1.1 Choice of Law.
These terms shall be construed and enforced in accordance with the laws of India without regard to any choice of law or conflict of laws principles, regardless of where you live.
The courts in Kolkata shall have exclusive jurisdiction to adjudicate on all disputes with respect to these Terms.
1.2 Please note that this document sets forth your legal agreement with Diduce Technology Pvt. Ltd. and its agents and affiliates (collectively, “Diduce”). Your use of any Diduce website or service (collectively “Service” or “Services”) that references to these terms is subject to these Terms of Use (the “General Terms”).
1.3 In addition, some Services may also be subject to additional or different terms (the “Additional Terms”). Without limitation, the Additional Terms are hereby incorporated into the General Terms by reference.
1.4 It should be understood that if there is any conflict between the General Terms and the Additional Terms, then the Additional Terms take precedence in relation to that Service. The General Terms and any applicable Additional Terms and all other documents incorporated by reference in these General Terms are referred to as the “Terms”.
1.5 Diduce may change the Terms at its sole discretion. If we change the Terms, then we will make a new copy available at Terms Of Service. Your use of the Services is subject to the most current version of the Terms at the time of such use.
2. Definitions.
Unless otherwise defined, please note that capitalized terms used throughout these General Terms have the meanings stated below:
2.1 “Account Information” means the information you provide to Diduce when you register for a service which may include your Diduce ID and log-in information.
2.2 “Diduce Materials” means any Materials provided by Diduce under these Terms.
2.3 “Intellectual Property Rights” means copyright, moral rights, trademark, trade dress, patent, trade secret, unfair competition, and any other intellectual and proprietary rights.
2.4 “Law” means any applicable law, regulation, or generally accepted practices or guidelines in any applicable jurisdiction.
2.5 “Marks” means the trademarks, logos and service marks displayed on the Services.
2.6 “Materials” means any materials provided by you or Diduce, including without limitation any (a) User Material; (b) information, data, documents, images, photographs, graphics, audio, videos, or webcasts, (c) products, and (d) Software.
2.7 “Shared Material” means the User Material that you or other Users share through the Services.
2.8 “Share” means to email, post, transmit, upload, or otherwise make available through your use of the Services.
2.9 “Software” means Diduce software code and associated documentation, including without limitation any mobile and tablet applications related to the Services, content files, drivers, patches, or fonts.
2.10 “User” means a user of the Service.
2.11 “User Material” means (a) Your Material and (b) Shared Material uploaded by other Users.
2.12 “Your Material” means any Materials that you Share through your use of the Services.
2.13 “Your Shared Material” means Your Material that you choose to make into Shared Material.
3. Acceptance of Terms.
3.1 Please do not use the services if You do not agree to our terms. Please note that it is advised that You may accept the Terms
(a) by selecting “I agree” to these Terms,
(b) by using the Services in any way, such as downloading or uploading any Materials made available via the Services by Diduce, you, or other Users, or
(c) by merely browsing the Services.
3.2 Further, please note that You may not use the Services if
(a) you are prohibited by Law from receiving or using the Services,
(b) you are not fully able and competent to enter into a binding contract with Diduce, such as if you are not of legal age or have not obtained parental consent, as required by laws of your country.
3.3 Diduce may require you to provide consent to the updated Terms before further use of the Services is permitted. Otherwise, your continual use of any Service constitutes your acceptance of the changes.
5. Ownership.
5.1 Services and Diduce Materials. It is suggested that the Services and Diduce Materials, and their selection and arrangement, are protected by Intellectual Property Rights. In accordance with generally accepted rules governing intellectual property rights, Except as expressly provided in the Terms, Diduce and its licensors do not grant any express or implied rights to use the Services and Materials. Accordingly, all rights, title, and interest in the Service and Diduce Materials, in all languages, formats, and media throughout the world, are and will continue to be the exclusive property of Diduce and/or its licensors. Further, nothing in the Terms shall be construed to disclaim the rights of Diduce or confer any license or right, by implication, estoppel or otherwise, under copyright or other intellectual property rights, to You or any third party.
5.2 Trademarks. Unless suggested otherwise, the marks appearing in the services are the property of Diduce or other rights holders. Please be advised that You are not permitted to use the Marks without the prior consent of Diduce or the rights holder. Diduce and the Diduce logo are trademarks of [DIDUCE Technology Pvt. Ltd.].
6. Use of Service and Materials.
6.1 By accepting the terms and conditions of this Agreement, Diduce grants to you a non-exclusive, non-transferable, revocable right to access and use the Services, to Share Your Materials to the Service, and to use the Diduce Materials in connection with the Services, subject to the restrictions stated in this Section.
6.2 Diduce believes that except with respect to Your Material, you agree:
(a) Not to alter, copy, modify, or re-transmit the Materials;
(b) Not to lease, license, rent, or sell the Materials or the right to use and access the Services;
(c) Not to remove, obscure, or alter any text or proprietary notices contained in Materials;
(d) Not to copy or imitate part or all of the design, layout, or look-and-feel of the Service, which are protected by Intellectual Property Rights;
(e) To use the Services and the Materials only as permitted by the Terms and any Law; and
(f) That certain Services and Materials may be available only if you have paid a fee or have provided certain Account Information.
6.3 Diduce uses reasonable efforts to make the Services available 24 hours a day, 7 days a week. However, there will be occasions when the Service will be interrupted for maintenance, upgrades and repairs, or as a result of failure of telecommunications links and equipment that are beyond our control. Diduce will take reasonable steps to minimize such disruption, to the extent it is within our reasonable control. Certain Services may not be available in all languages.
6.4 Diduce may modify or discontinue, temporarily or permanently, the Services or Materials, or any portion thereof, with or without prior notice. In such situations understandably, Diduce shall not be liable to you or anyone else if we do so.
6.5 Payment Terms.
(a) Subscription Fees. Certain Services require you to purchase a subscription or membership in order to access all or part of such Services. Subscription Fees are non-refundable, except as otherwise stated in specific subscription terms applicable to a Service. Subscription Fees may change at the end of your subscription period. Subscription terms are available at www.diduce.com.
(b) We assure You that we will be paying all the taxes collected from You for providing the services to You. Please pay all taxes if levied on You in connection with the use of the Services.
Please note that Your Credit Card Company or bank may impose on you other fees, such as foreign exchange fees, in connection with your payment of the Subscription Fees and Your ability to access the Services may require payment of third-party fees (such as telephone toll charges, mobile carrier fees, ISP, data plan, etc.). Understandably, since Diduce is provisioning services to you, Diduce has no connection to or responsibility for such fees.
(c) Collection of Subscription Fee. You agree that, in the event Diduce is unable to collect the Subscription Fees owed by you to Diduce for the Services, Diduce may take the reasonable steps to collect such Subscription Fees along with any late fees from you.
(d) Please note that You also agree that in such an event of non-payment of the Subscription Fees, Diduce may have the rights to interrupt partially or wholly, the service being provided to you. A prior notice in such a case may be extended to you. In such an event, Diduce should not be made responsible for any loss caused to you by such interruption. On payment of the subscription fees with or without late fees, Diduce will be committed to restore the interrupted services as expeditiously as possible.
7. Account Information; Personal URL.
7.1 Please keep your account password or log-in credentials confidential at all times. If you become aware of any unauthorized use of your account or Account Information, or any other breach of security, please notify Diduce by contacting Support at [email protected]. Diduce may require that You change your Account Information or certain parts of your Account Information at any time. Unless Diduce expressly allows you the right to create and manage Diduce IDs as an account administrator for a company or unless expressly permitted in the Additional Terms, please do not use another person’s Account Information.
7.2 As part of registering for a Service, Diduce may require you to create a unique URL. Such unique URL may be used solely with the Service, only for so long as you maintain a valid account and shall not be used for any other purpose. Diduce may revoke your right to use that URL for reasonable reasons deemed appropriate by Diduce by giving you at least thirty days prior notice of such revocation, except in the event that your URL, or content therein, is determined by Diduce in its sole discretion to contain infringing or illegal content or content that otherwise violates the Terms. In such event, Diduce reserves the right to revoke your right to use your unique URL immediately without notice. Additionally, please be known that Diduce owns and retains all right, title, and interest in and to the use of “Diduce,” and other Diduce property in association with a User’s unique URL. Upon termination for any reason, Diduce may permit another User to use the unique URL previously selected by you.
8. User Conduct.
8.1 Please be aware that You agree not to access or attempt to access the Services by any means other than the interface provided by Diduce or circumvent any access or use restrictions put into place to prevent certain uses of the Services.
8.2 You also agree not to use, or to encourage or permit others to use, the Services to:
(a) Share any Material that is unlawful, harmful, threatening, abusive, tortious, defamatory, libelous, vulgar, obscene, child-pornographic, lewd, profane, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable;
(b) Stalk, intimidate, and/or harass another;
(c) Incite others to commit violence;
(d) Harm minors in any way;
(e) Share any Material that you do not have a right to Share under any Law or contractual or fiduciary relationship;
(f) Share any Material that infringes any Intellectual Property Right or other proprietary right of any party;
(g) Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
(h) Forge headers or otherwise manipulate identifiers to disguise the origin of any of Materials posted on or transmitted through the Services;
(i) Use the Services or Materials such that it will mislead a User into believing that they are interacting directly with Diduce or any Service;
(j) Engage in any chain letters, contests, junk email, pyramid schemes, spamming, surveys, or other duplicative or unsolicited messages (commercial or otherwise);
(k) Use any Diduce domain name as a pseudonymous return email address;
(l) Share any Material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software, hardware, or telecommunications equipment;
(m) Access or use the Services in any manner that could damage, disable, overburden, or impair any Diduce server or the networks connected to any Diduce server;
(n) Intentionally or unintentionally interfere with or disrupt the Services or violate any applicable Laws related to the access to or use of the Services, violate any requirements, procedures, policies, or regulations of networks connected to the Services, or engage in any activity prohibited by the Terms;
(o) Disrupt or interfere with the security of, or otherwise cause harm to, the Services, Materials, systems resources, accounts, passwords, servers, or networks connected to or accessible through the Services or any affiliated or linked sites;
(p) Disrupt, interfere with, or inhibit any other User from using and enjoying the Services or Materials, or other affiliated or linked sites, Services, or Materials;
(q) Access or attempt to access any Material that you are not authorized to access or through any means not intentionally made available through the Services;
(r) Market any goods or services for any business purposes (including advertising and making offers to buy or sell goods or services), unless specifically allowed to do so by Diduce;
(s) Reproduce, sell, trade, resell or exploit for any commercial purpose, any portion of the Services or any Materials, use of any Service or Materials, or access to any Service or Materials;
(t) Use any data mining, robots, or similar data gathering and extraction methods in connection with the Services or Materials;
(u) Host, on a subscription basis or otherwise, the Services without Diduce’s authorization, including any related application, (i) to permit a third party to use the Services to create, transmit, or protect any content, or (ii) to conduct conferences or online meeting services for a third party;
(v) Defraud, defame, or otherwise violate the legal rights (such as rights of privacy and publicity) of others; or
(w) Collect or store data about other users in connection with the prohibited conduct and activities set forth in this Section 8.2.
9. Your Material.
9.1 You agree that You, and not Diduce, are entirely responsible for all of Your Material that you Share, whether publicly posted or privately transmitted. You assume all risks associated with use of Your Material, including any reliance on its accuracy, completeness, or usefulness.
9.2 Licenses to Your Material. Diduce requires certain licenses from you with respect to Your Shared Material in order to operate and enable the Services. Accordingly, you grant the licenses to Your Shared Material as follows:
(a) For Your Shared Material that’s Shared in a public forum (such as discussion boards or public galleries that may be browsed by anyone with an internet connection, etc.), you grant Diduce a worldwide, royalty-free, non-exclusive, transferable, and sub-licensable license to adapt, display, distribute, modify, perform, publish, reproduce, translate, and use Your Shared Material for the purpose of operating and improving the Services and enabling your use of the Services. You may revoke the license and terminate Diduce’s rights at any time by making it no longer Shared.
(b) For Your Material that is shared privately with other Users of your choosing, you grant Diduce a worldwide, royalty-free, non-exclusive, transferable, and sub-licensable, license to distribute, modify, publish, reproduce, translate, and use Your Material for the purpose of operating and improving the Services and enabling your use of the Services. You may revoke this license and terminate Diduce’s rights at any time by removing Your Material from the Service; provided that you agree that Diduce may retain and use copies of Your Material for archival or “backup” purposes and pursuant to Section 15 (Investigations).
(c) You may also grant Diduce specific or different license pursuant to the Additional Terms.
9.3 You acknowledge that the Services are automated (e.g., Your Material is uploaded using software tools) and that Diduce personnel will not access, view, or listen to any of Your Material, except as reasonably necessary to perform the Services, including but not limited to the following: (a) respond to support requests; (b) detect, prevent, or otherwise address fraud, security, or technical issues; (c) as deemed necessary or advisable by Diduce in good faith to conform to legal requirements or comply with legal process; or (d) enforce these Terms, including investigation of potential violations hereof, as further described in Section 15 (Investigations).
9.4 You acknowledge and agree that although Diduce endeavors to provide security measures to protect Your Material (including Your Shared Material that you Shared privately), Diduce is not liable for any damages resulting for the disclosure of Your Material.
10. Shared Material.
10.1 It is your sole responsibility to determine what limitations, if any, are placed on your Shared Material. Diduce cannot and does not monitor or control what others do with the Shared Material, nor can Diduce prevent them from adding to, modifying, or adapting the Shared Material.
10.2 You agree that Diduce has no liability of any kind should other Users use, modify, destroy, corrupt, copy, or distribute your Shared Material in violation of the limitations that you may impose on its use.
10.3 Shared Material may include personal information (such as email addresses) to facilitate your ability to share Your Material. It is your sole responsibility for any and all personal information that you or other Users used and submitted in connection with the Services. You shall comply with all data protection and privacy laws and rules applicable to the personal information of other Users.
10.4 The Services may allow you to comment on Shared Material. Comments are not anonymous and may be viewed by other Users. Your comments may be deleted by you, other Users, or Diduce.
10.5 If you are invited by a user of the Service to participate in shared digital content editing or viewing, and you do not wish to receive email from such User or do not wish to participate, you are required to contact the person who invited you to update, correct, or delete the information they provided about you.
10.6 In general, even though we might delete an account you hold with us in these types of shared editing or viewing areas, we may continue to retain information regarding your past actions with respect to content reviews or sharing initiated by others.
10.7 Upon removal of Your Material from the Service or upon making your Shared Material no longer shared, Diduce shall have a reasonable time to cease use, distribution, and/or display of Your Material. However, you acknowledge and agree that Diduce shall have the right but not the obligation to keep archived or “backup” copies of Your Material or use Your Material pursuant to Section 15 (Investigations).
11. Use of Software.
11.1 Software made available via the Services or through third-party marketplaces or stores is governed by the terms of the applicable Additional Terms or the license agreement referenced in the Software. If there is any conflict between these Terms and the license agreement provided with such Software, then the license agreement shall take precedence in relation to that Software. If the Software is a pre-release version, then you are not permitted to use or otherwise rely on the Software for any commercial or production purposes, notwithstanding anything to the contrary included within an accompanying license agreement.
11.2 Diduce may provide mobile and tablet applications through third parties that interact with the Service and Diduce products. You are responsible for obtaining and maintaining any equipment or ancillary services needed to access mobile and tablet applications and you are responsible for all applicable taxes and fees incurred while accessing such applications (such as fees from your mobile carrier, overage charges, etc.)
11.3 If no license agreement accompanies the Software that is available for download, the download and use of such Software will be governed by the terms of this Section 11.3. Diduce grants you a personal, worldwide, revocable, limited, non-transferable, non-sub-licensable, non-assignable, nonexclusive license to use the Software in the manner permitted by the Terms. For clarification, you shall not distribute, lease, rent, sell, or sublicense the Software. You agree that you will not decompile, reverse engineer, or otherwise attempt to discover the source code of the Software. Notwithstanding the foregoing, decompiling the Software is permitted to the extent the laws of the jurisdiction where you are located give you the right to do so to obtain information necessary to render the Software interoperable with other software, provided, however, that you must first request the information from Diduce and Diduce may, in its discretion, either provide such information to you or impose reasonable conditions, including fees that it deems fit, on use of the Software to ensure that Diduce’s Intellectual Property Rights in the Software are protected. You may not assign (or grant a sublicense of) your rights to use the Software, grant a security interest in or over your rights to use the Software, or otherwise transfer any part of your rights to use the Software. For clarity, your use of the Software is also subject to the disclaimers and limitations in Sections 13 and 14 below and your compliance with the export control provisions of Section 22.
11.4 The Software will download and install updates from Diduce only with your express permission, unless you explicitly allow Diduce to download and update your software automatically. These updates are designed to improve, enhance and further develop the Services and may take the form of bug fixes, enhanced functions, new Software modules, and completely new versions. You agree to receive such updates (and permit Diduce to deliver these to you with or without your knowledge) as part of your use of the Services.
12. Your Warranty, Indemnification Obligation, and Waiver.
12.1 You represent and warrant that: (a) you own the Intellectual Property Rights, or have obtained all necessary license(s) and permission(s), to use Your Material in keeping with your use in connection with the Services or as otherwise permitted by the Terms; (b) you have the rights necessary to grant the license and sublicenses described in the Terms; (c) you have received consent from any and all persons depicted in Your Material to use Your Material as set forth in the Terms, including distribution, public display, public performance, and reproduction of Your Material; and (d) Your Material does not violate or infringe any intellectual property right or other proprietary right, including right of publicity or privacy, of any person, company or entity, or other third party.
12.2 You agree to indemnify and hold Diduce and its subsidiaries, affiliates, officers, agents, employees, co-branders or other partners, and licensors harmless from any claim or demand, including reasonable attorneys’ fees, due to or arising out of Your Material, your use of the Services or Materials, your connection to the Services or Materials, your use and access of personal information of other Users, the actions of any member of your group, your access to or use of Sites or the Linked Sites and your connections therewith, any claim that Your Material caused damage to someone else, any dealings between you and anyone else advertising or promoting via the Services or Materials, your violation of the Terms, or your violation of any rights of another, including any Intellectual Property Rights.
12.3 You acknowledge and agree that by accessing or using the Services or Materials, you may be exposed to Materials (including Shared Group Material) from others that you may consider offensive, indecent, or otherwise objectionable, and agree to accept that risk.
13. DISCLAIMER OF WARRANTIES.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:
13.1 THE SITE, SERVICES, AND MATERIALS ARE PROVIDED BY DIDUCE “AS IS,” WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, DIDUCE AND ITS LICENSORS MAKE NO WARRANTY THAT (a) THE SITE, SERVICES OR MATERIALS WILL MEET YOUR REQUIREMENTS OR WILL BE CONSTANTLY AVAILABLE, UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (b) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, SERVICES, OR MATERIALS WILL BE EFFECTIVE, ACCURATE, OR RELIABLE; (c) THE QUALITY OF THE SITE, SERVICES, OR MATERIALS WILL MEET YOUR EXPECTATIONS; OR THAT (d) ANY ERRORS OR DEFECTS IN THE SITE, SERVICES, OR MATERIALS WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM DIDUCE OR THROUGH OR FROM USE OF THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
13.2 DIDUCE SPECIFICALLY DISCLAIMS ANY LIABILITY WITH REGARD TO ANY ACTIONS RESULTING FROM YOUR USE OF OR PARTICIPATION IN ANY SERVICES AND YOUR USE OF MATERIALS. ANY MATERIAL DOWNLOADED, MADE AVAILABLE, OR OTHERWISE OBTAINED THROUGH USE OF THE SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. DIDUCE ASSUMES NO LIABILITY FOR ANY COMPUTER VIRUS OR SIMILAR CODE THAT IS DOWNLOADED TO YOUR COMPUTER FROM ANY OF THE SERVICES.
13.3 DIDUCE DOES NOT CONTROL, ENDORSE, OR ACCEPT RESPONSIBILITY FOR ANY MATERIALS OR SERVICES OFFERED BY THIRD PARTIES ACCESSIBLE THROUGH LINKED SITES. DIDUCE MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER ABOUT, AND SHALL NOT BE LIABLE FOR, ANY SUCH THIRD PARTIES, THEIR MATERIALS OR SERVICES. ANY DEALINGS THAT YOU MAY HAVE WITH SUCH THIRD PARTIES ARE AT YOUR OWN RISK.
13.4 MANAGERS, HOSTS, PARTICIPANTS, MODERATORS, AND OTHER THIRD PARTIES ARE NOT AUTHORIZED DIDUCE SPOKESPERSONS, AND THEIR VIEWS DO NOT NECESSARILY REFLECT THOSE OF DIDUCE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DIDUCE WILL HAVE NO LIABILITY RELATED TO USER MATERIAL ARISING UNDER INTELLECTUAL PROPERTY RIGHTS, LIBEL, PRIVACY, PUBLICITY, OBSCENITY, OR OTHER LAWS. DIDUCE ALSO DISCLAIMS ALL LIABILITY WITH RESPECT TO THE USE, MISUSE, LOSS, MODIFICATION, OR UNAVAILABILITY OF ANY USER MATERIAL.
13.5 DIDUCE WILL NOT BE LIABLE FOR ANY LOSS THAT YOU MAY INCUR AS A RESULT OF SOMEONE ELSE USING YOUR PASSWORD OR ACCOUNT OR ACCOUNT INFORMATION IN CONNECTION WITH THE SITE OR ANY SERVICES OR MATERIALS, EITHER WITH OR WITHOUT YOUR KNOWLEDGE.
13.6 SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, THE LIMITATION OR EXCLUSION OF IMPLIED WARRANTIES, OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
14. Limitation of Liability.
14.1 IN NO EVENT SHALL DIDUCE, ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, LICENSORS, OR SUPPLIERS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING THOSE RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT FORESEEABLE OR IF DIDUCE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR BASED ON ANY THEORY OF LIABILITY, INCLUDING BREACH OF CONTRACT OR WARRANTY, NEGLIGENCE OR OTHER TORTIOUS ACTION, OR ANY OTHER CLAIM ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR ACCESS TO THE SITE, SERVICES OR MATERIALS. NOTHING IN THE TERMS SHALL LIMIT OR EXCLUDE DIDUCE’S LIABILITY FOR GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF DIDUCE OR ITS EMPLOYEES, OR FOR DEATH OR PERSONAL INJURY.
14.2 DIDUCE’S AGGREGATE LIABILITY AND THAT OF ITS AFFILIATES, LICENSORS, AND SUPPLIERS UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO THE AGGREGATE AMOUNT PAID BY YOU FOR ACCESS TO THE SERVICE DURING THE THREE-MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY.. THIS LIMITATION WILL APPLY EVEN IF DIDUCE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
14.3 THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION 14 APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW IN YOUR JURISDICTION. SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES. ACCORDINGLY, THE LIMITATIONS AND EXCLUSIONS SET FORTH ABOVE MAY NOT APPLY TO YOU.
15. Investigations.
15.1 Diduce, in its sole discretion, may (but has no obligation to) monitor or review the Services and Materials at any time, in case it suspects unlawful or suspicious activity or in accordance of any order passed by the Government. Without limiting the foregoing, Diduce shall have the right, in its sole discretion, to remove any of Your Material for any reason (or no reason), including if it violates the Terms or any Law.
15.2 Although Diduce does not generally monitor User activity occurring in connection with the Services or Materials, if Diduce becomes aware of any possible violations by you of any provision of the Terms, Diduce reserves the right to investigate such violations, and Diduce may, at its sole discretion, immediately terminate your rights hereunder, including your right to use the Services or Materials, or change, alter, or remove Your Material or Account Information, in whole or in part, without prior notice to you. If, as a result of such investigation, Diduce believes that criminal activity has occurred, Diduce reserves the right to refer the matter to, and to cooperate with, any and all applicable law enforcement authorities. Except to the extent prohibited by applicable Law, Diduce is entitled to retain and/or disclose any information or Materials, including Your Material or Account Information (or elements thereof), in Diduce’s possession in connection with your use of the Services to (a) comply with applicable Law, legal process, or governmental request; (b) enforce the Terms; (c) respond to any claims that Your Material violates the Terms or rights of third parties; (d) respond to your requests for customer services; or (e) protect the rights, property or personal safety of Diduce, its Users, or third parties, including the public at large, as Diduce in its sole discretion believes to be necessary or appropriate.
16. Feedback.
You may provide Diduce with ideas, suggestions or proposals (“Feedback”) from time to time at your sole discretion but have no obligation to do so.. However, if you submit Feedback to Diduce, we may use it for any purpose without compensation to you.
17. Notification of Copyright Infringement.
17.1 Diduce respects the Intellectual Property Rights of others and expects its Users to do the same.
17.2 In particular, if you are a copyright owner or an agent thereof and believe that any User Submission or other content infringes upon your copyrights, you may submit a notification of the same to [email protected] with the following information in writing:
• A physical or digital signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
• Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site is covered by a single notification, a representative list of such works at that site.
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material. Providing URLs in the body of an email is the best way to help us locate content quickly.
• Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
• A statement that the complaining party has a good faith in belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
• A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
In case of a conflict in Terms, the decision of Diduce shall be final and concluding, and you irrevocably withdraw your right to make any claim or demur on this ground.
17.3 Before you file such a notification, please carefully consider whether or not the use of copyrighted material at issue is protected by the “fair use” doctrine, as you could be liable for costs and attorneys’ fees should you file a takedown notice where there is no infringing use. If you are unsure whether a use of your copyrighted material constitutes infringement, please contact an attorney.
17.4 Diduce’s Copyright Agent for notice of claims of copyright infringement can be reached as follows:
Mr. Vinay Bawri, Diduce Technology Private Limited, 7th Floor, 3A Ecospace, Plot No. 2F/11, Rajarhat, Kolkata, West Bengal-700 156.
Email: [email protected]
18. Advertising and Your Material.
You agree that Diduce may display advertisements adjacent to Your Material, and you agree that you are not entitled to any compensation. The manner, mode, and extent of advertising or other revenue generating models pursued by Diduce on or in conjunction with the Services and/or Your Material are subject to change without specific notice to you.
19. Links to Other Sites.
The Services and Materials may include links that will take you websites or services not operated by Diduce. Whether the link was provided by Diduce as a courtesy, or whether it was posted by a User, Diduce has no control over non- Diduce websites or services. You agree that we are not responsible for the availability or contents of any website or service we do not operate.
20. Termination.
20.1 Termination by You.
(a) As either an individual user or a group administrator for a Service, You may stop using the Service at any time. You may terminate Diduce’s right to distribute, publicly perform, and publicly display Your Shared Material by making it no longer Shared. You may terminate the remainder of Diduce’s rights by removing Your Material from the Service, either by deleting it manually, or by contacting Customer Care to have your subscription cancelled, if applicable, and content deleted. To terminate your Service account contact Support at [email protected]. Any fees paid by you prior to your termination are not refundable. Termination of your account shall not relieve you of any obligation to pay any accrued fees or charges.
(b) As a group administrator for a Service, you may terminate an individual User’s access to a Service at any time.
20.2 Termination by Diduce. Subject to Additional Terms for certain Services and any associated subscription terms and conditions, Diduce may at any time terminate our agreement with you (or any individual Additional Terms) if:
(a) You have breached any provision of the Terms (or have acted in a manner that clearly shows you do not intend to, or are unable to, comply with the Terms);
(b) Diduce is required to do so by Law (for example, where the provision of the Services or Materials to you is, or becomes, unlawful);
(c) The provision of the Services to you by Diduce is, in Diduce’s opinion, no longer commercially viable;
(d) Diduce has elected to discontinue the Services or Materials (or any part thereof); or
(e) There has been an extended period of inactivity in your account.
20.3 Termination or Suspension of Services. Diduce may also terminate or suspend all or a portion of your account and/or access to the Services for any reason (subject to Additional Terms for certain Services). Except as may be set forth in any Additional Terms applicable to a particular Service, termination of your account may include: (a) removal of access to all offerings within the Services; (b) deletion of Your Material and Account Information, including your personal information, log-in ID and password, and all related information, files, and Materials associated with or inside your account (or any part thereof); and (c) barring of further use of the Services.
20.4 You agree that all terminations for cause shall be made in Diduce’s sole discretion and that Diduce shall not be liable to you or any third party for any termination of your account (and accompanying deletion of your Account Information), or access to the Services and Materials, including Your Material.
20.5 Upon expiration or termination of the Terms, you shall promptly discontinue use of the Services and Materials. However, any perpetual licenses you have granted, any of your indemnification obligations hereunder, any of Diduce’s disclaimers or limitations of damages of liabilities hereunder, and Sections 8-10, 12-16, 18, 20, 23, and 24 will survive any termination or expiration of the Terms.
20.6 Upon termination of your use of the Service by you or by Diduce for any other reason other than for cause, Diduce will make reasonable effort to notify you at least thirty (30) days prior to termination, at the email address you provide Diduce as part of your registration, with instructions on how to retrieve Your Material prior to such termination.
20.7 If your group administrator terminates your access to a Service, then you may no longer be able to access Shared Material that you or other users of the group have posted to a shared workgroup or shared workspace within that Service. You may, however, still access the Materials stored on your account, subject to Section 9.2 above.
20.8 Except as otherwise stated in any Additional Terms and applicable subscription terms, in the event of termination by Diduce for reasons other than breach of these Terms, Diduce will provide notice pursuant to the General Terms and will provide you with a pro rata refund for the prepaid and unused portion of the Service.
21. International Users.
21.1 The Services can be accessed from countries around the world and may contain references to Services and Materials that are not available in your country. These references do not imply that Diduce intends to announce such Services or Materials in your country.
21.2 These Services are controlled, operated, and administered by [DIDUCE Technology Pvt. Ltd.] from its offices in India. Diduce makes no representation that the Services or Materials are appropriate or available for use outside India. Diduce reserves the right to block access to the Services or Materials by certain international users. If you access the Services from a location outside India, then you are responsible for compliance with all local Laws.
22. Miscellaneous.
24.1 English Version. The English version of this agreement will be the version used when interpreting or construing this agreement.
24.2 Notice to Diduce. Any notice provided to Diduce pursuant to the Terms should be sent to Mr. Vinay Bawri, Diduce Technology Pvt. Ltd., 7th Floor, 3A Ecospace, Plot No. 2F/11, Rajarhat, Kolkata, West Bengal-700 156.
24.3 Notice to You. Diduce may provide you with notices, including those regarding changes to the Terms, by email, regular mail, text message, postings on or within the Services, or other reasonable means now known or hereafter developed.
24.4 Entire Agreement. The Terms constitute the entire agreement between Diduce and you with respect to your access to or use of the Services and Materials and supersede any prior agreements between you and Diduce on such subject matter.
24.5 Non-Assignment. You may not assign or otherwise transfer the Terms, or any right granted hereunder, without Diduce’s written consent. Diduce’s rights under the Terms are transferable by Diduce.
24.6 Severability. If for any reason a court of competent jurisdiction finds any provision of the Terms, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of the parties as reflected by that provision, and the remainder of the Terms shall continue in full force and effect.
24.7 Waiver. Any failure by Diduce to enforce or exercise any provision of the Terms, or any related right, shall not constitute a waiver of that provision or right.
24.8 Report Abuse. Please report any violations of the Terms via the report abuse mechanism offered in conjunction with the specific Service in which the alleged violation occurs.
