Terms of Service

Subject to these Terms, we grant to you a personal, nonexclusive, limited, non-transferable, non-assignable, non-sublicensable, limited, revocable license to access and use the Services in accordance with these Terms. You acknowledge that you are receiving licensed rights only. You may not directly or indirectly, or authorize any person or entity to:

• (a) reverse engineer, decompile, disassemble, re-engineer, or otherwise create or attempt to create, permit, allow or assist others to create the source code of the Services;
• (b) create derivative works of the Services;
• (c) use the Services in whole or in part for any purpose, except as expressly provided herein; or
• (d) disable or circumvent any access control or related device, process, or procedure established with respect to the Services.

When you create an account with us, you guarantee that you are above the age of 18, and that the information you provide us is accurate, complete, and current at all times. Inaccurate, incomplete, or obsolete information may result in the immediate termination of your account on the Service.

You are responsible for maintaining the confidentiality of your account and password, including but not limited to the restriction of access to your computer and/or account. Your username and password may not be used by any other person. You agree to accept responsibility for any and all activities or actions that occur under your account and/or password, whether your password is with our Services or a third-party service. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account, and you must ensure that you exit from your account at the end of each session. We shall not be liable for any loss or damage arising from your failure to comply with any of these Terms.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you without appropriate authorization. You may not use as a username any name that is offensive, vulgar, or obscene. Your use of the Services or any content accessed through the Services must comply with all applicable laws, regulations and ordinances.

By providing us with your email address and other contact information, you consent to our using such contact information to send you Services-related notices, including any notices required by law, in lieu of communication by postal mail. We may also use your email address or phone number to send you other messages, such as changes to features of the Services and other information about our organization.

Some areas of the Services allow users to submit, post, display, provide, upload, or otherwise make available content such as profile information, contact information, photos, user forum features, comments, questions, and other content or information. (Any such materials a user submits, posts, displays, provides, uploads or otherwise makes available on the Services is referred to as "User Content.") User Content may be viewable by other users of the Services and through third-party websites. As such, any User Content may be treated as non-confidential and non-proprietary. All User Content publicly posted or privately transmitted through the Services is the sole responsibility of the person from whom such User Content originated, and you access all such information and User Content at your own risk.

We claim no ownership rights over User Content created by you. The User Content you create remains yours. However, you understand that if portions of the Services allow other users to view, edit, share, and/or otherwise interact with your User Content, by providing or sharing User Content through the Services, you agree to allow others to view, edit, share, and/or interact with your User Content in accordance with your settings in the Services and these Terms. We have the right (but not the obligation) in our sole discretion to remove any User Content that is on or is shared via the Services.

By submitting, posting, displaying, providing, uploading or otherwise making available any User Content on or through the Service, you expressly grant, and you represent and warrant that you have all rights necessary to grant to us a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, and/or likeness as contained in your User Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Services and our (and our successors' and affiliates') business, including without limitation for promoting and redistributing part or all of the Services (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the Services a non-exclusive right to access your User Content through the Services, and to use, reproduce, distribute, display and perform such User Content as permitted through the functionality of the Services and under these Terms. You waive all moral rights in your User Content, and you warrant that moral rights have not otherwise been asserted in your User Content. You will not be entitled to any compensation from us if we use your User Content or if your name, likeness, or voice is used or conveyed in connection with the Services.

In connection with your User Content, you affirm, represent and warrant the following:

• (a) you have the written consent of each and every identifiable natural person in the User Content, if any, to use such person's name or likeness in the manner contemplated by the Services and these Terms, and each such person has released you from any liability that may arise in relation to such use;
• (b) you have obtained and are solely responsible for obtaining all consents as may be required by law to post any User Content relating to third parties and
• (c) your User Content and our use thereof as contemplated by these Terms and the Services will not violate any law or infringe any rights of any third party, including but not limited to any patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights under the laws of any state, country, territory or other jurisdictions ("Intellectual Property Rights") and privacy rights.

To the best of your knowledge, all your User Content and other information that you provide to us is truthful and accurate.

We have the right, in our sole and absolute discretion:

• (a) to edit, redact, or otherwise change any User Content;
• (b) to re-categorize any User Content to place them in more appropriate locations on the Services; and
• (c) to pre-screen or delete any User Content at any time and for any reason, without notice.

We take no responsibility and assume no liability for any User Content, including its accuracy, validity, timeliness, completeness, reliability, integrity, quality, legality, usefulness, safety, or any intellectual property rights therein, that you or any other user or third-party posts, sends, or otherwise makes available via the Services. You shall be solely responsible for your User Content and the consequences of posting, publishing, sharing, or otherwise making it available via the Services, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. You understand and agree that you may be exposed to User Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose, and you agree that we shall not be liable for any damages you allege to incur as a result of or relating to any User Content.

Although we reserve the right to review all content and User Content that appears on the Services and to remove any content or User Content that violates these Terms, our Community Guidelines or the law, we do not necessarily review all of it. We also cannot guarantee the identity of any users with whom you interact in using the Services and are not responsible for which users gain access to the Services.

If the Services permits interaction with other users, you are solely responsible for such interactions. We reserve the right, but have no obligation, to monitor disputes between you and other users. We shall have no liability for your interactions with other users, or for any user's action or inaction.

Some areas of the Services may allow you and/or other users to serve as unofficial, voluntary moderators of User Content on the Services ("Moderators"). We are not responsible for actions taken by Moderators. We reserve the right to revoke or limit your ability to serve as a Moderator at any time and for any or no reason, including for breach of these Terms.

If you elect to become a Moderator you agree to:

• (a) comply with the Moderation Handbook;
• (b) take appropriate action to remove or restrict, as applicable, User Content that violates these Terms, the Community Guidelines or the Moderation Handbook and escalate issues in accordance with such terms and policies;
• (c) not perform any moderation activities in return for any form of compensation from a third party;
• (d) protect the confidentiality of any non-public information you access or receive in connection with your performance as a Moderator;
• (e) not represent that you are authorized to act on behalf of us; and
• (f) not enter into any agreements with third parties on behalf of us.

We reserve the right, but have no obligation, to overturn any action or decision of a Moderator if we, in our sole discretion, believe that such action or decision is not in the interest of us or the Sourcedesk community.

You agree not to engage in any of the following prohibited activities in connection with your use of the Services and/or any features or functions therein:

• (a) copying, distributing, or disclosing any part of the Services in any medium, including without limitation, by any automated or non-automated "scraping";
• (b) using any automated system, including without limitation "robots," "spiders," "offline readers," etc., to access the Services in a manner that sends more request messages to our servers than a human can reasonably produce in the same period of time by using a conventional online web browser;
• (c) transmitting spam, chain letters, or other unsolicited email;
• (d) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Services;
• (e) taking any action that imposes, or may impose at our sole discretion, an unreasonable or disproportionately large load on our infrastructure;
• (f) uploading or transmitting invalid data, viruses, worms, or other software agents through the Services;
• (g) collecting or harvesting any personally identifiable information, including account names, from the Services;
• (h) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity;
• (i) interfering with the proper working of the Services;
• (j) accessing any content on the Services through any technology or means other than those provided or authorized by the Services; or
• (k) bypassing the measures we may use to prevent or restrict access to the Services, including without limitation features that prevent or restrict the use or copying of any content or enforce limitations on the use of the Services or the content therein.

You agree not to post User Content that:

• (a) may create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, to any other person, or to any animal;
• (b) may create a risk of any other loss or damage to any person or property;
• (c) seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise;
• (d) may constitute or contribute to a crime or tort;
• (e) contains any information or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane, obscene, pornographic, or otherwise objectionable;
• (f) contains any information or content that is illegal (including, without limitation, the disclosure of insider information under securities law or of another party's trade secrets);
• (g) contains any information or content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
• (h) contains information that disparages, tarnishes or otherwise harms, in our opinion, us and/or the Services; or
• (i) contains any information or content that you know is not correct and current. We reserve the right, but are not obligated, to reject and/or remove any User Content that we believe violates any of these provisions, in our sole discretion.

Our Services are continuously evolving and improving. We may add or remove features, products, or functionalities, and we may also suspend or stop the Services altogether, in whole or in part. We may impose limits on certain features, or restrict access in certain ways. We may take any of these actions at any time, and we may not provide you with prior notice when we do so.

As part of the Services, you may be able to link your account with other accounts you have with third-party service providers (each a "Third-Party Provider Account") by:

• (a) providing your Third-Party Provider Account login information through the Services; or
• (b) allowing us to access your Third-Party Provider Account. You represent and warrant that you are entitled to disclose your Third-Party Provider Account login information to us and/or grant us access to your Third-Party Provider Account, without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Provider Account, and without obligating us to pay any fees or making us subject to any usage limitations imposed by the third-party service provider of the Third-Party Provider Account. By granting us access to any Third-Party Provider Accounts, you acknowledge and agree that
• (i) we may access, make available, and store (if applicable) any content that you have provided to and stored in your Third-Party Provider Account (the "Social Media Content") so that it is available on and through the Services via your account, including without limitation any friend or connections lists and
• (ii) we may submit to and receive from your Third-Party Provider Account additional information to the extent you are notified when you link your account with the Third-Party Provider Account.

Depending on the Third-Party Provider Accounts you choose and subject to the privacy settings that you have set in such Third-Party Provider Accounts, personally identifiable information that you post to your Third-Party Provider Accounts may be available on and through your account on the Services. Please note that if a Third-Party Provider Account or associated service becomes unavailable or our access to such Third-Party Provider Account is terminated by the third-party service provider, then Social Media Content may no longer be available on and through the Services. You will have the ability to disable the connection between your account on the Services and your Third-Party Provider Accounts at any time. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY PROVIDER ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS. We make no effort to review any Social Media Content for any purpose, including but not limited to, for accuracy, legality, or non-infringement, and we are not responsible for any Social Media Content. You acknowledge and agree that we may access your email address book associated with a Third-Party Provider Account and your contacts list stored on your mobile device or tablet computer solely for purposes of identifying and informing you of those contacts who have also registered to use the Services. You can deactivate the connection between the Services and your Third-Party Provider Account by contacting us using the contact information below or through your account settings (if applicable).

You acknowledge that any and all Intellectual Property Rights subsisting in or used in connection with the Services and their original content, features, and functionality are and will remain the exclusive property of Sourcedesk Pvt. Ltd. and its licensors and you shall not, at any time (including after termination of the license granted herein) in any way dispute, challenge, or undertake any action directly or indirectly that would be inconsistent with the ownership thereof by us or our licensors. The Services are protected by copyright, trademark, and other laws of both the United States and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of Sourcedesk Pvt. Ltd.

If you provide to us any ideas, proposals, suggestions or other materials ("Feedback"), whether related to the Services or otherwise, you hereby acknowledge and agree that such Feedback is not confidential, and that your provision of such Feedback is gratuitous, unsolicited, and without restriction, and does not place us under any fiduciary or other obligation. We may use such Feedback without compensating you and without any restriction or obligation to you.

Our Services may contain links to third-party websites or services that are not owned or controlled by Sourcedesk Pvt. Ltd.

Sourcedesk Pvt. Ltd. has no control over and assumes no responsibility for the content, privacy policies, or practices of any third-party websites or services. We do not endorse and do not warrant the offerings of any of these entities/individuals or their websites.

You acknowledge and agree that Sourcedesk Pvt. Ltd. shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such third-party websites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit.

We may terminate or suspend your account and bar access to the Services immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of the Terms. If your account is cancelled or terminated, we may permanently delete any User Content from our Services.

If you wish to terminate your account, you may simply discontinue using the Service.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

You agree, to the fullest extent permitted by applicable law, to defend, indemnify and hold harmless Sourcedesk Pvt. Ltd. and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, actions, settlements, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees), resulting from or arising out of or relating to:

• (a) your use and access of the Service, by you or any person using your account and password
• (b) your User Content
• (c) your violation of the rights of a third party, including but not limited to intellectual property rights
• (d) any overt harmful act toward any other user of the Services with whom you connected via the Services, or
• (e) a breach of these Terms.

Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

In no event shall the Company or its affiliates be liable for any indirect, incidental, special, punitive damages or consequential damages of any kind, or any damages whatsoever arising out of or related to your use of our Website, the content, and other information obtained therein.

Certain jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages; thus, the above limitations may not apply to you. In such instances, our liability will only be limited to that maximum allowable by law.

Your use of the services is at your sole risk. The services are provided on an "as is" and "as available" basis. The services are provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

Sourcedesk Pvt. Ltd., its subsidiaries, affiliates, and its licensors do not warrant that:

• (a) the services will function uninterrupted, secure or available at any particular time or location;
• (b) any errors or defects will be corrected;
• (c) the services are free of viruses or other harmful components; or
• (d) the results of using the services will meet your requirements.

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

This Agreement shall be governed by and construed in accordance with the laws of India without regard to the conflict of law provisions thereof. All claims, differences, and disputes arising under or in connection with or in relation hereto the Platform or Services provided by the company, the Terms, or any transactions entered into on or through the Platform or Services provided by the company shall be subject to the exclusive jurisdiction of the courts in West Bengal, India and you hereby accede to and accept the jurisdiction of such courts.

These Terms constitute the entire agreement between you and us pertaining to the subject matter hereof and supersede all prior or other arrangements, understandings, negotiations and discussions, whether oral or written. These Terms cannot be modified by you, and may only be modified by us as provided above.

You shall not assign or sublicense any of the rights and obligations under these Terms without the express prior written consent of us. Any assignment in contravention of this paragraph will be void.

All rights not expressly granted by us in these Terms are reserved by us and our licensors.

Failure or neglect by us to enforce at any time any of the provisions hereof shall not be construed nor shall be deemed to be a waiver of our rights hereunder, nor in any way affect the validity of the whole or any part of these Terms, nor prejudice our rights to take subsequent action. The headings contained herein are for convenience only and are not intended to be part of or to affect the meaning or interpretation of any of the terms and conditions of these Terms.

There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms or use of the Services.

You agree that these Terms will not be construed against us by virtue of having drafted them.

You hereby waive any and all defenses you may have based on the electronic form of these Terms and the lack of signing by the parties hereto to execute these Terms.

In the event that any of these terms, conditions or provisions shall be determined by any court of competent jurisdiction to be invalid, unlawful or unenforceable to any extent, such term, condition or provision shall, to that extent, be severed from the remaining terms, conditions and provisions, which shall continue to be valid to the fullest extent permitted by law.

A printed version of these Terms and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

If you have any questions about these Terms, please contact us.