Terms & Conditions
Last modified on August 22, 2024
1. Introduction
Welcome to Eddress, a SaaS platform provided by Eddress LTD, a company incorporated in the Abu Dhabi Global Market (ADGM) and existing under the Abu Dhabi Global Market Companies (AMENDMENT NO.1) Regulations 2020, registered under No. 000008198 (“Eddress”). These Terms of Use (“Terms”) govern your access to and use of our services. By using our platform, you agree to comply with these Terms. Please read them carefully.
2. The Service
Eddress is a SaaS platform specializing in marketplace and delivery management solutions for single and multi-merchant enterprises. The platform offers a comprehensive suite of tools for order management, fulfillment, fleet management, real-time order tracking, and multi-language support.
Eddress also provides white-labeling capabilities, allowing Clients to brand the platform's interface to match their identity, including customization of logos, colors, app icons, splash screens, fonts, emails, and notifications.
"Client" refers to any entity that has entered into a contractual agreement with Eddress for the use of the Eddress software and services. The term “Client” does not refer to the end users of the Client's services who interact with the Client's brand or platform.
3. Specific Terms Agreed by the Client on the Subscription Form
The specific terms of service offered to the Client, including pricing, subscription plans, and any additional services, are detailed in the Subscription Form agreed upon by the Client. The Subscription Form constitutes an integral part of these Terms and governs the relationship between the Client and Eddress. In the event of any discrepancy between the terms of these Terms and those of the Subscription Form, then the terms of these Terms shall prevail.
4. Subscription, Invoicing, and Payment
Eddress operates on a subscription-based model, with fees detailed in the Subscription Form. Clients can choose between monthly and annual billing cycles. Additional fees may apply for one-time services such as setup, customization, or third-party integrations, and usage-based charges may apply for features that exceed predefined limits.
Payments are accepted via credit card, bank transfer, or other agreed-upon methods, and all payments are processed securely.
Custom work fees are paid upfront before work commences, and transactional fees are billed at the start of each month.
Late payments are subject to a penalty fee of 1.5% per month on the outstanding balance, and Eddress reserves the right to suspend or terminate services if payment is not received within 30 days of the due date.
Refunds are generally not offered unless there is a significant failure on Eddress's part to provide the service as agreed. However, any refund requests are evaluated on a case-by-case basis, and Clients are entitled to a refund if the service is terminated by Eddress without cause before the end of a billing cycle.
Custom work requested by the customer is non-refundable unless a written request is sent to finance@eddress.co within one day of payment.
5. Set Up Services
Eddress provides set-up services as outlined in the Subscription Form. The platform is fully hosted in the cloud, requiring no special hardware for installation.
Any initial customization or third-party integrations required by the Client will be performed during the setup process.
Custom work is subject to additional fees and must be paid upfront before commencement.
6. Data Storage and Handling
Eddress collects and processes user data in accordance with our privacy policy.
Data is stored securely on AWS servers, primarily located in regions compliant with relevant data protection regulations, including AWS Ireland and other countries in the European Union.
Data is protected using industry-standard encryption, access controls, and regular security audits.
Eddress processes data to provide and improve services, sharing it with third-party service providers only when necessary for operations, subject to strict data protection agreements. All third-party providers used by Eddress follow the same data management principles and are GDPR compliant.
Data is retained for as long as necessary to fulfill the purposes for which it was collected.
Users have the right to request access to, correction of, or deletion of their data, subject to legal and contractual obligations.
Data is not retained after the user deletes their account.
7. Intellectual Property Rights
All intellectual property rights, including but not limited to the Eddress software, source code, design, user interface, documentation, and any updates or enhancements thereto, are the exclusive property of Eddress.
Clients acknowledge that they are granted a limited, non-transferable, non-exclusive license to use the Eddress software solely for their business operations, as outlined in these Terms.
Clients grant Eddress a non-exclusive, royalty-free, worldwide license to use their trademarks, logos, and branding elements for the purpose of providing the white-label service. This license includes, but is not limited to, the customization of the user interface, communications, and marketing materials as required to deliver the service.
Both parties agree to respect each other’s intellectual property rights and commit to using them only as explicitly permitted under these Terms. Neither party shall use, reproduce, modify, or distribute the other party’s intellectual property without prior written consent, except as expressly authorized herein.
The use of the software for any illegal activities or in a manner that breaches these Terms is strictly prohibited.
8. Confidentiality
Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the term of this agreement. This includes, but is not limited to, Client data, business strategies, and software design. Confidential information shall not be disclosed to any third party without the prior written consent of the disclosing party, except as required by law.
9. Term and Termination
These Terms shall commence on the effective date specified in the Subscription Form and continue for the subscription period unless terminated earlier in accordance with these Terms.
Either party may terminate the agreement with 30 days' written notice. Eddress reserves the right to terminate the Client’s use of the license immediately in cases of breach of terms, illegal activities, or non-payment.
Upon termination, Clients will lose access to the platform, and any outstanding fees will become immediately due. Clients have 30 days from the termination date to request an export of their data.
Refunds are not issued for unused portions of the subscription unless the termination is due to a failure on our part to deliver the service.
10. Limitation of Liability
Exclusion of Indirect Damages: Eddress shall not be liable for any indirect, special, incidental, or consequential damages arising out of or related to this Agreement, including, without limitation, costs of delay, loss of data, records, information, or lost profits, even if Eddress has been advised of the possibility of such damages.
Total Limit on Liability: Eddress’s total liability arising out of or related to this Agreement, whether in contract, tort, or otherwise, shall not exceed the total amount paid by the customer within the 6-month period immediately preceding the event that gave rise to the liability.
11. Indemnification
The Client agrees to indemnify, defend, and hold harmless Eddress and its affiliates, officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorney’s fees) arising out of or related to the Client’s use of the platform, breach of these terms, or violation of any applicable laws.
12. Governing Law and Competent Jurisdiction
These Terms of Use shall be governed by and construed in accordance with the laws of the United Arab Emirates (UAE). Any disputes arising out of or relating to these terms shall be subject to the exclusive jurisdiction of the courts of Dubai, UAE.
13. Miscellaneous
Entire Agreement and Changes: These Terms, along with the Subscription Form, constitute the entire agreement between the parties and supersede any prior agreements or understandings. Eddress reserves the right to update or modify these terms at any time, with notice provided to the Client.
No Assignment: The Client may not assign or transfer any rights or obligations under this agreement without the prior written consent of Eddress.
Independent Contractors: The parties are independent contractors, and nothing in this agreement creates a partnership, joint venture, or agency relationship between them.
Enforceability and Force Majeure: If any provision of this agreement is found to be unenforceable, the remaining provisions shall remain in full force and effect. Eddress
shall not be liable for any delay or failure to perform its obligations due to events beyond its reasonable control, including but not limited to natural disasters, acts of war, or governmental actions.
Severability: If any provision of these terms is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
No Waiver: The failure of either party to enforce any right or provision of these terms shall not constitute a waiver of such right or provision.
13. Miscellaneous
eddress may amend these Terms at any time by posting the amended Terms of Use on the Site at www.eddress.co. You agree and have the obligation to review these Terms regularly to be aware of any such modifications. Your continued use of the website shall be deemed to be your conclusive acceptance of any modified version of the Terms.
