Terms and Conditions for Auto Backup Services

To use the Auto Backup Services, you must:

• Have the legal capacity to enter into a binding agreement.
• Use the Auto Backup Services in compliance with all applicable laws and regulations.

• “Auto Backup Services” shall mean the cloud storage backup services that we make available to you through TSS in collaboration with our cloud storage partners and may also be called as “Connected Backup” or “Backup 2.0”.
• “ERP Client Software” or “TallyPrime” shall mean the accounting and business management software developed and owned by Tally Solutions Private Limited and is designed to assist businesses in managing their accounting, compliance, inventory, and financial operations. Users purchase the software off-the-shelf, and it is deployed locally on the User’s premises, server, or other designated environments.
• “End Users” shall mean the User’s employees, agents, contractors or any individual accessing or using the Auto Backup Services on the User’s behalf. For the purposes of these Terms, the User acknowledges and confirms that all End Users are deemed to be authorized by the User and are acting on its behalf.
• “Grace Period” shall mean the additional period of ninety (90) days granted to the User, post the termination of Auto Backup Services, to retrieve and transfer Your Content (defined below) from the Auto Backup Services.
• “Tally Software Services” or “TSS” shall mean and include the software subscription that offers add-on services to TallyPrime to keep User’s up to date with the latest technological developments, statutory laws and compliances. Users are provided with product upgrades and updates, connectivity driven functionalities including but not limited to online data exchange between branches, remote access, seamless banking, payment services and much more, to enhance User’s business performance.
• “Tally.NET ID” shall mean a user identity created within TallyPrime, linked to a valid email address, used to access and manage your TallyPrime and to utilize features that require authenticated access.

• The Auto Backup Service enables you to take backup or keep a copy of your TallyPrime data (“Your Content”) on cloud.
• We have partnered with third party cloud service providers to facilitate the Auto Backup Services.
• Rest assured, all data on cloud is stored in an encrypted form secured by a key or password generated by you. Alternatively, you may choose not to set a specific password and instead rely on the Tally.Net ID Authentication. In this case a key is generated based on user authentication using Tally.Net ID username/password.
• We do not access Your Content at any point of time, nor do we manage and regulate it.
• You will have complete control over Your Content, including viewing, accessing or downloading (as per limits prescribed).
• As long as the TSS subscription is active, you will be able to restore Your Content, with an extension until the Grace Period.
• You may appoint certain End Users as administrators who have greater rights such as to backup, download or restore the data or grant usage rights to other End Users, while some End Users with limited rights such as the right to backup but not download or restore the data.
• You should ensure that your interests are adequately protected when making such appointments and granting rights to the End Users.
• We shall work to ensure that the services are always available with least amount of downtime and interruptions.

• Your active TSS comes with a complimentary access to the Auto Backup Services. The storage space is determined basis the TSS plan that you have availed / or are availing and will be upfront specified to you, while opting for the Auto Backup Services.
• In the event, you would require additional storage space on the Auto Backup Services (“Add-on Services”), you may choose from the various storage subscription plans offered by us.
• The subscription fee for the Add-on Services availed by you, will be charged on a periodic basis (i.e. Annually) until cancellation, to the payment mode opted by you at the time of availing the Add-on Services and on the calendar, day corresponding to the commencement of the plan chosen by you. For avoidance of doubt, it is stated that the Add-on Services are pre-paid in nature and once the billing cycle has commenced the Add-on Services can only be cancelled by the User from the next billing cycle or upon expiry of the period for which the subscription fee has been paid.
  
  For the ease of reference, the Services and Add-on Services shall hereinafter collectively be referred to as the “Services”.

• Please make fair use of the Auto Backup Services and do not use automated means such as web crawlers, robot, spider, computer code or any other device, program and methodology on the Auto Backup Services.
• You should comply with all applicable laws and regulations.
• You shall comply with the download limitations on the Auto Backup Services permitted by us, and refrain from making multiple downloads of Your Content.
• You should exercise care and diligence as all activities occurring under your account shall be your responsibility.
• We advise you to examine if the Auto Backup Services can be availed under the laws applicable to you, and if the backup or copy of your data is permissible to be stored in India. Pursuant to this clause, any such use of the Auto Backup Services, releases us from all liabilities including any damages associated hereto.
• You retain sole ownership of Your content and are accountable for the content you upload or store on the Auto Backup Services.
• You should ensure to appropriately configure the Auto Backup Services in a manner that will adequately secure and protect your account and Your Content.
• We urge you to generate a strong and secure log-in credential and password while using the Auto Backup Services.
• Do not disclose your log-in credentials and password to any other entity or person, except to your authorized personnel.
• We advise you to remember or note your account password as we may not be able to recover it for you, if forgotten.
• All actions taken by your End Users with respect to Your Content or the Auto Backup Services, shall be construed to have been taken or permitted by you.
• If you observe or suspect any violation or misuse of your account, you should immediately suspend your account and report the same to us.

• We adhere to best safety and security standards in providing the Auto Backup Services.
• We commit to safeguarding your information from all possible leakages and disruptions.
• We undertake that all your data in the Auto Backup Services are securely stored and transmitted in exchange with our cloud storage partners.
• We comply with applicable laws and regulations, including laws pertaining to data privacy and security.
• We may be obligated to share your information/content, if we are in receipt of a request/order/notice from a regulatory body, government authority, court, judicial or a quasi-judicial body.

• The Auto Backup Services may have links to third-party services or content.
• In scenarios, where you access such links, we request you to exercise caution and carefully navigate through such links.
• All such links are governed by terms which are independent of these Terms and hence it is advised that you read them prior to using such links and the products and services offered thereunder.

We may be required to with reasonable notice, suspend your or any of your End User’s right to access or use either all or any one of the Auto Backup Services under the following circumstances:

• there could be a security risk to the Auto Backup Services preventing us from delivering the appropriate quality and commitment; or
• there is an explicit instruction from a regulatory body, government authority, court, judiciary, or quasi-judicial body to cease the Auto Backup Services, or
• there is a suspension of the Auto Backup Services by our cloud storage partners or other partners; or
• there have been multiple attempts to access the User account or any other suspicious activity, that demands us to temporarily suspend the Auto Backup Services due to security reasons.

• The Auto Backup Services are provided on an “as-is” and “as-available” basis. While we and our cloud storage partners strive to ensure reliable service, any warranties not expressly stated herein are not implied or assumed.
• We make every effort to ensure that the Auto Backup Services are consistent, reliable and dependable. However, there may be occasional interruptions or errors beyond our control such as network issues or transmission errors which we aim to minimize, though they may sometimes be unavoidable due to the nature of such services.
• While we strive to provide the best services, we shall not be able to take responsibility for any indirect, consequential, special, or punitive losses that could arise in connection with the Auto Backup Services, particularly in situations that are beyond our reasonable control.
• While using the Auto backup Service, certain actions or instructions originate from the Users. In such cases, Users are expected to exercise appropriate caution and diligence while using the Auto Backup Services which are generally outside our ability to manage or control.
• Notwithstanding anything stated in these Terms, our total cumulative liability, if any, arising from the Auto Backup Services, shall be limited to the amount of INR 10,000 (Indian Rupees Ten Thousand only).

You agree to keep us indemnified and hold harmless from and against any and all liability (including but not limited to liabilities, judgments, damages, losses, claims, costs and expenses,) or any other loss that may occur, arising from or relating to any claim, suit or proceeding brought against us by another user/ service provider/ third party / cloud storage partners for reasons including, but not limited to your breach, non-performance, non-compliance or inadequate performance by of any of the terms, conditions, representations, obligations or warranties under these Terms.

• We may terminate either all or any of the Auto Backup Services immediately without notice to you in any of the following circumstances: (1) if the conditions stipulated in the Temporary Suspension have been established by us; or (2) if we discontinue our association with the cloud storage partners.
• You agree that the Auto Backup Services will not be accessible if you do not use the latest and valid version of TallyPrime or TSS is not renewed or upgraded.
• Upon termination, your right to use the either all or any of the Auto Backup Services will immediately cease.
• Consequence of termination of Auto Backup Services:
  • Upon termination and conclusion of the Grace Period, the Auto Backup Services provided to the User will automatically be cancelled or revoked.
  • Your Content will be deleted from the servers upon the termination of Auto Backup Services and conclusion of the Grace Period, without any possibility to archive or retrieve Your Content.
  • We do not facilitate the transfer of Your Content to another service provider.

We shall not be held liable for any breach of these Terms due to any force-majeure event that prevents or delays performance of its obligations under these Terms such as government and regulatory orders and sanctions, embargoes, lockdown, pandemic, endemic, act of god, fire, lightning, explosion, flood, adverse weather conditions, power failures, failure in any communication systems, equipment breakdown, strikes, lock-out or any other cause beyond the control of Tally (“Force Majeure Events”). However, we will make all reasonable efforts to notify you in the event of such Force Majeure Events.

We reserve the right to modify these terms and may update it from time to time. Any changes will be posted on our website and communication of such updates may be sent to you on your registered email address. Your continued use of the Auto Backup Services after such revisions will constitute your acceptance of the new terms.

These terms shall be governed by and construed in accordance with the laws of India.

We may send notifications / updates to you on the registered email address on feature updates and new offering, including new Bank integrations or any other important updates that may be relevant to you.

In the event of any dispute/claims arising out of or in connection with these Terms, the said dispute/claim shall be resolved amicably at the first instance within 60 (sixty) business days by the Parties. Thereafter, any dispute pertaining to the terms and conditions of this Agreement which cannot be settled amicably within the aforesaid period shall be settled by a sole arbitrator to be appointed by mutual agreement of the Parties. The place of arbitration shall be Bengaluru, Karnataka. The language of the arbitration shall be English. Any award of the arbitrator whether interim or final shall be subject to the jurisdiction of the courts in Bengaluru alone.

Contact Support Team at https://tallysolutions.com/support/

Tally Solutions Private Limited

AMR Tech Park IIB, No.23 & 24, 3rd Floor,

Hongasandra, Hosur Main Road,

Bangalore 560 068, India