WELCOME TO XCEL CORP’s SERVICE-PROVIDER T&C!

PLEASE TAKE SOME TIME TO READ OUR TERMS OF USE

Please read our terms of use (Terms and Conditions) carefully before using the www.xcelcorp.com site which primarily undertakes outsourced software businesses. By accessing this website belonging to XCEL Corp and confirming the order with us, you acknowledge your acceptance of all the below mentioned XCEL Corp terms of use.

DEFINITIONS

In addition to any definitions contained within the body of these terms, the following definitions apply:

“Contract” means an agreement, an Order Confirmation, a statement of work or similar document for the supply of licenses or the provision of Services between XCEL Corp and Company.

“Services” means any delivery, installation, configuration, consultation or other professional services as specified by the parties in a Contract.

“XCEL Corp” means the XCEL Corp entity named in an Order Confirmation or a Contract.

“Affiliates” means any person, corporation or other entity that now or in the future, directly or indirectly controls, is controlled by or is under common control with Company. For purposes of this definition, “control” means with respect to: (a) with respect to a corporation, the ownership, directly or indirectly, of fifty percent (50%) or more of the voting power to elect directors thereof; and (b) with respect to any other entity, the power to direct the management of such entity.

GENERAL

These Terms of Use shall apply to all contracts for the supply of services by XCEL Corp to the Customer.

Before the commencement of the services, XCEL Corp shall submit to the Customer a Development Proposal and Cost Specification Documents which shall specify the services to be performed and the fees payable. The Customer shall notify XCEL Corp immediately if the Customer does not agree with the contents of the Development Proposal and Cost Specification Documents. All Development Proposal and Cost Specification Documents shall be subject to these Terms and Conditions. XCEL Corp shall use all reasonable endeavors to complete the services within estimated time frames but time shall not be of the essence in the performance of any services.

THE PROJECT

XCEL Corp shall provide the Customer with software development services, IT Consulting, Cloud Computing services and etc, for the purpose of creating the Software and other Deliverables as detailed in the Specification, in accordance with the terms of use of this Agreement.

XCEL Corp shall provide to the Customer the Solutions when requested by the Customer subject to full payment having been received by XCEL Corp for the solutions or part of the solutions being provided.

For the avoidance of doubt, XCEL Corp shall not be responsible under any circumstances for backup and archiving of the Software or of any data used by the Software on computer equipment belonging to the Customer or the Customer’s appointed computer hosting supplier.

XCEL CORP SERVICES

XCEL Corp shall perform the Services with due care and in accordance with the Contracts.

XCEL Corp will not be required to follow any requests or instructions (“Change Request”), which change or supplement the substance or scope of the Services described in a Contract. If XCEL Corp provides the Services described in a Change Request, then Company shall pay for such Services pursuant to these Terms and the applicable Contract.

In the absence of an expressly agreed invoicing schedule, Company shall pay all amounts relating to Services provided by XCEL Corp at the end of every calendar month in arrears.

WARRANTIES FOR SERVICES

Any Warranties for all Services performed by XCEL Corp will be stated in the applicable Contract and will apply only to the Contract in which they are contained.

FORCE MAJEURE

XCEL Corp shall not be liable to Company for any loss or damages which may be suffered by Company as a direct or indirect result of the supply of licenses and Services by XCEL Corp being prevented, hindered, delayed or rendered uneconomic by reason of circumstances or events beyond XCEL Corp’s reasonable control including but not limited to acts of God, war, riot, strike, lock-out, fire, flood, and storm.

YOUR OBLIGATIONS AND CONDUCT

In consideration of Your use of the Website, You agree to (a) provide accurate, current, and complete information about You as may be prompted by a registration form on the Website (the “Registration Data"); (b) maintain the security of your password and identification; (c) maintain and promptly update the Registration Data, and any information You provide to XCEL Corp, to keep it accurate, current and complete; and (d) accept all risks of unauthorized access to information and Registration Data. You have sole responsibility for adequate protection and backup of data and/or equipment used in connection with the Website.

You agree that You will not use the Website to (a) transmit spam, bulk or unsolicited communications; (b) pretend to be XCEL Corp or someone else, or spoof XCEL Corp’s or someone else’s identity; (c) forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any Content transmitted through the Services; (d) misrepresent your affiliation with a person or entity; (e) disrupt the normal flow of dialogue or otherwise act in a manner that negatively affects other users’ ability to use the Website; (f) engage in activities that would violate any fiduciary relationship, any applicable local, state, national or international law, or any regulations having the force of law, including but not limited to attempting to compromise the security of any networked account or site, operating an illegal lottery or gambling operation, stalking, or making threats of harm; or (g) collect or store personal data about other users unless specifically authorized by such users.

You are entirely responsible for all Content that you upload, post or otherwise transmit via the Website. You agree not to upload, post or otherwise transmit via the Website Content that: (a) is inaccurate, harmful, obscene, pornographic, defamatory, racist, violent, offensive, harassing, or otherwise objectionable to XCEL Corp or other users of the Website; (b) includes unauthorized disclosure of personal information; (c) violates or infringes anyone’s intellectual property rights; or (d) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. XCEL Corp reserves the right to edit or remove Content that violates these Terms or that contains third-party commercial advertisements.

CONFIDENTIALITY

You may attain direct access via the Website to certain confidential information of XCEL Corp and its suppliers, including without limitation technical, contractual, product, program, pricing, marketing and other valuable information that should reasonably be understood as confidential (“Confidential Information"). You must hold Confidential Information in strict confidence. The Title to Confidential Information remains with XCEL Corp and its partners.

Your obligations regarding Confidential Information expire five (5) years after the date of disclosure. Upon termination of the Terms or XCEL Corp’s written request, you must cease use of Confidential Information and return or destroy it.

The Terms force no obligation upon You with respect to Confidential Information that You can establish by legally sufficient evidence: (a) You possessed prior to Your receipt from XCEL Corp, without an obligation to maintain its confidentiality; (b) is or becomes generally known to the public through no act or omission by You, or otherwise without violation of the Terms; (c) You obtained from a third party who had the right to disclose it, without an obligation to keep such information confidential; (d) You independently developed without the use of Confidential Information and without the participation of individuals who have had access to it, or (e) in response to a valid order by a court or other governmental body, as otherwise required by law, or as necessary to establish the rights of either party under these Terms and as disclosed after prior notice to XCEL Corp adequate to afford XCEL Corp the opportunity to object to the disclosure.

JURISDICTION AND GOVERNING LAW

In case of any controversy or dispute, XCEL Corp, Company and/or the Affiliates shall discuss the matter in controversy or dispute and make a diligent effort to find an amicable solution. If the dispute is not resolved by finding an amicable solution, all disputes arising out of or in connection with these Terms or their validity will be finally resolved by the courts of the state/country in which the offices of the XCEL Corp Affiliate entering into the Contract are located. The UN Convention on the International Sales of product/solutions will not apply to these Terms or any Contract.

RIGHT TO CHANGE CONTENT

This website is subject to periodic update and revision. The continued usage of this website by you after any such update and revision shall constitute your acceptance of the same.

LIMITATION OF LIABILITY

Use of this website, together with the information contained in it and any action you take based upon the information on this website is strictly at your own risk and XCEL Corp will not be liable for any losses and damages in connection with it. In no event and under no circumstances shall XCEL Corp be liable for any direct, indirect, incidental, special or consequential damages including, without limitation, damages for loss of use or loss of profits, related to or arising out of the use or inability to use this website or for any information obtained through this website, even if XCEL Corp has been previously advised of the possibility of such damages. The limitation or exclusion of liability may not be allowed in some jurisdictions and hence, some of these limitations may not apply to you. If you are discontented with any portion of this website, your sole and exclusive remedy is to discontinue using this website.

For more details please contact us via the website contact form, Email: contact@xcelcorp.com  or Live Chat.