Summary

• You subscribe to our services for a specific term (annual, half-yearly, quarterly, or monthly), and your subscription gets renewed automatically at the end of each term.
• You can upgrade or downgrade the level of our services at any time of your usage; however, BitQit does not refund any fees in that case.
• If you wish to cancel your account, notify us at least 15 days before the end of your term (via an email to [email protected] or through the chat in the product dashboard). Upon cancellation, your data is deleted from the servers hosted by BitQit.
• You can request to suspend your account and payments for the future for a period of maximum one year. In such a case, at our discretion, we can suspend your account and retain your data for a maximum period of one year.
• If you use our services, we can use your business logo on our websites for promotional purposes.

Welcome to Sparq!

This agreement is entered between BitQit Private Limited, a company registered under Companies Act 1956 in India, having its office at A - 11, Vikaspuri, New Delhi, India, hereinafter referred to as “BitQit” and the payer or/and the recipient of services hereunder identified as part of the subscription process for BitQit Services, hereinafter referred to as “You” or “Customer”.

These terms and conditions outline the rules and regulations for the use of Sparq’s website, located at https://www.sparq.ai/ and its app at https://shopify.sparq.ai

The following terminology applies to these Terms and Conditions, Privacy Statement and Disclaimer Notice and all Agreements: “Client”, “You” and “Your” refers to you, the person log on this website and compliant to the Company's terms and conditions. “The Company”, “Ourselves”, “We”, “Our” and “Us”, refers to our Company. “Party”, “Parties”, or “Us”, refers to both the Client and ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the Client in the most appropriate manner for the express purpose of meeting the Client's needs in respect of provision of the Company's stated services, in accordance with and subject to, prevailing law of India. Any use of the above terminology or other words in the singular, plural, capitalization and/or he/she or they, are taken as interchangeable and therefore as referring to same.

Please understand that by accepting these terms and conditions, Customer represents and warrants that Customer is major and thus legally capable to enter into a contract and in case Customer is acting on behalf of some business entity, Customer is duly authorized to enter into an agreement on behalf of the entity Customer is representing. Customer also represents and warrants that Customer is not a competitor of BitQit.

Scope of Service

BitQit offers Sparq Search Services (the Service) which includes the following:

Product’s application interface (the “Dashboard”). The service is hosted at the shopify.sparq.ai & www.sparq.ai. BitQit will offer Technical Support for the Service. For any issue relating to the Service, Customer may contact BitQit’s technical support by sending an email to [email protected] or contacting us through the in-app chat accessible through this dashboard.

Only Customer or Customer’s authorized user(s) may contact BitQit’s technical support.

Free Trial

If a Customer registers for a free trial of the Services, BitQit will make the Services available on a trial basis and free of charge to the Customer until the earlier of

• The end of the free trial period or the start date of Customer’s subscription.
• If BitQit includes additional terms and conditions on the trial registration Web page, those will apply as well. During the free trial period,
  • the Services are provided “as is” and without a warranty of any kind,
  • BitQit may suspend, limit, or terminate the Services for any reason at any time without notice, and
  • BitQit will not be liable toward Customer for damages of any kind related to Customer’s use of the Services. Unless Customer subscribes to the Services before the end of the free trial, all of Customer’s data on the Service may be permanently deleted at the end of the trial and BitQit may not be able to recover it.

BitQit’s Responsibilities, Representations, and Warranties

• In the performance of Services, BitQit agrees to:
  • perform the Services to the best of its ability and with the degree of care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances;
  • liaise with Customer through Customer’s coordinator on matters related to the use of, and the identification and resolution of errors in the Service; however, this shall not include the provision of training services;
  • invoice Customer according to the terms of this Agreement for the Services performed; and
  • proceed according to Customer’s reasonable instructions for the disposition of Customer’s data and supplies on the termination of the Agreement.
• Reasonable attempts to correct errors on notice: BitQit warrants that it will, at its expense, make commercially reasonable attempts to correct any errors for which BitQit is directly and solely responsible, provided that the data necessary to correct such errors is available to BitQit; or at BitQit’s discretion, provide Service credit to Customer equivalent to the charge that would have been applicable for correcting the portion of the Service that is an error; such Service credit will be only for errors solely due to malfunctioning of a system or software provided by BitQit or any error made by BitQit’s personnel during the performance of the Service. For BitQit to correct the errors or obtain the Service credit, Customer must notify BitQit in writing of such errors within 30 days of receipt of the Services believed to contain the errors.

Customer’s Responsibilities, Representations, and Warranties

• Customer agrees to:
  • provide all necessary data and any special forms or other required materials or information to BitQit on schedule or in a timely manner to enable BitQit to provide the Services;
  • ensure accuracy, legibility and completeness of all data supplied to BitQit and be solely responsible for the results obtained from Customer’s use of any of the Services;
  • liaise with BitQit through a coordinator Customer will identify, on matters related to the Services, and authorize that coordinator to make decisions on behalf of Customer in relation to the implementation of this Agreement and the Services and any changes thereto; and
  • control, and be responsible for the use of, account information, user ids, and passwords related to the Services, where required
• Customer Representations: Customer represents and warrants to BitQit that:
  • the information Customer has provided for the purpose of establishing an account with BitQit is accurate.
  • Customer has complied with and will continue to comply with all applicable laws, including privacy laws, and has obtained and will continue to obtain the requisite privacy consents in the collection and use of all information that may be collected on any website or maintained on any server hosted by BitQit.
  • Using the Services, Customer shall not collect and/or store any information which can be recognized by BitQit as personally identifiable information other than as Agreed in the data protection Agreement if any signed between Customer and BitQit. If Customer wants to store any personal information, it needs to be encrypted and hashed at Customer’s end.

Fees, Billing, Taxes, Charges

Fees

The fees set forth in the order form created at the outset of Customer’s account shall be effective for the Initial Term and each renewal Term of this Agreement, provided that BitQit shall have the right to revise these fees at any time upon thirty (30) days’ written notice to Customer. In the event that Customer does not agree with such fee revision, Customer shall have the right to terminate this Agreement upon fifteen (15) days’ written notice, provided that such notice of termination must be received within thirty (30) days from the date of notice of fee increase.

Billing and Payment Arrangements

BitQit will bill Customer on an annual/monthly/quarterly/half-yearly or any other mutually agreed period basis for all recurring fees (refer to the link for payment/subscription plans). For recurring fees, no refund or adjustment for plan downgrades, upgrades, or elimination of plan features within the current billing term shall be issued. Invoices/payments are irrevocably deemed final and accepted by Customer unless disputed or sought clarification before subscribing to the Service. Customer shall at all times provide and keep current and up‐to‐date Customer’s contact, credit card, if applicable, and billing information on the administrative control panel.

Payment by Payment by Credit Card/Wire Transfer/Cheque

If Customer is paying by credit card, Customer shall at all times provide and keep current and updated Customer’s contact, credit card, if applicable, and billing information on the administrative control panel. Customer authorizes BitQit to charge the Customer credit card or bank account for all fees payable at the beginning of the Initial Subscription Term and all subsequent Billing Periods, including upgrades. Customer further authorizes BitQit to use a third party to process payments and invoicing and to consent to the disclosure of Customer payment information to such third party.

Taxes

Customer acknowledges that all applicable taxes, duties, or government levies whatsoever are not included in the fees and expenses charged under this Agreement. Customer will make timely payment of all such taxes, duties, or government levies related to this Agreement.

Software and Intellectual Property Rights

Ownership of Intellectual Property Rights

All Intellectual Property Rights, including any Software, owned by a party, its licensors or subcontractors as on the effective date of this Agreement shall continue to be owned by such party, its licensors or subcontractors and, except as expressly provided in this Agreement, the other party shall not acquire any right, title or interest in or to such Intellectual Property Rights. BitQit shall own all rights, titles, and interests in and to any materials created or developed by BitQit or its subcontractors for its internal use or for assisting Customer in the provision of the Services; and Customer shall own all rights, titles, and interests in and to any Intellectual Property Rights resulting or based on any work product created or developed exclusively for Customer under this Agreement, if fully paid for by Customer.

Right to use logo

Customer agrees to let BitQit use its organization’s logo in BitQit’s customer list and at other places on its website (including but not limited to Sparq.ai) and promotional materials, including press releases. This clause will survive expiry or termination of this Agreement.

License of Customer Software and Intellectual Property

Customer agrees to grant to BitQit, solely for BitQit’s provision of the Services, access to any tool or application used by Customer and required by BitQit in order to troubleshoot and perform its Services, license during the Term to use any Intellectual Property Rights, including any Software, owned by or licensed to Customer by third parties and that is necessary for providing the Services to Customer and otherwise, performing its obligations under this Agreement. With respect to any Intellectual Property Rights and Software used by BitQit to provide the Services, Customer represents and warrants that: (a) Customer is either the owner of such Intellectual Property Rights or Software or is authorized by its owner to include it under this Agreement; and (b) BitQit has the right during the Term to use such Intellectual Property Rights and Software for the purpose of providing the Services to Customer as contemplated by this Agreement.

No Assurance of Compatibility

Customer acknowledges that BitQit makes no representation, warranty, or assurance that Customer’s equipment and software will be compatible with BitQit’s equipment, software and systems, or the Services.

License

Unless otherwise stated, BitQit and/or its licensors own the intellectual property rights for all material on Sparq. All intellectual property rights are reserved. You may access this from Sparq for your own personal use subjected to restrictions set in these terms and conditions.

You must not:

• Republish material from Sparq
• Sell, rent or sub-license material from Sparq
• Reproduce, duplicate or copy material from Sparq
• Redistribute content from Sparq

This Agreement shall begin on the date hereof.

Parts of this website offers an opportunity for users to post and exchange opinions and information in certain areas of the website. BitQit does not filter, edit, publish or review Comments prior to their presence on the website. Comments do not reflect the views and opinions of BitQit, its agents and/or affiliates. Comments reflect the views and opinions of the person who post their views and opinions. To the extent permitted by applicable laws, BitQit shall not be liable for the Comments or for any liability, damages or expenses caused and/or suffered as a result of any use of and/or posting of and/or appearance of the Comments on this website.

BitQit reserves the right to monitor all Comments and to remove any Comments which can be considered inappropriate, offensive or causes a breach of these Terms and Conditions.

You warrant and represent that:

• You are entitled to post the Comments on our website and have all necessary licenses and consents to do so;
• The Comments do not invade any intellectual property right, including without limitation copyright, patent or trademark of any third party;
• The Comments do not contain any defamatory, libelous, offensive, indecent or otherwise unlawful material which is an invasion of privacy
• Comments will not be used to solicit or promote business or custom or present commercial activities or unlawful activity.

You hereby grant BitQit a non-exclusive license to use, reproduce, edit and authorize others to use, reproduce and edit any of your Comments in any and all forms, formats or media.

Confidentiality

• BitQit will not use any of Customer’s Confidential Information except in connection with the performance of the Services or the exercise of its rights under this Agreement and will take all reasonable precautions to maintain the confidentiality of Customer’s Confidential Information and to prevent unauthorized disclosure to others of the Confidential Information. BitQit shall implement industry-standard security procedures, such as appropriate firewall, encryption and access security measures to safeguard Confidential Information.
• BitQit shall only disclose Confidential Information to those of its employees and permitted agents and subcontractors who have a need to know and require access to the Confidential Information as may be reasonably necessary for exercising BitQit’s rights and performance of the Services under this Agreement. Notwithstanding anything contrary to this Agreement, BitQit will not be required to keep confidential and may use or license without restriction, any ideas, concepts, know-how or techniques related to information processing which are developed by BitQit in the performance of Services.
• Notwithstanding the foregoing, BitQit shall be permitted to:
  • monitor Customer’s use of the Services;
  • report to the appropriate authorities any conduct by Customer (or Customer’s customers or end users) that BitQit reasonably believes violates any applicable law;
  • provide any information, including Confidential Information, required by law or regulation to be disclosed, or in response to a formal or informal request from law enforcement or government agency; and
  • Disclose Customer’s name with its other customers as a reference or as part of case studies and testimonials that BitQit is providing the Services to Customer at such places as BitQit may deem fit.

Cookies

We employ the use of cookies. By accessing Sparq, you agreed to use cookies in agreement with the BitQit's Privacy Policy.

Most interactive websites use cookies to let us retrieve the user's details for each visit. Cookies are used by our website to enable the functionality of certain areas to make it easier for people visiting our website. Some of our affiliate/advertising partners may also use cookies.

Indemnification

Parties shall indemnify, defend, and hold harmless each other (and their subsidiaries, affiliates, officers, employees, agents, partners, mandatories, vendors, and licensors) of any and all Claims (including third-party Claims) arising as a result of or in relation to any breach of this Agreement or fault by the other party. Customer shall indemnify BitQit in relation to any activities conducted by Customer through the Services, or otherwise in relation to “Customer’s” products or services.

Hyperlinking to our Content

The following organizations may link to our Website without prior written approval:

• Government agencies;
• Search engines;
• News organizations;
• Online directory distributors may link to our Website in the same manner as they hyperlink to the Websites of other listed businesses; and
• Systemwide Accredited Businesses except soliciting non-profit organizations, charity shopping malls, and charity fundraising groups which may not hyperlink to our website.

These organizations may link to our home page, to publications or to other Website information so long as the link:

• is not in any way deceptive;
• does not falsely imply sponsorship, endorsement or approval of the linking party and its products and/or services; and
• fits within the context of the linking party's site.

We may consider and approve other link requests from the following types of organizations

• commonly-known consumer and/or business information sources;
• dot.com community sites;
• associations or other groups representing charities;
• online directory distributors;
• internet portals;
• accounting, law and consulting firms; and
• educational institutions and trade associations.

We will approve link requests from these organizations if we decide that: (a) the link would not make us look unfavorably to ourselves or to our accredited businesses; (b) the organization does not have any negative records with us; (c) the benefit to us from the visibility of the hyperlink compensates the absence of BitQit; and (d) the link is in the context of general resource information.

These organizations may link to our home page so long as the link: (a) is not in any way deceptive; (b) does not falsely imply sponsorship, endorsement or approval of the linking party and its products or services; and (c) fits within the context of the linking party's site.

If you are one of the organizations listed in paragraph above and are interested in linking to our website, you must inform us by sending an email to BitQit Please include your name, your organization name, contact information as well as the URL of your site, a list of any URLs from which you intend to link to our Website, and a list of the URLs on our site to which you would like to link. Wait 2-3 weeks for a response.

Approved organizations may hyperlink to our Website as follows:

• By use of our corporate name; or
• By use of the uniform resource locator being linked to; or
• By use of any other description of our Website being linked to that makes sense within the context and format of content on the linking party's site.

No use of BitQit's logo or other artwork will be allowed for linking absent a trademark license agreement.

iFrames

Without prior approval and written permission, you may not create frames around our webpages that alter in any way the visual presentation or appearance of our Website.

Content Liability

We shall not be held responsible for any content that appears on your Website. You agree to protect and defend us against all claims that are rising on your Website. No link(s) should appear on any Website that may be interpreted as libelous, obscene or criminal, or which infringes, otherwise violates, or advocates the infringement or other violation of, any third party rights.

Reservation of Rights

We reserve the right to request that you remove all links or any particular link to our Website. You approve to immediately remove all links to our Website upon request. We also reserve the right to amend these terms and conditions and it's linking policy at any time. By continuously linking to our Website, you agree to be bound to and follow these linking terms and conditions.

Removal of links from our website

If you find any link on our Website that is offensive for any reason, you are free to contact and inform us any moment. We will consider requests to remove links but we are not obligated to or so or to respond to you directly.

We do not ensure that the information on this website is correct, we do not warrant its completeness or accuracy; nor do we promise to ensure that the website remains available or that the material on the website is kept up to date.

Disclaimer

To the maximum extent permitted by applicable law, we exclude all representations, warranties and conditions relating to our website and the use of this website. Nothing in this disclaimer will:

• limit or exclude our or your liability for death or personal injury;
• limit or exclude our or your liability for fraud or fraudulent misrepresentation;
• limit any of our or your liabilities in any way that is not permitted under applicable law; or
• exclude any of our or your liabilities that may not be excluded under applicable law.

The limitations and prohibitions of liability set in this Section and elsewhere in this disclaimer: (a) are subject to the preceding paragraph; and (b) govern all liabilities arising under the disclaimer, including liabilities arising in contract, in tort and for breach of statutory duty. As long as the website and the information and services on the website are provided free of charge, we will not be liable for any loss or damage of any nature.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of India. Customer agrees, in the event, any claim or suit is brought in connection with this Agreement, it shall be brought to the exclusive jurisdiction and venue of the courts of Delhi, India. In any action to enforce this Agreement, including, without limitation, any action by BitQit for the recovery of fees due hereunder, Customer shall pay reasonable attorney’s fees and costs in connection with such action.

Waiver

No waiver by BitQit of any breach by Customer of any of the provisions of this Agreement shall be deemed a waiver of any preceding or succeeding breach of this Agreement. No such waiver shall be effective unless it is in writing signed by the parties hereto and then only to the extent expressly set forth in such writing.

Assignment

Neither party may assign or transfer this Agreement or any rights or obligations hereunder, in whole or in part, except with the prior written consent of the other party, which shall not be withheld unreasonably; provided that BitQit may assign or transfer this Agreement, or any rights or obligations hereunder, in whole or in part:

• to an affiliate of BitQit; or
• in connection with a merger, amalgamation, or sale of all or a substantial part of the business of BitQit, which assignments and/or transfers shall operate novation and discharge BitQit hereunder. A change of control of Customer shall be deemed to be an assignment and transfer hereunder and shall be governed by the requirements of this provision.

The terms and conditions along with privacy policies with all references, constitute the sole and entire Agreement of the parties to this Agreement with respect to the subject matter contained herein and supersede all prior terms and conditions which were agreed by Customer.