These Terms and Conditions ("Terms") govern the access and use of the Goflamingo SaaS platform, including associated mobile applications (the "Platform"), by the client ("Client" or "Customer") for e-procurement, supply chain management, and logistics facilitation services. By accessing or using the Platform, the Client agrees to be bound by these Terms.
Goflamingo grants the Client a limited, non-exclusive, non-transferable, and revocable license to access and use the Platform and associated mobile applications (such as Goflamingo Logistics and procurement apps ) solely for the Client's internal business operations in managing logistics, procurement, and institutional sales. The services include access to modules such as digital eSourcing, PR management, eAuctions, supplier management, and Purchase Order creation.
Goflamingo commits to maintaining a predefined level of operational uptime, as detailed in the separate Service Level Agreement appendix (if applicable). In the event of material service failure or prolonged, unplanned downtime that breaches the guaranteed SLA, the Client may be entitled to service credits, which shall constitute the Client's sole and exclusive remedy. Goflamingo shall not be liable for access failures arising from the Client's non-compliance with system preconditions (e.g., necessary browser versions, bandwidth).
The Client acknowledges and agrees that the submission of any On-Line Quotation, Bid, or Purchase Order ("PO") through the Platform using the Client’s valid access credentials (ID and password), or executed with a digital signature, shall be considered a valid, binding action undertaken by an authorized representative of the Client. The Client shall be fully and solely responsible for the execution and performance of any resultant contract arising therefrom, including but not limited to the binding obligations created by the real-time bidding on the eAuction platform.
Goflamingo acts solely as a technological intermediary or aggregator for Third-Party Logistics Providers ("3PLs"), transporters, and verified suppliers. Contracts for physical supply, freight, transportation, or warehousing services are entered into directly between the Client and the relevant Third Party. Goflamingo expressly disclaims all responsibility and liability for the quality of services, delivery schedules, conduct, performance, or non-performance of such Third Parties.
All intellectual property rights in the Platform, including software code, interface design, patents, trademarks, and methodologies (including the e-Auction mechanisms), are and shall remain the exclusive property of Goflamingo.
The Client retains all ownership rights to the data provided by the Client or generated through the Client's use of the Platform (including PRs, POs, vendor lists, and transactional history) ("Customer Data"). Goflamingo is granted a limited, revocable license to process Customer Data strictly to operate, maintain, and provide the services under these Terms. Goflamingo may use anonymized and aggregated data derived from the Customer Data for platform improvement and analytical purposes, provided such data cannot identify the Client or any Data Principal.
Goflamingo’s total aggregate liability arising out of or related to these Terms or the use of the Platform, regardless of the cause of action (whether in contract, tort, or otherwise), shall be capped at the total amount of fees paid by the Client to Goflamingo in the six (6) months immediately preceding the event giving rise to the claim.
Goflamingo shall not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including but not limited to, damages for loss of profits, loss of data, loss of anticipated savings, or interruption of business, even if Goflamingo has been advised of the possibility of such damages. This exclusion applies across all claims related to the Platform and its facilitation of logistics/procurement.
The Client shall indemnify, defend, and hold harmless Goflamingo against any and all losses, damages, liabilities, costs (including reasonable legal fees) arising from: (a) any breach of these Terms by the Client; (b) the Client’s violation of any applicable laws (including data protection laws); (c) the Client’s actions or inactions related to any Third-Party services procured through the Platform; and (d) any claim that the Customer Data infringes a third party's intellectual property.
The Client agrees to pay all applicable subscription fees and charges in accordance with the agreed-upon billing frequency, plus any applicable statutory taxes, including Indian GST. Subscriptions shall automatically renew for successive periods unless either party provides written notice of non-renewal prior to the end of the current term. Specific notice requirements must be met to avoid automatic billing.
Upon termination for any reason, the Client’s license to use the Platform shall immediately cease. The Client must download all Customer Data within thirty (30) days following the termination date. Thereafter, Goflamingo shall securely delete or anonymize remaining Customer Data, in line with statutory data retention limitations.[7, 18]
These Terms shall be governed by, and construed in accordance with, the laws of India.
Any dispute, controversy, or claim arising out of or relating to these Terms, including any question regarding their existence, validity, or termination, shall first be subject to good faith negotiation between the parties. If the dispute is not resolved within thirty (30) days, it shall be referred to and finally resolved by binding arbitration administered in accordance with the provisions of the Arbitration and Conciliation Act, 1996. The seat and venue of the arbitration shall be **Bengaluru, Karnataka, India**.
Notwithstanding the arbitration agreement, the parties may seek urgent interim or injunctive relief from the competent courts in **Bengaluru, Karnataka, India**.
For any questions or concerns regarding these Terms, please contact:
GOFLAMINGO BUSINESS PRIVATE LIMITED
Address: 4th Floor, Above Cafe Coffee Day, Sector 4, HSR Layout, Bengaluru, Karnataka 560102
Email: sales@goflamingo.co.in