End User License Agreement
This End User License Agreement (“Agreement”) for the software Application SpkIt (“App”) between you (“End User”) and Composite Software Systems (“COMPOSITE SOFTWARE”), governs your use of the Application & Services of SpkIt App.
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE APPLICATION AND THE SERVICES.
BY DOWNLOADING OR INSTALLING THE APP OR OTHERWISE BY ACCESSING OR USING THE APP OR ITS SERVICES IN ANY MANNER, THE END USER AGREES TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS END USER LICENSE AGREEMENT.
IF YOU DO NOT AGREE TO BE BOUND BY THE PROVISIONS OF THIS AGREEMENT, YOU MAY NOT INSTALL, COPY, OR USE THE APP, AND YOU MUST IMMEDIATELY UNINSTALL AND DELETE ALL COPIES OF THE APP FROM YOUR DEVICES.
THE APP SOFTWARE IS PROVIDED TO THE END USER AS A NON-EXCLUSIVE AND NON-TRANSFERABLE LICENSE, IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT.
COMPOSITE SOFTWARE MAY AMEND THE TERMS OF THIS AGREEMENT BY POSTING A COPY OF THE MODIFIED OR AMENDED AGREEMENT ON THE APPLICATION OR WEBSITE AND ANY SUCH MODIFICATION / AMENDMENT SHALL BE BINDING ON THE PARTIES.
Composite Software Systems, having its office in New Delhi, India; and
End User, being any person who downloads, installs or uses the SpkIt Application.
Application or App or Software means the SpkIt mobile software application developed by Composite Software and downloaded, installed or used by the End User and all the data associated with it.
Contaminant means a virus, worm, trojan, or any disabling or malicious code, files or programs.
Content means all audio/visual content which is part of the Application Software.
Device means any device (including mobile handsets, tablets and laptops) on which Composite Software allows the downloading and use of the Application and its Services.
Documentation means any information, demo videos, manuals, usage instructions and other documentation that Composite Software provides along with the Application.
End User(s) means an end user of the Application who has downloaded the Application on his or her Device for availing the Services for personal and non-commercial use, and fulfils all prerequisites and conditions under this Agreement. The term 'User(s)' includes you or anybody else who uses the application on your device.
Marks means any proprietary logo, branding, name, trademark and other marks.
Proprietary Materials means the Services, Application, Content, Documents, Demo Video and Composite Software’s marks.
Service(s) means the speech interface that the SpkIt App provides to End Users to perform certain actions on android mobile phones through speech commands.
Use means to access, install, download or use the App and its services.
Requirements and Restrictions
The End User would be required to download and install the Application on his/her Device to use the SpkIt App and its Services. The App may allow the End User to:
Perform certain actions on an android mobile phone using speech commands. The list of such actions and commands provided is available by tapping ‘Help’ on the App menu.
The use of the App at all times shall be subject to Composite Software’s discretion and availability of necessary rights with it. All features and functionalities that Composite Software provides as part of the Application / Services will be at its discretion. Notwithstanding anything to the contrary in this Agreement, Composite Software may modify the method in which it provides access to the Application or use of the Services, without any notice whatsoever.
MSISDN & Device. The End User agrees that he is not allowed to gain access to or use the Mobile Station International Subscriber Directory Number (MSISDN), or device of any other User / person for using the App and Services in any manner. The End User hereby represents that he has the complete authority to use the Device he is using for availing the Services, and will be liable for any transactions made from that device in connection with the Services.
Device Compatibility. The End User acknowledges that the Services may be available / compatible only on select devices, depending on technical compatibility. The End User acknowledges that Composite Software, at any time, may restrict the use of the Application and Services on any particular device, platform or format.
Connectivity. Use of the Service may be internet based or through off-line mode. The End User shall be responsible for obtaining Internet connectivity (and all devices necessary for such connectivity) and paying all fees in connection with such use.
Releases. The terms of this Agreement will also govern any upgrades, updates, modifications, enhancements or other releases of the Application.
Usage. The use of the App and Proprietary Material must strictly be for personal and non-commercial use in accordance with this Agreement; and is revocable (in accordance with this Agreement), non-exclusive, non-transferable and limited by the terms of this Agreement and applicable laws, regulations, rules and guidelines.
No Public Exhibition. No public exhibition of the Service, Application, or any Content is permitted, with or without consideration, to the interests detrimental to the App or the Services and to Composite Software.
Dissemination by the End User & Compliance with the Information Technology (Intermediary Guidelines) Rules, 2011, India. It is agreed that the End User will not, and will not allow others to, use the Application and its other Proprietary Material, directly or indirectly, to publish any data, information or material using or through the App, that:
is grossly harmful, paedophilic, libellous, defamatory, vulgar, obscene, pornographic, sexually offensive or explicit, harmful or harassing, threatening, hateful, racially, culturally, ethnically or otherwise objectionable or offensive, discriminatory or abusive, against public interest and sentiment, disparaging, or relating or encouraging money laundering or gambling;
violates any law for the time being in force;
infringes any patent, trademark, copyright or other intellectual property, proprietary rights or confidentiality obligations of any person;
deceives or misleads the addressee about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;
contains contaminants, software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource, or
threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any offence or prevents investigation of any offence or is insulting any other nation;
The End User represents and warrants that he owns all communication made through the Application (collectively “User Material”) and that the posting of User Material does not violate any right of any party, including privacy rights, publicity rights, and intellectual property rights. By submitting or posting the User Material, the End User agrees that submission of the User Material does not in any way make the end user an agent or employee of Composite Software. By submitting or posting the User Material, the End User releases and discharges Composite Software and persons associated therewith from any and all claims, actions and demands arising out of, or in connection with, the use of your User Materials, your name and biographical data, including any and all claims for invasion of privacy and libel. Composite Software does not endorse the User Material, and the User Material does not reflect its opinions or policies.
Misuse. Misuse of the Application or its Services (or use not in accordance with the intended purpose for which the Services and Application are provided to the End User) in any manner is strictly prohibited. The End User shall not use the Services in a way that: is not for his personal and non-commercial use; is meant to circumvent the use restrictions in place on the Application, or as specified under this Agreement, or notified by Composite Software from time to time; or otherwise that in any manner adversely affects, the Services, Application, Content and other materials. The End User also shall not use, nor allow others to use, his MSISDN, Device, Service or Application, directly or indirectly, to:
attempt to or actually disrupt, impair or interfere with, or alter or modify, the Service, Application or any information, data or materials posted or displayed on the Application.
act in a way that negatively affects Composite Software’s goodwill, the Services, or anyone else. The End User agrees to comply with all applicable laws, statutes, rules and regulations, as well as any international treaties, which are applicable to use of the App and its Services.
Technical Restrictions; Other Limitations
No automation / data collection. The App and Services are provided for personal and non-commercial use only. The End User is not allowed to use any automated system that accesses the App and Services in a manner detrimental to the App. Further, the End User shall not use any script or other mechanism to collect, scrape or gather any information or data from the Application or the Services as well as information and data of any other User's use of the App & Services for any reason.
Security. The End User will not, nor encourage, assist or authorize any other person to, for any reason whatsoever, violate the security of the Application / Services, including: (a) accessing data not intended for the User, (b) logging onto a processor, communications or access device which the User is not authorized to access, including those of any other User, (c) attempt to probe, scan or test the vulnerability of the Service / Application or to breach security or authentication measures, (d) interfere with or disrupt the App or Services to any user, processor, host or network, (e) introducing a Contaminant in the Services or Application, or in the Device of any other User, or (f) sending unsolicited e-mails or other information, including promotions or advertising.
Reverse Engineering. The End User shall not, nor encourage, assist or authorize any other person to, for any reason whatsoever, reverse engineer, decompile, disassemble, or otherwise tamper with any components, usage rules or other protection measures applicable to the Proprietary Material. It is further agreed that the End User shall not nor enable others to, copy (except as expressly permitted hereunder), decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify, edit, alter, create derivative works of the Proprietary Materials or any software that is a part of the Application / Service, or any part thereof, even if such derivative works are not meant for commercial use.
Suspension; Discontinuation. The End User acknowledges that due to technical difficulties, scheduled or unscheduled maintenance and upgrades, causes or events outside Composite Software’s control, or for any or no reason whatsoever, Composite Software, at any time, may suspend or interrupt the Service and the Application, in whole or in part, temporarily or permanently. In addition, Composite Software reserves the right to modify or discontinue, temporarily or permanently, any feature or functionality of the Application and Services.
The App and its Services is made available free of cost to the end user.
Third Party Apps and Sites
The Application may invoke other Apps or include links to other websites on the internet that are owned and operated by third parties, and that may contain references to goods or services offered by them and may purport to be offensive. The End User acknowledges that these third party Apps and sites are beyond the control of Composite Software and Composite Software shall not be responsible for any loss or damage suffered by the End User.
Intellectual Property Rights
The End User shall comply with all applicable laws, rules, regulation and guidelines in connection with the access to and use of the Proprietary Material. The End User shall not redistribute, transmit, assign, sell, rent, share, lend, modify, adapt, edit, sublicense or otherwise transfer or use the Proprietary Material without the written consent of Composite Software. Nothing in this Agreement grants any right of synchronization, public performance, promotional use, commercial sale, resale, reproduction, rental or distribution in the Proprietary Material.
The End User shall also not violate the copyright and any other intellectual property rights in the Proprietary Material by any means for any purpose. The Proprietary Material may contain third party materials, software, code, script or other materials licensed by Composite Software from third parties.
The End User acknowledges that Composite Software retains exclusive ownership of the SpkIt App and Services and all intellectual property rights and copyright associated therewith. Except as expressly provided herein, the End User is not granted any rights or license to patents, copyrights, trade secrets or trademarks with respect to the Proprietary Material.
Agreement shall be effective until terminated by Composite Software
or the End User.
This Agreement will terminate automatically if the End User is in breach or fails to comply with any terms and conditions of this Agreement. Further, Composite Software may, in its sole and absolute discretion, at any time and for any or no reason, suspend or terminate this Agreement. This shall be without prejudice to the rights or remedies under contract, law or equity available to Composite Software.
Upon the termination of this Agreement, you must immediately stop using the App and its services and uninstall the Application from all such devices on which it is installed and/or running.
Termination of this Agreement by Composite Software will not relieve the User of any breach of the Agreement or claim against the User by Composite Software.
The End User further understands and agrees that the App & Services are made available on an “as is where is” basis and Composite Software does not provide any representation or warranty, and disclaims all representations and warranties (express, implied or statutory) and all responsibility and liability, regarding quality, substance, accuracy, reliability, appropriateness or any other standards, compliance with applicable laws, rules, regulation and guidelines, title or non-infringement of any party's rights. Composite Software has no liability for any content that may be found as offensive, indecent, objectionable, slanderous or libelous by the End User. Composite Software has no liability for any third party content that may be accessed through the App. Composite Software has no liability for any loss or damage suffered due to invoking third party Apps or accessing third party websites through the App.
Composite Software shall not be liable to correct any errors or defects in the App. The End User agrees to use and access the App/software at his discretion and risk. The End User shall be solely responsible for any damage to his computer system, mobile or loss of data that results from the use of and access to the App and its Services.
Composite Software specifically disclaims all liability and any warranty that the App will comprehend, recognize and interpret speech correctly and that the resultant action will be correct and/or error-free. End User agrees to be solely responsible for any damage to End User’s business, personal or any other interest whatsoever arising out of the use of the Application.
There are no warranties respecting the documentation and other materials accompanying the App or services provided hereunder, either express or implied, including but not limited to any warranty of design, merchantability, or fitness for a particular purpose even if the End User has been informed of such purpose
Composite Software is not responsible for the provision of any support, maintenance or any other services, or the failure to provide support, maintenance or any other services, in connection with or related to the App and its Services.
Limitation of Liability
Composite Software will not be liable to you or any third party, whether under law or contract, for any direct, indirect, incidental, special, exemplary, punitive or consequential damages, or for any loss of profits, revenues, data, business, production or goodwill, social relations or social standing, or for any other form of damages in any manner arising out of or in connection with the App and Services regardless of the form of action or the basis of the claim.
Indemnity & Release
The End User agrees to indemnify and hold harmless Composite Software, its service providers, affiliates, employees, officers, directors and agents (together, “Indemnified Parties”) against any losses, expenses, costs or damages (including legal fee, expert fee and other costs of litigation or proceedings) arising from, incurred as a result of, or in any manner related to any claim or action based upon (a) breach of, or failure to comply with, the terms and conditions of this Agreement, and including infringement of the copyright or any intellectual property right in the Content, Application or Services, (b) access and use of the Proprietary Materials, (c) breach of applicable laws, rules, regulations and guidelines, (d) negligence and misconduct, (e) infringement or misappropriation of intellectual property rights of any party.
The End User hereby releases and discharges the Indemnified Parties from any liability resulting from the use or possession of the Application, including in relation to the following: (a) any product liability claims, (b) any claim that the Proprietary Material fail to conform to any applicable legal or regulatory requirement, (c) any claim arising under any consumer protection or similar legislation.
Data & Privacy
The SpkIt App does not collect, store, sell or share any information accessed on the device. Information accessed is used only to provide a hands free speech interface for common tasks such as reading messages, sending messages to contacts, making calls, taking pictures, etc.
Modifications, Error Corrections and Updates
Composite Software does not provide any Maintenance or Support for the App/software.
Composite Software reserves the right at any time to modify or discontinue, temporarily or permanently the Software Application (or any part thereof) with or without notice. You agree that Composite Software shall not be liable to you or any third party for any modification, suspension or discontinuance of the Software Application.
Composite Software may at its sole discretion provide End User with error corrections, bug fixes, patches or other updates to the Software licensed hereunder in object code form to the extent available from time to time. In addition, Composite Software may at its sole discretion provide End User with updated manuals and other Documentation accompanying the Software for each new release of the Software licensed hereunder to the extent available from time to time.
Governing Law. This Agreement shall be governed by the laws of India.
Dispute Resolution. All disputes arising in connection with this Agreement or otherwise between the parties shall be resolved through Arbitration in terms of the Indian Arbitration & Conciliation Act, 1996 by a sole arbitrator to be appointed by Composite Software. The seat of arbitration shall be at New Delhi, India. The costs of the arbitration shall be borne by the End User.
Entire Agreement. This Agreement and any amendments or modifications made by Composite Software contains the entire agreement between Composite Software and the End User with respect to its subject matter and supersedes any and all prior or contemporaneous agreements or communications, either oral or in writing, between Composite Software and the End User with respect to the subject matter hereof.
Survival. The provisions relating to licenses, indemnity, governing law, dispute resolution, intellectual property rights and other provisions that by their nature survive expiry or termination, and in aid thereof will survive the expiry or termination of the Agreement.
Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, such provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of this Agreement shall remain in full force and effect.
No Waiver. No failure to exercise or any delay in exercising any right, power or remedy by a party under the Agreement will operate as a waiver. A single or partial exercise of any right, power or remedy does not preclude any other or further exercise of that or any other right, power or remedy. A waiver is not valid or binding on the party granting that waiver unless made expressly in writing.
Amendments. Composite Software may modify or amend the terms of this Agreement by posting a copy of the modified or amended Agreement on the Application or Website and same shall form a part and parcel of this Agreement.
Assignment. The End User shall not assign the rights under this Agreement without prior written permission from Composite Software.
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