Information Sharing

We do not rent or sell your personally identifying information to other companies or individuals, unless we have your consent. We may share such information in any of the following limited circumstances:

• We have your consent.
• We provide such information to trusted businesses or persons for the sole purpose of processing personally identifying information on our behalf. When this is done, it is subject to agreements that oblige those parties to process such information only on our instructions and in compliance with this Privacy Policy and appropriate confidentiality and security measures.
• We conclude that we are required by law or have a good faith belief that access, preservation or disclosure of such information is reasonably necessary to protect the rights, property or safety of iAlcorTech, its users or the public.

If you have an account, we may share the information submitted under your account among all of our services in order to provide you with a seamless experience and to improve the quality of our services. We will not disclose your account information to other people or non-affiliated companies, except in the limited circumstances described in this Policy or with your consent.

In the event of a transfer of ownership of iAlcorTech, such as acquisition by or merger with another company, we will provide notice before any personally identifying information is transferred and becomes subject to a different privacy policy.

We may share aggregated information with others.

Information Security

We take appropriate security measures to protect against unauthorized access to or unauthorized alteration, disclosure or destruction of data.

We are committed to:

• Ensuring that we comply with the data protection principles, as listed below.
• Ensuring that data is collected and used fairly and lawfully.
• Processing client data only in order to meet our operational needs or fulfill legal and contractual requirements.
• Ensuring that all staff is made aware of standard practice for data protection.

 Our data protection principles:

• Client data shall be processed fairly and lawfully.
• Client data shall be obtained with the purpose of completing our contractual obligation to the Client, and shall not be further processed in any manner incompatible with that purpose.
• Client data (processed or unprocessed) shall not be kept for longer than is necessary to complete our contractual obligation to the Client. As such, all Client data will be deleted automatically by our internal data security system 90 days after the client’s project has been completed.
• Appropriate technical and organizational measures shall be taken against the unauthorized processing of Client data, and against the accidental loss, destruction, or damage to client data. To this end, Client data will be stored on our servers and protected with 128-bit encryption. Each file will be protected with a unique password, which will be held only by the Project Manager and analysts assigned to the project.

Our standard terms and conditions are as follows:

“Agreement” means the agreement based on these terms and conditions between the Company and the Client for the Software and/or performance of the Services;

“Client” means the person, firm or company purchasing the Software and or Services from the Company;

“Company” means iAlcorTech which is entering into the Agreement;

“Default” means any breach of the obligations of either party (including but not limited to fundamental breach or breach of a fundamental term) and/or any actionable default, act, omission, negligence or mis-statement of either party, its employees, agents or sub-contractors in connection with or in relation to the subject of this Agreement and in respect of which such party is liable to the other;

“Site” means the premises at the address for delivery of the Services set out in the Statement of Work;

“Statement of Work” means the document setting out the Services and the rates for such work;

“Termination Date” means the date specified in the Statement of Work when this Agreement shall end unless terminated earlier.

1.Services

In consideration of payment of the fees set out in the Statement of Work the Company shall provide the Services in accordance with the Statement of Work and these terms and conditions.

2.Personnel

The Company shall use reasonable endeavours to retain personnel allocated to provide the Services but where it has no reasonable alternative but to replace such personnel, the Company shall give the Client reasonable prior written notice and will use reasonable endeavours to replace the personnel with personnel of similar experience and qualification and unless the replacement has occurred for reasons beyond the reasonable control of the Company, the Company shall bear the cost of training such replacement personnel.

3.Non-solicitation

Each of the Client and the Company agrees that for the period of the Agreement and until expiry of twelve months after termination of the Agreement it shall not without the prior written agreement of the other party knowingly employ or engage on any basis or offer employment or engagement to any staff of the other party who have been associated with the provision of the Services to the Client.

4.Consequences

If either party breaches clause 3, the party in default shall be liable to pay the other party liquidated damages of an amount equal to the greater of (i) INR 1,000,000; and (ii) an amount equal to the person’s aggregate annual gross remuneration package (calculated as at the date of termination of that staff member’s employment with that other party) and the parties agree that this is a reasonable pre-estimate of the likely loss a party will suffer as a result of a breach of clause 3.

5.Reports

During the provision of the Services the Company shall provide periodic status reports setting out the progress of the Services at intervals agreed by the parties. The parties shall hold progress meetings if one of the parties requests this by giving at least one week’s prior written notice.

6.Scope of the Services

The nature and extent of the Services shall be set out in the Statement of Work but at any time prior to completion of the Services either party may request a change to them by notice in writing to the other party. Each party has the right to reject the change request but shall not do so unreasonably. The Company shall provide the Client with an estimate of the fees for the proposed changed Services and, in cases of change requests made by the Client, the Company reserves the right to charge the Client for costing the change request at its then daily rates. If the parties agree to implement the change, details of the change and the fees, timetable of work and/or delivery dates shall be set out in a further Statement of Work signed by both parties and shall then be deemed to be incorporated into the Agreement.

7.Warranty

The Company shall perform the Services with reasonable care and skill. The Client will promptly notify the Company of any breach of the warranties contained in the Agreement as soon as practicable upon becoming aware of it and use reasonable endeavours to do so within 14 days. The Company will be entitled and obliged to remedy such breach within a reasonable time from receipt of notification (which shall not be greater than 30 days unless otherwise agreed between the parties). This Clause states the Company’s entire liability with regard to any breach of the warranties contained in the Agreement.

8.Deliverables

Where the Services result in the production of reports, software, documents or other materials (“Deliverables”) such Deliverables shall be submitted to the Client in draft form for the Client’s review and the Client shall provide the Company with written feedback on those Deliverables. The Company will incorporate agreed changes to the draft Deliverables and then issue them to the Client. If the Client does not provide any written feedback in relation to the Deliverables within fourteen days of issue, those Deliverables shall be deemed to be in final form. The Services shall be deemed to be completed upon the issue of all Deliverables in final form and/or upon the completion of all activity set out in the Statement of Work.

9.Client co-operation

The successful and timely performance by the Company of the Services is dependent upon the Client’s prompt performance of its obligations under the Agreement. The Client agrees to make available to the Company an authorised representative who will:

10.Intellectual Property

The Client and the Company shall retain all right, title and interest (including all Intellectual Property Rights) in all documents, software, data or other materials which constitute the pre-existing works or proprietary items belonging to them respectively and which are provided for use in connection with the performance of the Services. The Client grants to the Company a non-exclusive royalty free license to use these items belonging to the Client to perform the Services. Upon termination of the Agreement the Company shall return to the Client or destroy, at the Client’s option, such documents, software, data or other materials, provided that if the Client does not notify the Company of its election within one (1) month following termination, the Company shall be entitled to dispose of those items in any reasonably appropriate manner.

11.Intellectual Property indemnity

12.Termination – Default

Either party may terminate the Agreement forthwith by notice in writing to the other party where the other Party has committed a material Default and where such Default is capable of remedy has failed to remedy such Default within thirty (30) days of receiving notice specifying the Default and requiring its remedy.

13.Duration

Unless terminated earlier the Agreement shall continue until the Services have been fully performed and all fees and expenses have been paid.

14.Consequences of termination

Termination of the Agreement shall not prejudice or affect any right of action or remedy which shall have accrued or shall accrue to either party and all provisions which are to survive this agreement or impliedly do so shall remain in force and in effect.

15.Force majeure

Neither party shall be liable for any delay or failure to perform its obligations under the Agreement where such delay or failure is due to circumstances beyond its control (“Force Majeure Event”) provided that as soon as reasonably possible after the start of the Force Majeure Event, the affected party notifies the other party of the Force Majeure Event, the date on which it started, its anticipated duration and the anticipated effect of the Force Majeure Event on the affected party’s ability to perform its obligations.

16.Third Parties

A person who is not a party to the Agreement has no to enforce any term of the Agreement.

17.Law and Jurisdiction

The Agreement shall be governed by and construed in accordance with Laws of State of Karnataka and each party agrees to submit to the exclusive jurisdiction of the Indian Courts.