CONSULTSOFT’s provision of Support to End-User is subject to following:

2. Shall use uninterrupted power supply (UPS) or standard voltage stabilizers to ensure regulated power supply for Database Server (For avoiding data loss).

3. System-Upgrades shall undertake after informing CONSULTSOFT in advance, in writing.

4. Shall take precautionary steps to avoid viruses etc. entering into the Computer Systems.

5. Shall ensure that the Software under this AMC/ASC agreement signed with us are not rendered transferable to any other company/ party.

6. If any system is relocated to any other place or any system is discarded, which is under the ASC agreement, then, this must be done only after informing CONSULTSOFT in writing and giving them a prior notice thereby. If CONSULTSOFT does not receive any prior intimation of this from Client in writing, then all resulting incurred ASC charges shall also therefore have to be also paid accordingly by Client..

7. Support Renewal : The duration of AMC/ASC is twelve (12) calendar months from the inception date previously mentioned in this document. Clients not wishing to renew this ASC agreement must inform CONSULTSOFT in writing, one month prior to the termination of the current agreement. Failure to inform of this shall result in CONSULTSOFT assuming that the existing agreement shall be renewed and shall run concurrently thereafter the due expiry date and all charges accrued thereby shall be made to Client on a monthly pro-rated basis accordingly. A Formal Renewal Agreement shall be usually otherwise be made and signed by both parties by or prior to the expiry date of AMC/ASC agreement, to take then subsequent effect.

8. Additional Services

• CONSULTSOFT may provide additional services such as on-site support, adhoc reports generation, new module deployment support, bulk data upload, minor customizations, non-production environment support, additional training etc., on such terms and conditions as may be mutually agreed. These services will be made available on a time and materials basis, including expenses. The Fee for additional services is defined under agreement.
• On regular basis the end-user may need additional services such as the ones listed above for their smooth business operation. These services are not covered under the scope of work of standard support agreement.

1. Support Fee:

• In consideration of the Support services, the End-User shall have paid a sum as given in agreement plus applicable taxes and levies as Support fee, which is non-refundable under this agreement. The said Support Fee pertain to such modules of the Product listed in agreement only and the above fee shall be revised if the End-User decides to purchase the license and support services for any additional modules at a later date.
• All Invoices raised for site visits and/or any other Fee shall become payable within 30 days from the date of Invoice.
• Since the changes add on to development cost, the AMC amount will also be increased proportionally.

2. Revision of charges : CONSULTSOFT shall be entitled to increase the Support Fee after a one year Tenure, by giving the End-User not less than Fourteen (14) days written notice, prior to the expiration of the then current Support Tenure. Where and whenever such notice is given, the End-User shall have the right to terminate this Agreement as from the date on which such notice expires or End-User decide not to accept the revision of charges and decide to discontinue the Support services.

3. Delay : If any sum payable under this Agreement is not paid within thirty days after the due date then (without prejudice to the CONSULTSOFT’s other rights and remedies), CONSULTSOFT reserves the right to charge interest on an unpaid amount on a day to day basis at the rate of fixed interest per month. In addition or in the alternative, the CONSULTSOFT at its discretion may suspend the provision of Support until such time as payment is made.

4. Intellectual Property and Confidentiality

• In the course of providing Support under this Agreement, if CONSULTSOFT 2 creates documentation or other material protected by copyright, or any other intellectual property right, all legal and beneficial rights to the same shall vest with CONSULTSOFT and End-User shall have no rights to the same beyond a non-exclusive right to use for internal purposes.
• CONSULTSOFT shall establish and maintain such security measures and procedures as are reasonably practicable to provide for the safe custody of the End-User’s information and data in its possession and to prevent unauthorized access thereto or use thereof. The parties shall treat as confidential the terms of this Agreement and any other information or data, which it receives from the other party in the course of this Maintenance Agreement and shall not disclose the same to any third parties or any of its employees except on a need to know basis.

5. Subcontracting and Assignment CONSULTSOFT may engage the services of sub-contractors to perform any of its duties of Support without the prior permission of End-User. However, sub-contracting of such duties shall NOT relieve CONSULTSOFT of responsibility for their due performance, unless otherwise agreed in writing. End-User may not assign its rights, obligations and interests herein without the prior written consent of CONSULTSOFT.

6. Limitation of Liability CONSULTSOFT’s entire liability under this Maintenance Agreement is limited to 12 months Support Fee payable by the End-User under this Agreement. In no event shall CONSULTSOFT be liable to the End- User for consequential, incidental, special or other indirect damages such as loss of profits herein whether by contract or tort, even if such party has knowledge of the likelihood of such damages.

7. Warranties:

• CONSULTSOFT hereby warrants that its title to the copyright and other intellectual property rights in the Software Program and the Documentation are free and unencumbered and that it has the right power and authority to grant this license.
• CONSULTSOFT warrants that the Support services will be performed by appropriately qualified personnel with due care and diligence and to such high standards of quality as it is reasonable for the End-User to expect in all the circumstances.

8. CONSULTSOFT is not responsible for :

• Damage to the Software due to virus attack or loss of data under any circumstances or due to any other extraneous reasons.
• Our engineer/personnel are not allowed to do the necessary bug fixing or are delayed to carry out the necessary bug fixing due to refusal of access or permission.
• CONSULTSOFT shall not aid or assist in loading of any software which is not a duly licensed version or is a pirated version and shall not be responsible , nor liable on any account whatsoever , for any illegal software loaded on the Computer of Client.
• If Legal Software (Operating systems, Antivirus, Application Software’s) which is not purchased from CONSULTSOFT, installation for the same is chargeable.