1. Contract Timeline

The contract agreement should be made for a minimum period of 01 year. 

2. Payment Terms

   1. Full payment has to be made at the time of the purchase. 

   2. Device installation charge must be paid on delivery.

   3. Subscription fees are applicable at the beginning of the period, as on following terms:

      1. For monthly payment: within the 5th of every month

      2. For yearly payment: within the 15th of the beginning of the year

3. Payment Policy

   1. The payment should be made through account pay-cheque or any other banking payment service authorized by GoB like BEFTN, NPSB, or RTGS, where applicable, in the name of “Inovace Technologies Limited”.

The bank account details are given below: 

Bank Name: Standard Chartered Bank Limited
Account Name: INOVACE TECHNOLOGIES LIMITED
Account Number: 01-7198698-01
Branch: Gulshan Branch
Routing Number: 215261726

2. customers can make payments through MFS (bKash) and Cash also. A 2% extra charge will be applicable for bKash payment.

Official bKash Merchant Number: 01704-52-77-62

• VAT & Tax

• 7.5% (or govt. standard) of VAT will be added to the prices as per govt. rules.

• Inovace will provide Mushak 6.3 challan with all the invoices when submitted. The customer should provide a Mushak 6.6 document if the VAT is deducted from the source.

• Inovace will provide a Tax Exemption Certificate if any item is exempt from tax as per government rules.

4. Lead Time

   1. The minimum lead time for device delivery and installation is 72 hours after the Work Order has been placed. 

5. Installation, Implementation, & Commissioning

   1. The customer can request installation support (device, door lock, door-closer, exit button,  etc) from Inovace. Charges will be applicable according to the requirement. 

   2. The accessories provided within the installation charges are as follows: 

      1. Power cable up to 5 meters (routing distance)

      2. Cabling Accessories up to 5 meters (routing distance)

      3. Any extra cable or items needed will be charged separately.

   3. The customer must ensure the availability of an AC power connection within 5 meters (routing distance) of the device installation area.

   4. The customer should provide the power socket (if required).

   5. Any required civil work or interior decoration-related work must be completed by the customer.

   6. If a customer uses requests to deploy the Tipsoi Smart Attendance System on their own server, the Inovace Implementation & Commissioning team will conduct the server deployment of the developed software, configure the software, and test the connectivity between the hardware and software. The customer should mention this requirement before WO, and a deployment charge will be applicable for this service.

   7. Inovace Implementation & Commissioning team will ensure the on-site testing of the hardware items and connectivity during the installation period.

   8. The user guide is available at Tipsoi website.

   9. Inovace will provide a limited enrollment training on site as part of installation service.

   10. The customer can avail enrollment support from Inovace. Charges will be applicable according to the requirement. 

   11. Compliance guideline: The customer will ensure the compliance regulations to be followed (as per their guideline) and arrange the regulatory items if required (safety/protective equipment). This should be mentioned before WO from the customer end, especially when installation service is required.

   12. If any extra functional or hardware-related changes are needed at the device end (other than the default configuration), this should be considered a customization project, and charges will be applicable as per detailed requirements.

6. Support Service Scope

   1. Warranty Scope

      1. Inovace will provide a service warranty for the devices for 1 (one) year. Repair parts are outside the scope of this warranty.

      2. Adapter and other accessories are out of the scope of the warranty.

      3. For a warranty claim, the customer will send the problematic device to the Inovace workplace and can receive the repaired/replaced (as applicable) item from the Inovace workplace. 

      4. Inovace will not be liable for any damages (if in case) made during the decommission/commission by customer personnel.

      5. There will be a lead time of at least 48-72 hours for any device repair after receiving the faulty items. 

      6. Additional charges will be applicable for on-demand visits.

      7. Warranty is not valid if

         1. The device is physically damaged, misused, or dropped.

         2. The product is opened/pried open.

         3. There is any accidental power hazard at the customer end.

         4. Usage of an unauthorized power supply

         5. Act of GOD (like any disaster or natural calamity)

      8. After the warranty period expires, the actual cost will be applicable for the respective repair/replacement tasks if needed.

   2. Software License as Software as a Service 

      1. Inovace holds the relevant rights to the Tipsoi Smart Attendance System and will license the use of the Software as a service to the Customer.

      2. In consideration for payment of the Fees, Inovace grants to the customer a non-exclusive, non-transferable (except as otherwise permitted under this Agreement), revocable license to access and use the services in accordance with Tipsoi Smart Attendance’s intended purpose for the Services (SaaS Licence).

      3. All subscription fees are payable at the beginning of the subscription period.

      4. The customer will be notified through email and/or their Web Panel about the renewal of the AMC. A grace period of 15 days will be allowed for renewing the contract.

      5. Failure to renew the contract within the allowed time period will result in the termination of all support and services.

      6. After the termination of the service, another 10 days grace period will be allowed, after which all historical data and reports will be archived from the system.

      7. For each device the number of employees that can be managed with the Smart Attendance Panel is limited by device package.

      8. The software license fee can change anytime based on circumstances. 

      9. By accessing the services, the customer: 

         1. warrants to us that the customer has reviewed the terms & conditions of use and customer understands it; 

         2. warrants to us that the contact person has the legal capacity and authority from the customer’s organization to enter into a legally binding agreement with us; and

         3. agrees to use the services in accordance with the terms & conditions.

      10. To discontinue using the service, the customer must formally notify Inovace via email. Subscription charges will be applicable for the use of the service without termination notice.

      11. The customer agrees that the SaaS License:

          1. commences from the day the customer is granted access to the services;

      12. permits the customer to use the Tipsoi Smart Attendance Services in accordance with the Tipsoi Smart Attendance Services’ normal operating procedures; and

      13. permits the Customer to provide access and use of the SaaS Services to Authorized Users by embedding the SaaS Services into Customer’s services to its customers, as applicable.

   3. License Restrictions

      1. The Customer must not access or use the Tipsoi Smart Attendance Services except as permitted by the SaaS Licence and may not do or authorize the commission of any act that would or might invalidate or be inconsistent with the Inovace’s Intellectual Property Rights in the Tipsoi Smart Attendance Services and Softwares. Without limiting the foregoing provisions, the Customer agrees and acknowledges that it must not and will not permit any person to:

         1. resell, assign, transfer, distribute or provide others with access to the Tipsoi Smart Attendance Services;

         2. “frame”, “mirror” or serve any of the Tipsoi Smart Attendance Services on any web server or other computer server over the Internet or any other network;

         3. copy, alter, modify, create derivative works from, reproduce, resell, transfer to a third party, reverse assemble, reverse engineer, reverse compile, or enhance the Tipsoi Smart Attendance Services or Software; or

         4. alter, remove or tamper with any trademarks, any patent or copyright notices, or any confidentiality legend or notice, or any numbers, or other means of identification used on or in relation to the Tipsoi Smart Attendance Services.

      2. The Customer must not use the Tipsoi Smart Attendance Services in any way that breaches any statute, regulation, law or legal right of any person within the jurisdiction in which the Customer or its Personnel are located.

   4. Data

      1. The Customer grants to Inovace a license to copy, transmit, store and back-up or otherwise access, use or make reference to any Intellectual Property Rights in the Data:

         1. to do analysis for the purposes of predictive safety analytics, industry guideline production and other construction safety-related uses, provide such Data is re-identified;

         2. for diagnostic purposes;

         3. to test, enhance and otherwise modify the Services whether requested by the Customer or not;

         4. to develop other Services, and

         5. as reasonably required for the performance of the Inovace’s obligations under this Agreement.

      2. The Customer represents and warrants that:

         1. any and all data supplied by the customer or otherwise accessed by Inovace through the provision of the Services is the sole and exclusive property of the customer, or the customer has secured any and all authorizations and rights to use the data as applicable;

         2. its data does not breach any relevant laws, regulations or codes;

         3. its data does not infringe the Intellectual Property Rights of any third party;

         4. it will comply with all applicable laws and regulations in the jurisdiction where the customer accesses and publishes content using the SaaS Services; and

         5. to the extent that the data contains personal data, it has obtained the necessary consents in order to transfer or permit access to this data in accordance with applicable privacy and data protection laws.

      3. The Customer acknowledges and agrees that:

         1. any collation, conversion, and analysis of data performed as part of the Tipsoi Smart Attendance Services, whether by the Services or otherwise, is likely to be subject to human input and machine errors, omissions, delays, and losses, including but not limited to any loss of Data. The SaaS Provider is not liable for any such errors, omissions, delays or losses. The Customer acknowledges and agrees it is responsible for adopting reasonable measures to limit the impact of such loss or error;

      4. The Tipsoi Smart Attendance system automatically archives all data older than 1 year daily. This archived data will not be accessible from the Tipsoi Smart Attendance system directly. However, Inovace can prepare an arrangement for exporting the archived data against appropriate charges.

      5. Inovace is not responsible for any corruption or loss of any Data if such corruption or loss is due to an act or omission by the Customer, its Personnel, its Related Bodies Corporate, or any Authorized Users; and

      6. Inovace is not responsible for the integrity or existence of any Data on the Customer’s Environment, network, or any device controlled by the Customer or its Personnel.

      7. The Customer agrees to indemnify and hold Inovace harmless for the corruption or loss of any Data controlled or stored by the Customer or any Related Bodies Corporate, to the extent the corruption or loss is not caused by the negligent act or omission of the SaaS Provider or its Personnel.

   5. Service Level Agreement (SLA) Scope

      1. Service Availability

         1. The scope and response time for service and support will depend on the customer’s package. (Table – 5)

         2. The service for hosting the application will be available on a 24/7 basis for the customer except for maintenance windows or other scheduled or application-specific maintenance outlined.

         3. Inovace will strive to provide at least 24 hours prior notice before implementing any scheduled downtime.

         4. Inovace reserves the right to refuse any request in relation to the Services that it deems inappropriate, unreasonable, or illegal.

      2. Support response time

         1. The number of support requests available are unlimited.

         2. SLA response time refers to how quickly we will respond to a technical issue being raised via phone or email. The response time will depend on the package used by the customer.

         3. Standard response time is listed in the Support escalation table.

      3. Online Help-desk Support

         1. Regular response for the year-round at working hours.

         2. Emergency support for off-work hours.

         3. For online support, the following help-desk numbers are applicable:

            1. email: support@inovacetech.com 

            2. or, following contact numbers: 

4. Live Technical Support is available: from 9:00 am – 06:00 pm GMT+6, Sunday through Thursday, excluding all government holidays.

Table 5 – Package wise Support Scope

Support escalation table: