Terms & Conditions
OzDav Holdings Ltd – SaaS Solutions for B2B and B2G Clients
Effective Date: 1-Jan-2025
1. Introduction
Welcome to OzDav Holdings Ltd (“Company”, “we”, “our”, “us”). These Terms and Conditions (“T&C”) govern the use of our Software as a Service (SaaS) solutions, which are provided to business (B2B) and government (B2G) clients under specific contracts or tenders.
Important Notice: Each product or service delivered by OzDav Holdings Ltd is subject to a separate contractual agreement that outlines specific terms, conditions, and obligations applicable to that particular engagement. These general Terms provide a baseline framework but do not override or substitute individual contracts signed with clients.
By accessing or using our services, you agree to these Terms. If you do not agree, please refrain from using our services.
2. Definitions and Agreement Structure
2.1 Key Definitions
• “Service Provider” – Refers to OzDav Holdings Ltd.
• “Customer” – Any business or government entity engaging with OzDav Holdings Ltd for SaaS services.
• “Software” – Any OzDav Holdings Ltd cloud-based application or platform made available to the customer.
• “Agreement” – The binding contract or tender governing a specific service engagement.
2.2 Hierarchy of Agreements
• These general T&C serve as a foundational framework.
• Each contract or tender agreement for a specific project overrides any conflicting provisions in these general T&C.
• In case of inconsistencies, the specific contract terms prevail over these general T&C.
3. Service Provision and Access Rights
3.1 SaaS Model
OzDav Holdings Ltd provides access to its software as a service, meaning customers do not own the software but are granted a right to access and use it for the agreed duration.
3.2 License Scope
• Customers receive a non-exclusive, non-transferable, limited license to use the software only for internal business or governmental purposes.
• Customers may not sublicense, resell, or redistribute the software unless explicitly allowed by the contract.
3.3 Usage Limitations
• The number of authorized users must comply with contractual terms.
• Customers may not reverse-engineer, modify, or attempt to extract the source code.
• Unauthorized use, such as fraudulent activities or security breaches, results in immediate termination of access.
4. Intellectual Property Rights
4.1 Ownership
• OzDav Holdings Ltd retains full ownership of all software, algorithms, and intellectual property.
• Customers do not acquire any rights beyond those expressly granted in their contract.
4.2 Custom Developments
• If custom modifications or integrations are developed during the engagement, the ownership terms are defined in the specific contract.
• Unless otherwise stated, custom work remains the property of OzDav Holdings Ltd.
5. Data Management and Security
5.1 Data Ownership
• Customers retain ownership of their data stored or processed within the software.
• OzDav Holdings Ltd acts as a data processor and will only handle data as required to provide services.
5.2 Privacy and Confidentiality
• OzDav Holdings Ltd follows industry best practices for data protection and confidentiality.
• Customers’ sensitive data is never shared or sold to third parties.
• Additional privacy and security provisions may be included in specific contracts.
5.3 Compliance with Security Standards
• OzDav Holdings Ltd implements encryption, access controls, and monitoring to protect customer data.
• We align with GDPR principles where applicable, but do not store personal EU citizen data.
• Government clients may impose specific compliance requirements, which will be addressed in the contract.
6. Service Levels and Performance
6.1 Availability and Uptime
• We strive for high availability (e.g., 99.9% uptime), but service disruptions may occur due to maintenance, technical failures, or external factors.
• Scheduled maintenance windows will be communicated in advance whenever possible.
6.2 Support Services
• Support hours and response times are defined within each contract.
• Government contracts may require customized support agreements based on regulatory needs.
6.3 Remedies for Service Failures
• If uptime or performance commitments are not met, service credits or alternative remedies may apply, as outlined in the contract.
7. Financial Terms and Billing
7.1 Fees and Payment
• Pricing and payment terms are strictly defined in the contract or tender.
• Late payments may result in service suspension or additional fees.
7.2 Subscription Changes
• Customers may upgrade/downgrade service levels in accordance with contract terms.
• OzDav Holdings Ltd reserves the right to adjust pricing with notice, unless otherwise specified in the contract.
8. Termination and Exit Strategy
8.1 Term and Renewal
• Contracts specify the initial term and renewal conditions.
• Government contracts may include special termination clauses subject to procurement laws.
8.2 Termination Conditions
• Breach of contract may result in immediate termination.
• Customers may terminate services subject to contractually agreed notice periods.
• In government engagements, termination may be subject to public procurement rules.
8.3 Post-Termination Data Handling
• Customers will have limited access to retrieve their data post-termination.
• Data may be permanently deleted after a specified retention period.
9. Compliance and Legal Framework
9.1 Regulatory Compliance
• Customers are responsible for ensuring their use of the service complies with applicable laws and regulations.
• Government clients must adhere to procurement and public-sector IT regulations.
9.2 Indemnification
• Customers shall indemnify OzDav Holdings Ltd against legal claims arising from misuse of the service.
9.3 Limitation of Liability
• OzDav Holdings Ltd is not liable for indirect, incidental, or consequential damages.
• Our total liability is capped at the amount paid for services in the preceding 12 months, unless otherwise stated in the contract.
10. Governing Law and Dispute Resolution
10.1 Applicable Law
• These Terms are governed by the laws of Israel, unless stated otherwise in the contract.
10.2 Dispute Resolution
• Business disputes shall be resolved through negotiation or arbitration, as defined in each contract.
• Government disputes may require administrative procedures or regulatory compliance measures.
11. Amendments and Updates
OzDav Holdings Ltd reserves the right to update these Terms. However, updates do not override individual contract provisions. Customers will be notified of material changes when relevant.
12. Contact Information
For inquiries regarding these Terms and Conditions, please contact:
📩 finance@ozdav.com
🌐 https://www.ozdav.com/