PLEASE READ THESE PLATFORM TERMS OF USE (THESE “TERMS”) CAREFULLY. THESE TERMS GOVERN YOUR USE OF THE PLATFORM (DEFINED BELOW). YOU ARE ADVISED TO FULLY UNDERSTAND YOUR OBLIGATIONS AND RISKS UNDER THESE TERMS BEFORE USING IT. IF YOU HAVE ANY CONCERNS WITH THESE TERMS, PLEASE CONSULT A PROFESSIONAL ADVISOR BEFORE ENTERING INTO AND ACCEPTING THESE TERMS.
You will be deemed to have accepted and agreed to these Terms by: (i) registering for an Account on mobile application Solmelu platform (the “Platform”); (ii) agreeing to any other documentation that references and/or incorporates these Terms; and/or (iii) using the Content or Services in any way.
References to “you”, “your” and “User” shall refer to you as the person who has accepted and agreed to these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind such entity and its relevant Affiliates (as a User) to these Terms. If you do not have such authority, or if you do not agree with these Terms, you must not accept these Terms and are not permitted to use the Platform.
Terms are expressly deemed to incorporate our {Privacy Policy (solmelu.nitk.ac.in/privacy_policy)} and all other policies and documents published by us on the Platform.
These Terms may be changed by us from time to time without any prior notice. You may determine if any such changes have taken place by referring to the “Last Updated” date on which these Terms were last updated. You are encouraged to check for any updates to these Terms prior to your use of the Platform. Your continued use of the Platform constitutes your acknowledgement and acceptance of these Terms as changed from time to time.
1.1.1. Licence. Subject always to these Terms, the company grants you a limited, non-exclusive, non-transferable, non-sublicensable licence for uses of the Platform expressly provided for under these Terms (a “Licence”). Any grant of such a Licence is also limited by the terms applicable for your specific use of the Platform (including any restrictions).
1.1.2. Activation of Account and Licence. The applicable Licence granted to you will depend on your chosen use of the Platform. Where an account is required, you will be required to enter an email address as part of the registration of your account, and this email address will identify you as the User. An internet connection is required in order to complete the activation of your account and the applicable Licence.
1.1.3. Updates. Any Licence granted under these Terms applies only to the version of Platform at the time the Licence is granted. If a company provides an updated version of Platform, you will be deemed to have accepted the new version of the Platform through your continued use of the Platform. Where there have been any updates to the Platform, any Licence granted for the use of any older versions will be deemed to have been revoked. You acknowledge and agree that the company has no obligation to make any older versions of the Platform available at any time.
1.1.4 Data Scraping. The use of any deep link, data scrape, robot, spider, or other automated tools, programs, algorithms, or similar manual processes to access, acquire, copy, or monitor any part of the Platform or its content— or to reproduce or bypass its navigational structure or presentation— is prohibited. This includes attempts to obtain materials, documents, or information through means not explicitly provided by the Platform. We reserve the right to restrict any such activities.
Users will not (and will not permit any third party to):
1.2.1. rent, lease, provide access to or sublicense the services to a third party;
1.2.2. use the services to provide, or incorporate the services into, any product or service provided to a third party;
1.2.3. reverse engineer, decompile, disassemble, or otherwise seek to obtain the source code or non-public APIs to the services, except to the extent expressly permitted by applicable law (and then only upon advance notice to the company);
1.2.4. copy or modify the services or any documentation, or create any derivative work from any of the foregoing; or
1.2.5. remove or obscure any proprietary or other notices contained in the services (including any reports or data printed from the Services.).
In addition to any of Company’s other rights or remedies (including but not limited to any termination rights set forth herein), Company reserves the right to suspend a User’s access to the services if: (i) Company determines such User has carried out a material breach of these Terms (including Clause 1.2 (General Restrictions) and Clause 3.2 (User Obligations)); or (ii) Company determines that suspension is necessary to prevent harm or liability to other Users or third parties, or to preserve the security, stability, availability or integrity of the Services; or (iii) Company determines that such User has behaved in a manner that is deemed physically or verbally abusive towards our employees. Company will have no liability for taking action as permitted above in this Clause. However, unless these Terms have been terminated in respect of the User, Company will cooperate with such User to restore access to the services once it verifies that the User has resolved the circumstance requiring suspension (in the case of a circumstance that is able to be resolved).
3.1.1.In the course of using the services, Users will submit content to the Company, including but not limited to personal data for account registration on the Platform.
3.1.2. AS BETWEEN THE PARTIES, THE USER WILL RETAIN ALL RIGHT, TITLE AND INTEREST (INCLUDING ANY AND ALL INTELLECTUAL PROPERTY RIGHTS) THAT THE USER MAY HAVE IN AND TO THE USER CONTENT AS SUBMITTED TO OR ACCESSED THROUGH THE SERVICES. Subject to the terms of these Terms, the User hereby grants to Company a non-exclusive, worldwide, royalty-free right to use, copy, store, transmit, modify, create derivative works of and display the User Content solely for the limited purposes of:
3.1.3. This licence for such limited purposes continues even after you stop using the Services.
3.1.4. This licence also extends to any third parties we work with to the extent necessary to provide the Services to you, including but not limited to our cloud and infrastructure providers.
3.2.1. In General. Users will ensure that their use of each service and all User Content is at all times compliant with the privacy policies and all applicable local, state, federal and international laws, regulations and conventions, including, without limitation, those related to data privacy and data transfer, international communications, and the exportation of technical or personal data. Users are solely responsible for the accuracy, content and legality of all User Content. Each User represents and warrants to company that it has all necessary rights, consents and permissions to collect, share and use all User Content as contemplated in these Terms (including granting company the rights in Clause 3.1), and that no User Content will violate or infringe (i) any third party intellectual property, publicity, privacy or other rights or (ii) any applicable laws.
3.2.2. No Personal Information. Each User acknowledges that the services are not designed for use with (and do not require) Personal Information included in User Content. If any User uses the services to collect, store, process or transmit any Personal Information notwithstanding the foregoing, such User represents, warrants and undertakes to the company that it has obtained all necessary consent for such collection, storage, processing or transmission of the relevant Personal Information using the Services. Company will have no liability under these Terms for Personal Information included within User Content, or any security incident or breach regarding such Personal Information, notwithstanding anything to the contrary herein.
3.2.3. User Content Guidelines. Users will not use the Services with any User Content that (i) is deceptive, fraudulent, illegal, obscene, defamatory, libellous, threatening, harmful to minors, pornographic, indecent, harassing, hateful, religiously, racially or ethnically offensive, that encourages illegal or tortious conduct or that is otherwise inappropriate in company's discretion; (ii) contains viruses, bots, worms, scripting exploits or other similar materials; or (iii) could otherwise cause damage to company's or any third party.
3.2.4. Compliance with Applicable Laws. Each User represents, warrants and undertakes to company that they will use the Platform and the services in compliance with all applicable laws and regulations, and will not use the Platform and the services to carry out or facilitate any illegal activity.
Without prejudice to any other provisions under these Terms, each User agrees to indemnify, defend and hold harmless company and its directors, officers, employees, members, representatives, parent companies, subsidiaries, affiliates, agents, partners, administrators, predecessor and successor entities and assigns (collectively, the “Indemnified Parties”) at all times and keep the Indemnified Parties indemnified against all actions, proceedings, losses (whether direct, indirect or consequential), loss of profit (whether revenue or anticipated profits), damages (whether in tort, contract or otherwise) taxes, expenses, costs, claims, demands and liabilities whatsoever (present, future, contingent or otherwise and including legal fees on a full indemnity basis) and howsoever arising, including without limitation claims made by third parties and claims for defamation, infringement of intellectual party rights, death, bodily injury, wrongful use of computers, unauthorised or illegal access to computers (including but not limited to hacking), property damage or pecuniary losses which may be sustained, suffered or incurred by the Indemnified Parties as a result of, arising from or in connection with the exercise of company's rights hereunder, each User's use of the Platform and/or services, whether or not such access or use was authorised or whether it was due to any act or omission on its part, the breach of these Terms by such User, the violation by such User of any rights of another person or entity or the breach by such User of any statutory requirement, duty or law.
3.4.1. Neither company nor any of its directors, officers, employees, members, representative, parent companies, subsidiaries, affiliates, agents, partners, administrators, predecessor and successor entities, assigns, contractors and suppliers shall be liable in contract, tort (including negligence or breach of statutory duty), strict liability or otherwise howsoever and whatever the cause therefor for any direct, indirect, punitive, incidental, special, consequential damages, losses, costs, expenses, liabilities of any nature whatsoever, including without limitation, damages for loss of use or data, loss of opportunity, loss of goodwill, loss of profits (whether revenue or anticipated profits) or losses to third parties, suffered or incurred by the Users as a result of, arising out of or in connection with the use, performance or provision of the services, including, without limitation, the following:
3.4.2. In the event that company is liable for damages, the User agrees that company’s aggregate liabilities to it for any and all damages, losses (whether direct, indirect or consequential) and causes of action (whether in contract, tort, including without limitation, negligence, or otherwise) in relation to, arising out of or in connection with the use of the Platform and these Terms shall not exceed INR 5000.
In accordance with the Personal Data Protection Act 2012 (“PDPA”), the data protection terms relating to processing of Account-Related Information and User Content are contained in our Privacy Policy, which can be accessed at https://solmelu.nitk.ac.in/privacy_policy/. To the extent that there is any conflict between any provision of these Terms and our Privacy Policy, the contents of our Privacy Policy shall prevail in respect of such conflict in so far as the matters of data protection are concerned.
5.1.1.Any use of the Platform and/or services by you and any information properly given to you, whether relating to you or not, through your use of the Platform and/or services is granted subject to these Terms and pursuant to a limited, non-exclusive, non-transferable, non-sublicensable licence granted by Company, and is revocable at any time at our sole discretion. Except for these rights expressly granted to you, these Terms do not grant you any rights or licence by implication or otherwise with respect to any part of the Platform.
5.1.2.The Intellectual Property subsisting in the Platform (including, for the avoidance of doubt and without limitation, any improvements, updates, upgrades, error-corrections or other modifications thereto, and any derivative work based thereon), belongs to or has been licensed by us unless specifically labelled otherwise. To the extent such Intellectual Property belongs to us, we retain all rights, title and interest to such Intellectual Property.
5.2.1.Without affecting the general nature of the previous Clauses, you agree that company shall be the sole and exclusive owner of all rights to any and all feedback provided by you, and any ideas, inventions and/or improvements (whether protectable by any Intellectual Property protection or not) conceived or derived or resulting from such feedback or embodied therein (collectively, “Feedback”).
5.2.2.You hereby irrevocably assign to company any and all rights that you may have in such Feedback, and to the extent such rights may not be assigned under applicable law, you hereby grant company a royalty free, perpetual, worldwide, exclusive, irrevocable licence to use such Feedback for any purpose, including commercial purposes.
Notwithstanding anything to the contrary herein, each User agrees that company may obtain technical data about their use of the services that is non-personally identifiable with respect to such User (“Usage Data”), and company may use the Usage Data to analyse, improve, market, support and operate the services and otherwise for any business purpose during and after the term of these Terms. For clarity, this Clause 5.3 does not give the company the right to identify any User as the source of any Usage Data.
Company may terminate the services in respect of a User if a User (a) fails to cure any material breach of these Terms (including a failure to pay fees) within 30 days after written notice; (b) ceases operation without a successor; or (c) seeks protection under any bankruptcy, receivership, trust deed, creditors’ arrangement, composition, or comparable proceeding, or if any such proceeding is instituted against that User (and not dismissed within 60 days thereafter). For clarity, where any services are so terminated, there shall be no refund of any fees paid by the User for such Services.
Upon termination of any Services in respect of a User, the User will, in respect of such terminated services, immediately cease any and all use of and access to the services. Company reserves the right to require that the User deletes (or, at company’s request, returns) any and all copies of the documentation and any other company Confidential Information in its possession. Each User acknowledges that following termination it will have no further access to any User Content input into any service, and that company may delete any such data as may have been stored by the company at any time. Except where an exclusive remedy is specified, the exercise of either party of any remedy under these Terms, including termination, will be without prejudice to any other remedies it may have under these Terms, by law or otherwise.
The following Clauses will survive any expiration or termination of these Terms: Clause 1.2 (General Restrictions), Clause 3.3 (Indemnification by Users), Clause 5 (Ownership), Clause 6. (Termination), Clause 7.2 (Warranty Disclaimer), Clause 8. (Confidential Information) and Clause 10. (General Terms).
Company warrants, for the Users’ benefit only, that each service will operate in substantial conformity with the applicable documentation. Company’s sole liability (and the Users’ sole and exclusive remedy) for any breach of this warranty will be, at no charge to the Users, for company to use commercially reasonable efforts to correct the reported non-conformity, or if company determines such remedy to be impracticable, either party may terminate the applicable the affected Users will receive as its sole remedy a refund of any fees which it has pre-paid for use of such service for the terminated portion of the applicable Subscription Term. The limited warranty set forth in this Clause 7.1 will not apply: (i) unless the affected User makes a claim within 30 days of the date on which it first noticed the non-conformity, (ii) if the error was caused by misuse, unauthorised modifications or third-party hardware, software or services, or (iii) to use provided based on a Trial Subscription.
7.2.1. EXCEPT FOR THE LIMITED WARRANTY IN CLAUSE 7.1, ALL SERVICES AND THE PLATFORM ARE PROVIDED “AS IS”. NEITHER UI-LICIOUS NOR ITS SUPPLIERS MAKES ANY OTHER WARRANTIES, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. COMPANY DOES NOT WARRANT THAT USERS’ USE OF ANY SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, NOR DOES COMPANY WARRANT THAT IT WILL REVIEW THE USER CONTENT FOR ACCURACY OR THAT IT WILL PRESERVE OR MAINTAIN THE USER CONTENT WITHOUT LOSS. COMPANY WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR OTHER SYSTEMS OUTSIDE THE REASONABLE CONTROL OF COMPANY. USERS MAY HAVE OTHER STATUTORY RIGHTS, BUT THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, WILL BE LIMITED TO THE SHORTEST PERIOD PERMITTED BY LAW.
7.2.2. Company reserves the right at all times to change any and all Content and to modify, suspend or stop providing access to the Platform (or any features or functionality of the Platform) and the services at any time without notice and without obligation or liability to the Users. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier, vendor or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by us.
TO THE EXTENT PERMITTED BY LAW, COMPANY IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR ANY OTHER LOSS OR DAMAGE RESULTING FROM (I) THE TRANSFER OF DATA OVER PUBLIC COMMUNICATIONS NETWORKS AND FACILITIES, INCLUDING THE INTERNET, OR (II) ANY DELAY OR DELIVERY FAILURE ON THE PART OF ANY OTHER SERVICE PROVIDER NOT CONTRACTED BY US, AND THE PLATFORM USER ACKNOWLEDGES THAT THE SERVICE MAY BE SUBJECT TO LIMITATIONS, DELAYS AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. EACH USER ACKNOWLEDGES THAT COMPANY CANNOT GUARANTEE THE ABSOLUTE PREVENTION OF CYBER-ATTACKS SUCH AS HACKING, SPYWARE, AND VIRUSES. ACCORDINGLY, COMPANY SHALL NOT BE LIABLE FOR ANY UNAUTHORISED DISCLOSURE, LOSS OR DESTRUCTION OF THE USER’S DATA ARISING FROM SUCH RISKS AS LONG AS SUCH RISK CANNOT BE ATTRIBUTED TO NEGLIGENCE OR FAILURE ON BROWSERSTACK’S PART.
9.1. Each party (as “Receiving Party”) agrees that all code, inventions, know-how, business, technical and financial information it obtains from the disclosing party (“Disclosing Party”) constitute the confidential property of the Disclosing Party (“Confidential Information”), provided that it is identified as confidential at the time of disclosure or should be reasonably known by the Receiving Party to be confidential or proprietary due to the nature of the information disclosed and the circumstances surrounding the disclosure.
9.2. Any company technology, performance information relating to any service, and the terms and conditions of these Terms will be deemed Confidential Information of the company without any marking or further designation. User Content will be deemed Confidential Information of User without the need for any marking or further designation.
9.3. Except as expressly authorised herein, the Receiving Party will (1) hold in confidence and not disclose any Confidential Information to third parties and (2) not use Confidential Information for any purpose other than fulfilling its obligations and exercising its rights under these Terms.
9.4. The Receiving Party may disclose Confidential Information to its employees, agents, contractors (including but not limited to cloud and hosting service providers) and other representatives having a legitimate need to know (including, for company, its subcontractors), provided that such representatives are bound to confidentiality obligations no less protective of the Disclosing Party than this Clause 9. and that the Receiving Party remains responsible for compliance by any such representative with the terms of this Clause 9.
9.5. The Receiving Party’s confidentiality obligations under this Clause 9 will not apply to information that the Receiving Party can document: (i) was rightfully in its possession or known to it prior to receipt of the Confidential Information; (ii) is or has become public knowledge through no fault of the Receiving Party; (iii) is rightfully obtained by the Receiving Party from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of the Receiving Party who had no access to such information; or (v) in respect of information on the Platform, any information found on parts of the Platform which are publicly accessible.
9.6. The Receiving Party may make disclosures to the extent required by administrative or judicial process, applicable law, or court order, provided the Receiving Party notifies the Disclosing Party in advance and cooperates in any effort to obtain confidential treatment.
9.7. The Receiving Party acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone would not be a sufficient remedy, and therefore that upon any such disclosure by the Receiving Party the Disclosing Party will be entitled to seek appropriate equitable relief in addition to whatever other remedies it might have at law.
Users shall not, without the prior written consent of the company, assign, transfer, or sub-contract these Terms and/or any of your rights or obligations under these Terms, and any unauthorised assignment shall be null and void. Company may, at any time, freely assign, transfer or sub-contract these Terms or any or all of its rights or obligations under these Terms.
If any provision of these Terms or part thereof is rendered void, illegal or unenforceable by any legislation to which it is subject, it shall be rendered void, illegal or unenforceable to that extent and no further.
General questions and communications regarding the Platform and any notices to company regarding these Terms should be made to solmelu@nitk.edu.in. Company may contact and notify you at the email address you have provided to us. You are required to keep your contact information current.
Company may at any time give Users notice of any amendment, variation, revision, supplement or any other charge to these Terms by publishing an updated version of these Terms, through a notification by e-mail or such other means as company shall deem fit. Changes shall take place on and from the date specified, on and from the date of such notice and shall apply to all use of the company’s Platform and services. Without prejudice to the foregoing, the continued use of the Platform and/or acceptance of the company’s services after such change shall be deemed as acceptance and agreement to the same from the relevant User.
These Terms and the documents referred to in it supersede all previous Terms between the parties (if any), and each party acknowledges that in agreeing to enter into these Terms, it has not relied on any representation, warranty, or any other assurance except those set out in these Terms.
10.6.1.Company shall not be in breach of these Terms, nor be liable for any failure or delay in the performance of any other obligations under these Terms arising from or attributable to acts events, omissions, accidents beyond its reasonable control, including but not limited to any of the following:
10.6.2. In the event that any such delay or non-performance continues for a period in excess of 120 days, company shall have the right to terminate these Terms by giving the User 14 days’ notice in writing prior to such termination without affecting any rights accruing prior to such termination.
Nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship. No party pursuant to these Terms has authority to enter into agreements of any kind on behalf of the other and no party shall be considered the agent of the other.
No remedy conferred by any of the provisions of these Terms is intended to be exclusive of any other remedy which is otherwise available at law, in equity, by statutes or otherwise and each and every other remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law, in equity, by statute or otherwise. The election of any one or more of such remedies by a party hereto shall not constitute a waiver by such party of the right to pursue other available remedies. No failure on the part of a party hereto to exercise, and no delay in exercising any right under these Terms will operate as a waiver thereof, nor will any single or partial exercise of any right under these Terms preclude any other or further exercise of any right thereof or of the exercise of any other right.
A failure or delay in exercising any right, power or privilege in respect of these Terms will not be presumed to operate as a waiver, and a single or partial exercise of any right, power or privilege will not be presumed to preclude any subsequent or further exercise of that right, power or privilege or exercise of any other right, power or privilege.
10.10.1. These Terms will be governed and construed in accordance with the laws of India.
10.10.2. The parties hereto irrevocably submit to the non-exclusive jurisdiction of the courts of Udupi in any matter or dispute arising under or in connection with these Terms (including a dispute regarding the existence, validity or termination of these Terms).