Terms of Use

Terms of use

August 2022

This website is operated by Tonse Technologies Private Limited, registered in the Commercial Registry of MCA, , and registered office at Manipal Innovations Center, A 104, Manipal, 576104, ROI ("Company").

This page contains important information about your legal rights and obligations when using any of the websites and services belonging to the Company. The following is a collection of the generally-applicable terms of use across our websites and services, whilst specific provisions are included in the terms of use of the relevant Company’s website or service and may be accessed via the links provided below:

Tonsetech Terms of Use

Before accessing and using any of the Company’s websites ("Websites") or services ("Services"), you must read the specific terms of use applicable to the access, browsing and use by the users ("User" or "Users", as applicable) of the relevant Website/Service (displayed above), as accessing and using any of the Websites or Services implies that you have read and accept to be bound by the terms of use of the relevant Website or Service. We also recommend regularly checking the applicable terms of use as the Company reserves the right to modify these at any time (the date at the beginning of these terms refers to the latest update of these terms, which will be applicable from the date of publication).

If you have any objections regarding the terms of use of the Websites or Services, please refrain from using these.

Should any conflict arise between the content of the terms as they are laid out below and the content of the specific terms of use of each Website or Service (displayed above), the specific terms of use of each Website or Service shall always prevail.

In respect of collection and processing of personal data, the Privacy policy will apply.

Registration

In order to use certain Services, the User must register, creating a username and password and activating an account. To this end, the User must provide a valid email address where the User will receive notifications related to the Services. If the User is a legal entity or business, its username must be its full name or corporate name and the person registering on behalf of the legal entity or business declares that he/she is duly authorized to bind such legal entity or business and that such legal entity or business shall be bound to the terms of the relevant Website/Service.

The User agrees to provide the mandatory information required for registration and also acknowledges that such information is true, complete and up to date. The User is solely responsible for keeping such information updated. Should the User provide false, outdated or incomplete information, or should the Company have reasons to suspect it, the Company reserves the right to suspend or cancel the User’s account.

The User must protect and keep the account password confidential and must not disclose it to third parties. The User must neither allow other Users to access the Services through the User’s account nor use the account of another User to access the Services.

The User is responsible for all operations carried out through the User’s account through any device. If the User suspects that another User is using his account, he/she/it should immediately inform the Company.

The Company may suspend or cancel the User’s account if it considers that the User has breached these terms.

Liability

The User acknowledges and agrees that he/she/it uses the Website and its Services at the User’s own risk and under the User’s responsibility and, therefore, the Company does not accept any responsibility for misuse or use in breach of the terms of the relevant Web Site/Service.

The User will be responsible for any damages to the Company resulting from the User’s use of the Website and the Services in breach of the terms and accepts to indemnify the Company and its directors, employees, agents and representatives from any liability in which they may incur as a result of the User’s breach of these terms.

The Company does not warrant the availability or continuity of the Website or the Services, neither its reliability, quality, completeness, accuracy or whether they are fit for a specific purpose or activity.

As way of example and without limitation, the Company shall not be liable for any damages that may result from:

Interruptions, viruses, technical problems, interferences, omissions, unavailability, power cuts, failure of the telecommunication networks or the User’s equipment which are not the Company’s responsibility.
Delays or unavailability of the Website and the Services due to deficiencies or traffic overload on the Internet, in the communication network or the electricity grid.
Third-party actions.
Unavailability of the Website and the Services due to maintenance or software updates.
Any other event beyond the Company’s direct control.

SAVE FOR THE COMPANY’S WILFUL MISCONDUCT, AND THOSE CASES IN WHICH DUE TO THE SPECIFIC CIRCUMSTANCES OF THE USER INVOLVED OR THE NATURE OF THE MATTER, APPLICABLE LAW PROVIDES THAT LIABILITY CANNOT BE LIMITED BY AGREEMENT, USE OF THE WEBSITE AND THE SERVICES IS AT SOLE RISK OF THE USER AND THE COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGE OF ANY KIND CAUSED TO THE USER AS A RESULT OF USING THE WEBSITE AND/OR THE SERVICES.

Regarding contents owned by third parties, whether sponsored or otherwise (if any), the Company acts exclusively as a provider of a search service as requested by the User, without assuming any responsibility for search results.

The insertion of links in the Services does not imply any relationship, recommendation or supervision by the Company of the linked website and, accordingly, the Company does not accept any liability in relation to the content of any linked website except in the specific circumstances provided by applicable law.

Regarding content owned by third parties and offered through the Websites and/or Services in collaboration with the Company (if any), the Company acts exclusively as the provider of the intermediation service between the third parties’ offer of content and the Users interested in downloading them, without any liability in relation to such contents, except for those cases expressly stated by the applicable law.

The Company will make reasonable commercial efforts in order to ensure the accuracy of keywords and descriptions, as well as the identification of content as exclusively for editorial use or any equivalent expression. However, THE COMPANY NEITHER WARRANTS NOR MAKES ANY REPRESENTATION REGARDING ANY KEYWORD, TITLE OR DESCRIPTION; OR THE IDENTIFICATION OR LACK OF IDENTIFICATION OF ANY VISUAL CONTENT AS EXCLUSIVELY FOR EDITORIAL USE. For this reason and notwithstanding any other liability limitation that may be applicable in accordance with these terms, the Company shall neither indemnify nor assume any liability in connection with any claim resulting from inaccurate keywords, titles or descriptions, or from the use of the visual content identified as exclusively for editorial use.

Intellectual Property

All intellectual property rights over the Website, the Services, its design, and source code, and all content included in any of them (including without limitation text, images, animations, databases, graphics, logos, trademarks, icons, buttons, pictures, videos, sound recordings, etc.) belong or are licensed to the Company.

Except as expressly authorized under the terms of the relevant Website/Service, the reproduction or distribution, as well as transformation, producing any derivative works of any kind, public communication, making available, extraction, reuse or any other use of the Website, the Services or its content or any of its parts, is strictly forbidden.

Changes and Closure of the Website

The Company may, at any moment, and without incurring in any responsibility towards the User, modify the content of the Website or the Services, limit or modify the conditions or cease to provide some or all the Services and features available or deactivate and delete all or some of the User accounts and their corresponding information. However, the Company will comply with its obligations regarding the keeping of records in relation to certain transactions for the relevant period as provided by applicable law or refund the Users of Subscriptions in force at that time with the proportional part of the price not accrued before the termination.

General and Contact Information

The use of the Website and the Services and the interpretation and application of these terms shall be governed by Indian Law. Except for those cases in which the applicable law impose a specific jurisdiction, any dispute in connection with these terms shall be resolved by the Courts of Udupi (India), and the parties expressly waive any other applicable jurisdiction.

If any provision in these terms is declared to be invalid or unenforceable, it shall be substituted or deemed as not included. The remaining provisions in these terms shall not be affected in any way.

You may contact the Company for any query or claim via info@tonsetech.com

Tonsetech Terms of use

June 2022

These terms of use ("Terms") govern the access, browsing and use by the users ("User" or "Users", as applicable) of https://www.Tonsetech.com/, including any of its subdomains and/or sections ("Website"); as well as the services rendered through the Website ("Service" or "Services", as applicable) which include the download and use of certain content.

Accessing and using the Website implies that the User has read and accepts to be bound by these Terms without exception. In case the User does not accept the Terms or have any objection to any part of the present Terms, the User must not use the Website.

The Company may modify the Terms at any time and thus we recommend that the Terms are reviewed on a regular basis by the User. The date at the beginning of these Terms refers to the latest update of these Terms, which will be applicable from the date of publication.

Some Services provided through the Website may be subject to specific conditions or instructions that must be accepted by the User prior to the provision of the relevant Service. These specific conditions may be imposed by the Company or by third parties. Such specific conditions shall apply in addition to the Terms and, in case of conflict, shall supersede the Terms. Accordingly, the User must read and accept such specific conditions before the provision of the relevant Service.

Likewise, in respect of collection and processing of personal data, the Privacy Policy will apply.

Services Offered

Through the Website, it is offered to the User visual ,IT Support, IT Consultation, developed systems and Saas subscriptions, like website development and ecommerce development, photos and images, graphics design, social media creation, testing, icons, video contents and recordings (including the corresponding audio) in any format, as well as specific information related to such content.

The Services may offer contents owned by the Company ("Tonsetech Own Content"), contents owned by third parties offered through the Website ("PArtners Content") as well as third-party content not offered free of charge ("Sponsored Content"). Sponsored Content is duly differentiated and identified on the search results. Tonsetech Own Content and Collaborators Content shall be hereinafter referred to collectively as the "Tonsetech Content" and can be downloaded through the Website.

Authorized Use

The User is only authorized to use the Website and the Services in accordance with the Terms and in good faith. In particular and without limitation, Users (irrespective of whether they have purchased a Subscription or not) undertake that any access or downloads of any content available in the Website or through the Services will always be the result of a genuine legitimate interest of the User and acknowledges that any method which artificially increases the number of downloads, accesses or clicks over such content is strictly prohibited under these Terms (including, without limitation, the generation of downloads, accesses or clicks over such content through any robots, spiders or any other mechanism, mobile application, program or tool) and will result in the cancellation of the User’s account by the Company and the obligation for the User to indemnify the Company for all damages suffered as a result of the User’s breach of this undertaking, without the right of reimbursement of any of the amounts paid.

The User agrees not to use the Services negligently, for fraudulent purposes or in an unlawful manner. Likewise, the User agrees not to partake in any conduct or action that could damage the image, interests or rights of the Website or third parties.

The User will not interfere with the functioning of the Website or in the Services, in particular, he/she/it will not impersonate another user or person. The User agrees not to carry out any action that may damage, make unavailable, overload, deteriorate or impede the normal use of the Website or the Services, which may impact the security of the Website or the Services, or which may in any way interfere with the Services offered by the Company. The use of robots, spiders or any other mechanism, mobile application, program or tool to access, copy or control any part of the Website or the Services in any way which is contrary to the ordinary use of the Website or which infringes the Company’s interests (without its express prior authorization) is strictly prohibited. Likewise, obtaining or attempting to obtain the contents of the Website using any method or system not expressly authorized by the Company or which is not the ordinary method of accessing the Website is also strictly prohibited.

The User shall be responsible for any costs required for the Services’ use and for ensuring, prior to using the Services, that the Services’ features meet the User’s needs and that he/she/it meets all requirements and has all the equipment and software necessary for this purpose.

The rights granted to the User under these Terms are personal and shall not be assigned to any third party (including affiliates or entities part of the same group of companies) totally or partially, by any mean, without the prior, express and written consent from the Company.

When providing the Services, the Website can publish advertising either related or not to the contents displayed or the Services, which is expressly accepted by the User.

Registration

The Company may suspend or cancel the User’s account if it considers that the User has breached these Terms.

Content

The Services allow Users to search for content that may result in Tonsetech Content and Sponsored Content, according to his or her preferences, and download such Tonsetech Content.

If you have any question regarding any content or believe that it infringes any right, that it does not comply with these Terms, or that is inappropriate, you can do so by contacting the Company as indicated in these Terms or following the instructions provided on the Website for a copyright complaint.

4.1. Sponsored Content

Regarding Sponsored Content, the Website’s role is limited to displaying content offered by the sponsored website with which the Company has reached an affiliation agreement or similar. Therefore, the Company will display a link to the sponsored website which offers the Sponsored Content, together with specific related information. In some cases, in order to provide the User a better user experience and facilitate returning to the Services, the link can be presented within a frame corresponding to the Website, which can be removed by the User at any time.

The Company is not the provider of the Sponsored Content and does not present itself as owner of such contents.

The Company does not select, examine, control, guarantee, approve, sponsor or identify itself in any form with the Sponsored Content displayed to the Users according to their preferences. The Sponsored Content are the sole responsibility of the third parties that make them available to the public over their own websites or Internet.

The User will be able to access the corresponding third party sponsored websites and download Sponsored Content under the terms and conditions established by such third parties. The Company shall not be a party or be involved in any way in the relationship between the User and the corresponding third party. The User undertakes to read and comply with the terms and conditions established by such third parties for the download and use of Sponsored Content.

The Company is not a party and does not take part in the relationship between the User and the third party that offers the Sponsored Content, and it is not directly or indirectly responsible for the performance, omissions, errors, negligence or breaches of the Users or such third parties. Any claim from the Users regarding the Sponsored Content must be addressed to the relevant third parties through the linked website.

4.2. Tonsetech Own Content

Tonsetech Own Contents are offered under the conditions stated from time to time in the Website (including, without limitation, restrictions to the number of downloads per day) and its use is allowed in the terms set out or referred to in these Terms, as applicable.

4.3. Collaborators Content

Collaborators Contents are offered in the terms stated at the relevant time in the Website (including, without limitation, daily download limits), and its use is allowed in the terms set out or referred to in these Terms, as applicable.

When offering Collaborators Content, the Company acts as a mere intermediary between the User that downloads such content and the collaborator, providing the User with the access and subscription to the Collaborators Content.

The Company makes reasonable efforts in guaranteeing the lawfulness and quality of the Collaborators Content. However, the Company cannot monitor or control all Collaborators Content. Therefore, the User acknowledges and agrees that the Company shall not be responsible for evaluating the originality, the non-infringement of third-party rights or the lawfulness of Collaborator Content and that the Company does not guarantee nor is liable in respect of any such contents, except for those cases expressly provided in the applicable regulations.

Storage and Offer of Collaborator Content

The Company limits itself to solely hosting the Collaborator Content and, therefore, it has no obligation to edit, select, check, or control the Collaborator Content nor does it guarantee, approve or necessarily agree with the Collaborator Content. If you wish to make an enquiry related to the Collaborator Content or if you believe that the Collaborator Content violates any rights or does not meet these Terms, or is inappropriate, you can contact the Company as indicated below.

The Collaborator is the sole and exclusive responsible for the Collaborator Content provided to the Company for storage, publishing and offering to Users through the Website.

Liability

The User will be responsible for any damages to the Company resulting from the User’s use of the Website and the Services in breach of the Terms and accepts to indemnify the Company and its directors, employees, agents and representatives from any liability in which they may incur as a result of the User’s breach of these Terms.

As way of example and without limitation, the Company shall not be liable for any damages that may result from:

Interruptions, viruses, technical problems, interferences, omissions, unavailability, power cuts, failure of the telecommunication networks or the User’s equipment which are not the Company’s responsibility.
Delays or unavailability of the Website and the Services due to deficiencies or traffic overload on the Internet, in the communication network or the electricity grid.
Third-party actions.
Unavailability of the Website and the Services due to maintenance or software updates.
Any other event beyond the Company’s direct control.

In accordance with Section 4 above regarding Sponsored Content, the Company exclusively limits itself to the provision of links to the content provided by the company that owns the Sponsored Content, based on the Users’ preferences, without assuming any responsibility for search results.

In accordance with Section 4 above regarding the Collaborator Contents, the Company acts exclusively as the provider of the storing and intermediation service between the offer of Collaborator Content and the Users interested in downloading them, without any liability in relation to such contents, except for those cases expressly stated by the applicable law.

The Company will make reasonable commercial efforts in order to ensure the accuracy of keywords and descriptions, as well as the identification of content as exclusively for editorial use or equivalent. However, THE COMPANY NEITHER WARRANTS NOR MAKES ANY REPRESENTATION REGARDING ANY KEYWORD, TITLE OR DESCRIPTION; OR THE IDENTIFICATION OR LACK OF IDENTIFICATION OF ANY CONTENT AS EXCLUSIVELY FOR EDITORIAL USE. For this reason and notwithstanding any other liability limitation that may be applicable in accordance with these Terms, the Company shall neither indemnify nor assume any liability in connection with any claim resulting from inaccurate keywords, titles or descriptions, or from the use of the visual content identified as exclusively for editorial use.

Intellectual Property

All intellectual property rights over the Website, the Services, and/or the Tonsetech Content, its design, and source code, and all content included in any of them (including without limitation text, images, animations, databases, graphics, logos, trademarks, icons, buttons, pictures, videos, sound recordings, etc.) belong or are licensed to the Company.

Except as expressly authorized under these Terms, the reproduction or distribution, as well as transformation, producing any derivative works of any kind, public communication, making available, extraction, reuse or any other use of the Website, the Services, the Tonsetech Content or any of its parts, is strictly forbidden.

The Sponsored Content and Collaborator Content are protected by intellectual property rights, as appropriate, and belong to their owners. Regarding the Sponsored Content, although the Services can locate and provide access to these contents, its download and use is subject to the conditions set by the relevant third party. The Company is not the owner and cannot grant any license or authorization in relation to Sponsored Content. The User must obtain authorizations that are, in each case, required to use any Sponsored Content, which are stated in the relevant website, from which the User will be able to download the Sponsored Content.

If you believe that any content infringes third party rights or does not comply with these Terms, you can report it to the Company as set forth in these Terms.

License Agreement for Tonsetech Content

The Company authorizes the User to download and use the Tonsetech Content under the terms of this Section (see Section 7 in relation to Sponsored Content). The Company and its licensors reserve all rights over the Tonsetech Content not expressly granted in this license to the User.

Subject to the fulfilment of these Terms, the Company authorizes the User in a non-transferable, revocable, limited, non-exclusive manner and on a worldwide basis for the duration of the relevant rights; to download, use and modify the Tonsetech Content, in a device the User owns or controls and only for the purposes and uses allowed in these Terms.

The User may use the Tonsetech Content (including any derivative work), either using the Tonsetech Contents in its entirety or using only some or some of its elements, either using the Tonsetech Contents without modification, combining them with other contents or having previously modified them, being the license granted with respect to the Tonsetech content, provided that it:

Does not involve collective use;
The Tonsetech Content is not used in a manner that suggests an association or endorsement of any kind by the Company or the Website;
The Tonsetech Content or any derivative work is not used or included (in whole or in part) in a database, archive or in any other media/stock product, collection, set of clips, or library, for distribution or resale or used in any other way that could prevent or limit future visits or downloads from the Website;
Does not resell, assign, transfer or sublicense the Tonsetech Content or any derived work from the Tonsetech Content;
Does not use the Tonsetech Content in printed or electronic items (e.g. t-shirts, cups, postcards, birthday or greeting cards, invitations, calendars, web models or electronic devices, apps, NFTs, videogames, advertising spots, audio-visual animations) aimed to be resold, in which the content in the Tonsetech Content is the main element (because of size, relevance or any other cause, in case of doubt about whether the content is main element, it shall be deemed that the content is main element);
Does not use the Tonsetech Content (totally or partially) in any trademark, or part of the same, which may be used by any other means to guarantee or to imply a guaranty of any product and/or service, unless the Tonsetech Content used in such cases is modified in such a way as to be a new and different content not confusingly similar with the original Tonsetech Content or implies a use of the Tonsetech Content as a template or test, and not as a final item or material;
Does not use the Tonsetech Content (including any caption information, title, keywords or other metadata associated with the Tonsetech Content) for any machine learning and/or artificial intelligence purposes, or for any technologies designed or intended for the identification of natural persons.
Does not make any use of the Tonsetech Content which might be considered defamatory, libellous, obscene, immoral or illegal, including, without limitation, using it in a way that places any person appearing in the Tonsetech Content in a negative light or depicts them in a way that they may find offensive such as the use in pornography, advertisements for escort or similar services, political endorsements, birth control products, and;
Does not make any use of the Tonsetech Content to slander, libel or to vilify a person, race, sex, culture, sexual orientation, religion, country, region, town, village or any other place, or any other human group.

When any Tonsetech Content is marked or identified as for editorial use, or when within the same there are logos, recognizable products, public buildings, public events or images taken in places where recognizable persons appear in the background, the User shall only be entitled to use it for such editorial use. In such cases, the User undertakes not to use that content in any manner that entails any connection with any business activity, the use in economic traffic or advertising, marketing or commercialization of any product or service. The User shall be directly liable and the Company shall not assume any liability as a result of the use for commercial purposes by the User of any content belonging to the Tonsetech Content, which according to this paragraph should be for editorial use only.

The authorization to use the Tonsetech Content shall be free provided that any use of the content in the Tonsetech Content by the User is credited to the Company/Website as stated by the Company from time to time. In order to benefit from the Service or to use the Tonsetech Content without acknowledging the Company/Website, the User must purchase a premium subscription (hereinafter, the "Premium Subscription") in the Website and download the Tonsetech Content during the term of any such Premium Subscription. Conditions in Section 10 shall apply to the purchase of the Premium Subscription.

As a general rule, it is forbidden for a User to authorize any third parties to use the Tonsetech Content (or any modification of any content in the Tonsetech Content). As an exception to the prohibition, the User may allow third parties to use the Tonsetech Content, when each and every of the following conditions are met:

The third party has professionally instructed the User to produce goods or provide services to it/him/her and the User uses a limited number of items within the Tonsetech Content to produce such goods or provide such services to the instructing third party;
The authorization granted by the User to the third party is in writing and complies with every restriction of the User’s authorization to use the relevant Tonsetech Content and includes, without limitation, a restriction for the third party to distribute, resell or license the relevant content in the Tonsetech Content (i.e. the third party is the final user of the relevant content in the Tonsetech Content);
None of the contents in the Tonsetech Content which are subject to the authorization are used as the main element (because of size, relevance or any other cause; in case of doubt about whether the content is the main element, it shall be deemed as the main element) in printed or electronic items (e.g. t-shirts, cups, postcards, birthday or greeting cards, invitations, calendars, web models or electronic devices, apps, NFTs, videogames, advertising spots, audiovisual animations) aimed to be resold by the third party;
The production of goods or provision of services by the User to the third party is not done by automatic means, it is tailor-made for the third party (and therefore its use is not authorized by the User to any other third party) and requires a specific substantial human intervention from the User in relation to each third party; and
The User -and not the third party- chooses the specific items within the content of the Tonsetech Content to be used in the production of goods or provision of services for the third party.

When all of the above conditions are met, the User shall be entitled to authorize a third party to use the relevant content in the Tonsetech Content. This exception refers only to the prohibition for the User to authorize third parties to use the content in the Tonsetech Content without affecting or limiting in any way the remaining conditions of the User’s right to use the Tonsetech Content. Whether the above conditions regarding the exception to the prohibition for Users to authorize third parties to use the content in the Tonsetech Content are met shall be interpreted restrictively so that, in case of doubt, it shall be deemed that the conditions are not met.

The User does not acquire any right as a result of the use of the content in the Tonsetech Content. In particular, the User is not authorized to distribute, resell or rent any content in the Tonsetech Content (or any modification of any content in the Tonsetech Content).

The User’s rights under this Section will end automatically without any notice if the User breaches any of the Terms. In case of termination of the rights hereunder, the User shall cease using content in the Tonsetech Content and will destroy every copy, whether total or partial, thereof.

Fonts License Agreement

The Company authorizes the User to download and use the licensed typographic fonts available on the Website ("Licensed Fonts") only in accordance with this condition. All rights in the Licensed Fonts not expressly granted to the User under this condition are reserved by the Company or its licensors.

The Company authorizes the User on a non-transferable, limited, revocable, non-exclusive, worldwide basis and for the duration of the term of the rights, to download and use the Licensed Fonts on a device owned or controlled by the User and only for the purposes and uses authorized by these Terms.

The User may use the Licensed Fonts to design and develop documents, and may embed copies of the Licensed Fonts in any document, for the purpose of printing and viewing the document. The Licensed Font must be a subset that includes only the glyphs necessary to display the work, and the document must obfuscate or protect its embedded font data from discovery, deliberate or inadvertent, and from misuse. No other embedding rights are implied or permitted by this license.

Likewise, the User may make use of the Licensed Fonts to design and develop websites and other web projects.

Portions of the Licensed Fonts may use or contain open-source software programs and software components. Their use is further governed by the terms of any open-source license specified in the copyright files or license notices accompanying the Licensed Font.

Licensed Fonts may be provided to the User with certain copyright notices. The User must retain exactly as provided (and not remove or alter) such notices, following any instructions provided by the Company in each case.

The Users are expressly prohibited from:

use the Licensed Fonts in printed or electronic items intended for resale, from pictograms or single letters in any format (e.g., stencils, stickers or jewellery);
include, embed, integrate, embed or otherwise distribute any Licensed Fonts in any document or web site or project in a manner that would allow external output of the Licensed Fonts or that would prevent or limit future visits to or downloads from the Website, or distribute or sublicense any portion of the Licensed Fonts independently or in any manner that would allow any third-party to access and/or use the Licensed Fonts to create new content;
add any functionality to, or otherwise change, alter, adapt, modify or produce (or cause others to produce), derivative works of any part of the Licensed Fonts;
disassemble, decompile, reverse engineer or otherwise attempt to discover the source code of the Licensed Fonts, or disable, override or otherwise circumvent any software protection mechanism.
Conditions for the Premium Subscription

The terms in this Section ("Premium Subscription Terms") govern any purchase of the Premium Subscription in the Website. When concluding the purchase procedure for any Premium Subscription, it shall be deemed that the User has read and accepted, without exception, the Premium Subscription Terms. For the avoidance of doubt, the Premium Subscription Terms are additional to the Terms which will continue to apply to Users who have acquired a Premium Subscription unless it is expressly provided otherwise in relation to specific provisions in the Premium Subscription Terms.

These Premium Subscription Terms are available to the User before the purchase of the Premium Subscription and may be stored or reproduced on a durable medium.

The Premium Subscription Terms are available in English and Spanish. In case the User is interested in purchasing any Premium Subscription, it has to follow the instructions available in the Website from time to time.

The Subscriptions available are offered in the Website where the pertinent information, price and conditions are included (including, without limitation, restrictions to the number of downloads each day). The Company can modify the Subscriptions offered at any time, offering with new Services (to which, unless otherwise stated, these Subscription Terms shall apply) or ceasing to offer any of the Services. The Subscriptions are personal, shall not be assigned to third parties and no third parties other than the User shall be allowed to use the Tonsetech Content (including as third parties, for these purposes, affiliates or entities part of the same group of companies).

The price for the Subscription is stated in the relevant currency in the Website and includes, if applicable, the relevant Value Added Tax. The Company is entitled to modify the price for any Subscription at any time. The Company shall apply the price stated in the Website at the time of the submission of the Subscription order by the User.

The User shall pay the Premium Subscription in advance through Paypal, credit/debit card or any other valid payment method offered by the Company, as stated in the Website. To purchase and pay the Premium Subscription, the User shall follow the instructions stated in the Website. The processing of the payment information and data through Paypal or credit/debit card is made within third-party sites. When ordering any Premium Subscription, the User authorizes the Company to collect the corresponding price through the chosen payment method. The Premium Subscription shall not be activated until the Company has received the payment or the payment has been authorized by the relevant financing entity. After that, the Premium Subscription shall be in force for the term purchased by the User.

Unless otherwise stated in these Premium Subscription Terms, the Premium Subscriptions shall be automatically and successively renewed at the expiration of its term, unless the User cancels the renewal of the Premium Subscription before its expiration. The Company shall charge the corresponding price by the same initial payment method. The Company may modify the price for the renewal of the Premium Subscription, provided that the User is informed with, at least, one-month prior notice, via email sent to the email address used for the registration process.

Once the User purchases the Premium Subscription, the screen shall confirm the purchase. In addition, within the shortest time reasonably possible and not after twenty-four (24) hours since the acceptance of the order, an email shall be sent to the User with the receipt of the purchase. The receipt may be stored and printed. The User may request and download an invoice as stated within the Website twenty-four (24) hours after making the relevant payment.

After the purchase of the Premium Subscription, the User may benefit from the following:

Benefits from Tonsetech Premium Subscription, which are the following:

The Service consisting in using the content in the Tonsetech Content without crediting the Company/Website.
Access all contents available in the Website.
Use the Website without advertisement displaying.
Not to be subject to the restrictions as to number of content downloads applicable to the Tonsetech Content from time to time, without prejudice to the application of certain restrictions to the number of downloads aimed at preventing a fraudulent or abusive use of the Website.

The rest of the Conditions, including the conditions established or referred to in Clauses 7 and 8, will continue to apply, such as, without limitation, the prohibited uses for Tonsetech Content. Likewise, for the use of Partners Content, the Tonsetech Partners Terms and Conditions shall apply, which are incorporated into these Conditions.

As the content in the Website is digital content, no cancellation right shall apply, which is expressly acknowledge and accepted by the Users, without prejudice to the guarantees stated in the consumers’ regulations that may be applicable, unless the Company states otherwise, in which case, will be subject to the conditions set forth by the Company.

Changes and Closure of the Website

General and Contact Information

The use of the Website and the Services and the interpretation and application of these Terms shall be governed by Spanish Law. Except for those cases in which the applicable law impose a specific jurisdiction, any dispute in connection with these Terms shall be resolved by the Courts of Málaga (Spain), and the parties expressly waive any other applicable jurisdiction.

In accordance with the provisions of article 14 of Regulation (EU) 524/2013, the Users are informed that, in the cases in which it is applicable due to the condition of the User as a consumer, the European Commission has an online dispute resolution platform, which is available at the following link: https://ec.europa.eu/consumers/odr/.

If any provision in these Terms is declared to be invalid or unenforceable, it shall be substituted or deemed as not included. The remaining provisions in these Terms shall not be affected in any way.

You may contact the Company for any query or claim in https://www.Tonsetech.com/profile/support.

Tonsetech API Premium Services Terms and Conditions

October 2022

These Terms and Conditions of the Tonsetech API Premium Services are a binding Terms and conditions and shall apply to access to and use of the Tonsetech Micoservcies/Saas API Premium Services by the user (hereinafter “the Customer”). Customer access to and use of the Tonsetech API Services implies that the Customer has read and accepted all these Terms and Conditions of the Tonsetech API Services. We therefore recommend that you review them frequently.

The Tonsetech API Services (as defined hereunder) are provided by Tonse Technologies Private Limited, whose registered office is at (hereinafter Tonsetech). You must fulfill these Terms and Conditions of the Tonsetech API Premium Services (hereinafter the Terms and Conditions) at all times when you access or use the Tonsetech API Services. The term Tonsetech API Services refers to

access to and use of the API Services made available by Tonsetech (as this term is defined hereunder), including any services related to said access, use or API;
any documents, information, materials, source codes and software (including any human-readable programming instructions) related to the Tonsetech API or its associated services that are made available by Tonsetech;
any data, contents and information provided to API Clients (as this term is defined hereunder) (hereinafter API Data); and
the credentials which Tonsetech has assigned to you and your API Client(s). By accessing and using the Tonsetech API Services and in exchange for receiving the benefits of the Tonsetech API Services provided by Tonsetech, you agree to be bound by the Terms and conditions (as this term is defined hereunder).

Tonsetech may modify the Terms at any time and thus we recommend that the Terms are reviewed on a regular basis by the Customer. The date at the beginning of these Terms refers to the latest update of these Terms, which will be applicable from the date of publication.

Access to and use of the Tonsetech API Services may be subject to any specific conditions or instructions Tonsetech or third parties may issue which shall complete or, if contrary to the provisions set forth herein, replace the contents of these Terms and Conditions of the Tonsetech API Services, which must be accepted by you before the relevant access and use.

Tonsetech and Customer are individually referred to as “Party” and collectively as “Parties”.

Definitions

With regard to these Terms and Conditions, the terms hereunder shall be construed to mean as follows:

1.1. API Client

refers to a website or software application (including mobile phone applications) developed by the Customer that accesses or uses the Tonsetech API Services.

1.2. Developer Policies

refers to the policies on the Tonsetech API Services which the Customer and its API Client(s) are obliged to fulfil in addition to all of the others Terms and conditions’ while accessing or using the Tonsetech API Services.

1.3. Tonsetech API Services

refers to:

access to and use of the API Services made available by Tonsetech including any services related to said access, use or API;
any documents, information, materials, source codes and software (including any human-readable programming instructions) related to the Tonsetech API or its associated services that are made available by Tonsetech;
any data, contents and information provided to API Clients (as this term is defined hereunder) (hereinafter API Data); and
the credentials which Tonsetech has assigned to the Customer and its API Client(s).

1.4. Tonsetech Confidential Information

refers to any information belonging to Tonsetech which is provided to the Customer in relation to accessing or using the Tonsetech API Services, excluding any information the Customer have developed independently, any which has been lawfully delivered to the Customer by a third party that is not subject to confidentiality obligations or any which has been made publicly available without the Customer being involved in its disclosure.

1.5. Tonsetech Developer Website

refers to Tonsetech developer website, including the different web pages that offer instructions on how to use the Tonsetech API Services.

1.6. Tonsetech Guidelines

refers to the guidelines and other documents posted on the Tonsetech Developer Website.

1.7. Personal Data

has the meaning set forth in REGULATION (EU) 2016/679 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation) or the national legislation of the EU Member State which supplements or implements it, as said legislation is progressively updated, amended and/or replaced from time to time.

The Terms and conditions

2.1. Object

This Terms and conditions sets forth the conditions to access to and use of the Tonsetech API Services by the Customer.

The API consists of tools and documents to facilitate the creation of a software application (hereinafter the Application) which will allow the Customer or the API Client(s) to search for, license, download and use Tonsetech content subject to the limitations and conditions described hereunder or in the relevant documents referred to in this Terms and conditions.

Subject to fulfilment of all the terms and conditions set forth in the Terms and conditions, Tonsetech grants the Customer a limited, non-exclusive, revocable, personal, non-sublicensable and non-transferable license to access and use the Tonsetech API Services solely to develop, test, display and run the Application and place Tonsetech content at the disposal of the Customer API Client(s).

Subject to fulfilment of all the terms and conditions set forth herein, Company hereby authorizes the API Client’s users in a non-transferable, revocable, limited, non-exclusive manner and on a worldwide basis for the duration of the relevant rights to download, use and modify the Tonsetech Content, in a device the User owns or controls and only for the purposes and uses allowed in the Tonsetech Terms of Use.

Tonsetech reserves all rights which are not expressly granted through this license.

The Customer will need a unique password and/or another credential (jointly referred to herein as API keys) to initiate a session in its account and access and use the Tonsetech API Services. The Customer may only access its account with the API keys provided to the Customer by Tonsetech. The Customer shall not sell, transfer, dispose of, sublicense or divulge its API keys. The Customer shall not use the API on any platform, website or application other than the API Client disclosed to Tonsetech as part of the API account's creation. The Customer is responsible for safeguarding and maintaining the security and confidentiality of its API keys by not disclosing them to third parties or allowing them to be used by third parties. The Customer is solely and exclusively liable for all the activities which are performed with its API keys on any device, regardless of whether or not said activities are performed by the Customer or by a third party. Tonsetech may suspend or cancel the API keys if it deems that the security or confidentiality have been jeopardized.

Tonsetech does not warrant that any individual element of the Tonsetech content will be available and shall have full discretion to determine which Tonsetech content will be available to API Clients through the Tonsetech API Services.

Tonsetech reserves the right to release newer versions of the API from time to time and to require that the latest version be used. These Terms and conditions shall apply to access to and use of said latest version. To clarify, these Terms and conditions do not grant any right whatsoever to any update, upgrade or modification of the API.

The Customer shall not lease, sell, distribute, communicate to the public or sublicense the Tonsetech API Service. Any attempt to perform the aforementioned actions is a violation of Tonsetech's rights and those of its licensors.

2.2. Sections of the Terms and Conditions.

The Terms and Conditions is comprised of:

the Terms and Conditions;
the Developer Policies;
the Tonsetech Privacy Policy
The Tonsetech Terms of Use

2.3. Amendment of the Terms and conditions

Tonsetech may amend the Terms and Conditions or any of the documents which comprise the Terms and Conditions. Tonsetech shall endeavour to give notice of any changes made to the Terms and Conditions by sending an e-mail at least 30 calendar days before said changes come into force.

Nonetheless, any specific changes which incorporate new functions, or any made for legal reasons may enter into force immediately, regardless of whether or not notice thereof is given. If the Customer disagrees with any of the changes, the Customer may terminate the Terms and Conditions. If the Customer do not terminate the Terms and Conditions immediately and continue accessing or using the Tonsetech API Services, whether directly or through the API Client(s), including any development activity related to any of the Tonsetech API Services and any interaction of the API Client(s) with any of the Tonsetech API Services, it shall be deemed that the Customer has accepted said changes.

Access to and Permitted Use of the Tonsetech API Services

When the Customer access or use the Tonsetech API Services, the Customer and its API Client(s)

shall at all times fulfil the Terms and conditions; and
shall only access (or attempt to access) the Tonsetech API Services to develop and operate its API Client(s) as provided by the Terms and Conditions and the documents on the specific Tonsetech API Services the Customer accesses or uses. Tonsetech may suspend or cancel access to or the use of any of the Tonsetech API Services (including any credentials assigned to the Customer or its API Client(s), impose additional requirements or restrictions, or terminate the Terms and Conditions between the Customer and Tonsetech due to any breach of the Terms and Conditions committed by the Customer or by anybody else acting on the Customer’s behalf.

The Customer agrees not to use the Tonsetech API Services negligently, for fraudulent purposes or in an unlawful manner. Likewise, the Customer agrees not to partake in any conduct or action that could damage the image, interests or rights of Tonsetech or third parties.

The Customer shall not perform, nor allow any person to perform, whether directly or indirectly, any actions of reverse engineering, dismantling, reconstruction, decompiling, translation, modification, copying or in order to obtain the source code, nor shall create works derived from the Tonsetech API Services or from any aspect or part thereof, including, but not limited to, the sources code and algorithms, except where it is explicitly allowed under this Terms and Conditions.

Registration

The Customer must register and create an account to access and use the Tonsetech API Services. The Customer may be required to provide certain information (such as identification or contact data) as part of the registration process or as part of the access and use the Customer makes of the Tonsetech API Services. Our Privacy Policy sets forth how we process the Customer Personal Data and protect its privacy where the Customer provide Personal Data in relation to its access to and use of the Tonsetech API Services.

Restrictions

Notwithstanding any other limitations set forth herein, the Customer and its API Client(s) shall

use the Tonsetech API Services in good faith and solely for the purposes allowed under this Terms and Conditions, avoiding any fraudulent purpose or negligent use thereof;
fulfil all the laws, standards and regulations which apply and not infringe third-party rights;
not access or use the Tonsetech API Services in a way which breaches said laws, standards and regulations or third-party rights, or in a way that is deceitful, unethical, false or confusing, and require anybody else acting on the Customer behalf and its API Client(s) to do so as well; and
set forth terms and conditions and privacy policies for users of its API Client(s) that are in accordance with this Terms and Conditions and provide ongoing commercial support to said users

Without limiting the foregoing, the Customer shall not distribute or provide access to its API Client(s) in breach of the trade laws of Spain. The Customer likewise undertakes not to behave in any way that could harm Tonsetech' image, interests and rights or those of third parties. The Customer shall refrain from impersonating another user or person or from performing any action that may affect or interfere with the API, the Tonsetech API Services or their security. It is forbidden to access or use the Tonsetech API Services in a way which is contrary to their normal use by means of techniques other than those authorized by Tonsetech from time to time or which unreasonably harm Tonsetech interests.

Customer shall not use the Tonsetech API Services to license, resell, distribute or package Tonsetech content or for any other activity in a way that violates Tonsetech Terms of Use or might harm Tonsetech business operations, including, without limitation, any print-on-demand services or any other service in which the Tonsetech content is directed o may be directed to be used in printed or electronic items (e.g. t-shirts, cups, postcards, birthday or greeting cards, invitations, calendars, web models or electronic devices, apps, NFTs, videogames, advertising spots, audio-visual animations) aimed to be resold, in which the content in the Tonsetech content is the main element (because of size, relevance or any other cause, in case of doubt about whether the content is main element, it shall be deemed that the content is main element).

The Customer is solely liable for properly managing and operating the service offered through its API Client(s), as well as for any relationship with or liability to the users of its API Client(s).

API Clients and Supervision

Tonsetech may supervise, review and inspect the Customer API Client(s), as well as supervise and audit the access and use the Customer makes of the Tonsetech/Partners API Services from time to time without further notice to ensure quality, upgrade our products and verify the Customer fulfilment of the Terms and Conditions.

Intellectual Property

The Customer and its API Client(s) shall not infringe or violate third-party rights, including intellectual and industrial property rights, confidentiality rights, privacy or data protection rights, image rights or any other kind of rights, and the Customer shall require anybody else acting on its behalf and its users that they shall not do so either.

Nothing set forth in the Terms and Conditions grants or shall be construed to grant any right to use any Tonsetech intellectual property trademark except solely as expressly provided herein. The Customer agrees that it shall not use Tonsetech trademarks in any way that might harm, disparage or adversely affect said trademarks and that it shall not attempt to register any trade name, trademark, distinctive sign, logo or domain name that is confusingly similar to Tonsetech distinctive signs.

Publicity

Tonsetech may use the Customer name, trade names, trademarks or logos in presentations, marketing material, customer lists, financial reports, customer lists posted on websites, market research studies and other marketing activities, including incidental reproductions such as screenshots, videos or other content of its API Client(s). The Customer hereby grants Tonsetech, which accepts, a non-exclusive, irrevocable, free, worldwide and perpetual license to display its company or organization's name, trade names, trademarks or logos for the aforementioned purposes. The Customer shall not make any public statement regarding its use of the Tonsetech API Services which suggests Tonsetech association, sponsorship or endorsement without Tonsetech prior written authorization thereof.

Modification of the Tonsetech API Services

9.1. Right to Make Modifications

Tonsetech is constantly innovating and, as part of its ongoing innovation efforts, Tonsetech may alter or interrupt any aspect of the Tonsetech API Services (including any specifications, protocols or access methods to any part of the Tonsetech API Services) as they apply to any specific Tonsetech API Services or API Client user, user category or API Client, or to all users or API Clients, from time to time without giving any prior notice thereof. Tonsetech shall endeavour to give the Customer sufficient advance notice thereof or issue a prior announcement in this regard, without incurring any obligation whatsoever to do so.

9.2. Changes to Previous Incompatible Versions

Where Tonsetech intends to make changes to previous incompatible versions of the Tonsetech API Services, it shall announce it on the Tonsetech Developer Website and endeavour, at its reasonable discretion, to continue maintaining the software source code of the Tonsetech API Service versions thus affected during six (6) months as from the date such changes to the previous incompatible versions are announced.

Plans, Billings and Payments

The Customer shall be charged a fee based on the agreed plan for the Tonsetech API Service provided pursuant to this Terms and Conditions (“ Fees”) as more fully set forth in the Order Form.

The Customer agrees to pay the Fees through an accepted payment method as specified in an Order Form. Customer hereby authorizes Tonsetech and/or Tonsetech authorized agents, as applicable, to bill Customer in accordance with the Order Form for the Service (and any renewal thereof). Unless otherwise stated in a Order Form, Customer’s payment is due in full immediately upon each due date with respect to the Service. Customer must notify Tonsetech of any change in Customer’s payment account information, either by updating its Account or via e-mail.

Failure by the Customer to comply with the payment obligation set out in this clause for a period of more than five (5) days shall entitle the Company to suspend access to the Tonsetech API Service until the Customer remedies that breach.

For any renewal term, Tonsetech reserves the right to change the Fees and billing methods by giving Customer at least thirty (30) days’ notice prior to the commencement of such renewal Term. Unless the Terms and Conditions is terminated, Customer acknowledges and agrees that Customer will be automatically charged for the applicable Fees.

Unless otherwise specified in this Terms and Conditions or Order Form, all Fees are non-refundable. Tonsetech does not provide refunds or credits for any partial use or non-use of the Services.

Unless otherwise specified in a Order Form, the Fees do not include any taxes, levies, duties, fees or other amounts assessed or imposed by any government authority, including value-added, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction (collectively “Taxes”). Except for taxes imposed on Tonsetech income, Customer is responsible for paying the Taxes that would be levied against Customer by government authorities. Tonsetech will invoice Customer for such Taxes if Tonsetech believes Tonsetech has a legal obligation to do so and Customer agrees to pay such Taxes

Tonsetech may, at its sole discretion, offer Customer certain non-transferrable benefits (such as discounts on Fees or a free extension in Term) specific to the Services.

Audit Clause

From time to time, Tonsetech and Customer shall regroup and assess ongoing use and consumption of the API Service. Tonsetech reserves its right to access Client servers, logs, billing systems, to audit the fair use of the Service. Such audit will be limited to once a year, at Tonsetech own expenses. Client will make their best effort to facilitate such audit, in case Tonsetech requested it. For sake of clarity, not providing nor facilitating access to Customer usage analytics and data would be considered as a material breach of Contract by Customer. Tonsetech shall hold a free, worldwide, transferable, sublicensable and perpetual right to use said information to change, operate and upgrade the Tonsetech API Services.

Term, Termination and Suspension

12.1. Term

This Terms and Conditions will remain in effect for the period set forth in the Order Form starting from the Start Date (the “Term”). At the end of each Term, Tonsetech API Service will automatically renew for additional and equal Term. If either party does not want the Tonsetech API Service to renew, then it must notify the other party in writing at a period of time prior to the end of the then current Term. This period of time shall be 10 days in case of a monthly subscription and 30 days in all other cases. This notice of non-renewal will be effective upon the conclusion of the then current Term.

12.2. Termination for Cause

Either party may suspend performance or terminate these Terms if: (i) the other party is in material breach of the Terms and fails to cure that breach within thirty days after receipt of written notice; (ii) the other party ceases its business operations or becomes subject to insolvency proceedings and the proceedings are not dismissed within ninety days; or (iii) the other party is in material breach of these Terms more than two times notwithstanding any cure of such breaches.

12.3. Effects of Termination

After any suspension, interruption notice or termination (whether by the Customer or by Tonsetech), the Customer shall immediately cease to access and use any of Tonsetech Property (as defined below) and delete all the Tonsetech API Services and Tonsetech Confidential Information in its possession or under its control, including any housed in the Customer servers. Upon Tonsetech request, the Customer shall certify the deletion of all the Tonsetech API Services and Tonsetech Confidential Information that are in its possession or under its control in writing and with the signature of a duly authorized representative. Tonsetech may independently get in touch with any holder of accounts that are associated to credentials assigned to the Customer or to its API Client(s) in order to give notice of the termination of access to and use of the Tonsetech API Services and make any announcement regarding its API Client(s) (as appropriate).

No implied licenses

13.1. Ownership

Tonsetech and its licensors shall keep and maintain all rights (including intellectual and industrial property rights, such as patents, copyrights, corporate secrets and other property rights) to or in relation to the Tonsetech API Services (including API Data), Tonsetech distinctive signs, the Tonsetech Developer Website, the Terms and Conditions, Tonsetech Confidential Information, all the underlying technology and IT programs, along with all the works derived from any of the foregoing (jointly referred to hereinafter as Tonsetech Property). The Customer shall keep ownership of all the rights to the Customer API Client(s), apart from any of Tonsetech Property.

13.1. No Other rights

Except for the rights expressly granted under the Terms and Conditions, Tonsetech does not grant the Customer any other rights or licenses (whether express, implied, by operation of law or exhaustion, or otherwise) to Tonsetech Property or to any of Tonsetech intellectual or property rights.

No Patent or Content Licenses or Rights

Without limiting the general nature of the foregoing, no patent rights or licenses held or controlled by Tonsetech are granted, nor are any rights or licenses granted to reproduce, distribute or make Tonsetech content available in any way other than by using the Tonsetech API Services in accordance with the Terms and Conditions. Tonsetech reserves all rights that are not expressly granted through this Terms and Conditions.

No Exclusivity

The Terms and Conditions is a non-exclusive Terms and Conditions. The Customer hereby states and agrees that Tonsetech can and may develop websites, applications, products or services that compete with the Tonsetech API Services, its API Client(s) or any other product or service. Furthermore, Tonsetech is under no obligation whatsoever to place any such products or services at the Customer disposal.

Confidentiality

Any communications Tonsetech sends the Customer and the Tonsetech API Services may contain Tonsetech Confidential Information. If the Customer receives any of Tonsetech Confidential Information, the Customer shall keep it confidential, refrain from using it except for its own permitted use of the Tonsetech API Services in accordance with the Terms and Conditions and refrain from disclosing it to any third party without Tonsetech prior written consent. Furthermore, the Customer shall take measures to prevent any unauthorized use, access or disclosure to third parties of Tonsetech Confidential Information in the same way as the Customer would protect its own confidential propriety information, which shall not in any event be less than that of a reasonable level. Notwithstanding the foregoing, the Customer may disclose Tonsetech Confidential Information where so required by law after giving sufficient notice thereof, unless the competent court rules that Tonsetech should not be served such prior notice. The Customer likewise undertake to destroy or return Tonsetech Confidential Information upon Tonsetech reasonable request. The Customer’s confidentiality obligations shall apply for as long as the Confidential Information remains confidential. As a consequence of the sensitive and secret nature of Tonsetech Confidential Information, the Customer acknowledges that its unauthorized disclosure or use may result in irreparable harm and that the Customer may be subject to civil actions.

Warranties and Exclusion of Liability

17.1. No warranties

The Customer acknowledges and accepts that it shall use the Tonsetech API Services at its sole risk and liability. The Tonsetech API Services are provided "as is" and "as available" with all their defects and without any warranty of any kind whatsoever. Except as expressly set forth in the Terms and conditions, Tonsetech does not grant and rejects that any condition, warranty or other term shall apply to any service, software or any other goods or service provided by Tonsetech under the Terms and conditions.

17.2. Additional Exclusion of Liability

As provided by Clause 18 (Limitation of Liability), any condition, warranty or any other implicit term (including any implicit term referring to satisfactory quality, fitness for purpose and conformity with description) regarding the Tonsetech API Services or Tonsetech services related to these Terms and conditions is excluded. More specifically, Tonsetech does not warrant that:

the Tonsetech API Services will meet the Customer needs, those of its API Client(s) or those of it/their users;
the Tonsetech API Services will run without stoppages, downtimes or in a timely, secure or error-free way;
the Tonsetech API Services will be accurate, reliable, complete, continue to exist, be of satisfactory quality, not infringe third-party rights or be otherwise valid; or
defects in the running and functionality of any aspect of the Tonsetech API Services, including any software, source code, content (including icons), data, support or anything else provided to the Customer or its API Client(s) as part of or in relation to the Tonsetech API Services will be corrected.

17.3. No External Warranties

To the extent allowed under the law which applies and subject to the provisions set forth in Clause 18, no advice or information obtained from Tonsetech, any third party related to Tonsetech or via the Tonsetech API Services, whether verbally or in writing, shall give rise to a warranty that has not been expressly set forth in the Terms and conditions.

17.4. Third-Party Services

The Tonsetech API Services may contain links to third-party websites and online services which are not owned or controlled by Tonsetech. Tonsetech has no control over such websites and online services and assumes no liability whatsoever for them. This services may be subject to specific conditions or instructions that must be accepted by the Customer prior to the provision of the relevant Service. These specific conditions may be imposed by Tonsetech or by third parties. Such specific conditions shall apply in addition to the Terms and Conditions and, in case of conflict, shall supersede the Terms and Conditions. Accordingly, the Customer must read and accept such specific conditions before the provision of the relevant service.

17.5. Support

The Customer understand and accept that it is solely liable for operating and maintaining its API Client(s) without there being any obligation for Tonsetech in this regard, unless otherwise stated herein. Tonsetech shall offer a support channel to attempt to sort out technical issues related to the implementation and use of the Tonsetech API Services without assuming any obligation or warranty of any kind whatsoever.

Liability

19.1. Limitations of Tonsetech Liability

Tonsetech shall not be liable under the Terms and conditions (whether due to contractual liability, extracontractual liability – including third-party liability – or of any other kind) for any special damages, consequential loss, loss of profit, loss of revenue and loss of opportunity suffered or incurred by the Customer or otherwise for data loss or corruption, the withdrawal or modification of any aspect of the Tonsetech API Services, or in relation to any content sent to Tonsetech websites, applications, services and products by users or partners, or for any defamatory, offensive or unlawful behaviour by said persons or entities (regardless of whether or not the parties have foreseen such losses). Tonsetech shall likewise not be liable for any damages which may arise from:

Stoppages, downtimes, viruses, faults, interferences, omissions, electronic system or communications system disconnections or disconnections in its equipment for reasons beyond Tonsetech control.
Delays or blockages in the use of the API or the Tonsetech API Services due to deficiencies or overloading on the Internet, lines or electricity or communications systems.
Actions by third parties.
Inability to access the API or the Tonsetech API Services due to maintenance or updating work.
Any other circumstance beyond Tonsetech control.

19.2. Additional Limitations

To the maximum extent allowed under the law which applies and subject to the provisions set forth in this clause, Tonsetech total liability under the Terms and conditions or in relation to it (whether due to contractual liability, extracontractual liability – including third-party liability – or of any other kind) shall be limited to the amount the Customer have paid Tonsetech for access to and use of the Premium API Services over the twelve months prior to the event that gave rise to the liability.

19.3. Indemnity

The Customer shall indemnify Tonsetech, its administrators, directors, employees, collaborators and users for any liability, damages, harm, loss, cost, fees (including attorneys' fees) and expenses resulting from any court or out-of-court claims brought by third parties (any or all are referred to hereunder as Claim or Claims) in so far as they arise from or are related to:

access to or any use of the Tonsetech API Services by the Customer, anybody else acting on its behalf, its API Client(s) or any of its users;
a breach of the Terms and conditions (or of any part thereof) by the Customer, anybody else acting on its behalf, its API Client(s) or any of its users, including any infringement of any third-party right (including any intellectual or industrial property right, confidentiality and data protection right, image right or any other right) by The Customer, anybody else acting on its behalf, its API Client(s) or any of its users; or
any content, data, technology or materials provided or contributed by the Customer, anybody else acting on its behalf, its API Client(s) or any of its users, and not by Tonsetech.
General Provisions

20.1. Entire Terms and conditions

The Terms and conditions governing the relationship between both Parties constitutes the entire and complete Terms and conditions between the Parties with regard to its purpose.

20.2. No Waiver

Tonsetech shall not be deemed to have waived exercising any right under this Terms and conditions due to its failure to exercise it at any time (or for a delay in exercising it).

20.3. Nullity and Severability

If any specific clause of the Terms and conditions is declared null and void, unlawful or unenforceable by a competent court, said clause shall be amended so that it applies and reflects the parties' intention to the extent possible. Should this turn out to be impossible, it shall be deemed to have been eliminated and the rest of the Terms and conditions shall remain in force.

20.4. Notices

All written notices must be drafted in English or Spanish and sent by e-mail to the address indicated on the Order Form and shall be deemed to have been served after their reception.

20.5. Assignment of the Terms and conditions

Tonsetech may transfer or assign the Terms and conditions, including any rights and licenses granted under it, to a third party, but the Customer may not do so without Tonsetech previous approval.

20.6. Relationship of the Parties

This Terms and conditions do not involve the creation of an association or an agency relationship with Tonsetech. The parties are independent contracting parties.

20.7. Priority

Should there be any discrepancy between these Terms and conditions and the other documents which comprise the Terms and conditions on the Tonsetech API Services, the Terms and conditions shall prevail. In the event of a discrepancy involving the remaining documents which comprise the Terms and conditions, they shall prevail as per the order in which they are set forth in Clause 2 above.

20.8. Governing Law and Competent Jurisdiction

The Terms and conditions shall be governed by Indian law. To the extent allowed under the law which applies, Both Parties accept to submit to the sole jurisdiction of the Indian courts and tribunals, in particular those of the city of Udupi, in order to settle any legal dispute which may arise from the Terms and conditions. Notwithstanding the foregoing, Tonsetech may file for an injunction (or any other equivalent urgent legal remedies) in any jurisdiction.

Country/region

Terms of Use