This End User License Agreement (“Agreement”) is an agreement between M/s. MASK (“Company,” “we,” “us”, “our” or “Cric Venue”) and you or the entity that you represent for the CRIC VENUE software (the “Software”).
Please read this Agreement carefully. It contains important terms that affect you and your use of the Software. By installing, copying or using the Software, you agree to be bound by the terms of this Agreement. If you do not agree to these terms, do not install, copy, or use the Software. If you are accessing or using the Software on behalf of any entity or otherwise in performance of services for any entity, you represent and warrant that you are authorized to accept this agreement on such entity's behalf, that acceptance of this agreement and use of this Software will not violate any Agreement you have with such entity, and that such entity agrees to indemnify you and Company for violations of this Agreement.
1. SOFTWARE LICENSE:
Subject to the terms and conditions of this Agreement and during the term of this Agreement, the Company hereby grants you a non-exclusive, non-sublicensable, nontransferable license to [install and use] [stream, access, download and use] one copy of the Software in object code form only on a single [personal computing device] [network server] solely to use the services made available by Company (the “Company Services”) for your own personal or internal business use (the “Permitted Purpose”). Any Software that updates, supplements or replaces the original Software is governed by this Agreement unless separate license terms accompany such update, supplement or replacement, in which case such separate terms will govern in the event of a conflict with this Agreement or as otherwise provided in such separate terms.
2. LICENSE LIMITATIONS:
Clause 1 states the entirety of your rights with respect to the Software, and we reserve all rights not expressly granted to you in this Agreement. Without limiting the foregoing, you will not do, or authorize or permit any third party to do, any of the following: (a) distribute, sub-license, sell, assign, or otherwise transfer or make available the Software; (b) use the Software for any purpose other than the Permitted Purpose; (c) reverse engineer, decompile, disassemble or otherwise attempt to discover or re-create the source code for the Software; (d) modify, adapt, alter, improve or create any derivative works of the Software; (e) connect the Software with any other online services or use the Software in conjunction with other software or services not provided by or permitted by Company [in connection with the Company Services]; (f) remove, circumvent or create or use any workaround to any copy protection or security feature in or relating to the Software; or (g) remove, alter or obscure any copyright, trademark or other proprietary rights notice on or in the Software.
3. OWNERSHIP AND CONFIDENTIALITY:
The Software is licensed, not sold, to you. We or our licensors own all right, title and interest in and to the Software, including all copyright, patent and other intellectual property or other proprietary rights in the Software. No title to or ownership of the Software or any associated intellectual property or proprietary rights are transferred to you by this Agreement.
You also acknowledge that when you download, install or use the Software, we have the right to automatically collect information on your use of the Software. We may also require that you provide information regarding yourself in order to download, install or use the Software or certain features. All information collected from you in connection with the Software may be used by us in compliance with our Privacy Policy available on our website and App. By your using, installing, downloading or providing information, you consent to the Privacy Policy and our use of your information in compliance thereof.
You are expressly prohibited from disclosing the Software to any person or entity or permitting any person or entity access to or use of the Software other than in accordance with this Agreement.
4. DISCLAIMERS:
The Software is provided to you on an “as is” basis and with all faults and defects without warranties of any kind, either express or implied. Company and its licensors disclaim all other warranties, express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. Company does not represent or warrant that the Software is free of bugs, errors, viruses or other defects or that the Software will transmit data in a secure manner. Company and its licensors shall have no liability of any kind for the use of or inability to use the Software. Company and its licensors provides any warranty or representations of any kind that the Software will operate without interruption, meet any performance or reliability standards, achieve any kind of intended purpose, be compatible with any other software or system, or have errors that can be corrected
5. INDEMNIFICATION
You will defend, indemnify and hold harmless Company and its affiliates, independent contractors, service providers, suppliers, partners, resellers, distributors and consultants, and their respective directors, officers, employees and agents (collectively, the “Company Parties”) from and against any third party claims, suits or actions and any resulting damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys' fees) arising out of or related to: (a) your use of, or inability to use, the Software; or (b) your violation of any terms of this Agreement.
6. TERMINATION
Company may terminate this Agreement at any time, with or without cause, immediately upon notice to you. Company may also discontinue the Company Services with which the Software is used, in which case this Agreement will terminate automatically without notice to you. You may terminate this Agreement by cancelling your Company Services account opened in connection with your use of the Software and deleting all copies of the Software in your possession or control. In the event of the termination of this Agreement for any reason: (a) the license granted to you in this Agreement will terminate; (b) you must immediately cease all use of the Software and destroy or erase all copies of the Software in your possession or control; and (c) Sections Ownership, Disclaimers, Indemnification, Termination, Governing Law; Jurisdiction. will survive any such termination. Further, in the event the agreement governing your use of the Company Services with which the Software is used is terminated for any reason, this Agreement will terminate automatically without notice to you.
7. APPLICABLE LAW AND DISPUTE RESOLUTION
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a. The terms of this Agreement are subject to the laws of India. Any dispute, claim or controversy arising out of or relating to the terms of this Agreement or the breach, termination, enforcement, interpretation or validity thereof or the use of the Site or the Service (collectively, “Disputes”) the parties shall attempt to settle the same amicably, through negotiation and consultation at such offices of Cric Venue as Cric Venue may designate.
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b. In the event the Dispute is not resolved internally between the parties after at least 30 (thirty) days of negotiation, in good faith, the same shall be subject to binding and final arbitration in accordance with the Arbitration and Conciliation Act, 1996 as amended from time to time or in case the Arbitration and Conciliation Act, 1996 is no longer in force, as per any law relating to arbitration in force at the time of such reference. The reference shall be made to a sole arbitrator mutually appointed by Cric Venue and you. The place of the arbitration shall be Delhi, unless otherwise mutually agreed by Cric Venue and you in writing. Subject to the above, any Dispute will be subject to the exclusive jurisdiction of courts in Delhi, India.
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8. SEVERABILITY
The invalidity of any term of the Agreement shall not affect the validity of the other provisions of this Agreement. If and to the extent that any provision of this Agreement is invalid, or is unacceptable in the given circumstances, a provision shall apply between the parties instead that is acceptable considering all the circumstances, taking into account the content and the purpose of this Agreement.
9. ASSIGNMENT
You shall not assign your rights under this Agreement without prior written approval of Cric Venue. Cric Venue can assign its rights under this Agreement to any affiliate or third party.
10. EXECUTION OF AGREEMENT
This document is an electronic record in terms of Information Technology Act, 2000 and rules thereunder as applicable and the 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.