DATA PROTECTION & PRIVACY
(ii) The Client shall be responsible to maintain records of all consents collected as per the Applicable Data Protection Laws. The Client shall be liable to pay for any damages that the Company incurs due to inaccurate and/ or insufficient consents received from any users.
(iv) The Parties shall be compliant with the provisions of Applicable Data Privacy Laws and shall undertake reasonable security practices as may be prescribed under such Applicable Data Protection Law.
(v) Cloud API: WhatsApp Infrastructure means WhatsApp Enterprise Client deployment which helps communication between users and the UPWAW platform.
- The Client hereby confirms and agrees that upon sharing the data on the WhatsApp infrastructure, all the data shared by the Client in relation to the WhatsApp messaging will now reside on Cloud API's ("Data Residence"), a Meta Product.
- It is further understood and accepted that any Client data previously routed & stored on WhatsApp infrastructure i.e. for the purpose of messaging/notification on WhatsApp, the WhatsApp infrastructure shall henceforward be migrated to the data centers which are currently located in North America and European Union via Cloud API service by Meta.
- For the purpose of the provision of services under this Agreement, the Client hereby acknowledges that for the WhatsApp infrastructure data localization is not offered by the Company for any such data shared or obtained by the Company in the process of providing the WhatsApp messaging to the Client.
DISCLAIMERS OF WARRANTIES
(ii) The Company shall not be liable for any errors, omissions, interruptions, deletion of files or emails, loss of or damage to data, errors, defects, viruses, delays in operation or transmission, or any failure of performance, communication failure, data pilferage due to the use of any data or information in respect of the Solution.
(i) Client Indemnity: The Client hereby agrees to indemnify, defend and hold harmless the Company, its Affiliates, directors, officers, agents, employees from and against any and all losses, liabilities, claims, damages, demands, suits, actions, proceedings, costs and expenses, incurred or suffered by the Company, in connection with or arising out of: (a) Breach of or violation of or non-compliance with any of the obligation, warranties, representation, covenants and undertakings herein, by the Client or any of its representatives; (b) infringement of any third party’s Intellectual Property Rights for availing the Solution from the Company. (ii) Company’s Indemnity: The Company agrees to indemnify, defend and hold harmless the Client from and against any and all losses, liabilities, claims, damages, demands, suits, actions, proceedings, costs and expenses in connection with or arising out of any third party claims for providing Solution to the Client.
LIMITATION OF LIABILITY
INTELLECTUAL PROPERTY RIGHTS
The relationship between Parties shall be on principal-to-principal basis. Each Party is an independent contractor and is not a legal representative, partner or agent of the other Party. Neither Party shall have any right, power or authority, whether express or implied, to create any obligation on behalf of the other Party or bind the other Party.
GOVERNING LAW, ARBITRATION AND JURISDICTION
Email ID: info [@] upwaw.com
SURVIVAL AND SEVERABILITY
Neither Party shall, by mere lapse of time, without giving notice thereof, be deemed to have waived any right or remedy arising hereunder or in connection with any breach or illegality involving the other Party. The waiver by either Party of any such right or remedy shall not be construed as a waiver of any other right or remedy or as a continuing waiver with respect to any similar, ongoing, or repeated circumstances.