By using CertFyr, owned, programmed and maintained by Rahul Jain (referred to as the “Seller”), you (referred to as the “Buyer”), collectively referred to as the “Parties,” agree to the following terms:
Software Description: The Software, named CertFyr, is a web-based service designed specifically for gemologists and gem laboratories to facilitate the certification process and manage gem-related data efficiently.
Sale and Transfer: The Seller agrees to sell, and the Buyer agrees to purchase, the Software as described in Section 1. The Buyer acknowledges that the Software is being sold “as is” without any warranties, express or implied, including but not limited to fitness for a particular purpose or non-infringement. By selling, it means that only the access to the software is sold, not the source code, nor any assets that come along with access to CertFyr.
Consideration: In consideration of the sale of the Software, the Buyer agrees that seller can change the price of any service, including maintenance charges, at any time he wants without any prior notice. The buyer henceforth has to pay the price to use such services/software.
Price Adjustment: the Seller reserves the right to increase the prices for the Software and other services anytime. The seller may demand additional maintenance amount if necessary. The Buyer acknowledges and agrees to accept such price adjustments, without any prior notice. The Buyer has to agree and pay the amount else the access to CertFyr will be suspended/terminated.
Data Loss, Data Theft, and Website Security: The Seller shall not be held responsible for any data loss or data theft that may occur from the servers hosting the Software. The Buyer acknowledges that they are solely responsible for implementing appropriate security measures, including but not limited to firewalls, encryption, and access controls, to safeguard the data stored on the servers. Additionally, the Seller shall not be responsible for any hacking attempts or breaches of security that may affect the Software or the Buyer’s website.
Suspension of Access: The Seller retains the power to suspend or terminate the Buyer’s access to the Software at any time and without providing an explanation. The Seller may exercise this right if the Buyer breaches any terms of this Agreement or engages in any activity that may compromise the security or integrity of the Software.
Laboratory Name and Transferability: Once the Software is prepared and delivered to the Buyer, the Buyer shall not have the right to change the laboratory name associated with the Software. The Software is specifically tailored for the Laboratory Name and cannot be transferred to another laboratory.
Graphic Work: The Seller shall only be responsible for designing the front-side of the gem certificates. No graphical work, such as logo designing or certificate back-side designing, will be provided by the Seller.
Governing Law: This Agreement shall be governed by and construed in accordance with the laws of Lucknow. Any disputes arising from this Agreement shall be subject to the exclusive jurisdiction of the courts in Lucknow..
Entire Agreement: This Agreement constitutes the entire understanding between the Parties and supersedes any prior agreements or understandings, whether written or oral, relating to the subject matter herein.
License and Usage Rights: The Seller grants the Buyer a non-exclusive, non-transferable license to use the Software solely for the Buyer’s internal use at the Laboratory. The Buyer shall not sublicense or distribute the Software to any third party, except to the Buyer’s staff working at the laboratory.
Maintenance and Support: The Seller shall provide maintenance and support services for the Software from 11 AM to 9 PM every day. However, the Seller is not obligated to provide support and may do so at their discretion. Any additional support beyond the initial training session may be subject to separate terms and fees agreed upon between the Parties.
Training: The Seller shall provide training over a remote connection for one user at the Laboratory. The training session shall occur only once, and the Seller is not obligated to provide any further training sessions.
Confidentiality: The Buyer agrees to keep all data related to the Software confidential and shall not share screenshots or any other information from the Software’s admin panel, which includes the backend workings of CertFyr, with any third party.
Indemnification: The Buyer agrees to indemnify and hold the Seller harmless from any claims, losses, damages, or liabilities arising out of the Buyer’s use of the Software, including but not limited to any misuse, unauthorised access, or breach of data.
Termination: This Agreement and access to the Software may be terminated in the event of a breach of contract, failure to make monthly maintenance payments, misuse of the Software, or any other circumstances specified in this Agreement.
Legal and Copyright Responsibility: The Seller shall not be held responsible for any legal action, copyright claims, or legal proceedings arising from the use, distribution, or content of the Software or the Buyer’s website. The Buyer acknowledges and agrees that they are solely responsible for ensuring that all content, including but not limited to text, images, logos, and any other materials used with the Software, complies with applicable laws and does not infringe upon the rights of any third party. The Buyer further agrees to indemnify and hold the Seller harmless from any legal claims, actions, or liabilities arising out of the content on the website or any other use of the Software. The Buyer shall bear all legal costs and expenses incurred by the Seller in connection with any such claims.
Entire Agreement: This Agreement constitutes the entire understanding between the Parties and supersedes any prior agreements or understandings, whether written or oral, relating to the subject matter herein.
Agreement Version: 12