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NON -DISCLOSURE AGREEMENT

This agreement is effective and binding to the subscriber and user of OVIS service, hereinafter called as the “Company”. The service is offered by M/s Inforcom Technologies Pvt. Ltd., a software consulting firm, having its registered office at 6, North View – II, Opp. L.D. College of Engineering, Navrangpura, Ahmedabad – 380009, Gujarat, India. (PAN No. 24AAA7879N1ZW, CIN U72200GJ2000PTC037951, ROC 04-37951/2000-2001) hereinafter called as the “Service Provider”. The Company and the Service Provider will collectively be referred to as “Parties” and individually as a “Party”.

1. The Purpose.
The Company and the Recipient wish to explore a potential business relationship in connection with which the Company may disclose its volunteers’ Information Recipient, for the purpose of Volunteers Cross participation Tracking, hereinafter called as the “Purpose”. The service offer by the Recipient and the service subscribed by the Company using the SaaS (Sofware As A Service) titled OVISTM (Online Volunteers Information System). The version under consideration is 4.0


2. Definition of Confidential Information.
Confidential Information means any information, technical data, or know-how, including but not limited to, that which relates to research, product plans, products, services, customers, markets, software, developments, inventions, processes, designs, drawings, engineering, hardware configuration information, marketing or finances and any other things, deeds etc of the Company, which all shall be deemed as Confidential Information.

Confidential Information does not include information, technical data or know how which (I) is in the possession of the receiving party at the time of disclosure as shown by the receiving party’s files and records immediately prior to the time of disclosure, or (ii) prior to or after the time of disclosure becomes part of the public knowledge or literature other than as a result of any improper inaction or action of the Recipient or, (iii) is approved in writing by the Company, in writing, for release and (iv) is required for cross participation tracking purpose which will be sent by the company to the Recipient under this agreement.


3. Nondisclosure of Confidential Information.
The Recipient agrees not to use any Confidential Information disclosed to it by the Company other then to carry out discussions concerning, and the undertaking of the Relationship. The Recipient will not disclose any Confidential Information of the Company to parties outside the Relationship or to employees of the Recipient other than employees or agents under appropriate burden of confidentiality and who are required to have the information in order to carry out the discussions regarding the Relationship. The Recipient agrees that it will take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information of the Company in order to prevent it from falling into the public domain or the possession of employees other than those persons authorized under this Agreement to have any such information. Such measures shall include the highest degree of proper care that the receiving party utilizes to protect its own Confidential Information of a similar nature.


4. Publicity.
The Recipient will not, without prior written consent of the company, disclose any other person, the fact that Confidential Information of the Company has been disclosed under this agreement, that discussions or negotiations are taking place between the parties, or any of the terms & conditions, status or other facts with respect thereto, except as required by law and then only with prior notice as soon as possible to the Company. The information not considered confidential and statistical in nature and not personal, may be used for various analysis and reporting purpose as well as to prove that the CRO is a client of the Company.


5. Return of Materials.
Any materials or documents considered confidential as defined above, that have been furnished by the Company to the Recipient in connection with the Relationship, will be promptly returned by the Recipient, excluding the data sent to the Recipient required for the cross participation tracking. The same shall continue to be shared with the other remaining CROs – the clients of OVIS. The Reports will not be supplied by the Recipient at any given time. It has to be generated by the Company during the active usage time with due payment.


6. Term
This Agreement will commence on the date from which the Company starts providing its information to the Service Provider. The same shall continue till the next update of this document.


7. Governing Law
This Agreement will be governed by and construed in accordance with the laws prevailing in India. The Parties attorn to the jurisdiction of competent and appropriate courts at, Ahmedabad, State of Gujarat, India.


8. Miscellaneous

(a) This Agreement will be binding upon and inure to the benefit of the parties hereto and each party’s respective heirs, successors, permitted assigns and representatives. Neither Party will assign or transfer any rights or obligations under this Agreement without the prior written consent of the other Party, except that a Party may assign this Agreement without such consent to its successor in interest by way of merger, acquisition or sale of all or substantially all of its assets.

(b) In the case that there is any dispute amongst the OVIS users, as well as an OVIS user and a participating volunteer, or the OVIS user and any other entity, the Service Provider will be released by the Company, from any claims, demands, and damages of every kind and nature arising out of or in any way connected to such disputes. The Recipient shall not be liable and responsible under any circumstances to provide any expenses to cure a matter that gives rise to the claim from the Purpose of this document, namely Volunteers Cross participation Tracking service.

(c) Any amendments or modifications, changes or discharge to this Agreement, in whole or in part, shall be valid and effective only if agreed to and made in writing and signed by all the parties to this Agreement.

(d) The Parties warrant that the signatory signing the attached Agreement on their respective behalf is duly authorised to do so and irrevocably binds the respective parties to the Agreement.

(e) This Agreement shall not be construed to constitute, create, give effect to or otherwise imply any joint venture, partnership or any formal business relationship between the Parties.

(f) This Agreement constitutes the entire agreement between the Parties and supersedes all previous understandings, agreements, communications and representations, whether written or oral, relating to the subject matter of this Agreement.

(g) Headings to this Agreement are for convenience only and same shall not be used to restrict the meaning and/or scope of the terms there under or interpret or construe this Agreement.

(h) The Service Provider shall not enter in any additional agreements with any other identity including but not limited to, associates of the Company, third parties hired by the Company for valuations, evaluation, testing, advising, consulting etc. Service Provider shall not share any information about its products, the service, the infrastructure, the policies and practices.

Each of the Parties accept this Agreement

Designed, Developed and put in force by

Inforcom Technologies Pvt. Ltd.
Ahmedabad, India


(Version October 2025)
(This is an electronically generated document and does not require signature)

 

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