(Effective as of March 2020)
BY CLICKING “I ACCEPT” AT THE END OF THIS AGREEMENT OR BY INSTALLING, ACCESSING, OR USING SOCIALGYAN (Socialgyan.net), YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND IT AND ITS TERMS AND CONDITIONS, AND THAT YOU AGREE TO BE BOUND LEGALLY BY IT AND ITS TERMS AND CONDITIONS.
- LICENSE GRANT. Subject to your continued compliance with this Agreement, SocialGyan provides to you a single, revocable, limited, non-exclusive, non-transferable, and non-sublicensable license to access and use Socialgyan Network during the term of this Agreement on your personal computer, laptop, mobile phone or other mobile computing device only for personal or internal business purposes.
In connection with the foregoing license and as the only right to sublicense, you may also enable an individual employee(s) of yours (each, an “Authorized User(s)”) to access and use Socialgyan Network so long as all such use remains in compliance with this Agreement. Moreover, you acknowledge and agree that you shall be responsible for monitoring your and your Authorized User(s)’s use of Socialgyan Network and for maintaining compliance with the terms and conditions of this Agreement. Accordingly, any breach of this Agreement by an Authorized User(s) shall constitute a breach by you. In connection with this license, references to “you” or “user” throughout this Agreement mean you, any Authorized User(s), and the corporate or entity-level client of SocialGyan that accesses Socialgyan Network per any other agreement with SocialGyan.
The content layout, formatting, and features of and online or remote access processes for Socialgyan Network shall be as specified by SocialGyan in its sole discretion. You also acknowledge and agree to the following: (i) SocialGyan has the right to control and direct the means, manner, and method by which Socialgyan Network is provided; (ii) SocialGyan may, from time to time engage independent contractors, consultants, or subcontractors to aid SocialGyan in providing Socialgyan Network or use thereof; and (iii) SocialGyan has the right to provide Socialgyan Network to others.
- RESTRICTIONS ON USE. All rights not expressly granted under this Agreement are hereby reserved to SocialGyan. Accordingly, you are hereby prohibited from using Socialgyan Network in any manner that is not expressly and unambiguously authorized by this Agreement. You therefore may not modify, reproduce, duplicate, copy, download, store, further transmit, disseminate, transfer, disassemble, broadcast, publish, remove or alter any proprietary notices or labels, license, sublicense, sell, mirror, frame, rent, lease, private label, grant a security interest in, create derivative works of, or otherwise exploit Socialgyan Network, or any portion of Socialgyan Network without SocialGyan’s prior written consent except as expressly and unambiguously authorized herein. Moreover, you may not (a) use any “deep link,” “page scrape,” “robot,” “spider,” or other automatic device, program, script, algorithm, or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of Socialgyan Network or in any way reproduce or circumvent the navigational structure or presentation of Socialgyan Network to obtain or attempt to obtain any materials, documents, or information through any means not purposely made available through Socialgyan Network, (b) attempt to gain unauthorized access to any portion or feature of Socialgyan Network or any other systems or networks connected to Socialgyan Network or to any SocialGyan server or to any of the services offered on or through Socialgyan Network, by hacking, password “mining,” or any other illegitimate or prohibited means, (c) probe, scan, or test the vulnerability of Socialgyan Network or any network connected to Socialgyan Network, nor breach the security or authentication measures on Socialgyan Network or any network connected to Socialgyan Network, (d) reverse look-up, trace, or seek to trace any information on any other user of or visitor to Socialgyan Network, (e) take any action that imposes an unreasonable or disproportionately large load on the infrastructure of Socialgyan Network or SocialGyan’s systems or networks or any systems or networks connected to Socialgyan Network, (f) use any device, software, or routine to interfere with the proper working of Socialgyan Network or any transaction conducted on Socialgyan Network, or with any other person’s use of Socialgyan Network, (g) forge headers, impersonate a person, or otherwise manipulate identifiers in order to disguise your identity or the origin of any message or transmittal you send to SocialGyan on or through Socialgyan Network, or (h) use Socialgyan Network in an unlawful manner.
- ATTRIBUTION. In order to reflect SocialGyan’s ownership of Socialgyan Network and to protect SocialGyan’s interests therein, you shall ensure that proper attribution and notice appears with any use of Socialgyan Network. You shall also undertake to include in connection with any printout or subsequent use of any content from Socialgyan Network a notice including the following information, “Copyright © SocialGyan (or its licensors)” and such other information as designated by SocialGyan. In accordance with the foregoing, during the Term of this Agreement, SocialGyan hereby grants to you a limited, non-exclusive, non-transferable right and license to use the full trade name of “SocialGyan” solely in connection with your attribution of the applicable content. In connection with this trademark license grant, you agree to comply with any guidelines for use as provided by SocialGyan from time to time.
- USER OBLIGATIONS. By downloading, accessing, or using Socialgyan Network, you represent and warrant that you will abide by all applicable local, state, national laws and regulations with respect to your use of Socialgyan Network, and that you are at least the legal age of majority. In addition, you agree to assume all responsibility concerning your use of Socialgyan Network, including being held responsible for any and all activity occurring through your username and password (and the related account access). You further represent and warrant that (i) you will at all times provide true, accurate, current, and complete information (and updates thereto) when submitting information to SocialGyan through Socialgyan Network; and (ii) you will at all times comply with the terms and conditions of this Agreement. Moreover, by installing, accessing, or using Socialgyan Network, you agree to allow SocialGyan to collect certain information regarding your use of Socialgyan Network (including, without limitation, certain data regarding feature utilization, navigation, and personal information (e.g., name, email, etc.), and further agree to provide SocialGyan reasonable cooperation in connection with operation of or support for Socialgyan Network. You also agree to receive electronic communications from SocialGyan. These electronic communications may include notices about applicable fees and charges, transactional information, and other information concerning or relating to Socialgyan Network or SocialGyan’s services. These electronic communications are part of your relationship with SocialGyan and you receive them as part of your use of Socialgyan Network. You therefore hereby agree that any such notices, agreements, disclosures or other communications that SocialGyan sends you electronically will satisfy any legal communication requirements.
- ACCOUNT. You may be required to register to use Socialgyan Network. Each registration is for a single user only, unless otherwise expressly agreed upon by SocialGyan. Registration for access to and use of Socialgyan Network may also require access credentials, such as a user name and a password, or adherence to other particular access requirements as designated by SocialGyan in its sole discretion from time to time. You hereby agree to consider your access credentials, such as a user name and password, as confidential information and not to disclose such information to any third party without the prior express written consent of SocialGyan, which may be withheld in its sole discretion. You shall immediately notify SocialGyan if you suspect or become aware of any loss or theft of your password or any unauthorized use of your user name and password. SocialGyan will not be liable for any loss or damage arising from your failure (whether inadvertent or intentional) to comply with these obligations.
- FEEDBACK. SocialGyan welcomes your feedback and suggestions about SocialGyan’s products or services or with respect to how to improve Socialgyan Network. By transmitting any suggestions, information, material, or other content (collectively, “Feedback”) to SocialGyan, you represent and warrant that such Feedback does not infringe or violate the intellectual property or proprietary rights of any third party (including, without limitation, patents, copyrights, or trademark rights) and that you have all rights necessary to convey to SocialGyan and enable SocialGyan to use such Feedback. In addition, any Feedback received by SocialGyan will be deemed to include a royalty-free, perpetual, irrevocable, transferable, non-exclusive right and license from you for SocialGyan to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works of, and display (in whole or in part) worldwide, or act on such Feedback without additional approval or consideration, in any form, media, or technology now known or later developed for the full term of any rights that may exist therein, and you hereby waive any claim to the contrary.
- BILLING. If you place any orders through Socialgyan Network, you are thereby expressly agreeing that SocialGyan is permitted to bill you the applicable fees, any applicable tax, and any other charges you may incur with SocialGyan in connection with your use of Socialgyan Network and any associated SocialGyan services or solutions. You agree that the fees will be billed to your credit card or PayPal account you provide in accordance with the billing terms in effect at the time a fee or charge is due and payable, as applicable. If payment is not received or cannot be charged to your credit card or PayPal account for any reason when due and payable, SocialGyan reserves the right to either suspend or terminate your order. You further acknowledge and agree that SocialGyan reserves the right, at any time, to change its prices and billing methods (on a going forward basis) for products or services sold or licensed or for use of Socialgyan Network, effective immediately upon posting in Socialgyan Network or by electronic communications to you. Please review the applicable pricing before placing any order.
- LINKS TO OTHER SITES. Socialgyan Network may connect to certain third party websites or online networks (collectively, “Third Party Sites”). These Third Party Sites have not necessarily been reviewed by SocialGyan and are owned, controlled and/or maintained solely by third parties over whom SocialGyan exercises no control. Your correspondence or any other dealings with third parties found through any Third Party Site on Socialgyan Network is solely between you and such third party. Accordingly, SocialGyan hereby expressly disclaims and shall not have any liability or responsibility for any Third Party Sites.
- Mobile Services. Socialgyan Network offers various tools or display functionality that are available to you via your mobile phone or other mobile computing device (collectively, “Mobile Services”). Please note that your mobile carrier’s normal messaging, data, and other rates and fees will apply to your use of the Mobile Services. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your mobile carrier, and not all Mobile Services may work with all carriers or devices or in all locations. Therefore, you are solely responsible for checking with your mobile carrier to determine if the Mobile Services are available for your mobile devices; what restrictions, if any, may be applicable to your use of the Mobile Services; and how much such use will cost you. Nevertheless, all use of Socialgyan Network shall be strictly in accordance with this Agreement.
- INTERACTIVE FORUMS. Socialgyan Network may contain or provide access to interactive features and functionality (referenced collectively herein as the “SocialGyan Forums”), where you can share and exchange information or content (referenced collectively as “Postings”). Socialgyan.net Forums are provided by SocialGyan as a resource for you. Use of Socialgyan.net Forums is therefore limited to your personal use. You do not have any right to distribute further Socialgyan.net Forums (or any part thereof or content presented on Socialgyan.net Forums) without SocialGyan’s prior written permission. To the extent that Socialgyan Network allows for such communication functionality, you agree that by using Socialgyan Network you will not upload, post, display, or transmit any of the following:
- anything that violates contractual or fiduciary rights, duties, or agreements;
- anything that is bigoted, hateful, or offensive;
- anything that encourages criminal conduct or that would give rise to civil liability;
- anything that violates any law or regulation in any jurisdiction;
- anything that contains vulgar, obscene, profane, or otherwise objectionable language or images;
- anything that typically would not be considered socially or professionally responsible or appropriate in person;
- anything that harms minors or is directed as a means to contact or interact with a minor;
- anything that impersonates any other person or entity, whether actual or fictitious, including, without limitation, employees and representatives of Socialgyan.net;
- anything that misrepresents your affiliation with any entity and/or Socialgyan.net;
- anything, which defames, harasses, threatens, or offends;
- anything that violates or infringes on the rights of others or misappropriates or breaches any confidentiality obligation;
- anything that violates the privacy or publicity rights of any other person, including, without limitation, posting any personally identifiable information of another individual;
- anything that constitutes a chain letter or pyramid scheme;
- anything that is false, deceptive, or misleading;
- anything that constitutes junk mail, spam, or unauthorized advertising or promotional materials;
- anything that is “off-topic,” irrelevant, or inappropriate for the purposes of Socialgyan Network;
- anything that interferes with or disrupts Socialgyan Network; or
- anything that contains or distributes malicious code, viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer, network, or Socialgyan Network or SocialGyan’s data, network, or systems.
You further agree to conduct your online activities on Socialgyan.net Forums in a cordial and friendly manner and in accordance with this Agreement and all applicable laws. You have no right to identify or suggest an affiliation with or endorsement by SocialGyan and/or its policies or services. Any views or opinions expressed by you on Socialgyan.net Forums are your personal views or opinions and do not reflect the views or opinions of SocialGyan. Moreover, no such information available through Socialgyan.net Forums should constitute professional or legal advice of any kind. You are responsible for your own use of any Postings. Please also use netiquette. Please be professional, succinct, and on-topic. Please remember to respect others and their opinions.
- PERMISSION TO USE POSTINGS. By submitting any type of a Posting(s), you represent and warrant that you have all rights necessary to transmit and provide such Posting, and you automatically and hereby grant a royalty-free, transferable, sublicensable and non-exclusive right and license for SocialGyan to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works of, and display (in whole or in part) worldwide, or act on any such Posting, without additional approval or consideration, in furtherance of and in connection with the operation of Socialgyan Network, and you hereby waive any claim to the contrary. Your Postings are non-confidential for all purposes. SocialGyan reserves the right to establish additional practices, parameters, and limits in its sole discretion concerning the storage, display, or availability of any Posting. You represent that you have all necessary rights to make a Posting(s) available to SocialGyan, and you also acknowledge that SocialGyan has no control over the extent to which any idea or information (in a Posting) may be used by any party or person once it’s posted or displayed.
- NO PRE-SCREENING OF POSTINGS. SocialGyan is not responsible for screening, policing, editing, or monitoring your or another user’s Postings and encourages all of its users to use reasonable discretion and caution in evaluating or reviewing any Postings. Moreover, SocialGyan does not endorse, oppose, or edit any opinion or information provided by you or another user and does not make any representation with respect to, nor does it endorse the accuracy, acceptability, completeness, timeliness, or reliability of any Posting displayed, uploaded, or distributed by you or any other user. Nevertheless, SocialGyan. reserves the right to monitor, delete, access, read, preserve, disclose or take other action with respect to Postings (or parts thereof) that SocialGyan reasonably believes is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce this Agreement, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, (v) protect the rights, property or safety of SocialGyan, its users, or the public, or (vi) that SocialGyan believes in good faith violate this Agreement and/or are, or are potentially, unlawful or harmful to SocialGyan, its services, or goodwill. If you violate this Agreement, SocialGyan may, in its sole discretion, delete the unacceptable content from your Posting, remove or delete the Posting in its entirety, issue you a warning, and/or terminate your use of Socialgyan Network.
- PROPRIETARY RIGHTS. This Agreement provides only a limited license to access and use Socialgyan Network in accordance with the terms of this Agreement. Accordingly, you hereby agree that SocialGyan transfers no ownership or intellectual property interest or title in and to Socialgyan Network or any other SocialGyan intellectual property to you or anyone else in connection with your use of Socialgyan Network. All text, graphics, user interfaces, visual interfaces, photographs, sounds, artwork, computer code (including html code), programs, software, products, information, and documentation as well as the design, structure, selection, coordination, expression, “look and feel,” and arrangement of any content contained on or available through Socialgyan Network are exclusively owned, controlled, and/or licensed by SocialGyan or its licensor(s). SocialGyan, SOCIAL MEDIA TODAY, and all other marks identifying the products or services of SocialGyan are proprietary trademarks of SocialGyan, and any use of such marks, including, without limitation, as domain names, account identifiers, or in connection with any search engine optimization practice(s), without the prior express written permission of SocialGyan is hereby strictly prohibited.
- DISCLAIMER. Socialgyan Network IS PROVIDED ON AN “AS-IS” BASIS AND MAY INCLUDE ERRORS, OMISSIONS, OR OTHER INACCURACIES. SocialGyan HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OR ANY OTHER IMPLIED WARRANTY UNDER THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT AS ENACTED BY ANY STATE. SocialGyan ALSO MAKES NO REPRESENTATIONS OR WARRANTIES THAT Socialgyan Network WILL OPERATE ERROR-FREE, UNINTERRUPTED, OR IN A MANNER THAT WILL MEET YOUR PARTICULAR REQUIREMENTS AND/OR NEEDS. THEREFORE, YOU ASSUME THE ENTIRE RISK REGARDING THE QUALITY AND/OR PERFORMANCE OF Socialgyan Network.
- LIMITATION OF LIABILITY. YOU ALSO EXPRESSLY ABSOLVE AND RELEASE SocialGyan FROM ANY CLAIM OF HARM RESULTING FROM A CAUSE BEYOND SocialGyan’S CONTROL, INCLUDING, BUT NOT LIMITED TO, FAILURE OF ELECTRONIC OR MECHANICAL EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER CONNECTION PROBLEMS, COMPUTER VIRUSES, UNAUTHORIZED ACCESS, THEFT, OPERATOR ERRORS, SEVERE WEATHER, EARTHQUAKES, OR NATURAL DISASTERS, STRIKES, OR OTHER LABOR PROBLEMS, WARS, OR GOVERNMENTAL RESTRICTIONS. MOREOVER, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SocialGyan BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY DEALINGS OR AGREEMENTS BETWEEN YOU AND A THIRD PARTY, THE USE OF Socialgyan Network, WITH THE DELAY OR INABILITY TO USE Socialgyan Network, THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY INFORMATION, SOFTWARE FUNCTIONALITY, AND MATERIALS AVAILABLE THROUGH Socialgyan Network, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF SocialGyan HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, TOTAL LIABILITY OF SocialGyan FOR ANY REASON WHATSOEVER RELATED TO USE OF Socialgyan Network SHALL NOT EXCEED Five Hundred Dollars ($500) (US) OR THE AMOUNT PAID BY YOU TO SocialGyan DURING THE TWELVE (12) MONTHS PRECEDING ANY CLAIM, WHICHEVER IS GREATER.
- INJUNCTIVE RELIEF. You acknowledge that any breach, threatened or actual, of this Agreement, including, without limitation, violations or infringement of SocialGyan’s intellectual property or proprietary rights, may cause irreparable injury to SocialGyan, whereby such injury would not be quantifiable in monetary damages, and SocialGyan would not have an adequate remedy at law. In the event of such injury or potential for such injury you therefore hereby agree that SocialGyan shall be entitled, in addition to other available remedies, to seek and be awarded an injunction or other appropriate equitable relief from a court of competent jurisdiction restraining any breach, threatened or actual, of your obligations under any provision of this Agreement.
- SECURITY & ENFORCEMENT. Any actual or attempted use of Socialgyan Network by you in violation of this Agreement may result in criminal and/or civil prosecution, including, without limitation, punishment under the Computer Fraud and Abuse Act of 1986 under U.S. federal law. SocialGyan reserves the right in its sole discretion to review, monitor, and/or record any information relating to your use of Socialgyan Network (“User Information”) without any prior notice to or permission from you, including, without limitation, by archiving content and/or communications submitted to and/or sent by you through Socialgyan Network. SocialGyan may share any User Information SocialGyan obtains from you with any law enforcement organization in connection with any investigation or prosecution of possible criminal or unlawful activity. SocialGyan will also disclose User Information as required by any court order and/or subpoena. In addition, SocialGyan hereby reserves the right in its sole direction to at any time and without notice modify, suspend, terminate, and/or interrupt operation of or access to Socialgyan Network, or any portion thereof, in order to protect Socialgyan Network, SocialGyan intellectual property, SocialGyan, or the business interests of SocialGyan and/or its members and affiliates.
- GOVERNING LAW. This Agreement has been made in and will be construed and enforced in accordance with the laws of the District of Columbia as applied to agreements entered into and completely performed in the District of Columbia. You agree to the personal jurisdiction by and venue in any federal or state court in the District of Columbia, and waive any objection to such jurisdiction or venue and further to a jury trial in any action. You also acknowledge and agree that any applicable state law implementation of the Uniform Computer Information Transactions Act (including any available remedies or laws) shall not apply to this Agreement and is hereby disclaimed. Any claim that you might have against SocialGyan must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. In any legal proceeding brought by SocialGyan, SocialGyan shall have the right to seek and be awarded all reasonable attorneys’ fees and costs in addition to any other relief, at law or in equity, to which SocialGyan may be entitled. A printed version of this Agreement and of any related notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent as other documents and records originally generated and maintained in printed form. Please print a copy of this Agreement or contact SocialGyan if you wish to receive a printed copy of this Agreement.
- TERM AND TERMINATION. This Agreement will take (re-take) effect at the time you click “I ACCEPT”, download Socialgyan Network or begin using Socialgyan Network, whichever is earliest. This Agreement will terminate automatically if (i) you fail to comply with any of its terms and conditions; or (ii) cease all use of Socialgyan Network. Termination will be effective without notice. In addition, SocialGyan may in its sole discretion terminate this Agreement upon notice to you for any or no reason. Upon termination of this Agreement, any and all right(s) to use Socialgyan Network shall immediately cease and you must promptly delete or destroy all copies of Socialgyan Network in your possession or control. Sections 2, 6, 7, 13, and 15-23 will survive the termination of this Agreement.
- WAIVER & SEVERABILITY. SocialGyan’s failure to insist upon strict performance of any of the terms and conditions of this Agreement by you will not operate as a waiver of any subsequent or other default or failure of performance. If any part of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable pursuant to applicable law or court order including, but not limited to, the warranty disclaimers and the liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision(s) that most clearly matches the intent of the original provision and the remainder of this Agreement shall continue in effect.
- OTHER TERMS AND CONDITIONS. Additional notices, terms, and conditions may apply to the access or use of SocialGyan’s other products and services. If there is a conflict between this Agreement and any other notices, terms, or conditions, SocialGyan shall resolve any conflict in good faith in its sole discretion but this Agreement shall generally control with respect to accessing and using Socialgyan Network.