Terms and Conditions Agreement
Mishra Informatics Center
Effective Date : 05 Jan
2015
1. General and Acceptance :
BY USING AND/OR VISITING THE WWW.MICET.IN WEBSITE AND/OR ANY
SUB-WEBSITE OF WWW.MICET.IN (as defined below; collectively,
including all content available through the micet.in domain name
and/or any sub-domain name such as www.mobile.micet.in, the "MIC
Website", or "Website"), is owned, maintained and operated by
Mishra Informatics Center ("MIC") and by USING ANY OF THE SERVICES
PROVIDED ON THE WEBSITE (as defined bellow) YOU SIGNIFY YOUR ASSENT
TO BOTH THESE TERMS AND CONDITIONS (the "Terms of Use" or
"Agreement") AND THE TERMS AND CONDITIONS OF MIC'S PRIVACY POLICY,
WHICH ARE PUBLISHED AT http://www.micet.in, AND WHICH ARE
INCORPORATED HEREIN BY REFERENCE. If you do not agree to any of
these terms, then please do not use the MIC Website.
The Terms of Use constitute a binding legal agreement between You
as user (“you”) and the subsidiaries and/or affiliates of MIC (the
"MIC Affiliates"). MIC collaborates with the MIC Affiliates,from
time to time, in order to facilitate the delivery of services to
its Users and to collect payments.
For the purpose of these Terms of Use, a "Sub-website" of MIC shall
be considered as any website which is part of the MIC service
offering and which refers to these Terms of Use as the terms
governing the use of such websites.
This Terms of Use Agreement sets forth the legally binding terms
for your use of the MIC Services and they shall apply to all users
of the MIC Website, including users offering content and/or other
materials or services on or through the Website. By using the MIC
Services, you agree to be bound by this Agreement. You are only
authorized to use the MIC Services (regardless of whether your
access or use is intended) if you agree to abide by all applicable
laws and to this Agreement.
PLEASE READ THIS AGREEMENT CAREFULLY AND SAVE IT. IF YOU DO NOT
AGREE WITH IT, YOU SHOULD LEAVE THE MIC WEBSITE AND DISCONTINUE USE
OF THE MIC SERVICES IMMEDIATELY. IF YOU WISH TO BECOME A MEMBER AND
MAKE USE OF THE MIC SERVICES, YOU MUST READ THIS AGREEMENT AND
INDICATE YOUR ACCEPTANCE DURING THE REGISTRATION
PROCESS.
In order to participate in certain MIC Services, you may be
required to agree to additional terms and conditions. Unless
otherwise provided by the additional terms and conditions
applicable to the micet.in Services in which you choose to
participate, those additional terms are hereby incorporated into
this Agreement as an integral part hereof.
micet.in may modify this Agreement from time to time and such
modification shall be effective upon posting by micet.in on the
Website. You agree to be bound to any changes to this Agreement
when you use the MIC Services after any such modification is
posted. It is therefore important that you review this Agreement
regularly to ensure you are updated as to any changes.
2. OBLIGATIONS OF COMPANY :
Company shall make available the latest versions of this Agreement
and Customer Product Agreement Extensions in the Customer Control
Panel or on the Mishra Informatics Center Website.
3. OBLIGATIONS OF THE CUSTOMER :
3. A. The Customer acknowledges that in the event
of any dispute and/or discrepancy concerning any data element of an
Order or the Customer in the Customer Database, the data element in
the Customer Database records shall prevail.
3. B. The Customer acknowledges that all
information of the Customer in the Company Database, including
Authentication Information is accessible to Company and its Service
Providers.
3. C. The Customer shall comply with all terms or
conditions established by Company and/or its Service Providers, as
disclosed to Customer, from time to time.
3. D. The Customer agrees to provide, maintain
and update, current, complete and accurate information for all the
data elements about the Customer in the Company
Database.
3. E. Customer acknowledges that Company Products
may be obtained through Service Providers, and as such, changes in
structure, or contracts may occur, and as a result, such services
may be adversely affected. Customer acknowledges and agrees that
Company shall not have any liability associated with any such
service disruptions.
4. RIGHTS OF COMPANY AND SERVICE PROVIDERS
:
4. A. Company and Service Providers may change
any information, including Authentication Information of the
Customer in the Company Database upon receiving authorization from
the Customer in any form as maybe prescribed by Company from time
to time.
4. B. Company and Service Providers in its own
discretion can at any point of time temporarily or permanently
cease to sell a Company Product
4. C. Company reserves the right to change
pricing, minimum order levels, and discounts, of any Company
Product, at any time.
4. D. Company and its Service Providers, in their
sole discretion, expressly reserve the right to deny any Order or
cancel an Order within thirty (30) days of processing such Order.
In such case Company may refund the fees charged for the Order,
after deducting any processing charges for the same.
4. E. Company and its Service Providers, in their
sole discretion, expressly reserve the right to modify, suspend,
terminate or cancel Company Products at any time without
notice.
4. F. Notwithstanding anything to the contrary,
Company and its Service Providers, in their sole discretion,
expressly reserve the right to, without notice or refund, access,
delete, suspend, deny, cancel, modify, intercept and analyze
traffic of, copy, backup, access data of, redirect, log usage of,
monitor, limit access to, limit access of, take ownership of,
suspend or transfer any Order, or to delete, suspend, freeze, or
modify Customer Customer’s access to, the Company system under any
of the following circumstances:
4. F. i. In case of any breach or potential or
threatened breach or any violation or potential violation of this
Agreement, as determined by Company in its sole
discretion;
4. F. ii. To protect the integrity and stability
of the Company system;
4. F. iii. To comply with any applicable laws,
government rules or requirements, requests of law enforcement, any
dispute resolution process;
4. F. iv. To comply with any agreements executed
by Company;
4. F. v. To avoid any civil or criminal
liability, on the part of Company or its Service Providers, as well
as their affiliates, subsidiaries, officers, directors and
employees; or
4. F. vi. If the Customer and/or its agents or
any other authorized representatives of the Customer violate any
applicable laws, government rules, or usage policies, including but
not limited to, intellectual property infringement, as determined
by Company in its sole discretion.
4. G. The Customer agrees that Company and
Service Providers, and the contractors, employees, directors,
officers, representatives, agents and affiliates, of Company and
Service Providers, are not liable for loss or damages that may
result from any of the above actions listed in F
above.
4. H. Company and its Service Providers may
publish, transmit, or share data in the Customer Database with any
person or entity, or to contact any entity in the Customer
Database, in order to recover any payment from the Customer for any
service rendered by the Company including services rendered outside
the scope of this Agreement for which the Customer has been
notified and requested to remit payment.
4. I. Company and its Service Providers may
correct mistakes made by Company or its Service Providers in
processing or executing an Order;
4. J. In case of Orders involving web services,
Company and its Service Providers can choose to redirect any Order
to any IP address including, without limitation, to an IP address
which hosts a parking page or a commercial search engine for the
purpose of monetization, if an Order has expired, or is suspended,
or does not contain valid information to direct it to any
destination. Customer acknowledges that Company and its Service
Providers cannot and do not check to see whether such a
redirection, infringes any legal rights including but not limited
to intellectual property rights, privacy rights, or any other
rights, of Customer or a third party, or that the content displayed
due to such redirection is inappropriate, or in violation of any
applicable rule, regulation or law, or injurious to Customer or any
third party, or their reputation and as such is not responsible for
any damages caused directly or indirectly as a result of such
redirection.
4. K. Company has the right to rectify any
mistakes in the data in its Database with retrospective
effect.
4. L. Company and its Service Providers
reserve the right to prohibit the use of any of their services in
connection with any Country-Code Top Level Domain Name ("ccTLD") of
any Sanctioned Country.
4. M. Company and its Service Providers, in their
sole discretion, expressly reserve the right to terminate access to
the Customer Control Panel and/or suspend an Order without prior
notice, and/or delete an Order without issuing a refund, if the
associated Customer/Domain Contact is located in a Sanctioned
Country or his/her details, existing or modified, match with an SDN
entry. The Customer agrees that Company and its Service Providers,
and their contractors, employees, directors, officers,
representatives, agents and affiliates, are not liable for loss or
damages that may result from any of the above.
5. TERM OF AGREEMENT AND RENEWAL :
The term of this Agreement shall be for the period set forth in the
registration form presented to you at the time you purchase the
Company Product (the “Initial Term”) and will automatically renew
for successive renewal terms (hereinafter referred to each a
"Renewal Term" and cumulatively the "Term"). The Term shall
continue until the earlier to occur of the following:
5. A. The Agreement is terminated as provided for in Section
6 (TERMINATION OF AGREEMENT); or
5. B. The Customer elects not to renew any Company Product at
the end of the Initial Term or any Renewal Term.
6. TERMINATION OF AGREEMENT :
6. A. Company may terminate this Agreement
and/or any Customer Product Agreement Extension:
6. A. i. With immediate effect, if Customer
is adjudged insolvent or bankrupt, or if proceedings are instituted
by or against Customer seeking relief, reorganization or
arrangement or compromise or settlement under any laws relating to
insolvency, or seeking any assignment for the benefit of creditors,
or seeking the appointment of a receiver, liquidator or trustee of
Customer's property or assets or the liquidation, dissolution or
winding up of a Customer’s business.
6. A. ii. By notifying the Customer in writing,
as of the date specified in such notice of termination under the
following circumstances:
6. A. iii. In the event that the Customer or an
agent, employee, authorized or representative of the Customer
materially breaches any term of this Agreement and/or any Customer
Product Agreement Extension, including any of its representations,
warranties, covenants and agreements hereunder,
6. A. iv. There was a material misrepresentation and/or material
inaccuracy, and/or materially misleading statement in Customer's
information submitted to Company.
6. A. v. With immediate effect if
(a)the Customer is convicted of a felony or
other serious offense related to financial activities, or is judged
by a court to have committed fraud or breach of fiduciary duty, or
is the subject of a judicial determination that Company reasonably
deems as the substantive equivalent of any of these;
(b) the Customer is disciplined by the
government of its domicile for conduct involving dishonesty or
misuse of funds of others; or
(c) any officer or director of the Customer is
convicted of a felony or of a misdemeanor related to financial
activities, or is judged by a court to have committed fraud or
breach of fiduciary duty, or is the subject of a judicial
determination that Company deems as the substantive equivalent of
any of these; or
6. A. vi. As otherwise provided for in Appendix 'A' and Appendix
'C'.
6. B. Customer may terminate this Agreement
and/or any Customer Product Agreement Extension by notifying
Company in writing, as of the date of receipt of such notice, in
the event that the Customer does not agree with any revision to the
Agreement or any Customer Product Agreement Extension made as per
Section 12 (RIGHT TO SUBSTITUTE UPDATED AGREEMENT AND
Customer Product Agreement EXTENSIONS) within thirty (30) days of
such revision.
6. C. Any Product Agreement Extension shall
terminate with immediate effect in the event that:
6. C. i. Company ceases to sell the particular Company Product
covered under that Product Agreement Extension
6. C. ii. Company’s contract with Service Provider for a particular
Company Product terminates or expires without renewal
6. D. Effect of Termination of this Agreement
6. D. i. Company shall suspend all Customer’s access to all Company
system, immediately upon receiving a termination notice from
the Customer or upon learning of any event, which Company
reasonably determines, would lead to termination of the
Agreement.
6. D. ii. Upon expiration or termination of this Agreement, all
Customer Product Agreement Extensions signed by the Customer shall
deemed to have been terminated with immediate effect
6. D. iii. Upon expiration or termination of this Agreement,
Company may complete the processing of all Orders requested to be
processed, in the order that they were requested to be processed,
by the Customer prior to the date of such expiration or
termination[, provided that the Customer's Advance Account with
Company, if any has Clear Balance sufficient to carry out these
Orders]. If Company is unable to fulfill these Orders then the
charges levied to the Customer for these Orders will be
reversed
6. E. Effect of Termination of any Customer Product Agreement
Extension
6. E. i. Company may suspend Customer’s access to the applicable
Company Products immediately upon receiving a termination notice
from the Customer or upon learning of any event, which Company
reasonably determines, would lead to termination of any Customer
Product Agreement Extension
6. E. ii. Upon expiration or termination of any Customer Product
Agreement Extension, Company may complete the processing of all
Orders, of that Company Product, in the order that they were
requested to be processed, provided that Company is in a position
to fulfill these Orders, [and the Customer's Advance Account with
Company has Clear Balance sufficient to carry out these Orders]. If
Company is unable to fulfill these Orders then the charges levied
to the Customer for these Orders will be reversed
6. F. Any pending balance due from the Customer at the time of
termination of this Agreement or any Customer Product Agreement
Extension will be immediately payable.
6. G. Neither Party shall be liable to the other for damages
of any sort resulting solely from terminating this Agreement or any
Customer Product Agreement Extension in accordance with its terms,
unless specified otherwise. The Customer however shall be
liable for any damage arising from any breach by it of this
Agreement or any Customer Product Agreement Extension.
7. FEES / RENEWAL :
7. A. Customer shall pay all applicable fees/advances as per the
Payment Terms and Conditions set out in Appendix 'C'
7. B. Company will charge a non-refundable fee for an Order unless
stated otherwise in any Product Agreement Extension. The applicable
fees will be displayed in the Customer Control Panel or on the
HostGator India Website and during the registration process.
Company has the right to revise this pricing at any time. Any such
revision or change will be binding and effective immediately on
posting of the revision in the Customer Control Panel or on the
HostGator India Website or on notification to the Customer via
email to the Customer.
7. C. Customer acknowledges that it is the Customer's
responsibility to keep records and maintain reminders regarding the
expiry of any Order. As a convenience to the Customer, and not as a
binding commitment, we may notify the Customer of any expiring
Orders, via an email message and/or SMS alert sent to the contact
information associated with the Customer in the Company
Database. Should renewal fees go unpaid for an Order, the
Order will expire.
7. D. The Customer agrees to expressly authorize Company to send
Order related transactional SMS messages, even in the case that the
Customer's mobile number is listed as DND with the concerned
Telecom Regulatory Authority.
7. E. Company at its sole discretion may allow the renewal of the
Order after Order expiry, and such renewal term will start as on
the date of expiry of the Order, unless otherwise specified. Such
process may be charged separately. Such renewal after the expiry of
the Order may not result in exact reinstatement of the Order in the
same form as it was prior to expiry.
7. F. Company makes no guarantees about the number of days, after
deletion of an Order, after which the same Order will once again
become available for purchase.
8. LIMITATION OF LIABILITY :
8. A. in no event will company or service providers or
contractors or third party beneficiaries be liable to the customer
for any loss of registration and use of domain name, or for
interruptions of business, or any special, indirect, ancillary,
incidental, punitive, exemplary or consequential damages, or any
damages resulting from loss of profits, arising out of or in
connection with this agreement, regardless of the form of action
whether in contract, tort (including negligence), or otherwise,
even if company and/or its service providers have been advised of
the possibility of such damages.
company further disclaims any and all loss or liability resulting
from, but not limited to:
8. A. i. loss or liability resulting from the unauthorized use or
misuse of authentication information;
8. A. ii. loss or liability resulting from force majeure
events;
8. A. iii. loss or liability resulting from access delays or access
interruptions;
8. A. iv. loss or liability resulting from non-delivery of data or
data miss-delivery;
8. A. v. loss or liability resulting from errors, omissions, or
misstatements in any and all information or company product(s)
provided under this agreement;
8. A. vi. loss or liability resulting from the interruption of
service.
8. B. If any legal action or other legal proceeding (including
arbitration) relating to the performance under this Agreement or
the enforcement of any provision of this Agreement is brought
against Company by the Customer, then in no event will the
liability of Company exceed actual amount paid to Company by the
Customer for the Order in question minus direct expenses incurred
with respect to that Order.
8. C. both parties acknowledge that the consideration agreed upon
by the parties is based in part upon these limitations, and that
these limitations will apply notwithstanding any failure of
essential purpose of any remedy. in no event will the liability of
the company relating to this agreement exceed total amount paid to
company by the customer during the most recent three (3) month
period preceding the events giving rise to such
liability.
9. INDEMNIFICATION :
9. A. The Customer, at their own expense, will indemnify,
defend and hold harmless, Company and its Service Providers, and
their contactors, employees, directors, officers, representatives,
agents and affiliates, against any claim, suit, action, or
other proceeding brought against Company or its Service Providers
based on or arising from any claim or alleged claim, of third
parties relating to or arising under this Agreement, Company
Products provided hereunder or use of the Company Products,
including without limitation:-
9. A. i. infringement by either the Customer, or someone else using
a Company Product with the Customer's computer, of any intellectual
property or other proprietary right of any person or
entity;
9. A. ii. arising out of any breach by the Customer of this
Agreement;
9. A. iii. relating to or arising out of any Order or use of any
Order; and
9. A. iv. relating to any action of Company carried out on behalf
of Customer as described in this Agreement.
9. B. Customer will not enter into any settlement or compromise of
any such indemnifiable claim without Company's prior written
consent, which shall not be unreasonably withheld.
9. C. Customer will pay any and all costs, damages, and expenses,
including, but not limited to, actual attorneys' fees and costs
awarded against or otherwise incurred by Company in connection with
or arising from any such indemnifiable claim, suit, action or
proceeding.
10. INTELLECTUAL PROPERTY :
Subject to the provisions of this Agreement, each Party will
continue to independently own his/her/its intellectual property,
including all patents, trademarks, trade names, domain names,
service marks, copyrights, trade secrets, proprietary processes and
all other forms of intellectual property. Any improvements to
existing intellectual property will continue to be owned by the
Party already holding such intellectual property.
Without limiting the generality of the foregoing, no commercial use
rights or any licenses under any patent, patent application,
copyright, trademark, know-how, trade secret, or any other
intellectual proprietary rights are granted by Company to the
Customer, or by any disclosure of any Proprietary Information to
the Customer under this Agreement.
Customer shall further ensure that the Customer does not infringe
any intellectual property rights or other rights of any person or
entity, or does not publish any content that is libelous or illegal
while using services under this Agreement. Customer acknowledges
that Company cannot and does not check to see whether any services
or the use of the services by Customer under this Agreement,
infringes or violates the legal rights of others.
11. OWNERSHIP AND USE OF DATA :
11. A. Customer agrees and acknowledges that Company owns all data,
compilation, collective and similar rights, title and interests
worldwide in the Customer Database, and all information and
derivative works generated from the Customer Database.
11. B. Company and its Service Providers and their designees/agents
have the right to backup, copy, publish, disclose, use, sell,
modify, process this data in any form and manner as may be required
for compliance with any agreements executed by Company or its
Service Providers in order to fulfill services under this
Agreement, or for any other appropriate reason.
12. RIGHT TO MODIFY THE AGREEMENT :
Company reserves the right to revise the terms and conditions of
this Agreement and change the Company Products at any time at
Company’s sole discretion. Unless otherwise provided, any
such modification will be binding and effective immediately on
posting of the revision in the Customer Control Panel or on the
HostGator India Website. The Customer agrees to review the
Customer Control Panel and HostGator India Website including the
agreements, periodically, to be aware of any such
revisions. If the Customer does not agree with any
revision, the Customer may terminate this Agreement according to
Section (6) of this Agreement. The Customer agrees that,
continuing use of the services under this Agreement following
notice of any revision, will constitute as an acceptance of any
such revisions or changes
13. TAXES :
The Customer shall be responsible for sales tax, consumption tax,
transfer duty, custom duty, octroi duty, excise duty, income tax,
and all other taxes and duties, whether international, national,
state or local, however designated, which are levied or imposed or
may be levied or imposed, with respect to this Agreement and the
Company Products.
14. FORCE MAJEURE :
Neither Party shall be liable to the other for any loss or damage
resulting from any cause beyond its reasonable control (a "Force
Majeure Event") including, but not limited to, insurrection or
civil disorder, riot, war or military operations, national or local
emergency, acts or directives or omissions of government or other
competent authority, compliance with any statutory obligation or
executive order, strike, lock-out, work stoppage, industrial
disputes of any kind (whether or not involving either Party's
employees), any Act of God, fire, lightning, explosion, flood,
earthquake, eruption of volcano, storm, subsidence, weather of
exceptional severity, equipment or facilities breakages / shortages
which are being experienced by providers of telecommunications
services generally, or other similar force beyond such Party's
reasonable control, and acts or omissions of persons for whom
neither Party is responsible. Upon occurrence of a Force Majeure
Event and to the extent such occurrence interferes with either
Party's performance of this Agreement, such Party shall be excused
from performance of its obligations (other than payment
obligations) during the first three months of such interference,
provided that such Party uses best efforts to avoid or remove such
causes of non-performance as soon as possible.
15. ASSIGNMENT / SUBCONTRACTORS :
The Customer shall not assign, sublicense or transfer its rights or
obligations under this Agreement to any third party without the
prior written consent of the Company. Company may assign its
rights and obligations under this Agreement, and may engage service
providers, subcontractors or agents in performing its duties and
exercising its rights hereunder without the Customer’s
consent. Except as otherwise expressly provided herein, the
provisions of this Agreement shall inure to the benefit of and be
binding upon, permitted successors and assigns of the
Parties.
16. CUSTOMER - CUSTOMER TRANSFER :
16. A. Company may transfer the Order of the Customer to another
Person, Organization or any other Legal entity under the following
circumstances:
16. A. i. Authorization from the Customer and/or their Agent or
Authorized Representative in a manner prescribed by Company from
time to time;
16. A. ii. On receiving orders from a competent Court, Law
Enforcement Agency, or recognized Regulatory body;
16. B. In the above circumstances the Customer shall extend full
cooperation to Company in transferring the Order from the
Customer.
17. DISCLAIMER :
17. A. THE COMPANY SYSTEM ARE PROVIDED ON AN "AS IS" AND "WHERE IS"
BASIS AND WITHOUT ANY WARRANTY OF ANY KIND.
17. B. COMPANY AND SERVICE PROVIDERS EXPRESSLY DISCLAIM ALL
WARRANTIES AND / OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, BUT
NOT LIMITED TO, THE IMPLIED WARRANTIES AND CONDITIONS OF
MERCHANTABILITY OR SATISFACTORY QUALITY AND FITNESS FOR A
PARTICULAR PURPOSE AND NONINFRINGEMENT OF THIRD PARTY RIGHTS AND
QUALITY/AVAILABILITY OF TECHNICAL SUPPORT.
17. C. COMPANY AND SERVICE PROVIDERS ASSUME NO RESPONSIBILITY AND
SHALL NOT BE LIABLE FOR ANY DAMAGES TO, OR VIRUSES THAT MAY AFFECT,
YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY IN CONNECTION WITH YOUR
ACCESS TO, USE OF, COMPANY SYSTEM OR BY ACCESSING COMPANY SERVERS.
WITHOUT LIMITING THE FOREGOING, COMPANY AND SERVICE PROVIDERS DO
NOT REPRESENT, WARRANT OR GUARANTEE THAT
(A) ANY INFORMATION/DATA/DOWNLOAD AVAILABLE ON
OR THROUGH COMPANY SYSTEM OR COMPANY SERVERS WILL BE FREE OF
INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR ANYTHING ELSE
MANIFESTING DESTRUCTIVE PROPERTIES; OR
(B) THE INFORMATION AVAILABLE ON OR THROUGH THE
COMPANY SYSTEM/COMPANY SERVERS WILL NOT CONTAIN ADULT-ORIENTED
MATERIAL OR MATERIAL WHICH SOME INDIVIDUALS MAY DEEM OBJECTIONABLE;
OR
(C) THE FUNCTIONS OR SERVICES PERFORMED BY
COMPANY AND SERVICE PROVIDERS WILL BE SECURE, TIMELY, UNINTERRUPTED
OR ERROR-FREE OR THAT DEFECTS IN THE COMPANY SYSTEM WILL BE
CORRECTED; OR
(D) THE SERVICE WILL MEET YOUR REQUIREMENTS OR
EXPECTATIONS OR
(E) THE SERVICES PROVIDED UNDER THIS AGREEMENT
OPERATE IN COMBINATION WITH ANY SPECIFIC HARDWARE, SOFTWARE, SYSTEM
OR DATA.
17. D. COMPANY AND SERVICE PROVIDERS MAKES NO REPRESENTATIONS OR
WARRANTIES AS TO THE SUITABILITY OF THE INFORMATION AVAILABLE OR
WITH RESPECT TO ITS LEGITIMACY, LEGALITY, VALIDITY, QUALITY,
STABILITY, COMPLETENESS, ACCURACY OR RELIABILITY. COMPANY AND
SERVICE PROVIDERS DO NOT ENDORSE, VERIFY OR OTHERWISE CERTIFY THE
CONTENT OF ANY SUCH INFORMATION. SOME JURISDICTIONS DO NOT ALLOW
THE WAIVER OF IMPLIED WARRANTIES, SO THE FOREGOING EXCLUSIONS, AS
TO IMPLIED WARRANTIES, MAY NOT APPLY TO YOU.
17. E. FURTHERMORE, COMPANY NEITHER WARRANTS NOR MAKES ANY
REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE COMPANY
SYSTEM, COMPANY SYSTEM SERVERS, Mishra Informatics Center Website
AND ANY OTHER SOFTWARE / API / SPECIFICATION / DOCUMENTATION /
APPLICATION SERVICES IN TERMS OF THEIR CORRECTNESS, ACCURACY,
RELIABILITY, OR OTHERWISE.
18. JURISDICTION & ATTORNEY'S FEES :
This Agreement shall be governed by and interpreted and enforced in
accordance with the laws of the Country, State and City where
Company is incorporated, applicable therein without reference to
rules governing choice of laws. Any action relating to this
Agreement must be brought in a court in the city, state, country
where Company is incorporated.
19. MISCELLANEOUS :
19. A. Any reference in this Agreement to gender shall include all
genders, and words importing the singular number only shall include
the plural and vice versa.
19. B. There are no representations, warranties, conditions or
other agreements, express or implied, statutory or otherwise,
between the Parties in connection with the subject matter of this
Agreement, except as specifically set forth herein.
19. C. The Parties shall attempt to resolve any disputes between
them prior to resorting to litigation through mutual understanding
or a mutually acceptable Arbitrator.
19. D. This Agreement shall inure to the benefit of and be binding
upon Company and the Customer as well as all respective successors
and permitted assigns.
19. E. This Agreement does not provide and shall not be construed
to provide third parties (i.e. non-parties to this Agreement), with
any remedy, claim, and cause of action or privilege against
Company.
19. F. The Customer, Company, and its Service Providers are
independent contractors, and nothing in this Agreement will create
any partnership, joint venture, agency, franchise, and sales
representative or employment relationship between the
parties.
19. G. Entire Agreement; Severability: This Agreement, which
includes Appendix A, [Appendix B,] Appendix C and each executed
Customer Product Agreement Extension constitutes the entire
agreement between the Parties concerning the subject matter hereof
and supersedes any prior agreements, representations, statements,
negotiations, understandings, proposals or undertakings, oral or
written, with respect to the subject matter expressly set forth
herein. If any provision of this Agreement shall be held to be
illegal, invalid or unenforceable, each Party agrees that such
provision shall be enforced to the maximum extent permissible so as
to effect the intent of the Parties, and the validity, legality and
enforceability of the remaining provisions of this Agreement shall
not in any way be affected or impaired thereby. If necessary to
effect the intent of the Parties, the Parties shall negotiate in
good faith to amend this Agreement to replace the unenforceable
language with enforceable language that reflects such intent as
closely as possible.
19. H. The division of this Agreement into Sections, Subsections,
Appendices, Extensions and other Subdivisions and the insertion of
headings are for convenience of reference only and shall not affect
or be used in the construction or interpretation of this
Agreement.
19. I. Language: All notices, designations, and specifications made
under this Agreement shall be made in the English AND/OR Simplified
Hindi (Indian) Language only.
19. J. Dates and Times: All dates and times relevant to this
Agreement or its performance shall be computed based on the date
and time observed in the city of the Registered office of the
Company
20. BREACH :
20. A. In the event that Company suspects breach of any of the
terms and conditions of this Agreement:
20. A. i. Company can immediately, without any notification and
without assigning any reasons, suspend / terminate the Customers'
access to all Company Products and Services and the Company
system.
20. A. ii. The Customer will be immediately liable for any damages
caused by any breach of any of the terms and conditions of this
Agreement.
21. NOTICE :
21. A. Any notice or other communication required or permitted to
be delivered to Company under this Agreement shall be in writing
unless otherwise specified and shall be deemed properly delivered,
when sent to Company's contact address specified on the MIC Website
by registered mail or courier. Any communication shall be deemed to
have been validly and effectively given, on the date of receiving
such communication, if such date is a Business Day and such
delivery was made prior to 16:00 hours local time, and otherwise on
the next Business Day.
APPENDIX
APPENDIX 'A'
ACCEPTABLE USAGE POLICIES
This Appendix A covers the terms of access to the Company system.
Any violation of these terms will constitute a breach of agreement,
and grounds for immediate termination of this
Agreement.
1. ACCESS TO Company system
(1) Company may in its ABSOLUTE and UNFETTERED SOLE DISCRETION,
temporarily suspend Customers' access to the Company system in the
event of significant degradation of the Company system, or at any
time Company may deem necessary.
(2) Company may in its ABSOLUTE and UNFETTERED SOLE DISCRETION make
modifications to the Company system from time to time.
(3) Access to the Company system is controlled by authentication
information provided by Company. Company is not responsible for any
action in the Company system that takes place using this
authentication information whether authorized or not.
(4) Company is not responsible for any action in the Company system
by a Customer
(5) Customer will not attempt to hack, crack, gain unauthorized
access, misuse or engage in any practice that may hamper operations
of the Company system including, without Limitation temporary /
permanent slow down of the Company system, damage to data,
software, operating system, applications, hardware components,
network connectivity or any other hardware / software that
constitute the Company system and architecture needed to continue
operation thereof.
(6) Customer will not send or cause the sending of repeated
unreasonable network requests to the Company system or establish
repeated unreasonable connections to the Company system. Company
will in its ABSOLUTE and UNFETTERED SOLE DISCRETION decide what
constitutes as a reasonable number of requests or
connections.
(7) Customer will take reasonable measures and precautions to
ensure secrecy of authentication information.
(8) Customer will take reasonable precautions to protect Company
system Data from misuse, unauthorized access or disclosure,
alteration, or destruction.
(9) Company shall not be responsible for damage caused due to the
compromise of your Authentication information in any manner OR any
authorized/unauthorized use of the Authentication
Information.
(10) Company shall not be liable for any damages due to downtime or
interruption of Company system for any duration and any cause
whatsoever.
(11) Company shall have the right to temporarily or permanently
suspend access of a Customer to the Company system if Company in
its ABSOLUTE and UNFETTERED SOLE DISCRETION suspects misuse of the
access to the Company system, or learns of any possible misuse that
has occurred, or will occur with respect to a
Customer.
(12) Company and Service Providers reserve the right to, in their
sole discretion, reject any request, network connection, e-mail, or
message, to, or passing through, Company system
2. Terms of USAGE OF Company system
(1) Customer, or its contractors, employees, directors, officers,
representatives, agents and affiliates and Customers, either
directly or indirectly, shall not use or permit use of the Company
system or an Order, directly or indirectly, in violation of any
federal, state or local rule, regulation or law, or for any
unlawful purpose, or in a manner injurious to Company, Service
Providers or their Resellers, Customers and Customers, or their
reputation, including but not limited to the following activities
-
(1) Usenet spam (off-topic, bulk posting/cross-posting, advertising
in non-commercial newsgroups, etc.)
(2) Posting a single article or substantially similar articles to
an excessive number of newsgroups (i.e., more than 2-3) or posting
of articles which are off-topic (i.e., off-topic according to the
newsgroup charter or the article provokes complaints from the
readers of the newsgroup for being off-topic)
(3) Sending unsolicited mass e-mails (i.e., to more than 10
individuals, generally referred to as spamming) which provokes
complaints from any of the recipients; or engaging in spamming from
any provider
(4) Offering for sale or otherwise enabling access to software
products that facilitate the sending of unsolicited e-mail or
facilitate the assembling of multiple e-mail addresses
("spamware")
(5) Advertising, transmitting, linking to, or otherwise making
available any software, program, product, or service that is
designed to violate these terms, including but not limited to the
facilitation of the means to spam, initiation of pinging, flooding,
mailbombing, denial of service attacks, and piracy of
software
(6) Harassment of other individuals utilizing the Internet after
being asked to stop by those individuals, a court, a
law-enforcement agency and/or Company
(7) Impersonating another user or entity or an existing
company/user/service or otherwise falsifying one's identity for
fraudulent purposes in e-mail, Usenet postings, on IRC, or with any
other Internet service, or for the purpose of directing traffic of
said user or entity elsewhere
(8) Pointing to or otherwise directing traffic to, directly or
indirectly, any material that, in the sole opinion of Company, is
associated with spamming, bulk e-mail, e-mail harvesting, warez (or
links to such material), is in violation of copyright law, or
contains material judged, in the sole opinion of Company, to be
threatening or obscene or inappropriate
(9) Engaging in or solicit illegal activities, or to conduct any
other activity that infringes the rights of Company, Service
Providers or any other third party
(11) Transmitting Unsolicited Commercial e-mail (UCE)
(12) Transmitting bulk e-mail
(13) Being listed, or, in our sole opinion is about to be listed,
in any Spam Blacklist or DNS Blacklist
(14) Posting bulk Usenet/newsgroup articles
(15) Denial of Service attacks of any kind
(16) Excessive use of any web service obtained under this agreement
beyond reasonable limits as determined by the Company in its sole
discretion
(17) Copyright or trademark infringement
(18) Unlawful or illegal activities of any kind
(19) Promoting net abuse in any manner (providing software, tools
or information which enables, facilitates or otherwise supports net
abuse)
(20) Causing loss or creating service degradation for other users
whether intentional or inadvertent.
(21) Distributing chain letters
(22) Sending large or multiple files or messages to a single
recipient with malicious intent
(23) Cross-posting articles to an excessive number of, or
inappropriate, newsgroups, forums, mailing lists or
websites
(24) Phishing (identity theft), pharming, distribution of virus or
malware, child pornography, Fast Flux techniques, running Botnet
command and control, network attacks, money laundering schemes
(Ponzi, Pyramid, Money Mule, etc.), illegal pharmaceutical
distribution
(25) Referencing an Company system provided service or an Order
within a spam email
(26) Hosting, transmitting, providing, publishing, or storing
illegal content, including but not limited to the following
material, information, messages, data or images:
(1) libelous or defamatory content
(2) content that violates any privacy right
(3) content which threatens physical harm or property
damage
(4) content which is obscene, pornographic, salacious, explicitly
erotic or offensive
(5) content that violates applicable intellectual property laws or
regulations, including but not limited to, the transmission of
copyrighted material or trade secrets and the infringement of
patents and trademarks
(6) content which violates any export, re-export or import laws and
regulations of any applicable jurisdiction
(7) hacker programs or archives, "warez", passwords or
"cracks"
(8) internet relay chat servers ("IRCs") IRC bots
(9) any content which Company in its sole discretion determines as
illegal, unlawful, or otherwise inappropriate
(2) Company in its sole discretion will determine what constitutes
as violation of appropriate usage including but not limited to all
of the above.
(3) Data in the Company system Database cannot be used for any
purpose other than those listed below, except if explicit written
permission has been obtained from Company:-
1. To perform services contemplated under this agreement;
and
2. To communicate with Company on any matter pertaining to Company
or its services
APPENDIX 'C'
PAYMENT TERMS AND CONDITIONS
1. ADVANCE ACCOUNT
(1) Prior to purchasing any Company Products, the Customer shall
maintain an Advance Account with Company.
(2) As and when, the Customer purchases Company Products, the
Customer's Advance Account balance shall be reduced as per the then
current pricing of that Company Product as mentioned in the
Customer Control Panel or on the HostGator India Website or during
the ordering process.
(3) Company shall maintain a record of Customer's Advance Account
balance, which shall be accessible by the Customer. If the
Customer's Advance Account balance is insufficient for processing
any Order then that Order may not be processed.
(4) The Advance Account will maintain the Customer Credit in both
the Accounting Currency and Selling Currency of the Company's
choice. Company has the right to modify the currency at
anytime.
(5) Any negative balance in the Customer's Advance Account will be
immediately payable. If a Customer does not remedy a negative
balance in their account within 24 hours, Company has the right to
terminate this agreement with immediate effect and without any
notice. Upon such termination or otherwise Company shall continue
to have the right to initiate any legal proceedings against the
Customer to recover any negative balance in the Customer's Advance
Account.
(6) Company shall have the right to set-off any payment received
from the Customer, or Sub-Customer, or Lower Tier Sub-Customer, or
Customer against any negative balance in the Customer's Advance
Account.
(7) Any discrepancy, mistake, error in the credit / debit / amount
in the Customer Transactions / Advance Account maybe corrected by
Company at anytime
2. PAYMENT TERMS
(1) Company will accept payments from the Customer only by means
specified in the Customer Control Panel
(2) Company will credit all payments received to the Customers
Advance Account after deducting all bank charges, processing
charges and any other charges which Company may choose to levy upon
its sole discretion, within reasonable time of receiving the credit
in Company's Account. The exchange rate will be determined by
Company through a reasonable source. The exchange rate determined
by Company shall be undisputable.
(3) It is the Customer's responsibility to provide the Customer
Username to Company to be credited for the payment. The absence of
the Customer Username along with reasonable information will delay
the corresponding credit to the Advance Account.
(4) In the event that the Customer charges back a payment made via
Credit Card or the payment instrument sent by the Customer bounces
due to Lack of Funds or any other Reason, then
(1) Company may immediately suspend Customers' access to the
Company system
(2) Company has the right to terminate this agreement with
immediate effect and without any notice.
(3) Company in its ABSOLUTE and UNFETTERED SOLE DISCRETION may
delete, suspend, deny, cancel, modify, take ownership of or
transfer any or all of the Orders placed by the Customer, as well
as stop / suspend / delete / transfer any Orders currently being
processed.
(4) Company in its ABSOLUTE and UNFETTERED SOLE DISCRETION may
Transfer all Orders placed by the Customer to any other Customer,
or under Company's account.
(5) Company in its ABSOLUTE and UNFETTERED SOLE DISCRETION may levy
reasonable additional charges for the processing of the Charge-back
/ Payment Reversal in addition to actual costs of the
same.
(6) Any negative balance in the Customers Advance Account shall
become immediately payable
(7) Company shall have the right to initiate any legal proceedings
against the Customer to recover any such liabilities.
3. PRICING TERMS
(1) All pricing in this Agreement as well as every Customer Product
Agreement Extension refers to the price at which the Customer may
Purchase the corresponding Company Product. This is excluding
taxes, surcharges or any other costs.
(2) Company may at any time change the price of any Company Product
with reasonable notification to the Customer.