The following definitions shall apply for the scope of these Terms:
Should a Product of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED be provided to the Customer pursuant to a license which, when fully paid, is to be perpetual, the following shall apply:
Scope of the Standard Terms and Conditions of Business
The standard terms and conditions of business set out below (hereinafter referred to as "Terms") shall apply
to any and all agreements between SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, and its Customers concerning the delivery of
its Products and/or Services, in particular, the provision of Software and its Updates/Upgrades, Managed
Services and the rendering of related Services.
These Terms shall also apply to any and all future agreements between SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED and the
Customer without any further reference to them. In addition to these Terms, the EULA shall be applicable to
any use of Products and in case of Services; the respective SLA shall be applicable in addition to these
Terms. In case of conflict between these Terms and the EULA and/or the respective SLA, the provisions of
these Terms shall prevail unless a specific term in a EULA or SLA is more favorable to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
These Terms shall prevail over any proposed terms and conditions of the Customer, even if the Customer has
communicated its terms and conditions to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED unless SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has
agreed to customer's terms and conditions in onekeygen.com. These Terms also apply in cases where SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps provides its Products and/or Services to the Customer without any reservation and/or
with knowledge of the contradicting or differing terms of the Customer.
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED reserves the right to change, update, amend or modify these Terms at any time.
Such changes will be transmitted to the Customer in onekeygen.com (email will be sufficient). The Customer
may object to the changes. If the Customer does not object to the changes or any part thereof, within four
(4) weeks after receipt of a notification (hereinafter referred to as "Objection Period"), the changes shall
be deemed accepted unequivocally by the Customer. If the Customer objects to the notified changes within the
Objection Period, the agreement will continue on the present Terms or SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may, in its
discretion terminate any or all licenses or other agreements with the Customer. Objections, notifications
and other correspondence from the Customer to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED shall be sent to the address at the
end of these Terms.
Access - means access to a Service by use of a browser and with the aid of a Login.
Automatic Renewal - means renewal of a License at the end of a License Term without added
notice. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
Apps Freeware - means any and all Products and Services that are provided to the Customer free
of charge.
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Shareware - means any and all Products and Services that are
provided to the Customer free of charge for trial purposes for a limited or unlimited License Term.
Computer - means any device that is able to process data with the assistance of a programmable
calculation specification.
Consumer - means a Consumer and/or Entrepreneur.
Entrepreneur - means any natural person, partnership, corporation, Limited Liability Company
or other legal business entity that uses the Products or Services of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED in their or
its business and is not using the Products or Services for personal or family reasons.
EULA -means the End User License Agreement of the respective SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED entity
that must be accepted by the Customer before any use of the Products. I (users) agree all the terms and
conditions with SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED ides lot of various different applications, Apps
purpose is for safety and entertainment purpose only. If any misuse will happened through any Apps of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED then i agree on that i will be only responsible. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED will not be
responsible directly or indirectly. I am also responsible for my data storage and lost of data, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED team are not responsible for that. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITEDS application has limited
features only as provided by the Apple guidelines and IOS limitations in software architecture. Customer or
end users having not any rights to claim for same features in both IOS and Android Operating system. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s Android and IOS having different features totally depends on mobile operating systems. It
stipulates the Customer's usage rights for the Products under the relevant agreement and is available for
download on www.onekeygen.com
Fee - means the price or the License fee to be paid for a Product or Service of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps.
License - means the Customer's right to use the Products or Services subject to these Terms
and in accordance with the EULA or SLA in effect as at the date of execution of the relevant agreement. The
License shall detail the nature and scope of the Customer's right to use the Products and/or Services.
For those SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products for which an Update Service is provided, the License shall
also detail the Customer's right to receive ongoing Updates/Upgrades during the License Term for the
provided Software. License Term - means the time period for which SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has granted
Customer a License to a Product or Service and, if applicable to receive Updates and Upgrades. The License
Term commences as soon as the Customer has received a Software Key or Login.
Login - means entering of identifier information into a Managed Service by a Customer in order
to access that Managed Service. By sending a Login to a Customer, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED grants a
License to the Customer to the Managed Service to which the Login applies.
Malware - means any software and any other dataset that causes damaging or undesirable
functions in Computer or in a computer system of a user.
Managed Service - means a software application managed by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED and
deployed to Customer over the Internet with the aid of a Login.
Multiple Use - means the simultaneous storage, simultaneous retention and any other
contemporaneous use of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products on several Computers. Such use is only allowed
pursuant to Licenses for Multiple Use for some SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED products.
One-Time-Code (OTC) - means a sequence of numbers, letters and/or other symbols that must be
entered into the Computer for some Software of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED during initial installation. In
such cases, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED will provide Customer with an OTC. Upon entering a valid OTC, the
Customer shall receive the Software Key, and the License Term for that Software shall commence.
Product - means SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Software including any applicable Update Service and
user handbooks or other goods provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Reseller - means a Customer to whom Products or Services are provided expressly for the purpose
of resale.
Service - means Managed Service or other related services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps.
SLA - means the Service Level Agreement of the respective SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED entity
that must be accepted by the Customer before any use of the Services. It defines the Customer's rights of
use for the respective Services under the relevant agreement and is available for download on onekeygen.com.
Software - means SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED computer programs in object code format, including
any and all Updates and Upgrades thereof that SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED makes available and for which SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps has granted a License to a Customer.
Software Key -means an encrypted code that identifies the Software provided to Customer by
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED and is necessary for installation and access to Updates/Upgrades. The Software
Key is an integral component of the Software. By sending a Software Key, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED grants
the Customer the License to the Software to which the Software Key applies.
Support -means a Service which SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED offers to Customers seeking help desk
support for Products or Services.
Updates and Upgrades -
mean the updating of the Software. Classification of the updating as an Update or Upgrade is at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps’s sole discretion.
Update Service -
means the ongoing updating of Software through Updates and/or Upgrades and providing such Updates and
Upgrades to the Customer by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED. Some Software requires the Update Service for
functional use. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may at its sole discretion render and designate services under
its Update Service as an Update or Upgrade.
Offer and Acceptance of the Agreement The presentation of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s Products and Services
on the internet and in prospectuses, catalogues and brochures is for informational purposes only and shall
not provide an express or implied warranty nor any binding offer from SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED but,
rather, shall constitute an opportunity for the Customer to learn information and to prepare to make a
binding contractual offer in the form of an order.
A legally binding agreement between SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED and the Customer shall be concluded only if
the Customer places an order and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED accepts such order by way of a written order
confirmation (email is sufficient) or by providing one or more Products and/or Services to the Customer,
(e.g. per download or by provision of a Login).
Any and all orders accepted by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED are subject to these Terms and the applicable EULA
and/or applicable SLA.
Should the Customer be entitled to withdraw from or terminate an agreement based on any applicable statutory
withdrawal right and should the Customer exercise this right within the relevant statutory period, the
relevant EULA and/or SLA shall terminate at the same time. In case of such withdrawal or termination, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps will refund the Customer any fees on a pro-rata basis that have already been paid for
the respective Product or Service according to any applicable statutory provisions.
Any deviations from or modifications to these Terms must be expressly agreed to between the parties in
onekeygen.com.
Offer and Acceptance of the Agreement The presentation of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s Products and Services
on the internet and in prospectuses, catalogues and brochures is for informational purposes only and shall
not provide an express or implied warranty nor any binding offer from SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED but,
rather, shall constitute an opportunity for the Customer to learn information and to prepare to make a
binding contractual offer in the form of an order.
A legally binding agreement between SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED and the Customer shall be concluded only if
the Customer places an order and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED accepts such order by way of a written order
confirmation (email is sufficient) or by providing one or more Products and/or Services to the Customer,
(e.g. per download or by provision of a Login).
Any and all orders accepted by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED are subject to these Terms and the applicable EULA
and/or applicable SLA.
Should the Customer be entitled to withdraw from or terminate an agreement based on any applicable statutory
withdrawal right and should the Customer exercise this right within the relevant statutory period, the
relevant EULA and/or SLA shall terminate at the same time.
In case of such withdrawal or termination, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED will refund the Customer any fees on a
pro-rata basis that have already been paid for the respective Product or Service according to any applicable
statutory provisions.
Any deviations from or modifications to these Terms must be expressly agreed to between the parties in
onekeygen.com.
The EULAs and SLAs that are concluded subject to these Terms shall define the Customer's rights to use SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps Products and/or Services in accordance with these Terms and the applicable EULA and/or SLA. Upon payment of the agreed Fee, the Customer shall be granted such use rights.
For Software for which an Update Service is available, the License shall include:
A non-exclusive, non-transferable (with the exception of clause 5. below) right to use the Software without
added charge for the License Term, and A right to access the Update Service during the License Term as paid
for.
For Managed Services and Software for which no Update Service is provided, the License shall include a
non-exclusive, non-transferable (with the exception of clause 5. below) right to use the Managed Services or
the Software during the License Term as paid for.
Title in and to the Products and Services, and any and all other rights, including, but not limited to the
rights of publication, reproduction, processing, translation and other exploitation rights, shall be
retained by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
After an agreement has been withdrawn, rescinded or terminated, the Customer's License for the Products or
Services shall automatically terminate and Customer shall have no further right of Access to or use of the
Product or Services. The Customer shall receive no further Updates/Upgrades from SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
The Customer shall dispose of all Software, in particular, the original data media, any backup copies and
the Software data files stored on its Computer system. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand a written
confirmation by the Customer declaring that all Software has been deleted in full.
Software has a specific product lifecycle that governs the operating systems with which the Software is
compatible and how long the Software will be supported by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED. Software is possibly
not compatible with operating systems that are not specified in the product lifecycle or once the support
period has expired. Therefore, the product lifecycle constitutes therefore an integral part of the relevant
agreement and is published on onekeygen.com.
Provisions for the use of Software and Managed Service:
In using the Software and/or Managed Service, the Customer shall at all times comply with these Terms and
Conditions as well as the terms of the EULA and/or SLA applicable at the time of execution of this
agreement. In particular, the Software must not be reproduced, transferred or decompiled (i.e. recompilation
into the source code), unless expressly permitted by the EULA or permitted according to law. If the Customer
wishes to reverse engineer, decompile or disassemble the Software (hereinafter referred to as
"De-compilation") for the purpose of achieving interoperability with other computer programs if allowed by
law, the Customer shall contact SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before De-compilation of the Software and request
the provision of the information necessary for the achievement of such interoperability. If SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps supplies such information concerning interoperability without undue delay, the Customer shall
not be entitled to decompile the Software. Software for which no special Licenses for Multiple Use are
available according to the relevant product information is restricted to use on one Computer by a Customer.
For this purpose, the Customer may use any available Computer that meets the system requirements and for
which the License was granted. Should the Customer change the Computer, the Software must be deleted from
the Computer on which the Software was previously installed before the reinstallation of the Software on a
different Computer. For Software whose product information provides special Licenses for Multiple Use,
Multiple Use shall be permissible only if, and to the extent that, the Customer purchased and was granted
the relevant type or number of Licenses by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Unless explicitly granted in the applicable License, Customer shall not have the right to access Managed
Services by simultaneous or multiple use of the same Login. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED reserves all rights
to bring an action to prohibit or stop any unauthorized use of Products and/or Services by the Customer,
including but not limited to, claims for injunctive relief and damages. Unauthorized use by the Customer may
lead to criminal prosecution under the relevant laws. Reference is also made to the supplementary terms and
conditions of use under the applicable EULA and/or the SLA. Special provisions for Resellers If Products
and/or Services are provided to a Reseller, the Reseller may transfer the License to a third party. In the
event of a resale, the serial numbers issued by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED (e.g. License numbers, OTCs or
Logins) shall be stated in the invoice.
Special provisions for Resellers If Products and/or Services are provided to a Reseller, the Reseller may
transfer the License to a third party. In the event of a resale, the serial numbers issued by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps (e.g. License numbers, OTCs or Logins) shall be stated in the invoice.
The Reseller shall not grant to its Customers any rights in the Products and/or Services that are different
from, or greater than, those permitted pursuant to these Terms and Conditions, a EULA and/or an SLA. The
Reseller shall not reproduce the Products and/or Services in whole or in part, including for purposes of
data backup. The parties acknowledge that damages resulting from a breach of this clause by Reseller are
difficult to determine and/or quantify. Therefore, for each breach of the foregoing provisions of this
clause 5, and without prejudice to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s right to seek other remedies at law or in
equity the Reseller shall pay to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED liquidated damages in the amount of USD 20,000.
Additional claims by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED resulting from the breach of these provisions remain
unaffected. Such liquidated damages will be set off against any other damage awards to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps resulting from the breach.
The Reseller shall not reproduce the Products and/or Services in whole or in part, including for purposes of
data backup. The parties acknowledge that damages resulting from a breach of this clause by Reseller are
difficult to determine and/or quantify. Therefore, for each breach of the foregoing provisions of this
clause 5, and without prejudice to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s right to seek other remedies at law or in
equity the Reseller shall pay to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED liquidated damages in the amount of USD 20,000.
Additional claims by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED resulting from the breach of these provisions remain
unaffected. Such liquidated damages will be set off against any other damage awards to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps resulting from the breach.
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED terms & Conditions will be applicable for all the Apps offered by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED delivery obligations shall be governed only by
(i) SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED order confirmation, (ii) these Terms, (iii) the EULA and/or the SLA (as
applicable) unless explicitly agreed otherwise between the parties in onekeygen.com. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may render partial deliveries where a partial delivery is reasonable for the Customer and does not
significantly impair the Customer's interests. Deviations of the delivered Products and/or Services from
documentation shall be permitted provided that they are reasonable and that the performance of the Products
or Services is not materially, adversely affected. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED reserves the right to make
technical changes to the Products and/or Services which enhance their operability and performance or which
are necessary for the operability of the Products and/or Services.
Deviations of the delivered Products and/or Services from documentation shall be permitted provided that
they are reasonable and that the performance of the Products or Services is not materially, adversely
affected. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED reserves the right to make technical changes to the Products and/or
Services which enhance their operability and performance or which are necessary for the operability of the
Products and/or Services. Should Products and/or Services licensed by Customer be replaced by new Products
and/or Services in SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s product line, and such new Products and/or Services perform
as well or better than the Products and/or Services ordered by Customer, then SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has
Deviations of the delivered Products and/or Services from documentation shall be permitted provided that
they are reasonable and that the performance of the Products or Services is not materially, adversely
affected. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED reserves the right to make technical changes to the Products and/or
Services which enhance their operability and performance or which are necessary for the operability of the
Products and/or Services.
Should Products and/or Services licensed by Customer be replaced by new Products and/or Services in SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps’s product line, and such new Products and/or Services perform as well or better than
the Products and/or Services ordered by Customer, then SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has the right to deliver
such new Products and/or Services instead of the ordered Products
Should Products and/or Services licensed by Customer be replaced by new Products and/or Services in SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps’s product line, and such new Products and/or Services perform as well or better than
the Products and/or Services ordered by Customer, then SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has
Deviations of the delivered Products and/or Services from documentation shall be permitted provided that
they are reasonable and that the performance of the Products or Services is not materially, adversely
affected. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED reserves the right to make technical changes to the Products and/or
Services which enhance their operability and performance or which are necessary for the operability of the
Products and/or Services.
Should Products and/or Services licensed by Customer be replaced by new Products and/or Services in SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps’s product line, and such new Products and/or Services perform as well or better than
the Products and/or Services ordered by Customer, then SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has the right to deliver
such new Products and/or Services instead of the ordered Products and/or Services. Should Products and/or
Services of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED be shipped at the Customer's request, the risk for damage and loss
shall pass to the Customer upon release for shipment by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED. In the event of receipt
of Software by download, risk shall pass to the Customer as soon as Customer has received the necessary
Software Key.
Should SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s performance be delayed beyond the date confirmed by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps, claims for late performance may only be asserted following the expiry of a reasonable grace
period of no less than three weeks set by the Customer. Should SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED be in default of
its delivery obligations or should delivery become impossible for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps shall only be liable pursuant to clauses 10 and 11 below. If timely delivery is prevented by
circumstances that are not just temporary and that do not fall within SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s control
(in particular, in the event of strike, lock-out, unavailability of materials, force majeure, transport
hindrances, plant closures or unavailability of internet connection), SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED or the
Customer may, upon ten (10) days written notice, rescind this agreement without giving rise to any
obligation to the other party.
Should Products and/or Services of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED be shipped at the Customer's request, the risk
for damage and loss shall pass to the Customer upon release for shipment by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED. In
the event of receipt of Software by download, risk shall pass to the Customer as soon as Customer has
received the necessary Software Key.
Should SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s performance be delayed beyond the date confirmed by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps, claims for late performance may only be asserted following the expiry of a reasonable grace
period of no less than three weeks set by the Customer. Should SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED be in default of
its delivery obligations or should delivery become impossible for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps shall only be liable pursuant to clauses 10 and 11 below. If timely delivery is prevented by
circumstances that are not just temporary and that do not fall within SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s control
(in particular, in the event of strike, lock-out, unavailability of materials, force majeure, transport
hindrances, plant closures or unavailability of internet connection), SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED or the
Customer may, upon ten (10) days written notice, rescind this agreement without giving rise to any
obligation to the other party.
Remuneration and payment terms Unless expressly agreed otherwise, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s Fees are net
free place of shipment, and all shipping costs, in particular, packaging, transport costs and transport
insurance, as well as applicable statutory value added tax - if any - shall be paid by the Customer.
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted by
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED only pursuant to a special agreement between the parties and only if these
methods of payment do not give rise to any costs and fees for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED. If the Customer
defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory default interest for
all past due sums without further notice.
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted by
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED only pursuant to a special agreement between the parties and only if these
methods of payment do not give rise to any costs and fees for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory default
interest for all past due sums without further notice.
Payments shall be due immediately without any deductions.
Bills of exchange and checks shall be accepted by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED only pursuant to a special
agreement between the parties and only if these methods of payment do not give rise to any costs and fees
for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory default
interest for all past due sums without further notice. Unless expressly agreed otherwise, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps’s Fees are net free place of shipment, and all shipping costs, in particular, packaging,
transport costs and transport insurance, as well as applicable statutory value added tax - if any - shall be
paid by the Customer. Payments shall be due immediately without any deductions. Bills of exchange and checks
shall be accepted by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED only pursuant to a special agreement between the parties and
only if these methods of payment do not give rise to any costs and fees for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED. If
the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory Payments
shall be due immediately without any deductions.
Bills of exchange and checks shall be accepted by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED only pursuant to a special
agreement between the parties and only if these methods of payment do not give rise to any costs and fees
for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory
Unless expressly agreed otherwise, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s Fees are net free place of shipment, and all
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted by
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED only pursuant to a special agreement between the parties and only if these
methods of payment do not give rise to any costs and fees for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory
Unless expressly agreed otherwise, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s Fees are net free place of shipment, and all
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory
Unless expressly agreed otherwise, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s Fees are net free place of shipment, and all
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted by
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED only pursuant to a special agreement between the parties and only if these
methods of payment do not give rise to any costs and fees for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory
Unless expressly agreed otherwise, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s Fees are net free place of shipment, and all
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted by
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED only pursuant to a special agreement between the parties and only if these
methods of payment do not give rise to any costs and fees for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory
Unless expressly agreed otherwise, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s Fees are net free place of shipment, and all
shipping costs, in particular, packaging, transport costs and transport insurance, as well as applicable
statutory value added tax - if any - shall be paid by the Customer.
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted by
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED only pursuant to a special agreement between the parties and only if these
methods of payment do not give rise to any costs and fees for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
If the Customer defaults in payments, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand agreed upon or statutory default
interest for all past due sums without further notice.
IF the Customer defaults in payment, then SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may withhold all deliveries to the
Customer, including Updates and Upgrades. Customer should carefully note the consequences of a failure to
install Updates/Upgrades, in particular, that the protective function of the Software may be impaired.
The Customer may only set off against claims of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED if the Customer's particular
claims are uncontested or confirmed in a final and binding judgment and only insofar as its counterclaims
are based on the same legal relationship between the parties. Customer should carefully note the
consequences of a failure to install Updates/Upgrades, in particular, that the protective function of the
Software may be impaired. The Customer may only set off against claims of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED if the
Customer's particular claims are uncontested or confirmed in a final and binding judgment and only insofar
as its counterclaims are based on the same legal relationship between the parties.
The Customer may only set off against claims of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED if the Customer's particular
claims are uncontested or confirmed in a final and binding judgment and only insofar as its counterclaims
are based on the same legal relationship between the parties.
Customer should carefully note the consequences of a failure to install Updates/Upgrades, in particular,
that the protective function of the Software may be impaired.
The Customer may only set off against claims of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED if the Customer's particular
claims are uncontested or confirmed in a final and binding judgment and only insofar as its counterclaims
are based on the same legal relationship between the parties.
The Customer may only set off against claims of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED if the Customer's particular
claims are uncontested or confirmed in a final and binding judgment and only insofar as its counterclaims
are based on the same legal relationship between the parties.
Customer should carefully note the consequences of a failure to install Updates/Upgrades, in particular,
that the protective function of the Software may be impaired.
The Customer may only set off against claims of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED if the Customer's particular
claims are uncontested or confirmed in a final and binding judgment and only insofar as its counterclaims
are based on the same legal relationship between the parties.
Proper use of the Software requires receipt of a Software Key from SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED or one of its
authorized Resellers and Customer's installation of all Updates/Upgrades for the respective Software by
Customer. If the Customer has not installed the current Updates/Upgrades of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the
Software's protection against computer viruses and other Malware may be materially impaired. Installation of
the Software and its Updates/Upgrades as well as regular downloading of the full and current
Updates/Upgrades shall be the Customer's sole responsibility.
The Customer shall familiarize itself with the key functions of the Software or Service. The Customer shall
bear the entire risk as to whether the Software or Service meets the individual requirements and needs of
the Customer. The setup of a functional hardware and software environment for the Software or Service shall
be the sole responsibility of the Customer. The same shall apply to regular data backup within the
Customer's EDP system.
The Customer shall comply with SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s advice and instructions concerning installation
of the Software, the updating thereof by Updates/Upgrades and its operation. The Customer shall regularly
consult SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED website (onekeygen.com) to learn SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED current advice
and shall take this into account while operating the Software.
The Customer shall install the Software at its own cost.
This shall also be the case if certain Updates/Upgrades and releases require a new installation of the
Software during the License Term. The Customer shall promptly notify SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED of any
alleged or potential defects in the The Customer shall promptly notify SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED of any
alleged or potential defects in the Products and/or Services provided. The Customer shall notify SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps without undue delay of any changes to its email address or contact information in order
for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED to be able to send the Customer security-relevant information for the use of
the Software or Services. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED shall not be liable for any damages resulting from
Customer's failure to provide such notification. The Customer shall promptly notify SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps of any alleged or potential defects in the Products and/or Services provided. The Customer shall notify
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED without undue delay of any changes to its email address or contact information in
order for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED to The Customer shall promptly notify SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED of any
alleged or potential defects in the Products and/or Services provided. The Customer shall notify SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps without undue delay of any changes to its email address or contact information in order
for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED to be able to send the Customer security-relevant information for the use of
the Software or Services. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED shall not be liable for any damages resulting from
Customer's failure to provide such notification.
The Customer shall promptly notify SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED of any alleged or potential defects in the
Products and/or Services provided.
The Customer shall notify SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED without undue delay of any changes to its email address
or contact information in order for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED to be able to send the Customer
security-relevant information for the use of the Software or Services.
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED shall not be liable for any damages resulting from Customer's failure to
provide such notification.
Unless expressly agreed otherwise, the Products provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED as well as SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps Services shall reasonably conform to all material product information and
specifications provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, including that in the user handbooks. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps does not warrant that the Products and Services under the agreement will be fit for any
particular purpose. The Customer is advised and understands that, based on the current state of the art,
technology program errors cannot be excluded from a Software Product or Service with complete certainty and
that it is not possible to develop Software or Services that detect The Customer is advised and understands
that, based on the current state of the art, technology program errors cannot be excluded from a Software
Product or Service with complete certainty and that it is not possible to develop Software or Services that
detect The Customer is advised and understands that, based on the current state of the art, technology
program errors cannot be excluded from a Software Product or Service with complete certainty and that it is
not possible to develop Software or Services that detect any and all existing viruses or other Malware.
FAILURE TO INSTALL UPDATES OR UPGRADES AS PROVIDED WILL VOID ANY WARRANTIES HERE UNDER.
FAILURE TO INSTALL UPDATES OR UPGRADES AS PROVIDED WILL VOID ANY WARRANTIES HERE UNDER. Customer agrees and
warrants that the Products shall not be used in high risk pursuits that require error-free, permanent
operation of systems and in which the failure of the Products may result in harm to an individual’s life,
body or health or in substantial damage to property or the environment (such as high risk activities and
high availability activities, including but not limited to the operation of nuclear facilities, weapon
systems, aviation navigation or communication systems, air traffic control, life support systems and
equipment, machine and production processes of pharmaceuticals and food production).
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED does not warrant or guarantee that the Products are fit for use in these, or
other, high risk areas. If the Customer is an Entrepreneur and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has provided the
Customer with the Product pursuant to a perpetual, fully paid license, then defects in the provided
Products, shall be rectified by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, as follows, provided the Customer has notified
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED of the respective defect promptly Notified errors shall be rectified by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps choice If the Customer is an Entrepreneur and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has provided
the Customer with the Product pursuant to a perpetual, fully paid license, then defects in the provided
Products, shall be rectified by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, as follows, provided the Customer has notified
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED of the respective defect promptly Notified errors shall be rectified by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps choice through correction of the error ("repair") or provision of an error-free Product
("substitute If the Customer is an Entrepreneur and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has provided the Customer
with the Product pursuant to a perpetual, fully paid license, then defects in the provided Products, shall
be rectified by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, as follows, provided the Customer has notified SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps of the respective defect promptly Notified errors shall be rectified by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps choice through correction of the error ("repair") or provision of an error-free Product ("substitute
delivery").
Costs for correction shall be borne by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
If the Customer is an Entrepreneur and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has provided the Customer with the Product
pursuant to a perpetual, fully paid license, then defects in the provided Products, shall be rectified by
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, as follows, provided the Customer has notified SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED of the
respective defect promptly Notified errors shall be rectified by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED choice through
correction of the error ("repair") or provision of an error-free Product ("substitute delivery"). Costs for
correction shall be borne by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
If the defects cannot be corrected within a reasonable period or if repair and substitute delivery fail for
other reasons, then the Customer may, at its choice, reduce the Fee paid to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED pro
rata or - if the defects are not immaterial - terminate the agreement. Any damage claims of a Customer or
claims for expenses incurred that arise from such defects shall be governed exclusively by clause 11. If
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has provided a Customer with the Product pursuant to a fully paid license for a
specific term, for one year after commencement of the License Term defects in the Product shall be rectified
by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED within a reasonable period after notification of the defect.
The rectification of defects shall be effected, at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s choice, by way of repair or
substitute delivery, free of charge. If the defects cannot be corrected within a reasonable period or if
repair and substitute delivery fail for other reasons, then the Customer may, at its choice, reduce the Fee
paid to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED pro rata or - if the defects are not immaterial - terminate the
agreement. Any damage claims of a Customer or claims for expenses incurred that arise from such defects
shall be governed exclusively by clause 11.
If SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has provided a Customer with the Product pursuant to a fully paid license for
a specific term, for one year after commencement of the License Term defects in the Product shall be
rectified by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED within a reasonable period after notification of the defect.
The rectification of defects shall be effected, at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s choice, by way of repair or
substitute delivery, free of charge.
If the defects cannot be corrected within a reasonable period or if repair and substitute delivery fail for
other reasons, then the Customer may, at its choice, reduce the Fee paid to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED pro
rata or - if the defects are not immaterial - terminate the agreement.
Any damage claims of a Customer or claims for expenses incurred that arise from such defects shall be
governed exclusively by clause 11.
If SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has provided a Customer with the Product pursuant to a fully paid license for
a specific term, for one year after commencement of the License Term defects in the Product shall be
rectified by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED within a reasonable period after notification of the defect.
The rectification of defects shall be effected, at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED’s choice, by way of repair or
substitute delivery, free of charge.
The Customer is only entitled to terminate the agreement due to the failure to grant use in accordance with
the agreement if SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has been given sufficient opportunity to rectify the defect and
such attempt has failed.
A repair or substitute delivery shall be viewed to have failed only if SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED has been
given sufficient opportunity to affect a repair or substitution without achieving the desired result or if
the repair or substitution was unjustifiably refused by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED. If rectification of a
defect in the form of repair or subsequent delivery is only possible for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED at
unreasonable expenses, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may refuse to rectify the defect and may afford the
Customer to its right to rescind or terminate the agreement.
No warranty is provided for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Freeware or other Products and/or Services provided
by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED free of charge, except for the operability of the Computer Program
hereinafter.
The same shall apply for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Shareware, as long as there is no agreement with the
Customer for the unconditional provision of a Software Key or Login No warranty is provided for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps Freeware or other Products and/or Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED free
of charge, except for the operability of the Computer Program hereinafter. The same shall apply for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps Shareware, as long as there is no agreement with the Customer for the unconditional
provision of a Software Key or Login
No warranty is provided for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Freeware or other Products and/or Services provided
by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED free of charge, except for the operability of the Computer Program
hereinafter.
The same shall apply for SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Shareware, as long as there is no agreement with the
Customer for the unconditional provision of a Software Key or Login against payment. In no event shall any
Customer ever be entitled to access, or demand access to the source code for the Software and/or Managed
Services. The Customer shall notify SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED without undue delay if a third party asserts
claims against the Customer based on infringement of intellectual property rights by the Product and/or
Managed Services.
Should there be any such notification, whether in written documents or correspondence or in other form, the
Customer shall provide these to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED without undue delay.
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED liability for Customer losses due to such infringement is limited to the cost of
the In no event shall any Customer ever be entitled to access, or demand access to the source code for the
Software and/or Managed Services.
The Customer shall notify SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED without undue delay if a third party asserts claims
against the Customer based on infringement of intellectual property rights by the Product and/or Managed
Services.
Should there be any such notification, whether in written documents or correspondence or in other form, the
Customer shall provide these to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED without undue delay.
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED liability for Customer losses due to such infringement is limited to the cost of
the In no event shall any Customer ever be entitled to access, or demand access to the source code for the
Software and/or Managed Services.
The Customer shall notify SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED without undue delay if a third party asserts claims
against the Customer based on infringement of intellectual property rights by the Product and/or Managed
Services.
Should there be any such notification, whether in written documents or correspondence or in other form, the
Customer shall provide these to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED without undue delay. SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
liability for Customer losses due to such infringement is limited to the cost of the software or services
provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
If the Customer is an Entrepreneur and the product of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED is the subject of a
perpetual license, the Customer's warranty claims for defects of the product lapse after one year from the
commencement of the License Term.
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED shall only be liable for any of the Customer's damages resulting from grossly
negligent or intentional behavior of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, and shall be limited to any amounts paid to
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED by Customer during the twelve months immediately preceding the Customer's claim.
If the Products or Services are provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED for a limited period of time, SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps liabilities for defects expire at the time of the termination of the agreement.
The foregoing limitations of liability also apply to all SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED representatives,
including but not limited to its directors, legal representatives, employees and other vicarious agents.
Retention of title, transfer by way of security SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED shall retain title in such
Product(s) and goods as parts of Services until full payment.
Should the Customer fail to pay, then SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand return of the Product(s). The
Terms providing that the Customer acquires no title, including but not limited to the title stipulated in
clause 4 above, shall remain unaffected by this clause.
Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before the
Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be limited to the value of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products and Services? SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps request.
Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before the
Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be limited to the value of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products and Services? SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps request.
Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before the
Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be limited to the value of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products and Services? SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps request.
Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before the
Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before
the Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be limited to the value of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products and Services? SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps request.
Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before the
Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be limited to the value of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products and Services? SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps request.
Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before the
Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be limited to the value of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products and Services? SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps request.
Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before the
Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be limited to the value of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products and Services? SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps request.
Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before the
Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be limited to the value of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products and Services? SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps request.
Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before the
Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be limited to the value of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products and Services? SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps request.
Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before the
Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be limited to the value of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products and Services? SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps request.
SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED shall retain title in such Product(s) and goods as parts of Services until full
payment.
Should the Customer fail to pay, then SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED may demand return of the Product(s).
The Terms providing that the Customer acquires no title, including but not limited to the title stipulated
in clause 4 above, shall remain unaffected by this clause.
Should the Customer sell the Products and Services provided by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED before the
Customer has itself paid the Fee to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED, the Customer and SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED
agree that the receivables from the resale shall be assigned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED.
Should the Products and Services be provided together with other items, the assignment of the receivables
shall be limited to the value of SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Products and Services? SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED Apps request.
Demand for return of Product by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED shall not constitute grounds for rescission or
termination of the agreement unless SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED expressly advises the Customer thereof.
The Customer's license to use the Products and Services shall lapse upon demand for the return of the
Product by SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED. Any and all backup copies made by the Customer for its own use must
be returned to SMARTPLUS ELECTRONICS (INDIA) PRIVATE LIMITED or deleted by the Customer.
Should any provision of these Terms be or become invalid, ineffective or unenforceable, the remaining
provisions of these Terms shall be valid and enforceable.
Any necessary official permits for transports; purchase and use of the Products and Services in the
destination country are the Customer's responsibility and shall be paid for by Customer.