Last updated on October 26, 2018
Purpose of Agreement
This Purpose of Service Agreement (the “Agreement”) is made and entered into by you and between you and iT1 Services Inc. (“iT1”), a company incorporated in India under the Companies Act, 1956. This Agreement contains the terms and conditions that govern the use of, and the terms and conditions upon which iT1 will provide to you certain payroll, Recruitment, Performance Appraisal human resources and other related services through our website (collectively, the “Service”).
You are required to indicate your acceptance of the terms and conditions below to access and use the Service. By accessing or using the Service, you are consenting to be bound by the terms of this Agreement.
This Agreement is applicable to all persons who use or access the Service, in their company’s capacity or on an individual capacity, including authorized users representing the employer, its employees or other persons using or accessing the Service (collectively, “Users”). If you are agreeing to these terms on behalf of a business, you represent and give warrant that you have authority to bind that business to this Agreement, and your agreement to these terms will be treated as the agreement of the business. In that event, “you” and “your” refer to that business.
This site is not intended to be used by children. User should not be minor
Personal Data and Privacy
• You are responsible for all electronic communications, including those containing business information, account registration, account holder information, financial information, customer data, and all other data of any kind contained within emails or otherwise entered electronically through the Services or under your account and you agree to notify XEN HRMS immediately of any unauthorized use of your Account at firstname.lastname@example.org and of any loss or theft or unauthorized use of any User’s password or name and/or account numbers.
• iT1 reserves the right always to disclose any information, the disclosure of which is necessary to satisfy any applicable law, regulation, legal process or governmental request.
These terms shall be read together with the terms, instructions and specifications specified in our purchase orders, quotations, proposals and/or their separate agreement entered into with iT1 and/or its affiliate (the “Agreement”). These terms agreement shall, unless otherwise expressly consented or agreed to by us, constitute the entire agreement between the parties hereto in relation to such services. In the event of any conflict between these terms and Agreements which shall be prevail and supersede any inconsistent terms and conditions contained in these terms or elsewhere.
If you register for an account on the site, you agree to:
• provide accurate, current and complete information as may be prompted by any registration forms on the site ("Registration Data")
• maintain the security of your password
• maintain and promptly update the Registration Data, and any other information you provide to XEN HRMS and to keep it accurate, current and complete
• accept all risks of unauthorized access to the Registration Data and any other information you provide to us. You are responsible for all activity on your XEN HRMS account, and for all charges incurred by your XEN HRMS account
• You give iT1 permission to obtain, verify, and record information that identifies the individual who opens an account or accesses the Service. iT1 may ask for your name, address, date of birth, PAN, Aadhaar and other information that will allow us to identify you.
Description of Services
iT1 Product XEN HRMS will provide you the service for calculating payroll, managing employee information, Performance Appraisal and other HR related services for your business for the specified time in the order and invoice documents with access to an array of services you may connect to the Services using any Internet browser. You are responsible for obtaining access to the Internet and the equipment necessary to use the Services. You may create, edit, publish and share the contents of your XEN HRMS Accounts (“Account”). iT1 will not be responsible for notifying you of any upgrades, fixes or enhancements to any such software, or for any compromise of data transmitted across computer networks or telecommunications facilities (including but not limited to the Internet), which are not owned or operated by iT1.If you meet your payment obligations and comply with the terms of this Agreement, you may not use the Service on a professional basis for anyone other than you without the consent of iT1.
iT1 also assumes no responsibility for the reliability or performance of any connections as described in this section
Acceptance of Subscription to Services
Your Subscription to XEN HRMS starts at the time of your acceptance to these Terms of Service. The billing for this subscription shall start with the subscription. You agree to start using the XEN HRMS Software with this acceptance and iT1 shall start billing for the subscription from this day of acceptance.
iT1 reserves the right at any time to charge or modify fees for access to portions or whole of any or all the Services. Prices, payment terms and currency shall be those specified in the Agreement. However, such fees shall not be charged unless your prior agreement to pay such charges is obtained. Thus, if at any time iT1 requires a fee for any of the Services, you will be given reasonable prior notice of such fees and the opportunity to cancel your membership before such charges are imposed. If you elect not to pay such fees, iT1 shall have the right to cease providing such Service to you.
• You agree to pay the fees for the Service in accordance with applicable fee schedule.
• You agree to reimburse iT1 for any sales, use and similar taxes arising from the provision of the Service that any central, state or local governments may impose.
• iT1 may charge additional fees for exceptions processing, setup and other special services.
• iT1 reserves the right to change the schedule of fees from time to time.
• You will be notified of any change in fees at least 60 days in advance of the effective date
• If a fee increases or change to this Agreement is not acceptable, you may cancel the Service as provided herein prior to the time when it takes effect.
• If iT1 is unable to collect fees due, iT1 may suspend the Service or terminate this Agreement
You represent and warrant that:
• any credit information you supply is true and complete.
• you will pay the charges incurred by you at the agreed upon prices, including any applicable taxes
Intellectual Property Rights
The content, organization, graphics, design, compilation, magnetic translation, digital conversion and other matters related to the site are protected under applicable copyrights, trademarks and other proprietary (including but not limited to intellectual property) rights. The copying, redistribution, use or publication by you of any such matters or any part of the site, except as allowed in this agreement, is strictly prohibited.
You agree that all rights, title and interest in and to all intellectual property rights in the Services and all modifications, extensions, customizations, scripts or other derivative works of the Services provided or developed by iT1 are owned exclusively by iT1or its licensors. Except as provided in these Terms, the rights granted to you do not convey any rights in the Services, express or implied, or ownership in the Services or any intellectual property rights thereto. In addition, iT1shall have a royalty-free, worldwide, transferable, sub-licensable, irrevocable, and perpetual license to use or incorporate into the Services any suggestions, enhancement requests, recommendations or other feedback provided by you, including users, relating to the operation of the Service. Any rights not expressly granted herein are reserved by iT1. iT1, the iT1 logo, the XEN HRMS logo, the names of different iT1 Services and their logos are trademarks of iT1 Services Inc. You agree not to display or use, in any manner, the iT1 trademarks, without iT1 prior permission. You agree not to display or use the iT1 marks in any manner without iT1’s express prior written permission.
This Agreement shall be treated as though it were executed and performed in India and shall be governed by and construed in accordance with the laws of the Union of India. All actions shall be subject to the limitations set forth in this agreement. The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against any party.
Restrictions of Use
In addition to all other terms and conditions of this Agreement, you shall not: (i) transfer or otherwise make available to any third party the Services; (ii) provide any service based on the Services without prior written permission; (iii) use the third party links to sites without agreeing to their website terms and conditions; (iv) post links to third party sites or use their logo, company name, etc. without their prior written permission; or (v) use the Services for spamming and other illegal purposes.
Spamming and Illegal Activities
You agree to be solely responsible for the consent of your transmission through the services. You agree not to use the Services for illegal purposes or for the transmission of material that is unlawful, harassing, libelous, invasive of another’s privacy, abusive, threatening, harmful, vulgar, pornographic, obscene, or otherwise objectionable, contains viruses, or that infringes or may infringe the intellectual property or other rights of another. You agree not to use the Services in any manner that could damage, disable, overburden, or impair any iT1 server, or the network(s) connected to any iT1 server, or interfere with any other party’s use and enjoyment of any Services. You agree not to attempt to gain unauthorized access to any Services, other accounts, computer systems or networks connected to any IT1 server or to any of the Services, through hacking, password mining or any other means. You agree not to obtain or attempt to obtain any materials or information through any means not intentionally made available through the Services. You agree not to obtain or attempt to obtain any materials or information through any means not intentionally made available through the Services. You agree not to use the Services in a way that infringes rights of third parties, including, but not limited to, willfully harming a person or entity, including iT1. You agree not to use the Services for the transmission of “junk mail”, “spam”, “chain letters”, or unsolicited mass distribution of email. iT1 reserves the right to edit, refuse to post or to remove any information or materials, in whole or in part, where there is reasonable justification to do so and to terminate your access to the Services if iT1 believes that you have used the Services for any illegal or unauthorized activity. Except as permitted by this Agreement, no part of the Services may be copied, reproduced, distributed, republished, displayed, posted or transmitted in any form or by any means. You agree not to access the Services by any means other than through the interfaces that are provided by iT1. You shall not do any “mirroring” or “framing” of any part of the Service, or create Internet links to the Services which include log-in information, user names, passwords, and/or secure cookies.
We reserve the right to investigate complaints or reported violations of this Agreement and to take any action we deem appropriate, including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to your profile, email addresses, usage history, posted materials, IP addresses and traffic information.
You agree to indemnify and hold harmless iT1, its officers, directors, employees, suppliers, and affiliates, from and against any losses, damages, fines and expenses (including attorney’s fees and costs) arising out of or relating to any claims that you have used the Services in violation of another party’s rights, in violation of any law, in violations of any provisions of the Terms, or any other claim related to your use of the Services.
Errors on Website
We work hard to publish information accurately, update the Website regularly and correct errors when discovered. However, any of the content on our Website may be incorrect or out of date at any given time. We reserve the right to make changes to the Website at any time, including to product prices, specifications, offers and availability.
Your right to use the site is not transferable or assignable. Any password or right given to you to obtain information or documents is not transferable or assignable.
Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN AS-IS-AND-AS-AVAILABLE BASIS. iT1 EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A SPECIFIC PURPOSE. iT1 MAKES NO WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR VIRUS FREE, USE OF ANY MATERIAL DOWNLOADED OR OBTAINED USING THE SERVICES SHALL BE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, MOBILE TELEPHONE, WIRELESS DEVICE OR DATA THAT RESULTS FROM THE USE OF THE SERVICES OR THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER WRITTEN OR ORAL, OBTAINED BY YOU FROM iT1, ITS EMPLOYEES OR REPRESENTATIVES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS. NOTHING IN THESE TERMS SHALL PREJUDICE ANY CONDITION OR WARRANTY EXPRESSED OR IMPLIED OR ANY LEGAL REMEDY TO WHICH WE MAY BE ENTITLED, IN RELATION TO THE SERVICES WHICH ARE THE SUBJECT OF THE AGREEMENT, BY ANY STATUTE OR CUSTOM OR ANY GENERAL LAW, LOCAL LAW OR REGULATION.
Limitation of Liability
TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL iT1 AND IT’S ANY AFFLIATED PARTY BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR OTHER LOSS OR DAMAGE WHATSOEVER OR FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, COMPUTER FAILURE, LOSS OF BUSINESS INFORMATION, OR OTHER LOSS ARISING OUT OF OR CAUSED BY YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF iT1 HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH iT1 RELATED TO ANY OF THE SERVICES SHALL BE TERMINATION OF SUCH SERVICE. IN NO EVENT SHALL iT1’S ENTIRE LIABILITY TO YOU IN RESPECT OF ANY SERVICE, WHETHER DIRECT OR INDIRECT, EXCEED THE FEES PAID YOU TOWARDS SUCH SERVICE.
Notwithstanding any other provision in this Agreement, if either you or iT1 have any unresolvable dispute, controversy or claim, whether founded in contract, tort, statutory or common law, concerning, arising out of or relating to this Agreement or the Service, including any claim regarding the applicability, interpretation, scope or validity of this arbitration clause and/or this Agreement (a “Claim”) and upon the demand of either party, the Claim shall be referred to a sole Arbitrator to be mutually appointed by the Parties and the award made in pursuance thereof shall be final and binding on the Parties. The arbitration proceedings shall be governed in accordance with the Arbitration and Conciliation Act, 1996 or any statutory modification or re-enactment thereof for the time being in force. The arbitration shall be conducted in English language and the venue of such Arbitration shall be held in the Lucknow city of Uttar Pradesh
Use of Information
You acknowledge that you are responsible for whatever material you submit, and you, not us, have full responsibility for the message, including its legality, reliability, appropriateness, originality, and copyright.
Third-Party Merchant Policies
All rules, policies (including privacy policies) and operating procedures of Merchants will apply to you while on any Merchant sites. We are not responsible for information provided by you to Merchants. We and the Merchants are independent contractors and neither party has authority to make any representations or commitments on behalf of the other.
iT1 reserves the right to suspend your access and access by any of your affiliates to and/or use of the Services for any membership accounts(i) for which any payment is due but unpaid, whether a notice or reminder of such non-payment has been issued, (ii) for which you have not paid for any renewal term and you have not notified iT1 of your desire to renew the Services by the date of expiry of the then current subscription term or (iii) where the Services are being used to engage in denial of service attacks, spamming, or illegal activity, and/or use of the Services is causing immediate, material and ongoing harm to iT1 or others. The suspension is for the entire membership account and you understand that such suspension would therefore include sub-accounts, if any.
You agree that iT1 shall not be liable to you or to any of your affiliates or other third party for any suspension of the services pursuant to this section.
Statements on site
The site may include statements concerning our operations, prospects, strategies, financial condition, future economic performance and demand for our products or services, as well as our intentions, plans and objectives (particularly with respect to product and service offerings), that are forward-looking statements. These statements are based upon many assumptions and estimates which are subject to significant uncertainties, many of which are beyond our control. When used on our site, words like "anticipates," "expects," "believes," "estimates," "seeks," "plans," "intends," "will" and similar expressions are intended to identify forward-looking statements designed to fall within securities law safe harbors for forward-looking statements. The site and the information contained herein does not constitute an offer or a solicitation of an offer for sale of any securities. None of the information contained herein is intended to be, and shall not be deemed to be, incorporated into any of our securities-related filings or documents.
This Agreement constitutes the entire agreement between iT1 and you regarding the Service and replaces all prior understandings, communications and agreements, oral or written, regarding its subject matter. This Agreement may be modified only by a written amendment signed by the parties or as otherwise provided herein. If any court of law, having the jurisdiction, rules that any part of this Agreement is invalid, that section will be removed without affecting the remainder of the Agreement. The remaining terms will be valid and enforceable. You may not assign this Agreement without the prior written consent of iT1. The provisions of this Agreement shall inure to the benefit of, and be binding upon, the parties and their respective successors and permitted assigns.
Links to other Web sites
The XEN HRMS website (the “Website”) may include links to third party websites that let you leave the Website. These linked sites are not under the control of iT1 and iT1 is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. iT1 is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by iT1 of the site. Your use of the third-party website may be subject to that third party’s terms and conditions.
Copyrights and Copyright Agents
We respect the intellectual property of others, and we ask you to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide us the following information:
• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest
• A description of the copyrighted work that you claim has been infringed
• A description of where the material that you claim is infringing is located on the site
• Your address, telephone number, and email address
• A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law
• A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. You can reach us by using the Contact Form provided on the site
iT1 reserves the right to discontinue offering all or any part of the Services after your then current subscription term for such Services. iT1 shall not be liable to you nor to any third party for any modification of the Services as described in this section. These modifications may include, without limitation, payment for the Services. You will be provided the option to terminate your use of the Services via electronic mail if iT1 modifies the Terms in a manner that substantially affects your rights in connection with the use of the Services. You agree that unless explicitly stated otherwise, any new features that augment or enhance the Services, and/or any new service(s) subsequently procured by you will also be subject to these Terms.
Information and Press Releases
The site contains information and press releases Product. We disclaim any duty or obligation to update this information or any press releases. Information about companies other than ours contained in the press release or otherwise, should not be relied upon as being provided or endorsed by us.
You agree to comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of the site and the Content and Materials provided therein.
This Agreement shall be treated as though it were executed and performed in Lucknow, U.P. India and shall be governed by and construed in accordance with the laws of the Union of India. All actions shall be subject to the limitations set forth in this agreement. The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against any party. This Agreement and all incorporated agreements and your information may be automatically assigned by us in our sole discretion to a third party in the event of an acquisition, sale or merger. Should any part of this Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that anything in or associated with the site is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. Our failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision. Our rights under this Agreement shall survive any termination of this Agreement.
This Agreement, and any amendments hereto, by whatever means accepted, shall be treated in all manner and respects as an original contract and shall be considered to have the same binding legal effect as if it were an original signed version thereof delivered in person. Neither party hereto shall argue that a contract was not formed hereunder based on either (i) the use of electronic means to deliver a signature or to indicate acceptance of this Agreement or (ii) the fact that any signature or acceptance of this Agreement was transmitted or communicated through electronic means; and each party forever waives any related defense.
Level-I Mid Town Plaza Road No. 1, Banjara Hills Hyderabad-500034, Telangana.