END USER LICENSE AGREEMENT
This End User License Agreement (EULA) applies to:
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Your access and usage of the Application/Platform “(“App”)
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The software integrated with the device You purchase from Us (The software and the device shall together be referred to as “Product”).
This EULA is a legally binding agreement between Ardentous Technologies Private Limited, a private limited Company registered under Companies Act, 2013, with its registered address at One Avighna Park, B-6002, Mahadeo Palav Marg, Parel, Mumbai – 400012 (“Company/Us/Ours/We”) and the users who access and/or use the Product and/or the App (“User/You/Your(s)”). Users can either be patients or doctors who have registered on the App and are using the Services offered by Us.
“Services” offered by us include:
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Interactions between doctors and patients with the purpose of tracking the treatment of the patients.
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Self-tracking by patients
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Providing a seamless platform to the doctors to track the treatment of their patients.
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Provision of products that inter alia help in managing and tracking treatment of patients.
YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA IF YOU HAVE ACCESSED, INSTALLED, COPIED OR IN ANY OTHER WAY USED THE PRODUCT AND/OR THE APP. IF YOU DO NOT AGREE WITH THE TERMS OF THIS EULA, YOU MAY NOT USE THE PRODUCT AND/OR THE APP.
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GRANT OF LICENSE
1.1 Subject to Your compliance with this EULA, We grant You a limited, revocable, non-transferable, non-sublicensable and non-exclusive license to:
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Use the Product along with the integrated software.
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Install and run the integrated software purely for personal purposes.
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Use the user manual or other such documentation provided with the Product solely for the purposes of using the Product.
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Access and use the App in accordance with the terms and conditions governing the same.
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1.2 Except as expressly stated herein, We retain absolute title, rights and interest all Our trademarks, copyrights, patents and any other intellectual property rights we have now or may have in the future.
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SUBSCRPTION TERM
The Software shall be licensed to You for the Subscription Term as displayed on the App and automatically renewed for successive periods of one year thereafter, unless the Company discontinues the Software or is liquidated or is shut down.
If You do not wish to use the Product or the integrated software or You are not in agreement with the terms as outlined under this EULA, You may provide us a 60-day prior notice of non-renewal of the subscription. Upon non-renewal of the subscription, Your license as granted under this EULA shall stand revoked.
Your use and access to the App shall continue till the time:
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The App is live and active
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The App has not been discontinued
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You have not breached the terms and conditions of the usage of the App.
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Expiry of the Subscription Term
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Expiry of Your free usage
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Any other reason, which in the sole discretion of the Company disentitles You from using the App.
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RESTRICTIONS ON LICENSE
You shall not engage in, neither would You authorize any third-party, to engage in any of the following prohibited conduct:
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Modify, translate, reverse engineer, disassemble, decompile or create derivative works out of the Product or the App.
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Remove, tamper, copy, modify, re-use without permission or destroy any brand marks, logos or other such Intellectual Property, belonging to the Company, whether affixed to the Product, the user manual and/or displayed or embedded in the App.
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Framing or mirroring of any features or content embedded in the Product and/or the App.
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Use the Product and/or the App with the purpose of creating a competing product or service.
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Disclosing Confidential Information regarding the Product and/or the App to unauthorized persons and in violation of this EULA.
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Copying any ideas, features, functionalities of the Product and/or the App for the purposes of commercial exploitation.
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Infecting the integrated software with malicious code or viruses of any kind.
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Interfere with or cause any disruption in the performance of the Product and/or the App.
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RESTRICTIONS ON HARDWARE COMPONENT OF THE PRODUCT
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You shall use the Hardware Component of the Product solely for Your personal purpose and shall not engage in resale of the same for any commercial purposes.
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You shall not copy, modify, or create derivatives out of the design, look, feel, features and functionalities of the Hardware Component of the Product.
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You shall strictly use the Hardware component of the Product in accordance with the user manual.
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You shall always use the Hardware component of the Product in accordance with its operating environment as outlined in the user manual.
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Your ownership of the Hardware Component of the Product is subject to the restrictions outlined herein.
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OWNERSHIP AND INTELLETUAL PROPERTY
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The Company owns all right, title and interest including but not limited to patent rights, trademark rights, copyrights, trade secret rights and other intellectual property rights, in and to the Product and the App and the associated documentation. You acknowledge and agree that the license granted to You under This EULA does not grant You any right, title or interest in the Product, associated documentation and/or any intellectual property right owned by the Company.
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You shall only own the hardware component of the Product. The Software integrated with the Product shall remain solely and exclusively the intellectual property of the Company.
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You shall not claim any ownership over the integrated software or further transfer, sub-license or commercially exploit the same.
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The Company shall also own any translation, derivative works, modification, alteration and copies of the Product and the associated Documentation.
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The Company shall exclusively and solely have the right, at its sole discretion to update, modify, alter, make copies of the Product and the associated Documentation.
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All copyrights in the associated documentation shall exclusively belong to the Company and You shall have no right to the same.
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The Company solely and exclusively owns all intellectual property rights in and to its brand name, brand image, logo and trademark.
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The Company may use third-party service providers to make available some components of the Product to You. You agree and acknowledge that such third-party service providers, if any, shall have the full title, rights and interest to the intellectual property owned by them and You do not acquire any right, title, ownership or interest in any such component.
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PERSONAL DATA/INFORMATION
You understand, acknowledge and agree that when You access/use the Product/App (download, install and/or use in any other manner), We may collect certain information from You through automatic means as reflected in Our privacy policy as displayed on our website and on Our App. You consent to the Product/App collecting information from You including personal information through such automatic means and have read, understood and voluntarily consented to Our privacy policy as reflected on the App and Our website.
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UPDATES
We may, at Our sole discretion introduce updates to the integrated software and/or the App, including but not limited to bug fixes, upgrades and patches. You shall be solely responsible to download and install all such updates. These updates may result in certain features and functionalities becoming unavailable or redundant. You consent to all the consequences that may arise as a result of Your downloading and installing the updates and acknowledge that a prompt download and installation of the updates is necessary for Your continued and uninterrupted usage of the Product and the App.
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THIRD PARTY MATERIALS
The content contained in the Product and/or on the App, may include content from third parties (“Third Party Materials”). You acknowledge and agree that You shall not hold the Company liable for such Third Party Materials and their accuracy, veracity and legality. We do not warrant the safety of such Third-Party Materials. You are solely liable to assess and evaluate such Third-Party Materials before using/accessing/clicking on them. The Company shall not be liable for any direct or indirect consequence arising from or connected with such Third-Party Materials or use/access of the same.
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UPGRADES/UPDATES
We shall not provide any support or maintenance services, except for releasing updates/upgrades to the integrated software as and when required, at Our sole discretion. You are solely responsible for installing and implementing such upgrades/updates and shall not hold Us liable for the same.
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TERMINATION
This Agreement shall terminate upon the occurrence of any of the following:
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Expiry: If You choose to not renew Your subscription in accordance with this Agreement, the Agreement shall expire and hence get terminated.
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You may choose to terminate this Agreement at any point of time by ceasing to use the Product/App or deleting/uninstalling the software.
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We may choose to terminate this Agreement and revoke the license granted to You under the same, at Our sole discretion, at any point of time, without notice.
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Upon termination, You shall immediately cease to use the software and all licenses granted to You under this Agreement shall terminate.
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DISCLAIMER OF WARRANTIES
YOU ACKNOWLEDGE AND AGREE THAT YOU SHALL USE THE PRODUCT AT YOUR SOLE RISK. ALL SERVICES WHICH YOU ACCESS AND USE ARE SOLELY ON AN ‘AS-IS’ AND ‘AS-AVAILABLE’ BASIS, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE OR USE AND NON-INFRINGEMENT.
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NO GUARANTEE OF SAFETY
The Company does not guarantee that the Product shall be safe to use for all age groups and for all users. You need to assess Your own medical condition or consult a medical practitioner before You use the Product. Any accident caused while using the Product or any adverse consequence arising out of the usage of the Product, shall not be the Company’s responsibility if You have used the Product in violation of this Agreement, the user manual and/or the terms and conditions as displayed on the website.
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PRODUCT LIABILITY
The Company shall assume no liability for any consequence arising out of Your use of the Product other than statutory liability affixed as per the applicable laws.
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INDEMNIFICATION
You agree to indemnify, defend and hold harmless the Company and any of its affiliates, employees, contractors, professionals and consultants (“The Indemnified Party”) from and against any claims, damages, cost, liabilities and expenses (including, but not limited to, legal expenses) arising out of Your a) Breach of any applicable law and/or b) Illegal or prohibited use of the App and/or the Product and/or c) Any third-party claims the Company face as a result of any act or omission by You and/or breach of these terms of use.
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LIMITATION OF LIABILITY
You further agree, that the Company shall not be liable for any direct, indirect, consequential or remote damages in connection with these Terms. The Company shall not be liable for any damages that may arise as a result of Your misuse of the Website and/or Product and/or Your breach of the obligations of these Terms.
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SEVERABILITY
If any part of this Agreement becomes illegal, invalid or otherwise unenforceable, then that part of the Agreement which has become so illegal, invalid or unenforceable shall be deemed to be severed from the rest of the Agreement without affecting the validity or enforceability of the rest of the Agreement.
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ENTIRE AGREEMENT
This Agreement along with the terms and conditions and privacy policy as displayed on the website, shall constitute the entire agreement between the parties. All proposals or prior understandings/arrangements either written, oral or electronic, prior to this Agreement shall stand superseded.
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ASSIGNMENT
Neither Party shall assign either any part or the whole of this Agreement to any third-party, without the prior written consent of the other Party.
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NON-EXCLUSIVITY
Nothing contained in this Agreement, shall prevent the Company from granting similar licenses to any other person.
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WAIVER
The waiver of any default or breach under this Agreement by either Party shall not be construed to be a waiver of rights or remedies as available under this Agreement.
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DISPUTE RESOLUTION AND GOVERNING LAW
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The Parties shall endeavour to settle any dispute through friendly consultations and negotiations amongst the Parties.
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If no settlement can be reached through consultations of the Parties within fifteen (15) days of the dispute, either Party may refer the matter to be settled by arbitration by a sole arbitrator to be jointly appointed by the Parties to the dispute. If the Parties fail to appoint an arbitrator within a period of one (1) month from the referral of the dispute to arbitration, either Party shall be entitled to approach the appropriate court for seeking the appointment of the sole arbitrator.
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All arbitration proceedings shall be conducted in accordance with the Arbitration and Conciliation Act, 1996. The award shall be final and binding and may be enforced in any appropriate jurisdiction. The arbitrator shall decide any such dispute strictly in accordance with the governing law specified in this Agreement.
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The seat or legal place of the arbitration shall be Mumbai and the language to be used in the arbitration shall only be English.
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Subject to the above, the Parties agree to submit themselves to the exclusive jurisdiction of the courts at Mumbai.
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