Last Modified: 15th July 2021
This End User Licensing Agreement, hereinafter referred to as the “Agreement” or the “Terms” or the ‘EULA’ CONSTITUTE A BINDING CONTRACT BETWEEN YOU, YOUR AUTHORISED USER(S) (collectively, “You” or “Your” or “Subscriber”, “Account Holder”, “Client”, “User”) AND ENBRAUN TECHNOLOGIES (collectively, “ENBRAUN TECHNOLOGIES” or “We” or “Us” or “Our”) AND GOVERN USE OF AND ACCESS TO THE SOFTWARE BY YOU WHETHER IN CONNECTION WITH A PAID SUBSCRIPTION TO THE SOFTWARE, A FREE TRIAL OF THE SOFTWARE OR A BETA VERSION OF THE SOFTWARE.
By accepting these Terms, or by applying license, or by accessing or using the Software, or authorising or permitting any individual (the “Authorised User(s)”) to apply license, or to access or use the Software, You agree to be bound by these Terms. If You are entering into these Terms on behalf of a company, organisation or another legal entity (an “Entity”), You are agreeing to these Terms for that Entity and representing to ENBRAUN TECHNOLOGIES that You have the authority to bind such Entity and its affiliates to these Terms, in which case the terms “You” or “Your” or “Subscriber”, “Account Holder”, “Client”, “User” or related capitalised terms herein shall refer to such Entity, its Authorised User(s) and its affiliates. If You do not have such authority, or if You do not agree with these Terms, You must not accept these Terms and may not apply license, access the Software, use the Software.
You may not use the Software if You are Our direct or indirect competitor, except with Our prior written consent. In addition, You may not use the Software for purposes of publishing, posting or monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes.
This Agreement (“Agreement”) describes the Terms governing Your use of ENBRAUN TECHNOLOGIES’S browser based client-server resource scheduling and planning software referred to as “eResource Scheduler” or “eRS” or “eResource Scheduler Cloud” or “eRS Cloud” provided to You, including any Data (as defined below), documentation, fixes, patches, updates, upgrades and new releases, altogether thereto referred as the “Software”.
It includes by reference-
(a) Additional Terms and Conditions, Appendixes, if any, which may include those from third parties.
(b) Any terms provided separately to You for the Software, including product or Software program terms, ordering, activation, payment terms, etc.
(c) API Documentation
2. LICENSED SOFTWARE
Software is licensed, not sold.
3. GRANT OF RIGHTS
3.1 You may not install / host more than one (1) instance of the Software on your server(s) at any point in time, unless explicitly allowed by Us in writing.
3.2 You may access Software using a browser from any number of client machines.
3.3 You may take regular database backups for the sole purpose of restoring it in case of any event that renders the production database as unusable.
3.4 You may access and use the Software in accordance to your Subscription Plan and Subscription Term.
4. INSTALLATION / HOSTING
4.1 For the purpose of this agreement, it is assumed that ‘Software’ will be installed / hosted on Your IT infrastructure (server etc.). We will share all software and hardware requirements and steps to facilitate installation of the Software, but Your technical team will be responsible for undertaking and completing steps required for installation of the Software on Your infrastructure.
4.2 You are responsible for procuring and maintaining all the infrastructure (hardware, software, network, smpt server etc) required for installing / hosting and using the Software at Your end. We assume no responsibility for the reliability or performance of any infrastructure (hardware, software, network etc) procured and/or maintained by you.
4.3 Upon successful installation of the Software, You will need to request a license by providing Us the information required by Us to generate a license. Upon receiving a license request and subject to all procurement formalities (quote, PO, invoice, payment etc) being complete, We will issue a license via electronic means (email, download link etc). You will need to apply the license in the the Software to access and use the Software as per Your Subscription Plan.
5. SUBSCRIPTION PLAN AND TERM
5.1 The number of resources that you can schedule in the Software, the different features or collection of features hereinafter referred to as the ‘Modules’ are collectively referred to as the “Subscription Plan”.
5.2 The period for which You are allowed by Us to access and use the Software is referred to as the “Subscription Term”.
5.3 Unless explicitly agreed by Us, the Subscription Term for Trial is 21 days and Subscription Term for a paid subscription is 365 days. We may at Our own discretion choose to offer shorter or longer duration Trial or Paid Subscription.
5.4 The Subscription Terms starts from the date We issue license to You. Irrespective of the date when the license is applied, it has no impact on the start or expiry of Subscription Term.
5.5 ENBRAUN TECHNOLOGIES reserves the right to modify Subscription Plan’s model as and when it deems fit due to economic, competitive, technical or any other reason.
6. 1 We offer a fully functional and supported Trial, free of cost unless explicitly communicated by Us to allow You to review, evaluate, demonstrate the Software for a limited period of time hereinafter referred to as "Trial Period".
6.2 Trial of the Software is provided strictly “as is”. You may use the Software during Trial period in a manner consistent with the Terms and conditions of this Agreement, but ENBRAUN TECHNOLOGIES may, at its discretion, disable certain features of the Trial version and enforce time limits on Your right to use the same. ENBRAUN TECHNOLOGIES disclaims all warranties, representations, and liabilities as set forth in this Agreement and ENBRAUN TECHNOLOGIES shall not be liable for damages of any kind related to Your use of the Software during the Trial period.
7. USE OF THE SOFTWARE
7.1 During the Subscription Term and subject to compliance by You and/or any Authorised User with these Terms, You have the limited right to access and use the Software consistent with the Subscription Plan You subscribe to, specific to Your particular business purpose. Without limiting the foregoing, Your right to access and use the API (“Application Programming Interface”) is also subject to the restrictions and policies implemented by ENBRAUN TECHNOLOGIES from time to time with respect to the API as set forth in API Documentation or otherwise communicated to You in writing.
7.2 You agree not to (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Software available to any third party; (b) use the Software to process data (i.e., any information, file, text, message, software, picture, sound, video, content or material transmitted or conveyed through the Software; hereinafter collectively and indistinctly referred to as “Data”) on behalf of any third party other than resources authorised under Your Subscription Plan; (c) modify, adapt, or hack the Software or otherwise attempt to gain unauthorised access to the Software or related systems or networks; (d) falsely imply any sponsorship or association with ENBRAUN TECHNOLOGIES; (e) use the Software for the purpose of harming or attempting to harm minors in any way; (f) use the Software in any unlawful manner, including but not limited to violation of any person’s privacy rights; (g) use the Software to send unsolicited or unauthorised junk mail, spam, pyramid schemes or other forms of duplicative or unsolicited messages; (h) use the Software to store or transmit Data or other content that infringes on any person’s Intellectual Property Rights (as defined below); (i) use the Software in any manner that interferes with or disrupts the integrity or performance of the Software and its components; (j) attempt to decipher, decompile, reverse engineer or otherwise discover the source code of any software or component making up the Software; (k) use the Software in any way that breaches any applicable local, national or international law or regulation; (l) use the Software to knowingly post, transmit, upload, link to, send or store any Data or other content that is unlawful, obscene, offensive, inflammatory, racist, hateful, abusive, libellous, threatening or abusive, deceptive, invades another’s privacy, causes annoyance, inconvenience, harasses, upsets, embarrasses, alarms or annoys any person, promotes sexually explicit material, promotes violence, promotes illegal activity, promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age; (m) use the Software to knowingly post transmit, upload, link to, send or store any viruses, malware, trojan horses, time bombs, or any other similar harmful software; (n) use Our Software in a manner not intended for; (o) enter unreasonably excessive amount of Data; or (p) try to use or misuse the Software in violation of these Terms; (p) use the Software in any fraudulent way or for any that has any purpose or effect which is fraudulent or against any applicable local, state, national, and international law, statute, rule, ordinance or regulation (hereinafter collectively referred to as the “Law”).
7.3 You are responsible for compliance with the provisions of these Terms by any Authorised User and for all activities that occur under Your Account(s) / instance, as well as for all Your Data. Without limiting the foregoing, You are solely responsible for ensuring that use of the Software to store and transmit Your Data is compliant with all applicable Law.
7.4 You also maintain all responsibility for determining whether the Software or any Data generated thereby is accurate or sufficient for Your purposes. Subject to any limitation on the Modules that can be accessed and number of resources that can be scheduled as per Your Subscription Plan for which You subscribed, use of the Software is restricted to the modules and specified number of resources permitted under Your Subscription Plan to the Software.
7.5 You agree and acknowledge that each Authorised User will be identified by a unique username and password (the “Login Credential(s)”) and that a Login Credential may only be used by one (1) individual Authorised User. You will not share User Login Credentials among multiple individual Authorised Users. You and Your Authorised Users are responsible for maintaining the confidentiality of all Login Credentials for Your Account / instance.
7.6 As Software is being offered on self-hosted model and the entire infrastructure is under your exclusive direct control, You and Your Authorised Users Are responsible for security (physical, technical etc) of your data at all times (at rest, in transit and also while being displayed on client end).
7.7 From time to time, We may invite You to try some individual features / Modules which are beta, pilot, limited release, developer preview, non-production, evaluation or by a description of similar import (collectively, “Beta”) at no charge. You may accept or decline any such trial in Your sole discretion. Beta features / Modules will be clearly designated as beta, pilot, limited release, developer preview, non-production, evaluation or by a description of similar import. Beta features / modules are for evaluation purposes and not for production use, are not considered “Software” under this Agreement, are not supported, and may be subject to additional terms. Unless otherwise stated, any Beta features / module trial period will expire on the date that a version of the Beta features / module becomes generally available. We may discontinue Beta features / modules at any time in Our sole discretion and may never make them generally available. We will have no liability for any harm or damage arising out of or in connection with Beta features / modules.
8. CONFIDENTIALITY AND DATA PRIVACY
8.1 To the purposes of these Terms, “Confidential Information” means, collectively and indistinctly, all information regarding either You or ENBRAUN TECHNOLOGIES and/or their activities, business or clients that is not generally known to the public or that constitutes a trade secret under any applicable law, regardless of how such information is disclosed to or learned by the recipient party. “Confidential Information” will include, but not be limited to, data, technical information regarding a Party’s products, services, equipment, technical data, trade secrets, know-how, research, plans, software, inventions, patent applications, processes, techniques, hardware configuration information, agreements with third parties, lists of, or information relating to, employees, consultants, suppliers and customers of a party, price lists, pricing methodologies, cost data, market share data, marketing plans, licenses, contract information, business plans, financial forecasts, historical financial data, budgets or other business information of a party. This definition shall not limit any definition of confidential information or trade secrets or any equivalent terms under any applicable law.
8.2 Subject to the express permissions of these Terms, You and ENBRAUN TECHNOLOGIES will protect each other’s Confidential Information from unauthorised use, access or disclosure in the same manner as each protects its own Confidential Information, but with no less than reasonable care.
8.3 Except as otherwise expressly permitted pursuant to these Terms, You and ENBRAUN TECHNOLOGIES may use each other’s Confidential Information solely to exercise respective rights and perform respective obligations under these Terms and shall disclose such Confidential Information solely to those respective employees, representatives and agents, who have a need to know such Confidential Information for such purposes and who are bound to maintain the confidentiality of, and not misuse, such Confidential Information.
8.4 To the maximum extent permitted by the applicable Law, We expressly reserves the right to access, read, preserve, and disclose any Personal Data as it may reasonably believe necessary to: (i) satisfy any applicable Law or any authority request; (ii) enforce these Terms (including investigation of potential violations thereof) or any of Our Intellectual Property Rights; (iii) detect, prevent, or otherwise address fraud, anti-piracy, security or technical issues (including, without limitation, verify a valid license, the IP address of Your server User machines, server configuration, IDs and serial numbers of server components etc.).
9. DATA SECURITY
9.1 The Software has been offered on a self-hosted model, which implies that We do not have control or access to any Data that has been entered by You in the Software.
9.2 You will be responsible for keeping Your Data secure and confidential by implementing appropriate technical and organisational security measures to prevent unauthorised access to Software and/or loss or corruption of Data thereof.
9.3 You will promptly notify Us in writing if You become aware that all or any part of Software has been breached.
9.4 You are solely responsible for taking regular backups of your Data and for maintaining and restoring such backup if the need arises. We cannot be held responsible for any loss that You may incur as a result of not taking, maintaining Data back-ups and/or Your failure to restore such back-up.
10. INTELLECTUAL PROPERTY RIGHTS
10.1 ENBRAUN TECHNOLOGIES and You shall maintain all rights, title and interest in and to all Our respective patents, inventions, copyrights, trademarks, domain names, trade secrets, know-how and any other intellectual property and/or proprietary rights (collectively, “Intellectual Property Rights”). The rights granted to You and/or any Authorised User to use the Software under these Terms do not convey any additional rights in the Software, or in any Intellectual Property Rights associated therewith. Subject only to limited rights to access and use the Software as expressly provided herein, all rights, title and interest in and to the Software and other components of or used to provide the Software, including all related intellectual property rights, will remain with and belong exclusively to ENBRAUN TECHNOLOGIES.
10.2 ENBRAUN TECHNOLOGIES shall have the right to to implement, use, license, modify, commercially exploit and / or incorporate into the Software any of Your and/or Your Authorised Users’ feedback, suggestions, or ideas in any way, including in future modifications of the Software or of any other related software, service, advertising or marketing material. To such purpose, You and/or Your Authorised Users shall not claim any right and/or interest in and to any services, software or material which may contain or incorporate any of Your and/or Your Authorised Users’ feedback or suggestion. Notwithstanding the preceding, We will not publish or share such feedback in a way that could identify You and/or any Authorised User without Your explicit permission.
10.3 ENBRAUN TECHNOLOGIES’S service names, and logos used or displayed on the Software are registered or unregistered trademarks of ENBRAUN TECHNOLOGIES (collectively, “Marks”), and You may only use such Marks to identify You as a Subscriber; provided You do not attempt, now or in the future, to claim any rights in the Marks, degrade the distinctiveness of the Marks, or use the Marks to disparage or misrepresent ENBRAUN TECHNOLOGIES, and/or its Software.
11. THIRD PARTY SOFTWARE & SERVICES
11.1 If You decide to enable, access or use other software and/or services along with the Software, be advised that Your access and use of such other software and/or services is governed solely by the terms and conditions of such other software and/or services, and We do not endorse, are not responsible or liable for, and make no representations as to any aspect of such other software and/or services, including, without limitation, their content or the manner in which they handle data (including Your Data) or any interaction between You and the provider of such other software and/or services. You irrevocably waive any claim against ENBRAUN TECHNOLOGIES with respect to such other software and/or services.
11.2 ENBRAUN TECHNOLOGIES is not liable for any damage or loss caused or alleged to be caused by or in connection with Your enablement, access or use of any such other software and/or services, or Your reliance on the privacy practices, data security processes or other policies of such other software and/or services. You may be required to register for or log into such other software and/or services on their respective websites / portals. By enabling any other software and/or services, You are expressly permitting the Software to disclose Your Login Credentials as well as Your Data as necessary to facilitate the use or enablement of such other service.
12. BILLING, PAYMENTS, PLAN MODIFICATIONS
12.1 We provide fully functional “as is” Trial. Thus, no presumption or assumption regarding the Software itself or its Terms will be entertained by ENBRAUN TECHNOLOGIES once a Subscription Plan for a Subscription Term has been subscribed by You.
12.2 We / Our partners / Our resellers may offer one or many payment options including but not limited to direct dank transfer/wire and payment via credit/debit card. We will have the final say regarding acceptable payment methods for all or any Subscription of Software made by You.
12.3 All fees associated with Your access to and use of the Software (collectively, the “Subscription Fees”) are due in full before commencement of Your Subscription Term. License will only be issued after We have received and verified the full invoiced amount. If You fail to pay Your Subscription Fees or fees for other services indicated on any form within seven (7) business days of Our notice to You that payment is due, in addition to Our other remedies, We may cancel the Subscription Plan of Software subscribed by You.
12.4 If You choose to upgrade Your Subscription Plan (add Modules or increase the number of authorised resources that can be scheduled) during Your Subscription Term, hereinafter referred to as the “Subscription Upgrade”, any incremental Subscription Fees associated with such Subscription Upgrade will be invoiced and payable by You before We issue a License to implementation such Subscription Upgrade.
12.5 No refunds for Subscription Fees or other fees or payments will be provided to You if You elect to downgrade (remove Modules or decrease the number of authorised resources that can be scheduled) Your Subscription Plan during Your Subscription Term.
12.6 Downgrades will NOT take effect during current Subscription Term. Downgraded Subscription Plan will only take effect from subsequent Subscription Term.
12.7 Downgrading Your Subscription Plan may cause loss of content, features, or capacity of the Software available to You, and ENBRAUN TECHNOLOGIES does not accept any liability for such loss.
12.8 ENBRAUN TECHNOLOGIES reserves the right to offer special pricing to You and / or to other clients for Subscription Plan and/or support on its own discretion.
12.9 ENBRAUN TECHNOLOGIES reserves the right to increase the Subscription Fees annually, on its own discretion.
12.10 Unless otherwise stated, Our fees (Subscription fee or any other fee) does 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”). You are responsible for paying Taxes except those assessable against ENBRAUN TECHNOLOGIES based on its income. We will invoice You for such Taxes if We believe We have a legal obligation to do so and You agree to pay such Taxes if so invoiced.
13. CANCELLATION RENEWAL AND TERMINATION
13.1 You may elect to cancel Your Subscription Plan at any time, but such request to cancel will only come into effect after the completion of Your current Subscription Term.
13.2 No refunds or credits will be provided to You if You elect to cancel Your Subscription at any time.
13.3 Unless Your Subscription to the Software is cancelled, We will issue a renewal invoice before expiry of current Subscription Term. The renewal invoice will automatically get due on expiry of current Subscription Term.
13.4 Unless otherwise provided, the Subscription Fees applicable to the existing clients for the Subscription to the Software at the time of renewal of the Subscription shall be the current Subscription Fees + 10% increase to the current Subscription Fees or Our Standard Subscription Fees at the time of renewal, whichever is less.
13.5 Renewal license will only be issued to You after We receive and verify the full amount due as mentioned in the renewal invoice.
13.6 Upon completion of renewal formalities, Your Subscription to the Software will renew for a Subscription Term equivalent in length to the then expiring Subscription Term or as explicitly agreed.
13.7 ENBRAUN TECHNOLOGIES reserves the right to modify, suspend, cancel Your Subscription to the Software, if We believe that You have violated these Terms for any reason We may deem justified at Our own discretion. Unless legally prohibited from doing so, ENBRAUN TECHNOLOGIES will use commercially reasonable efforts to contact You directly via email and/or phone to notify You when taking any of the foregoing actions. ENBRAUN TECHNOLOGIES shall not be liable to You or any other third party for any such modification, suspension or cancellation of Your rights to access and use the Software. In an event of such suspension, modification or cancellation, We at Our own discretion may or may not choose to provide You with refund on a pro-rata basis for the remainder of Your Subscription Term. Any suspected fraudulent, abusive, or illegal activity by You, Authorised User may be referred to law enforcement authorities at Our sole discretion.
14. USE OF YOUR NAME AND LOGO ON OUR WEBSITE AND OTHER MATERIAL
14. 1 Unless denied by You in writing, it is implied that You agree, that We can use Your name and logo on Our website and / or any marketing / promotional / or other document / material for the sole purpose of communicating and establishing that You are using Our Software.
14.2 We will not make any claims on Your behalf and will not publish / make public any communication / feedback / testimony from You without taking permission from You.
15. SUPPORT SERVICE DEFINITION AND ENTITLEMENT
15.1 “Support” includes but is not limited to assistance, answers, suggestions, solutions, resources (including but not limited to documents / images / videos), provided by Our representatives via any means of communication including but not limited to email / phone / web meeting software / any internet calling application etc.
15.2 ENBRAUN TECHNOLOGIES at its own discretion may provide a help or Support section on its website and/or any other online platform which will provide necessary resources to assist You to effectively use Our Software.
15.3 Our account managers will provide Support and will coordinate on behalf of ENBRAUN TECHNOLOGIES to ensure that You receive all reasonable assistance to ensure effective use to Our Software.
15.4 We reserve the right to offer Support for free or in exchange of a fee.
16. DISCLAIMER OF WARRANTIES
16.1 These Terms set out the full extent of Our obligations and liabilities in respect of the supply of the Software. There are no conditions, warranties, representations or other terms, express or implied, that are binding on Us except as specifically stated in these Terms. Any condition, warranty, representation or other term concerning the supply of the Software which might otherwise be implied into, or incorporated in, these Terms, or any collateral contract, whether by statute, common law or otherwise, is excluded to the fullest extent permitted by Law.
16.2 You acknowledge that the Software has not been developed to meet Your individual requirements and that it is therefore Your responsibility to ensure that the features and functions of the Software meet Your requirements.
16.3 You acknowledge that the Software may not be free of bugs or errors and may not be available at all times or without interruption, and You agree that the existence of any such bugs or errors or the occurrence of any such interruptions in availability will not constitute a breach of these terms.
17. LIMITED LIABILITY AND INDEMNIFICATION
17.1 In no event We shall be liable for any direct, indirect, incidental, special, exemplary, punitive, or consequential damages (including, but not limited to, procurement of substitute goods, software or services, computer failure or malfunction, loss of data or profits, business interruption, etc.) however caused and on any theory of liability, whether in contract, strict liability, or tort (including negligence or otherwise) arising in any way out of the use of the Software, even if We are aware of or have been advised of the possibility of such damages. In any case, We are not liable for the acts or omissions of its contractors, vendors or other software and/or service provider.
17.2 Notwithstanding the preceding, ENBRAUN TECHNOLOGIES agrees to indemnify You as per its own discretion for damages resulting from lawsuit brought against You by a third party successfully proving beyond doubt in the court of governing Law and jurisdiction that the Software as delivered to You under this Agreement infringes upon any patent, copyright, trademark, trade secret or other Intellectual Property Right of that third party. This clause does not cover any losses or damages caused due to or related to loss of Your or any third party’s Data.
IN ANY CASE, THE MAXIMUM LIABILITY OF ENBRAUN TECHNOLOGIES FOR ALL CLAIMS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID TO US FOR THE SOFTWARE DURING THE TWELVE (12) MONTHS JUST PRIOR TO SUCH CLAIM UNTIL THE DAY SUCH LIABILITY ARISES.
THE FOREGOING CONSTITUTES YOUR SOLE REMEDIES AVAILABLE TO YOU WITH RESPECT TO ANY OF OUR LIABILITY UNDER THESE TERMS.
17.3 You will indemnify and hold ENBRAUN TECHNOLOGIES harmless against any claim brought by a third party against ENBRAUN TECHNOLOGIES arising from or related to use of the Software by You in breach of these Terms or matters which You have expressly agreed to be responsible pursuant to these Terms.
You may not, directly or indirectly, by operation of Law or otherwise, assign all or any part of these Terms or Your rights under these Terms or delegate performance of Your duties under these Terms without ENBRAUN TECHNOLOGIES’s prior consent, which consent will not be unreasonably withheld. We may, without Your consent, assign our Agreement with You to any affiliate or in connection with any merger or change of control of ENBRAUN TECHNOLOGIES or the sale of all or substantially all Our assets provided that any such successor agrees to fulfil its obligations pursuant to these Terms. Subject to the foregoing restrictions, these Terms will be fully binding upon, inure to the benefit of and be enforceable by You and ENBRAUN TECHNOLOGIES and respective successors and assigns.
19. ENTIRE AGREEMENT
These Terms, together with any form(s), appendix(es), constitute the entire Agreement, and supersede all prior agreements between You and ENBRAUN TECHNOLOGIES regarding the subject matter hereof.
20. RIGHT TO AMEND
ENBRAUN TECHNOLOGIES has the right to unilaterally amend these Terms at any time, and to change, delete, discontinue, or impose conditions on use of the Software, in which case the new Terms will supersede prior terms. Any changes will be effective after seven (7) days from the time We first notify You about such changes via email or/and notifications while using the Software or/and other reasonable means. Your use of the Software or any part of it after we notify you of any such changes, constitutes your acceptance of the modified terms. If You do not accept modified terms in part or full, then You must terminate Your Subscription and stop using our Software before the change takes effect. ENBRAUN TECHNOLOGIES’s failure to enforce at any time any provision of these Terms does not constitute a waiver of that provision or of any other provision of the Terms.
If any provision in these Terms is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified by the court and interpreted to best accomplish the original provision fully permitted by Law, and the remaining provisions of these Terms shall remain in effect.
Terms 7, 8, 9, 10, 11, 16, 17, 18, 19, 20, 21 shall survive any Termination of this Agreement with respect to use of the Software by You. Termination of such Agreement shall not limit Your or ENBRAUN TECHNOLOGIES’S liability for obligations accrued as on or prior to such Termination or for any breach of these Terms.
23. RELATIONSHIP BETWEEN PARTIES
ENBRAUN TECHNOLOGIES and You are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between ENBRAUN TECHNOLOGIES and You.
24. GOVERNING LAW
These Terms will be governed by the laws applicable in Republic of India.
State courts located in Jaipur, Rajasthan, will have exclusive jurisdiction to decide dispute(s) if any, which may arise in future between You and ENBRAUN TECHNOLOGIES or other related / affected parties, irrespective of the place where the cause of action arises.