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Terms of Services

Please read these Terms of Service ("Terms", "Agreement") carefully before using the Kudoo Technologies website and services. By accessing or using our site and services, you agree to be bound by these Terms. 

 

1. The Agreement

This Agreement shall constitute the whole contract between Kudoo Technologies Ltd and the Client to the exclusion of all conditions and warranties statutory or otherwise which are permitted by law to be excluded. Any variation to this agreement is only binding on Kudoo Technologies Ltd if it is in writing and signed by a Director of Kudoo Technologies Ltd.

2. Software System

Kudoo Technologies Ltd software system(s) (“the System”) consists of a pre-written program application package, complete with description and documentation as appropriate. Kudoo Technologies Ltd believes that the System being furnished is accurate, reliable and accomplish the results set out in the current application software description. Kudoo Technologies Ltd shall have no obligation to make alterations to the design of the system as described except as under the terms of this agreement.



3. Non-Specific Equipment Users

Kudoo Technologies Ltd reserves the right to make charges for any support or service activity resulting from

1. The use of software, hardware, peripherals, consumables, media or any other item, addition or technique which is not installed approved or supplied by Kudoo Technologies Ltd.

2. Client personnel not being trained by Kudoo Technologies Ltd or its appointed agents to use the System.



4. Title to Software

Title to the ownership of the System shall remain with Kudoo Technologies Ltd. The System must not be copied (save for one back up), reproduced or in any way distributed without permission in writing from Kudoo Technologies Ltd signed by a Director of Kudoo Technologies Ltd.



5. Equipment

1. The use of the System is specifically restricted to the computer equipment approved by Kudoo Technologies Ltd. Any change in the equipment on which the System is to operate must be notified to Kudoo Technologies Ltd in writing.

2. A separate license is required for each operable user who may access the System.

6. Transfer

The Client agrees that granting of a license to use the system conveys to the Client only a non-exclusive license for use of the System.


7. Confidentiality

All information or data passed by the Client to Kudoo Technologies Ltd and any results arising therefrom, which are of a confidential nature will be treated as such and Kudoo Technologies Ltd will use all reasonable endeavour to procure that such information or data is not divulged to any third party without the Client’s authority.



8. Use of Products

8.1. Permitted Use

Subject to this Agreement and during the applicable Subscription Term, Kudoo Technologies Ltd grants Customer a non-exclusive, worldwide right to use the Products and related Support and Advisory Services for its and its Affiliates’ internal business purposes, in accordance with the Documentation and subject to Customer’s Scope of Use, as specified in the Order and the Product-Specific Terms.


8.2. Restrictions

Except to the extent otherwise expressly permitted by this Agreement, Customer must not (and must not permit anyone else to):

(a) rent, lease, sell, distribute or sublicense the Products or (except for Affiliates) include them in a service bureau or outsourcing offering,

(b) provide access to the Products to a third party, other than to Users,

(c) charge its customers a specific fee for use of the Products, but Customer may charge an overall fee for its own offerings (of which the Products are ancillary),

(d) use the Products to develop a similar or competing product or service,

(e) reverse engineer, decompile, disassemble or seek to access the source code or non-public APIs to the Products,

(f) modify or create derivative works of the Products,

(g) interfere with or circumvent Product usage limits or Scope of Use restrictions,

(h) remove, obscure or modify in any way any proprietary or other notices or attributions in the Products, or

(i) violate the Acceptable Use Policy.



9. License Fee

Kudoo Technologies Ltd will levy a monthly or annual license fee (per operating site). The Client shall sign a specific contract to this effect at the date of placing the initial order for the System. It is a specific condition of acquiring the System that the Client shall agree to continue to pay the license fee for so long as the Client continues using the System.



10. Termination

If any sum payable to Kudoo Technologies Ltd under the terms of this agreement or for any other services supplied is unpaid for fourteen days after it has become due or if there are any other breaches of the contract on the part of the Client or if the Client be adjudged bankrupt, make an assignment or composition with its creditors, or being a company, go into liquidation, or have a receiver or manager of its business or undertaking appointed, then Kudoo Technologies Ltd may, without prejudice to any of its other rights, forthwith terminate the contract in writing to the Client.



11. Quotations

Prices quoted for Odoo ERP software and services submitted to the Client are valid for a period of 30 days from date of the quotation, unless otherwise stated in the quotation under the signature of a Director of Kudoo Technologies Ltd.



12. Cancellation

An order once accepted by Kudoo Technologies Ltd is binding on the Client, and in the event of cancellation Kudoo Technologies Ltd reserves the right to charge for any work done and for any equipment or services provided (including any costs incurred for the purpose of the order) prior to the date of receipt by Kudoo Technologies Ltd of written notice of cancellation.



13. General

The Client hereby undertakes not to make an offer of employment or any financial inducement to any employee of Kudoo Technologies Ltd or its appointed agents during the contract with Kudoo Technologies Ltd or during a period of six months after its termination.


Unless otherwise specified in writing by the Client, Kudoo Technologies Ltd will have the right to use the Client's name and company logo on publicity material together with the name of the type of application involved.


Differences between Kudoo Technologies Ltd and the Client arising out of this contract shall (except whereby its terms Kudoo Technologies Ltd's decision is to be final and binding) be referred to the arbitration of two persons or their umpire in accordance with the provisions of the arbitration act in force at the start of this contract.