TERMS OF SERVICE
By using AssessmentX, you agree to all of the following terms and conditions therefore you should read it completely and thoroughly. Your use of this site constitutes your acknowledgement, understanding, and agreement to strictly abide by and be legally bound by all of these terms and conditions of use. If you do not agree with these terms and conditions of use or if you do not have the authority to enter into this agreement, then you do not have the right to use this service or the website(s) and you are prohibited from using them.
The following capitalized terms shall have the following meanings whenever used in this agreement.
- "LICENSOR "shall mean Finix Info Solution Private Limited ("Finix" or "AssessmentX") having its registered place of business at No-49, Bazaar Road, Sadhashivam Nagar, Madipakkam, Chennai-600018 and owns the website www.assessmentx.com
- "LICENSEE "or "master licensee" or "licensee" shall mean you, the individual who has completed this form on behalf of yourself or an organization for which you have the authority to bind to this agreement. If you are entering into this agreement on behalf of a legal entity, it shall mean all users from that entity as well.
- "TEST TAKER " shall mean you, if you are an individual, job applicant, potential employee, or employee using the system solely for the purposes of taking online test(s) but not the individual or entity that has licensed the service for pre-employment, retention, or similar purposes. a test taker shall abide by all terms and conditions as those of the licensee except it is understood that he or she has not purchased (or is not purchasing) a license to the service for said purposes.
- "AGREEMENT "shall mean, collectively, these terms and conditions, invoice terms and conditions, hard copy order forms, and online order forms;
- "SERVICE "shall mean the licensor's website(s) and the online service, including offline services such as customer and technical support
- "CONTENT "shall mean the audio and visual information, documents, software, products and services contained or made available to licensee in the course of using the service;
- "LICENSEE DATA "shall mean all data, information and material provided or submitted by licensee to the service in the course of using the service;
- "INTELLECTUAL PROPERTY RIGHTS"shall mean all unpatented inventions, patent applications, patents, design rights, copyrights, trademarks, service marks, trade names, domain name rights, mask work rights, know-how and other trade secret rights, and all other intellectual property rights, derivatives thereof, and forms of protection of a similar nature anywhere in the world;
- "INITIAL TERM"shall mean the initial period during which licensee is obligated to pay for the service equal to the billing frequency selected by licensee during the subscription process (e.g., if the billing frequency is quarterly, the initial term is the first quarter);
- "LOG-IN INFORMATION"shall mean user names and passwords used to access the service;
- "FREE TRIAL SUBSCRIPTION"shall mean a fee-free, limited-time subscription for purchase consideration only.
TERMINATION UPON EXPIRATION
This agreement commences upon the first use of the service by the licensee. upon the expiration of the initial term, this agreement will automatically renew for successive renewal terms equal in duration to the initial term (or one year, if the initial term is greater than one year) at licensor's then current fees. either party may terminate this agreement by notifying the other party in writing at least five (5) business days prior to the date of the invoice for the following term. in the case of free trials, notifications provided through the service indicating the remaining number of days in the free trial shall constitute notice of termination. licensee agrees and acknowledges that licensor has no obligation to retain the customer data, and may delete such customer data, more than 30 days after termination.
TERMINATION FOR CAUSE.
Any breach of licensee's payment obligations or unauthorized use of licensor's service shall be deemed a material breach of this agreement. the unauthorized use of any log-in information, either with or without licensee's knowledge, shall be deemed a breach of this agreement, and may constitute a violation of licensee's copyrights. user is responsible for maintaining the security and confidentiality of all log-in information, and for preventing access to the product and/or the content by unauthorized persons. unauthorized access to or use of the product and/or the content by someone using user's log-in information may be attributed to user. licensor, in its sole discretion, may terminate licensee's password, account or use of the service if licensee breaches or otherwise fails to comply with this agreement. in addition, licensor may terminate a free account at any time in its sole discretion. licensee agrees and acknowledges that licensor has no obligation to retain the licensee data, and may delete such licensee data, if licensee has materially breached this agreement, including but not limited to failure to pay outstanding fees, and such breach has not been cured within 30 days of notice of such breach.
DISCLAIMER OF WARRANTIES
Licensor and its licensor make no representation, warranty, or guaranty as to the reliability, timeliness, quality, suitability, truth, availability, accuracy or completeness of the service or any content. licensor and its licensors do not represent or warrant that:
- - the use of the service will be secure, timely, uninterrupted or error-free or operate in combination with any other hardware, software, system or data,
- - The service will meet licensee requirements or expectations,
- - Any stored data will be accurate or reliable,
- - The quality of any products, services, information, or other material purchased or obtained by licensee through the service will meet licensee's requirements or expectations,
- - Errors or defects will be corrected
- - The service or the server(s) that make the service available are free of viruses or other harmful components. the service and all content is provided to licensee strictly on an "as is" basis. all conditions, representations and warranties, whether express, implied, statutory or otherwise, including, without limitation, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third party rights, are hereby disclaimed to the maximum extent permitted by applicable law by licensor and its licensors.
- - In no event shall licensor, its affiliates or content providers be liable for any direct, indirect, special, incidental, punitive or consequential damages arising out of or related to the use, inability to use, authorized use, performance or nonperformance of this site, even if licensor was previously advised of the possibility of such damages and regardless of whether such damages arise in contract, tort, under statute, in equity, at law or otherwise.
- - Licensor shall not be liable for any delay occasioned by an act of god or the public enemy, or; by riot, insurrection, strikes, labor disputes, or any failure or delay by any internet service provider, internet content delivery service or agency for any act, delay, or omission due to their negligence.
- - Licensor's services may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications. licensor shall not be responsible for any delays, delivery failures, loss of data, or other damage resulting from such problems.
LIMITATION OF LIABILITY
in no event shall either party's aggregate liability exceed the amounts actually paid by and/or due from licensee in the six (6) month period immediately preceding the event giving rise to such claim. in no event shall either party and/or its licensors be liable to anyone for any indirect, punitive, special, exemplary, incidental, consequential or other damages of any type or kind (including loss of data, revenue, profits, use or other economic advantage) arising out of, or in any way connected with this service, including but not limited to the use or inability to use the service, or for any content obtained from or through the service, any interruption, inaccuracy, error or omission, regardless of cause in the content, even if the party from which damages are being sought or such party's licensors have been previously advised of the possibility of such damages.
COMPLIANCE WITH LAWS
both parties agree to comply with all applicable laws, regulations, and ordinances relating to its performance under this agreement.
neither party may assign its rights or delegate its duties under this agreement whether by operation of law, change of control, or in any other manner, without the prior written consent of the other party. such consent shall not be unreasonably withheld. any assignment or transfer in violation of this section 9.2 shall be null and void.
the provisions set forth in sections 4, 5, 6,7, 8, 12, 13, and 14 of this agreement shall survive termination or expiration of this agreement
any notice required under this agreement shall be given in writing and shall be deemed effective upon delivery to the party to whom addressed. all notices shall be sent to the applicable address specified on the face page hereof or to such other address as the parties may designate in writing. unless otherwise specified, all notices to AssessmentX shall be sent to the attention of the "manager-finance". any notice of material breach pursuant to section 8 shall clearly define the breach including the specific contractual obligation that has been breached.
- FORCE MAJEURE.
AssessmentX shall not be liable to licensee for any delay or failure of AssessmentX to perform its obligations hereunder, if such delay or failure arises from any cause or causes beyond the reasonable control of AssessmentX. such causes shall include, but are not limited to, acts of god, floods, fires, loss of electricity or other utilities, or delays by licensee in providing required resources or support or performing any other requirements hereunder.
in the event of a conflict between the terms and conditions of this agreement, an insertion order, or an exhibit the terms and conditions of the insertion order or exhibit shall prevail, in that order.
this agreement, including any separately executed insertion orders shall constitute the entire agreement between the parties regarding the subject matter hereof and supersede all proposals and prior discussions and writings between the parties with respect thereto.
the parties agree that this agreement cannot be altered, amended or modified, except by a written document, signed by an authorized representative of each party.
headings are for reference purposes only, have no substantive effect, and shall not enter into the interpretation hereof.
no failure or delay in enforcing any right or exercising any remedy will be deemed a waiver of any right or remedy.
- SEVERABILITY AND REFORMATION.
each provision of this agreement is a separately enforceable provision. if any provision of this agreement is determined to be or becomes unenforceable or illegal, such provision shall be reformed to the minimum extent necessary in order for this agreement to remain in effect, in accordance with its terms as modified by such reformation.
- CHOICE OF LAW.
this agreement shall be governed and interpreted by the laws of India. all disputes, differences or claims with respect to any matter arising out of or relating to the agreement shall be finally settled through the provisions of the arbitration and conciliation act 1996, as amended from time to time having seat of arbitration at Chennai and the language of such arbitration being English. subject to above the courts at Chennai, India, shall have exclusive jurisdiction.