Magenta” refers to Magenta Connect Pvt. Ltd, a company registered in Ahmedabad, India.
“Subscription Service” or “Service” refers to the cloud business intelligence software, professional services and technical support services provided by Magenta at the website
(www.magentabi.com), consisting of
all proprietary technology (software, hardware, processes, algorithms, user interfaces, know-how, techniques, templates, designs, and other tangible or intangible technical material or information) of Magenta,licensors and service providers used by Magenta to provide the Subscription Services
“Order Form” refers to the purchase confirmation of Magenta BI from Customer, from a document identifying the Subscription Service, Pricing Metrics, and Price signed by a duly authorized representative of the Customer and made available by Magenta pursuant to this TOS.
“Pricing Metrics” refers to the charges for the users and usage of the Subscription Service described in the Order Form or Pricing Page.
“Party” refers to the business entity of either Magenta or the Customer.
“Customer Database” refers to the business data records stored in the customer data that is successfully connected to Magenta BI software, which will be classified as confidential information.
2. General Terms of Service:
This Terms of Service (“TOS”) constitute a single, legally binding document, which governs the Customer’s use of the Service by the law of Ahmedabad, India, even though it is electronic and is not physically signed by Customer and Magenta.
Customer warrants that it is a legal entity in good standing in the jurisdiction of its formation.By accepting this TOS or by continuing to access or use the Service, Customer acknowledges that Customer has read, understood, and agree to be bound by this TOS.
The failure of Magenta to exercise or enforce any right or provision of this TOS shall not be a waiver of that right.From time to time, Magenta may modify this TOS without prior notice, and the TOS becomes effective from the date of posting. Customer can review the most current version of the TOS at any time here
3. Subscription Service:
Magenta owns all right, title and interest in and to the Subscription Services, including all related intellectual property rights. Magenta reserves all rights not expressly granted to Customer under this TOS.
Subject to the TOS, Magenta grants Customer a limited, worldwide, non-exclusive, non-transferable right to use the paid Subscription Service solely in connection with the Customer’s internal business operations.
Customer’s use of the Subscription Service includes the right to access all functionality available in the purchased Subscription Service as of the date specified in the Order Form, subject to the applicable pricing metrics based on users and software feature usage described on the Order Form.
Customer may access and use the Service only for lawful purposes and shall not mimic its functionality by creating derivative works based on the Service’s features, user interface or functionality pattern
Magenta reserves the right to change the price, pricing metrics, pricing metric definitions, service offering, or add-ons at any time by sending email to the customer at least thirty (30) days in advance.
4. Billing and Fees:
The customer agrees to pay Magenta the amount that is specified in the Order Form within the use of the applicable Pricing Metrics. Unless otherwise stated, all fees are non-cancelable and non-refundable.
The customer’s subscription term shall be automatically renewed for a period equal to the initial term unless either Party notifies the other by email at least 30 days prior to the expiration of the then-current term.The transaction charge will be in Indian Rupees.
Customer is solely responsible for the payment of all taxes, assessments, tariffs, duties or other fees imposed, assessed or collected by or under the authority of any governmental body.
The customer will notify Magenta within sixty (60) days from the invoice date if there’s a dispute on any charges. Magenta reserves the right to revise prices by providing email to the Customer at least 30 days before the change is to take effect.
5. Credit Card Payments:
Credit Card payment mode is the default payment mode for customers not on the Enterprise Pricing Plan.Customers must be authorized to use the credit card information submitted to create the billing account.
Magenta does not store credit card information on our servers. Billing shall be done via third-party authorized billing agents, utilizing industry-standard security software in order to create a safe transaction.
The customer hereby authorizes Magenta BI to bill the Customer payment instrument in advance on a periodic basis until Customer terminates Customer account, and the Customer further agrees to pay any charges so incurred.
Magenta BI shall provide an invoice for each transaction made to the Customer credit card.By authorizing Magenta BI to charge a credit card, you are authorizing Magenta BI or a designated representative or agent to automatically continue charging that card (or any replacement credit card account if the original card is renewed, lost, stolen, or changed for any reason by the credit-issuing entity, and such entity informs Magenta BI of such new replacement card account), financial account, or billing account for all fees and charges associated with the Services.
If the credit card information you provided is not valid, or if your credit card cannot be processed at the time of the renewal charge, Magenta BI reserves the right to immediately terminate or suspend your access to the Services, in the case of termination thereby terminating this Agreement and all of Magenta BI’s obligations hereunder.
6. Payment Methods:
Bank Payment Mode is the default payment mode billed on an annual subscription.All Subscription Services fees will be invoiced in advance as set forth in the applicable Order Form.
Except as otherwise set forth in the applicable Order Form, Customer agrees to pay all invoiced amounts immediately after receiving the invoice.For international telegraphic transfers, Customer and Magenta will be responsible for the transaction fees for each other’s own respective banks or financial institutions.
If any amounts owed by Customer for the Service are overdue for at least thirty (30) days, Magenta may, without limiting Magenta’s other rights and remedies, suspend Customer’s access to the Services until such amounts are paid in full.
7. Customer Data, Feedback, and Metadata:
Magenta does not own and shall not be responsible for any data, information, or material authorized by Customer to retrieve or submit to Magenta in the course of using the Service (“Customer Data”).
Customer shall be solely responsible for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use all Customer Data, and Magenta shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Customer Data.
The customer may provide Magenta with feedback, suggestions, and ideas, if Customer chooses, about the Service (“Feedback”).Customer agrees that the Feedback submitted to Magenta
Does not contain confidential or proprietary information and does not bind Magenta to any obligation of confidentiality, express or impliedMay be used by Magenta to reproduce, modify, create derivative works from, distribute, or disclose (or choose not to use or disclose) such Feedback for any purpose, in any way, in any media worldwide without any obligation to provide attribution or compensation to Customer or any third party.
Magenta may monitor Customer’s use of the Services and use data related to Customer’s use in an aggregate and anonymous manner (“Metadata”), including to compile statistical and performance information related to the provision and operation of the Services.
Magenta retains all intellectual property rights in such Metadata.
The customer agrees that Magenta may make the Metadata publicly available, provided that such information does not incorporate any Customer Data and/or identify Customer or its Confidential Information.
8. Customer Support:
Customers can email Magenta Customer Support (firstname.lastname@example.org) for software related support, or request for assistance, guidance, and advice on the use of the software.
The magenta support team is open from 10 am to 6 pm Indian Standard Time (GMT+5.5) from Mondays to Fridays, excluding Indian Public holidays.
Magenta reserves the right to temporarily access Customer’s user account(s) to identify and resolve potential root-causes and problems raised.
9. Account Information from Third Party Providers:
Customers may direct Magenta to retrieve certain information maintained online by third-party providers that have a customer-vendor relationship with the Customer.
Magenta may require the Customer to provide the login information necessary to access Customer account with third-party providers that the Customer has a customer relationship with.
By using the Service and providing Customer Access Information, Customer expressly authorizes Magenta to access and use Customer Account Information maintained by identified third parties, on Customer behalf as Customer agent.
Customer represents and warrants that neither the foregoing (or anything else in this ToS) nor Customer use of the Services will violate any agreement or terms to which Customer is subject, including without limitation, those with respect to any third-party site.
The customer acknowledges and agrees that when Magenta accesses and retrieves account information from third party sites, Magenta BI is acting as a customer agent, and not as the agent of or on behalf of the third party.As such, Magenta is not liable for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such third party services.
Magenta does not guarantee that any such third party services will continue to be made available within the Service, and such services may be removed or disabled by Magenta BI at any time without notice to you.
10. Free Trial:
Free Trial” refers to the use of Magenta Subscription Service for free, for a period of time determined by Magenta.
Customer access to the Free Trial is limited to evaluating whether to purchase a subscription for Magenta Service. Customers may not use the Free Trial for any other purposes, including but not limited to competitive analysis, commercial, professional or for-profit purposes.
Magenta has the right to terminate the Free Trial at any time. Unless Customers purchase a subscription for Magenta Service, upon any such termination or expiration Customer Free Trial will cease and Customer will no longer have access to any Customer Data used in connection with the Free Trial.
We are ever-evolving and upgrading our features. We may add or remove them or stop providing them altogether. You are free to stop using our services at any time, however, we’ll be sorry to see our valued user, leave. We are aware of the fact that you own your data and that preserving your access to the data is important. So in case of discontinuation of a feature, wherever reasonably possible, we will provide you with reasonable advance notice and hence a chance to preserve your data of that feature.
Either party may terminate this ToS (including all related Order Forms) if the other party:fails to cure any breach of this TOS within thirty (30) days after email notice of such breach;ceases operation without a successor; orseeks protection under any bankruptcy, receivership, trust deed, creditors arrangement, composition or comparable proceeding, or if any such proceeding is instituted against such party (and not dismissed within sixty (60) days).
Termination is not an exclusive remedy and the exercise by either party of any remedy under this ToS will be without prejudice to any other remedies it may have under this ToS, by law, or otherwise.
All Customer Data on the Service (if any) may be permanently deleted after 90 days by Magenta upon termination.
Magenta shall not be liable to Customer or any third party for any modification, suspension or discontinuation of the Service. All accrued rights to billing and payment shall survive the termination of this TOS.
Customer, not Magenta, shall be solely responsible for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use all Customer Data, and Magenta shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Customer Data.
Customer will defend, indemnify and hold harmless Magenta, its suppliers and licensors, and its respective subsidiaries, affiliates, officers, agents, employees, representatives, and assigns, from any costs, damages, expenses, and liability caused by Customer’s use of the Service, Customer’s violation of this ToS, or Customer’s violation of any rights of a third party through the use of the Service.
Customer agrees to indemnify and hold Magenta harmless from and against any loss, cost, damage, and expense, including but not limited to attorney’s fees and court costs, arising directly or indirectly from the use of the Magenta BI Service and/or Customer’s breach of any representation, warranty or restriction contained in this TOS.
13. Limitation of Liability:
Neither party shall be liable under this ToS for any of the following losses suffered or incurred by the other party (whether or not such losses were within the contemplation of the parties at the date of this ToS):
loss of actual or anticipated profits (including loss of profits on contracts);
loss of anticipated savings;
loss of business opportunity;
loss of reputation or damage to goodwill;
special, indirect or consequential losses.
Each party’s liability under this ToS in relation to liability arising from any given event or series of connected events shall be limited to the total amount paid by Customer in the twelve (12) months immediately preceding the month in which the event (or first in a series of connected events) occurred.