1. Your relationship with Wilsh & Harvi Pvt. Ltd.
1.1. Your use of Wilsh & Harvi Pvt. Ltd. (herein after called as W&H) products, software, services and
web sites
(referred to collectively as the “Services” in this document and excluding any services provided to you
by W&H
under a
separate written agreement) is subject to the terms of a legal agreement between you and W&H, whose
principal
place of
business is at 44-A/21 Vrindavan Society, Thane (West), Maharashtra, Pin Code 400 601. This document
explains
how the
agreement is made up, and sets out some of the terms of that agreement.
1.2. Unless otherwise agreed in writing with W&H, your agreement with W&H will always include, at a
minimum,
the terms and conditions set out in this document. These are referred to below as the “Universal Terms”.
1.3. The Universal Terms form a legally binding agreement between you and W&H in relation to your use
of the
Services. It is important that you take the time to read them carefully. Collectively, this legal
agreement is
referred to below as the “Terms”.
2. Accepting the Terms
2.1.
In order to use the Services, you must first agree to the Terms. You may not use the Services if you do
not
accept the Terms.
2.2. You can accept the Terms by:
a)clicking to accept or agree to the Terms, where this option is made available to you by W&H in the
user
interface for any Service; or
b)by actually using the Services. In this case, you understand and agree that W&H will treat your use
of
the Services as acceptance of the Terms from that point onwards.
3. Provision of the Services by W&H
3.1. W&H has subsidiaries and affiliated legal entities (“Subsidiaries and Affiliates”). Sometimes,
these
companies will be providing the Services to you on behalf of W&H itself. You acknowledge and agree that
Subsidiaries and Affiliates will be entitled to provide the Services to you.
3.2. W&H is constantly innovating in order to provide the best possible experience for its users. You
acknowledge and agree that the form and nature of the Services, which W&H provides may change from time
to time
without prior notice to you.
3.3. As part of this continuing innovation, you acknowledge and agree that W&H may stop (permanently
or
temporarily) providing the Services (or any features within the Services) to you or to users generally
at W&H’s
sole discretion, without prior notice to you.
4. Use of the Services by you
4.1. You agree to use the Services only for purposes that are permitted by (a) the Terms and (b) any
applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions.
4.2. Unless you have been specifically permitted to do so in a separate agreement with W&H, you agree
that you
will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.
5. Proprietary rights
5.1. You acknowledge and agree that W&H (or W&H’s licensors) own all legal right, title and interest
in and to
the Services, including any intellectual property rights which subsist in the Services (whether those
rights
happen to be registered or not, and wherever in the world those rights may exist).
5.2. Unless you have agreed otherwise in writing with W&H, nothing in the Terms gives you a right to
use any
of W&H’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand
features.
5.3. You agree that you shall not remove, obscure, or alter any proprietary rights notices (including
copyright and trade mark notices) which may be affixed to or contained within the Services.
5.4. Unless you have been expressly authorized to do so in writing by W&H, you agree that in using the
Services, you will not use any trade mark, service mark, trade name, logo of any company or organization
in a
way that is likely or intended to cause confusion about the owner or authorized user of such marks,
names or
logos.
6. License from W&H
6.1 Subject to section 1.2, you may not (and you may not permit anyone else to) copy, modify, create a
derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the
Software
or any part thereof.
6.2 Subject to section 1.2, unless W&H has given you specific written permission to do so, you may not
assign
(or grant a sub-license 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.
7. Software updates
7.1. W&H will provide updates from time to time. 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 W&H to deliver these to you) as part of your
use of
the Services.
8. Ending your relationship with W&H
8.1. The Terms will continue to apply until terminated by either you or W&H as set out below.
8.2. W&H may at any time, terminate its legal agreement with you if:
a)you have breached any provision of the Terms (or have acted in manner which clearly shows that you
do not
intend to, or are unable to comply with the provisions of the Terms); or
b)W&H is required to do so by law (for example, where the provision of the Services to you is, or
becomes,
unlawful); or
c)the partner with whom W&H offered the Services to you has terminated its relationship with W&H or
ceased to
offer the Services to you; or
d)W&H is transitioning to no longer providing the Services to users or
e)the provision of the Services to you by W&H is, in W&H’s opinion, no longer commercially viable.
8.3. Nothing in this Section shall affect W&H’s rights regarding provision of Services under Section 4
of the
Terms.\
9. Exclusion of Warranties
9.1.You expressly understand and agree that your use of the services is at your sole risk and that the
services are provided "as is" and “as available.”
9.2. In particular, W&H, its subsidiaries and affiliates, and its licensors do not represent or
warrant to you
that:
(a) your use of the services will meet your requirements,
(b) your use of the services will be uninterrupted, timely, secure or free from error,
(c) any information obtained by you as a result of your use of the services will be accurate or
reliable, and
(d) that defects in the operation or functionality of any software provided to you as part of the
services
will be corrected.
9.3. No advice or information, whether oral or written, obtained by you from W&H or through or from
the
subsidiaries/affiliates services shall create any warranty not expressly stated in the terms.
9.4. W&H further expressly disclaims all warranties and conditions of any kind, whether express or
implied,
including, but not limited to the implied warranties and conditions of merchantability, fitness for a
particular
purpose and non-infringement.
10. Limitation of Liability
10.1. Subject to overall provision mentioned above, you expressly understand and agree that W&H, its
subsidiaries and affiliates, and its licensors shall not be liable to you for:
(a) any direct, indirect, incidental, special consequential or exemplary damages, which may be
incurred by
you, however caused and under any theory of liability. This shall include, but not be limited to, any
loss of
profit (whether incurred directly or indirectly), any loss of goodwill or business reputation, any loss
of data
suffered, cost of procurement of substitute goods or services, or other intangible loss;
(b) any loss or damage which may be incurred by you, including but not limited to loss or damage as a
result
of:
(i) any reliance placed by you on the completeness, accuracy or existence of any advertising, or as a
result
of any relationship or transaction between you and any advertiser or sponsor whose advertising appears
on the
services;
(ii)any changes which W&H may make to the services, or for any permanent or temporary cessation in the
provision of the services (or any features within the services);
(iii) the deletion of, corruption of, or failure to store, any content and other communications data
maintained or transmitted by or through your use of the services;
(iv) your failure to provide W&H with accurate account information;
(v) your failure to keep your password or account details secure and confidential;
10.2.The limitations on W&H’s liability to you as mentioned above shall apply whether or not W&H has
been
advised of or should have been aware of the possibility of any such losses arising.
11. Copyright and Trade Mark Policies
11.1 It is W&H’s policy to respond to notices of alleged copyright infringement that comply with applicable
international intellectual property laws and to terminating the accounts of repeat infringers.
12. Changes to the Terms
12.1. W&H may make changes to the Universal Terms from time to time. When these changes are made, W&H
will make
a new copy of the Universal Terms available and will be made available to you from within, or through,
the
affected Services.
12.2. You understand and agree that if you use the Services after the date on which the Universal have
changed,
W&H will treat your use as acceptance of the updated Universal Terms.