Terms of Service
Please read these Terms carefully as these Terms form a binding agreement between SmartHub.ai and You that governs Your use of: (i) the websites owned and operated by Us including www.smarthub.ai(“Website”); (ii) the Service(s) offered thereon; (iii) all features, platforms, widgets, tools, applications, data, software, algorithms application program interface (APIs) in connection with the Website, the Service(s) and any other products provided by SmartHub.ai; and (iv) any other modes of usage of the Service(s) or other products including through electronic devices (mobiles or tablets) / storage devices / transmitting devices.
Your access and use the Website over the internet, including the Service(s) shall signify acceptance of these Terms.
If You do not accept and agree to any of these Terms set out herein, You shall not be entitled or authorized to, use / access / browse the Website, or avail the Service thereon.
SmartHub.ai provides the following (“Service(s)“): (i) IoT and Edge Monitoring and Management platform and a set of SaaS and on-premise solutions; (ii) data extraction from devices, analytics and reporting of such data for business purposes; (iii) integration of SmartHub.ai's platform with enterprise systems and (iv) such other products or services as SmartHub.ai deems fit.
SmartHub.ai grants You a limited, non-exclusive, non-transferable and revocable license, without the right to sublicense, to access and use the Website and the Service(s) solely for Your internal business purposes in accordance with these Terms.
2. Charges and Payment
Unless otherwise specified in a purchase order, all charges associated with Your use of the Service(s) will be as per the pricing plan (“Subscription Charges”) chosen by You, which is subject to change from time to time. In case of advance payments, the Service(s) will not be made available to You until such advance payments have been made by the You to SmartHub.ai.
SmartHub.ai may also provide certain Service(s) at free of charge for a limited time, or as a bundle package or any discounts or promotional offers, as it may deem fit. However, SmartHub.ai reserves the right to change the price/ fees or charge such Service(s) that are available for free of charge.
Unless otherwise specified in the Purchase Order, Your payment is due within thirty (30) days of our invoice date. SmartHub.ai will notify You in the event that SmartHub.ai does not receive payment towards Subscription Charges within the due date, failing which in addition to the right to other remedies available under law, (i) SmartHub.ai may suspend Your access to and use of the Service(s) until SmartHub.ai receives Your payment towards the Subscription Charges as specified; and/or (ii) terminate Your Account; and/or (iii) charge an interest for late payment @ 1.5% per month on the outstanding balance of the Subscription Charges payable.
Unless otherwise stated, the Subscription Charges do not include any taxes, levies, duties or similar governmental assessments, including value-added, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction (collectively “Taxes”).
3. User Account
In order to use certain features of the Website, You must register on the Website by creating an online account (” Account“). In the event that You want to register on the Website and wish to create an Account, You must have the legal capacity to form a binding contract.
For a corporate entity, an authorised personnel of such corporate entity (”Administrator“), will be required to act as the point of contact for Us, manage Your Account and will also be required to specify and configure the Service(s) required by You. You shall solely be responsible for: (i) the appointment of a suitable Administrator for managing Your Account and the Service(s) availed by You; and (ii) ensuring that the Administrator acts in compliance with this Agreement, at all times. SmartHub.ai shall not be responsible, in any manner, for the administration of Your Account by the Administrator and internal management of the Service(s) provided to You.
Each designated user within the Service(s), including an Administrator, agents and other designated users (“User”) shall be identified using unique login information such as usernames and passwords (“User Login”) and such User Login shall be used only by one individual. You must not disclose the User Login to any third party. We shall have the right to disable any user identification code or password, whether chosen by You or allocated by Us, at any time, if in Our reasonable opinion, You have failed to comply with any of the provisions of these Terms. We will not be responsible for any activities, including any attempted or actual access or loss of data occurring in Your Account as a result of Your non-compliance of obligations under this Clause 3.
Further, You also agree that, at the time of creating Your Account and at any other time, You shall provide true, correct, complete and accurate information and ensure that all such information is up-to-date and accurate at all times. If You provide any information that is untrue, inaccurate, outdated, or incomplete, or if SmartHub.ai has reasonable grounds to suspect that such information is untrue, inaccurate, outdated, or incomplete, SmartHub.ai may suspend / terminate Your Account and refuse current or future provision of any or all Service(s).
4. Your roles and responsibilities
Your use of the Website and the Service(s) is solely for business purposes. During Your use of the Website and Service(s), You hereby agree and acknowledge that You shall not:
adapt, reproduce, store, distribute, transmit, print, display, perform, publish or create derivative works from any part of the Website and / or the Service(s), in any manner whatsoever;
commercialize or sell / re-sell in any manner, any information, contents, features, platforms, widgets, tools, applications, data, software, algorithms application program interface (APIs), so on and so forth, in connection with the Website, the Service(s) and any other products and Service(s) offered by SmartHub.ai;
provide misleading or false personal details, impersonate any person or entity, or indulge in any other fraudulent activity;
access or use the Website and / or Service(s) through the Account of other Users;
defame, harass, abuse or threaten other users of the Website and / or Service(s), any other persons involved in the provision of Services;
use the Service(s) for any illegal purposes or for transmitting any material that is unlawful, vulgar, pornographic, obscene, or is otherwise objectionable, offends religious sentiments, promotes racism, contains viruses or malicious code, or that which infringes or may infringe intellectual property or other rights of any third party;
use the Service(s) for transmitting any virus, junk mail, spam, chain letters, phishing or unsolicited mass distribution of email;
reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Website, the Services or any part thereof;
use the Service(s) in a manner that may damage, disable, overburden, impair or harm the operation of the Website and / or the Service(s) or servers / networks of SmartHub.ai or otherwise interfere with any other User’s or person’s enjoyment of the Website and / or the Service(s);
alter or modify any part of the Website and / or the Service(s); and
violate any other Terms specified herein, in any form or manner.
Termination by SmartHub.ai
In the event that You breach any of these Terms set forth herein, SmartHub.ai reserves the right to suspend and / or terminate Your access to or use of the Website and the Service(s) with or without notice to You. Any suspected illegal, fraudulent or abusive activity may be grounds for terminating Your Account and access to the Website and the Service(s). Upon suspension or termination, Your right to access, procure or use the Service(s) or use / access / browse the Website shall immediately cease and we reserve the right to remove or delete all electronic data, text, messages, or other materials, including without limitation personal data of Users and end users, submitted to the Service(s) by You through Your Account in connection with Your use of the Service(s) (“Service Data”) that is available with SmartHub.ai, including but not limited to Your login and Account information.
Termination by You
In the event that You wish to discontinue using / availing the Service(s), You may do so by giving to SmartHub.ai, a prior written notice of at least 30 (thirty) days.
Consequence of Termination
Any suspension, termination, or cancellation will result in cessation of the Service(s) by SmartHub.ai to You, along with suspension / termination of Your Account. Such suspension, termination, or cancellation will not affect Your obligations to SmartHub.ai under these Terms which by their nature are intended to survive such suspension, termination, or cancellation. Notwithstanding any such suspension or termination, the provisions of Clause 6 (Confidentiality, Data Privacy and Security), 7 (Intellectual Property and Ownership), 9 (Disclaimer of Warranties), 10 (Limitation of Liability), 11 (Indemnification), 12 (Governing Law and Jurisdiction) and 16 (No Waiver) shall survive and remain in full force and effect.
6. Confidentiality, Data Privacy and Security
“Confidential Information” shall mean and include all information relating to SmartHub.ai or You or any User, disclosed either orally or in any recorded medium, during the provision of Service(s) or otherwise, including but not limited to its: (i) products, Service(s), pricing terms, sales and marketing and promotion plans, business plans, models, prototypes, intellectual property rights, business affairs, operations, strategies, inventions, research, apparatus, methodologies, technologies, algorithms, programs, software, application, source code, processes, employees, contractors, subcontractors, product / service proposals, methods of operations, techniques, schematics, designs and contracts; (ii) officers, directors, affiliates, parent company, subsidiaries, sister concerns, group companies; or (iii) financial information; (iv) information or data relating to any of the foregoing along with any notes, analysis, compilations, studies or other material or documents prepared thereof or being in the possession of SmartHub.ai or You which contain, reflect or are based on the Confidential Information, or any other information which by its nature may be deemed to be confidential. Confidential Information shall include all non-public information furnished, disclosed or transmitted regardless of form or manner in which it may be furnished, disclosed or transmitted.
Both SmartHub.ai and You agree, acknowledge, undertake and covenant that they shall maintain and uphold the confidentiality of the Confidential Information, at all times. SmartHub.ai and You shall keep the Confidential Information strictly confidential, and shall not, directly or indirectly, divulge, use, make available, sell, distribute, disclose, share, transfer, publish or otherwise communicate or make accessible to any third party such Confidential Information in any manner whatsoever, except to its employees, agents, representatives or other personnel on a “need to know” basis.
Nothing contained herein shall be construed as granting or implying any transfer of rights, title or interests to SmartHub.ai in Your Confidential Information. Further, nothing contained herein shall be construed as granting or implying any transfer of rights, title or interests to You in SmartHub.ai’s Confidential Information or any other Intellectual Property protecting or relating to such Confidential Information.
You acknowledge and agree that We may access or disclose information about You, Your Account, Users, including Service Data in order to (a) comply with the law or respond to lawful requests or legal process; or (b) prevent any infringement of group companies’ or Your proprietary rights. Further, at Our sole discretion, any suspected fraudulent, abusive, or illegal activity by You may be referred to law enforcement authorities.
7. Intellectual property and Ownership
Intellectual property means all of the following and all legal rights or interest in, under or in respect of the following arising under United States and international laws, whether or not filed, perfected, registered or recorded and whether now or later existing, filed, issued or acquired by SmartHub.ai or owned by SmartHub.ai: (i) all copyrights, copyrightable works and all other corresponding rights; (ii) all patents, trademarks, service marks, logos, designs, etc.; (iii) the Website, the Service(s) or any other products or Service(s) made available to the You by SmartHub.ai; (iv) know-how, including technical know-how, technology, software, software development process, algorithm, source code, APIs and other such technologies of the Website, the Service(s) or other products or Service(s); (v) any other technology and processes, technical data, trade secrets, confidential business information, pricing and cost information, business and marketing plans, advertising and promotional materials, vendors, third party supplier lists and information, records, and other proprietary documentation and information; (vi) all databases, data collections and any analytical data / information derived from the Website or Service(s); (vii) all other proprietary rights; and (viii) all copies and tangible embodiments of any of the foregoing (in whatever form or medium) (” Intellectual Property“).
You hereby agree and acknowledge that Your use of the Intellectual Property shall in no way mean or be construed as an assignment by SmartHub.ai to You, of any ownership, rights or interests of SmartHub.ai in such Intellectual Property. All Intellectual Property and other related items, products, materials or Service(s) provided or made available to You by SmartHub.ai or its, employees, representatives, affiliates or suppliers is and remains, at all times, the exclusive property of SmartHub.ai.
You hereby agree and acknowledge that infringement of any Intellectual Property for any purpose, whether commercial or otherwise, shall be a violation of SmartHub.ai’s intellectual property rights and SmartHub.ai reserves all its rights and remedies in law in relation to such violation. Further, any breach by You of any provision or obligation under this Clause will cause to SmartHub.ai immediate, material and irreparable injury, and there is no adequate remedy at law for such breach. In such event, SmartHub.ai shall be entitled to seek injunctive relief to enforce this Agreement in a court of competent jurisdiction. This provision shall not be a waiver of any other rights which SmartHub.ai may have under this Agreement, including the right to receive monetary damages.
You own all rights, title, and interest in and to the Service Data. We shall have a right to process the Service Data solely for the purpose of providing, supporting, operating, maintaining and improving the Service(s).
We shall have the right and license to incorporate into the Service(s) or otherwise use any suggestions, enhancement requests, recommendations or other feedback We receive from You.
All rights not expressly provided to You herein are reserved.
8. Third Party Service(s)
You acknowledge and agree that Your use of any third-party application(s) or service(s) integrating with the Service(s) (“Third-Party Service(s)”) will be subject to these Terms and privacy policies of such third-party and that SmartHub.ai shall not be liable for Your enablement, access or use of such Third-Party Service(s), including Your data processed by such third party. You should contact that third- party service provider for any issues arising in connection with use of such Third-Party Service(s).
9. Disclaimer of warranties
YOU EXPRESSLY AGREE THAT USE OF THE WEBSITE AND THE SERVICE(S) THEREON IS AT YOUR SOLE RISK. BOTH THE WEBSITE AND SERVICE(S) ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. SMARTHUB.AI EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES AND LIABILITIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO ANY AND ALL LIABILITIES AND WARRANTIES OF FITNESS FOR A PARTICULAR USE OR PURPOSE, MERCHANTABILITY, NON-INFRINGEMENT, TITLE, OPERABILITY, CONDITION, VALUE, ACCURACY OF CONTENT AND OTHER DATA AND SYSTEM INTEGRATION.
SMARTHUB.AI AND/OR ITS AFFILIATES DISCLAIM ANY LIABILITIES AND WARRANTIES REGARDING THE ACCURACY, RELIABILITY, AUTHENTICITY AND SECURITY OF THE WEBSITE AND THE SERVICE(S), OR THAT THE SERVICE(S) WILL BE FREE FROM ERRORS OR THAT ANY ERRORS WILL BE CORRECTED. NO CONTENT, OR OTHER INFORMATION PROVIDED TO YOU, AS BEING A PART OF THE SERVICE(S) OR OTHERWISE, WILL CREATE ANY LIABILITY OR WARRANTY THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU ACKNOWLEDGE THAT WE DO NOT WARRANT THAT THE SERVICE(S) OR WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE AND YOU FURTHER ACKNOWLEDGE THAT WE DO NOT WARRANT THAT THE ACCESS TO THE SERVICE(S), WHICH IS PROVIDED OVER INTERNET AND VARIOUS TELECOMMUNICATIONS NETWORKS, ALL OF WHICH ARE BEYOND OUR CONTROL, WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR FREE FROM VIRUSES OR OTHER MALICIOUS SOFTWARE.
WE MAKE NO REPRESENTATIONS CONCERNING, AND DO NOT GUARANTEE, THE ACCURACY OF THE SERVICE(S), INCLUDING, BUT NOT LIMITED TO, ANY INFORMATION PROVIDED THROUGH THE SERVICE(S) OR THEIR APPLICABILITY TO YOUR INDIVIDUAL CIRCUMSTANCES. SMARTHUB.AI AND / OR ITS EMPLOYEES, AGENTS, REPRESENTATIVES OR AFFILIATES MAKE NO REPRESENTATION OR WARRANTY CONCERNING THE SERVICE(S) OR WEBSITE AND ITS USE IN ANY COUNTRY.
10. Limitation of liability
EITHER PARTY WILL BE LIABLE TO ANY PERSON FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST REVENUE, LOST SALES, LOST GOODWILL, LOSS OF USE OR LOST CONTENT, IMPACT ON BUSINESS, BUSINESS INTERRUPTION, LOSS OF ANTICIPATED SAVINGS, LOSS OF BUSINESS OPPORTUNITY) HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, WARRANTY, BREACH OF STATUTORY DUTY,NEGLIGENCE OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES OR COULD HAVE FORESEEN SUCH DAMAGES. EXCEPT WITH RESPECT TO YOUR PAYMENT OBLIGATIONS TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SMARTHUB.AI’S AND YOUR AGGREGATE LIABILITY AND THAT OF OUR AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS, RELATING TO THE SERVICE(S), WILL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE SERVICE(S) SO AVAILED.
EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAWS, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATING TO YOUR USE OF THE WEBSITE OR THE SERVICE(S) OR OUR RELATIONSHIP WITH YOU, MUST BE BROUGHT WITHIN 30 (THIRTY) DAYS AFTER THE OCCURRENCE OF THE EVENT GIVING RISE TO SUCH CLAIM OR CAUSE OF ACTION OR THE SAME WILL BE DEEMED TO BE FOREVER BARRED.
WE AND / OR OUR AFFILIATES SHALL, UNDER NO CIRCUMSTANCE WHATSOEVER, BE LIABLE FOR ANY DELAY OR DEFAULT IN THE PROVISION OF SERVICE(S) UNDER THIS AGREEMENT CAUSED BY AN EVENT BEYOND OUR REASONABLE CONTROL, INCLUDING BUT NOT LIMITED TO ANY FORCE MAJEURE EVENTS, ACT OF GOD, NATURAL CALAMITIES, EPIDEMIC, PANDEMIC, WAR, CYBER TERRORISM, GOVERNMENT ACTIONS, DELAY IN PROVISION OF SERVICE(S), FAILURE OR DEFAULT BY YOU, YOUR WIRLESS CARRIER / NETWORK PROVIDER, OR ANY OTHER SUPPLIER OF GOODS OR SERVICE(S) TO YOU OR TO US.
You hereby agree, acknowledge and undertake to indemnify and hold harmless SmartHub.ai, its officers, directors, employees, agents, representatives, affiliates, vendors and suppliers from and against any losses, damages, actions, fines and expenses (including reasonable attorney’s fees and costs) arising out of: (i) any breach of this Agreement; (ii) Your use of the Service(s) in violation of any other user’s or third party’s rights; (iii) Your use of the Service(s) in violation of any applicable laws; provided that (i) SmartHub.ai shall promptly notify You of the threat or notice of such a claim, (ii) You will have the sole and exclusive control and authority to select defense attorneys, defend and/or settle any such claim; and (iii) SmartHub.ai shall fully cooperate with You in connection therewith.
12. Governing law and jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of State of California, USA and the state & federal courts at Santa Clara County, California, USA shall have exclusive jurisdiction on all matters, claims, actions or disputes arising from this Agreement, without regard to the principles of conflicts of laws.
13. Changes to these terms
You are encouraged to periodically visit this page to review these Terms and any amendments or changes thereto.
SmartHub.ai may amend or change these Terms at any time. SmartHub.ai will give You a notice of material changes in these Terms not less than 10 (ten) days prior to the date such revised Terms will take effect. Any such amendments will be deemed to be a part our Agreement. Your continued use of the Website or the Service(s) after any such amendment or change signifies Your acceptance to such amendment or change.
In the event that one or more provisions of the Agreement are be found to be or become unlawful, void or unenforceable, such provision(s) shall be deemed severable and will not affect the validity and / or enforceability of the remaining provisions of the Agreement which will continue to remain in full force and effect.
15. No waiver
Our failure or delay to exercise or enforce any right or claim does not constitute a waiver of such right or claim and shall in no way affect our right to later enforce or exercise it. If we do waive a failure or breach by You, we will only do so in writing and that will not mean that we automatically waive any future failure of breach by You.
If You have any queries regarding these Terms or our Service(s), please email us at email@example.com.