(Applicable for all the End Customers using the SPOCHUB Marketplace)
These Terms govern your use of the SPOCHUB Marketplace (“Marketplace”) and grants you access to it upon terms and conditions and the right to purchase Products and Services provided by Associates on the Marketplace. These Terms are entered into (“SPOCHUB Marketplace”, “we”, “us” and “our”), the entity you represent or you individually (“You / you / your”).PRICES AND PAYMENT
You agree to pay all applicable fees /charges related to your use of the Marketplace Products and Services. The fees/charges are separate and in addition to fees/charges applicable to your use of any other SPOCHUB Marketplace Products and Services. You shall solely be responsible to pay the bank charges and related fees/charges as the case may be incurred during the performance of these Terms.
The prices and payment methods under these Terms shall be subject to those specified in the order on SPOCHUB Marketplace. The pricing at any time may be adjusted at Associate’s discretion. Prices are exclusive of all taxes, such as withholding tax, VAT, sales tax, goods and service tax (GTS) or any similar or analogous or any other tax applicable in a relevant territory if any, which shall be charged in addition thereto in accordance with the relevant laws and regulations in force at the time of making the relevant taxable supply.
We will issue an invoice to you if we are legally obligated by a local authority to do so. You agree that such invoicing by us does not and will not obligate us in any way or form in the rendering of the Marketplace Services that you are purchasing from the Associate and do you agree that we will not assume any liabilities and / or responsibilities for the Marketplace Products and Services provided by Associates. Any liability or responsibility related to Marketplace Products and Services is solely assumed by Associates.
Each Party is responsible, as required under applicable laws and regulations, for identifying and paying all taxes and other governmental fees and charges (and any penalties, interest, and other additions thereto) that are imposed on that Party upon or with respect to the transactions and payments contemplated under this Agreement. If any other taxes (including but not limited to cross-board tax withholding) are required by law to be levied on any payment, you shall make extra payments to ensure that we would have received payment equal to the amount no taxes had been required. In such circumstances, you will use reasonable efforts to minimize any such taxes to be withheld to the extent legally allowed (including to the extent allowed by the operation of any applicable double taxation agreements or treaties) including the filing of any documents with any relevant taxation authority. You agree to provide us with evidence(s) upon request that any such withholding tax has been timely and properly remitted to the relevant tax authorities within 60 days after the payment is made.
In the event that you apply for a refund and we confirm that the application meets the refund requirements/eligibility criterion provided by Associate, we will send a refund notification to You and the Associate. When we get the final and independent confirmation from Associate, then we will refund to you for the Marketplace Products and Services in question, strictly in accordance with the refund process /eligibility criterion of SPOCHUB Marketplace, and refund shall be exclusive of all kinds of related Taxes. SPOCHUB Marketplace does not guarantee/assure any refund to you and same shall always be subject to an independent policies/eligibility criterion of the Associate and not otherwise. There shall be no default liability on the part of SPOCHUB Marketplace in this regard in any manner whatsoever.
You further agree that we will be entitled to suspend or cancel your access to Marketplace Products and Services in the event of You being unable to make on-time and full payment(s) for the Services you are purchasing. Such cancelation or suspension may result in your data loss. There shall be no default liability on the part of SPOCHUB Marketplace in this regard in any manner whatsoever.
a) Marketplace Customer Agreement
Unless otherwise specified in these Terms, your use of any Marketplace Products and Service is governed by the Marketplace Customer Agreement.
b) Use of Marketplace Product and Services
If you can perform the following operations after logging in to the Marketplace, it is deemed that Marketplace Products and Services can be used by You: a) On the Portal page, you can view the Marketplace Products and Services. B) You can manage and maintain Marketplace Products and Services by related guides provided by Associate. C) You can use the methods recognized by Associate to query the related parameters that are consistent with the selected specifications and models in the order.
c) Supports of Marketplace Services
You confirm that you understand that the Associates are Marketplace Products and Services providers, and Associates will solely assume any and all responsibility and liability related to Marketplace Products and Services direct and/otherwise. You shall appropriately configure and use Marketplace Products and Services and take security measures to protect and back up Your Content, including but not limited to encrypting the Content to prevent it from unauthorized access and archiving the Content. Associate shall be liable for providing you with the corresponding service support and for providing upgrades, maintenance, and technical support related to the Marketplace Products and Services. Associate shall be solely responsible for handling your consultations and complaints, and related after-sales services that may be required and shall propose solutions within the period as undertaken by the Associate independently. After the Marketplace Products and Services which you have purchased have been removed from the Marketplace, Associate may continue to provide service and support for you until the end date of the purchased Marketplace Products and Services independently. We provide support to an extent of online payment disputes, refunds, chargebacks and cancellations to you.
We may suspend your right to access or use the Marketplace requested to do so by Associates or on our own accord and discretion if: (a) your access and use of the Marketplace is in violation of the Acceptable Use Policy as set out in Definition Section, These Terms and/or any applicable laws and/or regulations; (c) you are in breach of your payment obligations; (d) your access and use of the Marketplace may pose a security risk /threat to the Marketplace, us or third parties under the circumstances; (e) your access and use of the Marketplace may adversely impact the functionality, availability or operation of the Marketplace; (f) it is required under any applicable law and/or regulations or governmental body; (g) your access and use of the Marketplace may subject us, our affiliates or subcontractors to liabilities or regulatory compliance risks; (h) you and/or Associates infringe or threaten to infringe or in our reasonable opinion and belief may possibly infringe a third party’s intellectual property rights; or (i) you have ceased to operate in the ordinary course, dissolved or you have resolved to enter or are placed under or applied for voluntary or compulsory liquidation (whether provisional or final) or upon you entering into business rescue proceedings or the like. You acknowledge and agree that (a) suspension does not excuse or waive your payment obligation(s) for the service fees charged during or for the suspension period; and (b) you will not be entitled to any refund or service credits due to any such suspension so effected under the circumstances.
a. Data Disclosed
If you access or purchase Marketplace Products and Services, you agree that we may share with Associate your registration information and other details that are necessary for transaction on Marketplace Products and Services and you consent for the same.
b. Associate Privacy Practices and Statements
You are aware that the Associates are responsible for providing privacy statements to you and describe their independent privacy practices/policies with regard to your data that they collect from their Marketplace Products and Services or disclosed by SPOCHUB Marketplace. Our Privacy Statement will not apply to any Marketplace Products and Service or to Associates’ use of any of your data or information.
c. Your Data Protection
You are aware that the Associate shall be solely responsible for your personal data and other data protection and security independently.
i. EXTENT OF LIBAILITY
IN NO EVENT SHALL SPOCHUB MARKETPLACE OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF REVENUES, PROFITS, OPPORTUNITIES, CUSTOMERS, GOODWILL, REPUTATION, DATA OR DATA USE), EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
ii. PLATFORM LIABILITIES
SPOCHUB MARKETPLACE ONLY PROVIDES THE MARKETPLACE AS A SALES PLATFORM AS PER THESE TERMS. SPOCHUB MARKETPLACE DOES NOT PROVIDE ANY EXPRESSED OR IMPLIED WARRANTY OR LIABILITIES FOR ANY MARKETPLACE PRODUCT AND SERVICE ON THE MARKETPLACE. UNDER THESE TERMS, SPOCHUB MARKETPLACE SHALL NOT ASSUME ANY LIABILITIES ON BEHALF OF THE ASSOCIATE AND ITS MARKETPLACE PRODUCTS AND SERVICES AND THE ASSOCIATE SHALL BE SOLELY AND FULLY LIABLE TO YOU FOR ANY LOSSES OR DAMAGES OR OTHERWISE YOU MAY SUFFER DURING YOUR USE OF THE MARKETPLACE PRODUCTS AND SERVICES. THERE SHALL BE NO PRIVITY BETWEEN SPOCHUB MARKETPLACE AND YOU IN THIS REGARD. YOU SHALL KEEP SPOCHUB MARKETPLACE INDEMNIFIED IN THIS REGARD IN ALL CIRCUMSTANCES.
SPOCHUB MARKETPLACE shall not be liable for any delay for failure to perform its obligations under these Terms where such delay or failure is caused by a force majeure event(s) beyond its reasonable control. Force Majeure events shall include, but not be limited to, acts of God, earthquake, storms, act of war, hostility, sabotage, act of governmental order, electrical, internet or telecommunication outage, blockages, sanctions, denial orders, embargoes, pandemic and riots. Notwithstanding the above, this section does not excuse your payment obligations hereunder.GOVERNING LAW AND VENUE
A. This Agreement and any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation (including any dispute or claim relating to non-contractual obligations) will be governed by and construed in accordance with laws of India. These Terms and Conditions are subject to an exclusive jurisdiction of the Courts at Nashik, Maharashtra, India.
IWe may change or discontinue Marketplace or change or remove any or all functionality of the Marketplace from time to time and at our sole and absolute discretion. We will notify the same through a posting announcement on our website in this regard. There shall not be any individual Notice or otherwise communication given in this regard.
We may modify these Terms, including the documents and policies referenced herein, at any time and at our sole and absolute discretion by posting a revised version on the Website. Except as is otherwise indicated in the modified Terms, documents or polices, the modified Terms will come into effect upon posting or notification. You undertake to review such Terms regularly on the Website. Your continuous use of the Marketplace after the effectiveness of such modification shall be deemed as your due acceptance of the documents and policies referenced herein and its particular version in force at the particular time and agree to be bound by the modified Terms as may be in force at any particular time.
You agree that the following events or actions implemented by SPOCHUB Marketplace does and will not constitute a breach of these Terms: (a) Service interruptions due to network adjustment and maintenance by Associate and/or SPOCHUB Marketplace or slow access to the Marketplace Products and Services due to Internet congestion; (b) Taken into account of the special characteristics of computers and the Internet, events arising from hackers' attacks, viruses, technical renovation in the telecom departments and / or the disconnection of the backbone line; (c) Unavailability of Your services or Content caused by the operations and maintenance implemented by Associate and/or SPOCHUB Marketplace, provided that Associate and/or SPOCHUB Marketplace gives prior notice to You with regard to data backup, service migration, or service suspension. Such operations and maintenance include, but are not limited to, troubleshooting, system upgrades, system optimization, and system capacity expansion.
II. Marketplace Services, Advertising and Intellectual Property Right
You understand that Associate is solely responsible for any liability of advertising and intellectual property right related to Associate’s Marketplace Products and Services.
III. Platform Problem
We do not guarantee to completely handle any technical faults and network problems on the Marketplace.
Unless otherwise specified, the capitalized terms used in these Terms will have the same meaning as defined in SPOCHUB Marketplace Customer Agreement.
A. "Associate" refers to third party service provider that is entitled to sell and provide Marketplace Products and Services to you on the Marketplace.
B. "Marketplace Services" refers to the software, images, and products and services (which are independently developed by Associates or legally provided by Associates authorized by the relevant rights holders) traded on the Marketplace, including but not limited to the following product and service categories: basic operating environments, databases and caches, network security, business management, e-commerce, storage and backup, business intelligence, information security, industrial software, data migration, troubleshooting, security , Software as a Service, Platform as a Service, Infrastructure as a Service etc. These services are solely provided and supported by Associates.
C. "Marketplace" refers to a neutral e-commerce platform that is established and operated by SPOCHUB Marketplace. You could make transaction with Associate on this platform like purchasing Marketplace Products and Services from Associates.
D. “Marketplace Customer Agreement” refers to an independent agreement provided by Associate and signed/accepted/executed/otherwise acted upon between you and Associate to regulate how you using its Marketplace Products and Services and other related issues.
E. “Acceptable Use Policy” refers to the policy located at: https://www.spochub.com, which is incorporated into this Agreement by reference and may be updated from time to time.
Website” refers to SPOCHUB Marketplace Website located at: [https://www.spochub.com].