SaaS Service Terms

The SaaS product(“Services”) provided by TaraSpan Solutions Private Limited in connection with the website located at www.TaraSpan.com (the “Website”) are provided by TaraSpan. By accessing or using the Services, you confirm that you have read, understand and agree to be bound by the terms and conditions indicated below (“Terms”). We reserve the right to change, modify, add, or delete portions of these Terms at any time. If we do this, we will post the changes to these Terms on this page with a revision date. We will also post a notice in the header of our Service interfaces for a period of seven days after the Terms are revised. Your continued use of the Services after any such changes constitutes your acceptance of the new Terms. If you do not agree to abide by these (or any future Terms), you will not be authorized to use or access (or continue to use or access) the Services.

Registration Data and Account Security

In connection with registering for and using the Services you agree: (i) to provide accurate, current and complete information about you and your organization as prompted by the registration forms within the Services (“Registration Data”); (ii) to maintain the confidentiality of your password and other information related to the security of your account; (iii) to maintain and promptly update the Registration Data and any other information you provide to TaraSpan, to keep such information accurate, current and complete; and (iv) to be fully responsible for all use of your account and for any actions that take place through your account.

Compliance with Company License

You agree to use the Services solely as permitted. You acknowledge and agree that your Registration Data and data generated in connection with your use of the Services (“User Data”) may be accessible by TaraSpan shall have no liability to you based upon the information as a consequence of your use of our Services.

Payment Term

Your license to use the Services as set forth herein is subject to the existence of a license and continues only for the term specified in the sign up process. TaraSpan has no obligation to return any User Data to you individually upon termination of your license, and you have no right to use the Services if you have terminated the license with TaraSpan for this service.

Proprietary Rights in Website Content; Limited License

All content on the Website and otherwise available through the Services, including designs, text, graphics, images, video, information, software, audio and other files, and their selection and arrangement (the “Content”), are the proprietary property of TaraSpan , its users or its licensors. No Content may be modified, copied, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, other than as expressly permitted in these Terms, provided that the foregoing does not apply to your own User Data. Authorized Users may access and use the Services and the Content and download or print a reasonable number of copies of portions of the Content to which the User has properly gained access solely for the User’s personal use for language training purposes, provided that the User maintains all copyright or other proprietary notices on all copies of such Content. Except for your own User Data, you may not publish or otherwise distribute Content, including via the Internet or any intranet or extranet site, or incorporate the Content in any other database or compilation. You may not use any data mining, robots, scraping or similar data gathering or extraction methods to obtain Content. Any use of the Website or the Content other than as specifically authorized herein is prohibited and will automatically terminate your rights with respect to use of the Services and the Content granted herein. All rights of TaraSpan or its licensors that are not expressly granted in these Terms are reserved to TaraSpan and its licensors.

User Data

Profiles. The Services allow you to display certain information about yourself including without limitation your Registration Data, which may include your name, address and contact information. Your Profile will may display to other users certain of your Registration Data and other content about you that you upload for use in your Profile (collectively the “Profile Content”). You agree to provide accurate and current information about you in your profile and to promptly update the profile content to keep it accurate and current.

Profile Content. You are solely responsible for the Profile Content and all User Data, including without limitation messages, notes, text, information, listings, and any other content that you upload, publish or display (hereinafter, “post”) on or through the Services, or transmit to or share with other Users. You may not post, transmit, or distribute User Data that you did not create or that you do not have permission to post. You understand and agree that TaraSpan may, but is not obligated to, review the Website and/or Services and delete or remove (without notice) any Content or User Data in its sole discretion, for any reason or no reason, including User Data that TaraSpan believes violates these Terms. TaraSpan has no backup or storage obligations regarding User Data. You are solely responsible at your sole cost and expense for creating backup copies and replacing any User Data you post or store on the Website or provide to TaraSpan. TaraSpan does not verify the accuracy or authenticity of any user data, including any claims made by other users, and makes no representations or warranties with respect to any User Content.

License to User Data. When you post User Data or Profile Content in the Services, you grant, and you represent and warrant that you have the right to grant and do hereby grant, to TaraSpan an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, reproduce, publicly perform, publicly display, modify, translate, excerpt (in whole or in part) and distribute such User Data and Profile Content for purposes of providing, operating and promoting the Services or operating and maintaining TaraSpan ‘s business, including without limitation responding to legal requests, judicial orders and other similar governmental requests.

Copyright Complaints

If you believe that any material accessible through the Services infringes any copyright which you own or control, you must send a written notification of such infringement to us.

Trademarks

“TaraSpan ” and other TaraSpan graphics, logos, designs, page headers, button icons, scripts and service names are the trademarks, trade names of TaraSpan in the Canada and other countries. You may not use TaraSpan ‘s trademarks, trade names, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion or create the impression that TaraSpan endorses any product or service. You may not reproduce or use TaraSpan ‘s trademarks, trade names or trade dress without the prior written permission of TaraSpan.

User Conduct

You agree to use the Services in compliance with these Terms. You represent and warrant that the User Data and all other content submitted to the Services through your account or otherwise posted, transmitted, or distributed by you on or through the Services will not violate or infringe upon the rights of any third party (including copyright, trademark, privacy, publicity or other personal or proprietary rights) and that such content shall not contain libelous, defamatory or otherwise unlawful material. In addition, you agree not to do any of the following in connection with your use of the Services:

impersonate any person or entity, or falsely state or otherwise misrepresent you or your affiliation with any person or entity; upload, post, transmit, distribute or otherwise make available any unsolicited or unauthorized advertising, solicitations, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other prohibited form of solicitation; upload, post, transmit, distribute, store or otherwise make publicly available on the Website any private information of any third party, including, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers; upload, post, transmit, distribute or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; intimidate or harass another; upload, post, transmit, distribute, store or otherwise make available content that would constitute, encourage or provide instructions for a criminal offense; use or attempt to use another’s account, service or system without authorization from TaraSpan , or create a false identity on the Services; upload, post, transmit, distribute, store or otherwise make available content that, in the sole judgment of TaraSpan , is objectionable or which restricts or inhibits any other person from using the Website, or which may expose TaraSpan or its users to any harm or liability of any type; or use the Services in a manner that may create a conflict of interest or undermine the purposes of the Services, such as trading reviews with other Users or writing or soliciting shill reviews.

User Responsibilities

You agree to comply with any applicable laws when using the Services. By using the Services, you represent and warrant that you are not using the Services in any country which is the subject to a Government embargo and/or has been designated as a “terrorist supporting” country and (ii) are not listed on any Government list of prohibited or restricted parties.

Third Party Websites and Content

The Services may contain links to other web sites (“Third Party Sites”) as well as articles, photographs, text, graphics, pictures, designs, sound, video, information and other content or items belonging to or originating from third parties (the “Third Party Content”). Such Third Party Sites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Sites accessed through the Services or any Third Party Content posted on, available through the Services, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Content. Inclusion of, linking to or permitting the use of any Third Party Site or any Third Party Content does not imply approval or endorsement thereof by TaraSpan . If you decide to leave the Services and access the Third Party Sites or to access or use any Third Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Services or relating to any applications you use or install from the site.

User Disputes

Your communications or dealings with any other Users, including communications or dealings initiated through the Services, are solely between you and such Users, and you are solely responsible for such communications or dealings. TaraSpan reserves the right, but has no obligation, to monitor disputes between you and any other Users on the Website. TaraSpan is not responsible or liable in any manner for any loss or damage arising out of your communications or dealings with any other Users, including with respect to any goods or services offered by such Users or any media, document or other content posted by any User.

Disclaimers

TaraSpan is not responsible or liable in any manner for any User Data or Third Party Content posted on the Website or displayed in connection with the Services. Although we provide rules for user conduct and postings, we do not control and are not responsible for what users post, transmit or distribute on the Website and are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content you may encounter in the Services or in connection with any User Data or Third Party Content. TaraSpan is not responsible for the conduct, whether online or offline, of any User. The Services may be temporarily unavailable from time to time for maintenance or other reasons. TaraSpan shall have no liability for any interruption, delay in operation or transmission, theft or destruction of, unauthorized access to, or alteration of, User communications or any other content made available via the Services. Under no circumstances will TaraSpan be liable in any way for any personal injury or death resulting from the use of the Services, any User Content or Third Party Content, or any use of products or services provided by Users. TARASPAN CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE SERVICE. TARASPAN DOES NOT REPRESENT OR WARRANT THAT SOFTWARE, CONTENT OR MATERIALS IN THE PRODUCTS OR ON THE WEBSITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE OR THAT THE WEBSITE OR SERVICE, OR ITS SERVERS, ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE, WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT, MATERIAL, DATA OR SOFTWARE FROM OR THROUGH THE PRODUCTS OR FROM A PROVIDER AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR YOUR USE THEREOF AND ANY DAMAGES TO YOUR COMPUTER SYSTEM, LOSS OF DATA OR OTHER HARM OF ANY KIND THAT MAY RESULT.

Limitation on Liability

IN NO EVENT WILL TARASPAN OR ITS DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING FOR ANY LOST PROFITS OR LOST DATA ARISING FROM YOUR USE OF THE PRODUCTS, OR ANY OF THE CONTENT OR OTHER MATERIALS ON, ACCESSED THROUGH OR DOWNLOADED FROM THE PRODUCTS OR THE PROVIDERS, EVEN IF TARASPAN IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, TO THE MAXIMUM EXTENT PERMITTED BY LAW, TARASPAN ‘S LIABILITY TO YOU OR ANY PART CLAIMING THROUGH YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, IS LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO TARASPAN FOR THE SERVICE IN THE 12 MONTHS PRIOR TO THE INITIAL ACTION GIVING RISE TO LIABILITY. THIS IS AN AGGREGATE LIMIT. THE EXISTENCE OF MORE THAN ONE CLAIM HEREUNDER WILL NOT INCREASE THIS LIMIT.

Termination

TaraSpan may terminate or suspend your account or ability to use the Services, in whole or in part, without notice as specified in these terms and in the event that you violate the terms or violate any other rules that govern the use of the Services. TaraSpan may modify the Services, and all content, software and other items used or contained in the Services, at any time. References on the Services to any companies, organizations, products, or services, or other information do not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by TaraSpan .Your access to and use of the Services, including any content therein, may be prevented by TaraSpan at any time after your termination of your account. You may be required to give permission before TaraSpan terminates your account.

There will be no refunds issued at any time, irrespective of lapsed time on the use of the service. Please note that all sales are final and non-refundable.

Governing Law and Arbitration

At TaraSpan’s election and in its sole discretion, all disputes, claims, or controversies arising out of or relating to these Terms or the Website that are not resolved by mutual agreement may be resolved by binding arbitration or its successor. Unless otherwise agreed by the parties, arbitration will be held in Delhi , India, before a single arbitrator mutually agreed upon by the parties, or if the parties cannot mutually agree, a single arbitrator appointed by a court of law, and will be conducted in accordance with the applicable rules and regulations unless specifically modified in these Terms. The arbitration must commence within forty- five (45) days of the date on which a written demand for arbitration is filed by either party. The arbitrator’s decision and award shall be made and delivered within sixty (60) days of the conclusion of the arbitration and within six (6) months of the selection of the arbitrator. The arbitrator will not have the power to award damages in excess of the limitation on actual compensatory, direct damages set forth in the Terms and may not multiply actual damages or award punitive damages or any other damages that are specifically excluded under the Terms, and each party hereby irrevocably waives any claim to such damages. The arbitrator may, in his or her discretion, assess costs and expenses (including the reasonable legal fees and expenses of the prevailing part) against any party to a proceeding. Any party refusing to comply with an order of the arbitrators will be liable for costs and expenses, including attorneys’ fees, incurred by the other party in enforcing the award. Notwithstanding the foregoing, in the case of temporary or preliminary injunctive relief, any party may proceed in court without prior arbitration for the purpose of avoiding immediate and irreparable harm. The provisions of this arbitration section will be enforceable in any court of competent jurisdiction.

Indemnity

You agree to indemnify and hold TaraSpan harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney’s fees, arising out of or in connection with any User Data you post or distribute on or through the Services, your use of the Services, your interactions with other Users of the Services, or any violation of these Terms or of any law or the rights of any third party or otherwise arising out of your use of the Services.

Miscellaneous

These Terms constitute the entire agreement between you and TaraSpan regarding the use of the Services and supersede any prior agreements between you and TaraSpan relating to your use of the Services. The failure of TaraSpan to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision in that or any other instance. If any provision of these Terms is determined to be unlawful, void or for any reason unenforceable, such determination shall not affect the validity and enforceability of any of the remaining provisions.
Terms of Service Version Control September 30, 2013

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