This Terms and Conditions (“the Agreement”) govern the provision of, access to and use of the Service.
1.1. “Agent” means an individual/entity or organisation (including those of a Customer Affiliate) authorised to use the Service(s) on behalf of the Customer through Customer’s Account as identified through a unique login.
1.2. “Agreement” means these Terms and Conditions, as may be duly amended from time to time. If there is a conflict in interpretation amongst the various documents constituting the Agreement, the descending order of precedence shall be as follows: (1)the Data Protection Addendum, and (2) Agreement.
1.3. “Confidential Information” means all information disclosed by either Party to the other which is in (i) tangible form and labelled “confidential”; or is (ii) information, regardless of form, which a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure. Notwithstanding the foregoing, Confidential Information shall not include information that (a) was already known to the Party receiving it at the time of disclosure by the Party disclosing it; (b) was, or is obtained by the Party receiving it from a third party not known by the receiving Party to be under an obligation of confidentiality with respect to such information; (c) is or becomes generally available to the public other than by violation of this Agreement or another valid agreement between the Parties; or (d) was or is independently developed by the receiving party without the use of the disclosing Party’s Confidential Information.
1.4. “Customer” shall mean the legal entity or individual that has registered for, activated, or accessed the Services through the Platform, including by completing an online sign-up, accepting these Terms, or activating a trial or paid subscription. Where the person completing registration does so on behalf of a legal entity, “Customer” refers to that legal entity, and such person represents and warrants that they have authority to bind that entity to these Terms. The Customer includes any Agents, Affiliates or Authorised Users accessing the Services through the Customer’s account.
1.5. “Customer Account Data” means any personal data that is provided by the Customer or collected by Provider from the Customer, during the Services and includes any personal data of any employee or other personnel of the Customer relating to the Customer’s relationship with Provider, including but not limited to, personal data collected for Customer’s account, billing or payment information of individuals that Customer has associated with its account, contact data required for managing its relationship with Customer, or as otherwise required by applicable laws and regulations.
1.6. “Customer Background IP” means all intellectual property rights owned by or licensed to Customer, or developed by Customer independently of this Agreement.
1.7. “Customer Property” shall mean a webpage, portal, mobile application, or platform owned or managed by the Customer on which the Services will be deployed.
1.8. “Dashboard” means the interface which can be used by the Customer to manage and review its usage of the Services.
1.9. “Data Protection Addendum” shall have such meaning as provided to it under Section 4.4.
1.10. “Embed Code” shall mean the code to be installed on the Properties for enabling the Services as defined in Section 2.
1.11. “Malicious Code” shall include code, files, scripts, agents or programs by whatever name which are intended, or otherwise likely to disrupt, damage, prejudice or gain unauthorised access to a computer system or otherwise adversely affect their recipient or computer systems or infrastructure they are accessed or installed on, including, without limitation, viruses, worms, time bombs, ransomware, spyware, adware, and trojan horses.
1.12. “Provider” means Wingify Software Private Limited. .
1.13. “Provider Proprietary Material” means and includes any and all software, source code, object code, algorithms, documentation, tools, techniques, methodologies or other material arising out of, or related to, created, developed, or improved by or on behalf of Provider, and derivatives thereof. All such material is proprietary to Provider, provided that Provider Proprietary Material shall not include any Customer Background IP or any materials derived solely and directly from Customer Background IP.
1.14. “Service” means the products and services that are selected by Customer through the online purchasing portal and are agreed to be made available by Provider hereby.
1.15. “User” or “Visitor” means an end-user of Customer’s Properties or platform.
1.16. “User or Visitor Data” means any personal data other than Customer Account Data, related to the users of Customer’s webpage, portal, mobile application, or platform owned or managed by the Customer on which the Services will be deployed.
2.1 Right to use the Services. Subject to these terms and conditions, Provider grants Customer a limited, non-exclusive, non-transferable and non-licensable license to, right to, access and use the Services and any Provider Proprietary Material made available to Customer by Provider:
2.1.1 until cancellation or expiration of the subscription as per the Dashboard or termination of the Online Terms;
2.1.2 solely for Customer’s internal business purposes;
2.1.3 only as expressly permitted herein; and
2.1.4 subject to, and in consideration of, the terms herein (including without limitation, the usage restrictions provided in Section 2.4, the Customer dependencies in Section 4, and the payment obligations in Section 5).
No other rights are granted to Customer in respect of Provider Proprietary Material. The Services shall include the Dashboard which Customer will be able to access after signing up for the Service. The Dashboard will enable the Customer to provision, customize and manage the Services. Provider may add other functionalities and/or modify and/or discontinue some of the functionalities in its own discretion and without further notice to the extent they shall not result in a degradation of the Service.
2.2 Trial or Proof of Value or Betas. If Customer receives access to use the Service on a trial, proof of value basis, or on a beta or early access offering, use is permitted i) for Customer’s internal evaluation only; ii) for a period of 30 Days. Trials, POV or Betas are subject to this Agreement, except that they are provided with no warranty or indemnification or liability obligation and no SLA. Customer acknowledges that Trial, POV and/or Betas may be inoperable, incomplete or include features that Provider may never release or be subject to a subsequent paid offer. Features and performance information in relation with Trial, POV or Betas are Provider’s Confidential Information.
2.3 Right to Integrate Embed Code. All Services are hosted on infrastructure managed by Provider. To use and integrate the Services, Customers will be required to install on their Properties the Embed Code which can be retrieved by the Customer from time to time through their Dashboard. Provider may update the Embed Code from time to time and Customers are required to integrate and use the latest available versions of the Embed Code. Subject to the terms hereof, Provider hereby grants a limited, revocable, non-exclusive, non-transferrable, non-sub licensable right to integrate the then-current version of the Embed Code with the Customer Properties solely as necessary to use the Services.
2.4 Usage Restrictions. Customer shall not, through act or omission and shall not permit any third party to:
2.4.1 make the Services or the Embed Code available to anyone other than Customer or Agents or use any Service for the benefit of anyone other than Customer or its Affiliates, or otherwise sell, resell, license, sublicense, distribute, make available, rent or lease the right to use the Service or the Embed Code;
2.4.2 give, sell, rent, lease, timeshare, sublicense, disclose, publish, assign, market, display, transmit, broadcast, transfer or distribute any portion of the Service to any third party;
2.4.3 circumvent, disable or otherwise interfere with security-related features of the Service or features that prevent or restrict use or copying of any content or that enforce limitations on use of the Service;
2.4.4 copy, modify, adapt, translate, patch, improve, alter, change or otherwise create derivative works based on, or remove, deface, obscure, or alter any Provider or any third party’s identification, attribution, copyright notices, trademarks, or other proprietary rights affixed to or proprietary notices or labels from, the Services or the Embed Code;
2.4.5 reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Embed Code or attempt to gain unauthorised access to any Service or its related systems or networks;
2.4.6 use any robot, spider, scraper, or other automated means to access or monitor the Service for any purpose;
2.4.7 permit direct or indirect access to or use of any Services in a way that circumvents their intended usage, or a contractual usage limit, or use any Services to access or use any of Provider intellectual property except as permitted under this Agreement;
2.4.8 use, post, transmit or introduce any software which interferes or attempts to interfere with the operation of the Embed Code or use the Services to store or transmit any Malicious Code;
2.4.9 use the Services to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights; and/or
2.4.10 build a product or service using similar ideas, features, functions or graphics of the Service or otherwise build a competitive product or service,
Customer acknowledges that Provider may monitor the Customer’s use of the Services and report to the appropriate authorities any conduct by Customer or its Users that Provider reasonably believes violates any applicable law.
2.5 Feedback: If Customer provides Provider with any suggestions, comments, enhancement requests, recommendations, or other feedback relating to the Services, Customer hereby assigns to Provider all intellectual property rights in such Feedback. Provider shall be free to use, disclose, reproduce, and otherwise exploit Feedback without restriction and without any obligation or compensation to Customer.
3.1 Technical Support. Provider offers technical support and the customer may avail themselves of this through the dashboard. In providing technical support to the Customer for Services, Provider agrees to:
3.1.1 liaise with Customer on matters related to the use of, and the identification and resolution of errors in the Service;
3.1.2 utilize commercially reasonable efforts to provide the Services and rectify any reproducible errors for which Provider is directly and solely responsible, and which have the data necessary to correct such errors is available to Provider; or at Provider’s discretion, provide service credit to Customer in accordance with the SLA.
The above-mentioned service credit will be provided only for errors resulting solely from the malfunctioning of a Service provided by Provider or Provider’s failure to provide Services as agreed. For Provider to correct the errors or provide service credits, the Customer must notify Provider in writing of such errors within 30 days of receipt of the Services believed to contain the errors.
4.1. Customer inputs. The Customer shall provide all necessary data or other required materials or information to Provider on schedule or in a timely manner to enable Provider to provide it with access to the Services. Customer hereby confirms the accuracy, legibility, and completeness of all data supplied to Provider and acknowledges that it shall be solely responsible for the results obtained from Customer’s use of any of the Services, including the content, accuracy, completeness, competence, or consistency of all programs, files, documentation, test data, sample output, or other information, resources, personnel used by Customer and for all activities that Customer conducts with the assistance of the Services.
4.2. Control of Account Information. Customer shall create an account on the Portal and shall control, and be responsible for the use of, Account information, user ids, and passwords related to use of the Services by Customer and by its Agents.
4.3. Compatibility. Customer shall be responsible for verifying that the Services and the Embed Code are compatible with the Customer’s Properties, operations, equipment, or software.
4.4. Data Protection. The Customer, its Properties and their operations has complied with, and will continue to comply with all applicable laws relating to the collection, storage, processing and transfer of information pertaining to natural persons, and rules made thereunder along with the relevant terms of any privacy policies or consents made available by the Customer, to its Users or any other persons using the Properties, or their products and services. This shall include, without limitation, providing Users with sufficient notice of the nature of the Services, data being collected through them, and obtaining adequate consents and permissions for the collection and use of information that may be collected on any Properties, or maintained on any server or Service hosted or provided by Provider. The Customer shall not collect, store or process any personally identifiable information (as such term is defined under applicable law) using the Service other than as agreed in the Data Protection Addendum located at https://wingify.com/downloads/legal/data-protection-addendum-2026.pdf . The applicable DPA, as referenced above, shall govern the parties’ respective rights and obligations with respect to the processing of personal data in connection with the Service. Customer shall ensure that any personal information stored by it shall be adequately encrypted or hashed at Customer’s end.
5.1. Fees. The fee will be as per the then applicable pricing of Services. Customer agrees that:
5.1.1. the fee is based on Services subscriptions purchased and not actual usage of the Service;
5.1.2. the fee is fixed for the current billing cycle and subject to revision;
5.1.3. payment obligations are binding, and fee paid is non-refundable; and
5.1.4. all fees are exclusive of applicable taxes (including without limitation VAT, withholdings or duties) and are the net amounts which Provider shall be paid by Customer. Customer shall be responsible for the payment of all taxes, withholdings and duties of any kind payable with respect to its subscription to the Service arising out of or in connection with this Agreement. In the event that Customer is required by applicable law to withhold taxes imposed upon Customer for any payment under this Agreement, the amounts due to Provider shall be increased by the amount necessary so that the Provider receives an amount equal to the sum it would have received had Customer not made any withholding. All applicable taxes, duties, or government levies whatsoever shall be in addition to the fees. The Customer will make timely payment of all such taxes, duties, or government levies.
5.2. Invoicing and Payment Arrangements. For payment, Provider shall provide an electronic invoice to the Customer. The Customer may view and print an invoice from Customer’s Account. Provider will bill the Customer upon acceptance of these Terms and Conditions. For recurring fees, no refund or adjustment for plan downgrades, upgrades, or elimination of plan features within the current billing period shall be issued. Invoices/payments are irrevocably deemed final and accepted by Customer unless disputed or sought clarification before subscribing to the Service.
5.3. Payment by Credit Card/Wire Transfer/Cheque. If Customer is paying by credit card, the Customer shall always provide and keep current and updated Customer’s contact, credit card, if applicable, and billing information on the Dashboard. Customer authorises Provider to charge the Customer credit card or bank account for all fees payable at the beginning of the Term and all subsequent billing periods, including upgrades. Customer further authorises Provider to use third parties to process payments and invoicing, and consents to the disclosure of Customer payment information to such third parties.
6.1. Term. This Agreement shall be effective Until expiration, cancellation or termination under this section. This Agreement shall not be terminated by either party for reasons other than as specified in this Section 6.
6.2. Renewal of Term. This Agreement shall automatically renew. Unless otherwise agreed in writing, such renewal shall be on the same terms agreed herein. Either party may provide written notice of its intent to not renew at least Sixty (60) days prior to the effective date of such termination. The Customer may send the notice of non-renewal by email to [email protected] or use the cancellation option within the Dashboard.
6.3. Renewal Fees. Where the Service has a limited quota, the fees shall increase by 10%. Where Servicehas unlimited quota or in any other cases, Renewal Fees shall be based on previous years’ consumption and the new pricing shall be communicated to the Customer. Both parties shall mutually agree to renew Services at the then current price to renew Services.
6.4. Termination. Either party may terminate the Agreement, (i) if the other party commits a material breach of the Agreement and fails to cure such material breach within 30 days of written notice from the other party; for the avoidance of doubt, non-payment of fees within the agreed due date shall be deemed to be a material breach; or (ii) immediately a) if the other party becomes insolvent, has filed for bankruptcy, or if a notice or demand for winding up has been issued in respect of such party; or b) if the other party commits a material breach of the Agreement and such breach cannot be cured.
6.5. Termination or Suspension by Provider. Provider may, immediately through written notification, terminate or suspend this Agreement upon Provider being of the reasonable opinion that the Customer’s use of the Services violates any applicable law, rule, or regulation. During any such suspension, the Customer will not be able to access the Services. Provider will use commercially reasonable efforts to give Customer advance written notice of the suspension of Service unless law enforcement or governmental agency directs otherwise or suspension without notice is necessary to protect Provider or its other customers.
6.6. Consequences of Termination. It is agreed that upon expiry or termination of this Agreement for any reason, all licenses granted by either party under this Agreement shall immediately cease to exist and Customer must immediately stop using the Services and remove the Embed Code from its Properties and infrastructure. The fees owed to Provider as per this Agreement will not be cancelled or waived unless the termination arises solely due to a material breach of the Agreement by Provider. User Data and Account settings shall be irrevocably deleted between 45 to 90 days from the date of termination. It shall be Customer’s exclusive responsibility to secure all necessary data from Customer’s Account during such period.
7.1. Ownership. All intellectual property rights, including any software, names, logos, trademarks and services marks and other materials, such as software, application programming interface, design, text, editorial materials, informational text, owned by a party, its licensors, or subcontractors as on the effective date of this Agreement (and all improvements or developments thereto) 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.
Provider shall own all rights, titles, and interests in and to any materials created or developed by Provider or its subcontractors for its internal use or for assisting Customer in the provision of the Services including the Provider Proprietary Material, subject to the Customer’s right in any Customer Background IP incorporated therein. Customer does not acquire any interest, right or title thereto, save for the license expressly granted under this Agreement. Any rights not explicitly granted to Customer hereunder, are reserved to and shall remain solely and exclusively proprietary of Provider.
7.2. License of Customer Software and Intellectual Property. Customer agrees to grant to Provider a limited, non-exclusive, irrevocable license (during the Term and except as otherwise provided under the Agreement) to access and use the Customer Property solely and for the sole purposes of enabling the provision of Services or for debugging or troubleshooting of Services by Provider’s support team for resolution of such issues, including as need be by accessing to any tool or application used by Customer as need be.
Customer represents and warrants that: (a) Customer is either the owner of such tools or applications, or is authorised by the applicable owner to include it under this Agreement; and (b) Provider has the right during the Term to access and/or use such tools and applications solely for the purpose of providing the Services to Customer as contemplated herein ; and (c) the use of such tools or applications by Provider in accordance with this Agreement will not infringe the intellectual property rights of any third party.
8.1. No Warranties. Provider provides the Service “AS IS”. To the fullest extent permitted under applicable law, Customer expressly agrees that use of the Service is at the Customer’s sole risk. Provider hereby disclaims all warranties of any kind, whether express or implied, including, but not limited to any implied warranty of satisfactory quality, fitness for a particular purpose or non-infringement. The Customer hereby agrees that the terms of this Agreement shall not be altered due to custom or usage or due to the parties’ course of dealing or course of performance under this Agreement. The technical support and service credits mentioned in Section 3 shall be Customer’s sole and exclusive remedy in relation to the provision of Services under this Agreement to the extent permitted by law.
8.2. No Third-Party Liability. Provider does not make any representation or warranty regarding any third-party software, tools or services and shall not be liable for the actions or omissions of any third-party including, but not limited to, website hosting providers, server providers due to which the Services may be interrupted or user’s access to Dashboard may be affected. Where the Customer requests any integration to any third-party software, tools or services, Customer hereby consents to the transmission of Customer Account Data or User Data to such third-parties as may be required for the purposes of such integration at the Customer’s own risk.
8.3. No Liability for Customer Account Data or User Data. Except as otherwise provided in the Data Protection Addendum, Customer is solely responsible for its data including, but not limited to: (i) any claims relating to Customer Account Data or User Data; and (ii) any claims that Customer Account Data or User Data infringes, misappropriates or otherwise violates the rights of any third party and shall indemnify Provider to the extent of such claim or violation.
8.4. Provider Indemnity. Provider shall indemnify Customer in relation to all claims (including third-party claims) that any Provider Proprietary Material infringes any registered third-party intellectual property rights, provided that: (a) Customer promptly notifies Provider in writing of any such claim; (b) Provider is given sole control of the defence and settlement of such claim; and (c) Customer provides Provider with all reasonable assistance in connection with such claim at Provider’s cost.
8.5. Customer Indemnity. Customer shall indemnify Provider in relation to all claims (including third-party claims) arising from the use of the Services by the Customer or for activities conducted by Customer through the Services including any claims arising in relation to the Properties, Users or information collected from Users by Customer, provided that: (a) Provider promptly notifies Customer in writing of any such claim; (b) Customer is given sole control of the defence and settlement of such claim; and (c) Provider provides Customer with all reasonable assistance in connection with such claim at Customer’s costs.
8.6. Exclusion of Indirect Damages. Provider and its subsidiaries, affiliates, officers, employees, agents, partners, vendors, and licensors shall not be liable for any indirect, incidental, special, punitive, or consequential damages, including but not limited to damages for lost profits, business interruption, loss of programs or information, loss of data, or violation of data protection law or the like, that result from the use or inability to use the Service or from mistakes, omissions, interruptions, deletion of files or directories, errors, defects, delays in operation, or transmission, regardless of whether Provider has been advised of such damages or their possibility, except to the extent caused by Provider’s fraud, fraudulent misrepresentation, or death or personal injury caused by Provider’s negligence.
8.7. Limitation of Liability. Notwithstanding anything to the contrary in this Agreement, Provider’s aggregate liability under or in connection with the Agreement, whether arising from contract, negligence, tort, data protection law or otherwise, shall in any event not exceed the amount paid by Customer under the Agreement in preceding 12 (twelve) calendar months. Nothing herein shall limit, or is intended to limit, any liability that cannot be limited under applicable law.
9.1. Confidentiality. Each party undertakes in respect of Confidential Information for which it is the recipient: (i) to treat such information as confidential; (ii) to disclose such Confidential Information only to those employees on a need to know basis who are directly involved in the performance of this Agreement, (iii) not to communicate or disclose any part of such Confidential Information to any third party without the disclosing party’s prior written consent, (iv) upon termination, expiry or at the request of the disclosing party, to return all such Confidential Information to the disclosing Party. The obligations in this Section 9.1 will not apply to any Confidential Information: (i) in the recipient’s possession (with full right to disclose) before receiving it; (ii) which is or becomes public knowledge other than by breach of this Clause; (iii) independently developed by the recipient without access to or use of the Confidential Information; or (iv) required to be disclosed in accordance with applicable laws and regulations, provided that to the extent permitted by applicable law, the recipient shall notify the disclosing party of such requirement prior to disclosure.
9.2. Privacy Policy. The terms and conditions of the privacy policy located at https://wingify.com/privacy-policy/ will govern all information or data collected through the website, wingify.com.
9.3. Code of Business Conduct and Ethics. Parties are committed to conducting business and provision and use the Service in accordance with the ethical practices and applicable law. Parties have established internal policies and procedures to ensure ethical business conduct similar to the Wingify Code of Business Conduct and Ethics available at https://wingify.com/conduct/ .
9.4. Right to use Logo. The Customer agrees to let Provider use their organisation’s logo in Provider’s customer list and at other places including but not limited to its website, and promotional materials including the press release. This Section will survive expiry or termination of this Agreement.
9.5. Independent Contractors. The relationship of the parties under this Agreement is that of independent contractors. Neither party will be deemed to be an employee, agent, partner, franchisor, franchisee nor legal representative of the other for any purpose and neither will have any right, power or authority to create any obligation or responsibility on behalf of the other.
9.6. Governing Law and Dispute Resolution. This Agreement shall be governed by and construed in accordance with the laws of India with the exclusive jurisdiction in Courts situated in New Delhi, India, without regard to its conflict of law principles, In any action brought by Provider for recovery of fees due under this Agreement, Customer shall reimburse Provider for its reasonable attorneys’ fees and costs incurred in connection with such action.
9.7. Assignment. This Agreement and all rights and obligations may not be assigned in whole or in part by either party without the prior written consent of the other, except the rights and obligations of Provider may be assigned to another entity in connection with a reorganisation, merger, consolidation, acquisition, or other restructuring involving all or substantially all of the voting securities and/or assets of such party. Any attempted assignment in contravention of this Section shall be void and of no effect.
9.8. Amendment. Provider may update these terms from time to time by notifying the Customer of such amendment via email, in-Service notification, or other customary channels. For any amendment that affects Customer’s fees, liability, intellectual property rights, data processing obligations, or termination rights (“Material Amendment”), Provider shall provide at least 30 days’ prior written notice to Customer’s designated contact on record. If Customer objects to a Material Amendment in writing within such 30-day period and the parties are unable to agree on revised terms, Customer may terminate the Agreement as under this Contract. Continued use of the Services following the 30-day notice period without objection shall constitute acceptance of the Material Amendment. All other amendments shall take effect upon publication to the Dashboard with 14 days’ notice.
9.9. Service Changes, Rebranding, and Migration. Provider may modify, rebrand, rename, consolidate, or discontinue any Service or service as part of its ongoing platform evolution. Where Provider rebrands, replaces, or migrates a Service or service, Provider shall ensure Customer continues to receive substantially similar or improved functionality for the remainder of the applicable Subscription Term, and will provide reasonable prior notice of any material change via email, in-Service notification, or other customary channels. Provider will use commercially reasonable efforts to minimize disruption during any such transition. Any successor, rebranded, or replacement Service provided under this Section shall be deemed part of the Services under the Agreement.
9.10. No Waiver. No failure or delay by either party in exercising any right, power, or remedy under this Agreement, except as specifically provided herein, will operate as a waiver of any such right, power, or remedy.
9.11. Non-solicitation. The Customer shall not, during the term of this Agreement, and for a period of one year after termination of this Agreement, solicit or recruit for employment any employee or personnel of Provider. For clarity, this restriction shall not apply to general market hiring efforts, public advertisements, responses to unsolicited approaches, or business opportunities arising independently of the Services performed under this Agreement.
9.12. Force Majeure. Except with regard to payment obligations, provided that the affected party: (a) promptly notifies the other party of the Force Majeure event and its expected duration; (b) uses reasonable endeavours to mitigate the effects of the Force Majeure event; and (c) resumes performance as soon as reasonably practicable, either party shall be excused from delays in performing or from failing to perform its obligations under this Agreement to the extent the delays or failures result from causes beyond the reasonable control of the party, including, but not limited to: default of subcontractors or suppliers; failures or default of third party software, vendors, or products; acts of God or of the public enemy; governmental actions; acts of terrorism, strikes; communications, network/Internet connection, or utility interruption or failure; fire; flood; epidemic; and freight embargoes. If a Force Majeure event continues for a period exceeding 60 days, either party may terminate this Agreement on 30 days’ written notice without liability.
9.13. Severability. If any provision hereof is declared invalid by a court of competent jurisdiction to be illegal or unenforceable, such provision shall be ineffective only to the extent of such invalidity, so that the remainder of that provision and all remaining provisions of this Agreement will continue in full force and effect. Such provision shall be deemed modified to the minimum extent necessary to make such provision consistent with applicable law and, in its modified form, such provision shall then be enforceable and enforced.
9.14. Prevailing Language. This Agreement has been prepared and executed in English. In the event of any conflict between the English version of this Agreement and any translation to any other language, the English version shall prevail for the purposes of interpretation.
9.15. Exclusion. The Parties agree that only the terms and conditions set forth in this Agreement shall apply to the provision of the services described herein. Any terms and conditions contained in the Customer’s purchase order, confirmation of order, or any other document provided by the Customer, whether before or after the date of this Agreement, are expressly excluded and shall have no effect. Provider’s acceptance of the Customer’s order is expressly conditional upon the Customer’s acceptance of these terms and conditions to the exclusion of any other terms.
9.16. Notice. All notices, statements, instructions, or consents required or allowed hereunder shall be sent to the other party in writing.
9.17. This Agreement may be executed: (a) in counterparts, both of which taken together shall constitute one single Agreement between the Parties; and (b) via facsimile or electronic copy, and a facsimile or electronic copy of either Party’s signature shall be deemed and be enforceable as an original thereof.