TERMS OF USE – SUREASSET (EULA)

These Terms of Use (the “Terms”) form a binding contract between 42Gears Mobility Systems Pvt. Ltd, its affiliates, and subsidiaries (“42Gears,” “we,” “our,” or “us”) and any person or entity that accesses or uses the SureAsset webpage, mobile application, and related features or Services (collectively, the “Service”). By creating an account, clicking “I Agree,” or otherwise using the Service, you (“Customer,” “you,” or “your”) acknowledge that you have read and accepted these Terms. If you do not agree, do not use the Service.

These Terms operate in addition to, and do not supersede, any separately signed agreement you may have with 42Gears. If a conflict arises, this Agreement shall prevail.

PURPOSE OF THE SERVICE
The Service helps organizations add and manage and track assets, accessories, consumable IT assets etc. Before acting on any information derived from the Service, consult a qualified professional familiar with your unique circumstances. You assume all risk for decisions made in reliance on the Service.
YOUR RIGHT TO USE THE SERVICE
1. License Grant. We grant you a limited, non‑exclusive, non‑transferable, revocable license to access and use the Service solely for your internal business purposes.
2. Conditions. You must:
  1. Provide accurate, current, and complete registration data and keep it updated;
  2. Use a standards‑compliant web browser on computer and maintain Internet or network connectivity at your own cost;
  3. Comply with all applicable laws and these Terms.
3. Prohibited Conduct. You will not (including but not limited to) :
  1. Copy, modify, sublicense, sell, lease, or reverse‑engineer any part of the Service;
  2. Deploy robots, scrapers, or other automated means to extract data without our prior written consent;
  3. Upload viruses, malware, or other harmful code;
  4. Interfere with or attempt to gain unauthorized access to any account, network, or system.
ELIGIBILITY
The Service is intended for users 16 years of age or older. By using the Service, you represent that you meet this requirement. We may suspend or terminate accounts of users who are (or are believed to be) under 16.
ACCOUNTS, CREDENTIALS, AND FEES
1. Registration:
  To post data or purchase fee‑based functionality, you must create an account (“User Account”) and, if applicable, provide a valid payment method.
2. Charges:
  We are currently offering the service free of charge. If this changes in the future, any applicable fees will be set out in an order form or in-app notice and will be billed in advance, non-refundable, and exclusive of taxes unless otherwise specified. We may change pricing on prior notice; your continued use constitutes acceptance.
3. Invoicing:
  Once we sell the Services for price, unless otherwise agreed in an Order, 42Gears will invoice Customer as follows: a. for Products, annually in advance; and/or b. for Services and associated expenses, monthly in arrears.
  
  The Customer agrees to pay 42Gears the fees indicated in each applicable Order within thirty (30) days of Customer’s receipt of the invoice for the applicable Order. All payments are non-refundable (except as expressly set forth in this Agreement). All fees are pre-tax, and Customers will be responsible for all taxes, withholdings, duties, and levies arising from the Order. Any late payments will be subject to a service charge equal to 1% per month of the amount due or the maximum amount allowed by law, whichever is less. If Customer is required to withhold and pay any withholding tax imposed at source on any amount payable to 42Gears under this Agreement, then Customer will deliver to 42Gears the original tax receipt or other proof of payment, and Customer’s payment of the balance (after deducting any such withholding) will constitute payment in full of the amount owed by Customer to 42Gears and Customer will assist 42Gears in recovering any withholding tax from the relevant tax authority. If 42Gears is required by Customer to use any invoicing portal or similar service to issue invoices, receive purchase orders, or otherwise contract with Customer, then any fees incurred by 42Gears for its use of such portal or service will be billed back to Customer.
4. Security:
  Keep your username and password confidential. You are responsible for all activity that occurs under your credentials. Notify 42Gears immediately if you suspect unauthorized access.
5. Third‑Party Processors:
  We use trusted providers (e.g., payment gateways, cloud hosts) to deliver the Service. They may receive or process your data solely as required to perform their Services, subject to confidentiality obligations.
6. Purchases Through Resellers:
  In the event Customer purchases Services via a reseller, the invoicing and payment terms agreed between Customer and such reseller will apply in lieu of the terms set forth herein
USER CONTENT
“User Content” means any data, text, photos, files, account credentials, or other material you upload or submit to the Service. You agree not to post content that:
1. infringes any intellectual‑property or privacy rights;
2. violates law or regulation;
3. is defamatory, hateful, obscene, or otherwise objectionable;
4. contains health information regulated under HIPAA
5. includes malicious code.
CUSTOMER’S OBLIGATIONS REGARDING END USERS
The Customer shall ensure that it has obtained all necessary rights, consents, and authorizations from any individuals whose data is entered or processed within the Services. The Company shall not be liable for any claim or complaint arising from the Customer’s failure to obtain appropriate consents or comply with applicable data protection or employment laws. The Customer agrees not to use the Services to collect or process any data in violation of applicable laws, including data protection, labor, or consumer protection laws.
DATA RESPONSIBILITY AND END USER CONTENT
The Customer acknowledges and agrees that it is solely responsible for all data, including any personal information, entered into the Services by or on behalf of the Customer or its authorized users (“Customer Data”).

This includes, without limitation, information relating to the Customer’s employees, contractors, or other third parties whose assets are being managed via the Services. The Company does not control, monitor, or take responsibility for the content or legality of Customer Data.
LICENSE YOU GRANT TO 42GEARS
You grant 42Gears a worldwide, royalty‑free license to host, copy, transmit, display, and otherwise process User Content only to operate, improve, and support the Service and as otherwise described in our Privacy Policy. You also authorize us to include your name and logo in our customer lists and marketing materials, unless you opt out in writing.
INTELLECTUAL PROPERTY
All content and technology supplied by 42Gears—including text, graphics, software, algorithms, and trademarks—are owned by or licensed to 42Gears and protected by intellectual‑property laws. Other than the limited license in Section 2, no rights are granted to you. You may download or print content solely for internal use and must preserve all proprietary notices.
THIRD-PARTY SITE AND APPS
The Licensed Software may include access to Third-Party websites or applications that are neither owned nor controlled by 42Gears. These third-party services are governed by their respective terms of service and privacy policies. As 42Gears does not manage or operate these external websites and applications, it assumes no responsibility for their content, functionality, or any issues that may arise from their use.42Gears disclaims all liability associated with the use of third-party websites or applications and does not provide any endorsements, guarantees, or assurances regarding their reliability or performance. Additionally, 42Gears will not indemnify users for any claims, damages, or losses incurred due to the use of third-party services.Furthermore, any Service downtime affecting the Products caused by third-party service provider failures will not be considered under the Service Uptime Commitment, regardless of any contrary provisions in this Agreement.
DISCONTINUATION OF SOFTWARE VERSION AND SUPPORT
42Gears reserves the right to discontinue maintenance, updates, and security patching for product versions that have reached their end-of-life. In such event, the 42Gears shall provide the Customer with written notice prior to the cessation of support. Upon the expiration of the notice period, 42Gears shall revoke Customer’s access to the discontinued version and shall, at no additional cost to the Customer, upgrade the Software to a current version of the product.

The Customer acknowledges and agrees that 42Gears shall not be held liable for any issues, including, without limitation, security vulnerabilities, compatibility issues, or loss of functionality, arising from the Company’s continued use of any version of the product that is no longer supported.
DISCLAIMER OF WARRANTIES
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, 42GEARS DISCLAIMS ALL WARRANTIES—EXPRESS, IMPLIED, OR STATUTORY—INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON‑INFRINGEMENT. WE DO NOT GUARANTEE THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR‑FREE, OR SECURE, OR THAT DATA WILL BE ACCURATE OR COMPLETE.
LIMITATION OF LIABILITY
TO THE FULLEST EXTENT ALLOWED BY LAW, 42GEARS AND ITS 42GearsS, OFFICERS, EMPLOYEES, OR AGENTS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, DATA, GOODWILL, OR OTHER INTANGIBLES, ARISING OUT OF OR RELATED TO THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY. 42GEARS’S TOTAL CUMULATIVE LIABILITY FOR ANY DIRECT DAMAGES WILL NOT EXCEED US $100 OR THE AMOUNT YOU PAID TO 42GEARS FOR THE SERVICE IN THE TWELVE MONTHS PRIOR TO THE CLAIM, WHICHEVER IS GREATER.
INDEMNIFICATION
You will defend, indemnify, and hold harmless 42Gears and its officers, directors, employees, and agents from any claim, loss, or expense (including reasonable attorneys’ fees) arising out of or related to your: (a) use or misuse of the Service; (b) breach of these Terms; or (c) violation of any law or third‑party right; and (d) breach of any applicable law or regulation including privacy regulations such as GDPR, CCPA etc. and any claim by a third-party (including Customer’s employees or users) relating to the collection, processing, or misuse of their personal information through the Services.
TERM, SUSPENSION AND TERMINATION
These Terms take effect on your first use of the Service and continue until terminated. We may suspend or terminate the Service, your account, or access at any time—with or without notice—if we believe you have breached these Terms or pose a risk to us or other users. Sections that by their nature should survive termination (e.g., intellectual property, disclaimers, limitation of liability) will remain in force.
1. Termination for Cause:
  Either party may immediately terminate this Agreement and/or any related Orders if the other party:
  1. fails to cure any material breach of this Agreement within thirty (30) days after receipt of written notice of such breach;
  2. ceases operation without a successor;
  3. seeks protection under any bankruptcy, receivership, trust deed, creditors arrangement, composition or comparable proceeding, or if any such proceeding is instituted against such party (and not dismissed within sixty (60) days thereafter); or
  4. materially violates the other party’s intellectual property rights.
    The parties acknowledge that a violation of the sections titled “License Restrictions”, “Payment”, and “Confidential Information” will be deemed to be a material breach of this Agreement.
2. Effect of Expiration or Termination
  1. Upon any expiration or termination of an Order, Customer will cease all use of the Products/Services licensed under such Order. Where Customer terminates an Order for cause, 42Gears will refund Customer for all fees paid in advance for Products or Services not yet received, on a pro-rata basis from the termination date to the end of the Subscription Term. Where 42Gears terminates an Order for cause, all fees committed under the terminated Orders will become immediately due and payable.
  2. Termination of this Agreement or an Order will not automatically terminate any other agreement or order unless the terminating party is entitled to terminate such other agreement or order and includes such other agreements or orders in its termination notice to the other party.
  3. The Customer shall immediately pay any outstanding amounts owed to 42Gears under this Agreement and with respect to any License/Software under a Subscription, all remaining subscription fee installments over the subscription period;
    1. remove the Software from each server and each Device or terminal on which it is installed;
    2. cease all use or exploitation of any intellectual property or Confidential Information of 42Gears relating to the Software; and
    3. deliver or destroy (at 42Gears’ option) all copies, full or partial, of the Software and Documentation that are in the possession of Customer.
  4. Notwithstanding anything provided foregoing, the termination of this Agreement shall not limit 42Gears rights or remedies at law or in equity in case of breach by You (during the Term of this Agreement) of any of Your obligations as provided in this Agreement.
    In no event shall any termination relieve the Customer of the obligation to pay any fees payable to 42Gears or its respective authorized representative(s) for the period prior to the effective date of termination.
3. Suspension
  In addition to the termination rights and without limiting Licensor’s other rights and remedies under this EULA, Licensor reserves the right to suspend Licensee’s access to a Software if it determines in its sole discretion, that: (i) payment is not received within thirty (30) days from the date on which payment is due; (ii) Licensee’s or its authorized users’ use of the Software are in breach of this Agreement and not cured as required in this Agreement; (iii) Licensee failed to timely address Licensor’s request to take action pursuant to notification issued by Licensor; (iv) suspension is required pursuant to a subpoena, court order or other legal process. Licensor agrees to notify Licensee of any such suspension and Licensee shall remain responsible for all the Fees incurred before or during such suspension. Licensor reserves the right, in its discretion, to impose reasonable fees to restore archived data upon Licensee’s request from delinquent accounts.
SOFTWARE OPERATION DISCLAIMER
You are aware that the function and the usage of the Software provided by the 42Gears hereunder is to configure which applications and Device features can be used by the Authorized User in the requisite Devices such as Android, iOS and any other operating systems. The use of Software may cause the emergency call/emergency dial feature to cease to operate in the Device on which the Software is installed. 42Gears is not aware of Customer’s intended use and function of the Software and does not make any representation and assertions that the Software will meet all the requirements of the Customer. Customer alone is responsible to determine the Software’s suitability for Customer’s intended usage and function. Customer is expressly forbidden from using any part of the Software in life saving or life critical applications or high risk or strict liability activity and function which reasonably is expected to result in a physical injury, or in loss of tangible and intangible property, or loss of life; without the expressed written permission from 42Gears. 42Gears shall not be responsible for any excessive data usage due to any Authorized User action or application error in the Software. The Customer confirms that its decision to purchase the Software was not made in reliance on the future availability of new Products, additional features, components, or versions of the Software, nor on any oral or written statements made by the 42Gears about potential future functionality or features. Notwithstanding anything to the contrary in this Agreement, the 42Gears shall not be liable for any damages (direct, indirect, punitive or consequential) arising from any Device malfunction caused by the operation of the Software. Customer acknowledges and agrees that it has not based its purchasing decision on the future availability of any new Products and/or additional features, components or versions of the Products, nor on any oral or written comments made by the 42Gears regarding future functionality or features.
DATA PRIVACY
1. Our Privacy Policy explains how we collect, use, and share your information and is incorporated into these Terms by reference. By using the Service, you consent to our data‑handling practices.
2. We implement commercially reasonable technical and organizational measures to protect personal data. However, you acknowledge that no system is fully secure, and you use the Services at your own risk.
3. The Company provides the Services as a data processor (or service provider) and does not determine the purposes or means of processing any personal data entered by the Customer. The Customer is solely responsible for ensuring compliance with all applicable data protection laws in relation to personal data of third-party individuals (including employees, contractors, or clients) that it submits to or manages using the Services.
SUPPORT AND MAINTENANCE
This software is provided free of charge. We offer complimentary support on a best-effort basis exclusively through email at techsupport@42gears.com. Please note that we do not guarantee a response time, but we do our best to help as our resources allow.
CONFIDENTIAL INFORMATION
The Recipient will a) have the right to disclose the Confidential Information only to its employees, consultants, contractors and Affiliates having a need to know and who have agreed in writing to be bound to confidentiality terms substantially similar to those contained herein; b) use at least as great a standard of care in protecting the Discloser’s Confidential Information as it uses to protect its own information of like character, but in any event not less than a reasonable degree of care; c) use such Confidential Information only in connection with its rights and/or obligations under this Agreement; and d) at the Discloser’s option return or destroy any or all Confidential Information upon the Discloser’s demand. Confidential Information will remain confidential for a period of three (3) years from disclosure. No time limit will apply to Confidential Information marked or otherwise identified as or deemed to be a “Trade Secret”. Any software, documentation or technical information provided by 42Gears (or its agents), performance information relating to the Products, and the terms of this Agreement will be deemed “Trade Secrets” of 42Gears without any marking or further designation.
1. Exclusions:
  The Recipient’s nondisclosure obligation does not apply to information that: (a) was rightfully in its possession or known to it prior to receipt of the Confidential Information; (b) is or has become public knowledge through no fault of the Recipient; (c) is rightfully obtained by the Recipient from a third-party without breach of any confidentiality obligation; (d) is independently developed by employees of the Recipient who had no access to such information; or (e) is required to be disclosed pursuant to a regulation, law or court order (but only to the minimum extent required to comply with such regulation or order and with advance notice to the Discloser).
2. Equitable Relief:
  The Recipient acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone would not be a sufficient remedy, and therefore that upon any such disclosure by the Recipient the Discloser will be entitled to seek appropriate equitable relief in addition to whatever other remedies it might have at law.
MISCELLANEOUS
1. Entire Agreement
  This EULA constitutes the entire Agreement between the Licensor and the Licensee in relation to this subject matter and any prior representations, statements or undertaking howsoever made, are expressly excluded. Unless the Parties otherwise agree, all use of the Software and Support and maintenance Services are subject to the terms and conditions of this Agreement. Licensor doesn't agree to any other terms, including without limitation any terms on Licensee’s purchase orders or invoices or similar documents.
2. Amendments
  Licensor reserves the right to modify and amend the terms and conditions of this EULA from time to time and any such modifications and amendments shall take effect once published on Licensor’s website or otherwise notified to the Licensee.
3. Severance
  If any provision of this EULA is declared illegal or unenforceable by a competent court of jurisdiction, then such provision is to be severed from this EULA and all other provisions of this EULA shall remain in full force and effect.
4. Waiver
  Any delay or failure by the Licensor in enforcing its rights under this EULA is not to be construed as a waiver of those rights.
5. Assignment
  The Licensee may not assign, sub-contract or otherwise transfer any of the Licensee’s rights or obligations under this EULA unless the Licensor has given its prior written consent.
6. Force Majeure
  Neither party will be liable to the other for any delay or failure to perform any obligation under this Agreement (except for a failure to pay Fees) if the delay or failure results from any cause beyond such party’s reasonable control, including but not limited, acts of God, acts of government, acts of terror or civil unrest, Internet failures, or acts undertaken by third parties not under the performing party’s control, including, without limitation, denial of service attacks (“Force Majeure Event”).
7. Export Compliance
  Each party will comply with all applicable export laws and regulations of the United States and any other country with jurisdiction over the Products and/or either party.
8. Anti-Bribery
  Each party represents and warrants that (i) in connection with this Agreement, it has not and will not make any payments or gifts or any offers or promises of payments or gifts of any kind, directly or indirectly, to any official of any government or any agency or instrumentality thereof and (ii) it will comply in all respects with the Foreign Corrupt Practices Act, UK Bribery Act 2010, or any similar local laws
9. Customer Contact Information
  Customer is responsible for ensuring that 42Gears has at all times updated and accurate Customer contact information for 42Gears to notify Customer regarding any security and products related issues. Customer shall provide Customer current contact information via the 42Gears support portal.
  42Gears may update these Terms periodically. Material changes will be posted in the Service or sent to your registered email. Continued use after the effective date constitutes acceptance.
10. Governing Law & Jurisdiction
  These Terms are governed by the laws of India without regard to conflict‑of‑law rules. Any dispute arising from or relating to the Service shall be resolved exclusively in the competent courts located in Bengaluru, India, and the parties’ consent to personal jurisdiction there.
11. ASSIGNMENT
  We may assign our rights or obligations under these Terms in connection with a merger, acquisition, or sale of assets. You may not assign these Terms without our prior written consent.

Version 1.0 | Release Date: July 3, 2025