CONTENTS AND THE ACCURACY OF THE INFORMATION. GOCOMET SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY CONTENT, MATERIALS, DOCUMENT OR INFORMATION. YOU EXPRESSLY AGREE THAT THE USE OF THE WEBSITE IS AT YOUR SOLE RISK. GOCOMET WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THE WEBSITE OR THE SERVICES INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, CONSEQUENTIAL, AND PUNITIVE DAMAGES, UNLESS OTHERWISE SPECIFIED IN WRITING. TO THE FULL EXTENT PERMITTED BY LAW, GOCOMET DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE WEBSITE AND ITS CONTENTS, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE OR USE.
- Relationship between Subscriber and GoComet.The parties understand and hereby accept that each party whilst performing their respective duties and obligations under this Terms is at all times acting and performing as an independent contractor of the other party and has no authority whatsoever to bind the other party, by contract or otherwise.
- Governing Law. This Terms shall be governed by and construed in accordance with the laws of India and Singapore and the courts that shall have exclusive jurisdiction in all questions and controversies arising out of this Terms.
- Dispute Resolution. Any dispute or difference arising between the parties hereto as to the effect, validity or interpretation of this Terms or as to their rights, duties or liabilities thereunder, failing amicable resolution through mutual negotiations, shall be referred to and settled by arbitration conducted by sole arbitrator, mutually decided by the parties. If the parties cannot agree on an arbitrator, each party shall appoint an arbitrator and the arbitral panel shall consist of Three (3) arbitrators, one to be appointed by each party and the third to be nominated by the two appointed arbitrators. The third arbitrator shall serve as chairman of the panel. The arbitration proceedings shall be held in accordance with the prescribed Act as regards to exclusive jurisdiction or any subsequent enactment or amendment thereto. The decision of the arbitrator(s) shall be final and binding upon the parties. The venue of arbitration proceedings shall be construed according to governing law in the exclusive jurisdiction. All arbitration proceedings shall be conducted in English.
- Advertising and publicity. GoComet shall be entitled refer to Subscriber directly or indirectly in any advertisement, news release, or publication without prior written approval from Subscriber. The Subscriber hereby grants the GoComet a royaltyfree, worldwide, transferable license to use the Subscriber’s trademark or logo to identify it as the GoComet’s customer on its websites and/or marketing collateral.
- No Waiver. The failure of either party at any time to require performance by the other party of any provision of this Terms shall in no way affect that party’s right to enforce such provisions, nor shall the waiver by either party of any breach of any provision of this Terms be taken or held to be a waiver of any further breach of the same provision.
- Notices. All notices or other communications to be given under this Terms shall be made in writing and by letter or electronic mail and shall be deemed to be duly given or made when delivered (in the case of personal delivery), or when received by the recipient (in case of electronic mail) or Ten (10) business days after being dispatched in the post, postage prepaid, by the quickest mail available and by registered mail if available (in the case of a letter) to such party at its address specified herein, or at such other address as such party may hereafter specify for such purpose to the others by notice in writing and as amended by parties from time to time.
- Assignment of Terms. This Terms is personal to the parties herein. Neither party shall directly or indirectly assign this Terms or the rights or duties created by this Terms, without the prior written approval of the other party.
- Counterparts. This Terms may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Terms.
- Cumulative Remedies. All rights and remedies of the parties shall be in addition to all other rights and remedies available at law or in equity and temporary and permanent injunctive relief.
- Vendors of the Subscriber: Notwithstanding anything to the contrary contained in this Terms, if the Subscriber brings on-board their own vendors separately, (their details being provided to the GoComet, in a form and manner acceptable to the GoComet) the Subscriber agrees and acknowledges that the GoComet shall be entitled to reach out to such vendors of the Subscriber directly.
- In accordance with the terms of the relevant Act as per the prescribed law and Rules made thereunder, the name and contact details of the Grievance Officer are provided below:
Name: Gautam Prem Jain
If you wish to make a complaint regarding any violation of the provisions of these Terms, you may send a written complaint to the Grievance Officer, who shall redress the complaint in accordance with the provisions of the relevant Act as per the prescribed law and Rules made thereunder.
How to Contact Us
If you have questions or concerns about these Terms, please contact GoComet at firstname.lastname@example.org
EXHIBIT AGoComet’s Software as a Service Statement of Services
This Exhibit A- GoComet’s Software as a Service Statement of Services shall be incorporated in and governed by the terms of Software as a Service Terms by and between the Subscriber and GoComet from Effective Date. Unless expressly provided for in this Exhibit A, in the event of a conflict between the provisions contained in the Terms and those contained in This Exhibit A, the provisions contained in this Exhibit A shall prevail.
Services Description. The GoComet will provide a cloud based platform on the Subscriber’s devices through www.gocomet.com and www.gocomet.in ("SAAS portal"). The SAAS portal will enable the Subscriber to manage cargo through a single dashboard on the SAAS portal.
Service plan. Modules as discussed and agreed upon by both the parties.
Billing Details.Billing Details. All charges associated with the Account (“Subscription Charges”) are due in full and payable in accordance with this Agreement, when the Subscriber subscribes to the Services. The Subscriber shall pay the Subscription Charges through accepted payment methods as agreed upon, within seven (7) days of receipt of the invoice. Invoices shall be raised at the commencement of the subscription for the particular quarter, for 3 months. In case of an upgrade, the revised subscription charges shall be payable by the Subscriber on a pro-rated basis, depending on the term of subscription, and the term Subscription Charges shall accordingly be deemed to mean and refer to such revised subscription charges. All Subscription Charges are non-refundable. If the GoComet does not receive payment within the prescribed time period, the GoComet may at its discretion (i)charge an interest for late payment @ one point five percent (1.5%)per month and/or; (ii) suspend or terminate the Subscriber’s access to and use of the Services until the Service Provider receives payment towards the Subscription Charges as specified herein. The Services Fee payable by Subscriber shall have a ten percent (10%) escalation after each one (1) year term from the Effective Date.
Start Date.The Effective Date shall be the Start Date and the Services shall be provided by the GoComet until terminated in accordance with the terms of the Agreement.
Taxes, as applicable, will be extra.