1. General Information and Definitions :
Datability Technologies Private Limited (“DTPL” or “we” or “us”, which term shall, unless the same be repugnant to the meaning or context thereof, be deemed to include its subsidiaries, successors and permitted assigns), a company incorporated under the provisions of the Companies Act, 1956, having its registered office at Flat No B1, KH No 88/8 & 9, Mahavir Enclave, Palam, New Delhi – 110045, India engaged in the business of development of software applications for mobile phones and owns and operates a website ‘www.iZooto.com’ (hereinafter referred to as the “Website”, which term shall, unless repugnant to the context thereof, include any related applications, including mobile phone applications) whereby DTPL, based on information collected from the visitors to the Customer’s website, provides certain software and data based services to its customers in relation to their products, services, or any other information and/or content (“iZooto Service(s)”);
The terms, conditions and notices contained hereunder shall govern and apply to your use of our Website and/or the iZooto Service (“Terms”).
2. Your Account, use of the iZooto Service and Termination :
2.1 You shall be given access to avail the iZooto Service by registration and creation of an account on the Website (“Account”). Please ensure that at the time of creation of your Account, you provide us with all accurate and complete registration information as on date
2.2 Notwithstanding anything stated in this Agreement, either Party may terminate this Agreement without assigning any reason by giving 1 months’ prior written notice to the other Party
2. 3 Without prejudice to the Parties’ above rights of termination, either Party may terminate this Agreement immediately upon notice to the other Party if the other Party is in breach of this Agreement and the breach has not been remedied within 15 (fifteen) days following written notice by the non breaching party for cure of such breach to the breaching Party.
2.4 Either party may terminate this Agreement, effective immediately on the following grounds (a) if a Party becomes or is declared bankrupt, insolvent or goes into voluntary or compulsory liquidation, except for the purpose of amalgamation or reconstruction; or (b) if any distress or attachment is levied, or any receiver is appointed in respect of the business or a substantial part of the property or assets of a Party, or if any similar action in consequences of debt; or (c) for any reason whatsoever if either Party becomes disentitled in law to perform its obligations under this Agreement.
3. Consequences of Termination :
3.1 Upon termination of this Agreement, there shall be a transition period which shall be mutually decided by you and DTPL. DTPL will extend complete co-operation in this regard.
3.2 Upon termination of this Agreement, DTPL shall forthwith on termination cease access to and use of the Website and the Data in any manner whatsoever unless instructed in writing by you and shall immediately handover the Data and thereafter permanently destroy the Data from its system/database.
4. Code of Conduct
4.2 You shall be responsible for the safety and security of your passwords. You agree to notify us immediately in the event of any unauthorised access or use of the information provided by you in your Account.
4.3 You shall not access the Website/iZooto Service for the purpose of creating a product or service competitive with the Website and/or the iZooto Service.
4.5 You agree not to restrict or prevent any other Customer and/or end user from using the Website/iZooto Service, including without limitation, by means of ‘hacking’ or defacing any portion of the Website.
4.6 You agree not to express or imply that any statements you make are endorsed by us, without our prior express written consent
4.7 You agree that you will not copy, reproduce, sell, re-sell or trade any services provided by DTPL by way of your notifications, unless the same has been specifically agreed to in writing by DTPL.
4.8 You shall not :
Transmit or send notifications which
contain any information, data, text or other content that is unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, or infringes our or any third party’s intellectual property or other rights, harassing, blasphemous, pornographic, paedophilic, invasive of another’s privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever;
contain any material or non-public information about companies without the authorization to do so;
contain any trade secret of any third party;
contain any advertisements, solicitations or other unsolicited commercial communication (except as otherwise expressly permitted by us);
belongs to another person and to which you do not have any right to use;
impersonates another person;
violates any law for the time being in force;
harms minors in any way;
Engage in any form of antisocial, disrupting, or destructive acts, including “flaming”, “spamming”, “flooding”, “trolling”, “phishing” and “griefing” as those terms are commonly understood and used on the Internet;
Transmit any software or other materials that contain any viruses, worms, trojan horses, defects, etc.;
Modify, adapt, sublicense, translate, sell, reverse engineer, decompile or disassemble all or any portion of the Website and/or the iZooto Service;
Remove, alter, conceal any copyright, trademark, patent or other proprietary rights notices contained in the Website and/or iZooto Service;
Link the Website or any information, data, text or content thereon to any third party website or portion thereof without DTPL’s prior written consent;
Reproduce, crawl or frame the Website and/or the iZooto Services on or from any other website and/or mobile application.
5. Intellectual Property Rights and Restrictions on use:
5.1 It is hereby agreed and acknowledged that DTPL owns all legal rights, title and interest in and to the Website and the iZooto Services and any information, data or content displayed therein. You hereby acknowledge that you do not acquire any rights, title or interest in or to the Website and the iZooto Services and/or the information, data or content displayed therein.
5.3 Any information, data or content provided by us on the Website is purely intended to educate and inform you about DTPL, the Website and the iZooto Service. The same can be used solely to the extent necessary for your authorised use of the Website as provided under the respective commercial arrangement. You shall not, in any manner whatsoever modify or use such information, data, text or content for any other purpose as the same may constitute violation of any intellectual property rights owned by us in such information, data, text or content and hence the same is strictly prohibited.
5.4 The intellectual property owned by DTPL, whether registered or not, shall not be used by you in connection with any products or services that is likely to cause confusion among the end users or in any way that undervalues DTPL. Nothing contained on the Website or the iZooto Service shall be construed as granting, by implication, estoppel or otherwise, any license or right to use any intellectual property without the permission of DTPL. Misuse of any intellectual property owned by DTPL is strictly prohibited and DTPL shall enforce its intellectual property rights in such intellectual property, including via civil and criminal proceedings.
6. Third parties :
Any reference to any third party on the Website is provided purely for your informational purposes. While DTPL uses its best endeavour to ensure that the information provided on the Website is true and accurate as on date, DTPL does not warrant the accuracy of the same and shall not be liable for any fallacy in such information displayed on the Website or its appropriateness for any purpose thereof.
7. Modification of the iZooto Service and the Platform :
DTPL endeavours to constantly improve the iZooto Service through innovation to provide the best to the Customers. You acknowledge and agree that you shall accept and adapt to such innovations as and when the same are implemented. We shall notify you of any such changes as and when the same are made.
8. Jurisdiction and Dispute Resolution :
9. Disclaimers and Liability :
9.1 You expressly understand and agree that your use of the Website and/or the iZooto Service is at your sole risk and that the same are provided on a “as is” and “as available” basis without any express or implied warranty as to fitness for any purpose, merchantability and non-infringement.
9.2 In using the Website and the iZooto Service, you agree that DTPL or any of its employees, contractors, partners, sponsors, advertisers or others, are not responsible or liable for any content or items, including but not limited to any text, information, images including photographs or graphics, audio clips, video clips, and web-links transmitted by you by means of the notifications to the end users using the iZooto Service.
10.1 DTPL shall be entitled to and reserves the right to restrict, suspend or terminate your Account or deny you access to the Website and/or the iZooto Service or take such other action as it deems appropriate, with or without notice to you, if it determines, in its sole discretion, that such restriction, suspension and/or termination is necessary, and you agree that DTPL will not be liable to you or any third party for such restriction, suspension and/or termination. Upon suspension or termination of your Account, we reserve the right to remove or delete your information that is available with us, including but not limited to your login, account information and information posted by you.
10.3 DTPL shall be entitled to disclose your user identity and details if required or requested by the courts or other law enforcement authorities and/or agencies or in such other circumstances as DTPL in its sole discretion considers reasonably necessary or appropriate.
12. General :
12.1 If any provision of these Terms is unenforceable as determined by a court of competent jurisdiction under your national law, then such provision shall be struck out. All remaining provisions shall remain in full force and effect.
12.2 If we delay or fail to act in respect of any breach by you of these Terms, this will not operate as a waiver of our right to act in relation to subsequent or similar breaches by you.
If you need to give us notice of anything, you must write to us in English at email@example.com marking the same to the attention of Shrikant. If we need to give you notice of anything, we shall write to you at the email address you provide to us, either during the registration process of your Account or any other email address you may provide to us. Notice shall be deemed given 24 (twenty four) hours after an email is sent, unless the sender is notified that the email address is invalid or receives any 'delivery failure' notification. If you have any questions about this, please contact firstname.lastname@example.org