Terms and Conditions

Yanolja Cloud Solution, for and on behalf of its group and subsidiaries and also partnership firm, (“Yanolja Cloud Solution,” “We” or ”Our”) provides its software and related services, including AI-based Services (defined as below), (together with Yanolja Cloud Solution Software, “Yanolja Cloud Solution Software and Services”) to YOU subject to these Terms and Conditions.

By accepting these Terms, or by accessing or using Yanolja Cloud Solution Software and Services, YOU represent and acknowledge that YOU have read, understood, and agree to be bound by these Terms, and that the information YOU provide to Yanolja Cloud Solution is accurate, complete, and is YOURs or within YOUR right to use. If YOU are entering into these Terms on behalf of a company, organization or another legal entity, YOU represent that YOU have the authority to bind such entity and its affiliates to these Terms, in which case the terms “YOU,” “YOUR” or related capitalized terms herein shall refer to such entity and its affiliates. If YOU do not have such authority, or if YOU do not agree with these Terms and Conditions, privacy policy, other policies, guidelines or instructions posted on Yanolja Cloud Solution Websites, YOU must not accept these Terms and may not use Yanolja Cloud Solution Software and Services or Yanolja Cloud Solution Websites. YOU acknowledge that these Terms and Conditions constitute a contract between YOU and Yanolja Cloud Solution, even though it is electronic and is not physically signed by YOU and Yanolja Cloud Solution, and that these Terms govern YOUR use of Yanolja Cloud Solution Software and Services, and supersede any prior agreements between YOU and Yanolja Cloud Solution.

Yanolja Cloud Solution Software and Services include the eZee Web Based Hotel Management Software, Booking Engine, Channel Manager, Web Based Restaurant Point of Sale, Restaurant Menu Systems, Feedback Systems, Mobile App, Custom Websites, eZee Revenue Management, eZee Mint, Direct or third party Interfaces, all the Application Programming Integration (API)’s, Add-Ons, and all other related services provided by Yanolja Cloud Solution to YOU, including all software, data, text, images, sounds, videos, and other content provided by Yanolja Cloud Solution are included in Yanolja Cloud Solution Software and Services. Any new features or software added to or augmenting Yanolja Cloud Solution Software and Services are also subject to these Terms.

“AI-based Services" refers to any products, applications, or functionalities offered by Yanolja Cloud Solution that incorporate or rely on artificial intelligence (AI), machine learning algorithms, or data-driven models to automate tasks, provide insights, make predictions, facilitate decision-making, or enhance user experiences. These services may include, but are not limited to, automated data processing, predictive analytics, natural language processing (NLP), image or speech recognition, recommendation systems, or other computational techniques that mimic aspects of human cognition. The AI-based Services are dynamic and may evolve or adapt over time in response to user interactions, data inputs, changes to the underlying algorithms, or software updates. Yanolja Cloud Solution makes no guarantees as to the accuracy, completeness, or reliability of outcomes produced by the AI based Services and reserves the right to modify or discontinue any aspect of the AI-based Services without prior notice.

Access and Use

Subject to these Terms and Conditions, Yanolja Cloud Solution hereby grants YOU a revocable, non-exclusive, non-transferable, non-sublicensable, limited right to access and use Yanolja Cloud Solution Software and Services during the Term solely for YOUR internal business operations conducted by YOU in accordance with the Terms and Conditions herein. Yanolja Cloud Solution shall provide YOU with a username and password to access Yanolja Cloud Solution Software and Services. As a user, YOU may also have rights to create sub user accounts and their passwords to access Yanolja Cloud Solution Software and Services. All users who access Yanolja Cloud Solution Software and Services do so with user account(s) which are provided by Yanolja Cloud Solution. As a safety measure, all the users shall have to change their passwords after first login. As a registered user, YOU choose a unique password. YOU may not use the user account of any other person to access Yanolja Cloud Solution Software and Services. YOU are responsible for maintaining the confidentiality of YOUR password and may not let any other person use it. YOU are solely responsible for the activities of anyone using YOUR password, even if the activities were not authorized by YOU. YOU must notify us immediately of any unauthorized use of YOUR password. In addition, if YOU believe or suspect YOUR password has been compromised, YOU must promptly change YOUR password using the functionality provided in Yanolja Cloud Solution Software. YOU are responsible for maintaining the confidentiality of YOUR user account information and YOUR password. Yanolja Cloud Solution will not be held accountable for changes made by either the users, services or channels YOU are associated with.

i. Yanolja Cloud Solution Software and Services shall be provided by means of access to a Universal Resource Locator (URL) designated by Yanolja Cloud Solution. In relation thereto, Yanolja Cloud Solution shall provide YOU with a user ID and password to access the designated URL.

ii. YOU shall be solely responsible for maintaining the confidentiality of its user ID and password, and for all activities that occur under the registered user ID and password. YOU are responsible for notifying Yanolja Cloud Solution immediately of any unauthorized use of its user ID and password or any breach of security.

iii. Yanolja Cloud Solution reserves the right to introduce new features, enhancements, functionalities on technical or cosmetic level for Yanolja Cloud Solution Software and Services or to future versions of Yanolja Cloud Solution Software and Services.

iv. Yanolja Cloud Solution regularly backs up all data and information found on Yanolja Cloud Solution Software and Services and stores the same for a limited time. However, Yanolja Cloud Solution shall not be liable for any failure to backup or restore any information or for interruptions, delay, or suspension of access to orunavailability of Yanolja Cloud Solution Software and Services, or any loss of such information, data, or transmissions.

v. Server Uptime: Yanolja Cloud Solution shall provide at least 99.95% Service Availability, measured on a per calendar-month basis. “Service Availability” is defined as the ability of the all the users signed on YOUR account to access Yanolja Cloud Solution Software and Services, if YOUR account is active, in good standing and enabled.

vi. Service Availability: If Service Availability for the first 30-day period (or any calendar month thereafter) is below 99.95%, Yanolja Cloud Solution will issue a credit to YOU according to the schedule below:

a. Amount of the refund as a percentage of monthly fees for affected Yanolja Cloud Solution Software and Services:z

• 99.0% to 99.95% - 3% of monthly fee credited

• 98.0% to 98.99% - 5% of monthly fee credited

• 95.0% to 97.99% - 10% of monthly fee credited

• 90.0% to 94.99% - 25% of monthly fee credited

In order to develop, improve and fix issues with Yanolja Cloud Solution Software and Services, Yanolja Cloud Solution needs to understand data and information related to, arising from YOUR use of Yanolja Cloud Solution Software and Services, including to compile statistical and performance information related to the provision and operation of Yanolja Cloud Solution Software and Services (“Product Data”). Yanolja Cloud Solution may i) monitor YOUR use of Yanolja Cloud Solution Software and Services, and ii) collect, compile Product Data. As between Yanolja Cloud Solution and YOU, all right, title and interest in Product Data, and all intellectual property rights therein, belong to and are retained solely by Yanolja Cloud Solution. YOU further agree that (i) Yanolja Cloud Solution may make Product Data publicly available in compliance with applicable law; (ii) Yanolja Cloud Solution may use Product Data to the extent and in the manner permitted by applicable law; and that (iii) Product Data may be used by Yanolja Cloud Solution or its affiliates in order to fix, develop, update, inform and improve Yanolja Cloud Solution or its affiliates’ products, services and business, including Yanolja Cloud Solution Software and Services

In order to develop, improve and fix issues with Yanolja Cloud Solution Software and Services, Yanolja Cloud Solution needs to understand data and information related to, arising from YOUR use of Yanolja Cloud Solution Software and Services, including to compile statistical and performance information related to the provision and operation of Yanolja Cloud Solution Software and Services (“Product Data”). Yanolja Cloud Solution may i) monitor YOUR use of Yanolja Cloud Solution Software and Services, and ii) collect, compile Product Data. As between Yanolja Cloud Solution and YOU, all right, title and interest in Product Data, and all intellectual property rights therein, belong to and are retained solely by Yanolja Cloud Solution. YOU further agree that (i) Yanolja Cloud Solution may make Product Data publicly available in compliance with applicable law; (ii) Yanolja Cloud Solution may use Product Data to the extent and in the manner permitted by applicable law; and that (iii) Product Data may be used by Yanolja Cloud Solution or its affiliates in order to fix, develop, update, inform and improve Yanolja Cloud Solution or its affiliates’ products, services and business, including Yanolja Cloud Solution Software and Services

All contents, text, images, data, information and other material displayed, available or present on Yanolja Cloud Solution Software and Services, Yanolja Cloud Solution Websites, including any trademarks or copyrights, are the property of Yanolja Cloud Solution or the designated owner and are protected by applicable intellectual property laws. YOU agree not to infringe upon or dilute any intellectual property of Yanolja Cloud Solution, as well as not to remove or modify any trademark, copyright or other proprietary notice appearing on Yanolja Cloud Solution Software and Services, and/or Yanolja Cloud Solution Websites. YOU are not allowed to link to, reproduce, sell, publish, distribute, modify, or display Yanolja Cloud Solution Software and Services, Yanolja Cloud Solution Websites or any content provided to you with respect to Yanolja Cloud Solution Software and Services, without the prior written permission of Yanolja Cloud Solution.

YOU agree not to upload copyrighted or other proprietary material of any kind on Yanolja Cloud Solution Software and Services, and Yanolja Cloud Solution Websites without the express permission of the owner of such material. YOU are solely responsible for the content in YOUR account and indemnify, defend, hold harmless Yanolja Cloud Solution against any offense, claims or damages that arise from the content of those material.

Yanolja Cloud Solution Software and Services are provided “AS IS” without any warranty or condition, express, implied or statutory to the maximum extent permitted by law, subject to any applicable service level. Any voluntary services Yanolja Cloud Solution may perform at YOUR request and without any additional charge are provided AS IS, including any services that are deemed unsupported. Yanolja Cloud Solution specifically disclaim any implied warranties of title, merchant ability, fitness for a particular purpose and non-infringement to the maximum extent permitted by law.

Yanolja Cloud Solution does not promise that Yanolja Cloud Solution Software and Services will be uninterrupted, error-free, or completely secure. Yanolja Cloud Solution does not guarantee continuous, error-free, and uninterrupted access to Yanolja Cloud Solution Software and Services, and operation of Yanolja Cloud Solution Software and Services, Yanolja Cloud Solution Websites, and the related website(s) may be interfered with by numerous factors outside of Yanolja Cloud Solution’s control. YOU acknowledge that there are risks inherent due to dependency on internet connectivity, third party service providers that could result in the loss of their privacy, Confidential Information, and property. Yanolja Cloud Solution has no obligation to provide security other than as stated in these Terms and Conditions.

YOU are solely responsible for understanding the regulatory requirements applicable to business and for selecting and using Yanolja Cloud Solution Software and Services in a manner that complies with the applicable requirements. YOU are solely responsible for determining the suitability of Yanolja Cloud Solution Software and Services for their use in light of any applicable regulations enacted from time to time by the concerned authorities and also in compliance with the applicable data privacy requirements or other applicable data privacy laws and regulations of the country where Yanolja Cloud Solution Software and Services are used.

YOU shall be solely responsible for ensuring the compliance with the applicable laws and regulations of the country from where Yanolja Cloud Solution Software and Services are accessed or used.

Yanolja Cloud Solution is not responsible for any third party software or any other software installed or used by YOU, or for the operation or performance of the internet. YOU assume all responsibility for determining whether Yanolja Cloud Solution Software and Services are sufficient for your purposes. Yanolja Cloud Solution does not warrant or guarantee the availability or accuracy of any information or service provided by Yanolja Cloud Solution or, by or with respect to YOU or any third party, including but not limited to inventory, rates, and updates to Yanolja Cloud Solution Software and Services, and you agree to hold Yanolja Cloud Solution free from and against any such claims.

For eZee Mint, eZee Revenue Management software and their related services, while Yanolja Cloud Solution takes measures to provide accurate information and services, these measures may involve Yanolja Cloud Solution’s acting upon YOUR request and/or YOUR behalf. Such actions by Yanolja Cloud Solution may include but are not limited to, changing rates, changing room types, and changing packages. Yanolja Cloud Solution does not warrant or guarantee whatsoever, the accuracy, completeness, truthfulness, satisfactory quality, or any other factors or results of such actions and any and all applicable disclaimers in this section and these Terms will apply to all actions taken by Yanolja Cloud Solution upon YOUR request and/or YOUR behalf in providing the eZee Mint and eZee Revenue Management software and their related services. YOU agree that Yanolja Cloud Solution shall not be liable for including but not limited to, any losses, inconvenience, or damages whatsoever in accordance with these Terms as applicable in relation to all actions Yanolja Cloud Solution takes upon YOUR request and/or YOUR behalf in providing the eZee Mint and eZee Revenue Management Software and related services and YOU agree to hold Yanolja Cloud Solution free from and against any such claims.

The AI-based Services, including any content, functionality, or services provided through the Yanolja Cloud Solution Software and Services, is provided "as is" and "as available," without any representations or warranties of any kind, express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Yanolja Cloud Solution does not warrant that the AI-based Services will be uninterrupted, error-free, or free of harmful components, or that any content or information provided will be accurate, complete, or reliable. Your use of AI-based Services is at your own risk, and Yanolja Cloud Solution disclaims any liability arising from your use of AI-based Services.

No Consequential Damages.

Neither Yanolja Cloud Solution nor anyone who has been involved in the creation, production or delivery of the software or solution shall be liable for any direct, indirect, incidental or consequential damages including but not limited to damages resulting from loss of data, or use of the solution, work stoppage, business profits, goodwill computer failure or malfunction, negligence the results of use or the inability to use the solution arising out of any breach of warranty. Due to the evolving nature of AI-driven algorithms and AI-based products or services, Yanolja Cloud Solution cannot guarantee that AI-based Services will remain unaffected by future legislation, regulations, or technological advancements. Consequently, Yanolja Cloud Solution shall not be liable for any uncertainties, disruptions, or changes in the service resulting from new laws, regulations, technological changes, or interpretations thereof that impact the use, development, or deployment of AI technologies.

Under no circumstances and under no legal theory (whether in contract, tort, negligence or otherwise) will either party to these Terms, or such party’s affiliates or their respective officers, directors, employees, agents, suppliers or licensors be liable to the other party or any third party for any indirect, incidental, special, exemplary, consequential, punitive or other similar damages, including lost profits, lost sales or business, lost data, business interruption or any other loss incurred by such party in connection with these Terms and Conditions or Yanolja Cloud Solution Software and Services, regardless of whether such party has been advised of the possibility of or could have foreseen such damages.

Force Majeure And Third Parties.

YOU agree that Yanolja Cloud Solution is not liable for failure or delay in performing its obligations hereunder if such failure or delay is due to circumstances beyond its reasonable control, including, without limitation, acts of any government authority, war, sabotage, fire, flood, strike or other labor disturbance, interruption of or delay in transportation, unavailability of or delay in telecommunications or third party services, failure of third party software or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of Yanolja Cloud Solution Software and Services. Yanolja Cloud Solution will not be liable for non performance due to “force majeure” reasons and / or reasons beyond its reasonable control.

Limits On Monetary Damages.

Notwithstanding anything to the contrary in these Terms, Yanolja Cloud Solution’s (including any of its affiliates) aggregate liability, for damages (monetary or otherwise) under these Terms during any calendar year for claims made by YOU or any third party arising from Yanolja Cloud Solution Software and Services, shall be limited to the lesser of (i) actual damages incurred, or (ii) payments made by YOU for Yanolja Cloud Solution Software and Services during the one (1) month preceding the claim. The parties acknowledge and agree that the essential purpose of this clause is to allocate the risks under these Terms between the parties and limit their potential liability given the fees charged under these Terms, which would have been substantially higher if Yanolja Cloud Solution were to assume any further liability other than as set forth herein. The parties have relied on these limitations in determining whether to enter into these Terms.

Yanolja Cloud Solution may assign or transfer these Terms, in whole or in part, without restriction, provided the assignee agrees to be fully bound by these Terms. These Terms supersede prior versions of these Terms, or any other discussions, agreements or understandings by or among the parties (other than written agreements accepted by both parties). Yanolja Cloud Solution may amend these Terms from time to time, in which case the new Terms will supersede prior versions. Yanolja Cloud Solution holds the sole right to modify these Terms and Conditions with or without prior permission from YOU. YOU will be informed prior to such modifications. The relationship creates on YOU a duty to periodically check the Terms and stay updated on its requirements. If YOU continue to use Yanolja Cloud Solution Software and Services following such a change, this is deemed as consent by YOU to the amended Terms and Conditions. By impliedly or expressly accepting these Terms, YOU also accept and agree to be bound by other company policies, inter alia privacy policy, which would be amended from time to time. Notwithstanding the above, YOU shall not assign your rights hereunder without the prior written consent of Yanolja Cloud Solution.

Yanolja Cloud Solution provides a platform for third party applications, websites and services (“Third Party Applications”) to make available products and services to YOU, and YOUR use of these Third Party Applications is subject to their terms of use. YOU understand and agree that Yanolja Cloud Solution is not responsible or liable for the behavior, features, or content of any Third Party Applications.

YOUR Indemnification

YOU agree to indemnify, defend and hold Yanolja Cloud Solution harmless and any Yanolja Cloud Solution affiliates, successors, the directors, officers, employees, subcontractors and agents thereof (collectively, “Indemnified Party”), with respect to any claim, demand, cause of action, debt or liability, including reasonable attorneys’ fees, to the extent that such action is based upon or arises out of:

• breach of any representation, warranty, obligation or covenant under these Terms and Conditions by YOU;

• gross negligence or willful misconduct by YOU; or

• any warranty, condition, representation, indemnity or guarantee relating to Yanolja Cloud Solution and Indemnified Party that YOU grant to any other third party.

Notice of Indemnification.

In claiming any indemnification hereunder, the Indemnified Party shall promptly provide YOU with written notice of any claim which the Indemnified Party believes falls within the scope of the foregoing paragraphs. The Indemnified Party may, at its own expense, assist in the defense if it so chooses, provided that YOU shall control such defense and all negotiations relative to the settlement of any such claim and further provided that any settlement intended to bind the Indemnified Party shall not be final without the Indemnified Party’s written consent, which shall not be unreasonably withheld.

Yanolja Cloud Solution acknowledges that, in the course of its performance of these Terms and Conditions, it may become privy to certain information that YOU deem as being proprietary and confidential. “Confidential Information” means any information of YOURs that is designated by YOU as confidential. Yanolja Cloud Solution agrees that it will use YOUR Confidential Information solely for the purposes of and pursuant to the provision of Yanolja Cloud Solution Software and Services to YOU and will not disclose YOUR Confidential Information, directly or indirectly, to any third party, other than Yanolja Cloud Solution’s affiliates, without YOUR prior written consent. YOU agree that Yanolja Cloud Solution may identify YOU as one of its clients in its promotional media, websites and literature and disclose to current and prospective clients and investors that YOU are a subscriber and user of Yanolja Cloud Solution Software and Services.

Yanolja Cloud Solution reserves the right to terminate YOUR access to Yanolja Cloud Solution Software and Services at any time for any reason whatsoever with fifteen (15) days prior notice to YOU. Yanolja Cloud Solution shall not be liable to YOU or any third party for any modification, suspension or discontinuation of the Service. If YOU breach any of the terms of these Terms and Conditions Yanolja Cloud Solution reserves the right to terminate YOUR access to Yanolja Cloud Solution Software and Services immediately on becoming aware of such breach.

YOU can cancel YOUR subscription plan any time by sending cancellation requests by emailing us at cx@yanoljacloudsolution.com.

Intellectual property rights, Disclaimer and warranties, Termination of service, Cancellation policy, Limitation of liability, Indemnification, Assignment, Severability, and Governing laws and jurisdiction will survive any termination of these Terms and Conditions.

These Terms and Conditions and any non-contractual obligations arising out of or in connection with it shall be governed by and construed in accordance with the laws of India.

Each party agrees that any legal action, proceeding, controversy or claim between the parties arising out of or relating to these Terms shall be submitted to the Indian Council of Arbitration (“ICA”) and resolved in accordance with the Arbitration Rules of ICA ("Rules") in force at the relevant time and as may be amended by this section. The place of arbitration shall be India. The official language of the arbitration shall be English and the tribunal shall consist of three arbitrators (each, an “Arbitrator”). The claimant shall nominate one Arbitrator; the respondent shall nominate one Arbitrator; and a third Arbitrator will be nominated jointly by the first two Arbitrators and shall serve as chairman of the tribunal. In the event the claimant or respondent or the first two Arbitrators fail to nominate or agree to the joint nomination of the third Arbitrator within the time limits specified by the Rules, such Arbitrator shall be appointed promptly by the ICA. The tribunal shall have no authority to award punitive or other punitive-type damages. The award of the arbitration tribunal shall be final and binding upon the parties of these Terms. Any party to an award may apply to any court of competent jurisdiction for enforcement of such award and, for purposes of the enforcement of such award, the parties hereto irrevocably and unconditionally submit to the jurisdiction of any court of competent jurisdiction and waive any defenses to such enforcement based on lack of personal jurisdiction or inconvenient forum.

If any provision in these Terms is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by law, and the remaining provisions of these Terms shall remain in effect.

Any translation of these Terms and Conditions is done for local requirements or for YOUR convenience. In the event of a conflict between the English and any non-English versions, the English version of these Terms shall govern, to the extent not prohibited by local law in YOUR jurisdiction.

Yanolja Cloud Solution Websites contain the following websites: yanoljacloudsolution.com, ezeetechnoys.com, ezeefrontdesk.com, ezeeburrp.com, ezeeabsolute.com, ezeecentrix.com, ezeereservation.com, ezeemint.com, ezeepanorama.com, app.ipos247.com, eweb247.com and live.ipms247.com.

No other rights or licenses are granted under these Terms and Conditions, by implication, estoppel, statute or otherwise, except as expressly provided herein.

Yanolja Cloud Solution does not promise that the Services will be uninterrupted, error free, or completely secure. You acknowledge that there are risks inherent due to dependency on internet connectivity, third party service providers that could result in the loss of their privacy, Confidential Information, and property. Yanolja Cloud Solution has no obligation to provide security other than as stated in this Agreement. Yanolja Cloud Solution disclaims any and all warranties not expressly stated in the Agreement, including the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. You are solely responsible for the suitability of the service chosen. The Services are provided AS IS, subject to any applicable service level. Any voluntary services Yanolja Cloud Solution may perform at Your request and without any additional charge are provided AS IS, including any services that are deemed unsupported.

You are responsible for understanding the regulatory requirements applicable to your business and for selecting and using those services in a manner that complies with the applicable requirements.

You are solely responsible for determining the suitability of the services for their use in light of any applicable regulations enacted from time to time by the concerned authorities and also in compliance with the applicable data privacy requirements or other applicable data privacy laws and regulations of the User country.

If the You are accessing the service, product or the solution from a country other you’re your domicile, You shall be solely responsible for ensuring the compliance with the applicable laws and regulations of the country from where the service / solution / Yanolja Cloud Solution product is accessed or used.