PLEASE READ THE FOLLOWING
TERMS OF USE (THE “TERMS”) VERY CAREFULLY, AS YOUR USE OF THE PLATFORM (AS
DEFINED BELOW) IS SUBJECT TO YOUR ACCEPTANCE OF AND COMPLIANCE WITH THE
FOLLOWING TERMS.
BY REGISTERING, ACCESSING OR
OTHERWISE USING THE PLATFORM, YOU ACCEPT AND AGREE TO ALL OF THE TERMS AND
CONDITIONS CONTAINED HEREIN. THESE TERMS CONSTITUTE A LEGALLY BINDING AGREEMENT
BETWEEN YOU AND THE COMPANY (AS DEFINED BELOW).
IF YOU DO NOT AGREE
TO ALL OR ANY OF THESE TERMS, DO NOT USE, ACCESS, OR REGISTER ON THE PLATFORM.
IF YOU CONTINUE TO USE THIS PLATFORM,
YOU ARE AGREEING TO BE BOUND BY THESE TERMS, WHICH, ALONG WITH THE PRIVACY
POLICY (“PRIVACY POLICY”) GOVERN
YOUR RELATIONSHIP WITH THE COMPANY.
1.
DEFINITIONS:
1.1.
“Company” or “Us” or “We” or “Our” shall mean SupeResources Academy LLP, having its registered
office at Flat No. FB1, Paramount Apartment, 1981 Convent Street, Camp, Pune,
Maharashtra, 411001, India.
1.2.
“Certificate” shall
mean the certificate of completion, availed by the Customer, upon successful
completion of the Services.
1.3.
“Content” shall
mean the variety of modules, courses and content, audio, images, photographs, software, text, icons, and
such like content designed by the
Company and offered through the Platform as a Service.
1.4.
“Customer(s)” or “You” or “Your” or “User” shall
mean the users of the Platform, who use the Platform and avail the Services offered
by the Company, through the Platform and will include individuals or legal
entities, availing the Subscription.
1.5.
“End User(s)” shall
mean the permitted users who access the Services and Content, through the
Customer’s Subscription to the Platform, whereby such Customer is a legal
entity.
1.6.
“Fees” shall mean
the fees for the Services, paid in accordance with Section 7 of these Terms.
1.7.
“Platform” shall mean and include the website of the Company hosted under the domain name
https://www.perseusudachia.com/, that allows the Customers to avail the Services.
1.8.
“Service(s)” shall
mean the access to the Content and coaching services, provided to the Customers
through the Platform.
2.
SCOPE OF THE PLATFORM:
The Platform facilitates
the provision of Services to the Users.
Upon following the process
set out under Section 3 and subject to payment of the Fees for the Services, on
the Platform, payable in accordance with Section 7 of these Terms, the Customer
shall become eligible for receipt of the Services.
You understand and
acknowledge that your use of the Platform is at your own risk and the Company
shall not be liable for any consequences arising from such use.
3.
REGISTRATION:
Immediately upon
registering on the Platform to access the Services and avail the Content by
adding Content to cart for the first time, an account will be created for you
by the Company on the Platform. For such registration, you shall be required to
provide your name, email address, phone
number, age and date of birth, registered address (if applicable) and other
similar information, reasonably sought by the Platform. By such
registration on the Platform, you will be eligible to:
(i)
Avail the Services and
access the Content;
(ii)
Receive further alerts and
instructions related to the Services made available through the Platform.
4.
USER SECURITY:
You agree to use the Platform and Content and
ensure that the End Users (if applicable) will use the Platform and Content only:
(i) for purposes that are permitted by these Terms; and (ii) in accordance with
any applicable law, regulation or generally accepted practices or guidelines.
You agree not to engage in activities that may adversely affect the use of the Platform
or Content by the Company or other Users.
You agree not to access (or attempt to access)
the Platform or Content by any means other than through the interface that is
provided by the Company. You shall not use any deep-link, robot, spider or
other automatic device, program, algorithm or methodology, or any similar or
equivalent manual process, to access, acquire, copy or monitor any portion of
the Platform or Content, or in any way, reproduce or circumvent the
navigational structure or presentation of the Platform or Content, materials or
any Company property, to obtain or attempt to obtain any materials, documents
or information, through any means not specifically made available through the Platform
or Content.
You acknowledge and agree that by accessing or
using the Platform or Content, you may be exposed to content from third parties,
that you may consider offensive, or otherwise objectionable. The Company
disclaims all liabilities arising in relation to such offensive third-party content
on the Platform.
In
addition to the foregoing, you will ensure that the End Users comply with the
terms of the end user license agreement (the “EULA”) hosted at [https://academy.perseusudachia.com/services/eula] and
appearing as Annexure-A under this Agreement.
5.
ACCESS TO THE PLATFORM:
By registering for the
Services, through the Platform, you represent and warrant that you are of the
age of majority in the jurisdiction in which you reside or, are registering
through your parents or guardians (“Representative”), who are of the age
of the majority in the jurisdiction, in which you reside. You and your
Representatives agree to:
a)
provide accurate, authentic,
and true information about yourself;
b)
provide correct and
accurate email address and mobile number so that we may contact you; and
c)
be fully responsible for
all actions carried out by you on the Platform and in relation thereto.
You must not register on
the Platform, on behalf of another individual or entity unless you are a
Representative, legally authorized to do so.
Registration with the Platform
does not make you a member, shareholder, or affiliate of the Company for any
purposes whatsoever, nor shall you have any of the rights of statutory members
of the Company.
6.
SERVICES:
Upon
providing the details set out in Section 3 and upon payment of Fees, your
revocable, non-sublicensable, non-transferable, non-exclusive and limited subscription
to the Content (the “Subscription”) and access to the Services, will commence.
7.
PRICING:
The
Services offered on the Platform are chargeable with Fees. The Company will
share a payment link to make payment of the Fees, dependent upon your selected Content.
Fees will be reflected in INR. In the event you opt to use an international
credit card to pay for the Services, the payment gateway may localize the
amount currency on the payment gateway’s popup screen to the applicable
currency. All prices are inclusive of taxes unless stated otherwise.
You
can elect to pay for access to the Services, through various modes of payment:
a)
Net Banking, NEFT, RTGS, IMPS, UPI, and Debit
& Credit Card;
b)
E-Wallets;
c)
Any other mode of payment as may be acceptable
to the Company.
We
shall be under no liability whatsoever, in respect of any loss or damage
arising directly or indirectly out of the lack of authorization for any
transaction, having exceeded the credit limit with his/her bank or for any
payment failure or issue, arising out of the transaction.
Use
of the payment facilities made available by way of email or any other medium,
shall not render the Company liable or responsible for the non-delivery,
non-receipt, non-payment, damage, breach of representations and warranties,
non-provision of after sales or warranty services or fraud as regards the Services
availed through the Platform. The Company shall not be responsible for any
damages, interests, or claims, arising from a transaction being unprocessed.
The
Company utilizes a payment gateway for online payments. Every User, who elects
to pay online using such payment gateway, hereby agrees to provide accurate
information, such as credit/debit card information for availing the Services. Every
User further warrant that he/she shall not use any payment information or
instrument that is not lawfully owned by the User. The Company disclaims all
liabilities arising out of loss of any information pertaining to the
confidentiality of the credit/debit card details or any pre-paid instruments.
In addition to these Terms, the terms and conditions of the concerned bank or
other financial institution shall also be applicable to every User. The Company
disclaims any liability arising out of the failure to process payments by such
banks or financial institutions.
If
the Company terminates your account or, if you close your account or, if the
payment of Fees or payment for change request cannot be completed for any
reason, you shall be obligated to pay the Company for all unpaid Fees, in addition
to any penalties, as may be applicable.
The
Company is merely a facilitator for providing the Customers with payment
channels through automated online electronic payments, collection, and
remittance facility for the payment of Services, purchased by the Customers on
the Platform, using the existing authorized banking infrastructure and online payment
gateway networks.
8.
CONTENT AVAILABLE:
The Company does not make
any warranty or representations for the Services and Content, provided on the Platform.
The Company shall not be held liable under any circumstances including, but not
limited to any infringement, errors, damages, fraud, misrepresentations, direct
or indirect losses, future business loss, liability, claims or omission of
information or details posted, or any link accessible or made available through
this Platform or Content. You understand that by using this Platform or
availing the Subscription, you may be exposed to Content that may be
incomplete, old, offensive and/or objectionable due to any reason whatsoever. The
Company assumes no responsibility for such Content. You agree that you are
solely responsible for your use of the Services made available through the Platform,
and the Company shall not be responsible and/or liable for any consequences
arising from such use.
9.
PROHIBITED CONDUCT:
The User,
itself shall not directly or indirectly and ensure that its End User shall not:
a)
copy, modify, adapt, translate, disassemble,
alter, reproduce or otherwise make any changes in the Content or create any
derivative works thereof,
b)
use the Content or allow the transfer,
transmission, publication or dissemination of the Content, in violation of any
applicable laws or regulations,
c)
provide access to the Content to any non-
Users directly,
d)
use the Content to develop any competing or
similar content in perpetuity,
e)
use the Services with any unsupported product
or software or learning management system (“LMS”) in any manner not
recommended by us,
f)
use the Content and Services to access, store,
distribute, or transmit any material that is defamatory, inflammatory,
harassing, or racially or ethnically offensive, unlawful, harmful, threatening,
obscene, violent or infringing any third-party’s proprietary rights.
10.
ADVERTISEMENTS AND THIRD-PARTY MODULES:
The Platform may contain
third party advertisements. The Content may contain references to certain
third-party modules or materials, as suggested readings in relation to the Content.
The display of such third- party materials does not in any way imply an
endorsement or recommendation by the Company of the relevant advertiser or the
merchant or third party, its products, or services. You are referred to the
relevant advertiser or merchant or third party, as the case may be, for all
information regarding the advertisement and its services or third-party
material, as the case may be. The Company accepts no responsibility for any
interaction between you and the relevant third party and is released from any
liability arising out of or in any way connected with such interaction.
11.
OWNERSHIP OF INTELLECTUAL PROPERTY:
17
The Platform, the Content and all the rights
including but not limited to intellectual property rights subsisting under or
in relation to the Platform, the Content and such materials are owned by the
Company and its affiliates, subsidiaries, licensors, etc. as the case may be. Nothing
contained in this section shall be deemed to grant you any rights to the
intellectual property rights contained in the Platform or the Content.
Nothing
contained in this Section shall be deemed to grant you any rights to the
intellectual property rights contained in such Content.
If you believe that the Platform contains
elements, that infringe your intellectual property rights of any third parties,
please notify the Company immediately. If we receive any intellectual property
right infringement claim notification, we may remove all such Content, which is
indicated as infringing and/or take any other appropriate action, in our sole
discretion.
You cannot use the Content of, except as
specified herein.
There may be proprietary logos, service marks
and trademarks found on the Platform and the Content, owned/used by us. By
displaying them on the Platform, we are not granting you any license to utilize
those proprietary logos, service marks, or trademarks. Any unauthorized use of such
proprietary logos, service marks, or trademarks may violate copyright laws,
trademark laws, the laws of privacy and publicity, and civil and criminal
statutes.
You may choose to, or we may invite you or any
third parties to submit or you may submit or take part in chats, testimonials, blogs,
photographs, content, whitepapers, comments, newsletters, reviews, ratings
about the Services, including without limitation about how to improve the
features of the Platform or Content (“Feedback”). By submitting such
Feedback, you agree that your disclosure is gratuitous, unsolicited and without
restriction and will not place the Company under any fiduciary or other
obligation to maintain the secrecy of such Feedback, and that we are free to
use the Feedback, without any additional compensation to you, and/or to
disclose the same on a non-confidential basis or otherwise to anyone. You
further acknowledge that, by acceptance of your submission, the Company does
not waive any rights to use similar or related ideas previously known to the
Company or developed by its employees or obtained from sources other than you.
In case you wish to submit any oral Feedback
or raise a complaint, please write to connect@perseusudachia.com.
12.
ZOOM CALLS, GOOGLE MEET(S) OR OTHER THIRD-PARTY VIDEO
CONFERENCING APPLICATIONS:
The Company may use Zoom calls, Google Meet(s),
and other third-party video conferencing applications and text-based messaging,
audio, and video calls to render the Services. The Users shall ensure that the
content of chats is not offensive, indecent, inaccurate, misleading, or
otherwise objectionable. The Company reserves the right to verify the foregoing
periodically, to ensure that the Zoom call, Google Meet, or other third-party
video conferencing facility is not misused. In the event any such misuse of the
Zoom call facility comes to the notice of the Company, the Company may take
appropriate action regarding the same, including but not limited to termination
of provision of Services to the User(s), found to be indulging in such
activities. The User agrees that the Company has the further right to record
such calls and use it for purposes including, but not limited to, advertising
of the Platform.
13.
CONFIDENTIALITY:
Confidential information, for the purpose of
these Terms, shall mean the information including but not limited to the
features, functionalities, processes, data and information regarding the Platform,
or other information of a confidential nature disclosed by the Company to the User
under these Terms, in any form (“Confidential
Information”). Confidential Information shall however, exclude any
information which (i) is/ was publicly known or comes into public domain; (ii)
is received by the User from a third party, without breach of these Terms;
(iii) was already in the possession of the User, without confidentiality
restrictions, at the time of disclosure by the Company; (iv) is permitted for
disclosure by the Company in writing; (v) independently developed by the User without
use of Confidential Information; (vi) is required to be disclosed by the Company,
pursuant to any order or requirement from a court, administrative or
governmental agency. The User agrees not to use any Confidential Information
for any purpose except as stated in these Terms.
We will keep any personal information shared
by you, confidential and only use it as per the terms of our Privacy Policy,
located at https://academy.perseusudachia.com/services/privacypolicy.
14.
PROMOTIONS AND OFFERS FROM THE COMPANY:
We
may encourage Users to participate in certain promotions, discount offers,
contests, social media events, memberships (“Promotions”) released by the Company,
from time to time. These Promotions would be at our own discretion. The
Promotions may have its own terms and conditions, which will be in addition to
these Terms. Promotions cannot be transferred or clubbed. We may request for
additional information from the Users if the Users wish to participate in these
Promotions.
15.
DEALINGS WITH THIRD PARTY ORGANISATIONS AND
INDIVIDUALS:
In the event that you have
a dispute with one or more other third -party organisation or individuals or
any other Users, except as expressly
agreed under these Terms, you hereby release the Company, its officers,
employees, agents and successors from any and all claims, demands and damages
(actual and consequential) of every kind or nature, known or unknown, suspected
and unsuspected, disclosed and undisclosed, arising out of or in any way
related to such disputes and/or the Platform. You further acknowledge and agree
that the Company shall not be responsible or liable for any loss or damage of
any sort, nor shall it be liable to initiate any legal proceedings, avail for
you, or assist you in availing any injunctive relief or legal remedy against
the applicable third-party.
16.
DISCLAIMER OF WARRANTIES:
YOU EXPRESSLY ACKNOWLEDGE
AND AGREE THAT USE OF THE PLATFORM, THE CONTENT, THE SUBSCRIPTION AND THE
SERVICES PROVIDED THROUGH IT, ARE ENTIRELY AT YOUR OWN RISK AND THAT THE PLATFORM,
THE SUBSCRIPTION AND THE CONTENT THEREIN IS PROVIDED ON AN "AS IS" OR
"AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. ALL EXPRESS
AND IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF
PROPRIETARY RIGHTS ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY
LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY, ITS OFFICERS,
EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN
CONNECTION WITH THE PLATFORM, THE CONTENT, THE SUBSCRIPTION, THE SERVICES AND
YOUR USE THEREOF. THE COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE
ACCURACY OR COMPLETENESS OF THE SERVICES OR ANY CONTENT PROVIDED OR THE CONTENT
OF ANY THIRD PARTY LINKED TO THE PLATFORM AND ASSUMES NO LIABILITY OR
RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II)
PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM
YOUR ACCESS TO AND USE OF THE PLATFORM, THE CONTENT AND THE SERVICES, (III) ANY
UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL
INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION
OR CESSATION OF TRANSMISSION TO OR FROM THE PLATFORM, (V) ANY BUGS, VIRUSES,
TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE PLATFORM
BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR
ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY SERVICES
MADE AVAILABLE VIA THE PLATFORM . THE COMPANY DOES NOT WARRANT, ENDORSE,
GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY INFORMATION ADVERTISED OR OFFERED
BY A THIRD PARTY, THROUGH THE PLATFORM OR ANY HYPERLINKED PLATFORM OR FEATURED
IN ANY BANNER OR OTHER ADVERTISING, AND THE COMPANY SHALL NOT BE A PARTY TO OR
IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND/OR
OTHER USERS, INCLUDING IN REALTION TO ANY THIRD-PARTY MERCHANTS OR ADVERTISERS
OR MATERIALS.
17.
INDEMNIFICATION:
You agree to indemnify us
and hold us harmless from and against any claims arising out of or relating to:
i)
any breach of these Terms;
ii)
any breach of applicable
laws;
iii)
transactions (present and
subsequent) between you and the Company or any third-party advertisers;
iv)
your use of and access to the Services and
Subscription;
v)
any acts or omissions occurring through your use
of the Platform including without limitation misleading, false, incomplete, or
inaccurate information;
18.
LIMITATION OF LIABILITY:
IN NO EVENT SHALL THE
COMPANY, ITS OFFICERS, EMPLOYEES, OR AGENTS, BE LIABLE FOR ANY INDIRECT,
INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF THE COMPANY HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY ASPECT OF
YOUR USE OF THE PLATFORM OR THE CONTENT PROVIDED THROUGH IT, INCLUDING WITHOUT
LIMITATION,THE DAMAGES THAT ARISE FROM YOUR SUBSCRIPTION OR YOUR USE OR MISUSE
OF THE PLATFORM OR THE SERVICES, FROM INABILITY TO USE THE PLATFORM, THE
CONTENT OR THE SERVICES, OR THE INTERRUPTION, SUSPENSION, MODIFICATION,
ALTERATION, OR TERMINATION OF THE PLATFORM OR THE SERVICES PROVIDED THROUGH IT.
SUCH LIMITATION OF LIABILITY SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED
BY REASON OF OTHER SERVICES RENDERED THROUGH OR ADVERTISED IN CONNECTION WITH
THE PLATFORM OR THE SERVICES OR ANY LINKS ON THE PLATFORM OR CONTENT. THESE
LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. YOU
SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THE COMPANY SHALL NOT BE LIABLE FOR
USER DETAILS AND CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF
ANY USER OR CUSTOMER OR THIRD PARTY, AND THAT, THE RISK OF HARM OR DAMAGE FROM
THE FOREGOING RESTS ENTIRELY WITH YOU. THE FOREGOING LIMITATIONS OF LIABILITY
WILL APPLY, NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED
WARRANTY OR REMEDY HEREIN. IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF
THE COMPANY FOR ALL DIRECT DAMAGES, HOWSOEVER ARISING, EXCEED THE FEES.
19.
PRIVACY POLICY:
The Company is committed
to responsibly managing the information and data we collect through the Platform
in compliance with our Privacy Policy. Please review the Privacy Policy so that
you are aware of how we collect and use your personal information. Our Privacy
Policy is located at https://academy.perseusudachia.com/services/privacypolicy.
20.
TERMINATION:
The Company reserves the
right to terminate your right and access to use the Platform with or without
any reason whatsoever. Additionally, your Subscription, your right to access the
Content, and use the Platform terminates automatically upon your material
breach of these Terms. Any termination in accordance with these Terms shall not
result in refund of any Fees or other amounts already paid by you to the
Company.
21.
SURVIVAL:
The Disclaimer of Warranties, the Limitation of Liability,
Indemnity and the Jurisdiction and Applicable Laws provisions will survive any
termination of these Terms.
22.
MISCELLANEOUS TERMS:
Choice of Law and Jurisdiction:
These Terms are governed
by and shall be construed according to the laws of India. The acceptance of the
Terms shall be deemed to have been given at Pune, Maharashtra, India and the
courts in Pune, Maharashtra, India shall have exclusive jurisdiction to
entertain any proceedings in any way relating to or concerning these Terms or
any rights, duties, obligations, or liabilities of the parties arising under these
Terms, to the exclusion of all other courts in India.
No waiver:
The Company’s failure to
insist on or enforce strict performance of any of these Terms shall not be
construed as a waiver of any provision or right.
Severability:
If any part of these Terms
is held to be invalid or unenforceable by any law or regulation or final
determination of a competent court or tribunal, that provision shall be deemed
severable and will not affect the validity and enforceability of the remaining
provisions.
No agency relationship:
You agree that no joint
venture, employment, or agency relationship exists between you and the Company as
a result of these Terms or due to your use of the Platform.
Entire Agreement:
These Terms and the
Privacy Policy constitute the entire agreement between you and the Company, relating
to this subject matter and supersede any and all prior communications and/or
agreements between you and the Company relating to this subject matter.
23.
ELECTRONIC RECORD:
This document is an electronic record in terms of the
Information Technology Act, 2000 and the rules framed there under as applicable,
and the amended provisions pertaining to electronic records in various statutes
as amended by the Information Technology Act, 2000. This electronic record is
generated by a computer system and does not require any physical or digital
signatures.
This document is published in accordance with the
provisions of Rule 3 (1) of the Information Technology (Intermediaries
Guidelines) Rules, 2011 that require publishing the rules and regulations,
Terms of Use for access and usage of the Platform.
24.
CHANGE IN TERMS:
We may update these Terms without notice to you. You
are encouraged to check these Terms on a regular basis to be aware of the
changes made to it. Your continued use of the Platform after such change shall
be deemed to be your acceptance of the revised Terms.
The Terms were last modified on the 27th
June 20225.
“I ACCEPT”
END USER
LICENSE AGREEMENT
BY CLICKING ON THE “I AGREE” (OR
SIMILAR BUTTON) OR BY ACCESSING THE SERVICES (DEFINED BELOW) AND AVAILING THE
SUBSCRIPTION (DEFINED BELOW), THROUGH THE SUBSCRIBER’S SUBSCRIPTION TO THE
PLATFORM AND CONTENT YOU INDICATE YOUR ASSENT TO THE FOLLOWING TERMS OF THIS
END USER LICENSE AGREEMENT (THIS “AGREEMENT”). ACCORDINGLY, THIS EULA IS A LEGAL AGREEMENT
BETWEEN YOU (DEFINED BELOW) AND
SUPERESOURCES ACADEMY LLP, HAVING ITS REGISTERED OFFICE AT FLAT NO. FB1,
PARAMOUNT APARTMENT, 1981 CONVENT STREET, CAMP, PUNE, MAHARASHTRA, 411001,
INDIA. (HEREINAFTER
REFERRED TO AS THE “SUPERESOURCES”,
"LICENSOR", “COMPANY”, "WE", "US"
AND "OUR"). ACCESS TO THE
SUBSCRIPTION AND YOUR OBLIGATIONS AND
LIABILITIES IN THIS REGARD, ARE GOVERNED BY THE TERMS OF THIS AGREEMENT.
1.
DEFINITIONS
A.
“Content”
shall mean the variety of modules, courses and content, audio, images,
photographs, software, text, icons, and such like content designed by the
Company and offered through the Platform as a Service.
B.
“Main Agreement” will mean the
Subscription Terms entered into between the Subscriber and Company with respect
to the Subscription and as amended from time to time.
C.
“Permitted User(s)” or “your” or “you” shall mean an
D.
“Platform” shall mean and include the
website of the Company hosted under the domain name https://www.perseusudachia.com/, that
allows the Customers to avail the Services.
E.
“Service(s)”
shall mean the access to the Content and coaching services, provided to the
Customers through the Platform.
F.
“Subscription”
shall mean the revocable, non-sublicensable, non-transferable, non-exclusive and
limited subscription to the Content and access to the Services.
G.
“Subscriber” shall mean the entity which
has availed a Subscription to the Services and agreed to the terms of the Main
Agreement.
H.
“Subscription Term” will mean the term
as agreed in the Main Agreement during which the Subscriber has availed the
Subscription.
2.
SUBSCRIPTION
Subject to the terms and conditions herein, the
Company grants to the Permitted User during the Subscription Term, the right to
use and access the Services and Content through Subscriber’s Subscription under
the Main Agreement, for Subscriber’s internal use (the “Purpose”). Nothing herein contained shall be construed as granting
to the Permitted User any intellectual property right, in the Subscription,
except as expressly provided for hereunder.
3.
ACCOUNT MANAGEMENT
As a condition for using the Subscription, the
Permitted Users shall be required to register with the Company and select a
password and enter his/her email address. In this regard, the Permitted Users
shall provide accurate, complete, and updated registration information. The
Permitted User understands that failure to do so shall constitute a breach of
this Agreement, which may result in immediate termination of Permitted User's
account. It is the primary responsibility of the Permitted Users to use the Subscription
as directed, however, this shall in no manner undermine any authority or rights
of the Company. The Permitted User shall be responsible for maintaining the
confidentiality of its account. The Company shall not be liable for any loss of
data or functionality caused directly or indirectly by the Permitted Users.
4.
RESTRICTIONS
The Permitted User shall not, directly or indirectly, i)
copy, modify, adapt, translate, reverse engineer, decompile, disassemble,
alter, reproduce or otherwise make any changes to the Platform, or ii) use the
Platform in any manner to provide time-sharing, benchmarking or other computer
services to third parties, except as expressly provided herein, or allow any
third party to access or benefit from the functionality of the Platform, or
iii) use the Platform for any purpose other than the purpose specified under
this Agreement, or iv) allow use of the Platform by anyone other than the
Permitted Users, or v) reverse-engineer, modify, amend, reproduce, republish,
translate into any language or computer language, re-transmit in any form or by
any means, resell or re-distribute the Platform without the prior written
consent of Company, or vi) upload, transmit or otherwise make available in
connection with the Platform any unsolicited or unauthorized advertising or
promotional materials, which by way of illustration but not limitation includes
"junk mail," "spam", "chain letters" and
"pyramid schemes", or vii) upload, transmit or otherwise make
available in connection with the Platform any content that is unlawful,
harmful, threatening, abusive, harassing, torturous, defamatory, vulgar,
obscene, libelous, invasive of another's privacy, hateful, or racially,
ethnically or otherwise objectionable, or viii) upload, transmit or otherwise
make available in connection with the Platform any content that the Permitted
User does not have a right to make available under all applicable laws, or
contractual or fiduciary relationships (which, by way of illustration but not
limitation, includes inside information, proprietary and confidential
information learned or disclosed as part of employment relationships or under
non-disclosure agreements), or ix) upload, transmit or otherwise make available
in connection with the Platform any material that contains software viruses or
any other computer code, files or programs designed to interrupt, destroy or
limit the functionality of any computer software or hardware or
telecommunications equipment, which by way of illustration but not limitation
includes viruses, time bombs, trojan horses and other malware; or x) violate
(intentionally or unintentionally) any applicable local, state, national or
international laws or regulations in connection with the Platform, including
but not limited to those related to intellectual property rights, privacy or
security. The Permitted User shall have no rights to the Platform other than as
specifically granted herein.
5.
INTELLECTUAL PROPERTY RIGHTS
A.
Any and all
ownership rights to the Platform and branding thereof, including intellectual
property rights therein is the sole and exclusive property of the Company. This
Agreement does not grant the Permitted User, any rights, title and interest in
and to Platform, its contents, and branding thereof, except where expressly and
unequivocally licensed herein.
B.
The Permitted User
agrees that it shall not directly or through the Subscriber, assert, or
authorize or assist, or encourage any third party to assert, against Company
any infringement or misappropriation of intellectual property rights related
claim regarding the Platform.
6.
PERMITTED USER CONTENT
The Permitted User shall ensure that the Content does not:
(i) include anything that actually or potentially infringes or misappropriates
the copyright, trade secret, trademark or other intellectual property right of
any third party, or (ii) contain anything that is obscene, defamatory,
harassing, offensive or malicious or (iii) introduce any software viruses or
other harmful or deleterious computer code, files, or programs, such as trojan
horses, worms, time bombs, or cancelbots. The Permitted User acknowledges and
agrees that the Company uses certain third-party tools for analytical purposes
and may use Content and track Permitted User’s usage of the Services for any
purpose including but not limited to research, analytics, and to improve the
services. Company takes no
responsibility and assumes no liability for any Content that you post or upload
on the Platform. You understand and agree that any loss or damage of any kind
that occurs to the Content that you send, upload, download, post, transmit,
display, or otherwise make available or access through use of the Platform, is
solely your responsibility.
7.
PRIVACY & SECURITY
The Company
states that it endeavours to protect the privacy of the Permitted User and the
integrity and security of the Permitted User’s personal information. The
personal information collected by the Company is subject to and governed by our
Privacy Policy located at [https://academy.perseusudachia.com/services/privacypolicy].
Permitted User understands and agrees that by using the Subscription, Permitted
User has consented to the collection, use and disclosure of Permitted User’s
personally identifiable information and aggregate data as set forth in our
Privacy Policy, and to have Permitted User’s personally identifiable
information collected, used, transferred to and processed.
8.
CONFIDENTIALITY
A.
Confidential
Information" will mean information disclosed by one Party to the other and
which includes, without limitation the financial, business, technical and
marketing information, business plans, methods, processes, inventions,
techniques, designs, data, know-how, ideas, concepts, strategies, trade
secrets, product and services and any such other information. The Company's
Confidential Information will include the information about the Platform.
Confidential Information does not include information which: a) is in the
public domain; (b) was known to the Party of such disclosure or becomes known
to the Party without breach of any confidentiality agreement; (c) is
independently developed by either Party without violating any confidentiality
obligations stated herein; (d) is disclosed pursuant judicial order or
requirement of the governmental agency or by operation of law.
B.
The receiving
Party will keep Confidential Information and proprietary information and data
received from the disclosing Party in strict confidence and will not disclose
it to any third parties except to a limited group of receiving Party's
directors, officers, agents, authorized representatives on a need-to-know
basis. Each Party will use the same degree of care and discretion (but in any
event no less than a reasonable degree of care and discretion) to avoid
unauthorized disclosure or use of the other Party's Confidential Information as
that receiving Party uses to protect its own information of a similar nature
from unauthorized disclosure or use.
C.
Upon request by
the disclosing Party, the receiving Party will immediately return to the
disclosing Party, all Confidential Information disclosed by the disclosing
Party and all copies thereof. All such information will be and will remain the
sole property of the disclosing Party.
D.
The receiving
Party agrees that any violation of the confidentiality obligations will cause
irreparable injury to the disclosing Party, entitling the disclosing Party to obtain injunctive relief in addition to all legal
remedies.
E.
The
confidentiality obligations stated herein will survive for a period of five (5)
years from the date of termination or expiration of this Agreement.
F.
Further, Permitted
User agrees that under no circumstances the Company or its affiliates or
subsidiaries will be held responsible or liable for any loss, damage or harm
caused due to Permitted User’s data or information obtained from the Platform.
9.
THIRD PARTY SOFTWARE
Third-party Software (if any) used through the Subscription
will be subject to separate terms and conditions provided by such third-party
Software. The license restrictions contained in this Agreement do not apply to
third-party Software to the extent they are inconsistent with such third-party
Software terms. The Company will not be responsible for any third-party
Software.
10.
TERM AND TERMINATION
A.
This Agreement
will commence upon your acceptance of the terms of this Agreement through or
your access to the Subscription whichever occurs earlier, and unless earlier
terminated as provided in this section (Term and Termination), will continue
until the earlier occurrence of any of the following events:
i)
the end of the
applicable Subscription Term;
ii)
termination of
Permitted User’s account by the Company; or
iii)
this Agreement will
immediately terminate upon your breach of the terms of this Agreement.
B.
Upon the
termination of this Agreement, your access to the Services will immediately
cease to exist.
C.
The Sections in
this Agreement, which, by their very nature are intended to survive the
termination of this Agreement, will survive the termination of this Agreement.
11.
INDEMNITY
Permitted Users agrees to
defend, indemnify and hold harmless the Company and, its subsidiaries, agents,
managers, affiliated companies, and their respective employees, contractors,
agents, officers and directors, from and against any and all claims, damages,
obligations, losses, liabilities, and expenses (including but not limited to
attorney’s fees) arising from: (a) breach of or violation of applicable laws
and regulations, (b) use of the Subscription other than as permitted under this
Agreement; (c) Permitted User’s use of and access to the Subscription,
including any data or work transmitted or received by Permitted User; (d)
Permitted User’s violation or breach of any term and conditions of this
Agreement including but not limited to confidentiality obligations; (e)
violation, infringement, breach or misappropriation of third-party right,
including without limitation any right to privacy, publicity rights or
intellectual property rights; (f) any claims or damages that arise as a result
of any of the Permitted User Content submitted by Permitted User or any content
that is submitted via Permitted User’s account; or (g) any other party’s access
and use of the Subscription with Permitted User’s unique username, password or
other appropriate security code.
12.
WARRANTY DISCLAIMER
EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE
PLATFORM AND SUBSCRIPTION IS PROVIDED ON AN "AS IS" AND "AS
AVAILABLE" BASIS. THE COMPANY
HEREBY DISCLAIMS ALL OTHER IMPLIED OR STATUTORY WARRANTIES, INCLUDING, WITHOUT
LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, FITNESS FOR A
PARTICULAR PURPOSE, OR NON-INFRINGEMENT LOSS OF DATA OR ARISING OTHERWISE IN
LAW OR EQUITY OR FROM A COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE
EXPRESSLY DISCLAIMED AND EXCLUDED. THE COMPANY FURTHER DISCLAIMS WARRANTIES
THAT THE PLATFORM OR SUBSCRIPTION WILL BE FIT FOR THE PURPOSE OR WILL MEET THE
PERMITTED USER'S REQUIREMENTS, THAT THE OPERATION OF THE PLATFORM WILL BE
UNINTERRUPTED OR ERROR-FREE OR THAT ANY BUGS OR ERRORS OR DEFECTS WOULD BE
FIXED OR THE PLATFORM OR SUBSCRIPTION WILL OPERATE IN COMBINATION WITH CONTENT OR PLATFORM, OR WITH ANY OTHER
HARDWARE, PLATFORM, SYSTEMS OR DATA NOT PROVIDED BY THE COMPANY. ALL
SPECIFICATIONS, DOCUMENTATION, INFORMATION, AND OTHER MATERIALS PROVIDED BY THE
COMPANY ARE PROVIDED "AS IS" WITHOUT ANY WARRANTY OF ANY KIND,
INCLUDING ANY STATUTORY WARRANTIES THAT MAY APPLY TO SUCH SPECIFICATIONS,
DOCUMENTATION, INFORMATION OR MATERIALS. THE PERMITTED USER ACKNOWLEDGES THAT
THE COMPANY DOES NOT CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS
FACILITIES, INCLUDING, THE INTERNET, AND THAT THE PLATFORM AND SUBSCRIPTION MAY
BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF
SUCH COMMUNICATIONS FACILITIES. THE COMPANY CANNOT AND DOES NOT WARRANT FOR OR
PROMISE ANY SPECIFIC RESULTS FROM USE OF SUBSCRIPTION
AND ITS RESULTS.
13.
LIMITATION OF LIABILITY
THE COMPANY WILL NOT BE LIABLE (A) FOR LOSS OR INACCURACY
OF DATA (INCLUDING ANY RESULTS DERIVED) OR, COST OF PROCUREMENT OF SUBSTITUTE
SERVICES OR TECHNOLOGY, (B) FOR ANY DIRECT OR INDIRECT, INCIDENTAL OR
CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO LOSS OF REVENUES AND LOSS
OF PROFITS, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, BUSINESS INTERRUPTION
ARISING OUT OF OR IN ANY WAY RELATED TO YOUR USE OF OR INABILITY TO USE THE
PLATFORM OR SUBSCRIPTION. IN THE EVENT THE PERMITTED USER IS NOT SATISFIED WITH
ANY TERMS OF THIS AGREEMENT OR THE PLATFORM, THE SOLE REMEDY AVAILABLE TO THE
PERMITTED USER WILL BE TO CEASE ACCESSING THE SUBSCRIPTION AND USING THE
PLATFORM.
14.
NOTICES
All notices, demands, or consents required or permitted
under this Agreement will be in writing. Notice will be considered effective on
the earlier of actual receipt or: (i) the day following transmission if sent by
facsimile or email with pdf followed by written confirmation; (ii) one day (two
days for international addresses) after posting when sent via an express
commercial courier; or (iii) five days after posting when sent via post. Notice
will be sent to the address for each party set forth on the first page of this
Agreement, or at such other address as will be provided by either party to the
other in writing.
15.
GENERAL PROVISIONS
A.
This Agreement along
with other policies referred under this Agreement, constitutes the entire or
sole legal agreement between you and Company and will govern the use of the
Subscription and will supersede and prevail over any prior agreements, whether
oral or written, regarding the subject matter hereof.
B.
If any court of
law, having the jurisdiction to decide on this matter, rules that any provision
contained under this Agreement is invalid, then that provision will be removed
from the Agreement without affecting the rest of the Agreement. The remaining provisions
of the Agreement will continue to be valid and enforceable.
C.
The Company will
have a right to assign this Agreement to its affiliates or any third parties at
any time without notice to Permitted Users.
D.
This Agreement
will be governed by and construed under laws of India. Unless waived by Company
in a particular instance, the sole and exclusive jurisdiction and venue for
actions arising under this Agreement will be courts in Pune, Maharashtra and
each Party hereby consents to the exclusive jurisdiction of such courts for any
such dispute. In addition, you agree that you will only be permitted to pursue
claims against the Company through the Subscriber, in accordance with the terms
of the Main Agreement.
E.
Any waivers and
modifications must be in writing and signed by both parties. No delay or
omission by either party in exercising any right or remedy under this Agreement
or existing at law or equity will be considered a waiver of such right or
remedy.
F.
By registering the
details with Company, Permitted User agree that we may contact you with
important information relating to the Subscription.
G.
No agency,
partnership, joint venture, or employment is created between you and the
Company as a result of this Agreement, and Subscriber does not have any
authority of any kind to bind Company in any respect whatsoever.
H.
This Agreement is
an electronic record in terms of the applicable laws. This electronic record is
generated by a computer system and does not require any physical or digital
signatures. This document is published in accordance with the provisions of
applicable laws.
I.
J.
Company may update
the terms and conditions of this Agreement, at its own discretion. Company
hereby encourages Permitted User to check these terms and conditions on a
regular basis to be aware of the changes made to it which are also available on
[https://academy.perseusudachia.com/services/termsofuse]
for the most recent version.
This Agreement was last modified on 27 June 2025.