Terms & Conditions

AMRUTHA TECHNOLOGIES

 TERMS OF AGREEMENT

THIS TERMS OF AGREEMENT (“AGREEMENT”) GOVERNS YOUR ACQUISITION AND USE OF M/s AMRUTHA TECHNOLOGIES B2B CONTENT MARKETING SERVICES THROUGH THEIR DIGITAL PLATFORM VALVE SOLUTIONS. THIS IS A BINDING AGREEMENT BETWEEN YOU (“CUSTOMER” ALSO KNOWN AS "USER") AND M/s AMRUTHA TECHNOLOGIES. (“AMRUTHA”). PLEASE READ THE AGREEMENT CAREFULLY. BY USING AMRUTHA  SERVICES IN ANY MANNER YOU AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY AND A PARTY TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT, PLEASE CLICK THE “CANCEL” OR “BACK” BUTTON AND DO NOT USE AMRUTHA SERVICES.

This Agreement was last updated on January 26, 2015. It is effective between AMRUTHA  and Customer as of the date of Customer accepting this Agreement.

1.     Services

1.      Description of the Services. AMRUTHA offers a variety of B2B Content marketing services, Inbound demand generation and leadcapturing service through their digital brand VALVE SOLUTIONS (“Service” or “Services”) for online content management, related products and applications. The Services include, but are not limited to mobile application and web based solutions viz; Content submission, Scheduling Promotions, Online demand generation and Lead capturing will be made available online via VALVE SOLUTIONS mobile application and web solutions at http://amruthatechnologies.blogspot.com and www.valvesolutions.in  including associated offline components, and excluding websites or applications not owned or controlled by AMRUTHA (“Third-Party Websites”). The Services may be modified at any time at the sole discretion of AMRUTHA without prior notification to Customer. Customer and Customer’s Users (defined as individuals who are authorized by Customer to use the Services on Customer’s behalf) may use the Services for business use or for internal business purposes in the organization that Customer represents. AMRUTHA retains all right, title and interest in and to the Services and Software, including without limitation all software used to provide the Services (excluding open source software) and all logos, trademarks, patents and copyrights reproduced and utilized through the Services. This Agreement does not grant Customer or Customer’s Users any intellectual property rights in or to the Services, the Software or any of their respective components.

2.      License to Use Services. During the Term (defined below), and subject to compliance with the terms of this Agreement, AMRUTHA grants Customer and Customer’s Users (who are bound by obligations and restrictions consistent with this Agreement) a limited, non-exclusive, non-sublicensable, non-transferable license to use the Services via VALVE SOLUTIONS mobile application and web solutions at http://amruthatechnologies.blogspot.com and www.valvesolutions.in 

3.      Purchased Services. “Purchased Services,” will be made available to Customers who pay for AMRUTHA Services . Payment may be made directly via payment gateway provided on VALVE SOLUTIONS mobile application and web solutions at http://amruthatechnologies.blogspot.com and www.valvesolutions.in

§  Purchased Services will be available during their subscription term (as defined based on the plan selected by Customer during payment via above mentioned channels and Customer agrees that no Purchased Services are purchased in reliance or contingent on the delivery of any future functionality or features, or in reliance or dependent on any oral or written public comments made by AMRUTHA regarding future functionality or features.

§   Purchased Services include specific functionality or integrations (for example, Setting up customer dashboard, account details, user generated content, blog post submission, digital marketing, event promotion, lead capturing which may be facilitated through third party resources. ), (ii) Upgrade of Purchased Services may be added during the subscription term at the price specified on AMRUTHA digital platform via above mentioned channels (iii) the added Purchased Services will bill one time/monthly/annually recurring on the same date as the pre-existing Purchased Services unless cancelled by the customer.

4.      Free Trial. If and when AMRUTHA offers Free Trial and Customer registers with AMRUTHA for a free trial of one or more Services (“Free Trial”), AMRUTHA will make such Service(s) available to Customer on a trial basis free of charge until the earlier of (a) the end of the Free Trial period (as specified on the VALVE SOLUTIONS mobile application and web solutions at http://amruthatechnologies.blogspot.com and www.valvesolutions.in ) or (b) the start date of any Purchased Services ordered by Customer. Additional trial terms and conditions may appear on the registration web page for the Free Trial. Any such additional terms and conditions are incorporated into this Agreement by reference and are legally binding on Customer.

§  ANY DATA CUSTOMER ENTERS INTO THE SERVICES, AND ANY CUSTOMIZATIONS MADE TO THE SERVICES BY OR FOR CUSTOMER, DURING A FREE TRIAL MAY BE PERMANENTLY LOST UNLESS CUSTOMER PURCHASES A SUBSCRIPTION TO THE SAME SERVICES AS THOSE COVERED BY THE FREE TRIAL, PURCHASES UPGRADED SERVICES, OR EXPORTS SUCH DATA, BEFORE THE END OF THE FREE TRIAL PERIOD.

§  NOTWITHSTANDING ANYTHING CONTAINED IN THIS AGREEMENT. DURING THE FREE TRIAL THE SERVICES ARE PROVIDED “AS-IS” WITHOUT ANY WARRANTY.

5.      Beta Services. AMRUTHA may offer certain Services as closed or open beta services (“Beta Service” or “Beta Services”) for the purpose of testing and evaluation by AMRUTHA. Customer agrees that AMRUTHA has the sole authority and discretion to determine the period of time for testing and evaluation of Beta Services. AMRUTHA will be the sole judge of the success of such testing and the decision, if any, to offer the Beta Services as the Services commercially. Customer is under no obligation to acquire a subscription to use any paid Service as a result of a subscription to any Beta Service. AMRUTHA reserves the right to fully or partially discontinue, at any time and from time to time, temporarily or permanently, any of the Beta Services with or without notice. Customer agrees that AMRUTHA will not be liable to Customer or to any third party for any harm related to, arising out of, or caused by the modification, suspension or discontinuance of any Beta Services at any time and/or for any reason.

2.     Use of the Services

1.      AMRUTHA’s Responsibilities. AMRUTHA will: (i) provide commercially acceptable levels of support for the Services, (ii) use commercially reasonable efforts to make the Services available  except for: (a) scheduled maintenance and any other unforeseen forced downtime of our platform or third party platform. (b) any unavailability caused by circumstances beyond AMRUTHA’s control including any act of god or force majeure, floods, fires, earthquakes, civil unrest, acts of terror, strikes or other labor problems, internet service provider failures or delays, or denial of use of third party application/server, social media/networking groups for no valid reason, unauthorized hacking of our server/data, service attacks, and (iii) provide the Services in accordance with applicable laws and government regulations. (iv) AMRUTHA hereby declares that content submitted for publication and distribution on VALVE SOLUTIONS mobile application and web solutions at http://amruthatechnologies.blogspot.com and www.valvesolutions.in  will be facilitated through a third party platform. AMRUTHA will not be responsible for any temporary failures with regards (a) Customer published content not loading (b) any other irrelevant link/content published or loading on Customer submitted content by way of any error or hacking of our platform or account on third party platform (v) AMRUTHA will not be responsible for any negative comments, offence or claim made by any third party to Customer content published through AMRUTHA services or associated third party platform on any of our social media channels or third party groups.

2.      Data Protection. AMRUTHA through third party application and Non-AMRUTHA Providers will maintain appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality, and integrity of all electronic data or information submitted by Customer to the Services (“Customer Data”). AMRUTHA will not (i) modify Customer Data, (ii) disclose Customer Data except as compelled by law or as expressly allowed in writing by Customer, or (iii) access Customer Data except to provide the Services or to address or prevent service or technical problems. This privacy policy applies only to the Services on our website http://amruthatechnologies.blogspot.com and does not apply to any Non-AMRUTHA Providers (as defined in Clause 3 “NON-AMRUTHA PROVIDERS”), including, but not limited to, any Third-Party Application (as defined in Clause 3 “NON-AMRUTHA PROVIDERS”) or Third-Party Website accessed through AMRUTHA or otherwise.

3.      Customer Responsibilities. Customer will: (i) be responsible for compliance with this Agreement by Customer and Customer’s Users, (ii) be responsible for the accuracy, quality and legality of User generated content and Content  submitted/uploaded including the means by which Customer Data and Content is collected or Content generated, (iii) use reasonable efforts to prevent unauthorized access to or use of the Services or third party platform for facilitation of AMRUTHA services on VALVE SOLUTIONS mobile application and web solutions at http://amruthatechnologies.blogspot.com and www.valvesolutions.in, and notify AMRUTHA immediately of any such unauthorized access or use, and (iv) use the Services and third party platform only in accordance with AMRUTHA’s instructions and all applicable laws and government regulations. Customer will not (a) make the Services or third party platform available to anyone other than Customer’s Users, (b) sell, resell, rent, lease, license or sublicense the Services or third party platform, (c) use the Services or third party platform to  transmit non Customer  business relevant content, infringing or otherwise unlawful or tortious material, or to store or transmit content in violations of third-party privacy rights, (d) use the Services or Software to store or transmit viruses, worms, time bombs, Trojan horses, or other harmful or malicious code, files, scripts, agents, virus or programs, (e) interfere with or disrupt the integrity or performance of the Services or third-party data contained therein, (f) attempt to gain unauthorized access to the Services or their related systems or networks or third party platform, or (g) violate any intellectual property rights of AMRUTHA, including but not limited to, AMRUTHA trademarks, copyrights, patents, etc.

4.      Customer Passwords Provided Outside of AMRUTHA’s Services. In the event that Customer intentionally or accidentally provides AMRUTHA with usernames, passwords, or other credential information (collectively, “Credentials”) outside of AMRUTHA’s Services (for example, via email, customer support communications, access to documents, and/or other insecure means of communication), AMRUTHA is not responsible for any consequences resulting from such un-secured disclosure of Credentials. In the event that this type of disclosure occurs, it is Customer’s responsibility to ensure that Credentials are changed or otherwise secured in order to prevent any unauthorized access or other consequences.

3.     NON-AMRUTHA PROVIDERS

1.      Acquisition of Non-AMRUTHA Products and Services. AMRUTHA may from time to time make available services to Customer on their VALVE SOLUTIONS mobile application and web solutions at http://amruthatechnologies.blogspot.com and www.valvesolutions.in through third-party products or services  (collectively “Third-Party Applications,” and their providers (“Non-AMRUTHA  Providers”). Any acquisition by Customer of any such Third-Party Application, and any exchange of data between Customer and any Non-AMRUTHA Provider, is solely and shall be exclusively be governed by an agreement between Customer and such Third-Party Application. Customer acknowledges and agrees that AMRUTHA does not warrant or support Third-Party Applications, Integration with Third-Party Applications, no purchase of Third-Party Applications is required to use the Services except a supported computing device, operating system, web browser and Internet connection.

2.      Third-Party Applications and Your Data. If Customer installs or enables Third-Party Applications for use with the Services, Customer acknowledges and agrees that AMRUTHA may allow Non-AMRUTHA Providers to access Customer Data as necessary for the interoperation of such Third-Party Applications with services other than the Services. AMRUTHA shall not be responsible for any disclosure, modification or deletion of Customer Data resulting from any such access by any Non-AMRUTHA Providers.

3.      Integration with Third-Party Applications. The Services may contain features designed to interoperate with Third-Party Applications. To use such features, Customer may be required to obtain access to such Third-Party Applications from their Non-AMRUTHA Providers. In AMRUTHA’s sole discretion, if the Non-AMRUTHA Provider of any such Third-Party Application ceases to make the Third-Party Application available for interoperation with the corresponding Service features on reasonable terms, AMRUTHA may cease providing such Service features without notice at any time, and without entitling Customer to any refund, credit, or other compensation from AMRUTHA.

4.      Financial transactions through Third Party Applications.
Customer may be required to make financial transactions one time or recurring billing through Third-Party Payment Gateways (Non-AMRUTHA Providers) integrated on our mobile applications or website to access AMRUTHA services. AMRUTHA shall not be responsible in any which way for any unauthorized payment discrepancies, including recovery of any unauthorized excess charges made to the Customers credit card by any of the Third-Party Payment Gateways (Non-AMRUTHA Providers) present on VALVE SOLUTIONS mobile application and web solutions at http://amruthatechnologies.blogspot.com and www.valvesolutions.in. Customers are advised to observe all secrecy, terms and conditions of payment as provided by third party payment gateway. Any claim in case of misuse, hacking or any kind of irregular use of credit card or any unauthorized payment option is and will be the sole responsibility of the customer.

4.     FEES AND PAYMENT FOR PURCHASED SERVICES

1.      Fees. If Customer buys Purchased Services, Customer shall pay all fees in accordance with the terms hereunder. Except as otherwise specified herein, (i) fees are based on the Services purchased and not actual usage, (ii) payment obligations are non-cancelable and fees paid are non-refundable, and (iii) the tenure or Fees paid towards subscriptions purchased cannot be decreased during the relevant subscription term.

2.      Invoicing and Payment. Concurrently with Customer accepting this Agreement and electing to use Purchased Services, Customer will provide AMRUTHA with valid and updated credit card information via the appropriate forms on AMRUTHA’s Website or Customer may elect to make payment via a cheque made payable to “AMRUTHA TECHNOLOGIES.” If Customer provides credit card information to AMRUTHA, Customer authorizes AMRUTHA to charge such credit card for the level of Services listed on the payment page or Order Form for the initial subscription term selected and any renewal subscription term(s) as set forth in such payment page or Order Form. Such charges shall be made in advance, in accordance with the billing frequency selected via VALVE SOLUTIONS mobile application and web solutions at http://amruthatechnologies.blogspot.com and www.valvesolutions.in or stated in the applicable Order Form. If an Order Form specifies that payment will be by a method other than a credit card, AMRUTHA will invoice Customer in advance and otherwise in accordance with the relevant Order Form. Unless otherwise stated in the Order Form, invoiced charges are due net 30 days from the invoice date, only after which any purchased services will be provided by AMRUTHA . Customer is responsible for providing complete and accurate billing and contact information to AMRUTHA and notifying AMRUTHA of any changes to such information.

3.      Overdue Charges. If any charges are not received from Customer by the due date, then at AMRUTHA’s discretion, (a) such charges may accrue late interest at the rate of 1.5% of the outstanding balance per month plus penal interest @ 2%, or the maximum rate permitted by law, whichever is lower, from the date such payment was due until the date paid, and/or (b) AMRUTHA may condition future subscription renewals and Order Forms on payment terms shorter than those specified in Clause 4.2 (Invoicing and Payment).

4.      Suspension of Service and Acceleration. If any amount owing by Customer under this or any other agreement (e.g. Order Form) for any Services is 30 or more days overdue (or 10 or more days overdue in the case of amounts Customer has authorized AMRUTHA to charge to Customer’s credit card), AMRUTHA may, without limiting other rights and remedies, accelerate Customer’s payment obligations under such agreements so that all unpaid amounts become immediately due and payable, and suspend all Services to Customer until such amounts are paid in full. AMRUTHA will give Customer at least 7 days’ prior notice before suspending any Service.

5.      Taxes. Unless otherwise stated, AMRUTHA’s fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including but not limited to value-added, GST, Service taxes, assessable by any local, state, provincial, federal or foreign jurisdiction (collectively, “Taxes”). Customer is responsible for paying all Taxes associated with purchases hereunder. If AMRUTHA has the legal obligation to pay or collect Taxes for which Customer is responsible under this paragraph, the appropriate amount shall be invoiced to and paid by Customer, unless Customer provides AMRUTHA with a valid tax exemption certificate authorized by the appropriate taxing authority. For clarity, AMRUTHA is solely responsible for taxes assessable against it based on AMRUTHA’s income, property and employees.

5.      Restrictions. Customer may not access the Services if it is a direct competitor to AMRUTHA and may not access the Services for purposes of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes. Customer will not reproduce, modify, translate, or create derivative works of the Services, any underlying ideas, technology, or related Software, or any portion thereof. Customer shall not copy, rent, sell, lease, license, sublicense, distribute, pledge, assign, or otherwise transfer, encumber rights to, or allow access to the Services, Software or any part thereof or use them for the benefit of any third party. Customer shall not reverse assemble, reverse compile or reverse engineer any Software or the Services, or otherwise attempt to discover any such Software source code, object code, or underlying Proprietary Information (as that term is defined below). Customer shall not remove or otherwise alter any proprietary notices or labels from the Services, Software or any portion thereof. If the Customer is an agency, department, or other entity of any government, (i) the use, duplication, reproduction, release, modification, disclosure, or transfer of this product, or any related documentation of any kind, including technical data, software, and manuals, will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement, and (ii) no rights other than those provided hereunder are conferred. The Services and Software are developed fully at private expense.

6. Warranty and Disclaimer. THE PARTIES ACKNOWLEDGE THAT THE SERVICES AND SOFTWARE ARE PROVIDED “AS IS” EXCEPT FOR ANY EXPRESS WARRANTIES SET FORTH HEREIN. AMRUTHA AND ITS AFFILIATES HEREBY DISCLAIM ALL WARRANTIES RELATING TO THE SERVICES OR SOFTWARE OR OTHER SUBJECT MATTER OF THIS AGREEMENT, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES AGAINST INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NEITHER AMRUTHA NOR ITS AFFILIATES MAKES ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR SOFTWARE, OR THAT THE SERVICES OR SOFTWARE WILL BE ERROR-FREE OR AVAILABLE AT ANY GIVEN TIME.
7. Limitation of Liability and Damages. NEITHER AMRUTHA NOR ITS AFFILIATES SHALL BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY (A) FOR ERROR OR INTERRUPTION OF USE, LOSS OR INACCURACY OR CORRUPTION OF DATA, INCLUDING WITHOUT LIMITATIONS CUSTOMER DATA, (B) FOR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES, RIGHTS, OR TECHNOLOGY, (C) FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO LOSS OF REVENUES AND LOSS OF PROFITS, (D) FOR AMOUNTS THAT, IN THE AGGREGATE, EXCEED THE FEES PAID TO AMRUTHA HEREUNDER DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM, OR $100, WHICHEVER IS GREATER, OR (E) FOR ANY MATTER BEYOND AMRUTHA’S  REASONABLE CONTROL.
8. Indemnification.  Customer agrees to indemnify and hold harmless AMRUTHA, its officers, directors, employees, suppliers, and affiliates, from and against any losses, damages, fines and expenses (including attorney’s fees and costs) arising out of or relating to any claims that Customer has used the Services or Software in violation of another party’s rights, in violation of any law, in violations of any provisions of this Agreement or any Order Form, or any other claim related to Customer’s use of the Services or Software. In cases where Customer uses the Services or Software to access a Third-Party Website or Third-Party Application, Customer is solely responsible for reviewing and abiding by such Third-Party Website or Third-Party Application’s terms and conditions, and AMRUTHA is not responsible for Customer’s violation thereof, even if the Third-Party Website or Third-Party Application is accessed using the Services or Software, and Customer agrees to indemnify AMRUTHA under this Section 8 for any such violation.
9. No Endorsement. NO ENDORSEMENT OF OR PARTICIPATION BY ANY THIRD PARTY SHOULD BE INFERRED DUE TO ANY REFERENCE TO THAT THIRD PARTY OR INCLUSION OF DATA RELATING TO THAT THIRD PARTY IN CONNECTION WITH THE SERVICES. The Services may allow Customer to interface with a variety of Third-Party Applications obtained separately by Customer. AMRUTHA is not responsible for the operation or functionality of such Third Party Applications. While AMRUTHA may, in its sole discretion, customize the Services to interoperate with various Third Party Applications, (i) AMRUTHA cannot and does not guarantee that the Services shall interoperate (or continue to interoperate) with any particular Third Party Application, and (ii) AMRUTHA’s support obligations set forth in this Agreement shall not extend to any Third Party Application.
10. Term and Termination

1.      Term of Agreement. This Agreement commences on the date Customer and/or Customer’s Users accepts it by using the Services and continues until all use of the Services granted in accordance with this Agreement has expired or the License has been terminated (the “Term”).

2.      Term of Purchased Services. Purchased Services purchased by Customer commence on the date payment is made via VALVE SOLUTIONS mobile application and web solutions at http://amruthatechnologies.blogspot.com and www.valvesolutions.in  (or the “Services Start Date” specified in an applicable Order Form) and continue for the term specified upon payment. Unless customer cancels the subscription service, all Purchased Services shall automatically renew for additional periods equal to the expiring subscription term or one year (whichever is shorter), on the billing cycle due date. The per-unit pricing during any such renewal term shall be as per prevailing on above mentioned channels in which case the new pricing shall be effective upon renewal and thereafter.

3.      Termination. Subject to Clause 4.4(Suspension of Service and Acceleration), Customer agrees that AMRUTHA may suspend or terminate access to the Services or Software without notice if (a) AMRUTHA determines that Customer or any Customer’s User has violated this Agreement or (b) AMRUTHA is required to do so by any court or government authority in any country. AMRUTHA may, upon such termination, deactivate or delete Customer’s account and any related data, information, and files, and bar any further access to such data, information, and files. Such action may include, among other things, accessing Customer Data and/or discontinuing Customer’s or Customer’s Users’ use of the Services or Software without refund or compensation. Customer agrees that AMRUTHA has no obligation to monitor Customer’s or Customer’s Users’ use of the Services or Software but has the right to do so to ensure compliance with this Agreement, or to comply with any law, order, or requirement of any court or government authority in any country.

11. Use of Logo. AMRUTHA may use Customer’s logo on the AMRUTHA website as a customer reference, and agrees to let AMRUTHA produce and publish (with prior approval of both parties) materials (i.e. case study and quote on AMRUTHA’s website) highlighting Customer’s use of AMRUTHA’s services
12. Notice. All notices, permissions and approvals hereunder shall be in writing and shall be deemed to have been given upon: (i) personal delivery, (ii) the third business day after mailing, or (iii) the second business day after sending by email (provided email shall not be sufficient for notices of termination or an indemnifiable claim). Billing-related notices to Customer will be addressed to the relevant contact designated on the Order Form.
13. Assignment. Neither the rights nor the obligations arising under this Agreement are assignable or transferable by Customer, and any such attempted assignment or transfer shall be void and without effect automatically. AMRUTHA may freely assign its rights and obligations under this Agreement and transfer this Agreement without Customer’s consent.
14. Controlling Law, Attorneys’ Fee and Severability. This Agreement shall be governed by and construed in accordance with the laws of the State of Maharashtra, India including but not limited to IT Act 2000, Contract Act 1872 or any other. With respect to all disputes arising in relation to this Agreement, the parties consent to exclusive jurisdiction and venue in the state and  courts located in Mumbai, India. In any action to enforce this Agreement the prevailing party will be entitled to cost and attorneys’ fees including any other law for the time being enforce in India. In the event that any of the provisions of this Agreement shall be held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable.
15. Arbitration. Any controversy or claim arising out of or relating to this Agreement shall be settled by binding arbitration in accordance with the commercial arbitration rules of the Indian Arbitration Laws. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The decision of the arbitrator shall be final and non-appealable. The arbitration shall be conducted in Mumbai. Notwithstanding anything to the contrary, AMRUTHA may at any time seek injunctions or other forms of equitable relief from any court of competent jurisdiction.
16. Independent Contractors. The parties are independent contractors under this Agreement, and nothing herein shall constitute either party as the employer, employee, agent, or representative of the other party, or both parties as joint venturers or partners for any purpose.

Entire Agreement, Severability, Waiver. This Agreement constitutes the entire agreement between the parties hereto pertaining to the subject matter hereof, and any and all written or oral agreements heretofore existing between the parties hereto and related to the subject matter hereof are expressly canceled. Any failure to enforce any provision of this Agreement shall not constitute a waiver thereof or of any other provision. If AMRUTHA does not exercise or enforce any legal right or remedy contained in this Agreement, this will not be taken to be a formal waiver of AMRUTHA’s rights and those rights or remedies will still be available to AMRUTHA.