Last modified: Dec 12 2020
Terms of Service: The Eyewey Accord
The following accord ( "Accord") is provided for informational purposes only and is subject to the Nexart TechnoSolutions Pvt Ltd. (" Company") End User License Agreement and Terms of Service (" Terms"), any guidelines that the Company posts to the website located at www.Eyewey.com from time-to-time, including, without limitation, the Dataset Submission Guidelines (collectively, " Guidelines”). All capitalized terms that are used but not otherwise defined in this Accord will have the meanings ascribed to them in the Terms.
By browsing, accessing, using or registering the Eyewey website or mobile applications (an "App") (collectively, "Eyewey"), you agree to the following main principles:
• You own the Datasets & the respective Models related to these particular Models you Post to Eyewey;
• You grant every User of Eyewey the right to modify, adapt, and/or remix any Datasets ( subject to the License Restrictions ) that you Post to Eyewey; and
• You grant the Company the non-exclusive right to use and monetize any Dataset or Non-Dataset Contributions that you Post or provide to Eyewey.
Eyewey End User License Agreement and Terms of Service :
Introduction; your agreement to this End User License Agreement and Terms of Service.
Welcome to the Eyewey.com, Copyright 2021 © Nexart TechnoSolutions Pvt Ltd.(“Company” or “we”) web site, related mobile applications (" App ") or any other online services or properties owned or controlled by the Company (collectively, “Nexart TechnoSolutions Pvt Ltd.”). Eyewey is an online and mobile membership platform that allows Users (defined below) to submit, upload or post (collectively, " Post ") images as Datasets to Eyewey, create their own Apps and generate respective Models for Computer Vision for their projects.
PLEASE READ THE FOLLOWING TERMS CAREFULLY.
This End User License Agreement and Terms of Service (the "Terms") creates a legal contract between the Company and you ("you"). YOUR USE OF EYEWEY AND THE COMPANY"S PROVISION OF EYEWEY TO YOU, CONSTITUTES A BINDING LEGAL AGREEMENT BY COMPANY AND YOU TO BE BOUND BY THESE TERMS. Visitors and users of Eyewey are referred to individually as a "User" and collectively as "Users."
BY REGISTERING FOR, ACCESSING, BROWSING, OR USING EYEWEY, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE EYEWEY.
ARBITRATION NOTICE. Except for certain kinds of disputes described in the Section 18 below ("Dispute Resolution"), you agree that disputes arising under these Terms will be resolved by binding, individual arbitration by a neutral arbitrator, and BY ACCEPTING THESE TERMS, YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS UNDER THESE TERMS (EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT). YOUR RIGHTS WILL BE DETERMINED BY A NEUTRAL ARBITRATOR AND NOT A JUDGE OR JURY.
Terms and Conditions.
• Consideration. Our goal is for Eyewey to provide Users with a collaborative environment that inspires and facilitates the creation new applications in AI. To this end, we provide you with free access to Eyewey. In return for providing you with these benefits, you acknowledge and agree that the Company may generate revenues and increase goodwill from your use of Eyewey.
• Eligibility. EYEWEY IS NOT AVAILABLE TO PERSONS UNDER THE AGE OF 13 OR TO ANY USERS PREVIOUSLY SUSPENDED OR REMOVED FROM Eyewey BY THE COMPANY. In order to use Eyewey, you must either be 18 years of age or possess parental or guardian consent and you must be fully able and competent to enter into and comply with these Terms. If you are under 18 years of age, then by using Eyewey you certify that your parent or guardian has consented to your use of Eyewey and to these Terms on your behalf, and you acknowledge and agree that your use of Eyewey is at his or her discretion. Until you are 18 years old, your parent or guardian may ask us to modify, deny access to, or terminate your account and we may do so at his or her request or at any time, for any or no reason, without notice and liability. In any case, you affirm that you are over the age of 13, as Eyewey is not intended for or targeted to any person under 13 years of age. By clicking the applicable button or box, or by otherwise using Eyewey, you represent that you meet the eligibility requirements described above and have not been previously suspended or denied permission to use Eyewey by the Company.
• Modification of the Company Terms. We reserve the right, at our discretion, to change, modify, add, or remove portions of the Company Terms, at any time; provided, however, that we will endeavor to provide you with advance notice of any material changes. Please check the Company Terms periodically for changes. Your continued use of Eyewey after the posting of changes constitutes your binding acceptance of such changes. Any changes to the Company Terms will be effective upon posting on or through Eyewey. Notwithstanding the previous sentences of this Section 5, no revisions to the Company Terms will be effective with respect to any dispute that arose between you and the Company prior to the date of such revision.
• Messages. Eyewey may include features that allow you to send messages to other Users. There is no confidentiality with respect to messages sent via Eyewey. All messages will be publicly viewable by other Users so you should carefully consider what you include in messages that you send to other Users through any messaging features offered in Eyewey. You represent and warrant that you will indemnify and hold the Company harmless from any and all claims arising out of your sending such messages.
• Submissions; Licenses; Representations and Warranties.
• "Dataset" means the collection of images/data that a user posts on Eyewey to initiate training of its corresponding AI Detection Model.
• "Model" means each pre-trained detection file posted by the admin under each “Dataset” to enable users to start building their own apps in AI.
• "Stories" means each audio posts posted by respective users through the Eyewey App.
• You may delete your account and any Datasets you Post to Eyewey pursuant to Section 13(b), but any other Datasets that incorporated all or any portion of your Datasets during the time that your Datasets were licensed for Use (as defined below) on Eyewey pursuant to the Company Terms or any Model created using your Datasets, either directly or through other Datasets that incorporated your Datasets during the time that your Datasets were licensed for Use on Eyewey pursuant to the Company Terms will not be deleted. This means that even if you remove a Dataset from Eyewey, that Dataset may continue to be included in perpetuity in any Dataset and/or Model that includes such Dataset that pre-dates the removal of your Dataset.
• To the Company. By Posting Datasets to Eyewey, you hereby grant the Company a worldwide, non-exclusive, royalty-free, sublicensable (through multiple tiers), perpetual (for the duration of the copyrighted work, and subject to Section 13(b)) and transferable license to host, transfer, communicate to the public, publicly display, publicly perform (including by means of a digital audio transmission and on a through-to-the-audience basis), reproduce (including the right to synchronize in timed relation to visual images in an audiovisual work ( i.e., synchronization and master use licenses)), distribute and re-distribute, combine with other Datasets, and create derivative works of and otherwise use your Datasets, including for commercial purposes (whether directly or indirectly), advertising, merchandising, commercial tie-ins, or other promotional purposes, in whole or in part, in any and all media formats and products and through any and all media channels or technologies, whether directly or through third parties, including, by way of example and not limitation, Sublicensees, and for any type of receiving device (by way of example and not limitation, any form of cloud device ( e.g., broadcast, satellite, cable, on-demand, mobile communications, and to computers, smart phones and tablet computers), whether now known or hereafter devised (collectively, " Use "), in connection with Eyewey, to detect, market, promote, and/or monetize Eyewey, Stories, Datasets, and Models and/or the business operations of the Company, its successors, and affiliates, and to sublicense Sublicensees (and authorize Sublicensees to further sublicense other parties) to do any of the foregoing. You further grant the Company a royalty-free license to Use the name, image, voice, and likeness of any Datasets you Post to Eyewey for any purpose permitted in the immediately preceding sentence.
• By way of example and not limitation, the licenses you grant in this Section 8(c)(i) authorize the Company to include or combine your Datasets with other Datasets and either in whole or in part, separately or in combination with other Datasets, on any matter of cloud services whether delivered linearly or on-demand, to any type of device ( e.g., a tablet computer (such as an iPad) or a smartphone) or on the Internet through Eyewey.
• By way of example and not limitation, the licenses you grant in this Section 8(c)(i) allow the Company and its assignees and licensees to use any Datasets you Post to Eyewey in any advertising, publicity, commercial ties-in, merchandising or other promotional material for the "monetization" of the Datasets, and for any monetization of Datasets in Models.
• You further acknowledge and agree that even if another User of Eyewey violates your rights in any Dataset by exceeding the license grant set forth below in Section 8(c)(ii) of these Terms or by otherwise violating these Terms, the Company and its licensees and assignees will not be in breach of this Section 8(c)(i) or any other provision of these Terms by using any Datasets of such breaching Users, such as by re-tweeting a Post by such breaching User.
• To Other Eyewey Users. By Posting a Dataset to Eyewey, you hereby grant each User of Eyewey a worldwide, non-exclusive, perpetual (for the duration of the copyrighted work), and transferable license to access, download, use, reproduce, modify, adapt, prepare derivative works of, and combine your Dataset with any other material, in whole or in part, and in any media formats, solely for the purposes of creating a Dataset for re-Posting to Eyewey for any purposes authorized in the Company Terms and for no other purpose.
• Reservation of your Rights. Notwithstanding the licenses granted above, you, as a User, reserve the right to release and non-exclusively Use your Datasets at any time; provided, however that you may not withdraw or revoke any licenses granted in these Terms that would inhibit or restrict the Use of any Datasets or Models incorporating any Datasets you have Posted to Eyewey.
• No Liability for Unauthorized Uses. YOU HEREBY ACKNOWLEDGE THAT THE COMPANY, AND ITS ASSIGNEES, LICENSEES, AND SUBLICENSEES HAVE NO CONTROL OVER ANY USE OF YOUR DATASETS ON THIRD PARTY WEBSITES, AND THE COMPANY AND ITS ASSIGNEES AND LICENSEES HEREBY DISCLAIM, AND YOU HEREBY WAIVE, ANY AND ALL CLAIMS REGARDING SUCH USES OR EXPLOITATIONS.
• You, As a User, Accepting License Grant from Other Users. By incorporating a Dataset/Model obtained from Eyewey in any Dataset you create, you hereby agree to be bound by the provisions of the license grant set forth in 8(c)(ii) of these Terms. You further agree that you will (1) give attribution to each User whose Dataset you are using (in accordance with the applicable instructions on Eyewey); (2) limit any and all uses of a Dataset obtained from Eyewey to personal, non-commercial uses, excluding only cases where any of your Datasets are used in Models; and (3) use your best efforts to prohibit third parties, other than other Users of Eyewey, from modifying any Datasets that you have obtained from Eyewey. All modifications of a Dataset must only be published on Eyewey to ensure compliance with these Terms.
• Revocability; Effect of Account Termination. You may remove your Datasets from Eyewey or terminate your account pursuant to Section 13(b); provided, however, the licenses granted in this Section 8(c) are perpetual and irrevocable with respect to any Dataset or Model made using one or more of your Datasets that were created prior to the removal of the applicable Dataset(s) from Eyewey.
• Exclusive Rights. You retain any and all intellectual property rights you have in Datasets you Post to Eyewey, subject to any preexisting rights of any third parties and the licenses granted in the Company Terms. The Company acknowledges that it has no exclusive rights in any Datasets; however, to the extent the Company desires to obtain exclusive rights to any Datasets, either for itself or for the benefit of a third party, including Sublicensees (in which case each such third party will be an "Assignee"), the Company or the applicable Assignee will contact the User or applicable Users and negotiate in good faith regarding the acquisition of any such exclusive rights. Nothing in these Terms will require you to grant exclusive rights to Company or any Assignee and if you refuse to grant exclusive rights, these Terms will continue to apply. Any grant by you of exclusive rights in any Datasets, whether to Company or to an Assignee, will require a separate written and signed agreement (an "Assignment Agreement") by you, on the one hand, and Company or Assignee, on the other hand, in addition to these Terms. In the event of any conflict between these Terms and an Assignment Agreement, the provisions of such Assignment Agreement will govern solely to the extent of a direct conflict between these Terms and such Assignment Agreement.
• Waiver of Certain Rights. By Posting Datasets to Eyewey, please understand that such Datasets may be used in a manner that, once used, cannot be changed. Therefore, as a condition of your Posting Datasets to Eyewey, we require that you waive certain rights as explained below. PLEASE UNDERSTAND, HOWEVER, THAT YOU ARE NOT WAIVING ANY OWNERSHIP INTEREST IN YOUR DATASETS AND YOU ARE SIMPLY GRANTING THE COMPANY, ITS LICENSEES AND SUBLICENSEES, AND OTHER USERS OF EYEWEY, THE LICENSES SET FORTH IN SECTION 8(c) ABOVE.
• Prior Inspection and Approval. By Posting Datasets to Eyewey, you waive any rights of prior inspection or approval for any Use authorized in Section 8(c) above.
• Rights of Privacy and Publicity. You also waive any and all rights of privacy, publicity, false light, defamation or any other rights of a similar nature in connection with your Datasets, or any portion thereof, including, without limitation, your name, likeness, voice, image, and persona or any advertising or publicity relating thereto.
• Moral Rights. To the extent permitted by applicable law, you agree to transfer and assign any claims and assertions of any rights throughout the world that may be known as or referred to as "moral rights," "artist"s rights," "droit moral," or the like or any other rights of an author to control the use of a work, including how the work is displayed, attributed, distributed or otherwise used and/or any right to prevent revisions, alterations or distortions of a work (collectively, " Moral Rights") with respect to any Datasets you Post to Eyewey. To the extent any Moral Rights that you may have in Datasets you Post to Eyewey are not assignable pursuant to applicable law, then to the fullest extent permitted under applicable law, you hereby waive and agree never to support, maintain or permit any action based on any Moral Rights, including, without limitation, any limitation on subsequent modification, that you may have in or with respect to any Datasets you Post to Eyewey.
• Similar Datasets. You acknowledge and agree that given the large number of Users contributing Datasets to Eyewey, there may be similar or identical projects, ideas, designs, materials, or Datasets that have been or may be generated and Posted by other Users of Eyewey or that may be originated by the Company or any of its affiliates, assignees or licensees.
• Notwithstanding Section 8(e), you should let the Company know immediately if you object to any uses of your Datasets in the promotion of Eyewey. We will consider all reasonable requests to terminate any Use in promotions or advertising that you find objectionable, but we will have no liability to you for any Use authorized in the Company Terms. You can contact us via e-mail at email@example.com.
• Your Representations and Warranties with Respect to Datasets. You are solely responsible for the Datasets you Post to Eyewey and the consequences of Posting such Datasets to Eyewey. By Posting your Datasets to Eyewey, you affirm, represent, and warrant that: (i) you are the creator and owner of and/or have the necessary rights to use and to authorize the Company and the Company’s Users, licensees, and Sublicensees to Use your Datasets as necessary to exercise the licenses granted by you in these Terms and in the manner contemplated by the Company and these Terms; (ii) you have obtained all rights, licenses, permissions, authorizations, and consents from any persons who appear in any Datasets you Post to Eyewey as necessary to comply with these Terms; (iii) your Datasets do not and will not: (1) infringe, violate, or misappropriate any third-party right, including, but not limited to, any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (2) slander, defame, libel, or invade the right of privacy, publicity or other property or proprietary rights of any other person; or (3) require the Company or its assignees, licensees, Sublicensees, or any other User to obtain any licenses, permissions authorizations or consents from or pay any fees or royalties to any third parties for the right and licenses granted in these Terms; and (4) you will comply with any reporting or notice obligations that you have to any third party for the licenses you have granted to the Company and other Users pursuant to these Terms, including, by way of example and not limitation, any PRO in accordance with the policies and procedures of such PRO; and (5) your Datasets do not contain any viruses, adware, spyware, worms, or other malicious or harmful code. If your Datasets violate the rights of any third-party, then you may be subject to criminal and civil liability.
• Disclaimers as to Datasets and Final Products. YOU UNDERSTAND THAT WHEN USING EYEWEY YOU WILL BE EXPOSED TO DATASETS AND MODELS THAT INCORPORATE DATASETS CREATED AND PROVIDED BY USERS, AND THAT THE COMPANY IS NOT RESPONSIBLE FOR THE ACCURACY, USEFULNESS, OR INTELLECTUAL PROPERTY RIGHTS OF OR RELATING TO SUCH DATASETS AND MODELS. YOU FURTHER UNDERSTAND AND ACKNOWLEDGE THAT YOU MAY BE EXPOSED TO DATASETS OR MODEL THAT ARE FALSE, MISLEADING, INCOMPLETE, INACCURATE, OFFENSIVE, INDECENT OR OBJECTIONABLE, AND YOU AGREE TO WAIVE, AND HEREBY DO WAIVE, ANY LEGAL OR EQUITABLE RIGHTS OR REMEDIES YOU HAVE OR MAY HAVE AGAINST THE COMPANY WITH RESPECT THERETO. THE COMPANY DOES NOT ENDORSE ANY DATASETS(INCLUDING, WITHOUT LIMITATION, ANY DATASETS EITHER ON THEIR OWN OR WHEN INCORPORATED INTO A MODEL), OR ANY OPINION, RECOMMENDATION OR ADVICE EXPRESSED THEREIN, AND THE COMPANY EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY IN CONNECTION WITH ALL DATASETS AND MODELS. IF NOTIFIED BY A USER OR A CONTENT OWNER OF ANY DATASETS OR MODEL THAT ALLEGEDLY DOES NOT CONFORM TO THESE TERMS OR OTHERWISE VIOLATES THE RIGHTS OF ANY THIRD PARTY, THE COMPANY MAY INVESTIGATE THE ALLEGATION AND DETERMINE IN ITS SOLE DISCRETION WHETHER TO REMOVE THE DATASETS OR MODEL, WHICH IT RESERVES THE RIGHT TO DO AT ANY TIME AND WITHOUT NOTICE OR LIABILITY TO ANY USER. FOR CLARITY, THE COMPANY DOES NOT PERMIT COPYRIGHT INFRINGING ACTIVITIES ON Eyewey.
Without limiting any other restrictions set forth in these Terms, by using Eyewey, you agree not to do or encourage others to do any of the following:
• use Eyewey for any purposes other than to disseminate or receive original or appropriately licensed content and/or to access Eyewey as offered by the Company;
• Post to Eyewey any Datasets for which you do not have all necessary rights, permissions, authorizations, consents, and licenses to grant the rights and make the covenants, representations, and warranties set forth in the Company Terms;
• rent, lease, loan, sell, resell, sublicense, distribute or otherwise transfer the licenses granted herein or any Materials (as defined in Section 14(a) below);
• Post to Eyewey or distribute any defamatory, libellous, or inaccurate Datasets;
• Post to Eyewey or distribute any Datasets or messages that are unlawful or that the Company in its sole discretion deems to be objectionable, offensive, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, hateful, racially or ethnically offensive, or otherwise inappropriate or shocking to the conscience (collectively, " Objectionable Content”);
• impersonate any person or entity, falsely claim an affiliation with any person or entity, or access Eyewey accounts of others without permission, forge another person"s digital signature, misrepresent the source, identity, or content of information transmitted via Eyewey, or perform any other similar fraudulent activity;
• delete the copyright or other proprietary notices on Eyewey or Datasets;
• make unsolicited offers, advertisements, proposals, or send junk mail or spam to other Users of Eyewey. This includes, but is not limited to, unsolicited advertising, promotional materials, or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures;
• use Eyewey for any illegal purpose, or in violation of any local, state, national, or international law, including, without limitation, laws governing intellectual property and other proprietary rights, and data protection and privacy;
• defame, harass, abuse, threaten or defraud Users of Eyewey, or collect, or attempt to collect, personal information about Users or third parties without their consent, or use Eyewey for any commercial use, it being understood that Eyewey is for your personal, non-commercial use only, and in the absence of your Datasets being included in a Model, you may not sell or receive any monetary benefit from any Datasets on Eyewey;
• use Eyewey if you are under the age of 13 years old;
• remove, circumvent, disable, damage or otherwise interfere with security-related features of Eyewey or Datasets, features that prevent or restrict use or copying of any content accessible through Eyewey, or features that enforce limitations on the use of Eyewey or Datasets;
• reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of Eyewey or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
• modify, adapt, translate or create derivative works based upon Eyewey or any part thereof, except and only to the extent the foregoing restriction is expressly prohibited by applicable law; or
• intentionally interfere with or damage operation of Eyewey or any User"s enjoyment of Eyewey, by any means, including, without limitation, by Posting or otherwise disseminating to Eyewey viruses, adware, spyware, worms, or other malicious code.
If you encounter any Objectionable Content on Eyewey, then please contact the Company at firstname.lastname@example.org or any other reporting functionality available on Eyewey. You acknowledge and agree that the Company provides you the ability to report Objectionable Content as a courtesy, and the Company has no obligation to remove or take any other action with respect to any Objectionable Content that you report to us. The Company in its sole discretion may terminate, suspend, warn or take other appropriate actions against Users for Posting Objectionable Content to Eyewey.
• When you use Eyewey to Post and/or download or edit information on Eyewey, you will have to create an account by providing an e-mail address, user name and password. You are solely responsible for maintaining the confidentiality of your account and password and for restricting access to your computer or other device used to access Eyewey, and you agree to accept responsibility for all activities that occur under your account or password. You agree that the information you provide to the Company on registration and at all other times will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up-to-date at all times until you voluntarily choose to terminate your use of Eyewey or your right to use Eyewey is terminated by the Company. If the Company determines that your e-mail address is no longer valid, then the Company may suspend your right to use Eyewey until you provide a current e-mail address or terminate your account, in its sole discretion. If you have reason to believe that your account is no longer secure ( e.g., in the event of a loss, theft or unauthorized disclosure or use of your account ID, password, or any credit, debit or charge card number, if applicable), then you agree to immediately notify the Company. You are solely responsible for the losses incurred by the Company or others due to any unauthorized use of your account on Eyewey.
• The Company reserves the right to (i) reject or revoke the right of any User to use any User name on Eyewey, or (ii) revise any User name used on Eyewey, in each case, at any time and for any or no reason. If you impersonate another person or seek to give the false impression as to your true identity, then you are likely to not only lose the User name that you created for Eyewey but you will also be kicked off Eyewey.
• Third-Party Sites, Products and Services; Links. Eyewey may include links or references to other web sites or services solely as a convenience to Users (" Third Party Sites"). The Company does not endorse any such Third Party Sites or the information, materials, products, or services contained on or accessible through Third Party Sites. In addition, your correspondence or business dealings with, or participation in promotions of, advertisers found on or through Eyewey are solely between you and such advertiser. ACCESS AND USE OF THIRD PARTY SITES, INCLUDING THE INFORMATION, MATERIALS, PRODUCTS, AND SERVICES ON OR AVAILABLE THROUGH THIRD PARTY SITES, IS SOLELY AT YOUR OWN RISK.
• Termination by the Company. You agree that the Company, in its sole discretion, for any or no reason, and without penalty, may terminate any account (or any part thereof) you may have with the Company or your use of Eyewey and remove and discard all or any part of your account, User profile, and any Datasets, at any time for any violation of the Company Terms. The Company may also in its sole discretion and at any time discontinue providing access to Eyewey, or any part thereof, with or without notice. You agree that any termination of your access to Eyewey or any account you may have or portion thereof may be effected without prior notice, and you agree that the Company will not be liable to you or any third-party for any such termination. You should therefore make sure that you maintain backup copies of any Datasets you Post to Eyewey. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies the Company may have at law or in equity. As discussed herein, the Company does not permit infringing activities on Eyewey, and will remove all Datasets that are found to be infringing.
• Termination by you. Your only remedy with respect to any dissatisfaction with (i) Eyewey; (ii) any term of the Company Terms; (iii) any policy or practice of the Company in operating Eyewey; or (iv) any content or information transmitted through Eyewey, is to terminate these Terms and your account. You may terminate these Terms at any time by deleting your account with Eyewey and discontinuing use of any and all parts of Eyewey. To delete your account or request that the Company remove any of your Datasets from Eyewey, send an e-mail to email@example.com. The Company will use reasonable efforts to respond promptly to your request for termination and will process your request in no event later than ninety (90) days following receipt of your e-mail. Your account will be deemed terminated upon the Company’s confirmation to you that your account has been deleted. Any termination of these Terms by you will be subject to Section 19(e) below.
Ownership of Eyewey; Credits and Title
• The Company. Eyewey is owned and operated by the Company. The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of Eyewey provided by the Company (collectively, the "Materials") are protected by relevant intellectual property and proprietary rights, and applicable laws. Except for any Datasets that are provided and owned by Users, all Materials contained on Eyewey are the property of the Company or its subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to the Company or its affiliates and/or third-party licensors. The Company hereby grants you a non-exclusive, non-assignable, non-sublicensable and revocable license to access and use Eyewey in accordance with the Company Terms, subject to the Company’s right to terminate your right to use Eyewey in its sole discretion at any time and for any or no reason. Except as expressly authorized by the Company in writing, you agree not to sell, license, distribute, copy, modify, publicly perform, publicly display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. The Company reserves all rights not expressly granted in these Terms, and there are no implied licenses granted by the Company to you or any third-party.
• Credits and Title. The Company may accord credits with respect to Final Products in its sole discretion, including, for avoidance of doubt, selecting the form, nature and placement thereof. Additionally, the Company reserves the sole and exclusive right to change the title of any Final Product, or to add a title if a Final Product is not titled. Users accordingly waive any and all rights with respect to receiving a credit in connection with a Final Product, and further acknowledge that they have no right to require a specific title with respect to a Final Product. Notwithstanding the foregoing, Artists will receive attribution with respect to Final Products in accordance with Section 8(c)(v) above.
• You agree to indemnify, defend, and hold the Company, its affiliated companies, contractors, officers, directors, employees, shareholders, agents, and advisors, and its third-party suppliers, licensors, partners, licensees, Sublicensees, heirs, successors, and assigns, and each of their officers, directors, employees, shareholders, agents and advisors, and any third party advertisers advertising before, during, after or in relation to any Datasets Posted by you (each, a " Company Party," and collectively, the " Company Parties ") harmless from and against any and all loss, liability, damage, award, settlement, judgment, fee, cost or expense (including reasonable attorneys" fees and costs of suit) ("Losses") arising out of any third-party claim, allegation, action, demand, proceeding or suit ("Claim") arising in any way out of: (i) your use or misuse of Eyewey; (ii) any violation by you of these Terms; (iii) any breach of the representations, warranties, and covenants made by you in these Terms; or (iv) any Company Parties" Use of any of your Datasets as authorized in these Terms. The Company Parties are intended third party beneficiaries of these Terms and will have the right to enforce any indemnification obligations or other representations, warranties or covenants that you have made pursuant to these Terms.
• The Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify any Company Party if the Company has a good faith belief that you are unable or unwilling to adequately defend the Company Parties, and you agree to cooperate with the defense of these Claims. The applicable Company Party will use reasonable efforts to notify you of any Claim for which it is entitled to indemnification upon becoming aware of it. Notification to you via e-mail will be sufficient for notice pursuant to this paragraph and it is your responsibility to maintain a current e-mail address on file with the Company at all times. A Company Party"s inability to contact you via e-mail for any reason will not nullify your indemnification obligations under these Terms.
Disclaimers; No Warranties; Release.
• No Warranties. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE COMPANY PARTIES DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS, WITH RESPECT TO ALL Datasets, FINAL PRODUCTS, AND MATERIALS MADE AVAILABLE ON OR THROUGH Eyewey. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ANY COMPANY PARTY OR THROUGH Eyewey WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
• "As is" and "As available" and "With All Faults". YOU EXPRESSLY AGREE THAT USE OF Eyewey AND ALL Datasets, FINAL PRODUCTS, AND MATERIALS IS AT YOUR SOLE RISK. Eyewey, AND ANY DATA, INFORMATION, THIRD-PARTY SOFTWARE, Datasets, FINAL PRODUCTS, MATERIALS, THIRD PARTY SITES, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH Eyewey, ARE PROVIDED ON AN "AS IS," "AS AVAILABLE" AND "WITH ALL FAULTS" BASIS AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED.
• Content. THE COMPANY PARTIES DO NOT WARRANT THAT THE DATA, SUBMISSIONS, FUNCTIONS, Datasets, FINAL PRODUCTS, MATERIALS OR ANY OTHER INFORMATION OFFERED ON OR THROUGH Eyewey OR ANY THIRD PARTY SITES WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS, AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.
• Accuracy. THE COMPANY PARTIES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF EYEWEY, DATASETS, MODELS, MATERIALS OR ANY THIRD PARTY SITES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
• Harm to your Computer. YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, DATASETS, MODELS OR DATA THROUGH EYEWEY OR ANY THIRD PARTY SITES AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.
• Release. You hereby release, and forever discharge the Company Parties from and against any and all accounts, actions, agreements, assertions of right, assessments, bills, causes of action, charges, claims, complaints, controversies, covenants, damages, debts, demands, dues, judgments, liabilities, obligations, proceedings, promises, reckonings, suits, and sums of money, whether or not they have been subject to dispute or otherwise and whether known or unknown, whether asserted or unasserted, whether determined, determinable or otherwise, whether strict, absolute or contingent, whether accrued or unaccrued, whether liquidated or unliquidated, whether incurred or consequential, whether due or to become due, suspected or unsuspected, at law or equity, whether under federal or state law, by reason of any matter, cause, or thing whatsoever that you may now have, have had, or at any time hereafter may have against the Company Parties arising out of any Use by such Company Parties or their licensees or sublicensees of your Datasets or your name, image, voice, and likeness of any identifiable person in any Datasets you Post to Eyewey (all of the foregoing "Released Claims") for any Uses authorized in these Terms; provided, however, that the Released Claims do not extend to a breach by a Company Party of these Terms. By this we mean that Company cannot breach these Terms and expect you to have released us for such breach as a result of your agreeing to the Released Claims. By way of example and not limitation, if Company fails to share certain profits (if any) with you derived from the monetization of your Datasets and Non-Dataset Contributions ,the Company would be in breach of these Terms and could not defend itself by claiming that you have Released Claims against Company for such breach. For the further avoidance of doubt and by way of example and not limitation, however, the Released Claims include any Use of your Dataset/Model by a User, cloud services sublicensed by Company pursuant to these Terms for Uses authorized in these Terms. This means that if Company, Sublicensee or Assignee is Using your Record as authorized in these Terms, you cannot bring a cause of action against Company, a Sublicensee or an Assignee for such Use.
• You agree not to hold any Company Party liable for the content, actions, or inactions of other Users of Eyewey, and you hereby release all Company Parties from any and all Released Claims arising out of or in any way connected with any dispute you have or claim to have with one or more Users, including whether or not any Company Party becomes involved in any resolution or attempted resolution of the dispute. Any dispute you have with another User of Eyewey is to be resolved by you and such User in any forum with jurisdiction over such dispute, and you agree to indemnify any Company Party for any costs incurred by it if you involve such party in the dispute or any attempt to resolve such dispute.
• You acknowledge that you are aware that you may hereafter discover claims or defenses presently unknown or unsuspected, or facts in addition to or different from those which they now know or believe to be true, as to the matters released in Section 16.f). Nevertheless, it is your intention through these Terms to fully, finally, and forever settle and release all Released Claims. In furtherance of such intention, the Released Claims herein given by you shall be and remain in effect as a full and complete release of such matters, notwithstanding the discovery or existence of any such additional or different claims, defenses, or facts related thereto. In granting the Released Claims, you are not relying upon any statement, representation, inducement, or promise of any Company Party, except as expressly set forth in these Terms.
Limitation of Liability and Damages.
• Limitation of Liability. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL ANY COMPANY PARTY BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES, OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OF OR YOUR INABILITY TO USE EYEWEY OR ANY THIRD PARTY SITES, OR ANY OTHER INTERACTIONS WITH ANY COMPANY PARTY, EVEN IF THE COMPANY OR ANY OTHER COMPANY PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
• APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, YOU AGREE THAT BECAUSE SUCH LIMITATIONS OF LIABILITY REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND THE COMPANY, AND ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND THE COMPANY, THE COMPANY"S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. YOU UNDERSTAND AND AGREE THAT THE COMPANY WOULD NOT BE ABLE TO OFFER EYEWEY TO YOU ON AN ECONOMICALLY FEASIBLE BASIS WITHOUT THESE LIMITATIONS.
• Limitation of Damages. IN NO EVENT WILL THE COMPANY PARTIES" TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF EYEWEY OR YOUR INTERACTION WITH OTHER USERS (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, OR OTHERWISE), EXCEED THE AMOUNT PAYABLE TO YOU BY THE COMPANY FOR ANY MODEL.
• Third Party Sites. THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY THIRD PARTY SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN THE COMPANY AND RECEIVED THROUGH OR ADVERTISED ON Eyewey OR RECEIVED THROUGH ANY THIRD PARTY SITES.
• Mandatory Arbitration. Please read this carefully. It affects your rights. YOU AND THE COMPANY AND EACH OF OUR RESPECTIVE SUBSIDIARIES, AFFILIATES, PREDECESSORS IN INTEREST, SUCCESSORS, AND PERMITTED ASSIGNS AGREE TO ARBITRATION (EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT), AS THE EXCLUSIVE FORM OF DISPUTE RESOLUTION EXCEPT AS PROVIDED FOR BELOW, FOR ALL DISPUTES AND CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF Eyewey. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or in any way related to these Terms or your use of Eyewey, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND THE COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION AND THAT THIS AGREEMENT SHALL BE SUBJECT TO AND GOVERNED BY THE FEDERAL ARBITRATION ACT.
• Exceptions. Notwithstanding Section 18.a above, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either you or Company to: (1) bring an individual action in small claims court; (2) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (3) seek injunctive relief in aid of arbitration from a court of competent jurisdiction; or (4) to file suit in a court of law to address an intellectual property infringement claim.
• No Class Actions. YOU AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and the Company agree otherwise, the arbitrator may not consolidate more than one person"s claims and may not otherwise preside over any form of a representative or class proceeding.
• Governing Law. These Terms and your use of the Service will be governed by the substantive laws of Government of India without reference to its choice or conflicts of law principles. Only if the Mandatory Arbitration clause is deemed to be null and void, then all disputes arising between you and the Company under these Terms will be subject to the exclusive jurisdiction of the state and federal courts located in Thiruvananthapuram, Kerala, and you and the Company hereby submit to the personal jurisdiction and venue of these courts.
• Notice. The Company may provide you with notices, including those regarding changes to these Terms, by e-mail, regular mail or postings on Eyewey, and you agree to accept notices via e-mail as further described in Section 19(h) below. Notice will be deemed given twenty-four (24) hours after e-mail is sent, unless the Company is notified that the e-mail address is invalid, in which case you accept notice via any other means permitted by law. Alternatively, we may give you legal notice by mail to a postal address, if provided by you through Eyewey or obtained through other lawful means. In such case, notice will be deemed given three days after the date of mailing. Notice posted on Eyewey is deemed given thirty (30) days following the initial posting.
• Rights Cumulative; No Waiver. Except as otherwise provided in these Terms, the rights and remedies provided in these Terms and all other rights and remedies available at law or in equity are, to the extent permitted by law, cumulative and not exclusive of any other right or remedy now or hereafter available at law or in equity. Neither asserting a right nor employing a remedy will preclude the concurrent assertion of any other right or employment of any other remedy. No failure or delay on the part of the Company in the exercise of any power or right under these Terms will operate as a waiver thereof. No single or partial exercise of any right or power under these Terms by the Company will operate as a waiver of such right or of any other right or power. The waiver by the Company of a breach of any provision of these Terms will not operate or be construed as a waiver of any other or subsequent breach of these Terms.
• Severability. If any provision of these Terms or any Guidelines are held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions of these Terms.
• Headings. The captions and headings in these Terms are intended only for convenience, and will in no event be construed to define, limit or describe the scope or intent of these Terms, or of any provision of these Terms, nor in any way affect the interpretation of these Terms.
• Mobile Services. Eyewey will be accessible via your mobile devices (" Mobile Services"). Your mobile carrier"s normal messaging, data, and other rates and fees will apply to your use of the Mobile Services. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your mobile carrier, and not all Mobile Services may work with all carriers or devices. Therefore, you are solely responsible for checking with your mobile carrier to determine if the Mobile Services are available for your mobile devices, what restrictions, if any, may be applicable to your use of the Mobile Services, and how much they will cost you. Nevertheless, all use of Eyewey and the related Mobile Services must be in accordance with the Company Terms.
• Address. Our mailing address is:
Nexart TechnoSolutions Pvt Ltd.
Sreenanda, Nilamel Road,