Terms and Conditions

We validly assume that you have read, understood and agreed to this Terms of Service (ToS) prior to and on availing the services described hereunder. You shall not register or utilise the services provided by Us if You do not agree with any of the terms in this ToS. On Your registration, it shall be deemed that You have agreed to and accepted all the terms of this ToS. A legally valid contract is executed between You and CoFee once You agree to the ToS by clicking "I Agree" and You shall be bound by these terms until expiry or termination.

The terms "CoFee", "We", "Us", "Our", "Website", "App" and "www.cofee.life", shall mean and include KeyValue Software Systems Private Limited a company registered under the laws of India having its registered address at Office Space No C113, 1st floor, Building SCK-01 Smart City SEZ, Infopark, P.O. Kochi, Kerala- 682 042 which owns CoFee along with the Website and all Intellectual Properties associated with it. The term "You", "Your", "Yours", "User" shall mean to denote the Company/ Corporation/ Partnership Firm/ LLP/ Society/ Trust/ Proprietary concern/ Individuals) (hereinafter Business) and has registered at www.cofee.life and availing the Service of CoFee and deems to include such authorised user(s) operating under the Business as Administrator and other User(s).

1. Applicability

1.1. This ToS shall come into effect upon registration and activation of Your account and on registration, you would be able to avail the Services you have elected to receive, subject to the terms and conditions of this ToS and the General Terms and Conditions or such other Agreement executed between you and CoFee. By accepting this ToS, you further agree to be bound by any amendments to the terms and conditions of this ToS or to such terms and conditions as are incorporated herein by reference.

1.2. All the terms and conditions and policies including the Privacy Policy, Disclaimers and Terms of usage of third-party service providers included as a reference herein constitutes the terms of Your usage of the Service and forms part of this ToS.

1.3. By registering CoFee and/or utilising the Services, you hereby unconditionally agree to be bound by this ToS and all the terms herein including the policies, disclaimers etc., which are incorporated herein by way of reference and if You do not agree to any of the terms, You shall not use the Services and use of the Services shall be deemed acceptance of the terms.

2. Registration and Payment

2.1. Registration: Registration is mandatory. You hereby unconditionally accept and consent to the Registration to avail the Services. You may contact your Cofee POC(point of contact) for more details on the registration process and pricing. The changes or revisions in the Registration process and procedures and pricing shall be periodically updated. We reserve the right to refuse the Service to anyone for any reason at any point of time without assigning such reasons.

2.2. Eligibility: You are eligible to register only if:

You are running an educational institution, tuition centre or similar institute (either an company, body corporate, LLP, partnership firm, Trust, Society, proprietary business).
You may authorise an individual (Authorised Person) who is above 18 years of age and who is competent to enter into a valid contract as per the Indian Contract Act, 1872 to register. Persons who are ‘incompetent’ to contract, including minors, undischarged insolvents etc., are not eligible to register or utilise the Services.
The Authorised Person shall have the complete authority to register on behalf of the institution. Such individual may be your agent, employee, director, partner or proprietor and We validly presume that Your Authorised Person is properly authorised and is competent to contract. We shall not be responsible and shall have no liability in the event such person is an incompetent person to enter into a valid agreement. In such event, You shall ratify the acts of such person and all such actions of such person shall be binding on You as if done by a competent person.
You and/or your Authorised Person(s) including such other user(s) authorised by you (Authorised Users) completely and unconditionally agree to all the terms and conditions of this ToS including those policies, terms, conditions which are incorporated herein by way of reference, regardless of whether You use the Services through the website, mobile application or by any other means.

2.3. Payment:

The Service is provided to You on a Pay-per-Use model. Once registered, You may start availing the Service.
You agree to pay monthly/annual subscription fee for availing the Service through the Software. The subscription fee also covers the limited data storage utilised by the service. The various subscription plans along with the cost and features as mutually agreed between you and Key Value Software Systems Pvt Ltd.
GST and taxes, as applicable shall be levied on the subscription fees as per the prevailing laws in India.
You may be required to make additional payments on for any value added services and modules, if any offered by CoFee in case You opt for availing such services. Please contact us for the payment plans related to Value Added Services.
The subscription fee may be subject to change and You shall be notified in case of any changes.
Payments are not liable to be refunded if You stop using our Service before the expiry of Your Term.

3. Ownership and Intellectual Property Rights

3.1. Key Value Software Systems Pvt Ltd represents that it owns or holds the License to any and all title, rights and interest in copyright and other Intellectual Property Rights in the software “CoFee”, the Website and the Services rendered, including any modifications, enhancements, modules and support materials.

3.2. You hereby agree and acknowledge that You shall not acquire any title, rights and interest in copyright and other Intellectual Property Rights in CoFee and the Services rendered, including any modifications, enhancements, modules and support materials.

3.3. You shall be the sole owner and shall be solely responsible for your contents and data, which are entered/ uploaded by you on CoFee. We validly assume that you have the appropriate consents from data subjects whose contact details you upload into CoFee and we shall not be responsible or liable for any actions or omissions from your end.

4. Your Responsibilities and Obligations

4.1. You shall be entirely responsible for data entries, setting of messages, providing of payment link, obtaining consent from parents etc., and we shall not be liable for any adverse outcome due to improper entries, handling of data, payment failures etc. You shall be entirely responsible for keeping Your details properly updated on Your account, and We shall not be responsible for any loss/ damages incurred to your end customers due to improper updation, technical defaults.

4.2. You hereby unconditionally agree that You will not post or transmit, or let Your Authorised Users post or transmit, via the CoFee:

any contents or materials containing profanity;
any contents or materials which are false, inaccurate or misleading;
any material containing viruses or other malicious /harmful codes currently known or futuristic, or any other disruptive or harmful components;
contents that contain cyber bullying, spams, junk or other related material;
any false, defamatory, inaccurate, libelous, tortuous, abusive, vulgar, hateful, racist, bigoted, sexist, harassing, threatening, inflammatory, obscene, profane, sexually oriented, pornographic, child pornographic, promoting or providing assistance involving violence, significant risk of death or injury, or other unlawful activities and/or objectionable materials and contents;
any contents or material which may infringe or misappropriate any third party's copyright, patent, trademark, trade secret or other proprietary rights unless You obtain rights therein;
contents that violate or infringes the privacy or publicity or other rights of any party;
materials or contents that violates copyright, trademark, or other intellectual property rights;
contents that contain advertisement, solicitations, links to illegal activities including but not limited to money laundering, gambling etc;
contents or materials that hurts the religious sentiments or instigate hatred between communities, castes, people following different religious beliefs or any material which threatens the unity and integrity of India;
any content or material which violate any law or statute; or which violates consumer protection, engages in unfair competition, anti-discrimination or false advertising etc;
any content or material which could be harmful or potentially harmful to our server structure as determined at our sole discretion, including without limitation overloading our technical infrastructure;

4.3. You hereby unconditionally agree that You shall use this Service only for legal and legitimate purposes and shall not use the Services directly or indirectly for any illegitimate purposes including but not limited to money laundering and shall at all times use the Services in compliance with this ToS and that the Services shall be used only in connection with Your business.

4.4. You shall not, while utilising the Services:

Access, tamper with, penetrate or use – Our servers, computers, (including those of our 3rd party service providers), or other parts of the Software which do not for part of the Service.
probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures;
interfere with, or disrupt, (or attempt to do so), the access of any other Authorised User, or other registered customers/clients of CoFee, including, without limitation, sending a virus, malicious code, overloading, flooding, spamming, the Services, or by scripting the creation of your content in such a manner as to interfere with or create an undue burden on the Services.
Attempt to duplicate CoFee or any portion of it by reverse engineering or any other methods.
sublease Your account to third parties.

5. Third Party Services

5.1. We utilise the service of various third-party service providers in bringing you this Service. While availing our Services, You hereby agree to be bound by the relevant terms and conditions of the third party service provider whose services We utilise. We utilise the services of Cashfree(HDFC Bank), Omniware(Federal Bank), PhonePay and Razorpay to effect payments. Payments are transactions which are carried through the payment aggregator, between the banks/cards of your customer and your bank and we do not have any control over the same. In case of any discrepancies related to payments, you may contact your bank directly. You may go through the terms and conditions/terms of usage of these third-party services providers below.

PhonePe - https://www.phonepe.com/terms-conditions/phonepe-checkout/
razorpayx - https://razorpay.com/x/terms/
HDFC(Cashfree) - https://www.cashfree.com/tnc/
Federal Bank(Omniware) - https://omniware.in/omniware-ToS.pdf

6. Data Collection and Privacy

6.1. We do not collect any data including personal data other than those which are uploaded into CoFee by you or your Authorised User(s). CoFee only uses such data to perform the services and such data are stored in our servers and are not disclosed or shared with any third party.

6.2. The personal data keyed in by your customers at the payment gateway are not stored by us and we do not store the banking or financial details of any of your customers.

6.3. To know more about data collection and privacy, please refer to our Privacy Policy. https://www.cofee.life/privacy-policy

7. DISCLAIMERS AND WARRANTIES

7.1. EXCEPT AS PROVIDED AND STATED IN THIS ToS, AND TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, WE MAKE NO CLAIMS, WARRANTIES OR REPRESENTATIONS, EXPRESS, IMPLIED OR STATUTORY, AND WE EXPRESSLY WAIVE AND DISCLAIM ANY AND ALL IMPLIED CLAIMS, WARRANTIES AND REPRESENTATIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, WITH RESPECT TO THE SERVICE WE PROVIDE.

7.2. CoFee is only a platform for providing cloud based payment management and allied services. We do not guarantee any level of success in Your business.

7.3. We endeavour to keep CoFee to be error free and secure however, we shall not be liable for any data loss, corruption or damages cause due to any virus, malicious codes, server breakdowns, hacking etc.

7.4. We do not guarantee an uninterrupted Service as the uptime depends on several factors beyond our control including but not limited to your internet connection, its speed and availability, availability of hardware requirements at your end viz., computer, smartphone etc., electricity, uptime of the cloud service where we have hosted our applications etcetera. Services may also be interrupted when some of the contents posted by you does trigger our (including our service provider’s) malicious code and virus blocking system and we take no responsibility of such interruptions even in cases of false triggers.

7.5. You are responsible for maintaining and properly updating your data on your account and we shall not be liable for any loss, damages incurred by you or your customers due to improper updation from your end.

7.6. You are responsible for all contents posted by you and your Authorised Users. We will not be responsible or liable for any contents or comments posted through our Services and shall not be responsible for any consequential damages.

7.7. We shall not be liable for any default, loss of data or interruption in Services attributable to events beyond our reasonable control. Such events (the “Force Majeure Events”) shall include but not limited to acts of God, fires, explosions, accidents, unusually severe weather conditions, pandemics, embargoes, wars, riots, labour disputes, strikes, governmental requirements, hacking, server mal-functioning, issues with our third party service providers and any other similar events.

8. INDEMNIFICATION

8.1. You hereby agree to indemnify, defend, and hold Key Value Software Systems Private Limited and our affiliates, directors, officers, employees, and agents harmless from and against any liabilities, claims, losses, damages or costs, including reasonable attorneys’ fees, resulting from any third-party claim, action, dispute, or demand related to your use of CoFee and for violation of any of the provisions of this ToS, violation of any applicable law, or from your placement or transmission of any materials or content onto the our (our service provider’s) servers. Such liabilities may include, but are not limited to, those arising from the following: (i) infringement or misappropriation of any intellectual property rights; (ii) defamation, libel, slander, obscenity, pornography, or violation of the rights of privacy or publicity; and/or (iii) spamming, or any other offensive, harassing or illegal conduct or violation of the acceptable uses described herein or anti-spam policy; (iv) any damage or destruction to CoFee’s scripts/ servers/ equipment or to any of our clients, which damage is caused by or otherwise results from your acts or omissions including those of your designates and Authorised Users; (v) any personal injury or property damage arising out of your activities related to the Services; and (vi) any other damage arising from your equipment or business.

8.2. You further agree to indemnify and hold us harmless from any claims, dispute, litigation, damages and cost including reasonable attorney’s fees resulting from any customer claim, action, dispute, or demand related to the use of the Service.

9. LIMITATION OF LIABILITY

9.1. You shall be solely responsible for the consequence of the use of CoFee.

9.2. We shall not be liable for any indirect or consequential loss, damage, cost or expenses of any kind, whatever and however caused whether arising under contract, tort (including negligence) or otherwise, including loss of production, loss of or corruption of data, loss of profit or of contracts, loss of operation time or loss of goodwill or anticipated savings, even if the we were advised of their possibility.

9.3. It is hereby made clear that Our total liability (whether in contract, tort, including negligence, or otherwise) under or in connection with this ToS and any other agreement with You relating to CoFee or based on any claim for indemnity or contribution shall not exceed the sum of yearly subscription fee.

10.1. Suspension and Termination

10.1. We may either suspend the services and block your access to CoFee or terminate the same at our sole discretion in the event of any violation of the terms of this ToS, terms and conditions in the General Terms and conditions executed by. In case of non-payment of subscription fee, we shall suspend the services first and in the event of non-payment after 15 days, we may terminate your access to CoFee.

10.2 In the event of any such suspension you will be notified and given an opportunity to correct such breach. If you do not cure the breach within the time provided, we may terminate your account with us without further notice.

10.3. Either Party may terminate this ToS at any time without assigning any reasons whatsoever. However, pro rata refund of fees paid, if any shall be considered only in the event of Key Value terminating your account for reasons other than for non payment or violations of the terms of this ToS. No request for refund shall be entertained under any other circumstances.

10.4. Upon suspension or termination, Your accounts shall be locked and inaccessible and We shall cease to provide the Services either temporarily or in case of termination, permanently. However, we shall delete your data only after a period of 90 days from date of termination, unless You request immediate deletion. The sole purpose of keeping Your data for a period of 90 days is to enable a smooth start in case you opt to avail our Services again.

10.5. Termination or suspension does not extinguish your liability in terms of unpaid dues towards us nor does it extinguish Our rights to damages in case of a breach of any of the terms in this ToS.

11. MODIFICATION

11.1. We hereby reserve the rights to modify or update any of the terms of this ToS after notifying all our subscribers. We may also exhibit a general notification on Our website/mobile Application to that effect which shall be deemed as notification for the above purpose. You are required to periodically check the ToS for any changes or modifications.

12. FORCE MAJEURE

12.1. We shall not be responsible for delay/default/inadequate performance/non-performance/failure in its performance of CoFee or its services, if the same is caused by extraordinary weather conditions or other natural catastrophes, epidemics, war, riots, strikes, lockouts or other industrial disturbances, change of law, acts of any governmental agencies or other events beyond our control. If the force majeure event continues for more than 20 days, then the Parties shall mutually decide to terminate or suspend the Services.

13. ASSIGNMENT

13.1. You shall not assign or transfer any or all of your rights acquired under this ToS to any third party either for free or otherwise. You shall not share Your account details or part or the whole of this Service with any third party or entity.

13.2. We may assign the responsibility of providing the Services, to our affiliates, associates including subsidiary, parent company or sister concerns without any notice to You provided such assignment will not cause any interruption in the Services.

14. Dispute Resolution

14.1. Any dispute, differences or controversy of whatever nature howsoever arising under or out of or in relation to this ToS (including its interpretation) shall, in the first instance be attempted to be resolved amicably by conciliation, and if not resolved by conciliation shall be finally decided by reference to arbitration subject to the provisions of the Arbitration and Conciliation Act, 1996. The venue of such Arbitration shall be Ernakulam and language of Arbitration shall be English.

15. Jurisdiction

15.1. This ToS shall be governed by and construd in accordance with the laws of India. In any case, for supervisory and injunctive relief, this Agreement and any dispute arising out of this Agreement shall be subject to jurisdiction of city of Ernakulam, Kerala. The Courts in Ernakulam will have the exclusive jurisdiction to govern the provisions of this ToS