LAST REVISION: 07-12-2020
PLEASE READ THIS TERMS OF SERVICE AGREEMENT CAREFULLY. BY USING THIS WEBSITE OR ORDERING PRODUCTS FROM THIS WEBSITE YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT.
This Terms of Service Agreement (the "Agreement") governs your use of this website, https://www.bidaal.com (the "Website"), Bidaal Technology Private Limited ("Business Name") offer of products for purchase on this Website, or your purchase of products available on this Website. This Agreement includes, and incorporates by this reference, the policies and guidelines referenced below. Bidaal Technology reserves the right to change or revise the terms and conditions of this Agreement at any time by posting any changes or a revised Agreement on this Website. Bidaal Technology will alert you that changes or revisions have been made by indicating on the top of this Agreement the date it was last revised. The changed or revised Agreement will be effective immediately after it is posted on this Website. Your use of the Website following the posting any such changes or of a revised Agreement will constitute your acceptance of any such changes or revisions. Bidaal Technology encourages you to review this Agreement whenever you visit the Website to make sure that you understand the terms and conditions governing use of the Website. This Agreement does not alter in any way the terms or conditions of any other written agreement you may have with Bidaal Technology for other products or services. If you do not agree to this Agreement (including any referenced policies or guidelines), please immediately terminate your use of the Website. If you would like to print this Agreement, please click the print button on your browser toolbar.
Terms of Offer. This Website offers for sale certain products (the "Products"). By placing an order for Products through this Website, you agree to the terms set forth in this Agreement.
Customer Solicitation: Unless you notify our third party call center reps or direct Bidaal Technology sales reps, while they are calling you, of your desire to opt out from further direct company communications and solicitations, you are agreeing to continue to receive further emails and call solicitations Bidaal Technology and its designated in house or third party call team(s).
Opt Out Procedure: We provide 3 easy ways to opt out of from future solicitations. 1. You may use the opt out link found in any email solicitation that you may receive. 2. You may also choose to opt out, via sending your email address to: firstname.lastname@example.org
Proprietary Rights: Bidaal Technology has proprietary rights and trade secrets in the Products. You may not copy, reproduce, resell or redistribute any Product manufactured and/or distributed by Bidaal Technology. Bidaal Technology also has rights to all trademarks and trade dress and specific layouts of this webpage, including calls to action, text placement, images and other information.
Sales Tax. If you purchase any Products, you will be responsible for paying any applicable sales tax.
Refer to "Terms and Condition" for more Information
Content; Intellectual Property; Third Party Links. In addition to making Products available, this Website also offers information and marketing materials. This Website also offers information, both directly and through indirect links to third-party websites, about nutritional and dietary supplements. Bidaal Technology does not always create the information offered on this Website; instead the information is often gathered from other sources. To the extent that Bidaal Technology does create the content on this Website, such content is protected by intellectual property laws of the India, foreign nations, and international bodies. Unauthorized use of the material may violate copyright, trademark, and/or other laws. You acknowledge that your use of the content on this Website is for personal, noncommercial use. Any links to third-party websites are provided solely as a convenience to you. Bidaal Technology does not endorse the contents on any such third-party websites. Bidaal Technology is not responsible for the content of or any damage that may result from your access to or reliance on these third-party websites. If you link to third-party websites, you do so at your own risk.
Use of Website; Bidaal Technologyis not responsible for any damages resulting from use of this website by anyone. You will not use the Website for illegal purposes. You will (1) abide by all applicable local, state, national, and international laws and regulations in your use of the Website (including laws regarding intellectual property), (2) not interfere with or disrupt the use and enjoyment of the Website by other users, (3) not resell material on the Website, (4) not engage, directly or indirectly, in transmission of "spam", chain letters, junk mail or any other type of unsolicited communication, and (5) not defame, harass, abuse, or disrupt other users of the Website
License. By using this Website, you are granted a limited, non-exclusive, non-transferable right to use the content and materials on the Website in connection with your normal, noncommercial, use of the Website. You may not copy, reproduce, transmit, distribute, or create derivative works of such content or information without express written authorization from Bidaal Technology or the applicable third party (if third party content is at issue).
Posting. By posting, storing, or transmitting any content on the Website, you hereby grant Bidaal Technology a perpetual, worldwide, non-exclusive, royalty-free, assignable, right and license to use, copy, display, perform, create derivative works from, distribute, have distributed, transmit and assign such content in any form, in all media now known or hereinafter created, anywhere in the world. Bidaal Technology does not have the ability to control the nature of the user-generated content offered through the Website. You are solely responsible for your interactions with other users of the Website and any content you post. Bidaal Technology is not liable for any damage or harm resulting from any posts by or interactions between users.
You will release, indemnify, defend and hold harmless Bidaal Technology, and any of its contractors, agents, employees, officers, directors, shareholders, affiliates and assigns from all liabilities, claims, damages, costs and expenses, including reasonable attorneys' fees and expenses, of third parties relating to or arising out of (1) this Agreement or the breach of your warranties, representations and obligations under this Agreement; (2) the Website content or your use of the Website content; (3) the Products or your use of the Products (including Trial Products); (4) any intellectual property or other proprietary right of any person or entity; (5) your violation of any provision of this Agreement; or (6) any information or data you supplied to Bidaal Technology. When Bidaal Technology is threatened with suit or sued by a third party, Bidaal Technology may seek written assurances from you concerning your promise to indemnify Bidaal Technology; your failure to provide such assurances may be considered by Bidaal Technology to be a material breach of this Agreement. Bidaal Technology will have the right to participate in any defense by you of a third-party claim related to your use of any of the Website content or Products, with counsel of Bidaal Technology choice at its expense. Bidaal Technology will reasonably cooperate in any defense by you of a third-party claim at your request and expense. You will have sole responsibility to defend Bidaal Technology against any claim, but you must receive Bidaal Technology prior written consent regarding any related settlement. The terms of this provision will survive any termination or cancellation of this Agreement or your use of the Website or Products.
BIDAAL TECHNOLOGY PRIVATE LIMITED , a company incorporated in India, having its registered office at HOUSE NO-2 M-61,2M - BLOCK, NH-2,FARIDABAD, FARIDABAD, Faridabad, Haryana, India, 121001 with registration number as U72900HR2020PTC084922 (hereinafter referred to as " SELLER" which expression shall, unless repugnant to the context in which it is used, include its successors and permitted assigns) of the ONE PART;
Each Seller and Buyer may be referred to in this Agreement individually as the " PARTY" and collectively as " PARTIES".
NOW, THEREFORE, in consideration of the mutual agreements, covenants, representations and warranties set forth in the Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is acknowledged by the Parties, the Parties hereby agree as follows:
Definitions : In this Agreement, unless the contrary intention appears and/or the context otherwise requires, capitalised terms defined by: (i) inclusion in quotations and/ or parenthesis have the meanings so ascribed; and (ii) the following terms shall have the meanings assigned to them herein below:
"Agreement" means this agreement and all its modifications from time to time in accordance with its terms, together with all schedules, annexures and exhibits hereto;
"Applicable Law" includes all applicable Indian statutes, enactments, acts of the state legislature or parliament, laws, ordinances, rules, bye-laws, regulations, notifications, guidelines, directions, directives and orders of any governmental authority, statutory authority, board, as may be applicable;
"Business Day" means any day of the week (excluding Saturdays, Sundays and public holidays) or a day on which banking institutions in India are open for general business;
"Confidential Information" shall mean and include, without limitation, all proprietary, confidential information (whether oral or recorded in any medium), including without limitation trade secrets, know-how, research and development, software, databases, inventions, processes, passwords or codes, formulae, technology, designs and other intellectual property, information, concefinances, investments, profits, pricing, costs, products, services, vendors, customers, clients, partners, investors, personnel, recruiting, training, advertising, sales, marketing, promotions, government and regulatory activities and approval, concerning the past, current or future business, activities and operations of the Seller or any other information relating to the Seller which could be reasonably regarded as confidential;
"Delivery Date" shall mean the meaning assigned to it in Clause 2 in this Agreement;
"Effective Date" shall mean the date on which this Agreement is entered into force;
"Force Majeure events" shall mean events such circumstances which are beyond the control of the Parties making the performance of the Agreement impracticable or illegal or inadvisable or impossible including events but not limited to acts of God, natural disaster, man-made disaster, war, civil war, riots, acts or threats of terrorism, fire, flood, tsunami, labour strikes or disruptions, hurricane, typhoon, cyclone, earthquake, lightning, explosion, strikes, lockouts, slowdowns, medical disease, epidemic, pandemic, medical outbreak, curtailment of transportation facilities, shortage of energy supplies, acts of state or governmental action, .other unforeseeable circumstances beyond the control of the Parties against which it would have been unreasonable for the affected party to take precautions and which the affected party cannot avoid even by using its best efforts.
"INR"/ "Rs." means Indian Rupees, the lawful currency of the Republic of India;
"Intellectual Property Rights" shall mean all patents, rights to inventions, utility models, copyright and related rights, trademarks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, rights in designs, rights in computer software, database right, topography rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered, current or future and including all applications for, and renewals or extensions of, such rights, and all similar or equivalent rights or forms of protection in any part of the world;
"Hardware Product" shall mean the electronic/IoT device to be sold or delivered by BIDAAL TECHNOLOGY
"Product" shall mean the combination of hardware and software to be sold or delivered.
"Purchase Order" shall mean the meaning assigned to it in Clause 2 in this Agreement;
"Service" shall mean the giving specific/outsourced service by BIDAAL TECHNOLOGY
"Software Product" shall mean computer software programs sold or delivered by BIDAAL TECHNOLOGY, whether pre-loaded or provided separately and related licensed materials.
"Trade Secret" shall mean information, including a formula, pattern, compilation, program, device, method technique, or process that derives independent economic value, actual or potential, from being not generally known to, and not being readily ascertainable by proper means by, other persons who can derive economic value from its disclosure or use, including but not limited to the patented information and processes as well as the unpatented information and processes comprising, underlying, arising from, and associated with the Seller.
each Product that the Buyer is ordering, identified by model or part number;
the delivery date, allowing reasonable time for the Seller to receive, review, process the Purchase Order and deliver the Products (" Delivery Date").
|Payment Date||Payment Amount ( % of Total Amount)|
|1 month prior to delivery||25%|
|Within 2 week after Delivery||50%|
|Within 2 months after delivery||25%|
|No. of Hardware Product|
|Price per Hardware Product|
|Annual Subscription Fee for Software|
|Extended Warranty (Y/N)|
|Delivery Date (Negotiated)|
Neither party will be liable for performance delays nor for non-performance due to any Force Majeure Event(s), except for payment obligations as described under Clause 3 under this Agreement.