We welcome ‘individuals’, ‘clients’ and ‘institutions’ (hereinafter referred to as Participant(s)) to Taurus Marketing and Consulting (hereinafter referred to as ‘TMC’). All the content, information, assignments, system, documents, text, presentation material, graphics, logo, icons, images, audio and video clips, data compilations, web application, website etc., (collectively ‘Content’) contained /shared / provided / used in any or all of our programs / workshops / webinars / on-line and off-line delivery / seminars / trainings (hereinafter collectively referred to as ‘Program’) is the property of ‘TMC’ or the property of our licensors or licensees. The insights, interpretation, compilation of the Content is the exclusive property of ‘TMC’.
Please read these Terms and Conditions carefully before participating in the Program. By participating in the Program, the Participant signify their agreement to these Terms & Conditions.
- INTELLECTUAL PROPERTY
- TMC shall own all intellectual property rights in respect of their website(s), Content, Program, and other products and services, including any literature, manuals, reports, research papers, data, flow charts, drawings, designs, diagrams, tables, software, source code or object code or other information or materials in whatever form and on whatever media stored or held, acquired, created, developed, designed or otherwise prepared by TMC and any related patents, trademarks, logos and service marks, scripts, registered designs, utility models or applications for any of the foregoing. Design rights, copyrights and all or any similar or equivalent rights arising or subsisting in any country in the world shall be owned by TMC and all or any part thereof shall belong to TMC absolutely.
- Except as expressly mentioned in writing, no assignment of or license under any Intellectual Property Right or Trade Mark or Service Mark, whether registered or not, owned or controlled by TMC is granted to the Participant(s) by this arrangement or by the Participant(s) enrolling for any or all of the Programs offered by TMC or any of its partners / affiliates.
- No Participant(s) may, under any circumstances, seek to register any trademark, business name, business processes, inventions, company name, domain name using or incorporating the Intellectual Property of TMC and acknowledges that upon delivery of the Program they shall have no right whatsoever in connection with the Intellectual Property of the other party.
- No Content owned, operated, licensed or controlled by ‘TMC’ may be copied, reproduced, republished, posted, transmitted or distributed in any way, or sold, resold, or otherwise exploited for any commercial purpose, except that the Participant(s) may use the Content that ‘TMC’ makes available to them for personal, non-commercial home use only, provided that the Participant(s): (a) keep intact all copyrights, trademark and other proprietary rights notices (b) do not modify any of the Content (c) do not use any Content in a manner that suggests an association with any of TMC products, services or brands.
- This Clause shall survive the delivery of any of its programs / products / services by TMC.
- Nothing contained herein is intended nor shall be construed as creating any exclusive arrangement. TMC shall not be restricted from providing similar, equal or like services to other entities, clients &/or Participant(s).
- USE AND PROTECTION OF PASSWORD AND ID.
- As part of the program the Participant(s) may be given access to an online application / online Content that will help the Participant(s) to practice, self-evaluate, master the learning offered in the Program. The access to the online application may / will be provided through the TMC website with the help of a password and account ID. Each user who uses such assigned password and account ID shall be deemed to be authorized by the respective Participant to access and use the TMC website and TMC shall have no obligation to investigate the authorization or source of any such access or use. The Participant acknowledges and agree that as between Participant and TMC, Participant will be solely responsible for all access to and use of the TMC website by any one using the password and ID assigned to the Participant whether or not such access to and use of the TMC website is actually authorized by the Participant, including all communications and transmissions and all obligations that may result from such access or use.
- The Participant(s) is solely responsible for protecting the security and confidentiality of the password and the ID assigned to him/her/them. The Participant(s) shall immediately notify ‘TMC’, of any unauthorized use of the assigned password or ID, or any other breach or threatened breach of the TMC website security of which the Participant(s) is aware. The Participant(s) will be responsible for any activity conducted under their assigned password or ID.
- NO WARRANTY
- TMC will make all reasonable efforts to provide uninterrupted services, however notwithstanding anything in this arrangement TMC & all the participating partners/affiliates etc., disclaim all warranties, express or implied or written. TMC shall adopt such technical and non-technical security measures that it considers are appropriate to render the services under this arrangement, however TMC does not guarantee that such security measures cannot be subverted to gain unauthorized access. The Participant(s) also acknowledge that the services provided by the participating partners/affiliates to TMC which is passed on to Participant(s) under this arrangement, can be in any event be brought to an abrupt end in any event whatsoever by any of the Participating partners/affiliates for any reason whatsoever.
- TMC sole obligation in the event of interruption to the services or loss of use and/or access to its Website shall be to use all reasonable endeavors to restore the services and/or access to the website as soon as reasonably possible.
- Without prejudice to any other
provision of this arrangement, TMC and the participating partners/affiliates do
not warrant that: –
- their respective Website and services will be provided uninterrupted or free from errors or that any identified defect will be corrected; or
- is free from any virus or other malicious, destructive or corrupting code, program or macro
- for the avoidance of doubt, in no event shall TMC, participating partners/affiliates shall be liable to the Participant(s) or any other third party for any monetary compensation on any account and for any reason whatsoever.
- The Content provided in the Program and on the TMC website is provided ÁS IS’ and without warranty of any kind, expressed or implied. TMC does not warrant that the Content provided in the Program is going to guarantee the results to the Participant(s) or help the Participant(s) to build their course/Program, or that the Content provided in the Program is error-free.
- TMC explicitly disclaim any responsibility for the accuracy, completeness or availability of information, content and materials found on sites that link to or from the Program website. We strongly encourage the Participant(s) to make whatever investigation the Participant(s) feel necessary or appropriate before proceeding with any online or offline transaction with any third party.
- The Participant(s) acknowledge that they have carefully read this “waiver and release” and fully understand that it is a release of liability. The Participant(s) expressly agree to release and discharge all indemnified parties (as defined below) from any and all claims or causes of action and the Participant(s) agree to voluntarily give up and irrevocably waive and release any right that the Participant(s) may otherwise have to bring a legal action against any indemnified party for personal injury or property damage.
- The Participant(s) hereby undertake
and agree to indemnify at all times and hold harmless TMC and its Licensors, Licensees, facility
providers, partners, affiliates, successors, distributors, agents, representatives,
and other authorized users, and each of their respective officers, directors,
owners, managers, members, employees, agents, representatives and assigns
(collectively, the “INDEMNIFIED PARTIES”) from and against all actions,
proceedings, claims, liabilities (including statutory liability), penalties,
demands and costs, awards, damages, losses and/or expenses however arising as a
- any breach of any applicable laws, GST, rules and regulations by the Participant(s), their customers, vendors, suppliers, third party etc.
- any breach or non-performance by the Participant(s) of any of the provisions of this arrangement and/or any Schedules, representation and warranties, breach of confidentiality, Intellectual property rights, chargeback and refunds, any fines, penalties or interest imposed directly or indirectly on TMC on account of Participant(s) under this Arrangement and/or any Schedules;
- any claim or proceeding brought by Participant’s Vendors/Suppliers, the Customer or any other person against TMC, in respect of any Goods/Services offered by Participant(s) or
- any act, neglect or default of Participant’s agents, employees, licensees or customers; or
- any claim by any other party against TMC, arising from sub-clauses above
- Participant(s) shall also fully indemnify and hold harmless the INDEMNIFIED PARTIES against any loss, costs, expenses, demands or liability, whether direct or indirect, arising out of a claim by a third party that Participant’s services infringes any intellectual or industrial property rights of that third party
- In the event of the INDEMNIFIED PARTIES, being entitled to be indemnified pursuant to the provisions of this Arrangement, TMC shall be entitled to accordingly and to such extent raise a debit note on the Participant(s).
- LIMITATION OF LIABILITY
- Under no circumstances (including negligence) shall TMC be liable to the Participant(s) or anyone else for any direct, indirect, incidental, special or consequential damages (including lost profits), personal injury (including death) or property damage of any kind or nature whatsoever that arise out of or result from (a) the use of, or any inability to use, any Content, or information provided on the TMC website as part of the Program or (b) any act or omission, online or offline, of any Participant(s) or user of the website or anyone else, even if TMC has been advised of the possibility of such damages. In no event shall TMC total liability to the Participant(s) for all loss, cost, damage, liability or expense (including attorneys fees and costs) that the Participant(s) may suffer or incur, under any theory of liability, in contract, tort (including but not limited to, negligence) or otherwise, exceed the lesser of the amount paid by the Participant(s) for the Program.
- Under no circumstances shall TMC or any of the INDEMNIFIED PARTIES is responsible or liable for (a) change in the schedule of the Program (b) any incompatibility between the website and any site, service, software or hardware; or (c) any delay or failure the Participant(s) may experience with any transmission or transaction related to the Program or the TMC website. The limitations, exclusions and disclaimers herein and elsewhere in these Terms and Conditions apply to the maximum extent permitted by applicable law.
- In no event TMC shall be liable to the Customers or any third party.
- FORCE MAJEURE
- Notwithstanding anything contained in this Arrangement, TMC shall not be liable for any failure to perform any of its obligations under this arrangement if the performance is prevented, hindered or delayed by a Force Majeure event (defined below) and in such case its obligations shall be suspended for so long as the Force Majeure Event continues.
For the purposes of this arrangement, “Force Majeure Event” means any event due to any cause beyond the reasonable control of TMC, including, without limitation, unavailability of any communication system, equipment & technical failures, electrical power failures or fluctuations, sabotage, fire, flood, explosion, Act of God, civil commotion, strikes, labor disputes, or industrial action of any kind, riots, insurrections, war, acts of government, computer hacking, unauthorized access to computer data and storage devices, computer crashes, shortages of domestic or foreign courts or tribunals, or non-performance of third parties.
- GENERAL TERMS
- Relationship between Parties – The Parties to this arrangement are independent contractors and nothing in this arrangement shall make them joint ventures, partners, employees, agents or other representatives of the other Party hereto. Neither Party shall make any representation that suggests otherwise.
- Severability – In the event that any part of this arrangement shall be held by a court of competent jurisdiction to be unlawful or otherwise unenforceable, the remainder of this Arrangement shall remain in full force and effect to the maximum extent possible.
- Variations of Arrangement – TMC reserves the right at all times, in its discretion, to vary, amend, add or delete portions of these terms and conditions or to introduce new terms and conditions and it is the Participants(s) responsibility to review these Terms and Conditions for any changes. The Participant’s participation in the Program following any change to these Terms and Conditions will constitute the Participant(s) assent to and acceptance to the revised Terms and Conditions.
- TMC at its sole discretion alter, amend, change, merge, revise the Content, duration, delivery mode, benefits, price of any or all of its Program(s) / products / services without prior notice or reason.
- TMC reserves the right to share the data of the Participant(s) with their partners including but not limited to business, marketing, financial partners, collaborators, sponsors etc., who may use this data to offer information about their product and services, marketing and sales promotions, discounts, free gifts etc. from time to time.
- TMC reserves the right to use the data of the Participant(s) to offer information, marketing and sales promotions, discounts, free gifts, etc., about TMC products and services and those of their partners from time to time.
- Assignment – TMC shall always retain the right to assign the services provided by it under this arrangement for such remaining period of the arrangement, to any of its chosen subsidiaries, partners, affiliates and there would be no new arrangement between the new acquirer and Participant(s) for the services provided by TMC under this arrangement. TMC shall however intimate the same to the Participant(s) either through a notice on TMC Website, by email or send a written notice of the above to Participant(s). The Participant(s) cannot assign this Arrangement to any person (natural and non-natural) without the prior written consent of TMC. This Arrangement shall apply to and bind any successor or permitted assigns of the Parties hereto.
- Termination: These Terms and Conditions are effective until terminated by either the Participant(s) or TMC. The Participant(s) may terminate these Terms and Conditions at any time following which the Participant(s) will discontinue the access to and use of the Program and the TMC website and destroy all material and Content obtained from the Program and all related documentation and all copies thereof, whether made under these terms and Conditions or otherwise. If the Participant(s) wish to terminate these Terms and Conditions, the Participant(s) shall notify TMC by sending a written notice of such termination by postage prepaid to: 9501, Polo Block, Prestige Monte Carlo, Doddaballapur Road, Yelahanka, Bangalore -560064.
TMC may terminate these Terms and Conditions (including the Participant(s) access to the Program and use of the TMC website) without cause and without notice to the Participant(s), in TMC sole discretion. Upon termination, the Participant(s) must cease any access to or use of the Program, the Content and the TMC website and destroy all materials obtained from the Program and all related documentation and all copies and installations thereof, whether made under these Terms and Conditions or otherwise.
- Headings and Sub Headings – The headings and sub headings in this Arrangement are for convenience only and do not affect the meaning of the relative section / clause.
- Any notice, direction or instruction given under this Arrangement shall be in writing and delivered by hand-delivery, registered post acknowledgement due and any reputed courier to the abovementioned addresses of TMC and to such other address as a Participant(s), notifies to other in writing, from time to time. Notice will be deemed given (i) through email intimation (ii)In the case of hand delivery on delivery; (ii) In case of registered post acknowledgement due in 2 calendar days after posting; (iii) In case of Courier in 3 calendar days after posting. Provided that in case of the date of receipt not being a business day, notice shall be deemed to have been received by the receiving Party on the next business day.
- Nothing in the aforesaid clauses shall affect any communication given by way of the internet or other electronic medium as otherwise provided in this Arrangement for the purpose of rendering the services.
- E-Arrangement: Participant(s) hereby agrees and undertakes that Participant(s) is legally entitled and eligible to enter into this e- Arrangement and further agrees and undertakes to be bound by and abide by this Arrangement and the person accepting this Arrangement by and on behalf of the Participant(s) is authorized representative of the Participant(s) and is entitled and is legally authorized to bind the Participant(s) on whose behalf this Arrangement is being accepted.
- APPLICABLE LAW AND DISPUTES
- These Term and Conditions, the Participant(s) rights and obligations, TMC rights and obligations, and all actions contemplated by these Terms and Conditions, shall be governed by the laws of India and the courts of Bangalore shall have exclusive jurisdiction over any Dispute arising in relation to the Terms and Conditions.
- Dispute resolution: In case of any dispute or claim arising out of in relation to the Terms and Conditions or the interpretation of any provisions of these Terms and Conditions, or breach, or termination or invalidity hereof (“Dispute”), the Dispute shall first attempted to be resolved through discussions within 30 business days. The Participant(s) agree that if the dispute is not resolved by mutual consent with in 30 business days then it shall be resolved by arbitration in terms of the Arbitration & Conciliation Act, 1996 including any amendments made thereto, for the time being in force (the “Act”). The seat and venue of the arbitration proceedings shall exclusively be at Bangalore.
- For the purpose of the arbitration, each of the two parties to the dispute shall be entitled to appoint one arbitrator each, and the arbitrators so appointed will mutually select the third arbitrator (the “Arbitral Tribunal”), failing which the Arbitral Tribunal shall be appointed in accordance with of the provisions of the Act.
- The cost of the arbitration proceedings, including the fees of the arbitrators shall be borne equally by both parties to the Dispute.
- All arbitration proceedings shall be conducted in English language. The award of the Arbitral Tribunal shall be final and binding on both parties to the Dispute.
- MISCELLANEOUS LEGAL PROVISIONS
- TMC may discontinue the Program or the Website at any time and for any reason without notice. TMC may change the Content, operation, or features or the Program or the website at any time for any reason, without notice.
- The Participant(s) agree that no joint venture, partnership, employment or agency relationship exists between the Participant(s) and TMC as a result of these Terms and Conditions or by the Participant’s participation in the Program and / or the Participant(s) use of the website. TMC failure to enforce any provision of these Terms and Conditions or respond to a breach by the Participant(s) or others shall not constitute a waiver of TMC right to enforce any other provision of these Terms and Conditions as to that breach or any other.
- If any provision of these Terms and Conditions is invalid or unenforceable under applicable law, the remaining provisions will continue in full force and effect and the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision.
- These Terms and Conditions constitute the entire agreement between the Participant(s) and TMC regarding the Program, the Content and the TMC website and supersedes any prior or contemporaneous agreement regarding that subject matter.