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Terms of Service

TERMS OF SERVICE

 

Thank you for using Tookan. The terms and conditions contained in these of service (the “Terms”) govern your access to and use of Tookan (“we” or “our”) websites and services (the “Services”). Please read them carefully before using the Services.

Use of Services
Please note that by using the Services, you are agreeing to these Terms. Your consent to be bound by these terms is both on your own behalf and on behalf of any corporate entity that employs you or which you represent, and the term “you” as used herein will be deemed to refer to both you and your employer, jointly and severally. if you are an employee, contractor or otherwise using or subscribing to the services by or on behalf of a corporate entity, organization or any other third party entity, you represent and warrant to Tookan that :

  • You are of the age of majority in your jurisdiction.
  • You have all requisite capacity, right, power and authority to accept this license on behalf of such entity.
  • And such entity shall be irrevocably bound by and shall comply with all of the terms and conditions of this agreement.

The Services will continue to evolve as we refine features and functionality. We may terminate, suspend, or modify the Services, in general or with respect to you, from time to time without cause or prior notice. We may also delete any content or data from the Services at our discretion. All documents and information on the Tookan website are protected by copyright. Except as specifically permitted herein, no portion of the documents or information on this website may be reproduced in any form or by any means without the express written consent of Tookan.

Other Rights and Limitations
You may not, and may not permit or aid others to, translate, reverse engineer, decompile, disassemble, update, modify, reproduce, duplicate, copy, distribute or otherwise disseminate all or any part of the software underlying the Services (the “Software”), or extract or attempt to extract source code from the object code of the Software. You may not make any commercial use of the Services or the Software, whether or not for consideration, other than for your own internal business purposes. Except as may be expressly permitted by Tookan may authorize expressly in writing, you will not, and will not permit anyone else to:

  • store, copy, modify, distribute, or resell any of the information; audio, visual, and audiovisual works, or other content made available on our Services (collectively, “Service Content”) or compile or collect any Service Content as part of a database or other work;
  • use any automated tool (e.g., robots, spiders) to access or use our Services or to store, copy, modify, distribute, or resell any Service Content;
  • rent, lease, or sublicense your access to our Services to another person;
  • use any Services or Service Content for any purpose except for your own internal use;
  • circumvent or disable any digital rights management, usage rules, or other security features of our Services;
  • use our Services in a manner that overburdens, or that threatens the integrity, performance, or availability of, our Services; or
  • remove, alter, or obscure any proprietary notices (including copyright and trademark notices) on any portion of our Services or any Service Content.

 

Restricted Areas of The Services
Certain parts of our Services, including account management features, may be password-restricted to registered users or other authorized persons (“Password-Protected Areas”). If you are authorized to gain access to any Password-Protected Areas, you agree that you are entirely responsible for maintaining the confidentiality of your password, and agree to notify us if the password is lost, stolen, disclosed to an unauthorized third party, or otherwise may have been compromised. You agree that you are entirely responsible for any and all activities that occur under your account, whether or not you are the individual who undertakes such activities. You agree to immediately notify us of any unauthorized use of your account or any other breach of security in relation to your password or our Services that is known to you.<

Confidential Information
You shall not disclose to third parties nor use for any purpose other than for the proper use of the Services any Confidential Information received from Tookan in whatever form under these Terms or in connection with the Services without the prior written permission of Tookan. “Confidential Information” shall mean all data and information, not made available to the general public, oral or written, that relates to Tookan’s past, present, or future research, development or business activities, information relating to services, developments, inventions, processes, plans, financial information, customer and supplier lists, forecasts, and projections. You shall limit access to Confidential Information to those of your personnel for whom such access is reasonably necessary for the proper use of the Services under these Terms. Such personnel shall be bound by written confidentiality obligations not less restrictive than those provided for herein. You shall be responsible for any breach of these Terms by any of your personnel. You shall protect the Confidential Information with the same degree of care, but no less than a reasonable degree of care, to prevent unauthorized disclosure or use of Confidential Information, as you exercise in protecting your own proprietary information. The aforementioned limitations shall not apply to Confidential Information which the you can demonstrate:

  • was in your possession prior to disclosure hereunder provided that, immediately upon disclosure, you have brought this fact to the attention of Tookan; or
  • was in the public domain at the time of disclosure or later became part of the public domain without breach of the confidentiality obligations herein contained; or
  • was disclosed by a third party without breach of any obligation of confidentiality; or
  • is disclosed pursuant to administrative or judicial action, provided that you shall use your best efforts to maintain the confidentiality of the Confidential Information.

If only a portion of the Confidential Information falls under any of the above alternatives, then only that portion of the Confidential Information shall be excluded from the use and disclosure restrictions of these Terms.

Proprietary Rights
You acknowledge and agree that the Services and the Software are proprietary products of Tookan and its licensors, protected under patents, copyright laws and international treaties. You further acknowledge and agree that all right, title and interest in and to the Services and the Software, including associated intellectual property rights and all improvements, modifications, revisions, derivative works, customization and integration work product, customer feedback, suggestions and white-label branded applications, are and shall remain the sole and exclusive property of Tookan. These Terms and the rights granted hereunder do not convey to you any interest in or to the Software. You shall not remove or alter any copyright notice, trademark or other proprietary or restrictive notice or legend affixed to, embedded, contained or included in the Software or Services or any material provided by Tookan. In the event that you have requested from Tookan, and Tookan has agreed to make available to you, a white-label branded application for Your Customers and/or End Users with your branding, you hereby grant to Tookan a perpetual, worldwide, royalty-free license to use your trademarks, trade dress, logos, display, etc. (“Your Trademarks”) for use and display in connection with such white-label branded application.

License To Use Our Services
Subject to these Terms, we grant to you a limited, non-exclusive, non-transferable license to use our Services for your internal use and not for resale or further distribution. Your right to use our Services is limited by all terms and conditions set forth in these Terms. Except for your pre-existing rights and this license granted to you, we and our licensors retain all right, title and interest in and to our Services, including all related intellectual property rights. Our Services are protected by applicable intellectual property laws, including United States copyright law and international treaties.Except as otherwise explicitly provided in these Terms or as may be expressly permitted by applicable law, you will not, and will not permit or authorize any third party to:

  • reproduce, modify, translate, enhance, decompile, disassemble, reverse engineer or create derivative works of any of our Services;
  • rent, lease or sublicense access to any of our Services; or
  • circumvent or disable any security or technological features or measures of our Services.Certain of our Services are provided at no cost and certain Services are subject to various fees.

The pricing for the Services can be found at tookanapp.com/pricing, are based on usage and are non-refundable.The fees for the pricing tiers, as well as telephony charges incurred, will be billed to your credit card and you authorize the card issuer to pay any amounts set forth herein and authorize Tookan (or our billing agent) to charge your credit card account until you or we cancel or terminate your pricing tier; provided that if payment is not received from your credit card issuer, you agree to pay all amounts due upon demand. You must provide current, complete and accurate billing and credit card information. You agree to pay all costs of collection, including attorney’s fees and costs, on any outstanding balance. In certain instances, the issuer of your credit card may charge you a foreign transaction fee or related charges, which you will be responsible to pay.You will be responsible for payment of any applicable sales, use and other taxes and all applicable export and import fees, customs duties and similar charges (other than taxes based on Tookan’s income), and any related penalties and interest for the grant of access rights hereunder, or the delivery of related services. You will make all required payments to Tookan free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments to Tookan will be your sole responsibility, and you will, upon Tookan’s request, provide Tookan with official receipts issued by appropriate taxing authorities, or such other evidence as Tookan may reasonably request, to establish that such taxes have been paid.

Content and Liability Disclaimer
Tookan shall not be responsible for any errors or omissions contained on any Tookan website and reserves the right to make changes anytime without notice. Mention of non-Tookan products or services is provided for informational purposes only and constitutes neither an endorsement nor a recommendation by Tookan. All Tookan and third-party information provided on any Tookan website is provided on an “as is” basis. Tookan can use only the users or company name and other related information on Tookan website and in emails. TOOKAN DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, WITH REGARD TO ANY INFORMATION (INCLUDING ANY SOFTWARE, PRODUCTS, OR SERVICES) PROVIDED ON ANY TOOKAN WEBSITE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you.In no event shall Tookan be liable for any damages whatsoever, and in particular Tookan shall not be liable for direct, special, indirect, consequential, or incidental damages, or damages for lost profits, loss of revenue or loss of use, cost of replacement goods, loss or damage to data arising out of the use or inability to use any Tookan website, any Tookan product or service. This includes damages arising from use of or in reliance on the documents or information present on any Tookan website (including any information posted or placed by anyone other than Tookan), even if Tookan has been advised of the possibility of such damages.

Access To Our Services
We do not provide you with the equipment to access our Services. You are responsible for all fees charged by third parties related to your access and use of our Services (e.g., charges by Internet service providers). We reserve the right to modify or discontinue, temporarily or permanently, all or any portion of our Services without notice. We will not be liable to you or to any third party for any modification, suspension, or discontinuance of all or any portion of our Services.We also reserve the right, in our sole discretion, to reject, refuse to post, or remove any material that you post or submit for posting, and to restrict, suspend, or terminate your access to our Services at any time, for any or no reason, with or without prior notice, and without liability.

PRICING POLICY
All Invoices will be issued in USD only.All Invoices will be made on actual usage of services and send on registered email id on first day of every calendar month.Mode of payment shall be debit/credit card and it will be auto debited on first day of every calendar month. However, in case of non-availability of a valid credit/debit card the payment can also be made through ‘PayTM’ or ‘Paypal’. Further, if the payment is to be made by an Indian customer using ‘PayTM’ the amount shall be converted from USD to INR as per currency conversion rate as applicable at the time of the transaction, provided that such amount shall be exclusive of all applicable taxes levied by the Government of India from time to time.Registration fee is free of cost and you need to provide us a valid credit/debit card information and authorize us to charge such credit/debit card for all services you opt.Our fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, “Taxes”). You are responsible for paying all Taxes associated with your purchases hereunder.If any amount owing by You under this or any other agreement for Our services is 30 or more days overdue (or 10 or more days overdue in the case of amounts You have authorized Us to charge to Your credit card), We may, without limiting Our other rights and remedies, accelerate Your unpaid fee obligations under such agreements so that all such obligations become immediately due and payable, and suspend Our services to You until such amounts are paid in full. We will give You at least 6 days’ prior notice that Your account is overdue.

Products
Information contained in this site may contain references to Tookan products or programs that are not announced or available in all countries. Such references do not imply that Tookan intends to announce such products, programs or services in any particular country. Consult your local Tookan representative or email Tookan at support@tookanapp.com for information regarding the products and services that are available to you. Tookan’s obligations with respect to its products and services are governed solely by the license and/or service agreements under which they are provided. If you obtain a product or service from Tookan from this website that is provided without an agreement, that product or service is provided “AS-IS” with no warranties whatsoever, express or implied, and your use of that product or service is at your own risk.

Data Security
Our Services are designed to allow you to assign tasks to field workers, communicate with your field workers and customers (“Users”), and view information pertaining to your field workers’ activity. Tookan does this in part using GPS and other sensors on devices running Tookan applications. Some information is automatically collected from or about your Users and field workers when you use our Services and may include, for example, geographic coordinates, phone numbers, names, and addresses. You agree to comply with all applicable privacy and data protection regulations. Further, you agree to not use our service to send us sensitive information where unauthorized disclosure could cause material, severe, or catastrophic harm or impact to Tookan, any data subjects or relying parties. Sensitive Information including but not limited to:

  • Passwords, authentication/authorization credentials.
  • Information under strict regulatory or contractual handling requirements (e.g., PCI, HIPAA, and state and federal data security laws) including but not limited to:
    • Credit Card Information including credit card numbers, CIV numbers (three digit codes for Visa and MasterCard, four digit code for American Express) and magnetic stripe information
    • Social Security Numbers
    • Driver’s License Numbers
    • Passport Numbers
    • Government Issued Identification Numbers
    • Financial Account Information
    • Health data
    • Biometric data
    • Personally identifiable information knowingly collected from children under the age of 13 or from online services directed toward children and
    • Real time geolocation data which can identify an individual.
  • Business secrets deemed highly confidential (e.g., highly-confidential business strategies and communications, sensitive attorney-client privileged and confidential communications).

We collect, store, and use your User data on our servers to provide you with the ability to better maintain and improve your Services. We may also use data in an aggregated form for our own purposes. Our Services transfer data to servers that store User data in the U.S. and outside the U.S. We only share User information with others under special circumstances as follows:

  • With third parties who work on our behalf to provide your services;To comply with laws or to respond to lawful requests and legal process (provided that Tookan will endeavor to notify you if Tookan has received a lawful request for your information);
  • To protect the rights and property of Tookan, our agents, customers, and others including to enforce our agreements, policies, and terms of use;
  • In an emergency, including to protect the personal safety of any person;
  • and
    For the purposes of a business deal (or negotiation of a business deal) involving sale or transfer of all or a part of our business or assets (business deals may include, for example, any merger, financing, acquisition, divestiture, or bankruptcy transaction or proceeding).

We provide you with access to your User data and ability to delete any of your User data. We also take commercially reasonable steps to safeguard User data. You agree to provide appropriate notices to your Users about, and if required by applicable laws obtain appropriate consent from Users for, your information collection and use practices relating to your use of our Services and your use of cookies for tracking purposes. Appropriate notices may include notice in the form of a privacy policy posted on your site, in your mobile application, and/or, if you use Tookan’s Notifications in the SMS messages you send through our service. We may also collect registration and other information about you as our customer through our Site. Our collection and use of information collected about you on our website is governed by our Privacy Policy, available at http://tookan.wpengine.com/privacy/. Our Privacy Policy does not cover information we collect about your Users on your behalf from your mobile and web properties. It is your obligation to provide your own privacy policy or notice to your users.

Privacy Policy
Tookan’s current Privacy Policy is available at www.tookanapp.com and is incorporated herein by reference.

Governing Law And Jurisdiction
Enforcement of any dispute relating to these Terms will be governed by the laws of the State of California, excluding its conflict and choice of law principles. For parties residing in the United States, the exclusive jurisdiction and venue for any claims arising out of or related to these Terms or your use of the Services or Service Content will lie in the state and federal courts located in City and County of San Francisco, California, and you irrevocably agree to submit to the jurisdiction of such courts.For parties residing outside the United States, any dispute arising hereunder shall be submitted to confidential binding arbitration in the County and City of San Francisco, California for the maximum judgment enforceable, except that to the extent Customer has in any manner violated or threatened to violate Tookan’s intellectual property rights, Tookan may seek injunctive or other appropriate relief in any state or federal court in the State of California. Customer hereby consents to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction in the state and federal courts of California. Arbitration under this Agreement shall be conducted pursuant to the existing International Arbitration Rules at the American Arbitration Association. The arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. The parties each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim is initiated in court rather than in arbitration we each waive any right to a jury trial.Our failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. In the event that a court of competent jurisdiction finds any provision of these Terms to be illegal, invalid, or unenforceable, the remaining provisions will remain in full force and effect.The terms and conditions which by their nature are intended to survive termination of these Terms shall survive, including Restrictions, Disclaimer of Warranties, Feedback, Indemnity, and Limitation of Liability.

LIMITATION OF LIABILITY
IN NO EVENT WILL TOOKAN BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES FOR ANY USE OF THIS WEBSITE, OR ON ANY OTHER HYPERLINKED WEBSITE, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA ON YOUR INFORMATION HANDLING SYSTEM OR OTHERWISE, EVEN IF TOOKAN IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Links To Third-Party Sites
The Tookan websites may contain links to third-party sites. Access to any website linked to any Tookan website is not the responsibility of Tookan and Tookan is not responsible for the accuracy, or reliability of any content on such websites. Further, the presence of a link to a third-party site does not mean that Tookan endorses that site, its products, or views expressed there. Tookan provides these links merely for convenience and the presence of such third-party links are not an endorsement or recommendation by Tookan.

Assignment
You may not assign, sublicense or make available to any other person or entity, these Terms, or any rights or obligation hereunder, or the Services or any part thereof, in whole or in part without the prior written consent of Tookan, and any attempt by you to so assign, sublicense or make available shall be deemed null and void. Tookan may freely transfer and assign its rights and obligations hereunder to an affiliate or to a third party that acquires all or substantially all of the assets subject to these Terms or securities of Tookan or any entity into which Tookan shall merge or any affiliate thereof.

Modification or Amendment
Tookan may modify or amend these Terms and/or the Services at any time, with or without notice to you by posting a copy of the modified or amended Terms on its website. You will be deemed to have agreed to any such modification or amendment by your decision to continue using the Services or purchase of any Services or support following the date in which the modified or amended Terms are posted to Tookan’s website.

Miscellaneous
Should any term of these Terms be declared void or unenforceable by any court of competent jurisdiction, such declaration shall have no effect on the remaining terms hereof, which shall be interpreted so as to give maximum effect to the intention of the void or unenforceable term. These Terms together with the Privacy Policy, and Services subscription order forms accepted by Tookan, and any terms of service posted on Tookan’s website represents the entire agreement between you and Tookan with respect to the subject matter hereof and supersede any prior proposal, representation, or understanding between the parties. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches. Titles used in these Terms are for purposes of convenience of reference only and shall not be considered in constructing these Terms.

Feedback Information
Any information provided to Tookan in connection with any Tookan website shall be provided by the submitter and received by Tookan on a non-confidential basis. Such information shall be considered non-confidential and property of Tookan. By submitting any such information to Tookan you agree to a no-charge assignment to Tookan of all worldwide rights, title, and interest in copyrights and other intellectual property rights to the information. Tookan shall be free to use such information on an unrestricted basis.