Definitions
1. “Data Controller” means a person who (either alone or jointly or in common with other persons) determines the purposes for which and the manner in which any personal data are, or are to be, processed.
2. “Data Processor” or “Service Provider” means any person (other than an employee of the Data Controller) who processes the data on behalf of the Data Controller.
3. “Intellectual Property” shall include content/materials uploaded on the Platforms, all right, title and interest in copyrights, patents, know-how, confidential information, database rights, rights in trademarks, designs and applications, copyrightable works, service mark, trade name, service name, trade dress, brand names, business and product names, logos, slogans, internet domain names, patents and inventions, technology, processes, formulas, technical drawings, statistical models, scripts related to the Platforms, software, source code, Intellectual Property materials and other proprietary documentation and information of every kind, in each case whether or not registered and the right to apply for registration, for the same and all other intellectual property rights and equivalent or similar forms of protection existing anywhere in the world.
4. “Loopin” mean LoopinHQ, Inc. which also operates the ‘www.loopinhq.com’ website. References to Loopin may also be made as “Loopin” or “us” or “we” or “Company”. Our registered office is at 3500 South DuPont Highway, Dover, DE 19901.
5. “Personal Data” means any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person, and in any event shall have the meaning ascribed to it under applicable laws which may be amended from time to time.
6. “Platforms” means inter alia the websites, associated web applications and the mobile application of Loopin.
7. “Services” means the services provided by Loopin.
Terms of Use
This terms of use including the privacy policy provides the applicable rules, guidelines, policies, terms, and conditions of use and other matters governing the relationship between Loopin and you (“Terms of Use”). Please read these Terms of Use carefully before proceeding. Accessing, browsing or otherwise using our Platforms indicates your acceptance of all the terms and conditions in these Terms of Use. If you do not agree with the Terms of Use, please do not visit or use our Platforms. Your acceptance of this Terms of Use is deemed to occur upon your first use of our Platform. If you do not accept and agree with this Terms of Use, please stop using our Platform immediately.
These Terms of Use are effective immediately upon your acceptance of our terms and conditions herein and your use of our Platform is inter alia demonstrative of such acceptance. These Terms of Use shall be enforceable against you in the same manner as any other written agreement. We reserve the right, at our sole discretion, to change, modify, add or remove portions of these Terms of Use, at any time without any prior written notice to you.
It is your responsibility to review these Terms of Use periodically for updates / changes and your subsequent use of the Platform following the revisions/updates shall be a deemed acceptance by you of the revisions/ updates. As long as you comply with these Terms of Use, we grant you a personal, non-exclusive, non-transferable, limited license to enter and use our Platforms.
General Terms of Use
1.1. To access the Services, you will need to register with us on our Platform by creating a username and password. You will need to provide correct information about yourself, including where applicable about your company, contact information, and other details as required by us in relation to the services we provide including for your effective access of our Platform. To this effect, you undertake to be responsible for the accuracy of such information provided.
1.2. In the event you are an administrator or an employer or if you have the authority to make decisions on behalf of your employee/agent, then you represent and warrant that you are authorized to make decisions on behalf of your employee/agent and agree that Loopin is entitled to rely on your instructions. No action can be taken against Loopin by such individual employee/agent if Loopin acts in furtherance of instructions received by the administrator or employer.
1.3. You hereby undertake to use our Platform only in the manner provided herein, and through any device, medium or arrangement supported and described herein. You hereby further agree to not undertake any activities or thing or deed which adversely affects or disrupts in anyway whatsoever the capacity of the Platform to provide the services as per good industry practices.
1.4. Unless you have been specifically permitted to do so in a separate agreement with us, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the services for any purpose.
1.5. You agree that you are solely responsible for (and that we have no responsibility to you or to any third party for any breach of your obligations under the Terms of Use and for the consequences (including any loss or damage which we may suffer) of any such breach.
1.6. In the event you are registering on any of our Platforms, you hereby represent and warrant that:
1.6.1. That you have the right, authority, and capacity to enter into this Terms of Use on your own behalf and on behalf on any entity for whom you are acting and to abide by all of the terms and conditions contained herein.
1.6.2. That you are at least 18 years old and competent to execute and perform any agreement you enter into through our website.
1.6.3. That you shall not misrepresent your identity and credentials.
1.6.4. That you shall comply with the terms and conditions stipulated in this Terms of Use.
1.6.5. That you shall be solely responsible for protecting and keeping confidential your credentials and details whichever is applicable, in relation to the Platforms, confidential.
1.6.6. That all the representations, warranties and information that you provide will be true and accurate, and in the event it comes to your notice about its incorrectness, you shall forthwith bring to our notice and take all necessary steps to rectify the same.
1.6.7. That you undertake to use the Platforms in a professional manner, and ensure that your activities on the Platform does not violate any third-party contractual arrangements and commitments.
1.6.8. That you shall cooperate with us and other users of the Platform working towards effective execution of the services from time to time and perform all such actions that is required of you for effective execution of the services.
2. Intellectual Property
2.1. We own and retain ownership in the Platforms, and all Intellectual Property therein. Contingent upon your compliance with the terms and conditions of this Agreement, we hereby grant to you a limited, non-transferable, non-exclusive, non-assignable, revocable license to use our Platform.
2.2. You agree and acknowledge that the Platforms may from time to time release or make upgrades, updates, enhancements or fixes for the Platforms which is in our sole discretion, and subject to any other agreement entered into between you and ss, will be made available to you. In the event that we choose to make available such upgrades to you, then the additional services shall be automatically be governed by these Terms of Use.
2.3. On uploading or submitting any material on the Platforms, you provide a non-revocable, perpetual, sub-licensable, transferable and royalty-free license to us for the purpose of use, reproductions, derivative works, marketing, promotion, of the Platforms.
2.4. You acknowledge that we shall have no obligation to monitor or enforce any intellectual property rights that may be associated with the content provided by you on the Website.
3. Your Use
3.1. You undertake to use the Platforms only for lawful purposes. Further, you are specifically prohibited from undertaking the following acts:
3.1.1. You agree that you have a special obligation to preserve the Intellectual Property of the Platforms, and in this regard, you specifically undertake not to modify, disparage, publish, store, transfer, or in any way exploit the Intellectual Property on the Platform.
3.1.2. You acknowledge that in the course of your interaction with the Platform, you may gain access to documentation involved in the services, which you undertake not to publish, disseminate, sub-lease, transfer wilfully or negligently to any user who is not a party to this Terms of Use or any other third party.
3.1.3. You undertake to not act in a manner that is detrimental to the structure and process put in place by the Platform for your service and/or transaction.
3.2. You are responsible for notifying us at support@loopinhq.com if you become aware of any unauthorized use or access of your account. You understand and agree that we may ask you for information that will be used to verify your identity and assist protect your account's security. Loopin will not be liable for any loss, damages, liability, expenses or attorneys’ fees that you may incur as a result of someone else using your password or account, either with or without your knowledge and/or authorization, and regardless of whether you have or have not advised us of such unauthorized use.
4. Limitations in the Website
4.1. We use in-built technology and processes to help you facilitate the use of our Platforms and with this respect we do not guarantee that the Platforms shall not face any technical glitches and limitations. Further, we may from time to time undertake testing and upgrading activities on the Platforms and to that extent we cannot guarantee that during such process the Platforms shall be free from uninterrupted access. You specifically acknowledge that in this regard you shall not hold us liable either directly or indirectly for such interruptions.
5. Transaction specific terms and conditions
5.1. We shall reserve the right to, and may request you to accept and/or execute additional terms and conditions that may be relevant and specific with respect to your transaction where applicable. In this regard, you shall undertake and execute such additional terms and conditions as required by us from time to time.
6. Website Security
6.1. You shall ensure that the security of the Platform is not compromised by you wilfully or inadvertently. In this regard, you are prohibited from doing any of the following, without limitation thereof:
6.1.1. Accessing or attempting to access information that is not relevant to your transaction,
6.1.2. Attempting or bypassing security and authentication measures build in by us on the Platforms,
6.1.3. You shall not compromise the security of the Platforms in any manner whatsoever, including, by knowingly or unknowingly introducing viruses, Trojans, worms or other material which is prejudicial to the technological immunity of the Platforms,
6.1.4. We shall be entitled to report such breach and shall co-operate with authorities under any and all applicable laws.
7. Termination
7.1. In the event that it is found that you have breached any of the terms and conditions of this Terms of Use, we, at our sole discretion shall have the right to forthwith terminate your relationship with us and the Platforms. Notwithstanding the aforementioned, we, at our sole discretion, for no cause, shall have the right to forthwith terminate your relationship with us and the Platforms.
8. Disclaimer of warranties
8.1 The services, including all server and network components are provided on an “as is” and “as available” basis. All express or implied representations and warranties, including any implied warranty of merchantability, fitness for a particular purpose, accuracy or non-infringement, are hereby excluded.
8.2 You acknowledge that the company does not warrant that the access to the service, which is provided over internet and various telecommunications networks, all of which are beyond the company’s control, will be uninterrupted, timely, secure, error-free or free from viruses or other malicious software.
9. Updates, Modification or Discontinuation
9.1 Any enhancements, new features or updates to the Services are also subject to these Terms of Use and Loopin reserves the right to deploy Updates at any time.
9.2 Loopin reserves the right at any time to modify or discontinue, temporarily or permanently, the Service and / or the Platforms (or any part thereof), with or without notice. You agree that Loopin shall not be liable to you or any third party for any modification, suspension or discontinuance of the Service and the Platforms.
9.3 The Services on all or any of the Platforms may temporarily be unavailable due to scheduled downtime for upgrades and maintenance in which case Loopin will notify you in advance. In such event, Loopin will not be liable for any loss or damage incurred by you.
10. Limitation of Liability
10.1. You agree that your use of the Platforms is at your sole risk. You acknowledge that we shall have no liability to you arising out of the Terms of Use, whether for breach of contract, tort (including negligence), or otherwise.
10.2. We shall not be liable to you in contract, tort (including negligence), breach of statutory duty or otherwise arising for: business interruption (including downtime, server disruption, lagging, technical or political disturbance to game play), loss of profits (including loss of or failure to receive anticipated winnings), revenue, business, data, opportunity, business information or goodwill; or indirect or consequential loss, arising out of, or in relation to, these Terms of Use, even if such losses are foreseeable or if We have been notified by you of the possibility of such losses.
10.3. We do not endorse or act on behalf of any third party. If you click on a third-party link, you shall be responsible to read their terms of use and privacy policy. In the event you engage the services of / interact with any third party, through the Platforms, we shall not be liable to you for any act or omission by such third party in relation thereto.
11. Indemnity
11.1. You agree to defend, indemnify, and hold us and our officers, directors, employees, agents and any third parties harmless for any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of the Platforms and engaging in a transaction, including:
11.1.1. Your breach of this Terms of Use, or the documents it incorporates by reference; or
11.1.2. any allegation that any materials that you submit to us or transmit to the Platforms or to us, infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party;
11.1.3. any other activities in connection with respect to your transaction or usage of our Platforms.
11.2. This indemnity provision shall be applicable without regard to your negligence.
12. Notices
All notices to be provided by the company to you under these Terms may be delivered in writing (i) by nationally recognized overnight delivery service (“Courier”) or to the contact mailing address provided by you on any Order Form while subscribing to the Services; or (ii) electronic mail to the e-mail address provided for your Account. The Company’s address for a notice to the Company in writing by Courier is 2720 152nd Ave NE, Unit 761, Redmond WA 98052 with a CC to support@loopinhq.com for electronic mail. All notices shall be deemed to have been given immediately upon delivery by electronic mail, or if otherwise delivered upon receipt or, if earlier, two (2) business days after being deposited in the mail or with a Courier as permitted above.
13. Dispute Resolution
These Terms shall be governed by the laws of India without regard to conflict of law principles. Any disputes or differences arising under, relating to or connected with these Terms shall be resolved by mediation first, failing which they shall be resolved by final and binding arbitration administered by the (Indian) Arbitration and Conciliation Act, 1996, as amended from time to time, along with its rules, in accordance with its commercial arbitration rules for the time being in force. The arbitration shall be presided by a sole arbitrator appointed mutually by the Parties. The seat and venue of arbitration shall be Bengaluru, Karnataka, India. The Parties agree that the courts situated in the State of Karnataka, India, shall have exclusive jurisdiction over any dispute that arises from these Terms of Use.
14. Severability
14.1. If any term, provision, covenant or restriction of these Terms of Use is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of these Terms of Use shall remain in full force and effect and shall in no way be affected, impaired or invalidated.
15. Survival
All clauses which, by their nature are intended to survive, including without limitation, definitions, Clauses 2 (Intellectual Property Rights), 8 (Disclaimer of Warranties), 10 (Limitation of Liability), 11 (Indemnification), 17 (Miscellaneous), shall survive any termination of the Company’s agreement with respect to use of the Services by you. Termination shall not limit either Party’s liability for obligations accrued as of or prior to such termination or for any breach of these Terms.
16. Force Majeure
16.1. We shall not be liable for delays, injuries or inabilities in performance or non-performance in whole or in part of its obligations due to any causes that are not due to its acts or omissions and are beyond its reasonable control (“Force Majeure”), such as acts of God, pandemics, fire, strikes, embargo, acts of government, acts of terrorism or other similar causes.
16.2. You agree and acknowledge that in such Force Majeure circumstances, we may be unable to honour the services if and where confirmed.
17. Miscellaneous
17.1. You agree to not host, display, upload, modify, publish, transmit, update or share any information that:
17.1.1. belongs to another person and to which you do not have any right to;
17.1.2. is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, paedophilic, libellous, invasive of another’s privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever;
17.1.3. harm minors in any way;
17.1.4. infringes any patent, trademark, copyright or other proprietary rights;
17.1.5. violates any law for the time being in force;
17.1.6. deceives or misleads the addressee about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;
17.1.7. impersonates another person;
17.1.8. contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource;
17.1.9. threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognisable offence or prevents investigation of any offence or is insulting any other nation.
18. Publicity Rights: You hereby grant us the right to identify yourself as our customer on our Platforms and/or marketing materials and also consent to include your use of the Services in case studies.
19. Specific Terms: Any additional terms will be specified in another agreement which will be shared with you by us when you avail any specific Service.