Terms & Conditions

IMPORTANT – PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE SERVICES. By subscribing to, accessing, or using the services provided by TechnoDecibel Private Limited (Mobicomsolutions.com, a unit of TechnoDecibel Private Limited), including by clicking “I Agree,” you acknowledge that you have read, understood, and agreed to be legally bound by these Terms and Conditions. If you do not agree, you must not access or use the Services.

Unless the context otherwise requires, the capitalized terms used in this Agreement shall have the meanings assigned to them herein. Terms used in lowercase shall carry their ordinary meaning.

TECHNODECIBEL (with a Brand name “mobicomsolutions”) is engaged in the business of providing Emotional & Artificial Intelligence Solutions, Value Added Services [Domestic & International Push/Pull SMS Services, Cloud Telephony & IVR Services] and other IT Related Services/Solutions, not limited to Social Media and Multimedia Campaign Services etc., Cyber Security and Asset Management Solutions etc. (“TechnoDecibel Services”) to its Clients

Whereas End Customer desires to do an arrangement with TechnoDecibel and avail Value Added Services as per these Terms and Conditions. The Services will be governed by ‘The Telecom Commercial Communications Customer Preference Regulations, 2010 and 2018 (“TCCCP”) prescribed by Telecom Regulatory Authority of India (“TRAI”) as further amended from time to time. with respect to Unsolicited Commercial Communication which shall be applicable and binding to the said agreement and the concerned Party shall be liable for a penalty/liability whatsoever under the said regulation as well.

Further, END CUSTOMER also wants to avail Social Media / Multi Media Campaign Services and other Emotional & Artificial intelligence Services on certain terms and conditions of the Social Media Platform Service Providers and other OEMs Partners. This Agreement will also authorize TECHNODECIBEL to provide any new services that TECHNODECIBEL may add on to its portfolio from time to time. The commercial terms for all the services and any additional / forthcoming services would be communicated and agreed over emails and would automatically become an integral part of this MSA.

NOW THEREFORE, in consideration of the mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

DEFINITIONS:

The following terms and expressions shall have the meanings assigned to them herein, unless repugnant or contrary to the context hereof or unless defined in the text of this Agreement and its Annexure:

“Agreement” means the terms and conditions as set out in this Service Agreement together with all its schedules and appendices, and further includes any amendments, additions, and modifications (in writing) as mutually agreed by and between the Parties;

“Applicable Laws” means any law, statute, ordinance, rule, regulation, guideline, policy, or other pronouncement having the effect of the law of any Governmental Authority, as interpreted and administered including any modifications or amendments thereto;

“Confidential Information” shall include but shall not be limited to software, all business, technical, marketing and financial information and data, resultant data generated by either Party relating to the performance of its obligations under this Agreement, all customer related data and information, customer lists, proprietary data and databases, all trade secrets, know-how licenses, know-how formulae and processes, this Agreement and the Parties’ rights and obligations hereunder, all information communicated by one Party to the other Party whether before or after the Effective Date regarding the Services, and all other intellectual property whether or not marked confidential;

“Subcontractors” means contractors, vendors, agents and/or consultants selected and retained by the Content Provider under a contract (other than under an employment contract) under which such contractor, vendor, agent and/or consultant agrees to provide all or any part of the Services.

“Territory” means all India.

“Third Party” means any individual, sole proprietorship, unincorporated association, unincorporated organization, body corporate, corporation, company, partnership, unlimited or limited liability company, joint venture, Governmental Authority or trust or any other entity or organization except the Parties hereto.

NOW THEREFOR THESE TERMS AND CONDITIONS WITNESSETH AS FOLLOWS:

Compliance with Laws: Parties, on behalf of itself and its Affiliates, represent and warrant that they have complied, and covenant that they will comply, with all applicable local, state, provincial, territorial, federal and international laws, regulations, rules and conventions, including those related to data privacy and data transfer, international communications, public procurement requirements, and the exportation of technical or personal data (“Laws”) and that they have used and will use only legitimate and ethical business practices in connection with the negotiation and performance of their duties pursuant to this Agreement.
Changes: Social Media Platforms may update any of their terms, policies, or documentation ("Change"). Unless otherwise required by Law, we will notify you before we make a Change. By continuing to use the Social Media / Multi-Media Campaign Services after notice of a Change, you consent to such Change.
Price and Payments: All commercials are on Prepaid. GST exclusive.
Dispute Resolution: Parties will exercise reasonably good faith efforts to resolve any dispute amicably. If a dispute cannot be resolved in the aforesaid manner, then in such an event, such disputes shall be submitted to final and binding arbitration at the request of either Party upon written notice to that effect to the other Party. In the event of such arbitration, such arbitration shall be in accordance with the rules of the Arbitration and Reconciliation Act, 1996 and any amendments thereof (which is deemed to be incorporated in this Agreement by reference). All proceedings of such arbitration shall be in the English language. The venue of arbitration shall be New Delhi. Arbitration awards rendered shall be final and binding and. The losing Party, as determined by arbitrators, shall pay all reasonable out-of-pocket expenses (including, without limitation, reasonable attorneys’ fees) incurred by the prevailing Party, as determined by the arbitrators, in connection with any dispute unless the arbitrators direct otherwise.
Restrictions: The relationship between the parties shall at all times be that of independent contractors.
KYC and Compliance checks: END CUSTOMER hereby agrees to provide to TECHNODECIBEL any documents, information etc. as may be required by Social Media Service Providers from time to time.
Term and Termination: The Terms of the Agreement will prevail until terminated by any of the Parties. Further, either party may terminate this Agreement at any time by giving the other party ten (60) days prior written notice. After the termination of the agreement, END CUSTOMER will continue to pay “Fees” earned prior to termination.
Governing Law: This Agreement shall be governed by the laws in India and the courts at New Delhi shall have exclusive jurisdiction over matters relating to or arising from this Agreement.
Amendment: The terms and conditions of this Agreement may be altered / amended / modified / changed by way of amendment of Agreement to be executed in writing duly signed by authorized signatories of the Parties in view of the changing business requirements or if any fresh guidelines or amendments are issued by TRAI/DOT/SOCIAL MEDIA PLATFORM or any other competent authority in future.
Special Termination Rights: TRAI / Social Media Platform/s may at its own discretion and without furnishing any reason, at any time instruct TECHNODECIBEL to prohibit the Services, and in such case, the services shall be withdrawn without any compensation accruing to the TechnoDecibel whether END CUSTOMER faces loss of business, loss of profit, loss of opportunity or otherwise. Further, if TECHNODECIBEL believes (in our sole discretion) that it is desirable to: (i) protect the integrity, security, or privacy of any Social Media Platform products, systems, or data and/or any users, (ii) protect any related Companies from regulatory, financial, or legal liability and/or to comply with any law, rule or regulation, or (iii) prevent or limit the risk of harm or damage (including reputational harm or damage) to any Social Media Platform Companies systems, or data.
Representation & Warranties: Each party represents and warrants it is a duly constituted entity, it has the necessary authority to enter into and perform the Agreement, and that such performance does not violate or breach any other agreement to which it is a party and this Agreement is binding on and enforceable against either party in accordance with its terms and the execution and delivery of this Agreement has been duly authorized by all requisite corporate action. Parties represent & warrant that they will abide and be bound by all applicable laws, rules, regulations, notifications, circulars and generally accepted industry standards and Parties have all licenses, approvals, certificates, permits or authorizations (the Permits) required to be obtained for the business and operations of their companies. All such Permits are valid and in full force and effect.
Assignment: TECHNODECIBEL may assign either this Agreement or any of its rights, interests, or obligations hereunder without seeking the prior consent of END CUSTOMER. Further, END CUSTOMER can’t assign this Agreement without the prior consent of TECHNODECIBEL, which consent shall not unreasonably withhold or delayed.
Entire Agreement: This Addendum constitutes the entire understanding between the Parties and supersedes any prior agreement or understanding except the emails related to pricing which shall form an additional part of this Agreement. Headings are for convenience only, and terms such as “including” are to be construed without limitation.
Severability: If any of the provisions of this Agreement shall be invalid or unenforceable, such invalidity or unenforceability shall not invalidate or render unenforceable the entire Agreement, but rather the entire Agreement shall be construed as if not containing the particular invalid or unenforceable provision or provisions, and the rights and obligations of the party shall be construed and enforced accordingly, to effectuate the essential intent and purposes of this Agreement.
Enforcement and Waiver: The failure of either party in any one or more instances to insist upon strict performance of any of the terms and provisions of this Agreement, shall not be construed as a waiver of the right to assert any such terms and provisions on any future occasion or of damages caused thereby.
Independent Contractor: The Parties are independent contractors. No agency, partnership, joint venture, or employment is created as a result of this Agreement and neither Party has authority to bind the other.
Third Party Beneficiaries: Nothing in this Agreement, either express or implied, is intended to or shall confer upon any third party any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.
Counterparts: This Agreement may be executed in one or more counterparts, all of which together shall constitute a single document.
Force Majeure: Neither party will be liable to the other for any delay or failure to perform any obligation under this Agreement (except for a failure to pay fees) if the delay or failure is due to unforeseen events that occur after the signing of this Agreement and that are beyond the reasonable control of such party, such as a strike, blockade, war, act of terrorism, riot, natural disaster, failure or diminishment of power, telecommunications, data networks, or services, or refusal of a license or authorization by a government agency or entity.
Payment Terms, Scope & No-Refund Policy: All fees shall be paid in advance as per the agreed Proposal or subscription plan, exclusive of applicable taxes, via cheque, demand draft (DD), or bank transfer. All payments are non-refundable, including unused periods, partial usage, or cancellations. Proforma invoices for renewals and periodic payments shall be generated automatically, with renewal invoices issued 30 days in advance, wherever applicable. The Provider may revise pricing upon prior written notice, and continued use shall constitute acceptance. Services, implementation, customization, and support shall be delivered as per the agreed scope and timelines; additional requirements may incur extra charges, and customer-caused delays may extend delivery timelines. The Customer shall provide timely access to required data, resources, approvals, and personnel, cooperate in implementation, and comply with applicable laws and internal policies. Late payments may attract interest as permitted by law and may result in suspension, termination, or automatic disconnection of services if payment is not received before the next billing cycle, following automated email reminders. The Provider shall not be liable for losses arising from disconnection due to non-payment. This Agreement applies solely to the legal entity named herein and is non-transferable without the Provider’s written consent.

SERVICES ADDENDUM VALUE ADDED SERVICES (SMS and OBD SERVICES)

In consideration of the covenants and promises herein contained and as set forth in these Terms and Conditions, the Parties hereby agree as follows:

Addendum Scope:

Applicability: This Addendum is applicable only to Application to Peer (“A2P”) Short Messaging Services (“SMS”) both Domestic and International traffic termination services and Outbound Dialing (OBD) for Domestic termination that have been requested pursuant to this END CUSTOMER and accepted by TECHNODECIBEL. The Services will be governed by ‘The Telecom Commercial Communications Customer Preference Regulations, 2010 prescribed by TRAI as amended from time to time.

“API’s” means Application Protocol interface. – Its type of connectivity here by providing API –http/https vendor can integrate its application with SMS GATEWAY for Automation of SMS SERVICES

“CDR’s” means Call Detail Report

“Customer” means a Mobile Subscriber who receives an SMS message from END CUSTOMER (as a user of Services) and who is also a customer of END CUSTOMER’s Products and services and who have given their consent to receive promotional/transactional SMS message from END CUSTOMER;

“Commercial Communication” means any voice call or message using telecommunication services, where the primary purpose is to inform about or advertise or solicit business for

(A) goods or services; or

(B) a supplier or prospective supplier of offered goods or services; or

(D) a provider or prospective provider of such an opportunity;

Explanation:

For the purposes of this Regulation, it is immaterial whether the goods, services, land or opportunity referred to in the content of the communication exist(s), is/are lawful, or otherwise. Further, the purpose or intent of the communication may be inferred from:

(A) The content of the communication in the message or voice call

(B) The manner in which the content of a message or voice call is presented

referred to in the content of a message or voice call; or the content presented at the web links included in such communication.

“Consent” means any voluntary permission given by the customer to the sender to receive commercial communication related to a specific purpose, product, or service. Consent may be explicit or inferred as defined in the Regulation;

“Consent Register” means a Distributed Ledger for Consent having all relevant details of consent acquired by the sender, in a secure and safe manner, to send commercial communications and may be required for the purpose of pre and post checks for regulatory compliance based on the consent.

Consent Template Register” means a Distributed Ledger for registration of Consent Template which keeps a record of unique consent template identity along with the content of consent template and details of the sender who got it registered, in a secure and safe manner;

Content Template Register” means a Distributed Ledger for Content Template which keeps records of unique content template identity along with the content of the content template and details of the sender who got it registered in a safe and secure manner.

“Consent Template or CT” means a template of content which is presented to the customer while acquiring his consent and clearly mentions the purpose of the consent and details of the sender;

“Content Template for Transaction” means a template of the content registered by any sender with the access provider for sending a transactional message, service message or transactional voice call, service call for the purpose of commercial communication and contains content which may be a combination of the fixed part of the content and variable part of content, where fixed part of the content is that part of content which is common across all commercial communications sent to different recipients for the same or similar subject; variable part of the content is that part of content which may vary across commercial communications sent to different recipients for the same or similar subject on account of information which is very specific to the particular transaction for a particular recipient or may vary on account of reference to date, time, place or unique reference number;

“Content Template for Promotion” means a template of the content registered by any sender with the access provider for sending a promotional message or promotional voice call for the purpose of commercial communication and contains content which is fixed content and common across all commercial communications sent to different recipients for the same or similar subject;

“Distributed Ledger Technologies (DLT)” means a set of technological solutions that enables a single, sequenced, standardized and cryptographically-secured record of activities to be safely distributed to, and acted upon, by a network of varied participants and their database can be spread across multiple sites or institutions; records are stored one after the other in a continuous ledger and can only be added when the participants reach a consensus;

“End User” means any recipient or beneficiary of the Service including the Sender, its representative, or any other person who uses the Services under the control and supervision of the Sender.

“Header” means an alphanumeric string of a maximum of eleven characters or numbers assigned to an individual, business or legal entity to send commercial communications.

“Header Branch” means the sub string of a header other than the header root.

“Header Root” means the common sub string of block of headers, starting from the first character;

“HTTP” means Hyper text Transfer Protocol.

“HTTPS” means Hyper text transfer protocol secure.

“One Time Password or OTP” means an automatically generated random number used to authenticate the action of the user for a single transaction or session.

“Person” means any natural person, entity, firm, organization, operation, SAPL, voluntary association, partnership, joint venture, trust, limited organization, unlimited organization or other entity.

“Promotional messages” means commercial communication message(s) for which the Sender has not taken any explicit consent from the intended Recipient to send such messages.

“Promotional voice call” means commercial communication voice call for which the Sender has not taken any explicit consent from the Recipient to make such voice calls to him.

“Service message or Service Call” means a message sent to a recipient or voice call made to the recipient either with his consent or using a template registered for the purpose, the primary purpose of which is to facilitate, complete, or confirm a commercial transaction that the recipient has previously consented to enter into with the sender; or to provide warranty information, product recall information, safety or security information with respect to a commercial product or service used or purchased by the recipient; to provide –

(A) notification concerning a change in the terms or features of; or

(B) notification of a change in the recipient’s standing or status with respect to; or

(C) at regular periodic intervals, account balance information or other type of account statement with respect to, a subscription, membership, account, loan, or comparable ongoing; or

(D) commercial relationship involving the ongoing purchase or use by the recipient of products or services offered by the sender; or

(E) information directly related to an employment relationship or related benefit plan in which the Recipient is currently involved, participating, or enrolled; or

(F) information relating to the delivery of goods or services, including product updates or upgrades, that the recipient is entitled to receive under the terms of a transaction that the recipient has previously consented to enter into with the sender;

“Silent Call” means any unsolicited call made by a person or an entity to a customer for a very short duration in which either called party has not yet been alerted by his or her device, or it is very unlikely to be answered, wherein the intention of the caller is to get a call back from called party and then enter into commercial communication.

“Scrubbing” means the process of comparing the target list of the telephone number(s) provided by the Sender, to whom it wishes to send commercial communication with the list of the telephone number(s) in Preference and Consent to check whether commercial communication(s) can be sent to the Recipient as per his registered preference(s) or as per consent.

“Sender” – The person or entity who owns the telephone number or the header(s) that were used, who sent the message, caused the message to be sent or authorized the sending of the message.

“Telemarketer” means a person or legal entity engaged in the activity of transmission of commercial communications or scrubbing or aggregation.

“Transactional message” means any message which contains One Time Password (OTP) and is required to complete a banking transaction initiated by the bank customer will only fall under the category of transactional.

“Transactional Voice Call” means a voice call which is not promotional in nature and is for the purpose of alerts sent by banks to its own customers or account holders and information to be communicated by the voice call is time critical in nature.

“Unsolicited commercial communication or UCC” means any commercial communication that is neither as per the consent nor as per registered preference(s) of the recipient, but shall not include any transactional message, any service message, any message on the directions of the Central Government or the State Government or bodies established under the Constitution, when such communication is in Public Interest, any message transmitted by or on the direction of the Authority or by an agency expressly authorized for the purpose by the Authority.

Regulatory

The present Agreement shall be governed by the Laws of India along with the Telecom Regulatory Authority of India (“TRAI”) Notification dated 10^th December, 2014 as amended from time to time, “THE TELECOM COMMERCIAL COMMUNICATIONS CUSTOMER PREFERENCE (SIXTEENTH AMENDMENT) REGULATIONS, 2014 . (13 OF 2014) and courts of New Delhi shall have exclusive jurisdiction. Also TRAI has issued Telecom Commercial Communications Customer Preference (TCCCP) Regulation, 2018 on 19.07.2018 in respect to Unsolicited Commercial Communication which shall be applicable to the said agreement and End Customer shall be liable for penalty/liability whatsoever under the said regulation as well.

Financial Disincentives/Penalty

a. End Customer agrees that on issuing of notice to END CUSTOMER by TECHNODECIBEL, following shall be the penalty charged from End Customer if END CUSTOMER makes or permits any unsolicited commercial communication, through the telecom resources for

c. Unsolicited Commercial Communications:

2.1.d.1. 1st notice, a sum of Rs. 10,000/- (Rupees

Ten Thousand Only) .

2.1.d.2. 2nd notice, a sum of Rs. 10,000/- (Rupees

Ten Thousand Only) .

2.1.d.3. 3rd notice, a sum of Rs. 10,000/- (Rupees

Ten Thousand Only) .

2.1.d.4. 4th notice, a sum of Rs. 10,000/- (Rupees Ten Thousand Only).

2.1.d.5. 5th notice, a sum of Rs. 10,000/- (Rupees Ten Thousand Only).

2.1.d.6. 6th notice, a sum of Rs. 10,000/- (Rupees Ten Thousand Only).

2.1.d.7. 7th notice, a sum of Rs. 10,000/- (Rupees Ten Thousand Only).

2.1.d.8. 8th notice, a sum of Rs. 10,000/- (Rupees Ten Thousand Only).

2.1.d.9. 9th notice, a sum of Rs. 10,000/- (Rupees Ten Thousand Only).

2.1.d.10. 10th notice, a sum of Rs. 10,000/- (Rupees Ten Thousand Only).

2.1.d.11. 11th notice, a sum of Rs. 10,000/- (Rupees Ten Thousand Only).

2.1.d.12. 12th notice, a sum of Rs. 10,000/- (Rupees Ten Thousand Only) plus black listing.

2.2. For each violation, Rs. 10,000/- will be charged/deducted by TECHNODECIBEL. After three violations (charged/Deduction of Rs. 30,000), TECHNODECIBEL may ask for deposit of Rs. 70,000 from such END CUSTOMER and END CUSTOMER undertakes to deposit the same within three days as security against unsolicited commercial communication.

1. .If TECHNODECIBEL is subject to higher penalty than the amount mentioned above, then END CUSTOMER shall be subject to such penalties as may be imposed on TECHNODECIBEL and that End Customers unconditionally undertakes to indemnify TECHNODECIBEL against such penalties.

1. End Customer has agreed that in case End Customer fails to indemnify TECHNODECIBEL against the penalty imposed by respective authority due to the act of sending any unsolicited commercial communication, through the telecom resources of TECHNODECIBEL by End Customer, all the telecom resources allotted to End Customer for the purposes of bulk sms shall be disconnected and the name of END CUSTOMER shall be black listed , and the name of such END CUSTOMER shall not be removed from the black list before the completion of the period of two years from the date of entering his name in such black list and the registration of End Customer shall be cancelled by TECHNODECIBEL under the provisions of the Regulations.
2. The penalty specified is in addition to other measures including but not limited to the de-registration of END CUSTOMER, withdrawal of Headers and /or any other right as specified in TECHNODECIBEL ’s Code of Practice formulated pursuance to TRAI Regulation and as amended from time to time.
3. END CUSTOMER has also agreed to abide by all the regulations, orders and directions issued by the TRAI regarding Transactional /Promotional message, from time to time, including the header to be used for sending transactional/Promotional SMSs.
4. The penalty matrix shall be subject to change from time to time and End Customer shall be bound to comply with such changes.

Scope
1. TECHNODECIBEL does not offer open sender-id in case of SMS and open Template in case of OBD. For any Template/Sender ID Approvals kindly share Templates at templates@mobicomsolutions.com. END CUSTOMER will follow the existing on-going TECHNODECIBEL’s process. The updated list from time to time shall be shared with TECHNODECIBEL Team (including Govt Approved Sender Ids). SLAs of Sender ID whitelisting will be based on the quantity of Sender Ids to be white-listed.
2. In case of SMS, the time duration for Transactional Messages is 24 hours. For Promotional messages and for OBD the time duration shall be between 9 am – 9pm only. For OBD, all calls shall be made between 9 am to 9 pm only.
3. For OBD, End Customer agrees that the DID Numbers (CLI) allocated to them by the Telecom Service Provider/TECHNODECIBEL for terminating Voice Calls. Under no circumstances, End Customer shall Mask the CLI with any number other than the CLI allocated by the Telecom Service Provider/TECHNODECIBEL. IF Telecom Service Provider/TECHNODECIBEL, identifies any such violations, penalty shall be imposed as per the license agreement between the Telecom Service Provider and DOT; and directive issued by DOT and TRAI. Further, on violation, End Customer’s connectivity shall be terminated immediately by confiscating the Security Deposit lying at with TECHNODECIBEL as an initial step.
General Terms
1. This Agreement shall become effective on the Effective Date and shall continue in full force until terminated by either parties by providing 30 (Thirty) days notice in writing. And upon such termination all the rights and liabilities of End Customer shall cease to exist except any outstanding amount which remains due to TECHNODECIBEL. End Customer shall immediately on termintion pay/clear any and all outstanding amount whatsoever without any right as to set off, deductions etc.
2. Any of the rights and obligations under this Agreement shall not be assigned by End Customer without prior written consent of the TECHNODECIBEL. However TECHNODECIBEL may Assign its rights and obligations with prior reasonable notice to End Customer.
3. No Modification to this Agreement shall have any effect until the same is in writing and signed by both the parties.
4. End Customer undertakes to defend, indemnify and hold harmless TECHNODECIBEL from and against all third party claim, suit, demand, penality, financial disincentives imposed on TECHNODECIBEL by respective authorities, loss, damage, expense or liability that may result from any act/conduct, willfiul ommission,/failoure to abide by the terms of the agreement, breach of warranties or covenants or any claim against the TECHNODECIBEL by a third party including goveremntal authority or any competant authority. End Customer shall indemnify TECHNODECIBEL irrespective whether the aforesaid third party

claim, suit, demand, penality, financial disincentives imposed on TECHNODECIBEL by respective authorities, loss, damage, expense or liability etc has been cyrstillized or not. End Customer undertakes to indemnify TECHNODECIBEL on the very first instance of issue of indemnification notice by TECHNODECIBEL.

1. Limitation of Liability: In no event the maximum liabilty of TECHNODECIBEL shall not exceed an amount equivalent to the commercial consideration during the period, the services were affected.
2. Neither Party shall be liable for delays, failures to perform, losses caused or occasioned by, or due to fire, flood, water, the elements, or any other cause beyond the Party’s reasonable control including govermentall actions/sanctions, change of law, juicial orders etc (Force Majeure Event). The Party affected by the event of force majeure shall give the other Party written notice thereof within 3 days after such event occurs. If a delay or failure to perform a Party’s obligation due to a Force Majeure Event exceeds 10 days, the other Party may terminate this Agreement on notice to the first Party.
3. SPAM CONTROL: End Customer will ensure traceability of SMS messages sent via the Service or on behalf of End Customer or the receiver’s behalf. End Customer accepts that TECHNODECIBEL is obligated to abide by the regulations of the Government Authorities which require the disclosure of data of abusive SMS. End Customer will indemnify TECHNODECIBEL in respect of any failure on its part to secure the above. End Customer guarantees that the content of the Messages will not have any legal effects on TECHNODECIBEL.
4. Payment terms: For Pre- Paid: END CUSTOMER agrees to make pre-payment to TECHNODECIBEL before the commencement of live traffic. TECHNODECIBEL will proivde services only once the prepayemnt is recevied from the Cleint. In the absence of payment TECHNODECIBEL is not obligated to provide any services to the Cleint. Non availabity of services in the absence of pre payment shall not make TECHNODECIBEL liable whatsoever.
5. SMS Size: SMS shall be a set of systematized textual and numeric characters (text), transmitted to the mobile end-users up to 160 characters when using Latin alphabet (Latin 1 (ISO-8859-1) 7bit) or 70 characters when using Cyrillic alphabet (UCS2 (ISO/IEC-10646) 16-bit) in length. If the length of the text is greater than the above number of characters, the SMS shall be deemed one (1) part of the text up to 153 characters (when using Latin alphabet) or 67 characters (when using Cyrillic alphabet) in length. If the text of an SMS-message contains textual and numeric characters of Latin and Cyrillic alphabets, the SMS-message shall be deemed to have been sent in Cyrillic alphabet
6. Commercials: Since the nature of work is dynamic, all commercials shall be agreed over emails and that would automatically become a part of this agreement.

Governing Law

5.1 This Agreement shall be governed by the laws of India and

subject to Clause 6, the courts at New Delhi only shall have

exclusive jurisdiction over matters relating to or arising from this

Agreement.

6. Arbitration

6.1 The Parties hereby agree that any controversy, claim or dispute arising out of or in relation to the interpretation, application or effects of this Agreement which cannot be resolved amicably, shall be conclusively resolved by arbitration under Indian Arbitration and Conciliation Act, 1996 (“Act”) and any subsequent amendments thereof.

6.2 The dispute shall be referred to Arbitration consisting of a sole Arbitrator who shall be appointed on mutual consent by both the parties.

6.3 The seat of arbitration shall be New Delhi. The arbitration proceedings shall be conducted in the English language

6.4 Pending the submission to arbitration and thereafter, till the tribunal renders its award or decision, the Parties, shall, except in the event of termination of this Agreement or in the event of any interim order/award is granted under the aforestated Act, continue to perform their obligations under this Agreement.

6.5 The Parties hereby agree that the Arbitral Award shall be final and binding and the Parties irrevocably waive their right to any form of appeal, review or recourse to any state court or other judicial authority, insofar as such waiver may be validly made. The arbitrator shall give a reasoned and speaking award in writing.

6.6 The Parties shall have the right to seek injunctive relief from a court of competent jurisdiction, both before and after the arbitrators have been appointed, at any time up until the arbitrators have made their final award.

7. Notices

7.1 Unless otherwise provided herein, all notices or other communications to be given shall be made in writing and by letter or facsimile transmission (save as otherwise stated) and shall be deemed to be duly given or made, in the case of personal delivery, when delivered; in the case of facsimile transmission, provided that the sender has received a receipt indicating proper transmission, when dispatched, or, in the case of a letter, ten (10) business days after being deposited in the post (by the quickest mail available), postage prepaid, to such party at its address or facsimile number specified herein or at such other address or facsimile number as such party may hereafter specify for such purposes to the other by notice in writing.

The addresses referred to above are:

In the case of a notice to TECHNODECIBEL (MobicomSolutions):

Email Id : navendu@mobicomsolutions.com

7.2 A notice or other communication received on a day other than a business day, or after business hours in the place of receipt, shall be deemed to be given on the next following business day in such place.

Terms & Conditions

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