End User Agreement

This is an agreement ("Agreement") between Resotto ("we", "us" or "Resotto") and you, an end user ("you", "user" or "subscriber") of Resotto's mobile application (the "Service") as described herein. By establishing, activating, using, or paying for the Service, you acknowledge that you have read and understood these terms, you agree to the terms and conditions in this Agreement, and you represent that you are of legal age to enter this Agreement and become bound by its terms, and to the prices, charges, and conditions provided to you in association with your enrollment, including marketing materials and the Resotto website, which are incorporated herein by reference. This Agreement governs the Service and any website, application or software used in conjunction with the Service.

Service Description And Term Of Service

The Service

Resotto provides B2B & B2C services (including but not limited to restaurant discovery, table reservation, order placement, payments, waitlist management, order & payment management, table management, guest management, feedback & review management), enabled with a variety of notification methods for subscribers to communicate with diners, plus a number of convenience, quality and functional features. We may alter, expand, or reduce the features of the service from time to time without notice. You acknowledge that not all Services can be guaranteed to perform acceptably from all locations, including, but not limited to via mobile telephones, pay phones or satellite phones due to various in-country, carrier or other restrictions.

Service Term

The Service is offered both as a free and a paid service. The paid Service is offered on a month-to-month, annual subscription, credit based system or transactional fee based system beginning on the date Resotto activates Service, and automatically renews accordingly. You may cancel the Service at any time by contacting our sales team. If you cancel Service prior to the end of the monthly or annual billing period, you will not be entitled to billing credits or refunds for the unused portion of your billing period or unused prepaid usage credits, unless you cancel during the Money Back Guarantee period (if any).

Free Trial Offer

From time to time, Resotto may allow users to subscribe pursuant to a promotional offer granting a free trial for Service ("Free Trial"). Free Trial subscribers will receive free use of the Service solely for a limited period of time and all use of the Service shall be subject to the terms herein, plus all other restrictions, limitations and conditions identified in the specific promotional offer. Notwithstanding any other provision in this Agreement, all Free Trial subscriptions are provided solely as an accommodation to the subscriber, and Resotto reserves the right, at all times in its sole discretion, to terminate any Free Trial at any time without notice. Once the Free Trial period expires, the subscriber will be ineligible to subsequently establish another Free Trial account under the same or any other identity, unless expressly permitted to do so under the terms of a specific promotional offer

Promotional Offers for New Subscribers

From time to time, Resotto may offer discounts and/or special incentives exclusively for new subscribers. Notwithstanding any other provision in this Agreement, Resotto reserves the right, at all times in its sole discretion, to terminate any promotional offer at any time without notice. Unless expressly permitted under the terms of a specific promotional offer, current and former subscribers, under the same or any other identity, are ineligible for any promotional offer reserved for new subscribers.

Termination for Cause

Either party may terminate this Agreement at any time in the event that the other party breaches any provision of this Agreement in any material respect and fails to cure such breach within 30 days after receipt of written notice of such breach. Notwithstanding the foregoing, Resotto, may terminate this Agreement and/or suspend the provision of the Service immediately for: illegal, fraudulent, excessive or improper use of the Service or if deemed reasonably necessary by Resotto to prevent interruption or disruption to the Resotto system, its business or other customers; if any portion of an invoice not reasonably disputed in good faith as herein provided remains unpaid when due; or for breach, not subject to cure. Resotto shall not be liable to you or any third party should we exercise our right to discontinue Service, in whole or in part, or terminate this Agreement pursuant to this section.

Use Of Service

Responsibility for Account Information

In connection with your use of the Service, you will be allotted a user id or, asked to provide an email address and specify a password in connection with your use of the Service and website. You are entirely responsible for maintaining confidentiality of your password and account information, and all identification and security codes that control access to the Service and website. You are responsible for all uses of the Service in association with your account, whether or not authorized by you.

Responsibility for Communications and Content

You are the sole owner of content and solely responsible for the content of all communications using your account. You must comply with all laws while using the Service; you must not transmit any communication that violates any law, court order or regulation; you must not violate any third party rights in using the Service; and you must not use the Service in any way that damages, interferes with, or disrupts Resotto's system or other users. We may suspend any such communications. You understand and agree that your use of the Service and any content is solely at your own risk.

Consent to Receive Email

By establishing a paid or trial account with Resotto, you consent to receive periodic email communication from us concerning services and billing, including without limitation, notices of service updates, payment transactions, payment methods, conference reports, and other correspondence required for administration of the Service. Resotto does not provide paper invoices, payment receipts or instructions; you are expected to manage the Service through the Resotto website, and we expect to communicate with you as necessary via email and the Resotto website.

Resale and Transfer

You are expressly prohibited from reselling or transferring the Service and/or software to any other person for any purpose, without express written permission from Resotto in advance

Unlawful and Prohibited Use

You agree to use the Service only for lawful purposes. You are expressly prohibited from using the Service to transmit or receive any communication or material of any kind when in Resotto's sole judgment the transmission, receipt, or possession of such communication or material would constitute, or encourages conduct that would constitute, a criminal offense, give rise to a civil liability, or otherwise violate any applicable laws. You are expressly prohibited from using the Service for any abusive or fraudulent purpose, including using the Service in a way that interferes with our ability to provide the Service to you or other customers or avoids your obligation to pay for communications services. Resotto, in its sole discretion, may terminate your Service without advance notice if it believes you have violated the aforementioned restrictions, or if you act in a manner that is threatening, obscene, harassing, or abusive to Resotto personnel. You are liable for any and all use of the Service by any person using the Service provided to you and agree to indemnify and hold harmless Resotto against any and all liability for any such use. If Resotto, in its sole discretion, believes that you have violated the aforementioned restrictions, Resotto may forward personally identifiable information to the appropriate authorities for investigation and prosecution and you hereby consent to such forwarding.

Unauthorized Commercial Use

The Service for internal business purposes only, or for the direct benefit of you, your company or affiliated organization. You agree that will not make the Service available to unaffiliated persons, whether or not you generate income from this practice. If Resotto in its sole discretion, believes that your account is being used by unauthorized persons, your account may be immediately suspended or cancelled without prior notice to you.

Theft of Service

You agree to notify Resotto immediately if you become aware at any time that your Service is being stolen or fraudulently used, or access to your, identification codes or security codes has been compromised. You must provide a detailed description of the circumstances of the theft or stolen or fraudulent use of the Service and supply any additional documentation reasonably requested by Resotto. Failure to do so in a timely manner may result in the termination of your Service and additional charges.

Copyright, Trademark, and Unauthorized Use.

The Service and any software used to provide the Service or provided to you in conjunction with providing the Service, and all Services, information, documents, and materials on Resotto's website may be protected by copyright, trademark, or other intellectual property laws and international treaty provisions. All websites, corporate names, service marks, trademarks, trade names, logos, and domain names (collectively "Marks") of Resotto are and shall remain the exclusive property of Resotto and nothing in this Agreement shall grant you the right or license to use such Marks.

Audit and Law Enforcement

Resotto reserves the right to audit your use of the Service to enforce the provisions of this Agreement. Resotto reserves the right to track and monitor your Service and usage subject to the requirements of any cyber laws and other laws and appropriate law enforcement processes. You acknowledge and agree that this Agreement is sufficient notice to you of such monitoring to the extent any notice is required under applicable state law.

Charges And Payments

Billing

You can use the payment link sent by us for making payments related to any services or use other modes of payments like bank transfer or online payments. Resotto bills all charges and applicable taxes and fees monthly/annually in advance (except for transaction based charges which are credited to your account within 48 hours of the transaction date) to your designated payment method. Resotto is not responsible for any overdraft or other charges imposed by your card issuer or bank due to insufficient funds in your account. All charges will be billed according to the rates and terms set forth in published materials or agreed terms on email. Notwithstanding the foregoing, if you are purchasing the Service through a third party, any such third party billing terms apply to your purchase of the Service.

Trial Guarantee

From time to time, Resotto may offer a Money Back Guarantee ("Trial Guarantee"), the duration (the "Trial Period") and terms of which may vary according to the terms of specific sales promotions as described in the promotional literature or on the website, which is applicable only to your first-ordered account. (You will not qualify for the Trial Guarantee program if you cancel and subsequently re-establish a Resotto account at the same or another location.) Under the terms of this Trial Guarantee, if it applies, Resotto may refund some or all charges, provided that you cancel the Service within the specified number of days in the Trial Period after the Activation Date. Resotto reserves the right to terminate, revoke, or change the terms of this Trial Guarantee at any time, without prior notice. No refund of usage charges or any taxes or fees applicable to such charges will apply, including but not limited to toll-free access charges.

Resotto Annual Service Plans

The annual service fees associated with the optional Resotto Annual Service Plans represent payment for twelve consecutive months of Service commencing on the Activation Date. You will be responsible for any additional charges for services or usage not covered by the plan, billed on a monthly basis. If you cancel the Service prior to the end of the annual period, you will not receive a refund or credit for the unused portion of your billing period, unless you cancel within an applicable Trial Guarantee period, as described herein. At the conclusion of the annual period, your Service will automatically renew for a subsequent twelve-month period at the then-current renewal price for the selected Resotto annual Service plan, unless you choose to switch to an alternate pricing plan or cancel Service prior to the anniversary of the Activation Date.

Annual Maintenance Charges (AMC)

As per agreed terms, Resotto may apply AMC to provide certain facilities like bug fixing and remote support to maintain the running application. AMC is paid in advance and in case you fail to pay the AMC, Resotto will stop providing any further support or service related to the Resotto mobile application. In case You stop using our mobile application or services, the AMC will not be refunded. Also, in case a situation arises wherein Resotto has to shut down the operations, any support or service may also cease to exist and no refund will be provided.

One Time Set Up Fees

As per agreed terms, Resotto may apply a one-time set up fees under which it may provide various hardware, software, training and assistance in implementing the Resotto mobile application. In case You stop using the Resotto mobile application or services, this set-up fees will not be refunded. Also, You will return any hardware or software provided by Resotto during the set-up process in good condition, until and unless Resotto has transferred a permanent ownership of such a hardware to You.

Price and Price Changes

Prices and charges relating to the Service are posted on the Resotto website or shared on mail. We may change the prices and charges for the Service from time to time. We may decrease prices without providing advance notice. Increases to the prices or charges for the Service are effective no sooner than seven days (1) after posted on the Resotto website or (2) you are otherwise notified of the changes, including being sent an electronic notification to the email address registered on your account.

Failure to Pay

We may suspend, restrict, or cancel the Service and this Agreement if you do not make payments for current or prior bills by the required due date. Service cancellation will result in loss of data and access to reports and other information that may have been collected through the usage of Resotto mobile application over a period of time.

Late Payment Charge

We may add interest charges to any past-due amounts at the lower of 1.5% per month or the maximum rate allowed by law, prorated for each day payment is past due. Acceptance of late or partial payments (even if marked "Paid in Full" or with other restrictions) shall not waive any of our rights to collect the full amount of your charges for the Service. You agree to reimburse us for reasonable attorneys' fees and any other costs associated with collecting delinquent or dishonoured payments. If charges cannot be processed through your credit or debit card, we will charge you an additional INR 1000. If the state where you receive the Service requires a different fee, we will charge you that amount.

Invalid Payment Method

If we determine, in our sole discretion, that the payment method(s) registered on your account is no longer valid (such as the passing of an expiration date associated with a credit card or a failed payment transaction against that card, for any reason), we may suspend or restrict the Service until you provide a valid payment method.

Taxes

IYou are responsible for, and must pay, any applicable central, state, local, or other governmental sales, use, excise, public utility, or other taxes, and charges now in force or enacted in the future, that arise from or as a result of your subscription or use or payment for the Service. These amounts are in addition to payment for the Service and will be billed to your credit or debit card as set forth in this Agreement. If you are exempt from payment of such charges, you must provide documentation satisfactory to us that you are exempt. Tax exemption will only apply from and after the date Resotto receives and verifies this documentation. Taxes and other applicable fees will be in the amounts specified by central, state, and local authorities.

Payment from patrons

It is Your responsibility to ensure & confirm the your patron/customer has paid you the right amount and the same has been confirmed through a notification on SMS or Resotto mobile application. Resotto will not be responsible for any loss or short fall in payment or payments not credited because of any technical or other possible issues at the end of payment gateway, banks, credit/debit card issuer, the user, any other concerned authority or third party. Resotto will not be responsible for any delays in payments or information relating to payments caused due to factors like device failure, network problems or any other issues beyond our control.

Service Interruption

You acknowledge and agree that credit allowances for interruption of the Service will not be provided.

Billing Disputes

You must notify Resotto within seven days after receiving your credit or debit card statement if you dispute any Resotto charges on that statement or such dispute will be deemed waived.

Service Cancellation

You may cancel the Service at any time by notifying Resotto according to the procedures specified on the Resotto website or contacting our sales team or sending us an email on valid email id. You remain fully liable for accrued charges, taxes, and fees outstanding at the time of termination, and you authorize Resotto to process these amounts to your credit or debit card. You agree that if we are unable to process these amounts to your designated credit or debit card(s), we may take other steps as we deem necessary to collect the fees owed to us for the Service, and that you will be responsible for all costs and expenses we incur in connection with such collection activity, including collection fees, court costs and legal fees.

Your Account Obligations

In consideration of your use of the Service, you agree to: provide true, accurate, and current information about yourself when creating an account; maintain the confidentiality of your account and password and restrict access to your computer; and accept responsibility for all activities that occur under your account or password. If you provide any information that is untrue, inaccurate, or not current, we reserve the right to suspend or terminate your account and refuse any and all current and future use of the Service. You further agree to immediately notify us of any unauthorized use of your password or account or any other breach of security.

3rd Party Content

Resotto may permit 3rd Parties to publish content on the Site or include 3rd Party content via Application Programming Interfaces (APIs) including but not limited to graphics, text or copy, reviews, and pricing and promotional information. Despite our best efforts, typographical and/or pricing mistakes may, on rare occasions, appear on the Site, and Resotto cannot guarantee the price of any promotion or offer. Resotto is not the publisher or owner of this content and assumes no liability thereof. Resotto further assumes no liability for 3rd Party promotions and offers whatsoever, included but not limited to price, quality, value, or availability.

Indemnification

IYou agree to defend, indemnify, and hold Resotto, its affiliates, and agents and any other service provider who furnishes services to you or enables us to furnish services to you in connection with this Agreement or the Service, harmless from claims or damages relating to or arising out of the Service or this Agreement, including, but not limited to: (1) your use of the Service (including without limitation, any person accessing the Service using your account; (2) any actual or alleged violation of this Agreement or any applicable law, rule or regulation by you or any person accessing the Service using your account; or (3) any actual or alleged infringement or violation by you or any person accessing the Service using your account of any intellectual property, privacy right, or other right of any person or entity. You agree that Resotto should not be and is not responsible for any third party claims against us that arise from your use of the Service. Further, you agree to reimburse us for all of our costs and expenses related to the defense of any such claims, including attorneys' fees, unless such claims are based on our willful misconduct or gross negligence.

Links

This Service may, on occasion, provide links to a third party's website. These links allow you to leave the Site, and we encourage you to be aware when you leave the Site and to read the terms and conditions and privacy statements of each and every third party website that you visit. The linked website are not under our control and we are not responsible for the contents of any linked website or any link contained in a linked website. Resotto is not responsible for examining or evaluating such website, does not warrant or endorse them, and is not affiliated with the offerings, content, or practices of any third party website.

Limitations Of Liability

BY ENROLLING IN, ACTIVATING, USING, OR PAYING FOR THE SERVICE, YOU AGREE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND THE LIMITATIONS OF RESOTTO SERVICE DESCRIBED HEREIN. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL YOU BE ENTITLED TO ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, REGARDLESS OF THE FORM OF ACTION, EVEN IF RESOTTO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR DAMAGES THAT ARE REQUIRED BY LAW TO BE PAID, YOU AGREE THAT ALL DAMAGES ARE EXCLUDED EXCEPT FOR THE DIRECT DAMAGES THAT ARE ACTUALLY INCURRED BY YOU IN REASONABLE RELIANCE, NOT TO EXCEED THE TOTAL AMOUNTS PAID BY YOU IN THE TWELVE MONTHS UNDER THIS AGREEMENT IMMEDIATELY PRECEDING THE CLAIM.

Disclaimer Of Warranties

YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, RESOTTO, ON BEHALF OF ITSELF AND ITS AFFILIATES AND SUPPLIERS, EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, RELATING TO THE SERVICE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. NEITHER RESOTTO NOR ITS AFFILIATES, SUPPLIERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS WARRANTS THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT YOUR USE OF THE SERVICE WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR-FREE. NEITHER RESOTTO NOR ITS LICENSORS OR SUPPLIERS HAS ANY LIABILITY WHATSOEVER IN CONNECTION WITH YOUR USE OF SERVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. WE DO NOT AUTHORIZE ANYONE, INCLUDING, BUT NOT LIMITED TO, RESOTTO EMPLOYEES, AGENTS, OR REPRESENTATIVES, TO MAKE A WARRANTY OF ANY KIND ON OUR BEHALF AND YOU SHOULD NOT RELY ON ANY SUCH STATEMENT.

Miscellaneous

General Provisions

This Agreement does not provide any third party with a remedy, claim, or right of reimbursement. Failure by Resotto to enforce any provision(s) of this Agreement shall not be construed as a waiver of any provision or right. This Agreement constitutes the entire agreement between us and supersedes all prior agreements, understandings, statements, or proposals concerning the Service, including representations, whether written or oral. No written or oral statement, advertisement, or service description not expressly contained in the Agreement will be allowed to contradict, explain, or supplement it. Neither you nor Resotto is relying on any representations or statements by the other party or any other person that are not included in this Agreement. If any provision in this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Governing Law

This Agreement, and all other aspects of the use of the Service and the Resotto website, shall be governed by and construed in accordance with the laws of the State of New Delhi, without regard to its choice of law rules. This governing law provision applies no matter where you reside, or where you use or pay for the Service. You agree to submit to the exclusive jurisdiction of the state of New Delhi courts to resolve any disputes arising hereunder. ANY CAUSE OF ACTION BY USE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE MUST BE INSTITUTED WITHIN ONE (1) YEAR AFTER IT AROSE OR BE FOREVER WAIVED AND BARRED.

Events Beyond Our Control

Resotto will not be responsible to you for any delay, failure in performance, loss, or damage due to fire, explosion, power blackout, earthquake, volcanic action, flood, the weather elements, strike, embargo, labor disputes, civil or military authority, war, acts of God, acts or omissions of carriers or suppliers, acts of regulatory or governmental agencies, or other causes beyond our reasonable control.

Assignment

We can assign all or part of our rights or duties under this Agreement without notifying you. If we do that, we have no further obligations to you. You may not assign this Agreement or the Service without our prior written consent.

Privacy

Resotto Service utilizes, in whole or in part, the public Internet and third party networks to transmit voice and other communications. Resotto is not liable for any lack of privacy which may be experienced with regard to the Service. By using the Service, you consent and agree to the collection and use of certain information about you and your use of the Service. For more information, please refer to our full Privacy Policy on the Resotto website. (http://www.Resotto.com/policy.html)

Governing Law

This Agreement, and all other aspects of the use of the Service and the Resotto website, shall be governed by and construed in accordance with the laws of the State of New Delhi, without regard to its choice of law rules. This governing law provision applies no matter where you reside, or where you use or pay for the Service. You agree to submit to the exclusive jurisdiction of the state of New Delhi courts to resolve any disputes arising hereunder. ANY CAUSE OF ACTION BY USE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE MUST BE INSTITUTED WITHIN ONE (1) YEAR AFTER IT AROSE OR BE FOREVER WAIVED AND BARRED.

Survival

The provisions of this Agreement relating to indemnification, limitations on liability, warranty limitations, billings, and your obligations to pay for the Service provided, including any additional usage charges, shall survive any termination of this Agreement or termination of the Service.

Non-Waiver

Failure by Resotto to insist upon strict performance of any terms or conditions of this Agreement or failure or delay to exercise any rights or remedies provided herein or by law shall not release you from any of the warranties of obligations of this Agreement, and shall not be deemed a waiver of any right of Resotto to insist upon strict performance hereof or any of its rights and remedies.

Changes to this Agreement

Resotto may change this Agreement from time to time. Any changes will be posted at the Terms of Use section of the Resotto website (http://www.Resotto.com/tac.html). Notice will be considered received by you and any such changes will become binding and effective on the date the changes are posted to the Resotto website, except in the case of changes to the prices or charges, when we will comply with our notice commitments described above. IF YOU CONTINUE TO BE ENROLLED IN, USE, OR PAY FOR THE SERVICE AFTER ANY CHANGES IN THE PRICES, CHARGES, TERMS, OR CONDITIONS, YOU AGREE TO THE CHANGES. The Agreement as posted supersedes all previously agreed to electronic and written terms of service.