Terms of Service for Basegrove
PLEASE READ THIS TERMS OF SERVICE AGREEMENT CAREFULLY. BY CREATING AN ACCOUNT, OR BY ACCESSING OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF ITS TERMS, DO NOT USE THE SERVICE.
This Terms of Service ("Agreement") governs your access to and use of the Basegrove SaaS platform ("Service"). Basegrove Corporation is the brand under which an entity has been registered in India, and the services are being operated from Germany.
Suppose you are entering into this Agreement on behalf of a company or other legal entity. In that case, you represent that you have the authority to bind such entity to these terms, in which case the terms "Customer," "you," or "your" shall refer to such entity.
1. Definitions
- "Authorized User" means an individual employee, contractor, or agent of the Customer who the Customer authorizes to use the Service under its account.
- "Beta Service" means any feature or version of our Service that is made available to you for evaluation purposes and is identified as "beta," "pilot," "preview," or by a similar designation.
- "Customer Data" means all electronic data, text, documents, or other materials submitted by you or your Authorized Users to the Service.
- "Subscription Term" means the period during which you have agreed to subscribe to the Service.
- "Intellectual Property Rights" means all patents, copyrights, trade secrets, trademarks, moral rights, and other proprietary rights.
2. The Service
2.1. License Grant. Subject to your compliance with this Agreement, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service during the Subscription Term, solely for your internal business operations.
2.2. Beta Services. We may offer Beta Services. ANY BETA SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTY, AND MAY CONTAIN BUGS, ERRORS, OR OTHER DEFECTS. We may change, suspend, or discontinue any Beta Service at any time without notice or liability to you. Your use of any Beta Service is at your sole risk.
2.3. Acceptable Use. You agree not to (and not to permit your Authorized Users to)
- Use the Service for any illegal or unauthorized purpose.
- Resell, sublicense, or otherwise make the Service available to any third party.
- Reverse engineer, decompile, or otherwise attempt to discover the source code of the Service.
- Interfere with or disrupt the integrity or performance of the Service.
- Upload or transmit any Customer Data that is unlawful, harmful, or infringes on any third-party rights.
3. Account Terms
3.1. Account Registration. You must provide accurate and complete information when registering for an account. The Service is provided on an organization-wide basis. The Customer is responsible for creating and managing the accounts of its Authorized Users.
3.2. Account Security. The Customer is fully responsible for all activities that occur under its account and the accounts of its Authorized Users. You agree to:
- Implement and enforce strong security practices, including the use of strong passwords and Multi-Factor Authentication (MFA) where available.
- Maintain the confidentiality of all user credentials.
- Notify us immediately of any unauthorized use of your account or any other breach of security.
4. Fees, Payment, and Subscriptions
4.1. Subscription Plans. The Service is available under different subscription plans, which may include a free plan with limited functionality and one or more paid plans. The features and pricing for each plan are detailed on our website.
4.2. Payment and Billing. For paid plans, you agree to pay all applicable fees as specified on our website.
- Billing Cycle: Paid subscriptions are billed in advance on a recurring basis (e.g., monthly or annually).
- Auto-Renewal: Your subscription will automatically renew at the end of each Subscription Term for a subsequent term of equal length, unless you cancel your subscription through your account settings before the end of the current term.
- Payment Method: All payments will be processed by a secure third-party payment processor. You must provide a valid payment method and authorize us to charge it for all subscription fees
4.3. Taxes. All fees are exclusive of any applicable taxes, levies, duties, or similar governmental assessments, including value-added tax (VAT), sales tax, or withholding tax. You are responsible for paying all such taxes associated with your subscription.
4.4. Price Changes. We reserve the right to change our subscription fees at any time. We will provide you with at least thirty (30) days' notice of any fee changes. Your continued use of the Service after the price change becomes effective constitutes your agreement to pay the modified fee amount.
5. Support Services
We will provide technical support for the Service as described in your chosen subscription plan. Our support channels include:
- Email Support: We aim to respond to support queries within a target response time of 4 to 48 hours, depending on the priority level of the issue.
- Call and Meeting Support: For high-severity issues, as defined in our support documentation, call and meeting support may be available for certain paid plans.
These response times are service level objectives (SLOs) and not guaranteed service level agreements (SLAs).
6. Term and Termination
6.1. Term. This Agreement commences on the date you first accept it and continues for as long as you have an active subscription or are using a free plan.
6.2. Termination.
- By You: You may terminate this Agreement by cancelling your subscription and ceasing all use of the Service.
- By Us: We may suspend or terminate your account and this Agreement at our discretion by providing thirty (30) days' written notice. We may terminate immediately if you are in material breach of this Agreement.
6.3. Effect of Termination. Upon termination, your license to use the Service will cease. We will have no obligation to maintain your Customer Data and may delete it, unless legally prohibited. For paid plans, no refunds or credits for partial months of service will be provided.
7. Intellectual Property and Data
7.1. Our Intellectual Property. We own all right, title, and interest in and to the Service and all related Intellectual Property Rights. This Agreement does not grant you any rights to our trademarks or other brand elements.
7.2. Your Customer Data. You retain all ownership rights to your Customer Data. You grant us a worldwide, non-exclusive, royalty-free license to use, host, store, and reproduce your Customer Data solely for the purpose of providing and securing the Service.
7.3. Feedback. If you provide us with any suggestions, ideas, or other feedback relating to the Service ("Feedback"), you acknowledge that we are free to use, implement, and exploit such Feedback without any obligation or compensation to you.
8. Confidentiality and Privacy
8.1. Confidentiality. Each party agrees to treat the other's Confidential Information with the same degree of care as it uses for its own. This obligation will not apply to information that is publicly known, already in the receiving party's possession, or required to be disclosed by law.
8.2. Privacy. Our collection and use of personal data in connection with the Service are described in our Privacy Policy and Cookie Policy. For Customers subject to the GDPR, our data processing activities as a Data Processor are governed by our Data Processing Agreement (DPA), which is available upon request.
9. Warranties and Disclaimers
EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." WE MAKE NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.
10. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL BASEGROVE, ITS DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES.
OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO US FOR THE SERVICE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
11. Indemnification
You agree to defend, indemnify, and hold harmless Basegrove and its officers, directors, employees, and agents from and against any claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your or your Authorized Users' use of the Service; (ii) your violation of any term of this Agreement; or (iii) your Customer Data infringing on a third party's rights.
12. Governing Law and Dispute Resolution
This Agreement and any dispute arising out of or in connection with it shall be governed by and construed in accordance with the laws of India, without regard to its conflict of law principles.
The parties agree that the competent courts located in Tiruppur, India shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement.
13. General Provisions
- Entire Agreement: This Agreement, along with our Privacy Policy and Cookie Policy, constitutes the entire agreement between you and Basegrove.
- Assignment: You may not assign this Agreement without our prior written consent. We may assign this Agreement to any affiliate or in connection with a merger or sale of all or substantially all of our assets.
- Notices: All notices must be in writing and will be deemed given when delivered personally, sent by confirmed email, or sent by certified or registered mail.
- Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
14. Contact Information
If you have any questions about these Terms of Service, please contact us at:
- Name:Basegrove Legal Team
- Email: legal@basegrove.com