Effective: February 10, 2021
When we refer to the “User”, we are talking about you, and we will use words like “you” or “your” to refer to you. If you are using our Services on behalf of a company, organization, or other entity, in that case, you are represent and warrant to us that you have the authority to bind your company, organization, other entity to this Agreement and that you agree to be legally bound by this contract on behalf of such entity (and “User”, “you”, and “your” then refer to such entity).
PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS ARBITRATION CLAUSE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS
By clicking “I accept,” or otherwise accessing or using the services, or any portion thereof, including the site, you acknowledge and agree that you have read, understand, and agree to be bound by this agreement. You may not access or use the Services or accept this Agreement if you are an individual that is not at least 18 years old. If you do not agree with all of the provisions of this Agreement, you may not access or use the Services.
- Account Creation. In order to use certain features of the Services, you must register for an account (“Account”). You guarantee that: (a) all required registration information you submit in connection with your registration is truthful and accurate; and (b) you will maintain the accuracy of such information.
- Account Responsibilities. You accept full responsibility of any conduct or activities that are committed through your Account while using our Services and for any consequences thereof. You agree to immediately notify us of any unauthorized use or suspected unauthorized use, of your Account or any other breach of security. You are advised to not share your Account or password details with anyone. We reserve the right to remove or reclaim any username at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use the Services without our prior written consent if you have been previously removed by us.
- Team Features If, and only if, you have purchased a Subscription to permit Subscription Features (defined in “Subscriptions” portion of “Fees and Purchase Terms” below) to be accessed and used by your employees (“Team Subscription”), then this section applies to you. For purposes of this Section, the term “Team User” means an individual employee that you have permitted to access and use the applicable Subscription Features via an Account identified by you under your Team Subscription in accordance with this Section. In order to access and use the applicable Subscription Features, your Team Users will be required to enter into the terms and conditions located at Team User Terms.
- Team. Subject to this Agreement, we grant you a non-exclusive, revocable, limited, nontransferable, non-assignable, and “as is” (i) right to permit your employee personnel to access and use the applicable Subscription Features via Accounts identified by you (such permitted employee personnel “Team Users”); (ii) right for your Team Users to use and access the Services solely for your own internal business use, subject to any applicable use limitations; and (iii) license for Team Users to download, install and use a copy of the Application on devices owned or controlled by you or the applicable Team User solely for the purpose of accessing and using the Services for your internal business purposes.
- Restrictions and Obligations.By signing up for a Team Subscription, you promise (i) to only to grant access to use your Subscription Features to your employee personnel; (ii) that Team Users will agree to be bound by, and will at all times comply with the Team User Terms prior to accessing or using the applicable Subscription Features; (iii) that Team Users will only use their Accounts in connection with their role as your employee; and (iv) you have all necessary permissions and authorizations to provide us with any information provided about Team For purposes of this Agreement, as between you and Maya, any Content, including Cloud Content posted, submitted, uploaded, provided, or otherwise made available by Team Users is Your Content and your Cloud Content. You agree to be responsible for any actions taken by Team Users or on a Team User’s account and that for purposes of Sections 4, 6(i) through 6(v), and 7 the term “you” means “you and Team Users” and the term “your” means “your and Team Users’”. Any termination of this Agreement will also result in the termination of your Team Users’ access to and use of the applicable Subscription Features and may result in the termination of the Accounts of your Team Users. If you wish to remove the authorization of a specific Team User under your Team Subscription, please contact us at email@example.com. Removal of a Team User from your Team Subscription will result in that Team User no longer having access to the applicable Subscription Features.
- Access to the Services.
- Access and Use. Subject to this Agreement, Maya grants you a limited, non-exclusive, revocable, limited, nontransferable, non-assignable, non-sublicensable, and “as is” right to use and access the Services solely for your own personal or internal business use, subject to any use limitations.
- Maya Ecosystem License. Subject to your compliance with the Agreement, Maya grants you a limited non-exclusive, non-transferable, non-assignable, non-sublicensable, revocable, and “as is” license to download, install and use a copy of the Maya Ecosystem on computers that you own or control and to run such copy of the Software solely for your own personal or internal business purposes in connection with accessing and using the Services.
- Use of Extensions. Our Extensions are software tools that integrate with the supported web browsers to enable functionality in connection with the Services. Subject to this Agreement, we grant you a non-exclusive, non-transferable, non-sublicensable, revocable license to download and install and use in connection with the supported browsers, the Extensions for your own personal or internal business purposes in connection with your access to and use of the Services.
- Third-Party Materials. As a part of the Services, you may have access to materials that are hosted by another party, as made available by another user. You agree that it is impossible for Maya to monitor such materials and that you access these materials at your own risk.
- Conditions Of Use
- Content. You acknowledge that all information, data, text, photographs, messages, tags, and other content or materials, including Cloud Content, accessible through the Services, whether publicly posted or privately transmitted (“Content”), are the sole responsibility of the party from whom such Content originated. This means that you, and not Maya, are entirely responsible for all Content that you upload, post, or otherwise make available (“Make Available”) through the Services (“Your Content”). You hereby grant Maya a fully paid, royalty-free, worldwide, non-exclusive right (including any moral rights) and license to use, sublicense, distribute, reproduce, modify, adapt, publicly perform, and display, Your Content, other than Cloud Content which is covered in Section 5.1, (in whole or in part) for the purpose of providing the Services to you. Except with respect to Your Content, you agree that you have no right, title, or interest in or to any Content that appears on or in the Services.
- Cloud Content. “Cloud Content” means any and all information and content located on a user’s accounts on a Third-Party Platform that the user connects to the Services that the user accesses or Makes Available to Maya through the Services. You hereby grant to Maya a revocable, nonexclusive, royalty-free and fully paid, worldwide license to access file contents and metadata from your Cloud Content and cache and store titles, preview text, and user activity data of your Cloud Content, and create incidental copies of such information solely for the purpose of providing the Services to you as set forth in this Agreement.
- Investigations. Maya may, but is not obligated to, monitor or review the use of the Services and Content at any time. Without limiting the foregoing, Maya shall have the right, in its sole discretion, to remove any of Your Content for any reason (or no reason). If Maya becomes aware of any possible violations by you of any provision of the Agreement, Maya may investigate such violations, and, at its sole discretion, immediately terminate your license to use of the Services, or change, alter or remove Your Content or Cloud Content, in whole or in part, without prior notice to you.
- No Obligation to Pre-Screen Content. Maya may, but is not obligated to pre-screen, refuse or remove any Content for any reason, including if Content violates the Agreement or is otherwise objectionable. Maya has no responsibility or liability for the deletion or accuracy of any Content. Certain Services may enable you to specify the level at which such Services restrict access to Your Content and Cloud Content. You are solely responsible for applying the appropriate level of access to Your Content and Cloud Content. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including without limitation chat, text, or voice communications. Unless expressly agreed to by Maya in writing elsewhere, Maya has no obligation to store any of Your Content.
- Representations and Warranties. You represent and warrant that you have all necessary right, title, interest, authorizations, and permissions to: (i) Make Available Your Content; (ii) grant the rights, licenses, and permissions granted hereunder with respect to any data, content, information, or feedback, including Your Content; and (iii) access and permit Maya to access on your behalf any Third Party Platforms.
- Fees And Purchase Terms
- Payment. You agree to pay us the amount that is specified in the payment plan in accordance with the terms of such plan and this Agreement. You must provide Maya with a valid credit card (“Payment Provider”), as a condition to purchasing a Subscription. Your Payment Provider agreement governs your use of the designated credit card, and you must refer to that agreement to determine your rights and liabilities. By providing Maya with your credit card number and associated payment information, you agree that Maya is authorized to immediately invoice your Account for all charges due and payable to Maya hereunder and that no additional notice or consent is required, including any charges in connection with any renewals of a Subscription. You agree to immediately notify Maya of any change in your billing address or the credit card used for payment hereunder. We may change the prices and billing methods for the Services on a going forward basis, either immediately upon posting on the Services or by e-mail. Except as set forth in the Agreement, all fees for the Services are non-refundable.
- Subscriptions. Certain products or services offered on or through the Services may be provided for a fee or other charge, including services or features (“Subscription Features”) for which access and use is purchased on a time limited basis (each a “Subscription”). The fee for a Subscription will be billed at the start of your Subscription and at regular intervals in accordance with your elections at the time of purchase. That being said, we may change the timing of our billing.
- Automatic Renewals & CancellationYour Subscription will continue indefinitely until terminated in accordance with the Agreement. After your initial Subscription period, and again after any subsequent Subscription period, your Subscription will automatically renew on the first day following the end of such period (“Renewal Commencement Date”) and continue for an additional equivalent period, at our then-current price for such Subscription. You agree that your Subscription will automatically renew unless you cancel your Subscription at least thirty (30) days prior to the Renewal Commencement Date (or in the event that you receive a notice from Maya that your Subscription will be automatically renewed, you will have thirty days from the date of Maya’s notice), by logging into and going to the “Change/Cancel Membership” page of your “Account Settings” page. If you do not wish for your Account to renew automatically, or if you want to change or terminate your subscription, please contact Maya at firstname.lastname@example.org or log in and go to the “Change/Cancel Membership” page on your “Account Settings” page. If you cancel your Subscription, you may use your Subscription until the end of your then-current Subscription term, but your Subscription will not be renewed after your then-current term expires. Upon renewal of your Subscription, if Maya does not receive payment from your Payment Provider, (a) you agree to pay all amounts due on your Account upon demand and/or (b) you agree that Maya may either terminate or suspend your Subscription and continue to attempt to charge your Payment Provider until payment is received (upon receipt of payment, your Account will be activated and for purposes of automatic renewal, your new Subscription commitment period will begin as of the day payment was received).
- Free Trials and Other Promotions. Any free trial or other promotion that provides a registered user level access to the Services must be used within the specified time of the trial. At the end of the trial period, your use of the Services will expire and any further use of the Services is prohibited unless you pay the applicable Subscription fee. If you are inadvertently charged for a Subscription, please contact Maya to have the charges reversed.
- IP Rights
- Services. The Services is made available on a limited access basis, and no ownership right is conveyed to you. We and our licensors have and retain all right, title and interest, including all intellectual property rights, in and to the Services, including all modifications, updates, upgrades, extensions, components and all derivative works to the Services. All our rights not expressly granted under this Agreement are hereby retained.
- Feedback. We welcome any and all feedback to help us build a better service. If you provide Maya with any feedback or suggestions regarding the Services (“Feedback”), you acknowledge that we can freely use such Feedback in any manner. Feedback you provide is not confidential or proprietary to you. So, please do not provide Maya any information or ideas that you consider to be confidential or proprietary.
- Third-Party Links and Users
- Third-Party Links. The Services may contain links to third-party websites and services, including Third Party Platforms (“Third-Party Links”). Such Third-Party Links are not under the control of Maya, and Maya is not responsible for any Third-Party Links. Maya provides access to these Third-Party Links only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links. You use all Third-Party Links at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links, and the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links.
- Interactions With Other Users. You are solely responsible for your interactions with other users and any other parties with whom you interact. You agree that Maya will not be responsible for any liability incurred as the result of such interactions. You may be provided access to Content of other users on or through the Services. Maya is not responsible for and does not control such Content. Maya has no obligation to review or monitor, and does not approve, endorse or make any representations or warranties with respect to such Content.
- Indemnification.You agree to indemnify and hold Maya (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any loss, claim, or demand arising out of: (i) your use of the Services; (ii) your violation of this Agreement; (iii) your violation of applicable laws or regulations; (iv) Maya’s use in accordance with this Agreement of any data, content, information, or feedback, including Cloud Content, that you Make Available to Maya; or (v) your violation, or Your Content’s violation, of any rights of another party, including any users. We may assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter for which you may have an indemnification obligation hereunder without the prior written consent of Maya. Maya will use reasonable efforts to notify you of any claim, action, or proceeding for which you may have an indemnification obligation hereunder upon becoming aware of it. This provision does not require you to indemnify Maya (or its officers, employees, or agents) for Maya’s (or its office employee’s or agent’s) fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Site or Services provided hereunder.
- Disclaimer of Warranties Your use of the Services is at your sole risk. The Services are provided on an “AS IS” and “AS AVAILABLE” basis. To the fullest extent permitted by applicable law, we expressly disclaims all warranties of any kind, whether express, implied or statutory, including, but not limited to the implied warranties of fitness for a particular purpose, title and non-infringement.
Except to the extent required by applicable law, we make no warranty that (i) the service will meet your requirements, (ii) the service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the Services will be accurate or reliable, or (iv) the quality of any products, Services, information, or other material purchased or obtained by you through the Services will meet your expectations.
Limitation on Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL MAYA BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES OR ANY PORTION THEREOF, EVEN IF MAYA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICES OR COMPUTER SYSTEMS, OR LOSS OF DATA RESULTING THEREFROM. UNDER NO CIRCUMSTANCES WILL MAYA (AND ITS OFFICERS, EMPLOYEES, AND AGENTS) BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (A) THE TOTAL AMOUNT PAID TO MAYA BY YOU DURING THE TWELVE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY AND (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES.
NOTHING IN THIS PROVISION SHALL AFFECT MAYA’S LIABILITY FOR DEATH OR PERSONAL INJURY ARISING FROM MAYA’S NEGLIGENCE, FOR FRAUD OR FRAUDULENT MISREPRESENTATION, NOR ANY OTHER LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
- Arbitration and Dispute Resolution
- Pre-Arbitration Dispute Resolution
We prefer to address your concerns without needing a formal legal case. If you have a dispute, please reach out to us at email@example.com. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written notice of dispute. The notice to Maya should be sent to firstname.lastname@example.org. Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Maya and you do not resolve the claim within sixty (60) calendar days after the notice is received, you or Maya may commence an arbitration proceeding.
- Dispute Resolution
Any claim, dispute or difference relating to or arising out of this Agreement shall be resolved through binding arbitration directly between you and Maya. In arbitration, a neutral arbitrator or panel of arbitrators will hear the arguments of both sides and decide on disputes in an expedient and cost- effective manner. The arbitration shall be subject to the Arbitration and Conciliation Act, 1996 as may be amended from time to time. The seat and venue of arbitration shall be Bengaluru, India. The proceedings shall be undertaken in English. The arbitration award shall be final and binding on the parties. You understand and agree that, by entering into this Agreement, you and Maya are each waiving the right to a Court trial or to participate in a representative suits (class action).
If any portion of this provision (“Arbitration and Dispute Resolution”) is found to be unenforceable, then that portion will be null and void and the remainder of this provision will reasonably remain in effect. In such event, if this provision cannot reasonably remain in effect as a whole, you and Maya agree that the exclusive jurisdiction described in “Governing Law” will govern any action arising out of or related to this Agreement.
All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator(s), will be strictly confidential for the benefit of all parties.
Term, Termination and Effect Thereof
- Term. You and Maya agree that this Agreement will commence on (a) the date you first use the Services or (b) the date you accept the Agreement and will remain in full force and effect while you use the Services, unless earlier terminated in accordance with the Agreement.
- Termination of Services by Maya. We may terminate this Agreement at any time for any reason, including if timely payment cannot be charged to your Payment Provider for any reason, if you have materially breached any provision of the Agreement, or if Maya is required to do so by law (e.g., where the provision of the Services is, or becomes, unlawful). Maya may immediately and without notice, suspend or terminate any Services provided to you.
- Termination of Services by You. If you want to terminate this Agreement, you may do so by (a) notifying us at any time and (b) closing your Account. Your notice should be sent, in writing, to our address set forth below. That being said, the Agreement will continue until the end of any then current subscription period.
- Effect of Termination. Termination of this Agreement includes removal of access and all related information, files, Cloud Content associated with or inside your Account (or any part thereof), and Your Content. We will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Agreement which by their nature should survive, shall survive termination of Services, including without limitation, Dispute Resolution, Indemnification, Warranty Disclaimers, and Limitation of Liability.
- This Agreement constitutes the entire Agreement between you and Maya and governs your use of the Services, superseding any prior agreements between you and Maya with respect to the Services. You also may be subject to additional terms and conditions that may apply when you use affiliate or third party services, third party content or third party software. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the party’s intentions as reflected in the provision, and the other provisions of this Agreement will remain in full force and effect. A printed version of this Agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign this Agreement without the prior written consent from us, but we may assign or transfer this Agreement, in whole or in part, without restriction. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail.
- International UsersThe Services can be accessed from countries around the world and may contain references to services and content that may not available in your country. These references do not imply that Maya intends to announce such services or content in your country. The Services are controlled and offered by Maya from its facilities in Bengaluru, India. Maya makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.
- Force MajeureWe shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labour or materials.
We reserve the right, at our sole discretion, to modify or replace this Agreement at any time. If we make material changes to it, we will notify you by updating the date and posting it on the Services. What constitutes a material change will be determined at our sole discretion. We may, and if required by law will, also provide notification of changes in another way that we believe is reasonably likely to reach you, such as via e-mail (if you have an account where we have your contact information) or another manner through the Services. Any modifications to this Agreement will be effective upon our posting the new terms and/or upon implementation of the new changes on the Services (or as otherwise indicated at the time of posting). In all cases, your continued use of the Services after the posting of any modified Agreement indicates your acceptance of the terms of the modified Agreement.
- Governing Law
This Agreement shall be construed in accordance with the laws of India. Subject to “Arbitration and dispute resolution” the parties submit their disputes arising out of or in connection with this Agreement to the exclusive jurisdiction of the Court of Bengaluru, Karnataka.
- Your Privacy
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