Terms And Conditions

General

Following are Lunetta Software Pvt. Ltd. Terms (the “My Leave Planner Terms”) are entered into by and between Lunetta Software Pvt. Ltd (“Luspl”) and the entity or person placing an order for the “My Leave Planner Service” (as defined below) .These Lunetta Software Pvt. Ltd Terms permit you to place orders for the “My Leave Planner Service” and sets forth the terms and conditions under which the “My Leave Planner Service” will be delivered.


The “My Leave Planner Service” and all associated purchases procured from Lunetta Software Pvt. Ltd. on the basis of Order Form shall be subject solely to the terms and conditions of these “My Leave Planner Terms” and not the Lunetta Software Pvt. Ltd. License or Subscription Services Agreement. Any implementation services listed on a Lunetta Software Pvt. Ltd. Order Form related to the extent of “My Leave Planner Service” only.


Each party expressly agrees that these “My Leave Planner Terms” are legally binding upon it, if you are agreeing to these terms on behalf of an entity, you represent and warrant that you are a duly authorised person to enter into these My Leave Planner Terms. The rights granted under these My Leave Planner Terms are expressly conditioned on acceptance by such authorised personnel.


Background

(a) Lunetta Software Pvt. Ltd. markets and distributes the “My Leave Planner Service” worldwide.

(b) You wish to access and use the “My Leave Planner Service” and associated support and implementation services as stated in the Order Form, and accept the rights to use the “My Leave Planner Services” subject to these My Leave Planner Terms.


1.Definitions:

a) “Affiliate” means any entity under your control where “control” means ownership of or the right to control greater than 50% of the voting securities of such entity.

b) “End User Limitations” means any limitations on the use of the “My Leave Planner Service” set forth herein or as otherwise specified in an Order Form or through the “My Leave Planner Service” including but not limited to.

        i. Restrictions on the number of Users or Employees.
        ii. Restrictions on functionality based on the “My Leave Planner Services” package you obtain.

c) “Recruiter” means a record created in the “My Leave Planner Service” for an individual employee, consultant, contractor or agent of customer and/or customer’s affiliates.

d) “Start Date” is the earlier of

(1) Customer’s initial access to the “My Leave Planner Service” through any online provisioning, registration or order process (including the start date of any Trial Subscription) or
(2) the effective date of the first Order Form referencing these My Leave Planner Terms.


e) “Order Form” means:

(1) an online registration page or order form for the “My Leave Planner Service” which specifies the “My Leave Planner Service” to be provided by Lunetta Software Pvt. Ltd. and references to these My Leave Planner Terms or

(2) a Lunetta Software Pvt. Ltd. estimate, renewal notification or order form executed by you and accepted by Lunetta Software Pvt. Ltd. which references this “My Leave Planner Terms”.

f) "Subscription Fees" means the applicable standard recurring subscription fee for the “My Leave Planner Services” as set forth at http://www.myleaveplanner.com/Pricing-Let-me-Recruit (or other URL provided or re-directed by Lunetta Software Pvt. Ltd.) or as mutually agreed upon in writing by the parties and set forth in an Order Form. Subscription Fees are subject to change upon thirty (30) days prior notice from Lunetta Software Pvt. Ltd.

g) “My Leave Planner” Service means the on-line, web-based application provided by Lunetta Software Pvt. Ltd. as specified in the applicable Order Form.

h) “Admin” means individuals who are authorized by Customer to access and use the “My Leave Planner Service” for whom subscriptions to such service has been procured, and who have been supplied user identifications and passwords by Customer (or by Lunetta Software Pvt. Ltd. at Customer’s request).

2. Subscription Service:

Subject to your compliance with these “My Leave Planner Terms” including your payment of the Subscription Fees, Lunetta Software Pvt. Ltd. shall make the “My Leave Planner Service” available to your Users for use:

(a) Online via internet;
(b) Solely for your internal business purposes;
(c) During the specified subscription Term; and
(d) In accordance with the applicable End User Limitations.

3. Restrictions:

You agree not to
a) use the “My Leave Planner Service” except as expressly authorised in these “My Leave Planner Terms” and your Order Form;
b) use any device, software, or routine that
(a) interferes with any application, function, or use of the “My Leave Planner Service” or
(b) is intended to damage, detrimentally interfere with surreptitiously intercept or expropriate any system, data, or communication;
c) out source, rent, resell, sub-license, time-share or otherwise share the “My Leave Planner Service” with any third party including service bureau use;
d) frame or mirror the login page for the My Leave Planner Service;
e) decompile, disassemble or reverse-engineer the underlying software that is part of the “My Leave Planner Service” or otherwise attempt to derive its source code;
f) use the “My Leave Planner Service” either directly or indirectly to support any activity that is illegal;
g) Access the My Leave Planner Service for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes; or
h) Authorize any third parties to do any of the above. You shall ensure that any use of the “My Leave Planner Service” by your Users is in accordance with the terms and conditions of this “My Leave Planner Terms”.

4. Trial Subscriptions:

If you receive free access or a trial or evaluation subscription to the “My Leave Planner Service” (referred to “Trial Subscription”) then you may use the ‘My Leave Planner Service” in accordance with these “My Leave Planner Terms” for the period designated in the Order Form or otherwise in writing by Lunetta Software Pvt. Ltd. in case of not designated in the Order Form, then it will be thirty 30 days (referred to “Trial Period”). Trial Subscriptions are permitted solely for your trial use to determine whether to procure a subscription to the “My Leave Planner Service”. Trial Subscription and your access to the “My Leave Planner Service” will automatically terminate upon expiration of the Trial Period. During the Trial Period, you will have the option to procure a full subscription. If you procure a paid subscription, all of the terms and conditions in these “My Leave Planner Terms” will apply to such subscription. Lunetta Software Pvt. Ltd. has the right to terminate Trial Subscription at any time for any reason without prior notice.

5. Payment:

If you choose to procure a subscription to the My Leave Planner Service, you will pay Lunetta Software Pvt. Ltd. the applicable Subscription Fee in advance each month following any applicable Trial Period. If you add additional Users or Employees or upgrade your “My Leave Planner Service” package, your Subscription Fees will be adjusted against such changes and you will be immediately charged the updated Subscription Fees at the date of such upgrade and automatically and the same shall be continued in subsequent renewal/s. You hereby authorize Lunetta Software Pvt. Ltd. for automated monthly deduction of applicable Subscription Fees/ charge from your credit or debit card as recorded in your Service account. All fees/charges are non-refundable including given for partial-months or for reduction in the number of Employees or the “My Leave Planner Service” package level. Fees/charges do not include any local, state, federal or foreign taxes, levies or duties of any nature, including value-added, sales use or withholding taxes ("Taxes"). You are responsible for paying all Taxes, excluding taxes levied on Lunetta Software Pvt. Ltd's net income. Any late payments shall be subject to a service charge equal to 1.5% of the amount due (calculated on a monthly basis).

6. Term:

This “My Leave Planner Terms” are effective from fee payment date and continue in effect until expiration of subscriptions (referred to the “Term”) unless terminated earlier pursuant to this “My Leave Planner Terms”. Unless otherwise specified on your Order Form and except for non-converting Trial Subscriptions, you will have a month-to-month subscription for “My Leave Planner Service” which will automatically renew each month subject to fee payment in advance. Intimation of expiration date will be communicated by the Lunetta Software Pvt. Ltd. in three (03) days advance

7. Ownership:

All the rights, title and interest in and to all intellectual property rights in the “My Leave Planner Service” are owned or exclusively held with Lunetta Software Pvt. Ltd. As provided in this “My Leave Planner Terms” the license granted to you does not convey any rights in the “My Leave Planner Service” either express or implied. Any rights not expressly granted herein are reserved by Lunetta Software Pvt. Ltd. You may not delete or in any manner alter the copyright, trademark, and other proprietary rights notices appearing in or on the “My Leave Planner Service” as provided.

8. Your Responsibilities:


You are responsible for compliance of your Users with this “My Leave Planner Terms” and for all activity occurring under your User accounts and shall
(a) maintain the accuracy and completeness of the information you provide in your account registration, Order Form, Employee counts and status and authorized Users; and
(b) notify Lunetta Software Pvt. Ltd. immediately of any unauthorized use of password or account or any other known or suspected breach of security. You are responsible for obtaining, maintaining, and supporting all internet access, computer hardware, and other equipment and services needed for its access.
(c) solely responsible and liable for the Customer Data and will procure all necessary rights and permissions to use such Data in connection with the “My Leave Planner Service”. Moreover, you shall control access and management of your Customer’s Data and Lunetta Software Pvt. Ltd. shall not be held liable for such data in whatsoever manner including any disclosure, modification or deletion of Customer Data. Lunetta Software Pvt. Ltd. may limit, substitute, change or eliminate any third-party services available through or used in conjunction with the “My Leave Planner Service” without any liability.

9. Lunetta Software Pvt. Ltd. Responsibilities:


Lunetta Software Pvt. Ltd. will not use Customer Data for any purpose other than to exercise its rights and perform its obligations in providing the “My Leave Planner Service” and applicable services pursuant to this “My Leave Planner Terms”. Lunetta Software Pvt. Ltd. may access your account and Customer Data only if necessary to identify or resolve technical problems, determine the recurring subscription fees due to Lunetta Software Pvt. Ltd. or in order to respond to complaints about the “My Leave Planner Services.

(a) To comply with any laws of the land, regulatory requirements, or judicial process;
(b) To enforce these My Leave Planner Terms;
(c) To respond to claims that you are using the “My Leave Planner Services” to perform or support any activities that violates the third parties right or privacy policy;
(d) As otherwise directed by you or your Users in writing.


10. Support:

Support for the “My Leave Planner Service” is provided to the paying Customers and is available via:

• E-mail to support@myleavePlanner.com and
• Direct call to +91 22 65117999

Support is subject to any applicable Lunetta Software Pvt. Ltd. support policies and does not cover issues arising from:

a) your equipment, software, network connections or other infrastructure;
b) use of the “My Leave Planner Service” by you in a manner not consistent with its documentation;
c) modifications to the “My Leave Planner Service” by any party other than Lunetta Software Pvt. Ltd;
d) general Internet problems, force majeure events or other factors outside of Lunetta Software Pvt. Ltd’s reasonable control.
Support is not available for Trial Subscriptions.

11. Scheduled Downtime:

Lunetta Software Pvt. Ltd. will use commercially reasonable efforts to pre-announce any scheduled downtime associated with upgrades and maintenance via e-mail communication or posted to the account administrator. The operation of and access to the “My Leave Planner Services” may be interfered due to numerous other factors beyond control and Lunetta Software Pvt. Ltd. shall not be liable for any such costs, losses, expenses, damages, or liabilities arising out of such events.

12. Usage Data:

In addition to certain information given by you including your account information, authorized User information, and services & support information, in respect of obtaining “My Leave Planner Services”, Lunetta Software Pvt. Ltd. may maintain other information’s including duration and frequency of your use, pages viewed and searches performed, and other such anonymous usage data (collectively called as “Usage Data”). Lunetta Software Pvt. Ltd. use the Usage Data for internal business purposes only, including improving, testing and providing the “My Leave Planner Services” and additional services. Lunetta Software Pvt. Ltd. may disclose Usage Data in aggregate form (e.g., data aggregated from your and other customers’ use of the My Leave Planner Services without identifying you or any other customer) for promotion, statistical analysis, market analysis, financial analysis, and other such purposes.

13. Termination:

Without limiting any other remedies available to it, Lunetta Software Pvt. Ltd. may immediately suspend access to the My Leave Planner Service and/or terminate these My Leave Planner Terms (including all active subscriptions) if:

(a) you breach any material provision of this “My Leave Planner Terms”, if it is capable of being cured and not rectified within thirty (30) days from written notice to you;
(b) if Lunetta Software Pvt. Ltd. reasonably concludes that the “My Leave Planner Service” is being used to engage in denial of service attacks, spamming, or illegal activity;
(c) Lunetta Software Pvt. Ltd. determines that your actions are likely to cause legal liability for its suppliers and other customers;
(d) Due to non-payment of monthly fee this “My Leave Planner Service” shall automatically terminated, and you may not continue to use;
(e) If two (2) delinquent notices issued and defaulted continued by you.

14. Confidentiality:

For purposes of these My Leave Planner Terms, “Confidential Information” shall include the terms of these My Leave Planner Terms, Customer Data, each party’s proprietary technology, business processes and technical product information, designs, issues, all communication between the parties regarding the “My Leave Planner Service” and any information that is clearly identified in writing at the time of disclosure as confidential. Notwithstanding the foregoing, Confidential Information shall not include information which:

(a) Is known publicly;
(b) Is generally known in the industry before disclosure;
(c) Has become known publicly, without fault of the receiving party;
(d) The receiving party becomes aware of from a third party not bound by non-disclosure obligations to the disclosing party and with the lawful right to disclose such information to the receiving party; or
(e) Is Usage Data.

Each party agrees:

   i.To keep confidential all Confidential Information;
   ii.Not to use or disclose Confidential Information except to the extent necessary to perform its obligations or exercise rights under this “My Leave Planner Terms” or as directed by the other party (including disclosure of Customer Data to third-party services as directed by you or your Users in writing);
   iii.To protect the confidentiality thereof in the same manner as it protects the confidentiality of similar information and data of its own (at all times exercising at least a reasonable degree of care in the protection of such Confidential Information, including but not limited to inputting credit card data and social security numbers only in the fields designated for such data in the My Leave Planner Service) and to make Confidential Information available to authorized persons only on a “need to know” basis.

15. No Warranty:

Lunetta Software Pvt. Ltd. does not offer human resources, financial, accounting or legal advice. The “My Leave Planner Service” may provide general information about the possible use of the “My Leave Planner Service” or related industry principles or standards, but such general information is intended for informational purposes only, and is not intended to be relied upon as professional legal, regulatory or other advice. The “My Leave Planner Services” are provided on “AS IS” basis and the entire risk as to satisfactory performance, accuracy, and effort is with you. Lunetta Software Pvt. Ltd. and its suppliers do not warrant that the operation of the “My Leave Planner Service” will be error free or uninterrupted. LUNETTA SOFTWARE PVT. LTD. AND ITS SUPPLIERS HEREBY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

16. Limitation of Liability:

IN NO EVENT SHALL LUNETTA SOFTWARE PVT. LTD 'S AGGREGATE LIABILITY SHALL EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU TO LUNETTA SOFTWARE PVT. LTD. FOR THE RELEVANT “My Leave Planner SERVICE”. IN NO EVENT SHALL LUNETTA SOFTWARE PVT. LTD 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 “My Leave Planner TERMS” OR THE “My Leave Planner SERVICE” INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE My Leave Planner SERVICE, OR FOR ANY INFORMATION OBTAINED FROM OR THROUGH THE My Leave Planner SERVICES, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF CAUSE, 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.

17. Modifications:

Lunetta Software Pvt. Ltd. may make modifications to the “My Leave Planner Service” or particular components of this Service from time to time and will use commercially reasonable efforts to notify you of any material modifications. Lunetta Software Pvt. Ltd. reserves the right to discontinue offering additional services at any time without giving prior notice in this regard or revise subscription fee for such additional services from time-to-time.

18. Force Majeure:

If any of the parties to this Agreement are prevented from performing any of their obligations under this Agreement by events of Force Majeure, such as war, fire, flood, earthquake, or any other event beyond the reasonable control of such party, the time period for performance of such obligations shall be extended by a period equal to the delay caused by such event, and the parties hereto shall conduct friendly negotiations as soon as possible to find a mutually satisfactory solution to the problems caused by such events.

19. Arbitration:

The Parties shall endeavor to settle all disputes and differences relating to and/or arising out of this Agreement amicably. In the event of the Parties failing to resolve any dispute amicably, the same shall be referred for the arbitration. The arbitrator shall be appointed by Lunetta Software Pvt. Ltd. and its award shall be binding to both the parties. The venue of arbitration shall be at Mumbai only and the language of arbitration shall be English. The arbitration proceedings shall take place as per Indian Arbitration Act (1996) as amended from time to time.

20. Governing Laws:

This Agreement shall be governed and construed in accordance with the Indian laws for the time being in force.

21. Jurisdiction:

The Courts at Mumbai shall have Jurisdiction in respect of any disputes, claims, suits etc. arising from or relating to this Agreement.

22. Severability:

The invalidation of any one of the terms, conditions or other provisions herein by judgment or court order shall in no way affect any other terms, conditions and provisions hereof, and the remainder of this Agreement shall remain in full force and effect.