1. Introduction

These Terms and Conditions (“Terms”) govern the access to and use of BoothCRM, including its websites, applications, software platform, and related services (collectively, the “Services”), provided by Omnexa Solutions Pvt. Ltd., a company having its registered office at 5th Floor, Shilp The Address, Shilaj Rd, Thaltej, Ahmedabad, Gujarat 380059 (“BoothCRM”, “Company”, “we”, “us”, or “our”).

BoothCRM is a business-to-business (B2B) software platform designed to assist organizations in capturing, managing, organizing, and following up on leads and customer interactions generated through exhibitions, trade shows, conferences, and other business events.

By creating an account, executing an order form or subscription agreement, accessing, or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are accepting these Terms on behalf of a company, partnership, proprietorship, limited liability partnership, trust, association, or any other legal entity (“Customer”), you represent and warrant that you have the authority to bind such entity to these Terms. In such cases, the terms “you” and “your” shall refer to both the entity and its authorized users, as applicable.

If you do not agree to these Terms, you must not access or use the Services.

These Terms constitute a legally binding agreement between the Customer and Omnexa Solutions Pvt. Ltd. and shall remain in effect for the duration of the Customer’s use of the Services. We may modify these Terms from time to time to reflect changes in our Services, applicable laws, regulatory requirements, or business practices. Any revised Terms shall become effective upon publication on our Website or upon such other notice as may be provided by us. Continued access to or use of the Services after the effective date of such revisions shall constitute acceptance of the updated Terms.

For any questions regarding these Terms, you may contact us at support@boothcrm.net.

Website: www.boothcrm.net

2. Definitions

For the purposes of these Terms, the following terms shall have the meanings set forth below:

“Account” means the account created by or on behalf of a Customer to access and use the Services.

“AI Credit Add-On” means any additional credits purchased by the Customer that may be consumed for accessing specific artificial intelligence-powered features made available through the Services.

“AI Intelligence Add-On” means any optional artificial intelligence-enabled functionality, modules, or services offered by BoothCRM in addition to the standard Subscription Plans.

“Authorized User” means an employee, representative, contractor, consultant, or other individual authorized by the Customer to access and use the Services under the Customer’s Account.

“BoothCRM”, “Company”, “we”, “us”, or “our” means Omnexa Solutions Pvt. Ltd., a company having its registered office at 5th Floor, Shilp The Address, Shilaj Rd, Thaltej, Ahmedabad, Gujarat 380059.

“Customer”, “you”, or “your” means the business entity that registers for, subscribes to, purchases, or otherwise uses the Services, including its Authorized Users acting within the scope of their authorization.

“Customer Data” means any data, information, records, files, text, images, contact details, lead information, notes, event-related information, or other content submitted to, uploaded to, stored in, processed by, or transmitted through the Services by or on behalf of the Customer. Customer Data includes Personal Data but does not include Usage Data.

“Customization Services” means any development, configuration, enhancement, integration, implementation, consulting, or other professional services specifically requested by the Customer and agreed upon separately by the parties.

“Documentation” means any user guides, help articles, instructions, specifications, policies, or other documentation made available by BoothCRM relating to the Services.

“Effective Date” means the date on which the Customer first accepts these Terms, purchases a Subscription, or first accesses or uses the Services, whichever occurs earliest.

“Fees” means all amounts payable by the Customer for the Services, including subscription fees, charges for add-ons, customization fees, AMC fees, applicable taxes, and any other charges agreed upon between the parties.

“Personal Data” means any data relating to an identified or identifiable natural person, as defined under applicable data protection laws, including the Digital Personal Data Protection Act, 2023, as amended from time to time.

“Privacy Policy” means BoothCRM’s Privacy Policy, as updated from time to time, which describes how information is collected, used, processed, stored, disclosed, and protected.

“Services” means the BoothCRM software platform, websites, applications, APIs, features, support services, Subscription Plans, AI Intelligence Add-Ons, AI Credit Add-Ons, White Labeling services, Customization Services, Annual Maintenance Contract services, and any related services made available by BoothCRM.

“Subscription” means the Customer’s right to access and use the Services during the applicable Subscription Term in accordance with these Terms and any applicable order form, quotation, proposal, invoice, or pricing plan.

“Subscription Plan” means any recurring software subscription offering made available by BoothCRM, whether on a monthly, annual, or other basis.

“Subscription Term” means the duration for which the Customer is authorized to access and use the Services under the applicable Subscription.

“Usage Data” means aggregated, anonymized, statistical, analytical, diagnostic, or technical information relating to the performance, operation, security, and use of the Services, provided that such information does not identify the Customer or any individual.

“Website” means the official BoothCRM website located at www.boothcrm.net, together with any successor website designated by BoothCRM.

“White Labeling” means any arrangement under which BoothCRM permits the Customer to use or deploy the Services under the Customer’s own branding, subject to the terms of a separate written agreement.

Interpretation

Unless the context otherwise requires:

(a) words importing the singular include the plural and vice versa;

(b) references to any statute, law, or regulation shall include any amendment, modification, replacement, reenactment, or extension thereof;

(c) the words “including”, “includes”, and “such as” shall be deemed to mean “including without limitation”; and

(d) headings are included for convenience only and shall not affect the interpretation of these Terms.

3. Eligibility and Authority

The Services are intended solely for use by businesses, organizations, and other legal entities in connection with their legitimate commercial activities. The Services are not intended for personal, household, or consumer use.

By accessing or using the Services, you represent and warrant that:

(a) you are at least eighteen (18) years of age;

(b) if you are accepting these Terms on behalf of a Customer, you have the full legal authority to bind such Customer to these Terms;

(c) all information provided by you during registration or otherwise in connection with the Services is true, accurate, complete, and kept up to date;

(d) your access to and use of the Services will comply with all applicable laws, regulations, and industry requirements; and

(e) you will use the Services solely for lawful business purposes and in accordance with these Terms.

The Customer shall be responsible for ensuring that access to the Services is limited to Authorized Users and that all Authorized Users comply with these Terms. Any act or omission by an Authorized User in connection with the Services shall be deemed to be an act or omission of the Customer.

BoothCRM reserves the right to refuse registration, reject the creation of an Account, suspend access to the Services, or terminate the Services if BoothCRM reasonably believes that:

(i) the Customer or any Authorized User does not satisfy the eligibility requirements set forth in these Terms;

(ii) the Services are being used in violation of applicable laws or these Terms; or

(iii) the Customer has provided false, misleading, incomplete, or inaccurate information in connection with the Services.

Nothing in these Terms shall be construed as creating any obligation on BoothCRM to verify the authority of any individual acting on behalf of a Customer. BoothCRM shall be entitled to rely upon the representations made by such individual regarding their authority to accept these Terms and use the Services on behalf of the Customer.

4. Scope of Services

BoothCRM provides a business-to-business (B2B) software platform designed to assist organizations in capturing, managing, organizing, analyzing, and following up on leads and customer interactions generated through exhibitions, trade shows, conferences, and other business events.

Subject to these Terms and the applicable Subscription, BoothCRM may provide Customers with access to various features and functionalities, which may include, without limitation:

(a) lead capture and lead management tools;

(b) contact and customer relationship management functionalities;

(d) follow-up and communication management features;

(e) dashboards, reports, and business insights;

(f) user and role management capabilities;

(g) integrations with third-party applications and services;

(h) artificial intelligence-enabled features and functionalities;

(i) application programming interfaces (APIs), where made available by BoothCRM; and

(j) related documentation, support resources, and ancillary services.

In addition to standard Subscription Plans, BoothCRM may offer optional products and services, including but not limited to:

(i) AI Intelligence Add-Ons;

(ii) AI Credit Add-Ons;

(iii) White Labeling services;

(iv) Customization Services; and

(v) Annual Maintenance Contract (AMC) services.

The specific features, functionality, usage limits, entitlements, and fees applicable to a Customer shall depend upon the Subscription Plan purchased by the Customer and any separate quotation, proposal, order form, invoice, statement of work, or other written agreement executed between the parties.

BoothCRM may, from time to time, modify, enhance, update, replace, discontinue, or introduce features, functionalities, technologies, integrations, user interfaces, or components of the Services in order to improve the Services, comply with legal or regulatory requirements, address security concerns, accommodate technological advancements, or support evolving business needs. BoothCRM shall use commercially reasonable efforts to avoid materially reducing the core functionality of the Services during an active Subscription Term.

Certain features or functionalities of the Services may depend upon the availability, performance, compatibility, or continued support of third-party products, platforms, networks, or service providers. BoothCRM shall not be responsible for any unavailability, interruption, limitation, modification, or discontinuation of such third-party products or services.

The Services are provided solely for the Customer’s internal business purposes and in accordance with these Terms. Except as expressly permitted by BoothCRM in writing, the Customer shall not use the Services to provide outsourced services, operate a service bureau, resell the Services, or make the Services available to unaffiliated third parties.

Nothing in these Terms shall obligate BoothCRM to develop, release, or continue to provide any particular feature, functionality, integration, or enhancement unless expressly agreed upon in a separate written agreement executed by Omnexa Solutions Pvt. Ltd.

5. Account Registration and Security

To access and use certain features of the Services, the Customer may be required to create an Account and designate one or more Authorized Users.

The Customer agrees to:

(a) provide complete, accurate, and current information during the registration process and maintain such information in an accurate and up-to-date manner;

(b) ensure that only Authorized Users are granted access to the Services;

(c) maintain the confidentiality and security of all login credentials, passwords, authentication mechanisms, and other access information associated with the Account;

(d) implement appropriate internal controls to prevent unauthorized access to the Services;

(e) promptly revoke access rights for any individual who is no longer authorized to use the Services on behalf of the Customer; and

(f) promptly notify BoothCRM at support@boothcrm.net upon becoming aware of any actual or suspected unauthorized access to, use of, or compromise of the Account or the Services.

The Customer shall be solely responsible for all activities conducted through its Account, whether undertaken by its Authorized Users or by any other person using the Customer’s credentials, except to the extent such activities result directly from BoothCRM’s gross negligence, willful misconduct, or breach of its obligations under these Terms.

BoothCRM may, but shall not be obligated to, implement security measures such as password policies, access controls, authentication requirements, session management features, or other safeguards designed to enhance the security of the Services. The Customer acknowledges that the effectiveness of such measures depends in part upon the Customer’s own security practices and compliance with these Terms.

The Customer shall not:

(i) share login credentials among individuals in a manner inconsistent with the applicable Subscription Plan or Documentation;

(ii) impersonate any other person or entity while using the Services;

(iii) attempt to gain unauthorized access to any portion of the Services, other customer accounts, or related systems or networks; or

(iv) permit any unauthorized third party to access or use the Services through the Customer’s Account.

BoothCRM reserves the right to suspend, restrict, or terminate access to the Services, without prior notice where reasonably necessary, if BoothCRM believes that an Account has been compromised, is being used in violation of these Terms, poses a security risk to the Services or other customers, or is otherwise being used in an unauthorized or unlawful manner.

The Customer shall remain responsible for maintaining independent records and backups of any Customer Data that it considers critical to its business operations. Nothing in these Terms shall be construed as transferring responsibility for the Customer’s internal data governance, access management, or information security practices to BoothCRM.

6. Subscription Plans, Fees, Billing and Payment Terms

The Services may be offered under one or more Subscription Plans, pricing models, add-on services, or other commercial arrangements determined by BoothCRM from time to time. The specific Services, features, user entitlements, usage limits, Fees, and commercial terms applicable to the Customer shall be as set forth in the applicable Subscription Plan, quotation, proposal, order form, invoice, statement of work, purchase confirmation, or other written communication issued or accepted by BoothCRM.

In addition to standard Subscription Plans, BoothCRM may offer optional products and services, including but not limited to:

(a) AI Intelligence Add-Ons;

(b) AI Credit Add-Ons;

(d) Customization Services; and

(e) Annual Maintenance Contract (AMC) services.

The Customer agrees to pay all applicable Fees in accordance with the agreed commercial terms and within the timelines specified in the applicable invoice or other billing documentation issued by BoothCRM.

Unless otherwise expressly agreed in writing by Omnexa Solutions Pvt. Ltd., all Fees paid or payable in connection with the Services shall be non-refundable and non-cancellable, including Fees relating to Subscription Plans, AI Credit Add-Ons, AI Intelligence Add-Ons, White Labeling services, Customization Services, and AMC services.

All Fees are exclusive of applicable taxes, duties, levies, or governmental charges, including Goods and Services Tax (GST), which shall be payable by the Customer in addition to the applicable Fees at the rates prescribed under applicable law.

BoothCRM reserves the right to modify its pricing, Subscription Plans, packaging, service offerings, and commercial models from time to time. Any such modifications shall apply prospectively and shall not affect Fees already paid by the Customer for the then-current Subscription Term, unless otherwise agreed in writing between the parties or required by applicable law.

Subscription Term, Renewal and Grace Period

Where the Services are provided on a subscription basis, the Subscription shall commence on the date specified in the applicable commercial documentation and shall continue for the applicable Subscription Term.

Unless renewed prior to the expiration of the applicable Subscription Term, the Subscription shall expire on its scheduled renewal date.

Following the expiration of the applicable Subscription Term, BoothCRM may provide the Customer with a grace period of fifteen (15) calendar days (“Grace Period”), during which the Customer may continue to access and use the Services for the purpose of renewing the Subscription and maintaining continuity of operations.

If the Customer renews the applicable Subscription during the Grace Period and pays all applicable Fees, the Subscription shall continue without interruption.

If the Customer fails to renew the applicable Subscription before the expiration of the Grace Period, the Subscription shall automatically terminate in accordance with these Terms, and the treatment of Customer Data following such termination shall be governed by Section 19 (Data Retention and Deletion).

Invoicing and Payment

Invoices issued by BoothCRM shall be payable within the period specified therein.

If the Customer fails to pay any undisputed amount when due, BoothCRM may, without prejudice to any other rights or remedies available to it:

(a) suspend or restrict access to all or part of the Services;

(b) withhold the provision of White Labeling services, Customization Services, AMC services, or other deliverables;

(d) recover all reasonable costs incurred in collecting overdue amounts.

BoothCRM reserves the right to charge interest on overdue amounts at the rate of one and one-half percent (1.5%) per month or the maximum rate permitted under applicable law, whichever is lower, calculated from the due date until the date of actual payment.

Invoice Disputes

Any dispute relating to an invoice must be communicated to BoothCRM in writing within fifteen (15) calendar days from the date of the applicable invoice, together with reasonable supporting details describing the nature of the dispute.

The Customer shall remain obligated to pay all undisputed portions of the invoice in accordance with these Terms.

If the Customer fails to notify BoothCRM of any disputed invoice amount within the foregoing period, the invoice shall be deemed accepted by the Customer, without prejudice to the Customer’s rights under applicable law in cases involving fraud, manifest error, or statutory non-compliance.

The parties shall cooperate in good faith to investigate and resolve any disputed invoice amounts promptly. If the dispute is resolved in BoothCRM’s favor, the Customer shall promptly pay the outstanding amount in accordance with BoothCRM’s instructions.

AI Credits

Certain AI-enabled functionalities made available through the Services may require the consumption of AI Credits.

The quantity of AI Credits required to access or utilize specific AI-enabled functionalities may vary depending upon factors including, without limitation, the nature, complexity, volume, duration, processing requirements, computational resources involved, or other characteristics of the relevant activity.

BoothCRM reserves the right to determine, revise, and publish the AI Credit consumption methodology applicable to AI-enabled functionalities from time to time.

The Customer acknowledges and agrees that:

(a) sufficient AI Credit balances may be required to access certain AI-enabled functionalities;

(b) AI-enabled functionalities may become unavailable once the Customer’s available AI Credit balance is exhausted;

(c) the Customer may purchase additional AI Credits through AI Credit Add-Ons in accordance with BoothCRM’s applicable commercial terms;

(d) unused AI Credits are non-refundable, non-transferable, and shall not have any cash value; and

(e) unless otherwise expressly agreed in writing by Omnexa Solutions Pvt. Ltd., unused AI Credits shall automatically expire upon the termination or expiration of the Customer’s applicable Subscription.

For invoicing purposes relating to AI Credits or other usage-based Services, BoothCRM’s usage records, logs, and system-generated reports shall be presumed accurate unless the Customer demonstrates a manifest error through reasonable evidence.

The Customer shall not engage in any activity intended to circumvent AI Credit consumption requirements, manipulate usage calculations, or obtain unauthorized access to AI-enabled functionalities without the requisite AI Credits.

Nothing in these Terms obligates BoothCRM to continue offering any particular AI-enabled functionality, AI Credit model, or AI pricing structure indefinitely.

Unless expressly stated otherwise in a separate written agreement executed by Omnexa Solutions Pvt. Ltd., the purchase of any Subscription, add-on service, AI Credits, Customization Service, White Labeling service, AMC service, or other commercial offering shall not create any obligation on BoothCRM to provide future enhancements, additional services, new features, or expanded entitlements beyond those expressly agreed upon between the parties.

The Customer acknowledges that BoothCRM may engage authorized payment processors, banking partners, collection agencies, or other service providers to facilitate invoicing, payment collection, and related financial transactions. Such arrangements shall not relieve the Customer of its obligation to make timely payment of all Fees due under these Terms.

7. Customer Responsibilities

The Customer shall be solely responsible for its use of the Services and for ensuring that such use complies with these Terms and all applicable laws, regulations, industry standards, and contractual obligations.

Without limiting the foregoing, the Customer agrees to:

(a) use the Services only for lawful business purposes and in accordance with these Terms;

(b) ensure that all Customer Data submitted to or processed through the Services has been lawfully collected, obtained, and processed;

(c) provide any notices and obtain any consents, permissions, authorizations, or approvals required under applicable laws in connection with the collection, use, disclosure, transfer, and processing of Customer Data through the Services;

(d) ensure that the Customer has all necessary rights and authority to provide Customer Data to BoothCRM for processing in connection with the Services;

(e) maintain the accuracy, quality, integrity, and legality of Customer Data;

(f) ensure that Authorized Users access and use the Services only as permitted under these Terms;

(g) promptly update or correct Customer Data where required under applicable law or the Customer’s internal policies;

(h) implement and maintain appropriate administrative, technical, and organizational safeguards within the Customer’s own environment to protect Customer Data and access credentials under its control;

(i) cooperate reasonably with BoothCRM in relation to any security incidents, regulatory inquiries, complaints, investigations, or legal proceedings relating to the Customer’s use of the Services; and

(j) comply with all applicable anti-spam, electronic communications, telemarketing, advertising, and data protection laws in connection with any communications initiated using information managed through the Services.

The Customer shall not, and shall ensure that its Authorized Users do not:

(i) use the Services in any manner that violates applicable laws or infringes the rights of any third party;

(ii) upload, transmit, store, or otherwise process any content that is unlawful, fraudulent, defamatory, obscene, misleading, infringing, or otherwise objectionable;

(iii) use the Services to distribute unsolicited communications, spam, or other unauthorized promotional materials;

(iv) attempt to interfere with, disrupt, compromise, or circumvent the integrity, security, functionality, or operation of the Services;

(v) introduce viruses, malware, malicious code, or other harmful technologies into the Services;

(vi) reverse engineer, decompile, disassemble, copy, modify, or create derivative works based on the Services, except to the extent expressly permitted under applicable law;

(vii) use the Services to develop, support, or provide a competing product or service;

(viii) access or attempt to access the accounts, data, systems, or environments of other customers or third parties without authorization; or

(ix) use the Services in a manner that could reasonably be expected to damage the reputation, goodwill, or legitimate business interests of BoothCRM.

The Customer acknowledges and agrees that BoothCRM acts solely as a provider of the Services and does not determine the purposes or means for which Customer Data is collected by the Customer. The Customer remains solely responsible for its decisions regarding the collection, use, disclosure, retention, and deletion of Customer Data, including compliance with applicable data protection laws.

The Customer shall be responsible for obtaining and maintaining all hardware, software, internet connectivity, devices, systems, permissions, licenses, and other resources necessary to access and use the Services.

Any breach of this Section by the Customer or its Authorized Users may result in the suspension or termination of access to the Services, in addition to any other rights or remedies available to BoothCRM under these Terms or applicable law.

8. Customer Data Ownership and License

As between BoothCRM and the Customer, the Customer retains all right, title, and interest, including all intellectual property rights, in and to the Customer Data.

Nothing in these Terms shall be construed as granting BoothCRM any ownership rights in the Customer Data. The Customer acknowledges and agrees that BoothCRM does not acquire any rights in the Customer Data other than the limited rights expressly set forth in these Terms.

The Customer hereby grants BoothCRM a non-exclusive, worldwide, royalty-free, limited license to host, store, reproduce, process, transmit, modify, adapt, display, and otherwise use Customer Data solely to the extent necessary to:

(a) provide, operate, maintain, and support the Services;

(b) authenticate users and administer Customer Accounts;

(c) perform backup, disaster recovery, security monitoring, troubleshooting, and other technical and operational activities related to the Services;

(d) investigate and prevent fraud, abuse, security incidents, or violations of these Terms;

(e) comply with applicable laws, regulations, legal processes, or lawful requests from competent authorities; and

(f) exercise BoothCRM’s rights and fulfill its obligations under these Terms.

Except as expressly permitted under these Terms, required by applicable law, or authorized by the Customer, BoothCRM shall not sell, rent, disclose, distribute, commercially exploit, or otherwise make Customer Data available to any third party.

The Customer represents and warrants that it possesses all necessary rights, permissions, consents, and lawful authority required to provide Customer Data to BoothCRM for processing in connection with the Services and to grant the license described in this Section.

BoothCRM may generate, collect, and use Usage Data for purposes including service administration, analytics, security, performance optimization, capacity planning, product development, and improving the Services, provided that such Usage Data does not identify the Customer, any Authorized User, or any individual whose information forms part of the Customer Data.

The Customer may access, retrieve, export, or delete Customer Data through the functionality made available within the Services, subject to the capabilities of the applicable Subscription Plan and these Terms.

Upon termination or expiration of the applicable Subscription, Customer Data shall remain available for retrieval by the Customer for a period of thirty (30) days, unless otherwise required by applicable law or agreed in writing between the parties. Following such period, BoothCRM may permanently delete Customer Data from its production systems. Residual copies maintained within backup systems shall be deleted in accordance with BoothCRM’s standard backup retention practices.

Nothing in these Terms shall restrict BoothCRM from using information that has been irreversibly anonymized such that it can no longer reasonably be associated with the Customer, any Authorized User, or any identifiable individual, provided that such anonymized information is used solely for lawful business purposes.

The Customer acknowledges that BoothCRM processes Customer Data only in accordance with these Terms, the Customer’s lawful instructions communicated through the normal use of the Services, and applicable laws.

9. Data Processing and Privacy

BoothCRM recognizes the importance of protecting Personal Data and is committed to processing such data in accordance with applicable laws and its Privacy Policy.

To the extent that BoothCRM processes Personal Data contained within Customer Data in connection with the Services, the parties acknowledge and agree that:

(a) the Customer determines the purposes for which Personal Data is collected and processed through the Services;

(b) the Customer is responsible for ensuring that the collection, use, disclosure, transfer, retention, and processing of such Personal Data complies with applicable laws;

(c) BoothCRM processes Personal Data solely for the purpose of providing, maintaining, securing, supporting, and improving the Services, and otherwise in accordance with these Terms, the Customer’s lawful instructions communicated through normal use of the Services, and applicable laws; and

(d) BoothCRM does not independently determine the purposes for which Customer Data is collected from individuals by the Customer.

The Customer shall be responsible for providing all notices and obtaining all consents, permissions, approvals, or other lawful bases required under applicable laws in connection with the use of the Services and the processing of Customer Data.

BoothCRM shall implement and maintain reasonable technical and organizational measures designed to protect Customer Data against accidental or unlawful destruction, loss, alteration, unauthorized disclosure, unauthorized access, or other unauthorized processing, taking into account the nature of the Services and the risks associated with such processing.

BoothCRM may engage third-party service providers and sub-processors to support the delivery, operation, maintenance, security, and improvement of the Services. Such sub-processors may include providers of cloud infrastructure, data hosting, backup services, authentication services, communication services, analytics services, artificial intelligence services, payment processing services, customer support tools, and other operational services necessary for the provision of the Services.

BoothCRM shall take commercially reasonable steps to ensure that its sub-processors are subject to appropriate contractual obligations relating to confidentiality and the protection of Customer Data, consistent with the nature of the services performed by such sub-processors.

Where legally required, BoothCRM may disclose Customer Data to courts, regulatory authorities, law enforcement agencies, governmental bodies, or other competent authorities. To the extent legally permitted, BoothCRM may notify the Customer of such requests before making any disclosure.

If BoothCRM becomes aware of a confirmed security incident affecting Customer Data that is reasonably likely to result in unauthorized access to such data, BoothCRM shall take reasonable steps to investigate, contain, mitigate, and address the incident and shall notify the affected Customer without undue delay, subject to legal and operational considerations.

BoothCRM shall retain and delete Customer Data in accordance with these Terms and its applicable data retention practices. Following termination or expiration of the applicable Subscription, Customer Data shall remain available for retrieval by the Customer for a period of thirty (30) days, after which BoothCRM may permanently delete such data from its production systems, subject to residual retention within backup systems and any applicable legal obligations.

Additional details regarding BoothCRM’s collection and processing of information are set forth in the Privacy Policy, which forms an integral part of these Terms. In the event of any inconsistency between these Terms and the Privacy Policy with respect to the processing of Customer Data, these Terms shall prevail to the extent of such inconsistency.

10. Acceptable Use Restrictions

The Customer shall use the Services solely for lawful business purposes and in accordance with these Terms. The Customer shall ensure that its Authorized Users comply with the restrictions set forth in this Section.

The Customer shall not, and shall not permit any Authorized User or third party acting on its behalf to:

(a) use the Services in violation of any applicable law, regulation, court order, governmental requirement, or third-party right;

(b) upload, store, transmit, process, distribute, or otherwise make available through the Services any content or data that is unlawful, fraudulent, deceptive, defamatory, infringing, obscene, abusive, harassing, threatening, discriminatory, or otherwise objectionable;

(c) use the Services to send unsolicited communications, spam, or messages in violation of applicable anti-spam, electronic communications, telemarketing, advertising, consumer protection, or similar laws and regulations;

(d) impersonate any person or entity or falsely represent any affiliation with any person or entity;

(e) access or attempt to access any account, system, network, data, or environment that the Customer is not authorized to access;

(f) interfere with, disrupt, compromise, impair, or attempt to interfere with the integrity, security, functionality, performance, or operation of the Services or any related systems or networks;

(g) introduce or transmit viruses, worms, malware, ransomware, Trojan horses, malicious code, or other harmful technologies through or in connection with the Services;

(h) probe, scan, test, or attempt to assess the vulnerability of the Services or any related systems without BoothCRM’s prior written authorization;

(i) circumvent, disable, interfere with, manipulate, or otherwise defeat any authentication mechanism, access control, security feature, usage limitation, payment mechanism, or protective measure implemented within the Services;

(j) reverse engineer, decompile, disassemble, decode, modify, adapt, translate, or otherwise attempt to derive the source code, object code, underlying ideas, algorithms, structure, organization, or proprietary components of the Services, except to the extent expressly permitted under applicable law;

(k) copy, reproduce, distribute, lease, license, sublicense, assign, transfer, sell, commercially exploit, or otherwise make the Services available to any third party, except as expressly authorized by BoothCRM in writing;

(l) use the Services to develop, support, train, benchmark, or provide a competing product or service;

(m) remove, obscure, alter, or tamper with any copyright notices, trademarks, proprietary legends, or other intellectual property markings associated with the Services;

(n) use the Services in a manner that imposes an unreasonable or disproportionate burden on the infrastructure supporting the Services;

(o) engage in any activity that could reasonably be expected to damage the reputation, goodwill, security, operations, or legitimate business interests of BoothCRM or its customers;

(p) use the Services to knowingly collect, process, store, transmit, or disclose Customer Data in a manner that violates applicable privacy, data protection, confidentiality, or other legal obligations;

(q) use automated means, scripts, bots, crawlers, scraping technologies, or similar mechanisms to access or interact with the Services in a manner not expressly authorized by BoothCRM; or

(r) attempt to bypass, manipulate, interfere with, or otherwise circumvent the mechanisms used by BoothCRM to measure, allocate, charge for, or manage the consumption of AI Credits or access to AI-enabled functionalities.

AI-Enabled Functionalities

The Customer acknowledges that certain functionalities made available through the Services may utilize artificial intelligence technologies.

The Customer shall not use AI-enabled functionalities to:

(a) engage in unlawful, fraudulent, misleading, deceptive, discriminatory, or harmful activities;

(b) generate content that infringes the intellectual property rights, confidentiality obligations, privacy rights, publicity rights, or other rights of any third party;

(c) submit prompts, instructions, data, or materials for purposes unrelated to the Customer’s legitimate business use of the Services;

(d) exploit, manipulate, or test AI-enabled functionalities for the purpose of identifying vulnerabilities, extracting underlying models, reconstructing training data, or otherwise attempting to derive proprietary information relating to such functionalities; or

(e) obtain unauthorized access to AI-enabled functionalities without the requisite AI Credits or other applicable entitlements.

The Customer acknowledges and agrees that it remains solely responsible for reviewing, validating, and determining the appropriateness of any outputs, recommendations, insights, analyses, summaries, predictions, or other content generated through AI-enabled functionalities before relying upon or acting upon such outputs.

The Customer shall remain solely responsible for all Customer Data, content, communications, prompts, instructions, and activities undertaken through its Account and for ensuring that such activities comply with these Terms and applicable laws.

BoothCRM reserves the right to investigate suspected violations of this Section and, where BoothCRM reasonably determines that a violation has occurred or is likely to occur, BoothCRM may suspend or restrict access to the affected Account, disable access to affected functionalities, remove or disable access to relevant content where legally permissible, and take any other action reasonably necessary to protect the Services, its customers, or third parties.

Any exercise of BoothCRM’s rights under this Section shall be without prejudice to any other rights or remedies available to BoothCRM under these Terms or applicable law.

Compliance Verification

Where BoothCRM reasonably suspects that the Customer has used the Services in violation of these Terms, including circumstances involving unauthorized access, misuse of AI-enabled functionalities, circumvention of AI Credit consumption mechanisms, use exceeding the scope of purchased entitlements, fraudulent activity, or other material non-compliance, BoothCRM may request information reasonably necessary to verify such compliance.

The Customer agrees to cooperate in good faith with such requests and to provide relevant records, explanations, screenshots, configuration details, usage information, or other documentation reasonably necessary to demonstrate compliance with these Terms, provided that BoothCRM’s request is proportionate to the nature of the suspected non-compliance.

BoothCRM shall use any information obtained pursuant to this Section solely for the purpose of investigating and verifying compliance with these Terms and shall treat such information as Confidential Information in accordance with these Terms.

If the Customer fails to cooperate with a reasonable compliance verification request or if BoothCRM reasonably determines that a material violation of these Terms has occurred, BoothCRM may exercise its rights under these Terms, including the suspension or termination of the affected Services.

11. Third-Party Services and Integrations

The Services may enable the Customer to access, connect with, integrate with, or otherwise use products, applications, platforms, websites, software, content, or services provided by third parties (“Third-Party Services”).

Third-Party Services may include, without limitation, email service providers, messaging platforms, authentication providers, payment processors, artificial intelligence service providers, analytics providers, communication platforms, customer support tools, cloud service providers, and other technologies or services that interoperate with the Services.

The Customer acknowledges and agrees that the availability, functionality, and continued operation of certain features of the Services may depend upon the availability and proper functioning of applicable Third-Party Services.

Unless expressly stated otherwise in a separate written agreement executed by Omnexa Solutions Pvt. Ltd., BoothCRM does not own, control, endorse, monitor, or assume responsibility for any Third-Party Services.

The Customer shall be solely responsible for:

(a) obtaining and maintaining any subscriptions, licenses, permissions, authorizations, or accounts required to access or use Third-Party Services;

(b) reviewing and complying with the terms, conditions, privacy policies, and other requirements applicable to such Third-Party Services; and

Where the Customer elects to enable or utilize any Third-Party Services in connection with the Services, the Customer authorizes BoothCRM to exchange Customer Data with the applicable Third-Party Service solely to the extent necessary to establish, maintain, and support the requested integration or functionality.

The Customer acknowledges that BoothCRM shall not be responsible or liable for:

(i) the acts or omissions of providers of Third-Party Services;

(ii) the availability, accuracy, reliability, performance, security, legality, or quality of Third-Party Services;

(iii) any interruption, modification, suspension, incompatibility, degradation, or discontinuation of Third-Party Services;

(iv) any loss, corruption, disclosure, alteration, or deletion of Customer Data arising from the Customer’s use of Third-Party Services; or

(v) any fees, charges, obligations, or liabilities imposed by providers of Third-Party Services.

BoothCRM reserves the right to modify, suspend, limit, or discontinue integrations with any Third-Party Services at any time where reasonably necessary due to legal, regulatory, technical, security, commercial, or operational considerations.

Nothing in these Terms shall be construed as creating any contractual relationship between the Customer and any provider of Third-Party Services through BoothCRM. Any rights, obligations, disputes, or claims relating to Third-Party Services shall be governed solely by the terms applicable between the Customer and the relevant third-party provider.

For the avoidance of doubt, third-party service providers engaged by BoothCRM solely for the purpose of supporting the operation, maintenance, hosting, security, or delivery of the Services shall remain subject to BoothCRM’s obligations under these Terms to the extent applicable.

12. Intellectual Property Rights

The Services, including the BoothCRM platform, software, applications, websites, APIs, user interfaces, workflows, designs, documentation, reports, templates, content created by BoothCRM, and all related technology, together with all modifications, enhancements, updates, upgrades, derivative works, and improvements thereto (collectively, the “BoothCRM Materials”), are and shall remain the exclusive property of Omnexa Solutions Pvt. Ltd. and its licensors, as applicable.

Subject to the Customer’s compliance with these Terms and payment of all applicable Fees, BoothCRM grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable, revocable right during the applicable Subscription Term to access and use the Services solely for the Customer’s internal business purposes and in accordance with these Terms.

Except as expressly permitted under these Terms or otherwise authorized by BoothCRM in writing, the Customer shall not, and shall not permit any third party to:

(a) copy, reproduce, modify, adapt, translate, distribute, publicly display, publicly perform, publish, sell, lease, sublicense, assign, transfer, or otherwise exploit any BoothCRM Materials;

(b) reverse engineer, decompile, disassemble, decode, or otherwise attempt to derive the source code, object code, underlying ideas, algorithms, structure, or organization of the Services, except to the extent such restriction is prohibited under applicable law;

(c) remove, obscure, alter, or tamper with any copyright notices, trademarks, logos, proprietary legends, or other intellectual property notices appearing in or on the Services;

(d) use any trademarks, service marks, trade names, logos, domain names, or other branding elements of BoothCRM without BoothCRM’s prior written consent; or

(e) use the Services in any manner that infringes, misappropriates, or otherwise violates the intellectual property rights of BoothCRM or any third party.

The Customer retains all right, title, and interest in and to the Customer Data, as set forth in Section 8 of these Terms. Nothing in these Terms shall be construed as granting BoothCRM any ownership rights in the Customer Data.

To the extent the Customer provides BoothCRM with suggestions, enhancement requests, recommendations, comments, ideas, feedback, or other input relating to the Services (“Feedback”), the Customer grants BoothCRM a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable license to use, reproduce, modify, adapt, incorporate, commercialize, and otherwise exploit such Feedback for any lawful purpose without restriction, attribution, or compensation to the Customer.

Any Customization Services, enhancements, developments, configurations, integrations, reports, templates, workflows, or other deliverables created, developed, or provided by BoothCRM in connection with the Services shall remain the exclusive property of Omnexa Solutions Pvt. Ltd., unless expressly agreed otherwise in a separate written agreement executed by Omnexa Solutions Pvt. Ltd.

Nothing in these Terms shall restrict BoothCRM from developing, acquiring, licensing, marketing, or providing products, services, features, functionalities, or technologies that are similar to, competitive with, or otherwise related to those contemplated by the Services, provided that BoothCRM does not use or disclose the Customer’s Confidential Information or Customer Data in doing so.

All rights not expressly granted to the Customer under these Terms are reserved by BoothCRM and its licensors.

13. Confidentiality

For the purposes of these Terms, “Confidential Information” means any non-public information disclosed by one party (“Disclosing Party”) to the other party (“Receiving Party”), whether in written, electronic, visual, oral, or any other form, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances surrounding its disclosure.

Confidential Information includes, without limitation:

(a) Customer Data;

(b) business plans, strategies, financial information, forecasts, and commercial information;

(d) product roadmaps, software, source code, object code, algorithms, technical specifications, designs, architectures, APIs, documentation, and security-related information relating to the Services;

(e) information relating to customers, suppliers, partners, employees, contractors, and business relationships; and

(f) any other information that a reasonable person would consider confidential under the circumstances.

Confidential Information shall not include information that the Receiving Party can demonstrate:

(i) was publicly available at the time of disclosure or subsequently becomes publicly available through no breach of these Terms by the Receiving Party;

(ii) was lawfully known to the Receiving Party without any obligation of confidentiality prior to disclosure by the Disclosing Party;

(iii) was lawfully obtained from a third party without restriction on disclosure and without breach of any obligation owed to the Disclosing Party; or

(iv) was independently developed by the Receiving Party without reference to or use of the Disclosing Party’s Confidential Information.

The Receiving Party shall:

(a) use the Confidential Information solely for the purpose of exercising its rights and performing its obligations under these Terms;

(b) protect the Confidential Information using at least the same degree of care that it uses to protect its own confidential information of a similar nature, and in no event less than a reasonable degree of care;

(c) restrict access to Confidential Information to those employees, officers, directors, contractors, professional advisors, affiliates, and service providers who have a legitimate need to know such information for purposes related to these Terms and who are bound by confidentiality obligations no less protective than those contained herein; and

(d) refrain from disclosing Confidential Information to any third party except as expressly permitted under these Terms.

A Receiving Party may disclose Confidential Information to the extent required by applicable law, regulation, court order, governmental authority, or other legal process, provided that, where legally permitted, the Receiving Party shall provide the Disclosing Party with prompt written notice of such requirement to allow the Disclosing Party an opportunity to seek a protective order or other appropriate remedy.

Upon written request by the Disclosing Party or upon termination of the applicable Subscription, the Receiving Party shall cease using the Disclosing Party’s Confidential Information and shall return or securely destroy such Confidential Information in its possession or control, except to the extent that:

(i) retention is required under applicable law;

(ii) the information forms part of routine backup systems maintained in accordance with standard retention practices; or

(iii) continued retention is otherwise permitted under these Terms.

The obligations set forth in this Section shall survive the termination or expiration of these Terms for a period of five (5) years, except that obligations relating to Customer Data, trade secrets, source code, security information, and other information that constitutes a trade secret under applicable law shall survive for so long as such information remains confidential or qualifies for protection under applicable law.

Nothing in these Terms grants either party any ownership rights or licenses in the other party’s Confidential Information except as expressly set forth herein.

14. Information Security

BoothCRM shall implement and maintain reasonable administrative, technical, and organizational measures designed to protect Customer Data against unauthorized access, unauthorized disclosure, accidental loss, misuse, alteration, destruction, or other unauthorized processing.

Such measures may include, as appropriate to the nature of the Services and the risks associated with the processing activities undertaken by BoothCRM:

(a) access controls designed to limit access to Customer Data to authorized personnel on a need-to-know basis;

(b) authentication mechanisms and account security measures intended to reduce the risk of unauthorized access to the Services;

(d) logging, monitoring, and auditing mechanisms intended to support the detection, investigation, and response to security-related events;

(e) processes for the identification, assessment, and remediation of vulnerabilities affecting the Services;

(f) employee and contractor confidentiality obligations and security awareness measures; and

(g) backup and recovery processes intended to support the continuity of the Services and the restoration of Customer Data where reasonably necessary.

BoothCRM shall periodically review and may modify its security practices and controls in response to changes in technology, industry practices, legal requirements, business operations, emerging threats, or the evolving nature of the Services.

The Customer acknowledges that no method of electronic transmission, storage, or processing of data can be guaranteed to be completely secure or error-free. Accordingly, BoothCRM does not warrant or guarantee that the Services will be free from security incidents, vulnerabilities, interruptions, unauthorized access attempts, or other harmful events.

In the event BoothCRM becomes aware of a confirmed security incident affecting Customer Data that is reasonably likely to result in unauthorized access to such data, BoothCRM shall take reasonable steps to investigate, contain, mitigate, and address the incident and shall notify the affected Customer without undue delay, subject to legal, regulatory, operational, and law enforcement considerations.

The Customer shall remain responsible for:

(a) maintaining appropriate security measures within its own systems and environments;

(b) protecting and managing credentials used to access the Services;

(d) maintaining appropriate backup copies of any Customer Data that the Customer considers critical to its business operations; and

(e) ensuring that devices and networks used to access the Services are appropriately secured.

Nothing in these Terms shall be construed as requiring BoothCRM to adopt any particular security certification, framework, technology, or industry standard, unless expressly agreed otherwise in a separate written agreement executed by Omnexa Solutions Pvt. Ltd.

BoothCRM may engage third-party service providers and sub-processors in connection with the provision of the Services. BoothCRM shall take commercially reasonable steps to ensure that such service providers are subject to appropriate confidentiality and security obligations consistent with the nature of the services being performed.

The security obligations set forth in this Section shall be interpreted in a commercially reasonable manner, taking into account the nature of the Services, the sensitivity of the information involved, the implementation costs, the state of available technology, and the risks reasonably foreseeable to BoothCRM.

15. Data Backup and Recovery

BoothCRM may maintain backup and recovery processes designed to support the operational continuity of the Services and to assist in the restoration of Customer Data in the event of certain system failures, data loss events, or other operational incidents.

The nature, frequency, retention periods, methods, and scope of such backup and recovery processes shall be determined by BoothCRM in its sole discretion and may be modified from time to time in accordance with operational, technical, legal, security, or business requirements.

The Customer acknowledges and agrees that backup and recovery processes are intended to support the overall operation and resilience of the Services and are not a substitute for the Customer’s own data retention, archival, business continuity, or disaster recovery arrangements.

The Customer shall remain responsible for maintaining independent copies or exports of any Customer Data that the Customer considers critical to its business operations and for implementing its own internal business continuity and recovery procedures appropriate to its circumstances.

While BoothCRM may undertake reasonable efforts to restore Customer Data from available backup systems where appropriate, BoothCRM does not guarantee the availability, completeness, accuracy, recoverability, or restoration of any specific Customer Data, nor does BoothCRM guarantee that restoration efforts will be successful in every circumstance.

BoothCRM may periodically test, review, modify, enhance, or replace its backup and recovery processes to improve the reliability, security, efficiency, or effectiveness of the Services.

Nothing in these Terms shall be construed as creating any obligation on BoothCRM to maintain any particular backup methodology, recovery capability, retention period, restoration timeline, or disaster recovery framework, unless expressly agreed otherwise in a separate written agreement executed by Omnexa Solutions Pvt. Ltd.

For the avoidance of doubt, the Customer’s rights relating to the retrieval of Customer Data following the termination or expiration of the applicable Subscription shall be governed by Section 8 of these Terms, including the applicable thirty (30) day post-termination retrieval period.

16. Support Services

BoothCRM may provide Customer support services in connection with the Services through such channels, methods, and processes as BoothCRM may determine from time to time.

Support may include assistance relating to the general use of the Services, account administration matters, troubleshooting of reported issues, guidance regarding available functionalities, and other support activities that BoothCRM elects to provide.

The scope, availability, response practices, communication channels, and extent of support services may vary depending on the applicable Subscription Plan, Annual Maintenance Contract (AMC), separate written agreement, or other commercial arrangement between the parties.

Customers may contact BoothCRM for support-related inquiries using the contact details designated by BoothCRM from time to time, including the following email address:

Support Email: support@boothcrm.net

The Customer agrees to provide BoothCRM with all information, documentation, access details, and reasonable cooperation necessary for BoothCRM to investigate and address support requests submitted by the Customer.

BoothCRM may prioritize, defer, limit, or decline support requests that:

(a) relate to issues outside the scope of the Services;

(b) arise from the Customer’s misuse of the Services or failure to comply with these Terms;

(c) are attributable to Third-Party Services, third-party systems, or circumstances outside BoothCRM’s reasonable control;

(d) concern Customization Services, White Labeling services, or other services not covered under the Customer’s applicable commercial arrangement; or

(e) require additional services that have not been separately agreed upon between the parties.

BoothCRM may perform maintenance activities, updates, enhancements, repairs, modifications, or other operational activities relating to the Services from time to time. The Customer acknowledges that such activities may result in temporary limitations, interruptions, changes, or adjustments to certain features or functionalities of the Services.

Nothing in these Terms shall be construed as obligating BoothCRM to provide any specific level, type, timing, or outcome of support services, except as may be expressly agreed in a separate written agreement executed by Omnexa Solutions Pvt. Ltd.

BoothCRM reserves the right to modify its support processes, communication channels, documentation, and support practices from time to time in accordance with its operational and business requirements.

17. Suspension of Services

BoothCRM reserves the right to suspend, restrict, or disable access to all or any part of the Services, with or without prior notice, where BoothCRM reasonably determines that such action is necessary to:

(a) protect the security, integrity, availability, or operation of the Services;

(b) investigate, prevent, or address actual or suspected violations of these Terms;

(d) respond to actual or suspected security incidents, cyber threats, or unauthorized access attempts affecting the Services, the Customer, or other customers;

(e) comply with applicable laws, regulations, court orders, governmental requests, or other legal obligations;

(f) address circumstances where the Customer has failed to pay Fees when due in accordance with these Terms;

(g) prevent harm, disruption, or adverse impact to BoothCRM, its customers, third parties, or the infrastructure supporting the Services; or

(h) conduct maintenance, updates, modifications, repairs, migrations, or other operational activities relating to the Services.

Where reasonably practicable and appropriate under the circumstances, BoothCRM may provide advance notice of a suspension and an opportunity for the Customer to remedy the issue giving rise to such suspension. However, BoothCRM shall not be required to provide prior notice where doing so could:

(i) compromise security measures or investigations;

(ii) increase the risk of harm to the Services or third parties;

(iii) expose BoothCRM to legal or regulatory liability; or

(iv) otherwise be impracticable under the circumstances.

The Customer shall remain responsible for all Fees accrued or payable during any period of suspension resulting from the Customer’s breach of these Terms, failure to make timely payment, or other circumstances attributable to the Customer.

BoothCRM shall use commercially reasonable efforts to restore access to the Services once the circumstances giving rise to the suspension have been resolved to BoothCRM’s reasonable satisfaction.

A suspension under this Section shall not limit BoothCRM’s right to terminate the Services or exercise any other rights or remedies available under these Terms or applicable law.

Nothing in this Section shall obligate BoothCRM to monitor the Customer’s activities or independently investigate every suspected violation of these Terms.

BoothCRM may suspend access to the Services where the applicable Subscription has expired and the Customer has failed to renew the Subscription before the expiry of the applicable Grace Period.

18. Term and Termination

These Terms shall become effective on the Effective Date and shall remain in force for so long as the Customer accesses or uses the Services, unless terminated in accordance with this Section.

The duration of the Customer’s right to access and use the Services shall be governed by the applicable Subscription Term, statement of work, order form, invoice, proposal, Annual Maintenance Contract (AMC), or other commercial arrangement agreed between the parties.

The Customer may discontinue its use of the Services at any time. However, unless otherwise expressly agreed in writing by Omnexa Solutions Pvt. Ltd., any Fees paid or payable in respect of the applicable Subscription Term or other commercial arrangement shall remain subject to the payment obligations set forth in these Terms.

BoothCRM may terminate these Terms, terminate the applicable Subscription, or discontinue the Customer’s access to the Services immediately upon written notice if:

(a) the Customer materially breaches these Terms and fails to cure such breach within thirty (30) days after receiving written notice from BoothCRM describing the breach;

(b) the Customer fails to pay any undisputed Fees when due and such failure continues for fifteen (15) days following written notice from BoothCRM;

(c) the Customer or any Authorized User engages in fraudulent, unlawful, abusive, or unauthorized activities in connection with the Services;

(d) continued provision of the Services to the Customer would, in BoothCRM’s reasonable opinion, expose BoothCRM to legal, regulatory, security, operational, or reputational risk; or

(e) BoothCRM is required to do so in order to comply with applicable law, court order, governmental directive, or other legal obligation.

Either party may terminate these Terms immediately upon written notice if the other party:

(i) becomes insolvent, is unable to pay its debts as they become due, or ceases to carry on business in the ordinary course;

(ii) becomes subject to any bankruptcy, liquidation, winding-up, administration, receivership, or similar proceeding that is not dismissed within sixty (60) days; or

(iii) makes an assignment for the benefit of creditors or enters into any arrangement with creditors generally.

Upon termination or expiration of the applicable Subscription or these Terms:

(a) the Customer’s right to access and use the affected Services shall immediately cease;

(b) the Customer shall promptly pay any outstanding Fees and other amounts that became due prior to the effective date of termination;

(c) BoothCRM shall make Customer Data available for retrieval by the Customer for a period of thirty (30) days following the effective date of termination, unless otherwise required by applicable law or agreed in writing between the parties; and

(d) following the expiry of such thirty (30) day period, BoothCRM may permanently delete Customer Data from its production systems in accordance with these Terms and BoothCRM’s applicable data retention practices.

Termination or expiration of these Terms shall not affect any rights, remedies, obligations, or liabilities accrued prior to the effective date of termination.

Any provisions of these Terms which, by their nature, are intended to survive termination or expiration shall continue in full force and effect, including, without limitation, provisions relating to payment obligations, intellectual property rights, confidentiality, data ownership, limitation of liability, indemnification, dispute resolution, governing law, and any other provisions necessary to give effect to the intent of these Terms.

For the avoidance of doubt, termination of one Subscription, add-on service, Customization Service, White Labeling arrangement, or Annual Maintenance Contract shall not automatically terminate any other independent commercial arrangement between the parties unless expressly stated otherwise in the applicable written agreement.

Where a Subscription expires and is not renewed during the applicable Grace Period, the Subscription shall be deemed terminated automatically upon the expiration of such Grace Period without further notice.

Upon such termination:

(a) the Customer’s right to access and use the Services shall immediately cease;

(b) BoothCRM may disable access to all functionalities of the Services, except for those functionalities specifically made available to facilitate the retrieval of Customer Data during the applicable post-termination retrieval period; and

(c) the Customer may renew or reactivate the applicable Subscription during the post-termination retrieval period, subject to BoothCRM’s then-current commercial terms.

19. Data Retention and Deletion

BoothCRM shall retain Customer Data for the duration of the applicable Subscription Term and any applicable Grace Period, unless a longer retention period is required by applicable law or agreed upon in writing between the parties.

If the Customer fails to renew the applicable Subscription before the expiration of the Subscription Term, BoothCRM may provide a grace period of fifteen (15) calendar days (“Grace Period”), during which the Customer may continue to access and use the Services in accordance with these Terms for the purpose of renewing the Subscription and maintaining continuity of operations.

If the applicable Subscription is not renewed before the expiration of the Grace Period, the Subscription shall automatically terminate without further notice.

Following such termination, BoothCRM shall make Customer Data available for retrieval by the Customer for a period of thirty (30) calendar days commencing on the effective date of termination (“Retrieval Period”).

During the Retrieval Period:

(a) the Customer may access the Services solely for the purpose of viewing, exporting, downloading, or otherwise retrieving Customer Data using the functionality made available by BoothCRM;

(b) the Customer may renew or reactivate the applicable Subscription in accordance with BoothCRM’s then-current commercial terms, in which case access to the Services may be restored in accordance with BoothCRM’s applicable procedures; and

(c) the Customer shall not be entitled to use the Services for ongoing business operations, including the creation, modification, processing, analysis, or management of Customer Data, except to the extent expressly permitted by BoothCRM for data retrieval purposes.

The Customer acknowledges and agrees that it is solely responsible for retrieving any Customer Data that it wishes to retain prior to the expiration of the Retrieval Period.

If the Customer does not renew or reactivate the applicable Subscription during the Retrieval Period, BoothCRM may permanently delete Customer Data from its production systems without further notice to the Customer.

Residual copies of Customer Data contained within backup systems, archival media, disaster recovery environments, system logs, or other routine operational records may continue to exist for a limited period in accordance with BoothCRM’s standard retention and deletion practices. Such residual copies shall remain subject to the confidentiality, security, and data protection obligations set forth in these Terms and shall not be restored or made available to the Customer except where required by applicable law or where reasonably necessary for operational recovery purposes.

BoothCRM may retain Customer Data beyond the applicable Retrieval Period to the extent reasonably necessary to:

(a) comply with applicable laws, regulations, court orders, governmental directives, or lawful requests from competent authorities;

(b) establish, exercise, or defend legal claims;

(d) enforce BoothCRM’s rights and remedies under these Terms.

Where Customer Data is retained pursuant to the foregoing paragraph, BoothCRM shall limit access to such retained data to personnel, advisors, contractors, or service providers who have a legitimate need to access such information for the applicable purpose and who are subject to appropriate confidentiality obligations.

Nothing in these Terms shall require BoothCRM to retain Customer Data beyond the periods expressly contemplated in this Section, nor shall BoothCRM be liable for the deletion of Customer Data carried out in accordance with these Terms.

The Customer acknowledges that BoothCRM’s retention and deletion practices apply only to Customer Data within BoothCRM’s possession or control and do not extend to copies of such data maintained by the Customer, its Authorized Users, Third-Party Services, or other third parties acting on behalf of the Customer.

20. Warranties and Disclaimers

Each party represents and warrants that it has the full power and authority to enter into these Terms and to perform its obligations hereunder.

The Customer represents and warrants that:

(a) it has all necessary rights, permissions, consents, and lawful authority required to provide Customer Data to BoothCRM and to permit BoothCRM to process such Customer Data in accordance with these Terms;

(b) its use of the Services, including the collection and processing of Customer Data, shall comply with applicable laws and regulations; and

Except as expressly set forth in these Terms, the Services and all related features, functionalities, documentation, and materials are provided on an “as is” and “as available” basis.

To the maximum extent permitted under applicable law, Omnexa Solutions Pvt. Ltd. expressly disclaims all representations, warranties, guarantees, and conditions of any kind, whether express, implied, statutory, or otherwise, including any implied warranties or conditions relating to:

(a) merchantability;

(b) satisfactory quality;

(d) non-infringement;

(e) uninterrupted or error-free operation;

(f) accuracy, completeness, reliability, or timeliness of information generated through the Services;

(g) compatibility of the Services with any particular hardware, software, system, network, or Third-Party Service; and

(h) the achievement of any business, commercial, financial, operational, marketing, sales, or other outcomes arising from the use of the Services.

BoothCRM does not warrant that:

(i) the Services will meet all of the Customer’s requirements or expectations;

(ii) the Services will operate without interruption, delay, defect, or error;

(iii) all defects or issues will be identified, corrected, or resolved; or

(iv) the Services will be immune from security incidents, cyber threats, unauthorized access attempts, or other harmful events.

Any recommendations, insights, reports, analytics, predictions, suggestions, outputs generated through artificial intelligence functionalities, or other information provided through the Services are intended solely as informational tools to support the Customer’s decision-making processes. The Customer remains solely responsible for independently evaluating such information and for all decisions, actions, or omissions based upon it.

No oral or written information, advice, statements, demonstrations, marketing materials, proposals, presentations, or communications provided by BoothCRM or its representatives shall create any warranty or obligation unless expressly incorporated into a written agreement executed by Omnexa Solutions Pvt. Ltd.

Nothing in these Terms shall exclude or limit any rights or remedies that cannot be excluded or limited under applicable law.

21. Limitation of Liability

To the maximum extent permitted under applicable law, neither party shall be liable to the other party for any indirect, incidental, special, exemplary, punitive, or consequential damages, or for any loss of profits, loss of revenue, loss of business opportunities, loss of goodwill, loss of anticipated savings, business interruption, loss of use, or loss, corruption, or inaccuracy of data, arising out of or relating to these Terms or the use of the Services, regardless of the cause of action and whether based in contract, tort (including negligence), strict liability, statute, or otherwise, even if such party has been advised of the possibility of such damages.

To the maximum extent permitted under applicable law, the aggregate liability of Omnexa Solutions Pvt. Ltd. arising out of or relating to these Terms, the Services, or any related commercial arrangement, whether in contract, tort (including negligence), statute, or otherwise, shall not exceed the total Fees actually paid by the Customer to BoothCRM for the affected Services during the twelve (12) months immediately preceding the event giving rise to the claim.

If the event giving rise to the claim occurs during the first twelve (12) months of the applicable Subscription or commercial arrangement, BoothCRM’s aggregate liability shall not exceed the total Fees actually paid by the Customer to BoothCRM for the affected Services prior to the occurrence of such event.

The limitations and exclusions of liability set forth in this Section shall apply irrespective of the number of claims, events, incidents, or theories of liability and regardless of whether any limited remedy provided under these Terms is found to have failed of its essential purpose.

Nothing in these Terms shall exclude or limit liability that cannot be excluded or limited under applicable law, including liability arising from:

(a) fraud or fraudulent misrepresentation;

(b) willful misconduct; or

The Customer acknowledges that the Fees charged for the Services reflect the allocation of risk between the parties and that BoothCRM would not have entered into these Terms or provided the Services on the same commercial basis without the limitations and exclusions of liability set forth herein.

22. Indemnification

The Customer shall defend, indemnify, and hold harmless Omnexa Solutions Pvt. Ltd., its affiliates, directors, officers, employees, agents, contractors, successors, and assigns (collectively, the “BoothCRM Indemnified Parties”) from and against any and all claims, actions, demands, proceedings, investigations, liabilities, damages, judgments, settlements, penalties, fines, losses, costs, and expenses (including reasonable attorneys’ fees and legal expenses) arising out of or relating to:

(a) the Customer’s or any Authorized User’s use of the Services in violation of these Terms;

(b) any Customer Data submitted to, stored in, processed through, or transmitted using the Services, including any allegation that such Customer Data infringes, misappropriates, or otherwise violates the intellectual property rights, privacy rights, publicity rights, confidentiality obligations, or other rights of any third party;

(c) the Customer’s failure to obtain any consent, authorization, notice, permission, or other lawful basis required for the collection, use, disclosure, transfer, or processing of Customer Data;

(d) the Customer’s violation of any applicable law, regulation, governmental requirement, industry standard, or contractual obligation in connection with its use of the Services;

(e) any communications, marketing activities, campaigns, or outreach activities undertaken by the Customer using information managed through the Services, including any alleged violation of anti-spam, telemarketing, consumer protection, or similar laws; or

(f) any negligent act, omission, fraud, willful misconduct, or unauthorized act committed by the Customer or its Authorized Users in connection with the Services.

BoothCRM shall promptly notify the Customer of any claim for which indemnification is sought under this Section, provided that any delay in providing such notice shall not relieve the Customer of its indemnification obligations except to the extent that the Customer is materially prejudiced by such delay.

The Customer shall have control of the defense and settlement of any such claim, provided that:

(a) the Customer shall conduct the defense diligently and in good faith;

(b) BoothCRM shall have the right to participate in the defense through counsel of its own choosing at its own expense; and

(c) the Customer shall not settle any claim in a manner that imposes any admission of fault, obligation, restriction, or liability upon BoothCRM without BoothCRM’s prior written consent, which shall not be unreasonably withheld, conditioned, or delayed.

If the Customer fails to assume or diligently conduct the defense of a claim subject to indemnification under this Section, BoothCRM may undertake such defense at the Customer’s expense, without prejudice to BoothCRM’s other rights and remedies under these Terms or applicable law.

The indemnification obligations set forth in this Section shall survive the termination or expiration of these Terms.

23. Force Majeure

Neither party shall be liable for any delay, failure, or inability to perform its obligations under these Terms (other than the Customer’s obligation to pay Fees when due) to the extent such delay, failure, or inability results from events or circumstances beyond the reasonable control of the affected party (“Force Majeure Event”).

Force Majeure Events may include, without limitation:

(a) acts of God, natural disasters, floods, earthquakes, fires, epidemics, pandemics, or other public health emergencies;

(b) war, invasion, armed conflict, terrorism, civil unrest, riots, strikes, lockouts, labor disputes, or acts of public enemies;

(d) interruptions or failures affecting utilities, telecommunications networks, internet service providers, data centers, cloud infrastructure providers, or other essential infrastructure not under the affected party’s reasonable control;

(e) cyberattacks, distributed denial-of-service (DDoS) attacks, widespread malware outbreaks, or other malicious acts by third parties that could not reasonably have been prevented through the exercise of reasonable care;

(f) shortages of materials, equipment, energy, transportation, or other resources beyond the affected party’s reasonable control; and

(g) any other event or circumstance beyond the reasonable control of the affected party that prevents or materially impairs the performance of its obligations under these Terms.

The party affected by a Force Majeure Event shall use commercially reasonable efforts to:

(i) mitigate the impact of the Force Majeure Event;

(ii) resume performance of its affected obligations as soon as reasonably practicable; and

(iii) notify the other party of the occurrence of the Force Majeure Event and its expected impact on performance, to the extent reasonably practicable under the circumstances.

The performance of obligations affected by a Force Majeure Event shall be suspended for the duration of the Force Majeure Event and for such additional period as may reasonably be required to resume normal operations.

If a Force Majeure Event continues for a period exceeding ninety (90) consecutive days and materially prevents either party from performing its material obligations under these Terms, either party may terminate the affected Services upon written notice to the other party without further liability arising solely as a result of such termination.

Nothing in this Section shall:

(a) excuse the Customer from its obligation to pay any undisputed Fees that became due and payable prior to the occurrence of the Force Majeure Event; or

(b) relieve either party of any confidentiality, data protection, or other obligations that, by their nature, are intended to survive such events to the extent performance of those obligations remains reasonably possible.

24. Changes to the Services and Terms

BoothCRM may, from time to time, modify, update, enhance, replace, discontinue, or otherwise change the Services, including their features, functionalities, user interfaces, technologies, integrations, Documentation, or operational processes, for reasons including technological developments, security considerations, legal or regulatory requirements, business needs, or product improvements.

BoothCRM reserves the right to revise these Terms at any time. Any revised version of these Terms shall become effective upon its publication on the Website or upon such other notice as BoothCRM may provide to the Customer.

Where BoothCRM determines that a revision to these Terms materially affects the rights or obligations of Customers, BoothCRM shall use reasonable efforts to provide advance notice of such revision through the Services, by email, through the Website, or by other reasonable means of communication.

The Customer’s continued access to or use of the Services following the effective date of any revised Terms shall constitute acceptance of such revised Terms. If the Customer does not agree to the revised Terms, the Customer must discontinue its use of the Services and may terminate the affected Subscription in accordance with these Terms.

Nothing in this Section shall obligate BoothCRM to continue offering any particular feature, functionality, integration, product offering, or service indefinitely.

Any modifications to the Services or these Terms shall not retroactively alter the Fees already paid by the Customer for the then-current Subscription Term, unless otherwise agreed in writing between the parties or required by applicable law.

For the avoidance of doubt, updates, bug fixes, security enhancements, modifications required for legal or regulatory compliance, changes relating to Third-Party Services, and other operational changes that do not materially diminish the Customer’s rights under these Terms may be implemented by BoothCRM without prior notice.

No employee, representative, reseller, partner, or agent of BoothCRM is authorized to modify or waive any provision of these Terms except through a written agreement expressly approved by an authorized representative of Omnexa Solutions Pvt. Ltd.

25. Governing Law and Jurisdiction

These Terms and any dispute, controversy, claim, or cause of action arising out of or relating to these Terms, the Services, or the relationship between the parties, whether sounding in contract, tort, statute, or otherwise, shall be governed by and construed in accordance with the laws of India, without regard to its conflict of laws principles.

Subject to Section 26 (Dispute Resolution), the courts located in Ahmedabad, Gujarat, India shall have exclusive jurisdiction over any suit, action, proceeding, application for interim relief, or other legal proceeding arising out of or relating to these Terms or the Services.

Each party irrevocably submits to the exclusive jurisdiction of the courts located in Ahmedabad, Gujarat, India, and waives any objection based on inconvenient forum, lack of personal jurisdiction, or improper venue to the fullest extent permitted under applicable law.

Nothing in these Terms shall restrict BoothCRM’s right to seek interim, injunctive, protective, or equitable relief from any court of competent jurisdiction where such relief is reasonably necessary to protect BoothCRM’s intellectual property rights, Confidential Information, security interests, or other legitimate legal interests.

26. Dispute Resolution

In the event of any dispute, controversy, claim, or difference arising out of or relating to these Terms, the Services, or the relationship between the parties (collectively, a “Dispute”), the parties shall first attempt in good faith to resolve the Dispute through mutual discussions and negotiations.

If the Dispute is not resolved within thirty (30) days from the date on which one party provides written notice of the Dispute to the other party, either party may refer the Dispute to arbitration in accordance with the provisions of the Arbitration and Conciliation Act, 1996, as amended from time to time.

The arbitration shall be conducted by a sole arbitrator mutually appointed by the parties. If the parties are unable to agree upon the appointment of a sole arbitrator within thirty (30) days from the date on which arbitration is invoked, the arbitrator shall be appointed in accordance with the provisions of the Arbitration and Conciliation Act, 1996.

The seat and venue of arbitration shall be Ahmedabad, Gujarat, India.

The arbitration proceedings shall be conducted in the English language.

The arbitral award shall be final and binding upon the parties, and judgment upon the award may be entered and enforced by any court having competent jurisdiction.

Nothing in this Section shall prevent either party from seeking interim, injunctive, protective, or equitable relief from any court of competent jurisdiction where such relief is reasonably necessary to:

(a) protect intellectual property rights;

(b) preserve Confidential Information;

(d) safeguard Customer Data or security interests; or

(e) preserve the status quo pending the constitution of the arbitral tribunal or the issuance of an arbitral award.

Each party shall bear its own legal costs and expenses associated with the Dispute, unless otherwise determined by the arbitral tribunal in accordance with applicable law.

The parties agree that the existence of any Dispute, the arbitration proceedings, all submissions made in connection therewith, and any arbitral award shall be treated as Confidential Information, except to the extent disclosure is required by applicable law or is reasonably necessary for the purpose of enforcing or challenging an arbitral award.

27. Notices

Any notice, request, demand, consent, approval, waiver, communication, or other correspondence required or permitted under these Terms (“Notice”) shall be made in writing and shall be deemed validly given if delivered in accordance with this Section.

Notices to BoothCRM shall be sent to:

Omnexa Solutions Pvt. Ltd.
5th Floor, Shilp The Address, Shilaj Rd, Thaltej, Ahmedabad, Gujarat 380059, India
Email: support@boothcrm.net

Notices to the Customer may be sent to the email address, postal address, billing contact, administrative contact, or other contact details associated with the Customer’s Account or otherwise provided by the Customer to BoothCRM.

Each party shall ensure that its contact information remains accurate and up to date at all times. Any change in contact information shall become effective upon notification to the other party in accordance with this Section.

Notices may be delivered by any of the following methods:

(a) electronic mail (email);

(b) registered post, speed post, courier service, or other recognized postal or delivery service;

(d) any other method expressly agreed upon in writing between the parties.

Unless evidence to the contrary is established, a Notice shall be deemed to have been received:

(i) in the case of email, on the date and time the email is transmitted, provided that the sender does not receive an automated notification indicating that the email was not delivered;

(ii) in the case of registered post, speed post, courier service, or similar delivery methods, on the date reflected in the applicable delivery confirmation records; and

(iii) in the case of in-product notifications, on the date such notification is made available through the Services.

BoothCRM may use email communications, in-product notifications, Website announcements, invoices, account communications, and other reasonable methods to provide information relating to the Services, including notices regarding account administration, payment matters, changes to these Terms, operational updates, legal disclosures, and other matters relevant to the Customer’s use of the Services.

The Customer acknowledges and agrees that electronic communications constitute valid and effective Notices for the purposes of these Terms.

Nothing in this Section shall prevent either party from using any other lawful means of communication or service of process where required or permitted under applicable law.

28. Contact Information

If you have any questions regarding these Terms, the Services, your Account, privacy-related matters, or any other inquiries relating to BoothCRM, you may contact us using the details provided below:

Omnexa Solutions Pvt. Ltd.
5th Floor, Shilp The Address, Shilaj Rd, Thaltej, Ahmedabad, Gujarat 380059, India

BoothCRM Website: www.boothcrm.net

Support and General Inquiries: support@boothcrm.net

Privacy and Grievance Contact: support@boothcrm.net

BoothCRM may update the contact details set forth in this Section from time to time. Any such updates shall become effective upon publication on the Website or through such other notice as BoothCRM may provide in accordance with these Terms.

29. Miscellaneous

29.1 Entire Agreement. These Terms, together with the Privacy Policy and any applicable order forms, quotations, proposals, statements of work, invoices, Subscription Plans, or other written agreements executed by Omnexa Solutions Pvt. Ltd. and the Customer, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous understandings, representations, communications, negotiations, proposals, and agreements, whether oral or written.

29.2 Order of Precedence. In the event of any conflict between these Terms and any separately executed written agreement signed by authorized representatives of both parties, the provisions of such separately executed written agreement shall prevail solely with respect to the subject matter addressed therein.

29.3 Assignment. The Customer shall not assign, transfer, delegate, subcontract, or otherwise dispose of any of its rights or obligations under these Terms, whether by operation of law or otherwise, without the prior written consent of BoothCRM. BoothCRM may assign or transfer these Terms, in whole or in part, in connection with a merger, acquisition, corporate reorganization, sale of assets, change in control, or to any affiliate, upon notice to the Customer.

29.4 Independent Contractors. The relationship between the parties is that of independent contracting parties. Nothing contained in these Terms shall be construed to create any partnership, joint venture, agency, fiduciary, employment, franchise, or other similar relationship between the parties.

29.5 No Waiver. No failure or delay by either party in exercising any right, power, or remedy under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power, or remedy preclude any other or further exercise thereof. Any waiver shall be effective only if made in writing and signed by the party granting such waiver.

29.6 Severability. If any provision of these Terms is determined by a court or arbitral tribunal of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be enforced to the maximum extent permitted by applicable law, and the remaining provisions of these Terms shall remain in full force and effect.

29.7 Interpretation. The headings used in these Terms are for convenience only and shall not affect the interpretation of any provision. The words “including”, “includes”, and “including without limitation” shall be deemed to be followed by the words “without limitation”.

29.8 Electronic Acceptance. The Customer acknowledges and agrees that acceptance of these Terms by electronic means, including through online registration, clicking an acceptance button, execution through electronic signature platforms, or continued use of the Services where such acceptance is communicated by BoothCRM, shall constitute valid and legally binding acceptance of these Terms.

29.9 No Third-Party Beneficiaries. Except as expressly provided herein, these Terms are intended solely for the benefit of the parties and do not confer any rights or remedies upon any third party.

29.10 Language. These Terms have been drafted in the English language. If these Terms are translated into any other language, the English version shall prevail in the event of any inconsistency or conflict, to the extent permitted under applicable law.

29.11 Survival. Any provisions of these Terms which by their nature should survive termination or expiration shall survive, including provisions relating to intellectual property rights, confidentiality, payment obligations, limitation of liability, indemnification, dispute resolution, governing law, and any other provisions necessary to give effect to the intent of these Terms.

Terms Conditions