Privacy Policy & Terms of Use

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1. DEFINITIONS

1.1 “Software” means the HRMS platform branded as CLEVAP provided by the Provider under SaaS model.

1.2 “Services” means access to and usage rights of the Software including updates, modules, dashboards, and related support services.

1.3 “Subscription” means the paid plan subscribed by the Buyer for access to the Software.

1.4 “Subscription Term” means the period during which the Buyer is granted access to the Software and Services by the Provider, as specified in the applicable order, invoice, or subscription plan.

1.5 “User Data” means all information uploaded, entered, or stored by Buyer or its employees in the Software.

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2. SCOPE OF SERVICES

2.1 Provider grants Buyer a limited, non-exclusive, non-transferable, revocable license to access and use the Software during the subscription period.

2.2 Buyer shall use the Software solely for its internal business operations and not for resale, redistribution, or sublicensing.

2.3 Provider may update, modify, or enhance features without prior notice to improve functionality and performance.

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3. SUBSCRIPTION & PAYMENT TERMS

3.1 Access to the Software is subject to payment of fees as mentioned in the Proforma Invoice issued by Provider.

3.2 GST and any other applicable taxes shall be charged in addition and are not included in the quoted prices. All prices mentioned on the website are gross amounts before any discounts and before taxes.

3.3 Access can be revoked if the Proforma Invoice is not paid within the due date.

3.4 Subscription fees once paid are non-refundable unless otherwise agreed in writing.

3.5 Provider reserves the right to change pricing upon renewal with prior notice.

3.6 Buyer agrees to make payment for all Services used. As CLEVAP is billed on a post‑usage basis, Buyer remains liable to clear all outstanding dues for Services utilized, even if Buyer discontinues usage or terminates access to the Software.

3.7 If at any time the unbilled usage amount exceeds a predefined threshold or permissible credit limit set by Provider, Buyer may be required to make an interim payment toward outstanding usage charges. Provider reserves the right to suspend or restrict Services until such interim payment is received.

3.8 The Buyer shall make all payments only to the official bank account of Provider as mentioned in the proforma invoice or communicated through official written communication. Any payment made to any third party, individual, or unauthorized account shall be solely at the Buyer’s risk, and Provider shall not be liable to provide any services, refunds, or support against such payments.  

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4. SUBSCRIPTION MODIFICATION, ADDITION AND DISCONTINUATION OF MODULES/SERVICES

4.1 The Buyer may, from time to time, request to add, activate, upgrade, downgrade, or discontinue any module, feature, tool, or service included in or offered with the Software, subject to the applicable subscription plan, availability, pricing, and terms communicated by the Provider.

4.2 Any additional module, feature, tool, user capacity, employee capacity, or service requested by the Buyer shall be charged at the Provider’s then-current applicable rates, unless otherwise agreed in writing. Any such additional charges shall become payable from the date or billing cycle specified by the Provider.

4.3 Where the Buyer requests discontinuation or removal of an optional module or service, such discontinuation shall ordinarily become effective from the next applicable billing or subscription cycle, unless otherwise agreed in writing by the Provider. Discontinuation of a module or service during an ongoing prepaid subscription period shall not entitle the Buyer to any refund, credit, adjustment, or reduction of fees already paid or committed for that subscription period.

4.4 Where the subscription is billed on a post-usage or post-paid basis, discontinuation of any module or service shall not relieve the Buyer from payment of any charges already incurred or accrued up to the effective date of discontinuation.

4.5 The Provider may introduce new modules, features, tools, integrations, or services from time to time. Such new modules, features, tools, integrations, or services shall not automatically form part of the Buyer’s existing subscription unless expressly included in the applicable subscription plan or activated by the Buyer. Additional charges may apply where specified by the Provider.

4.6 The Provider may modify, replace, suspend, or discontinue any module, feature, tool, integration, or service where reasonably necessary due to technical, operational, security, regulatory, third-party, commercial, or other business reasons. Where reasonably practicable, the Provider shall provide prior notice to the Buyer of any material discontinuation of an existing subscribed service and may, at its discretion, provide a replacement, alternative functionality, or migration option.

4.7 Unless expressly agreed otherwise in writing, discontinuation or replacement of a module, feature, tool, integration, or service by the Provider shall not entitle the Buyer to a refund of subscription fees already paid. Where the Provider permanently discontinues a material paid service before the expiry of the applicable subscription period and does not provide a reasonably comparable replacement, the Provider may, at its discretion, provide an appropriate alternative service, account credit, or other reasonable adjustment.

4.8 Any request by the Buyer for customization, development of a new feature, modification of existing functionality, or integration with a third-party system that is not part of the standard Software shall be treated in accordance with Section 14 of this Agreement and may be subject to separate charges, timelines, technical feasibility, and written approval.

4.9 Changes to the Buyer’s selected modules or subscription plan shall not affect the Buyer’s other obligations under this Agreement, including payment of outstanding dues, data-related obligations, confidentiality, security, intellectual property, and other applicable terms.

4.10 The applicable module list, pricing, employee/user limits, and subscription configuration may be recorded in the applicable order, proforma invoice, subscription plan, or other written/electronic confirmation issued or accepted by the Parties, and such record shall form part of the applicable subscription arrangement.

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5. DATA STORAGE & RESPONSIBILITY

5.1 Buyer acknowledges that it is solely responsible for accuracy, legality, and ownership of all User Data uploaded.

5.2 Buyer must obtain consent, declaration, or disclaimer from its employees permitting storage of their personal data in the Software. Provider shall not be responsible for any breach of personal data privacy arising from Buyer’s failure to obtain such consent.

5.3 Provider shall implement reasonable security practices but does not guarantee absolute protection against cyber threats, hacking, or unauthorized access.

5.4 Due to security concerns, the Provider shall not provide or export the raw database or complete stored data of CLEAVAP in any direct format to Buyer. However, Buyer may download available reports, including Excel or other export formats provided within the Software, to create copies or backups of its data.

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6. PAYMENT DEFAULT & DATA DELETION

6.1 If Buyer fails to make payment within due date, Provider may suspend access without liability.

6.2 If Buyer defaults in making timely payment of due amount, complete data may be permanently deleted without further notice.

6.3 Provider shall not be liable for any loss arising from such deletion.

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7. USER ACCESS & SECURITY

7.1 Buyer is responsible for maintaining confidentiality of login credentials.

7.2 Provider shall not be responsible for misuse of account due to negligence or credential sharing by Buyer’s users.

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8. INTELLECTUAL PROPERTY RIGHTS

8.1 All rights, title, and interest in the Software including code, structure, design, and trademarks remain exclusively with Provider.

8.2 This Agreement does not transfer ownership of the Software to Buyer.

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9. CONFIDENTIALITY

Both Parties agree to maintain confidentiality of proprietary information and shall not disclose such information to third parties without prior written consent.

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10. LIMITATION OF LIABILITY

10.1 Provider shall not be liable for indirect, incidental, or consequential damages including loss of profits, data, or business interruption.

10.2 Maximum liability of Provider shall not exceed the subscription fees paid by Buyer for the preceding three months.

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11. SERVICE AVAILABILITY & SLA DISCLAIMER

11.1 Provider shall use commercially reasonable efforts to ensure that the Software remains available and operational. However, Buyer acknowledges that uninterrupted or error-free service is not guaranteed.

11.2 Service availability may be affected by scheduled maintenance, emergency updates, system upgrades, internet outages, force majeure events, or factors beyond Provider’s reasonable control.

11.3 Unless expressly stated in a separate written Service Level Agreement (SLA), the Software is provided on an “as-is” and “as-available” basis, and Provider disclaims any warranties related to uptime, performance, or availability.

11.4 Provider shall respond to support requests within a maximum of forty-eight (48) business hours. Such response time applies only to acknowledgment or initial review of the issue and does not constitute or guarantee resolution of the reported error or problem within that timeframe.

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12. DEVICE, HARDWARE & TECHNICAL COMPATIBILITY DISCLAIMER

12.1 Certain features and functionalities of the Software, including but not limited to attendance marking, facial recognition, camera-based verification, GPS/location tracking, geo-fencing, background services, notifications, and other device-dependent functions, may require specific hardware capabilities, operating system versions, permissions, processing capacity, available storage, camera quality, GPS capability, sensors, internet connectivity, battery performance, or other technical specifications of the device being used.

12.2 The Buyer acknowledges that the performance, accuracy, responsiveness, availability, and functionality of such features may vary depending on the device, hardware specifications, operating system, device configuration, manufacturer-specific restrictions, software environment, network conditions, and other technical factors beyond the Provider’s reasonable control.

12.3 The Provider does not warrant or guarantee that all features or functionalities of the Software will operate on every mobile phone, tablet, computer, biometric device, or other hardware device, nor does the Provider guarantee identical performance across different devices, models, manufacturers, operating systems, or configurations.

12.4 The Buyer is responsible for ensuring that the devices used by its employees or users meet the minimum technical requirements, supported operating system versions, hardware capabilities, permissions, and other requirements communicated by the Provider from time to time.

12.5 Any failure, reduced performance, inaccurate results, delayed response, or unavailability of a device-dependent feature caused by insufficient hardware capability, unsupported device, outdated operating system, restricted device permissions, camera/GPS limitations, insufficient storage or processing capacity, network conditions, manufacturer restrictions, or other device-specific factors shall not be considered a defect or failure of the Software, and the Provider shall not be liable for any resulting loss, claim, expense, or business interruption.

12.6 The Provider may, from time to time, publish or update minimum system requirements and supported device specifications. Such requirements may change as the Software, and its features are updated or enhanced.

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13. SUPPORT SCOPE & RESPONSE TIME

13.1 Provider shall offer standard technical support for issues directly related to the functioning of the Software.

13.2 Support does not include troubleshooting third-party systems, Buyer’s internal infrastructure, hardware devices, network issues, or user-side configuration errors.

13.3 Support requests must be submitted through Provider’s designated support channels.

13.4 Response times are indicative and not guaranteed unless covered under a separate paid support plan or written SLA.

13.5 Provider reserves the right to classify issues based on severity and prioritize responses accordingly.

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14. CUSTOMIZATION & THIRD-PARTY INTEGRATION DISCLAIMER

14.1 Any customization, modification, or feature development requested by Buyer shall be subject to separate evaluation, timelines, and additional charges unless expressly included in the Agreement.

14.2 Integration with third-party services or tools (including but not limited to biometric devices, payroll APIs, messaging platforms, or external software) is provided for convenience only.

14.3 Provider shall not be responsible for failures, errors, downtime, data loss, or security issues caused by third-party systems, vendors, APIs, hardware, or services.

14.4 Buyer acknowledges that continued functionality of integrations depends on the third-party provider’s availability, policies, and technical compatibility, which are outside Provider’s control.

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15. INCORRECT/ MISLEADING INFORMATION

15.1 Buyer must ensure that the information/ documents provided by them on registration is correct, complete and not misleading. In case of any change in the information provided by Buyer, they must promptly inform Provider of such changes.

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16. COMPLIANCE WITH LAWS

16.1 Buyer shall be solely responsible for ensuring that its use of the Software complies with all applicable labour, employment, taxation, data protection, and other statutory laws and regulations. Provider is only providing software tools and services and shall not be responsible or liable for Buyer’s compliance obligations, legal filings, statutory calculations, or any consequences arising from non-compliance with applicable laws.

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17. REFUND OF SUBSCRIPTION FEE

17.1 The subscription fees paid are non-refundable irrespective of whether the Services have been availed/ and or consumed. Buyer subscription plan will continue to remain active till the end of the subscription term and cancellation of subscription will not be allowed during the subscription term. Only in cases of any fraudulent transactions and/or error in transaction such as duplicity in payment and/or incorrect amount charged, provider may refund the subscription fee at our sole discretion post successful verification. The refund amount will be credited to the buyers’ original source of payment in 7-10 working days.

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18. TERMINATION

18.1 Provider may terminate access immediately if Buyer violates terms of this Agreement.

18.2 Buyer may terminate by giving written notice; however, no refund shall be issued for unused period.

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19. FORCE MAJEURE

19.1 Neither Party shall be liable for failure to perform obligations due to events beyond reasonable control including natural disasters, government actions, cyberattacks, or infrastructure failure.

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20. GOVERNING LAW & JURISDICTION

20.1 This Agreement shall be governed by laws of India.

20.2 All disputes shall be subject to Vadodara jurisdiction only.

20.3 Any notice or dispute communication must be sent to:

Address: No 45, 4th Floor, Earth EON, Sama Savli Main Road, Opp. Urmi School, Vadodara – 390024, Gujarat, India
Email: info@cleavap.com

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21. INDEMNIFICATION

21.1 Buyer agrees to indemnify and hold harmless Provider against any claims, losses, or liabilities arising from:

• misuse of Software
• violation of laws
• employee data disputes
• breach of this Agreement

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22. ENTIRE AGREEMENT

22.1 This Agreement constitutes the entire understanding between Parties and supersedes all prior discussions or representations.

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23. AMENDMENTS

23.1 Provider may update this Agreement from time to time. Continued use of Software constitutes acceptance of revised terms.

23.2 Provider reserve the right to change these Terms of Use at any time. Buyer is expected to check and get acquainted with these Terms of Use from time to time.

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24. RELATED TERMS ACCEPTANCE

24.1 By accepting this Agreement or using CLEVAP, Buyer also agrees to be bound by the Terms of Use, policies, and conditions applicable to the CLEVAP Terminal App, CLEVAP Website, and any other related or dependent software, modules, integrations, or services provided by Provider.

24.2 Such related terms shall be considered an integral part of this Agreement and shall have binding effect as if fully stated herein.

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25. WAIVER

25.1 No delay in enforcing any provision of the Terms of Use will be construed to be a waiver of any rights under that provision by Provider.

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26. ASSIGNMENT

26.1 Buyer shall not assign any of their rights or obligations under these Terms of Use without Our prior written consent.

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27. SEVERABILITY

27.1 If any provision of these Terms of Use is held by a court of competent jurisdiction to be void, invalid, unenforceable or illegal, the remaining provisions shall remain in full force and effect.

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28. PRIVACY

28.1 Provider Privacy Policy explains how We collect, process, use and disclose information and other Personal Information about Buyer. For the definition of Personal Information and full details, please see our Privacy Policy at https://cleavap.com/privacy-policy/

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29. IMPERSONATION AND UNAUTHORISED DEALINGS PROHIBITED

29.1 Provider does not tolerate any illegal and unauthorized activities on or against the software or service by either buyer or any unrelated third parties. The Buyer is absolutely prohibited from impersonating another person/User or deal in any other manner that is prohibited by the Laws of India and other Jurisdictions. If provider have reasonable grounds to believe that a buyer has indulged in any prohibited activities or has committed any Crime or Cyber Crime, provider may in its sole discretion, but without any legal obligation to do so, initiate appropriate legal proceedings against the offender as well as notify the same to any regulatory or law enforcement agency of India or Foreign Jurisdiction. Provider may also suspend or terminate the Buyer’s account and other privileges for the use of the software and services.

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30. CRIME AND CYBER CRIME REPORTING BY USERS

30.1 In case of any Cyber Crime and Cyber Contravention involving buyer accounts, buyer alone is responsible to investigate, prosecute and file necessary legal actions and proceedings against the Cyber Criminals and other Offenders and provider shall in no case be responsible to share the financial and investigation burdens of the buyer. Provider, however, endeavours to assist provider, to the best of its ability, in investigating any such instances of cybercrime.

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31. DIGITAL ACCEPTANCE

31.1 Buyer acknowledges that this Agreement is accepted electronically upon accessing or using CLEVAP and no physical or digital signature is required.

31.2 Continued access to or use of the Software shall constitute legally binding acceptance of this Agreement and all its terms.

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