(a) The time period “KPM Learning Solutions assets” means all applications, files, systems, documentation, facts, content, photos, web page layouts, web page designs, person interfaces applied or provided with the aid of KPM Learning Solutions, work product produced with the aid of KPM Learning Solutions, and derivate works of any of the foregoing, inclusive of, without limitation, the internet site or websites made available to you by way of KPM Learning Solutions, any HTML programming executed as part of providing you with records and another special packages, functionalities, interfaces and other work product, ideas, principles or techniques which KPM Learning Solutions may additionally develop, use or depend upon in presenting the facts to you.
(b) All KPM Learning Solutions property will be and could continue to be the assets of KPM Learning Solutions.
(c) As among you and KPM Learning Solutions, KPM Learning Solutions shall be the only and exclusive owner of all patents, copyrights, trademarks, exchange secrets and techniques and different intellectual assets rights in and to the KPM Learning Solutions belongings and the information.
2. Confined License.
Upon your execution of the agreement and the price of all quantities due to KPM Learning Solutions, you’re granted a private, nontransferable and nonexclusive license to use the statistics totally in your direct advertising, marketplace studies and client prospecting functions, in strict accordance with the terms of the agreement. If no utilization period is chosen, the license’s term shall be for a period of one (1) year. The organization shall preserve all right, title and interest in and to the production/services and all intellectual property contained therein. Upon expiration or termination of the agreement, you shall stop use of the statistics and, as requested by using KPM Learning Solutions, either (a) return the records to KPM Learning Solutions without preserving any copies thereof or any notes or different statistics thereon or (b) offer a certificates, carried out by you, in shape and substance excellent to KPM Learning Solutions, that the records has been destroyed in this type of manner to render the records permanently unreadable and unrecoverable.
3. Obstacles to Use.
(a) except specifically authorized earlier and in writing via KPM Learning Solutions, you’ll not share, promote, transfer or otherwise make the data to be available to any third person or entity and you may use your best efforts to save the misuse or unauthorized use of the data’s via any third individual or entity.
(b) You will no longer name or seek advice from KPM Learning Solutions or your use of the data in any of your commercials or promotional or advertising and marketing materials.
(c) you may not use the records for customer credit purposes, underwriting customer insurance, employment functions, tenant screening purposes, for any other motive protected via the federal truthful credit score Reporting Act or for every other motive now not expressly authorized by the agreement
4. Your duties; Use of electronic mail records; review and Audit via KPM Learning Solutions.
(a) Your use of the statistics will observe all applicable federal, country, local and overseas laws, statues, guidelines and policies (“laws”), which includes laws regarding telemarketing, e-mail and facsimile marketing, customer solicitation and all applicable hints of the direct advertising and marketing affiliation (“DMA”). If you are not a member of the DMA, you’ll use your best efforts to comply with the DMA’s guidelines.
(b) Your use of any electronic mail records will follow all applicable laws, which include the CAN-unsolicited mail Act, COPPA, and any kingdom Registry legal guidelines.
(c) KPM Learning Solutions reserves the proper to review your use of the records to ensure compliance with this agreement, but any failure of KPM Learning Solutions to review such use will no longer represent acceptance of such use or waive any of KPM Learning Solutions’s rights hereunder or restrict any of your responsibilities with respect to the data’s. At any time upon at least three days’ notice, KPM Learning Solutions may also audit your information to decide whether you’re in compliance with this agreement and you will make available to KPM Learning Solutions or its representatives all information essential for the behavior of such an audit.
5. Disclaimer of Warranties; restricted assurance
THE facts IS furnished ON A STRICTLY “AS IS” basis. KPM LEARNING SOLUTIONS DOES not assure OR WARRANT THE CORRECTNESS, COMPREHENSIVENESS OR COMPLETENESS OF THE information AND, except AS furnished in the subsequent SENTENCE, KPM LEARNING SOLUTIONS DISCLAIMS ANY AND ALL WARRANTIES OF ANY NATURE, express OR IMPLIED, including ANY WARRANTIES OF MERCHANTABILITY OR fitness FOR a particular motive. you’ve got 14 DAYS out of your RECEIPT OF THE data TO inspect IT AND NOTIFY KPM LEARNING SOLUTIONS OF ANY problems OR mistakes inside the information AND if you SO NOTIFY KPM LEARNING SOLUTIONS inside THAT 14-DAY length, THE trouble OR MISTAKE might be CORRECTED AT NO additional rate TO YOU.
6. Limitation of liability.
Except as supplied in the ultimate sentence of section five, KPM Learning Solutions will not be chargeable for any claim, call for, loss, legal responsibility, damage, injuries, fee or fee (which include reasonable legal professionals’ prices and criminal expenses), whether preferred, direct, special, incidental, consequential or different harm brought about in entire or in element or at once or indirectly with the aid of any use of the records or any alleged or real failure via KPM Learning Solutions to conform with the phrases of the agreement, whether or not or no longer one of these damages have been foreseeable or whether KPM Learning Solutions become aware of the possibility of such damages. KPM Learning Solutions’s maximum liability below the final sentence of phase five will now not exceed the quantity you paid KPM Learning Solutions under the agreement within the twelve months preceding the event which gave upward push to KPM Learning Solutions’s legal responsibility.
7. Your Indemnification of KPM Learning Solutions.
You shall indemnify, defend and maintain innocent KPM Learning Solutions, its stockholders, administrators, officers, personnel, impartial contractors and agents towards any claim, demand, loss, legal responsibility, damage, injury price or cost (such as lawyers’ costs and legal costs) which arises, directly or indirectly, out of your act or omission with regards to the information or any violation of the Agreement or any violation of legal guidelines.
8. Interruption of the provider.
You acknowledge that, given the technical nature of sources KPM Learning Solutions calls for to provide the records to you, brief interruptions may additionally arise within the provision of information and that one of these interruptions shall not bring about KPM Learning Solutions having any liability to you or others and shall not suspend or eliminate your price duties to KPM Learning Solutions or provide you with any refund rights for quantities previously paid to KPM Learning Solutions.
9. No assignment via you.
You can not assign your rights or obligations under the agreement to another individual or entity without the earlier written consent of KPM Learning Solutions, whether by means of operation of regulation or in any other case, and any try to do so will be void.
10. PAYMENT REMITTANCE ADDRESS
474, 1st A Cross Rd, 5th Block, Koramangala, Bengaluru, Karnataka 560095
11. Charge for Non-Invoiced merchandise.
(a) Charge: you settle to pay KPM Learning Solutions a rate in accordance with the fees, costs and billing terms in effect at the time a rate or charge is due and payable. Prices charged are nonrefundable. (b) Interest charges: There can be interest charges on any quantities that you fail to pay when due at the fee of 1.5% a month, or such lower price can be same to the maximum price allowed through applicable law, on the unpaid amount.
12. Complete agreement; modification or Waiver.
The agreement contains the entire information between you and KPM Learning Solutions and supersedes any earlier understandings or agreements, oral or written, referring to the problem matter of the agreement. The agreement may only be amended by way of a report signed via you and KPM Learning Solutions. No waiver of any breach of the agreement will be deemed a waiver of a future breach, whether or not of a similar or different nature, and no waiver shall be powerful except in writing signed through the waiving party.
13. Execution; counterparts.
The agreement can be carried out in its authentic, through facsimile or in electronically transmitted portable record format and it is able to be finished in any number of counterparts, every of which will be deemed an authentic of the identical document.