1.1 “Company Data” means the aggregated and analyzed data made available to the User on the Website, and such data derived as an output from the Website, specifically for the User;
1.2 “Personal Data” means any information relating to an identified or identifiable natural person (“data subject”); an “identifiable natural person” being one who can be identified, directly or indirectly by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person. Personal Data includes PII;
1.3 “Personally Identifiable Information” or “PII” means any (i) personally identifiable information related to a data subject; (ii) social security number with the associated name; (iii) mother’s maiden name with the associated name; (iv) driver’s license or other government issued identification card numbers with the associated name; (v) telephone numbers identified as unlisted or unpublished; (vi) credit, debit card or financial account numbers with the associated name and any required PIN or access code; (vii) personally identifiable health information; (viii) personally identifiable payroll/financial information including employee identification numbers; or (ix) any non-public personal information, as that term is known under the applicable laws, including privacy and data protection laws and/or regulations;
1.4 “Report” shall mean the personalised reports created by the User using the Services;
1.5 “Service(s)” shall mean a software-as-a-service and related services provided by the Company pursuant to payment of the Subscription Fee by the User to the Company;
1.6 “User Data” means the data, information, material uploaded/provided by the User; and
1.7 “Subscription Fee” shall mean any fee payable by the User to avail the Services.
2. DESCRIPTION OF SERVICES
3. MEMBER ACCOUNT, PASSWORD, AND SECURITY
To avail the Services, the User would need to have an account, and the User must complete the registration process by providing current, complete and accurate information as prompted by the applicable registration form. In the event (a) the registration is done by the User on the Website, the User will primarily have to choose a password and a user name (and provide other necessary details to the Website to facilitate the same), and/or (b) the registration is facilitated by the Company offline, then a user name and a one-time password shall be provided to the User. User is entirely responsible for maintaining the confidentiality of User’s password and account. Furthermore, the User is entirely responsible for any and all activities that occur under User’s account. User agrees to notify the Company immediately of any unauthorized use of User’s account or any other breach of security. The Company will not be liable for any loss that User may incur as a result of someone else using User’s password or account, either with or without User’s knowledge. However, User could be held liable for losses incurred by the Company or another party due to someone else using User’s account or password. User may not use anyone else's account at any time, without the permission of the account holder.
4. CANCELLATION AND REFUNDS
User shall be responsible for obtaining and maintaining all the User Data, telephone, computer hardware, software and other equipment needed for access to, and use, the Services.
6. USAGE AND RESTRICTIONS
(a) All rights not expressly granted herein are reserved by the Company and its licensors. The User may not create any white-labelled version of the Website / the Services for the specific use of the User or its customer with User’s branding and collaterals upon mutual consent.
(b) The User acknowledges that Company Data may also contain data which is provided by third parties, the accuracy and/or completeness of which would not be possible and/or economically viable for the Company to guarantee. The Services involve models and techniques based on aggregate statistical analysis, probability and predictive behavior. The Company is therefore not able to accept any liability for any inaccuracy, incompleteness or other error in the Services and any failure of Company Data to achieve any particular result (whether intended or not) for the User.
(c) The Company will use commercially reasonable security technologies in providing the Services and the User shall comply with the applicable Company security policies, as may be made known to the User. However, the Company does not control the transfer of data, including but not limited to the User Data, over telecommunications facilities used by the User, including the internet, and the User acknowledges and agrees that the Company shall have no responsibility for any computer viruses, worms, software bombs, bugs or similar items that affect the User’s computers, computer systems, software, infrastructure or data as a result of the User’s access to or use of the Services.
(g) By way of example, and not as a limitation, User agrees that when using the Services, the User will not:
i. Use the Services in connection with surveys, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise);
ii. Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others;
iii. Publish, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material or information;
iv. Upload, or otherwise make available, files that contain images, photographs, software or other material protected by intellectual property laws, including, by way of example, and not as limitation, copyright or trademark laws (or by rights of privacy or publicity) unless the User owns or controls the rights thereto or has received all necessary consent to do the same;
v. Use any material or information, including images or photographs, which are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party;
vi. Upload files that contain viruses, trojan horses, worms, time bombs, cancelbots, corrupted files, or any other similar software or programs that may damage the operation of another's computer or property of another;
vii. Violate any code of conduct or other guidelines which may be applicable for the Service or any part thereof;
viii. Violate any applicable laws or regulations;
ix. Create a false identity for the purpose of misleading others; and
x. Use, download or otherwise copy, or provide (whether or not for a fee) to a person or entity any directory of users of the Services or other user or usage information or any portion thereof.
(h) Always use caution when giving out any Personally Identifiable Information in any Report or User Data. The User agrees and acknowledges that the Company and/or Website, as applicable, does not control or endorse the content, messages or information found in any User Data or Report and, therefore, the Company and/or the Website specifically disclaims any liability with regard to the Services and any actions resulting from User’s use of the Services.
(i) The User acknowledges that the Company may or may not pre-screen User Data, but that the Company shall have the right (but not the obligation) to remove the User Data from the Service that the Company determines, in its discretion, may create liability or damages to the Company. The User agrees to evaluate, and bear all risks associated with, the use of any User Data, including any reliance on the accuracy, completeness, or usefulness of such User Data. The User undertakes that payments related data shall not be made available on the Website or uploaded while using the Services; and the User acknowledges that the Company does not collect or store any financial data of the User, and considering that the applicable security standard (across the world) in relation to storing or accessing the payments data of the User is different and complex, the Company shall only on best effort basis (and not as an obligation) try to comply with the applicable security standard (across the world) in case the Company as part of the Services collects or stores any financial data of the User. However, the Company will not take any responsibility for any such financial data provided by the User (voluntarily) while using the Services. In this regard, the User acknowledges that the Services are made available to the User without any warranties by the Company of any kind, and that the User has an option to not rely on any content made available through the Services.
7. USER CONDUCT
(a) User shall use the Website for lawful purposes only. Any conduct by a User that in the Company's discretion restricts or inhibits any other User from using or enjoying the Services will not be permitted. The User shall not use the Services or the Website to advertise or perform any commercial solicitation, including, but not limited to, the solicitation of users to become subscribers of other online information services competitive with Website.
(b) The Website contains copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of the Website are copyrighted as a collective work under the Indian copyright laws. The Company owns a copyright in the selection, coordination, arrangement and enhancement of such content, as well as in the content original to it. The User may not modify, publish, transmit, participate in the transfer or sale or in any way exploit, any of the contents of the Website, in whole or in part. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material (except for the User Data) will be permitted without the express permission of the Company. The User acknowledges that it shall not acquire any ownership rights by downloading or accessing copyrighted material of the Company from the Website.
(c) User shall not upload, post or otherwise make available on the Website any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right and the burden of determining that any material is not protected by copyright rests with the User. The User shall be solely liable for any damage resulting from any infringement of copyrights, proprietary rights, or any other harm resulting from such a submission. By uploading the material on the Website, the User automatically grants, or warrants that the owner of such material has expressly granted the Company, a royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material.
(d) The foregoing provisions of this Section and Section 5 and 6 are for purpose of the Website, and the Company and/or its subsidiaries, affiliates and its third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf.
8. REPRESENTATION AND WARRANTIES
By registering on or using the Website, the User represents and warrants that:
(a) User has all the required licenses under the applicable laws to avail the Services;
(b) There are no legal or regulatory impediments which prevent the User from availing the Services;
(c) It is User’s responsibility to manage the usage or access of User’s account by any such third party (including assistants, juniors, associates, etc.) and User shall be responsible for any damage caused by such third party through usage of User account; and
(d) All such documents and their particulars submitted to the Company and/or the Website by User for the registration are true and have not been obtained through any unfair, fraudulent, unethical, suspect or illegal means.
9. DISCLAIMER SPECIFIC TO THE WEBSITE / SERVICES
(a) Any software, if any, that is made available to download from the Services ("Software") is the copyrighted work of the Company and/or its licensors. The use of the Software is governed by the terms of the end user license agreement, if any, and such other policies which accompanies or are included with the Software ("License Agreement"). An end user will be unable to install the Software or any part thereof that is accompanied by or includes a License Agreement, unless he or she first agrees to the terms of the License Agreement.
(b) The Software is made available for download solely for use by end users according to the License Agreement. Any reproduction or redistribution of the Software not in accordance with the License Agreement is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
(c) Without limiting the foregoing, copying or reproduction of the Software to any other server or location for further reproduction or redistribution is expressly prohibited, unless such reproduction or redistribution is expressly permitted by the License Agreement accompanying such Software. The Software is warranted, if at all, only according to the terms of the License Agreement. Except as warranted in the License Agreement, the Company and/or the Website, as applicable hereby disclaims all warranties and conditions with regard to the Software, including all warranties and conditions of merchantability, whether express, implied or statutory, fitness for a particular purpose, title and non-infringement.
(d) For User’s convenience, the Website may make available as part of the Services or in its software products, tools and utilities for use and/or download. The Website does not make any assurances with regard to the accuracy of the results or output that derives from such use of any such tools and utilities.
10. NOTICE SPECIFIC TO DOCUMENTS AVAILABLE ON THE WEBSITE
(a) Permission to use any content and/or documents, as may be provided, from the Services is granted, provided that (i) the copyright notice (as may be provided by the Website) appears in all copies and that both the copyright notice and this permission notice appear, (ii) use of such content and/or documents from the Services is for informational and non-commercial or personal use only and will not be copied or posted on any network computer or broadcast in any media, and (iii) no modifications of any content and/or documents should be made.
(b) The content and/or documents and related graphics published on the Website as part of the Services could include technical inaccuracies or typographical errors. Changes are periodically added to the information herein.
11. NOTICES REGARDING CONTENT, DOCUMENTS AND SERVICES AVAILABLE ON WEBSITE
In no event shall the Company and/or the Website and/or its respective suppliers/third-party service providers be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use or performance of content, documents. software (if any), documents, provision of or failure to provide services, or information available from the Services.
The User acknowledges that the Company Data made available to the User through the Services is confidential data and the User shall not disclose such data to any third person without consent of the Company. The User further acknowledges that the User Data is confidential information of the User and the User is willingly using the User Data on the Website and the Company will not be responsible for any disclosure or misuse of the User Data that is disclosed by the User, at its sole discretion.
13. INTELLECTUAL PROPERTY RIGHTS
(b) The User owns and retains all right, title and interest (including without limitation all intellectual property rights) in and to the User Data and any updates or modifications to the foregoing, unless expressly agreed otherwise between the Company and the User. In case the User shares/uploads any User Data on the Website or requires the Company to use any User Data in combination with Company Data or in any other manner required for provision of the Services, the User grants to Company the non-exclusive, fully paid-up, worldwide, irrevocable, perpetual license to use the User Data for use in the Website, Company Data, and/or the Services as well as its internal business purposes and to further modify, compile, store, validate, integrate, normalise, aggregate, sort, manipulate, analyse, combine with other third party data and create derivative works of the User Data.
(a) The User warrants that it will not provide any Personal Data to the Company. The User shall ensure that it will review all User Data prior to using the User Data on the Website for generation of the Report or using the Services or any part thereof.
(b) In case the User Content contains any Personal Data, or the User otherwise discloses Personal Data to the Company, the User represents and warrants that it will always have explicit consents from the respective data subjects who own such Personal Data (including, as applicable, the end users or customers of the User) in respect of the following:
(i) sharing such Personal Data with the Company;
(ii) the Company’s processing of such Personal Data for data enrichment activity, which includes, but is not limited to, identifying the behaviour of such data subjects and profiling them based on their physical/digital world behaviour to create an enriched dataset from such Personal Data (“Enriched Data”);
(iii) sharing of such Enriched Data by the Company with the User.
15. DISCLAIMER OF WARRANTY; LIMITATION OF LIABILITY
(a) The User expressly agrees that use of the Services is at the User's sole risk. Neither the Company, its affiliates nor any of their respective employees, agents, third-party content providers or licensors warrant that the Website and/or the Services will be uninterrupted or error free; nor do they make any warranty as to the results that may be obtained from use of the Website, or as to the accuracy, reliability or content of any information, service, or merchandise provided through the Website.
(b) The Services (including, without limitation, any content) is provided “as is” and “as available” basis, and the Company hereby disclaims and expressly waives all other conditions, representations and guarantees, whether express or implied, arising by law, custom, oral or written statements of Website or third parties including, but not limited to, any warranty of merchantability or fitness for particular purpose or of error-free and uninterrupted use of the Services.
(c) This disclaimer of liability applies to any damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of record, whether for breach of contract, tortious behavior, negligence, or under any other cause of action. The User specifically acknowledges that the Website is not liable for the defamatory, offensive or illegal conduct of other users or third-parties and that the risk of injury from the foregoing rests entirely with the User.
(d) In no event will the Website, or any person or entity involved in creating, producing or distributing the Website or the Services, be liable for any damages, including, without limitation, direct, indirect, incidental, special, consequential or punitive damages arising out of the use of or inability to use the Website or the Services. The User hereby acknowledges that the provisions of this Section shall apply to all types of the content on the Website.
(e) In addition to the terms set forth above neither, the Company, nor its affiliates, information providers or content partners shall be liable regardless of the cause or duration, for any errors, inaccuracies, omissions, or other defects in, or untimeliness or unauthenticity of, the information contained within the Website, or for any delay or interruption in the transmission thereof to the User, or for any claims or losses arising therefrom or occasioned thereby. None of the foregoing parties shall be liable for any third-party claims or losses of any nature, including, but not limited to, lost profits, punitive or consequential damages.
16. LINKS TO THIRD PARTY SITES
19. LIMITATION OF LIABILITY
20. OUR REACH RIGHTS
The Company reserves the rights to display sponsored ads on the Website. These ads would be marked as “Sponsored Listings”. Without prejudice to the status of other content, the Company will not be liable for the accuracy of information or the claims made in the Sponsored Listings. The Company does not (in any manner) encourage the User to visit the Sponsored Listings page or to avail any services from them. The Company will not be liable for the services of the providers of the Sponsored Listings.
(c) The User authorizes the Company to use the trade name, trademark and logo of the User for the purpose of listing the User in its general list of customers. The User also permits the Company to bring out press releases, create case studies on anonymized basis and will be open to provide quotes from time to time solely for the Company’s marketing purposes, provided the Company obtains prior written approval of the User specific to such quotes.
(d) The User shall not have the right to assign, transfer, resell or sublicense User’s rights or obligations hereunder. Any attempt to assign, transfer, resell or sub-license such rights or obligations without the Company’s prior written approval will be null and void.
(i) The User agrees that the Company can and/or may communicate with the User via phone calls, SMS, E-Mails and/or any other method and will not be liable to the User and/or any other authority for such an act. If User’s number is registered with any Do Not Call (DNC) and/or Do Not Disturb (DND) service, the User hereby authorizes the Company to communicate with the User via telephone calls, SMS, E-Mails and/or any other method and the User will not in any case hold the Company liable for any communication in this regard.
23. GOVERNING LAW
Any notice required to be delivered hereunder will be deemed delivered: (a) upon delivery, if delivered by courier or by hand (against receipt); or (b) three (3) days after posting, if sent by electronic mail, fax, or certified or registered mail, return receipt requested. All notices to the Company and the User will be sent to the address provided by each party to the other. If no address is specified for the User, notice will be sent to User’s last known address. All notices/correspondences sent by User to the Company in relation to the Services, shall be in writing and shall be made either via (a) email to the attention of the Company at email@example.com, or (b) to address of the Company as provided on the Website.
Last Updated: [13th July 2020]