Terms Of Service

Please read this software as the service Agreement of Tech Fetch before using its services. The software has been created and developed by Tech Fetch, the Licensor. The terms enlisted in this Agreement acts as a Legal Bond between the user or Licensee and the company Tech Fetch or Licensor. By creating a User Account to access, use and browse through the contents of our services, you, the Licensee should acknowledge that the Agreement has been thoroughly read, grasped and thereby should agree to the conditions within the Agreement. This is also applicable even if you request or register for a free trial of the test. Those who wish to not abide by the terms in the Agreement are not advocated to access, use or browse the software and its services. If the Licensee does not comply with these terms, he or she should neither click on the I Accept button nor download, install or use the software.

The Licensee and Licensor are separately referred to as Party and together as Parties.

It is hereby agreed between and by both the Licensee and Licensor as follows :-

Defining Important Terminologies

Agreement - An Agreement implies this Agreement along with all attachments, schedules, amendments, exhibits,etc, to this one.
Enhancements - Any update, addition, modification or upgrade made to the modules in use are called enhancements which do not change the overall meaning or functionality of the modules.
Documentation - All the documents and data given by the Licensor to the Licensee along with the tests comes under documentation.
Error - Error is the inability of the tests to perform and function smoothly some of its functions as mentioned in the documentation section or the duplicatable failures that can be verified and corrected when used by the Licensee as per the terms in the Agreement.
Licensee Data includes all the data associated with the Licensee including personal details entered while creating a user account or the results of the pre employment tests or any kind of analysis after the test or the questionnaire downloaded by the user on the software. This could be stored within the hardware of the Licensor or Licensee or in any other system under the control and supervision of either party.
Free Trial is the subscription service availed by Licensee free of charge on a trial basis and this will end within the 14 days from the start date of signing up for the trial or it is the beginning date of the paid license bought by the Licensee as per the plan of Purchase.The Licensee using a free trial will have limited access to use the software for either one user and later go for three users, varying skill tests which can be used up to a maximum of ten times during the trial period.
SaaS is the short form for Software as a Service
User is the individual or individuals who are authorised by the Licensee to use the software as per the Purchase Plan.
Subscription Services are those services of the software made available to the Licensee through online platform by the Licensor under the agreement.
Purchase Plan is the detailed plan of orders as described on the website of Tech Fetch and this has details of the specifications of the software, licensee payment fee, duration of license, number of users allowed to use the software at a time,number of tests, etc and such a plan will be subjected to the conditions mentioned within the agreement.
Software - It is a term used to refer to the skill assessment software under the control of the Licensor and which is hosted on the Microsoft Azure. These contain skill tests used for verifying the proficiency and competitiveness of users in various job profiles as enlisted within the test library. The questionnaires are designed and licensed by the Licensor according to the conditions in the Purchase Plan.

Grant Of License And Restrictions

Grant of License - The Licensor grants the Licensee a fixed, non transferable, non-exclusive, non-sub licensable and non-revocable limited license to use the software for the sole purpose of the internal business activities of the Licensee like conducting software skill analysis tests for job applicants.This is as per the Agreement and within the term of License and is the grant is given to only a few users who can use the software.
The Licensee has the authority to enter into an end user agreement with the candidates who are allowed to access the software. The end user license agreement will have also have conditions and terms similar to and which is meant to protect the Licensor and the software. The Licensee will ensure that this agreement is enforced on the users.
Restrictions - Licensee is not supposed to indirectly or directly-

Make any changes to the software and its tests by copying,adapting, modifying, translating, decompiling, reverse engineering,reproducing, or altering etc.
Allow any third party to utilise the subscription service for their benefit or using it in a way that it provides benchmarking, time sharing, etc to third parties, except if it is already approved within this agreement.
Allow the transferring,exporting, transmission,or re-exporting of the Software or any portion thereof by violating any of the applicable export control regulations or laws.
Use the Software for purposes other than the ones specified under the Agreement.
Utilize the Subscription Service by violating the terms within the Purchase Plan.
Make use of the Software for developing a competitive or similar product.
Utilize any of the Software’s modules , constituents, add-ons, externals, files, contents including the associated license material separately from the software.

Delivery: Electronic Transmission is the means by which the SaaS software with its enhancements or additions is transmitted via the internet by the Licensor.
The maintenance and development of the Licensee Data is the responsibility of Licensee.

Account And Password

The Licensee shall use an Account by logging in with a User ID and password as per the package under the purchase plan. The Licensee should make sure that any details provided by the user for registration is completely accurate and precise.The Licensee is fully responsible for any activity taking place under the accounts as well as the confidentiality of these accounts and its passwords.The Licensor can cancel accounts or refuse registrations if they find these inappropriate.

Fees

If the Licensee wishes to get a paid version of the software, the License fees should be paid as per the Purchase Plan for License grant as above mentioned under Section 2.
The Agreement exempts the fees and charges from taxes and the taxes like GST, export tax etc should be paid by the Licensee.
The Licensee needs to pay all fees as per the amounts specified in the Purchase Plan according to the Agreement in advance before the software is delivered.
The Licensor has the authority to suspend and cancel the services if the fees are not paid within the specified period of time and the Licensee is inclined to pay an interest rate of 12 % per annum on the due amount.

Warranty

If ever the software does not function as specified in the documentation, the Licensor is responsible for either (a) repairing the software, (b)Provide assistance in resolving the error as agreed in Schedule A, if the Licensee submits a proof of defect. The Section 5 of Warranty also agrees this to be applicable for a Free Trial of the software.The Licensee also agrees to oblige by the rules and regulations of the agreement at all times and also that the Licensee shall not violate it at any means during the term of the License.

Disclaimer of Warranty

The Licensee hereby understand and agree that it had its own resources and skills to judge the authenticity of the Software in performing the task for which the Licensee has purchased the software without the influence of any kind of portrayal of the software made by the Licensor or any of its employees.

There are no Warranties set except the above and the software is hence provided as it is without any conditions ,representations, warranties etc and without any limitation ,implied or statutory representations, terms of merchantability, fitness or satisfactory quality ,merchantable quality for a particular reason, or raised in equity or law, or from usage or dealing of trade, are all disavowed and disclaimed. The Skill Test and the Test Library are not guaranteed by the Licensor as to be accurate enough to meet the requirements of the Licensee or that the functioning of any of the subscription service will be error free or uninterrupted or that any defects present in the services will be rectified.

Updates

The content of the software service might be updated by the Licensor at times. Licensee can download these updates, revisions or upgrades of the software which the Licensee prefers when it is published on the website or communicated otherwise.Hence Licensee agrees that these terms of the agreement or the future ones hereof are applicable to the updated documentation or software as well.

Intellectual Property Rights

The Licensor or the suppliers have every right has exclusive ownership to the Software and its upgrades or enhancements including any documentation constituting ownership rights, title, copyrights, service marks, trademarks, patents etc.
Licensee has the right to give feedback, requirements, suggestions, recommendations etc while using the software and its services. The Licensor is assigned by the Licensee all interests and rights to such Feedback . Licensor has the right to create any developments on the feedback.
The Licensee has all ownership rights and title over the Licensee Data. Licensor is not answerable for any complaint or concern rising regarding the Licensee Data.

Confidential Information

Confidential Information is the information revealed between the parties and might contain skill tests, documentation, analysis, reports,financial,technical,business plans,technical information, business processes and methods,techniques,data,invention,design,concepts,ideas,strategies,products and services, trade secrets and related information,etc. It does not include information a) available on public domain, b) designed by either party by abiding to regulations, c)was or becomes known to either party without any breach in the agreement, d) is not revealed due to a court order or by the order of government and the law.
The information received should be kept highly confidential by the part which received it and should not be revealed to third parties but only to a few directors,agents or authorized officers within the receiving party.
The receiving party should destroy or return all Confidential Information and any copies if requested by the revealing party whose property is the information
The regulations regarding Confidentiality has a period of 5 years even after the expiry of this Agreement. The rules related to Confidential information containing trade secrets even after the Agreement is terminated.
Any violation of the confidentiality regulations will require the receiving party to give injunctive relief to the disclosing party along with undergoing any legal punishments.

Indemnity

Licensee should defend, indemnify, or hold the Licensor harmless at all costs, claims,losses,liabilities,damages or proceedings related with any claim regarding the a)misconduct of the user, b) negligence of the Licensee, c)Licensee Data or d)usage of Subscription other than the allotted under this Agreement.

Limitation of Liability

Licensor is not liable or responsible to the Licensee for any indirect,incidental, consequential, or special damages , however it may be caused in relation with this Agreement even if the Licensee has been informed of the possibility of the same in advance. The Maximum liability is the three months payment of fees by the Licensee to Licensor just after such a claim has been raised.

Term And Termination

Term - License Term is the period starting from the date of payment of the License fee as presented in the Purchase Plan. In case it is suspended as per this section, it has to be renewed for a period of one year.
Termination for Cause - The parties can decide to terminate this Agreement in case (a) the other one is found to not oblige any of the regulations hereunder and if such a failure is not resolved within 30 days of notice period or if (b) the other party becomes insolvent or goes bankrupt , makes any mission for the advantage of creditors, lawsuits are issued by the other party seeking consolation, rearrangement of the laws related to bankruptcy, insolvency, or similar laws of any authority, a receiver, trustee or liquidator is established regarding the assets of the other party or a lawsuit is created for the dissolution, liquidation, or winding up of the other party.
Termination for convenience -The Agreement can be terminated by giving a notice of 30 days by either party to the other.The Licensee can use the Software up until the termination of the free trial period and it will cease upon expiry of the period
Effect of termination -Licensee shall cease to use the Software and all data, confidential information revealed by Licensor including Licensor Confidential Information on termination or expiry of the Agreement. If the agreement gets terminated the license shall be refunded to the Licensee on proportional basis for the unused parts of the services as per the Purchase Plan. But if the Licensee suspends this Agreement without any reason or prior notice, Licensee is responsible to pay all the fees to the Licensor as agreed under the Agreement.

Non Solicitation

The Licensee as well as the Licensor has agreed that both parties shall not, nor allow their partners to, during the period of Agreement and for a duration of one year after the termination of this Agreement, in any way, whether direct or indirect, seek the services such as consulting,recruiting , etc, receive the services of, or appoint any person who is now employed by the other party or any of its partners with whom a business relationship existed.

Interpretation

The Agreement will be interpreted based on a fair understanding of it as a whole and not strictly and not simply based on or against a party for the sole reason the party or its legal representative drafted this Agreement. The Titles, captions, headings within the content of this Agreement are mostly for reference and do not entirely describe, define, extend or limit the scope or depth of this Agreement or any solutions herein. Unless otherwise required, the gender or lack of it used in the words within the Agreement constitutes feminine, masculine, and neutral and the words like ‘including’ implies including, without restraint or restriction.

Audit

Licensor will have the right to visit the premises of the Licensee with notice in advance or during the working hours so that the software and its services can be verified to check its compliance with the Agreement. If the audit or inspection reveals that it does not comply with the Agreement or any breach of conditions and regulations or unauthenticated usage, the Licensee have to refund all the costs involved by the Licensor in association to the audit.

Force Majeure

Neither parties will be responsible for any lag or non-fulfillment of compliance with the Agreement (excluding monetary payments) because of any action beyond the hands of the party, constituting but not restrained to, Social calamities,fire,earthquake, storm, flood, explosion, enemy attacks, accidents,war, sabotage, rebellion,labour dispute, epidemic, labour shortage, quarantine restrictions, power shortage including without restriction when the Licensor can no longer access the internet for reasons like deletion, server error,loss of data,corruption, etc, delay or failure in conveyance, ban on transportation, omission including removal of any laws, disapproval, regulations or failure of approval of any government or its agencies, with condition that each party informs the other soon.

Notice

The notice authorized under this Agreement shall be in written format, by hand delivery, dispatched to the registered addresses of the parties and also online sent to the email address proposed in writing in the purchase order or any e-mail interaction between the parties. The change in email addresses shall be mentioned in a months time of the change.

Entire Agreement

This Agreement constitutes the total agreement between the parties and is superior to any advance depiction or characterization of any sort , antecedent to the date of this Agreement and it shall not be modified, additions made, changed, etc besides writing. There are no other conditions, promises, understandings, or other agreements, in written or oral format, in relation to the content of this Agreement. Both parties have come into the Agreement that, by abiding by the agreement, it has not depended on, and will not have any right or solution respective of any presentation, declaration, warranty or undertaking other than what is detailed in the Agreement.This Agreement can be altered in writing by referring this Agreement and any such reformations must be agreed and signed by each party.The conventional conditions and terms of a purchase invoice or order or any related paper or contract hosted on the online site of the party is inefficacious.

Severability

If any part or resource of the Agreement is discovered to be illegal, invalid or negated in any respect, including the time period thereof, the region of extent thereby, or the kinds of tasks restrained, by a judiciary (a)the legality, authenticity of the remaining provisions will not be affected in any way and (b) the judiciary making such a discovery will have the authority to decrease the time period or region of extent of such resources or kinds of tasks restrained or remove phrases or expressions and in its diminished form , it will be brought in effect. The parties acting with good will embrace all actions needed to create such illegal, invalid or non effective provision to be effective and authentic, or to arrive at an Agreement with relation to the void provision in which each one receives, the same advantages and understandings based on the authentic resources,on condition that the Agreement is not imposed in a form that affects the agreement between both the party.

Assignment And Delegation

The Licensee shall not designate this Agreement without the accord of the Licensor. Licensor may assign this Agreement in synchronicity with the disposal of substantial assets, any merger, divestiture, or amalgamation or to the affiliates of the Licensor, and may subcontract or handover the duties. . Unsanctioned assignment of this Agreement is treated as nugatory or non- viable.

Waiver

Any non-fulfillment in practising, or any delay in practising, any remedy or right provided under this Agreement will not include a waiver, nor shall it restrict any further practise of any remedy or rights. There shall be no single or biased practise of any remedy or right provided under this agreement or legally shall restrict or block the future practising of that or any other right or remedy.

Publicity

The Licensee gives the Licensor permission to use the name or logo for promotional activities or otherwise announce on the Agreement without any written consent from the Licensee in advance.

Governing Laws

This Agreement shall be interpreted and governed by the U.S laws, and the parties comply to the jurisdiction of courts in regard to this Agreement.

Dispute Resolution

Both parties come to the Agreement that any disagreement would be worked out to resolve it in good will. If the discussions over the disagreement do not solve it to bring about contentment to both the parties, then each party’s Chief Executive Officers (CEO) or their representatives will, within a period of 30 days of a written plea by either party to hold a meeting, or engage in a face to face meeting, or via any media and with sole presence except for one assistant for each party and will attempt in good will to solve the dispute or disagreement.

If the disagreements except one which involves due in payment of the fees cannot be settled by these spokespersons in such a meeting, then the parties can conduct an arbitration or mediation in English, according to the rules of the US Arbitration .The parties agree to it that the disagreement shall be resolved by a sole arbitrator chosen in conformity with the said laws and rules and the sole arbitrator thus appointed shall be mentioned as ‘Arbitrator’ herein. The Arbitrator shall fix the time and schedule for the arbitration with regard to the provisions of the laws preceding the appointment of the Arbitrator. The Arbitrator has the power to order injunctive or equitable remedy. No content in this Section shall restrict or be interpreted as restricting, a party from soliciting the equitable remedy or injunctive in a judicial court.