“Agreement” shall mean this Agreement including all schedule(s), exhibits and annexures attached
hereto and any other document specifically incorporated herein by reference
“Applicable Laws” mean, in relation to the obligations of the Parties under this Agreement, any
statute, law, regulation, circular, notification, ordinance, rules, judgment, order, decree, clearance,
approval, directive, guideline, code, standards and manual, policy, requirement, or other
government restriction or any similar form of decision, or determination by, or any interpretation
or administration of any of the foregoing by, any government authority, whether in effect on the
Effective Date or thereafter, applicable to the Services.
“Application(s)” means any application the Customer runs on the Services, including any source
code to be used with the Services or otherwise hosted on the cloud
"Affiliate" means any entity that directly or indirectly Controls, is Controlled by, or is under
common Control with a party, where “Control” means control of greater than fifty percent of the
voting rights or equity interests of a party or by way of contract, management agreement, voting
trust, or otherwise.
“Confidential Information” means the terms of this Agreement and all information in any medium
concerning either Party and/or its Affiliates which is marked as confidential or should reasonably
be considered to be confidential in the circumstances including but not limited to information
related to a Party’s and/or its Affiliates business operations, business plans, financial forecasts and
models, computer programs, codes, algorithms, personal and business data, know-how, trade
secrets, formulas, processes, ideas, inventions (whether patented or not) and other technical,
business, financial and product development plans, forecasts, strategies and information.
Confidential Information does not include information that: (a) is independently developed by the
recipient without use of the Confidential Information of the discloser; (b) is, at the time of disclosure
by the disclosing party, already known to the recipient without confidentiality obligations; (c) is
rightfully given to the recipient by a third party without confidentiality obligations; or (d) becomes
publicly known through no fault of the recipient.
“Data Protection Laws”, for the purposes of this Agreement shall mean and include the Information
Technology Act, 2000and the Information Technology (Reasonable Security Practices &
Procedures & Sensitive Personal Data & Information) Rules, 2011, any amendment thereto.
“Documentation” means the documentation for the Services (as may be updated from time to time)
in the form generally made available by Chandrayan Technologies Pvt. Ltd to the Customer for use with the Services.
“End Users” means the individuals or entities accessing Services under the Customer’s Account or
an Application.
“Fees” means the applicable fees for each Service and any applicable Taxes, as set out under the
Schedules and Exhibits to this Agreement.
“Intellectual Property Rights” means all current and future worldwide rights under patent,
copyright, trade secret, trademark, or moral rights lawsand other similar rights.
“Services” means the services provided by Chandrayan Technologies Pvt. Ltd to the Customer under this Agreement, as detailed
under Clause 2 and in the Exhibit-A and Exhibit B attached herewith.
“Taxes” means any duties, customs fees, levies (including equalization levy) or taxes (other than
Chandrayan Technologies Pvt. Ltd’s income tax) associated with the purchase of the Services, including any related penalties or
interest.
“User Data” means any data, information, media or other content submitted by the Customer or its
End Users to the Services, but excluding any data provided to Chandrayan Technologies Pvt. Ltd as part of the Customer’s general
Account.
In this Agreement, unless the context otherwise requires:
words in the singular shall include words in the plural and words in the plural shall include the singular;
the headings and sub-headings used in this Agreement are inserted only for reference to
the provisions hereof and shall not affect the construction of such provisions;
reference to any one gender would include a reference to any other gender;
references to Clauses, Schedules and Parties herein are references to the articles or
schedule ofand parties to, this Agreement;
reference to any agreement or contract shall be construed as reference to such agreement
or contract as amended, modified or supplemented from time to time;
references in this Agreement to any statutory provisions shall be construed as references
to those provisions as amended, modified or re-enacted from time to time (whether before
or after the date of this Agreement) and to any subordinate legislation made under such
provisions and shall include references to any repealed statutory provision which has
been so re-enacted (whether with or without modification);
any Schedule and Exhibit attached hereto shall form an integral part of this Agreement
and all words and expressions used in any Schedule and Exhibit shall have the same
meaning as defined herein, unless repugnant to the context or meaning thereof.
2. SCOPE OF SERVICES
Provision of the Services. Subject to the terms and conditions of this Agreement, including the
Customer’s fulfilment of the payment obligations set forth herein, Chandrayan Technologies Pvt. Ltd will use the
commercially reasonable efforts to arrange and provide the Services as described under this
Agreement. The Customer acknowledge that Services requested by the Customer may need to
be procured and provided through third party, which shall be subject to limited warranties,
services level indemnities etc. which shall be only on pass through basis. The Customer will
reasonably cooperate with Chandrayan Technologies Pvt. Ltd in connection with the Services. The Customer acknowledges
and agrees that (i) it is solely responsible for its Application content, softwareand user data on
the managed network, cloud and/or its infrastructure (ii) it is solely responsible for any decision
it makes, including any act or omission, directly or indirectly, based on the Services, (iii) the
use of the Services is at the Customer’s sole risk and (iv) the Services are not guaranteed to
produce any desired results and may not be error free. Quantitative performance standards for
certain Services (“Service Levels”) shall be set forth in the exhibits (as applicable).
Access. The Customer may access and use the Services in accordance with this Agreement
during the Term. The Customer hereby agrees to assume sole responsibility for maintaining the
confidentiality of Customer’s account and login details. As such, the Customer hereby agrees
to assume sole responsibility for all activities that occur under the Customer’s account or via
use of Customer’s password. If the Customer becomes aware of any unauthorized use of its
account or the password for its account, the Customer agrees to notify Chandrayan Technologies Pvt. Ltd immediately. The
Customer shall permit only its employees, authorized personnel, agents and contractors,
(collectively, the “the Customer Representatives”) to access the Services through the
Customer’s account; provided that the Customer shall ensure that actions and omissions of the
Customer Representatives comply with the terms of this Agreement and that the Customer shall
be fully responsible for all the actions and omissions of the Customer Representatives.
Service Restrictions. The Customer shall not: (a) sell, assign, sublicense, or otherwise transfer
or encumber its rights to use the Services, to any individual or entity for any purpose
whatsoever; (b) use the Services in a managed services arrangement (unless approved by Chandrayan Technologies Pvt. Ltd);
(c) use the Services in violation of the terms of the Agreement; (d) attempt to use or gain
unauthorized access to Chandrayan Technologies Pvt. Ltd or to any third party’s networks or equipment or engage in any
activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs
the functionality of the Services (or the servers and networks in connection with the Services);
(f) permit other individuals or entities to use the Services; (g) attempt to probe, scan, or test the
vulnerability of the Services, account, or network of Chandrayan Technologies Pvt. Ltd or any of its customers or suppliers;
(h) interfere or attempt to interfere with the Services to any user, host, or network; (i) publicly
disseminate information or perform analysis regarding performance of the Services; (i) create
derivative works, reproduce, copy, translate, modify, adapt, decompile, disassemble or reverse
engineer the object code version (if applicable) or otherwise attempt to secure the source code
(if applicable) of all or any part of the Services and (k) engage in fraudulent activity of any
nature. Also, the Customer shall use the Services for the lawful purposes only. Violation of any
provision of this section shall be considered a material breach of this Agreement.
Suspension of Services. If the Customer becomes aware that any Application (including an End
User’s use of an Application) content, or User Data violates this Agreement or applicable laws
or infringe 3rd party intellectual property right, including the third party service terms and
conditions, the Customer shall within a reasonable time period, remove the User Data and
suspend access by the End User, as applicable and/or remove the infringing content. If the
Customer fails to do so within a reasonable time after Chandrayan Technologies Pvt. Ltd sends notice of any violation, Chandrayan Technologies Pvt. Ltd
may suspend or disable the Application and disable the Customer’s Account immediately, until
such violation is rectified by the Customer. In the event that Chandrayan Technologies Pvt. Ltd reasonably determine that a
violation could: (a) disrupt the Services; (b) disrupt use of the Services by a third party; (c)
disrupt the Chandrayan Technologies Pvt. Ltd network or servers used to provide the Services; or (d) allow unauthorized third
party access to the Services, then Chandrayan Technologies Pvt. Ltd may without prior notice to the Customer, suspend the
Customer’s Account or the offending Application or End User account, to the minimum extent
required to prevent or resolve the violation and report such action to the Customer within the
reporting periods applicable under the Applicable Laws. The Customer hereby agrees to
indemnify Chandrayan Technologies Pvt. Ltd for any and all claims arising out of or in relation to such violation against Chandrayan Technologies Pvt. Ltd
or the service provider.
The Customer’s Materials. The Customer acknowledges that, in order to perform the Services,
Chandrayan Technologies Pvt. Ltd may require access to or the use of certain software, content, marks, or other information,
material or intellectual property of the Customer or the Customer’s suppliers (“the Customer
Materials”). Accordingly, the Customer hereby grants to Chandrayan Technologies Pvt. Ltd a non-exclusive, non-transferable
license to use the Customer Materials provided by the Customer as necessary in order for Chandrayan Technologies Pvt. Ltd
to provide the Services
Third Party Offerings. The Services may also include proprietary software and services from
third party vendors under applicable vendor licenses. The open source components and thirdparty software components from other vendors under applicable license are collectively referred to as (“Third Party Software”). The Services may also contain service offerings
provided by other third-party service providers (“Third Party Services”). Third Party Software
and Third-Party Services shall collectively be referred to as “Third Party Offering(s)”. While
the Customer’s use of the Services is not intended to convey or distribute to the Customer any
Third-Party Offerings, the Customer agrees and acknowledges that the Customer will comply
with the Third-Party Offering terms and conditions (as applicable) which may be identified by
Chandrayan Technologies Pvt. Ltd.
Applications. The Customer is solely responsible for any software used alongwith the
Customer applications, User Data and the content used and/or published through the
application, network through Chandrayan Technologies Pvt. Ltd Services and Chandrayan Technologies Pvt. Ltd shall not be responsible for any software,
content used by the Customer in connection with the Customer’s use of the Services or made
available in connection with the Services. Chandrayan Technologies Pvt. Ltd shall not be responsible for and liable for any
damages or losses arising from the use of the application, software and/or content by the
Customer with the Service. Chandrayan Technologies Pvt. Ltd shall not be responsible for the software support and/or
guarantee the quality, reliability or suitability of any third party software or service used by Chandrayan Technologies Pvt. Ltd
for providing the Service to the Customer. Chandrayan Technologies Pvt. Ltd does not provide any technical support for any
3
rd party software or service.
Updates: Chandrayan Technologies Pvt. Ltd reserves the right to make any updates to the Services (“Updates”). In the event
such Updates are mandatory for the Customer to continue using the Services, the Customer
shall promptly incorporate and utilize the Updates or the Customer may lose access to the
Services.
THIRD PARTY OFFERINGS MADE AVAILABLE IN THE SERVICES ARE MADE
AVAILABLE “AS IS” WITHOUT ANY WARRANTY, EXPRESS, IMPLIED, OR
OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTY OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR ANY
WARRANTY REGARDING TITLE OR AGAINST INFRINGEMENT,AND THE
CUSTOMER SHALL ALWAYS COMPLY WITH RELEVANT TERMS, OBLIGATION
UNDER THIRD PARTY OFFERINGS. IN NO EVENT SHALL Chandrayan Technologies Pvt. Ltd, ITS AFFILIATES,
SERVICE PROVIDERS OF THIRD-PARTY OFFERINGS BE LIABLE FOR ANY
INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE,OR CONSEQUENTIAL DAMAGES
(INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR
THE SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION)
HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN
CONTRACT, WARRANTY, STRICT LIABILITY, NEGLIGENCE OR TORT
(INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY, EVEN IF
ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
3. FEES AND PAYMENT
Services Fees/Fee. The Customer shall pay all Fees for each Services post necessary deduction
(pertaining to tax deducted at source (“TDS”)/withholding taxes as per the applicable
provisions of the Income Tax Act, 1961 and in accordance with the payment terms set forth in
the applicable exhibit. The Fees for each of the Services shall be exclusive of GST. Chandrayan Technologies Pvt. Ltd’s
measurement of the Customer’s use of the Services is final for billing and payment purposes.
Certain Services will continue to take up resources following their activation (such as cloud
servers, cloud databases and so forth) and will continue to incur Fees even if the Customer does
not add any new service items or resources, or does not perform any new operations. Except as
otherwise specified herein or in the applicable exhibit: (a) payment obligations are noncancellable; (b) Fees are non-refundable.
Payment Terms. Unless otherwise set forth in the exhibit, all Fees will be due and payable no
later than 30 days from the date of invoice. Invoices will be issued to the Customer at the
Customer’s Account portal, via e-mail, or through another method chosen by Chandrayan Technologies Pvt. Ltd. The
Customer’s obligation to pay all undisputed Fees is non-cancellable. All payments are due in
the currency as agreed and set forth in the applicable invoice. All payments shall be made within
thirty (30) days of the date of the invoice, unless otherwise specified in the applicable exhibit,
without deduction, setoff, defense or counterclaim for any reason (save and except TDS).
Outstanding payments shall be subject to a charge equal to 2.5% per month of the amount due
or the maximum amount allowed by law. Chandrayan Technologies Pvt. Ltd must receive notice of any billing disputes within
ten (10) days from the invoice date or the charges shall be deemed to have been accepted.
Should the Customer reasonably and in good faith dispute all or any portion of the amount due
on any invoice, the Customer shall notify Chandrayan Technologies Pvt. Ltd in writing, prior to the due of that invoice, of the
nature and the basis of the dispute and/or adjustment as soon as possible. The Parties shall use
commercially reasonable efforts to resolve the dispute prior to the payment due date.
The Parties agree that Chandrayan Technologies Pvt. Ltd is having commitment with third parties, related to timely payments
and associated cost and levies of penalty on non- payment on the total value of the invoice.
Therefore, the Customer ensures timely payments to Chandrayan Technologies Pvt. Ltd to match the payment cycle of the
third parties.
Suspension of the Services. If the Customer’s account is 10 (ten) days or move overdue, in
addition to any other rights or remedies (including but not limited to any termination rights set
forth herein), Chandrayan Technologies Pvt. Ltd reserves the right to suspends the Customer’s availability to the Services,
without liability to Chandrayan Technologies Pvt. Ltd, unless such payments are made in full to Chandrayan Technologies Pvt. Ltd. Chandrayan Technologies Pvt. Ltd may suspend,
terminate, withdraw, or discontinue all or part of the Services upon receipt of a law-enforcement
request, or when Chandrayan Technologies Pvt. Ltd believes that the Customer has breached any term of this Agreement.
4. TECHNICAL SUPPORT AND SERVICE LEVELS
Unless otherwise stated in the applicable exhibits, Chandrayan Technologies Pvt. Ltd doesn’t commit the Services shall meet
any service levels.
Support for Services. Chandrayan Technologies Pvt. Ltd is under no obligation to provide technical support or other services
unless separately agreed to in writing and signed by the Parties or as set forth in an exhibit. The
Customer acknowledges and agrees that technical support or other services may require
additional costs and other fees to be paid by the Customer.
Support for Applications. The Customer is responsible for technical support of its Applications.
5. OBLIGATIONS
Compliance. The Customer is solely responsible for its Applications and User Data and for
making sure its Applications and User Data comply with this Agreement (including the terms
and conditions of third party service providers including Akamai) to the extent it is not contrary
to any applicable laws. Chandrayan Technologies Pvt. Ltd reserves the right to review all Applications to ensure the
Customer’s compliance with this Agreement. The Customer acknowledges and agrees that it is
responsible for all use of the Service by End Users, End Users’ access to Applications and User
Data, activities under Accountsand for otherwise ensuring that each End User complies with
this Agreement.
Privacy. The Customer will protect the privacy of its End Users in accordance with all
applicable laws and regulations, including by communicating a legally adequate privacy notice
to the End Users. Chandrayan Technologies Pvt. Ltd shall process the User Data in accordance with the Customer’s instruction
under this Agreementand the Applicable Laws. The Customer may have the ability to access,
monitor, use, or disclose User Data submitted by End Users through the Services. The Customer
will obtain and maintain any required consents from End Users to allow the Customer’s access,
monitoring, use and disclosure of User Data to Chandrayan Technologies Pvt. Ltd and the third party service provider.
Restrictions. The Customer will notand will neither allow its Affiliates, employeesand
contractors and/or any third parties under its control, management, supervision, or otherwise
to: (a) copy, modify, create a derivative work of, reverse engineer, decompile, translate,
disassemble, or otherwise attempt to extract any or all of the source code of the Services (except
to the extent such a restriction is expressly prohibited by applicable lawand where the
Customer is permitted by law to so reverse engineer, the Customer will contact Chandrayan Technologies Pvt. Ltd to obtain
the desired information prior to such reverse engineering); (b) use the Services for the operation
of nuclear facilities, air traffic control, or life support systems, where the use or failure of the
Services could lead to death, personal injury, or environmental damage; (c) sublicense, resell,
or distribute any or all of the Services separate from any integrated Application; or (d) access
the Services in a manner intended to avoid incurring Fees or otherwise avoiding usage
limitations. Chandrayan Technologies Pvt. Ltd will notand will not allow its Affiliates, employeesand contractors and any
third parties under its control, management, supervision, or otherwise, except for the purposes
of provision of Services under this Agreement and 3rd party’ service terms and conditions, to:
(a) copy, modify, create a derivative work of, reverse engineer, decompile, translate,
disassemble, or otherwise attempt to extract any or all of the source code of the Application,
User Data and content thereof (b) discloses, sublicense, resell, or distribute any or all of the
Application, User Data and content thereof; and (d) access the source code of application, User
Dataand content thereof avoiding usage limitations or in breach of this Agreement.
It is agreed that in connection with the performance of its obligations under this Agreement, in
no event shall Chandrayan Technologies Pvt. Ltd or any of its Affiliates be obligated to: (a) make modifications to their
existing systems; (b) acquire additional assets equipment, rights or properties (including
computer equipment, software, furniture, furnishings, fixtures, machinery, vehicles, tools and
other tangible personal property) that are not in the ordinary course of business of Chandrayan Technologies Pvt. Ltd; or
(c) hire additional employees at the direction of the Customer.
6. INTELLECTUAL PROPERTY RIGHTS AND USER DATA
Chandrayan Technologies Pvt. Ltd’s Intellectual Property Rights. All Intellectual Property Rights in and to the Services, as
between Chandrayan Technologies Pvt. Ltd and the Customer, will be owned by Chandrayan Technologies Pvt. Ltd and its licensors.
Customer’s Intellectual Property Rights: The Customer retains all Intellectual Property rights,
titleand interest in and to the User Data, Application and the content distributed through the
Application.
Feedback. If the Customer provides Chandrayan Technologies Pvt. Ltd with any suggestions, ideas, comments, or other
feedback about the Services (“Feedback”), Chandrayan Technologies Pvt. Ltd may use and otherwise exploit that Feedback
without restriction and without obligation to the Customer; provided, however, Chandrayan Technologies Pvt. Ltd will not
publicly disclose Feedback in a way that is identifiable to the Customer.
The Customer shall be solely responsible for maintaining and backing up User Data. The
Customer represents and warrants that: (i) the Customer has all rights required to provide User
Data to Chandrayan Technologies Pvt. Ltd, for Chandrayan Technologies Pvt. Ltd to use the User Data for this Agreement and for the Customer to use in
connection with its use of the Services; and (ii) User Dataand the Customer’s use of User Data
through the Services does not violate any laws or rights of any person.
The Customer hereby grants to Chandrayan Technologies Pvt. Ltd a non-exclusive, sublicensable license to access, copy and
use User Data to provide the Services in accordance with this Agreement. The Customer
acknowledges and agrees that Chandrayan Technologies Pvt. Ltd may disclose User Data to third parties for the processing
and providing the Services. In the event that Chandrayan Technologies Pvt. Ltd is requested or compelled by regulatory,
statutory and/or govt. authority to disclose matters relating to User Data, Chandrayan Technologies Pvt. Ltd shall provide the
Customer with a notice regarding such request, unless such notification is prohibited by the
Applicable Law.
In the event that the Customer notifies Chandrayan Technologies Pvt. Ltd that a data breach in connection with any personal
data processed by Chandrayan Technologies Pvt. Ltd on behalf of the Customer to be notifiable under the Data Protection
Laws, the Customer and Chandrayan Technologies Pvt. Ltd shall work together in preparing and finalizing any notification
statements in respect of the Data Breach required under the Data Protection Laws prior to
disclosure to the relevant data protection regulators, data subject, or any other person. Each the
Customer and Chandrayan Technologies Pvt. Ltd shall keep a copy of each signed-off notification statement for their record.
The Customer and Chandrayan Technologies Pvt. Ltd agree that each, the Customer, Chandrayan Technologies Pvt. Ltd, its Affiliates and respective
personnel shall not make any public statement or disclosure relating to any suspected or actual
Data Breach without prior mutual written consent.
7. TERM AND TERMINATION; SUSPENSION
Term. This Agreement will commence upon the Effective Date and continue for the period of
12 months (“Term”) unless terminated earlier as set forth below. The Term shall automatically
renew for subsequent periods of the same length as the initial Term, unless terminated earlier
in accordance with the Agreement.
Termination with Cause. Chandrayan Technologies Pvt. Ltd may terminate this Agreement or suspend the Customer’s access
to the Services upon ten (10) days prior written notice to the Customer if:
The Customer has not paid any undisputed Fees or other amounts owed by it to Chandrayan Technologies Pvt. Ltd within 10
days after the applicable due date;
Chandrayan Technologies Pvt. Ltd upon investigation arrives at a reasonable conclusion that the Customer has violated any
applicable laws related to performance of its obligations under this Agreement, or engaged in
any fraudulent or deceptive activity, in connection with the Customer’s use of the Services; or
Chandrayan Technologies Pvt. Ltd, at its sole discretion, terminates its provision of or access to the Services in India
Termination for Insolvency: Either Party may forthwith terminate this Agreement, If a
petition for insolvency is filed against the other Party and such petition is not dismissed
within ninety (90) days after filing and/or if the other Party makes an arrangement for
the benefit of its creditors or, if the court receiver is appointed as receiver of all/any of properties
of the other.
Termination for Material Breach. If either Party materially breaches this Agreement or an Order
Form, the other party may terminate this Agreement or the applicable Order Form by giving 30
days’ prior written notice, if the matters set forth in that notice are not cured to the other Party’s
reasonable satisfaction within the aforesaid 30 day notice period. Where the defaulting Party is
in material breach of this Agreement as aforementioned, the non-defaulting Party may elect
whether to terminate this Agreement in its entirety or only the applicable Order Form.
No Liability for Termination. Neither party will be liable to the other because of the termination,
for damages caused by the loss of prospective profits or anticipated sales.
Termination for Convenience: This Agreement or any exhibit may be terminated by mutual
written agreement of the Parties.
Effect of Suspension. If Chandrayan Technologies Pvt. Ltd suspends the Customer’s access to any or all of the Services or this
Agreement is terminated in accordance with the terms hereof: (a) the Customer remains
responsible for all Fees accrued until the date of suspension (including where the charges were
incurred before suspension date but performance of the relevant obligations were after the
suspension date) or termination; (b) the Customer remains responsible for any accrued fee for
any part of the Services to which the Customer has access; until the date of Suspension or
termination; and (c) the Customer will not be entitled to any service credits (if applicable) under
any applicable service level agreement for any period of suspension.
Effects of Termination. Upon termination or expiry: (i) the Customer will pay Chandrayan Technologies Pvt. Ltd Fees or other
amounts on pro-rata basis for the Services utilized by the Customer and owed otherwise, within
ten (10) days of termination or expiration provided that the Fees are not prepaid Fees, (ii) the
Customer will delete the Software and remove from the Services any Application and User
Data; and (iii) upon request, each party will use commercially reasonable efforts to return or
destroy all Confidential Information of the other party. However, Chandrayan Technologies Pvt. Ltd shall have the right to
retain such information as required for the purpose of audit and compliance to applicable laws.
Upon the termination or expiration of this Agreement for any reason whatsoever, either
Party shall:
Immediately refrain from any action that would or may indicate any relationship with the other
Party.
Immediately cease to use in any manner whatsoever the trademarks, name of other Party and
its corporate logo/ IPR in any future correspondence/ communication(s), as communicated,
subject to the terms of this Agreement.
The expiration or termination of this Agreement shall be without prejudice to the accrued
rights and obligations of the Parties and all such accrued rights and obligations shall remain in
full force and effect and be enforceable notwithstanding such expiry or termination
Survival: Any provisions under this Agreement, which by its nature should survive the
Agreement shall survive the expiry or termination of this Agreement.
8. REPRESENTATIONS & WARRANTIES.
Each Party hereby represent and warrant that: (i) it is a company duly organized, validly
existing under the Indian Laws. (ii) it has the necessary corporate power and authority to
execute this Agreement; (iii) it shall not violate any intellectual property right of the other Party
and/ or any other third-party; (iv) it shall comply with applicable laws at all times; (v) it shall
not commit any fraud; and (vi) it shall perform its obligations under this Agreement on time.
Chandrayan Technologies Pvt. Ltd represents and warrants for the Term that it shall provide the Services substantially in
accordance with the exhibits.
The Customer hereby represents and warrants that (i) it is the owner/exclusive rights holder of
User Data; (ii) it has obtained all necessary rights, licenses, permits, approvals, consents and
sanctions to enable it to enter into this Agreement and to perform its duties, obligations and
responsibilities hereunder and shall keep and maintain the same valid; (iii) the execution,
delivery and performance of this Agreement by the Customer shall not conflict with, result in
a breach of or default under any Applicable Laws or any agreement or arrangement, written or
oral, to which it is a party or by which it is bound; (iv) there are no suits, actions or arbitration
or other proceedings pending or threatened against it which are likely to adversely affect the
validity, propriety or enforceability of this Agreement or the transactions contemplated herein
or prevent it from entering into this Agreement or perform its obligations hereunder; (v) it shall
ensure that its network and systems used to access and use the Services comply with any
technical requirements specified by Chandrayan Technologies Pvt. Ltd and/or its 3rd party service provider including Akamai
(vi) it shall be solely responsible for the accuracy, quality, license, permission and legality of
User Data (vii) it shall ensure the compliance with applicable laws with respected that any
personal data of users provided to Chandrayan Technologies Pvt. Ltd, the means by which Customer acquired any such
personal dataand the instructions it provides to Chandrayan Technologies Pvt. Ltd regarding the processing of such personal
data; (viii) Customer shall not provide or make available to Chandrayan Technologies Pvt. Ltd any personal data of Users in
violation of the applicable laws or otherwise inappropriate for the nature of the services (ix) it
shall have no claim for a breach of Chandrayan Technologies Pvt. Ltd’s warranties if the Customer is in material breach of the
Agreement (including, without limitation, payment default) or if a Service failure arises as a
result of Customer’s use of the Services in a manner inconsistent with the Agreement or 3rd
party service provider’s service instructions.
Warranty Disclaimer. EXCEPT FOR THE EXPRESS WARRANTIES IN THIS
AGREEMENT, THE SERVICES ARE PROVIDED ON “AS IS” BASIS. Chandrayan Technologies Pvt. Ltd AND ITS
SUPPLIERS/ THIRD-PARTY OFFERINGS OWNERS SPECIFICALLY DISCLAIM ANY
AND ALL OTHER WARRANTIES, ETIHER EXPRESS OR IMPLED, INCLUDING, BUT
NOT LIMIED TO, IMPLIED WARRANTIES OF NON-INFRINGEMENT,
MERCHANTABILITY, TITLE AND FITNESS FOR A PARTICULAR PURPOSE. TO THE
FULLEST EXTENT PERMITTED BY LAW, THE DURATION OF STATUTORITY
RIGHTS, IF ANY, SHALL BE LIMITED TO THE MINIMUM PERIOD REQUIRED BY
LAW. Chandrayan Technologies Pvt. Ltd SHALL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, FAILURES AND
OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC
COMMUNICATIONS OR OTHER SYSTEMS OUTSIDE THE REASONABLE CONTROL
OF Chandrayan Technologies Pvt. Ltd. Chandrayan Technologies Pvt. Ltd EXCERCISES NO CONTROL OVER AND EXPRESSLY DISCLAIMS ANY
LIABILITY ARISING OUT OF OR BASED UPON THE CUSTOMER’S USE OF THE
HOSTING APPLICATION PLATFORM (AS APPLICABLE). Chandrayan Technologies Pvt. Ltd DISCLAIMS AND
MAKES NO WARRANTIES OR REPRESENTATIONS AS TO THE ACCURACY,
QUALITY, RELIABILITY, SUITABILITY, COMPLETENESS, TRUTHFULNESS,
USEFULNESS, OR EFFECTIVENESS OF ANY REPORTS, DATA, RESULTS, OR OTHER
INFORMATION OBTAINED OR GENERATED BY THE CUSTOMER RELATED TO
THE CUSTOMER’S USE OF THE SERVICES. THAT USER DATA WILL NOT BE
SUBJECT TO LOSS OR DAMAGE. THAT THE SERVICES OR SOFTWARE WILL BE
COMPATIBLE WITH THE CUSTOMER’S OR ITS END USERS’ NETWORKS,
SYSTEMS, APPLICATIONS, HARDWARE, OR DEVICES; OR THAT THE SERVICES
WILL BE OF MERCHANTABLE QUALITY OR FIT FOR ANY PARTICULAR PURPOSE.
THE SERVICES Not ARE Designed OR Intended FOR HIGH-RISK ACTIVITIES.
9. CONFIDENTIAL INFORMATION.
Confidential Information: Confidential Information means any information and/or materials
relating to or disclosed in the course of the Agreement by any Party and shall include, the terms
and existence of this Agreement. The Parties shall keep the Confidential Information
confidentialand shall not without the prior written consent of the other Parties, divulge the
Information to any other person or use the Confidential Information other than for carrying out
the purposes of this Agreement. The receiving Party will use the same degree of care to protect
Confidential Information as it uses for its own similar information, but in no event less than
reasonable careand will use Confidential Information only for the purpose of fulfilling its
obligations under this Agreement. The Disclosing Party shall grant access to Confidential
Information to its Representatives strictly on a “need to know” basis and that the Confidential
Information shall be used strictly for the purposes contemplated under the terms of this
Agreement. The Receiving Party shall covenant with all its Representatives not to do anything
or undertake any action in violation of the terms of this Agreement and shall be bound by the
confidentiality obligations contained herein. The Receiving Party shall be liable for all acts of
omission, commission, unauthorized breach, usage, access or leakage of the Confidential
Information which are attributable to it and to its Representatives.
The Parties shall prevent disclosure of Confidential Information to unauthorized parties,
maintain adequate security measures to safeguard the Confidential Information from any
unauthorized breach, disclosure or use and segregate and keep separately all the Confidential
Information.
The Parties agree that any unauthorized use or disclosure of Confidential Information by or on
account of the Receiving Party and/or their Representatives may cause immediate and
irreparable harm to the Disclosing Party. The Receiving Party further agrees that money
damages may not constitute an adequate remedy for the same and in such an event, the Parties
agree that the Disclosing Party may also seek injunctive relief as appropriate, apart from having
the right to take other measures as appropriate.
The Parties agree that if the Receiving Party is directed by court order or other legal, quasilegal or regulatory agency’s request or similar process to disclose any Confidential Information,
then the Receiving Party shall, to the extent reasonably possible whilst complying with the said
order, has notified the Disclosing Party of such requirements prior to any such disclosure and
provided the Disclosing Party with a reasonable opportunity to contest the requirement to
disclose the information or to limit the extent of the disclosure. The Receiving Party also hereby
agrees to reasonably co-operate with the Disclosing Party in any legal proceedings bought or
initiated by the Disclosing Party in this regard, at the Disclosing Party’s costs
"Confidential Information" does not include information that (a) is or becomes part of the public
domain through no fault of the receiving Party; (b) was already in possession of the receiving
Party; or (c) was independently developed by the receiving Party without violation of this
clause. The receiving Party may disclose Confidential Information if required to do so by law,
if the receiving Party, unless legally prohibited, provides the disclosing Party with prompt
notice and complies with any protective order imposed on such disclosure.
The receiving Party will promptly return or destroy the other Party's Confidential Information
upon termination or expiry of this Agreement and/ or upon request of the other party and certify
the same in writing. This shall be subject to any retention requirements of the Parties
necessitated on account of applicable laws and audit requirements driven by legal and/or
regulatory requirements.
The terms of this Clause shall survive the expiration or termination of this Agreement
10. INDEMNITY AND LIMITATION OF LIABILITY.
The Customer shall defend, hold harmless and indemnify Chandrayan Technologies Pvt. Ltd and its directors, officers and
employees from and against any and all direct and actual liabilities, damages, losses, claims,
costsand expenses (including attorney’s fees) (“Losses”) arising from or resulting from any
claims, including, third-party claim arising out of or relating to (i) the Customer’s breach of
any representation, warranty, covenant, undertaking and/ or obligation under this Agreement;
(ii) breach of data (iii) breach of applicable law including but not limited 3rd party intellectual
property rights; (iv) breach of service conditions; (v) fraud, negligence and/ or misconduct; (vi)
any act or omission resulting in a claim under this Agreement; (vii) death and/ or physical injury
and/ or damage to property. Chandrayan Technologies Pvt. Ltd shall promptly notify the Customer in writing of the claim,
promptly after Chandrayan Technologies Pvt. Ltd first learns of the claim, action, suit or proceeding. Each party shall provide
the other, with such assistance and cooperation as the other Party Customer may reasonably
request.
Chandrayan Technologies Pvt. Ltd agrees to, indemnify, defend and hold harmless the Customer and its directors, officers and
employees to the extent of any Losses actually incurred or suffered by such person, as a result
of: (i) breach or inaccuracy of any representation or warranty as provided under Clause 8 (a) of
this Agreement, by Chandrayan Technologies Pvt. Ltd; and (ii) any third party claims on such person with respect to or on
account of the provision of the Services.
It is clarified that “Losses” shall not include any and all remote, incidental, special, exemplary,
punitive, special, indirect or consequential losses, loss of opportunity, speculation losses, loss
of goodwill, loss of revenue or opportunity cost
The Parties agree and acknowledge that, the aggregate monetary liability of Chandrayan Technologies Pvt. Ltd under this
Agreement for any and/or all indemnification events, shall not in any event exceed the amounts
received by Chandrayan Technologies Pvt. Ltd as Service Fee as on the date on which an indemnification claim is received.
No amount shall be payable by Chandrayan Technologies Pvt. Ltd or the Customer hereunder with respect to any
indemnification event unless the indemnified parties have notified the indemnifying parties in
writing of such claim, on or prior to 12 (twelve) months from the date of termination of this
Agreement.
The indemnified person shall take all reasonable steps to avoid or mitigate any Loss arising in
relation to an indemnification event.
Chandrayan Technologies Pvt. Ltd will have no obligation to the Customer, to the extent an indemnification Claim arises from:
(i) the Customer’s breach of this Agreement; (ii) User Data; (iii)use of the software or Services
in combination with any products, services, data, software, hardware or business processes not
provided by Chandrayan Technologies Pvt. Ltd and the alleged infringement is solely based on that combination; (iv) use of
non-current or unsupported versions of the Service; ; (v) change in Applicable Law; (vi) any
liability which is contingent unless and until such contingent liability fructifies into an actual
liability and is due and payable; (vii) any matter, omission or transaction carried out by the
Customer or by Chandrayan Technologies Pvt. Ltd at the written instructions of the Customer; or (vii) modifications to the
software or Services by anyone other than Chandrayan Technologies Pvt. Ltd or its Affiliates.
The foregoing states the entire liability and the sole remedy of either Party for matters in respect
of indemnity.
Disclaimer of Certain Liabilities. If the Services are interrupted for any of the reasons set forth
below, Chandrayan Technologies Pvt. Ltd will promptly cooperate with the entities involved to resolve the applicable
interruptionand Chandrayan Technologies Pvt. Ltd disclaims liability for any loss so caused by the following, however, Chandrayan Technologies Pvt. Ltd
shall ensure to the best of its commercial effort that the Customer’s business continuity is not
interrupted or affected: causes attributable to infrastructure operators, including but not limited
to technical adjustments made by telecommunications operators, damage to
telecommunications/power lines, installation, modification or maintenance of
telecommunications networks/power resources by telecommunications/power operators. The
Customer’s use of the Services in a manner not authorized by Chandrayan Technologies Pvt. Ltd; improper operation by the
Customer or failures in the Customer’s computer software, systems, hardware or
telecommunications lines.
EACH PROVISION OF THIS AGREEMENT THAT PROVIDES FOR A LIMITATION OF
LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS
INTENDED TO ALLOCATE THE RISKS OF THIS AGREEMENT BETWEEN THE
PARTIES. THIS ALLOCATION IS REFLECTED IN THE FEES CHARGED BY Chandrayan Technologies Pvt. Ltd TO
THE CUSTOMER AND IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE
BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE
AND INDEPENDENT OF ALL OTHER PROVISIONS OF THIS AGREEMENTand
EACH OF THESE PROVISIONS WILL APPLY EVEN IF THE LIMITED REMEDIES IN
THIS AGREEMENT HAVE FAILED OF THEIR ESSENTIAL PURPOSE.
LIMITATION OF LIABILITY: NOTWITHSTANDING ANYTHING CONTAINED IN
THIS AGREEMENT OR IN ANY OTHER DOCUMENT, UNDER NO CIRCUMSTANCES
SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL,
CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING FROM THIS
AGREEMENT; Chandrayan Technologies Pvt. Ltd SHALL NOT HAVE ANY LIABILITY WHATSOEVER IN CASE OF
ANY CLAIMS, INCLUDING, THIRD PARTY CLAIMS, DEMANDS, SUIT, ACTIONS, OR
OTHER PROCEEDINGS AGAINST THE CUSTOMER OR ITS PERSONNEL OR ANY
OTHER PERSON ENGAGED BY THE CUSTOMER IN THE COURSE OF
PERFORMANCE OF THE CUSTOMER’S OBLIGATIONS UNDER THIS AGREEMENT.
IN THE EVENT Chandrayan Technologies Pvt. Ltd IS HELD LIABLE FOR DIRECT DAMAGES UNDER THIS
AGREEMENT, THE AGGREGATE LIABILITY OF Chandrayan Technologies Pvt. Ltd SHALL NOT EXCEED INR
100,000/- [INR ONE HUNDRED THOUSAND ONLY].
The parties acknowledge and agree that, regardless of anything to the contrary in this
Agreement, the Customer’s sole and exclusive remedy for a breach of an SLA is the receipt of
any applicable service credits as set forth in the exhibits and pursuant to the applicable SLA.
11. MISCELLENOUS.
No Third-Party Beneficiaries. This Agreement shall not confer any rights or remedies upon any
person other than the Parties and their respective successors and permitted assigns and any persons
entitled to indemnity hereunder.
Force Majeure. Except for the Customer’s obligation to pay the necessary fees for the Services,
neither Party shall be liable for any default or delay in the performance of its obligations under this
Agreement if and to the extent such default or delay is from causes outside reasonable control of a
Party/ such causes may include fire, flood, earthquake, pandemics, epidemics, lockdowns, natural
disasters or acts of God, terrorist acts, riots, civil disorders, freight embargoes, government action,
or the like, provided the non-performing Party is without fault in causing such default of delayand
such default or delay could not have been prevented by reasonable precautions and could not
reasonably be circumvented by the non-performing Party through the use of alternate sources,
workaround plans or other means (including disaster recovery services, if any). A Party whose
performance is affected by a Force Majeure Event shall give prompt notice to the other Party, stating
the period of time the occurrence is expected to continue and shall use diligent efforts to end the
failure or delay and minimize the effects of such Force Majeure Event
Relationship of the Parties. Nothing in this Agreement shall constitute an exclusive relationship
or a partnership, joint venture, employment or agency relationship between the Parties. Neither Party
shall have any authority or power to bind the other Party or to enter into any agreement in the name
of or create a liability against the other Party in any way or for any purpose. Nothing contained in
this Agreement should be construed to give either party the power to act as an agent or direct or
control the day-to-day activities of the other. Financial and other obligations associated with each
party’s business are the sole responsibility of that party.
Trademarks and Publicity. Neither Party shall use the other Party’s or any affiliates’ name or
trademark or otherwise refer to a Party’s or any affiliates in any written materials, or in any other
media now or hereafter created, without the prior written consent of the other Party or the applicable
affiliate in each instance. Notwithstanding the foregoing, the Customer agrees that Chandrayan Technologies Pvt. Ltd reserves the
right to include the Customer’s name in a published list of organizations who have availed the
Services.
Governing Law and Jurisdiction. This Agreement shall be governed by the laws of India. The
courts at New Delhi, India shall have exclusive jurisdiction to decide any dispute between the Parties
under this Agreement.
Binding Effect and Assignment. The Customer may not encumber or otherwise transfer or
dispose of any of its rights, duties or obligations under this Agreement without Chandrayan Technologies Pvt. Ltd’s express prior
written consent. Chandrayan Technologies Pvt. Ltd may assign this Agreementand/or any of its rights hereunder without the
consent of the Customer, to any third-party, Chandrayan Technologies Pvt. Ltd’s parent, affiliate, group entity, to Chandrayan Technologies Pvt. Ltd’s successor
pursuant to a merger, consolidation or sale, or to an entity which acquires all or substantially all of
the business of Chandrayan Technologies Pvt. Ltd relating to this Agreement. Any assignment in violation of this provision shall
be void. Subject to the foregoing, this Agreement shall be binding upon and shall inure to the benefit
of the Parties’ respective successors and permitted assigns.
Modifications, Amendment, Supplement and Waiver. No modification, course of conduct,
amendment, supplement to or waiver of this Agreement or any provision hereof shall be binding
upon the Parties unless made in writing and duly signed by authorized representatives of both Parties.
No waiver by either Party of any right or remedy hereunder shall be valid unless the same shall be
in writing and signed by the Party giving such waiver. No waiver by either Party with respect to any
default, misrepresentation, or breach of warranty or covenant hereunder shall be deemed to extend
to any prior or subsequent default, misrepresentation, or breach of warranty or covenant hereunder
or affect in any way any rights arising by virtue of any prior or subsequent such occurrence.
Waiver. The waiver by either party of any breach of this Agreement does not waive any other
breach. Neither party will be treated as having waived any rights by not exercising (or delaying the
exercise of) any rights under this Agreement. If any part of this Agreement is unenforceable, the
remaining portions of this Agreement will remain in full force and effect.
Severability. If any provision in this Agreement is held by a court of competent jurisdiction to
be invalid, void, or unenforceable, then such provision shall be severed from this Agreement and
have no effect and the remaining provisions shall continue in full force.
Counterparts. This Agreement including an Order Form may be executed in counterparts, each
of which shall constitute an original as against the Party whose signature appears thereonand all of
which together shall constitute one and the same instrument.
Entire Agreement. This Agreement, together with all General Terms and Conditions, exhibits
and schedules attached hereto, constitute the complete and exclusive statement of the agreement
between the Parties and supersedes all proposals, oral or writtenand all other prior or
contemporaneous communications between the Parties relating to the subject matter herein. Only a
written instrument that refers to this Agreement and is duly signed by the authorized representatives
of both Parties may amend this Agreement.
Notices. All notices required by this Agreement shall be given in writing to the other Party and
delivered by registered mail, international air courier, facsimile, or the equivalent at the addresses
provided in the first page in the recital section of this Agreement.
SERVICE USAGE POLICY
This Service Usage Policy sets out rules applicable to use of Service.
PROHIBITED ACTIVITIES
The Customer shall not to (and to not allow or cause any person (including any End Users) to) engage
in any of the following prohibited activities (or encourage any person to engage in such prohibited
activities) on or in relation to Services.
No breach of the Terms of Service.
The Customer may not use Services in any manner or
for any purpose which breaches these Terms of Service (including this policy) or which
breaches the terms of service of any other service or product
No illegal, harmful or offensive use or content.
the Customer may not use Services to: violate any applicable laws, regulations, governmental
orders or decrees;
engage in, promote, or encourage any illegal (or potentially illegal) activities;
send any unsolicited, unauthorised spam, advertising or promotional messages;
share or publish any other person’s personally identifiable information using Services without
their express consent;
create multiple accounts for disruptive or abusive purposes;
submit, upload, store, transmit, distribute, display or otherwise make available any content
(whether displayed publicly or not) which in fact or in our reasonable opinion:
violates any applicable laws or regulations;
infringes our rights or any third party’s rights – including any intellectual property rights,
contractual rights, confidentiality rights or privacy rights;
creates a risk of loss or damage to any person or property;
is fraudulent, false, misleading or deceptive;
harms or exploits, or may harm or exploit any person (whether adult or minor) in any way,
including via bullying or harassment, or threats, support, or encouragement of violence;
is hateful, harassing, abusive, promoting bigotry, racially or ethnically offensive, defamatory,
humiliating to other people (publicly or otherwise), threatening, profane or otherwise
objectionable;
promotes or encourages self-harming; or
is pornographic, sexually explicit, violent or otherwise of a mature nature; or
impersonate any person or misrepresent its affiliation with any person or entity in registering
or using an account (including by creating a misrepresentative account name or accessing
another user’s account) or in making any communications or sharing or publishing any
content or information using Services.
No security breach or network abuse.
The Customer may not use Services to:
interfere with, or attempt to interfere with, any user’s or any other party’s access to Services;
disable, interfere with or circumvent any parts of Services;
intentionally distribute viruses, worms, Trojan horses, corrupted files or other malicious code or items;
probe or test the vulnerability of, or otherwise circumvent (or attempt to circumvent) any
security features on, Services, our Systems or other users' Systems. "Systems" means any
network, computer or telecommunication systems;
decompile, reverse compile or reverse engineer any of Services Software, or seek to do any of
the foregoing, except to the extent that applicable laws and regulations do not allow us to
prevent the Customer from doing this;
interfere with our, any user's or any other party's Systems – including via unauthorised access;
interception of data or connections; falsifying the origin of data or connections; or attacking
any Systems in an unauthorised manner (including by "Denial of Service" attacks or
broadcast attacks); or
operating any Systems or services on (or that connect to) Services that are prohibited by us, at
our sole discretion.
RESTRICTIONS ON USE OF SERVICES
The Customer may notand may not permit any other person (including any End Users) to (except
where Chandrayan Technologies Pvt. Ltd expressly permit the Customer to do so):
sub-license, rent, lease or sell Services;
use Services/ to gain unauthorised access to any system, account or data;
directly or indirectly charge others for use or access to Services
directly or indirectly suggest our support or endorsement of any product, service or content
(including any Chandrayan Technologies Pvt. Ltd website);
make Services publicly available or available on any network for copying, download or use
by any person or persons;
remove, obscure or modify any copyright, trade mark or other proprietary rights notice, marks
or indications found in or on Services;
misrepresent the source or ownership of Services;
copy, reproduce, adapt, modify, translate or create derivate works from Services, lend, hire,
rent, perform, sub-license, make available to the public, broadcast, distribute, transmit or
otherwise use any Licensed Item in whole or in part, or attempt to do any of the foregoing;
attempt to disrupt or interfere with Services including manipulating the legitimate operation
of Services;
use cheats, exploits, automation or any unauthorised third party software designed to modify
or interfere with Services;
disrupt or overburden any computer or server used to offer or support Services , or other
users’ use of Services ; or
develop any plug-ins, external components, compatibles or interconnection elements or other
technology that inter-operate with Services , except where Chandrayan Technologies Pvt. Ltd expressly permit the Customer
to do so via Services. Where Chandrayan Technologies Pvt. Ltd have granted the Customer such express permission, such
use by the Customer of the Services will be subject to the Services Terms of Service and any
Additional Terms as notified by us to the Customer.
) Please note that there may be technological measures in Services that are designed to prevent
unlicensed or unauthorised use of Services or use of Services in breach of this Policy. The
Customer agree that Chandrayan Technologies Pvt. Ltd may use these measures and that the Customer will not seek to
disable or circumvent them in any way
BREACH OF THIS POLICY OR MISUSE OF SERVICES
The Customer acknowledge and agree that Chandrayan Technologies Pvt. Ltd reserve the right, but not obliged, to investigate any
alleged breach of this Policy or misuse of Services. Chandrayan Technologies Pvt. Ltd may terminate any user's use of or access to
Services for any breach of these service usage terms. In additionand to the extent not already allowed
by the Services Terms of Service, Chandrayan Technologies Pvt. Ltd may report any activity that violates (or may violate) any
applicable laws or regulations to appropriate law enforcement or regulatory authorities or other
appropriate third partiesand cooperate with such authorities or third parties in any related
investigations. Such cooperation may include disclosing:
the Customer’s Content in accordance with the Services Terms of Service;
any Services-related information that relates to the alleged breach of this Policy or misuse of
Services; and/or
any other information or materials as allowed by the Services Terms of Service.