Terms & Conditions of Service

(Effective - 15 Nov 2022)

By reading these terms here mentioned, and/or accessing our website, and/or using our service/s, you are agreeing to the terms. If you are reading this Agreement and/or accessing our website and/or using our service/sas an employee or consultant then you warrant that you have the authority to accept this agreement on behalf of the entity, business, or body corporate you represent. Such reading of the Terms, and/or accessing our website and/or using our service/s hereby bounds you and/or entity, business, body corporate. The rights granted under this agreement are conditional upon acceptance by such authorized employee or consultant.

Modifications to this Agreement:

Evoce Capital (‘Evoce Capital”) may at its own discretion, with or without notice modify this Agreement. Unless otherwise updated on our website, such changes become effective for our customers. Evoce Capital will use reasonable efforts to notify you of the changes through communications via customer accounts, email, or any other accessible means.

The “Effective Date” of this Agreement is the earlier date of following:
1. Your initial access to any service through online provisioning, registration or order process.
2. The date of the first service Order form.

This Agreement will govern your initial purchase on the Effective Date as well as any future purchases.

This Agreement is entered between Evoce Capital, an American Incorporation (“Evoce Capital” or “Provider” or “We”) and the person/entity placing an order for or accessing the Service (“Customer” or “you”). Both parties agree as follow:

1. Provision of Service

We will make sure that the services and software are made available to you in accordance with this Agreement, the additional Agreement Terms (wherever applicable), the applicable Statement of Work (wherever applicable) and the Documentation (wherever applicable). Additionally, we will provide such services in accordance with this Agreement, the Privacy Policy, applicable laws and regulations. During the service term, we grant you a limited, non-exclusive right to access and use the services and/or software. This is warranted only for internal business purposes in connection with the authorized use.

2. Responsibilities of Customers

1. Customer Account:

You may need to register for an Account to place orders or access our services and/or software. Please keep such account information current, accurate, updated and complete so that Evoce Capital may send you notices, statements and other information. This is usually done via email or through your account, on which notifications will be subject to this Agreement and the Privacy Policy. You are solely responsible for maintaining the confidentiality of your login credentials. You agree and take up the responsibility to notify Evoce Capital in case of any loss, misuse, or unauthorized disclosure of such login information. Evoce Capital and its affiliates shall not be liable for any damage or loss, direct or indirect, that may result from any breach of your obligations.

2. Use-case Restrictions:

You agree not to use Evoce Capital to:
• Process data on behalf of any third party other than your users and end users.
• Send unsolicited communications, junk mail, spam, or other forms of duplicative or unsolicited messages in violation of any laws.
• Engage in unlawful conduct, including violation of any person’s privacy or publicity rights.
• Store or transmit any content that infringes upon any third party’s intellectual property rights.
• Interfere with or disrupt the integrity or performance of our services and their components.
• Post, transmit, upload, link to, send, or store any content that is unlawful, racist, hateful, abusive, defamatory, obscene, or discriminatory.
• Post, transmit, upload, link to, send or store any viruses, malware, Trojan horses, time bombs, or any other kind of harmful software.
• Track cookies, ad exchanges, ad networks, data brokerages or send electronic communications in violation of applicable laws.
• License, sublicense, sell, resell, rent, lease, transfer, assign, distribute, timeshare or otherwise commercially exploit or make Evoce Capital technology available to any third party other than your users and end users. Even so, only in furtherance of your business in accordance with this Agreement or any subsequent agreements.
• Modify, adapt, or hack or attempt to gain unauthorized access to Evoce Capital technology, its related systems or networks.
• Falsely imply any sponsorship or association with Evoce Capital.
• Decompile, reverse engineer, disassemble, reproduce, copy or otherwise access or discover the source code to the underlying program of any portion of Evoce Capital technology. You alone are responsible for making sure that your use of our technology is compliant with all applicable laws and regulations.

3. Customer Data

Use of Customer Data:
Customers and their licensors retain all right, title and interest (including intellectual property rights) to the customer data and any modifications made in the course of our operations. Subject to the terms of this Agreement, you hereby grant Evoce Capital and its Affiliates a non-exclusive, worldwide, royalty-free right to process your data solely to the extent necessary to provide services, software, mobile apps and perform other related obligations. You are solely responsible for the accuracy, content and legality of all your data. You confirm that you have sufficient right over such data to consequently grant such right to Evoce Capital.

4. Intellectual Property

1. Ownership Rights:

Customer data procured via accessing our website and the use of Evoce Capital services is customer’s confidential information under this Agreement. You and your licensors retain all right, title and interest in all of the customer’s confidential information provided under this Agreement. In so, Evoce Capital obtains no rights except for the ones granted in the Agreement and the Privacy Policy. Evoce Capital and its licensors owns and retains all rights, titles, and interests in and to Evoce Capital technology. You acknowledge that the services are offered as online, hosted solutions. You have no right or authorisation to obtain a copy of the underlying computer code for any services, except (if applicable) for any downloadable software, in object code format. Evoce Capital may freely use and incorporate suggestions, enhancement requests, recommendations, corrections, or other feedback provided by users and end users, into its products, software and services. Feedback and any other suggestions are provided with your sole discretion.

2. Usage Data:
Usage Data includes but is not limited to query logs and any data (other than Customer data) relating to the operation, support and/or about your use of the services, software, website or Evoce Capital APIs. We may collect and use usage data to develop, improve, support, modify, create and operate our proprietary products, software and services. We will not share such usage data that includes any confidential information with a third party except:
• in accordance with Section 7 of this document.
• to the extent the usage data is aggregated and anonymized such that users and end users cannot be identified.

3. We may use feedback and customer data to provide reports on usage/implementation of the service. The same could even be required & used for Evoce Capital's product development, modification, improvement and likes.

4. Updates:
We may keep updating the services and software, with or without notice. Such updates are subject to the Agreement between both parties. You may receive notifications of such updates. You agree that purchase, use of our services and software is neither contingent upon the promise of any future functionality or features, nor dependent upon any oral or written comments, commitments or otherwise made by Evoce Capital.

5. Other Services:

Certain other services, such as third-party applications, if made available to customers through Evoce Capital are governed separately by the third party provider’s terms and conditions and privacy policies that accompany them. By enabling third party services, you understand and accept that Evoce Capital is neither responsible for your use of these services, nor does it provide any representations or warranties regarding these services. Evoce Capital shall not be liable, directly or indirectly, for any damage or loss caused by or in connection with your enablement of any such services. Additionally, for your reliance on such separate privacy practices, data security processes or other policies of such third party services. You understand that we are neither responsible for providing technical support for such services nor for the data hosting and data transfer practices followed by them.

5. Term, Termination

1. Term:

These Terms and Conditions of Service are effective as of the Effective Date and will continue through the then-current term, unless requested for termination and accepted as per Evoce Capital's sole discretion.

6. Confidentiality

Each party will protect the other’s confidential information from unauthorized access, use or disclosure in the same manner as it protects its confidential information. Unless otherwise allowed by this Agreement, authorization to use any confidential information shall be limited to exchange for the work under this Agreement and not for anything else. Only authorized people can use the confidential information, no one else can.

User understands that any use or disclosure of such Confidential Information including any inadvertent disclosure/s can cause immense and irreparable harm, loss, damage, and injury to Evoce Capital and its Affiliates, associates, and reputation and hence undertakes to keep such Confidential Information confidential and use it solely in the manner expressly authorized or advised by the Company.

This clause shall survive till perpetuity or termination of this Agreement.

7. Warranties/Disclaimer of Warranties

1. Service Warranty:

Evoce Capital warrants that the services, software or mobile apps will perform in all material respects. In accordance with the documentation, we will make all efforts to correct the services, software and mobile apps so that the aforementioned warranty is met. This warranty will not apply if the error or non-conformance was caused by a breach of the Agreement or any misuse, modifications to such services, software or mobile apps by anyone other than Evoce Capital or its representatives. It applies in case of third-party hardware, software, or services used in connection with Evoce Capital, too.

2. Malware Warranty:
Evoce Capital warrants that the services hosted by Evoce Capital will be monitored using commercially available means to attempt to detect and prevent the introduction of any computer instructions, circuitry or other technology. The purpose or effect of which is to disrupt, damage or interfere with the authorized use or access to the computer and communications facilities of Evoce Capital or its Customer. This includes any code containing viruses, Trojan horses, worms, backdoors, trapdoors, time-out devices or similar destructive or harmful code or code that self-replicates (collectively, “Malicious Software”).

3. Warranty Disclaimer:
Subject to this Agreement, neither party makes any warranties. All such warranties, direct or indirect, are hereby rejected, including warranties of merchantability, title, fitness or non-infringement.