Legal

Privacy Policy

We, Cubyts Research Labs Inc. (“Cubyts”, “We”, “Company”) are the owners of the website  www.cubyts.com (“Website ”), id.cubtys.com (the “Identity provider”) and a design ops platform       app.cubyts.com  (“the App”). The Website, the Identity provider and the App are collectively referred to as the platform (the “Platform”). The users can through the Platform integrate design strategy, processes, and workflows into the software product life cycle (“Services”).     

We respect data privacy rights and are committed to protecting personal information collected on this Platform. This privacy policy (“Privacy Policy”) sets forth how we collect, use and protect the personal information collected on this Platform.

PLEASE READ THIS PRIVACY POLICY CAREFULLY. BY CONTINUING TO USE THE PLATFORM, PROVIDING US PERSONAL INFORMATION, YOU CONSENT TO OUR USE OF YOUR PERSONAL INFORMATION IN ACCORDANCE WITH THE TERMS OF THIS PRIVACY POLICY. IF YOU DO NOT AGREE TO THIS PRIVACY POLICY, YOU MAY WITHDRAW YOUR CONSENT OR ALTERNATIVELY CHOOSE NOT TO PROVIDE YOUR PERSONAL INFORMATION ON THE PLATFORM. SUCH AN INTIMATION TO WITHDRAW YOUR CONSENT CAN BE PROVIDED BY EMAIL TO COMMUNICATION DETAILS MENTIONED BELOW.

IF YOU ARE ACCESSING THE PLATFORM ON BEHALF OF A THIRD PARTY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH THIRD-PARTY TO THE TERMS AND CONDITIONS OF THIS PRIVACY POLICY AND, IN SUCH AN EVENT YOUR USE OF THE PLATFORM SHALL REFER TO USE BY SUCH THIRD PARTY. IF YOU DO NOT HAVE SUCH AN AUTHORITY (TO PROVIDE ANY PERSONAL INFORMATION OF A THIRD PARTY) OR DO NOT AGREE TO THE TERMS OF THIS PRIVACY POLICY, THEN YOU SHOULD REFRAIN FROM USING THE PLATFORM.

This Privacy Policy is an electronic record in the form of an electronic contract being compliant and construed in accordance with data protection laws of the jurisdictions such as The Indian Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011 under The Information Technology Act 2000 (“Privacy Rules”) that require publishing of privacy policy for the collection, use, storage and transfer of sensitive personal data,  the UK Data Protection Law, the applicable personal data protection laws and regulations of The United States of America (“US”), and The European Union (“EU”) general data protection laws (“the GDPR”).                                                                                                                                                

Definitions
  • “User(s)”, “you”, “your” shall mean and include business organizations, commercial establishments, and their permitted users that avail the Services through the App.  
  • “UK Data Protection Law” means the UK GDPR, the United Kingdom Data Protection Act 2018, the Privacy and Electronic Communications Regulations, and any regulation superseding any of the foregoing.
  •  “Visitor” shall mean individuals who visit the Website or may opt to share Personal Information to reach out to us.  
Personal Information Collected

This Privacy Policy applies to Personal Information collected by the Company, through the Platform about the Users, for providing the Services. For the provision of the Services, the User is required to complete the registration/subscription formalities, after completion of such formalities, Company shall create an account for the User (“User Account”). For availing the Services and for connecting with us through our Platform, the User shall be required to share/upload certain Personal Information. For purposes of this Privacy Policy, “Personal Information” means information that can be used to personally identify the User, including but not limited to User’s name, photograph, company name, role,   e-mail address.

We may also automatically collect certain information through cookies to improve our Platform, such as pattern of your use of the Platform, visits, material that you viewed or searched for; page response times, download errors, length of visits to certain pages, page interaction information, IP address and date and time when you access or use Platform. Cookies are small, encrypted files, that the Platform transfers to the device through which you access our Platform. For more information, please refer to our cookie policy (https://cubyts.com/legal/#cookie-policy)

Accuracy of information

User undertakes that he shall be solely responsible for the accuracy, correctness, or truthfulness of the Personal Information shared with us whether of its own or any third party. In the event the User is sharing any Personal Information on behalf of a third person, the User represents and warrants that he has the necessary authority to share such Personal Information with the Company, obtained a written consent from such third party and the Company shall not be responsible for verifying the same. The User understands and acknowledges that such Personal Information shall be subject to the terms and conditions of this Privacy Policy. 

Use of Personal Information

We use the Personal Information for the following purposes:

  1. to inform you about our Services and to respond to your requests;
  2. for creation or development of business intelligence or data analytics in relation to the Services provided by us (for this purpose we may share the Personal Information with certain software or tools available online)
  3. to provide you with a better experience when you access our Platform and to improve the Services;
  4. to maintain and manage our Platform;
  5. to manage our relationship with you;
  6. for internal record keeping; and to comply with our legal or statutory obligations.
Disclosures

We do not sell, rent, share, distribute, lease or otherwise provide your Personal Information to third parties, without your prior consent. Keeping this in mind, we may disclose your Personal Information in the following cases:

  1. Affiliates: We may provide your Personal Information to our affiliates to enable them to improve the Offerings, provide feedback and respond to their queries.
  2. Service Providers: We may share your Personal Information with the service providers who work with us in connection with operating the Platform and/ or providing the Offerings. All such service providers are subject to stringent confidentiality restrictions consistent with this Privacy Policy.
  3. Merger or Acquisition: We may transfer your Personal Information if we are acquired by another entity, or if we merge with another company or transfer a part of our business, including the Platform, to a third party. Any such third party or resultant entity that receives your Personal Information shall have the right to continue to use your Personal Information in line with the purposes set out herein. In the event of such a sale or transfer, we may notify you.
  4. Legal and Regulatory Authorities: We may disclose your Personal Information in order to comply with our legal obligations/ court orders/ requests by Govt. authorities.
Third Party Tools

Company or third parties may make available on the Platform third-party tools along with the Services (“Third Party Tools”). Services may contain features designed to interoperate with Third Party Tools. To use such features, User may be required to obtain access to such Third Party Tools from their Third Party Service Providers. You are allowed to copy third party URLs (Uniform Resource Locators) provided by platforms like Google, Microsoft, Dropbox, Figma and others; you can collaborate with other Cubyts users using the collaboration functionalities offered by the Platform.

We use the URL for the following purposes:

(i) You are provided with an explicit option to copy openly accessible and protected (authorization enabled) URLs from third party websites and save them in the Platform.

(ii) If the URL is protected (i.e. needs your authorization) then we seek your explicit authorization before we save the URL in the Platform, the scope of authorization is provided to you when you authorize the Platform.

  1. Note: In the case of protected URLs, You have the right to deny authorization.

(iii)   The platform saves only the URL and not the content/outcome/desired result appearing from the use of the URL. The content resulting from the use of the URL resides with the provider and only the URL is saved in the platform.

(iv)   The Platform renders the content in the URL as an IFRAME, a standard technology (or HTML element) that allows embedding another document within the current HTML document delivered by the Platform. 

(v) You may delete this URL stored by the Platform to remove any references.

(vi)   You may also delete the authorization provided by you by directly going to the provider’s administration page/account management page (e.g. you may go to Google’s account management page to remove access to the Platform).

(vii)  The Platform does not share the URL unless approved by you with any other user of the Platform.

(viii)The Platform adheres to the terms and conditions & user data policies enforced by the provider. In a case where the Platform uses provider’s APIs then the Platform adheres to the Provider’s APIs terms of service.

(ix)   You may reach out to support@cubyts.com if you have any questions about this section.

Data Retention

We will retain User’s Personal Information as long as it is required to be retained for the purpose of provision of the Services. We may also retain and use User’s Personal Information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.

Security

Your Personal Information is stored on public cloud infrastructure hosted on  AWS (Amazon web services).  We have implemented algorithms to encrypt Personal Information. Although we provide appropriate firewalls and protections, we cannot warrant the security of Personal Information transmitted as these systems are not hack proof. Data pilferage due to unauthorized hacking, virus attacks, technical issues is possible, and we will take necessary measures to mitigate such events. 

Your Rights

Visitors of the Website that have shared Personal Information with us through the Website have the  right to access  Personal Information in our possession, right to have us rectify or modify any such Personal Information, right to have us erase/delete your Personal Information, right to restrict us from processing such Personal Information, right to object to our use of  Personal Information, withdraw consent at any time where we are relying on consent to process       Personal Information Depending on the nature of the request, we may ask  Visitor of the Website  to complete a Personal Information request form or seek certain details to verify the request.      In certain cases, we may charge a fee for this service, and  we will inform at the time. All requests for Personal Information will be handled within a reasonable period of time. If such Visitor  would like to exercise ANY of these rights, please contact support@cubyts.com. For any further issues related to the App Users may reach out to their admin, if the issue is not resolved through the admin they may reach out to us at the above-mentioned email address.  

Choice and Opt-Out

We may send you communications including but not limited to (a) notices about your use of our Platform and Services, including those concerning violations of use, (b) updates, (c) promotional information regarding our Services, and (d) newsletters. You may opt out of receiving promotional emails and newsletters from us by following the unsubscribe instructions provided in those emails. Alternatively, you can opt out, at any time, by emailing support@cubyts.com with your specific request.

Information for EU and UK Visitors      

Residents of the European Union (“EU”) and United Kingdom (“UK”) should note that this Privacy Policy has been updated in accordance with the requirements of the EU General Data Protection Regulation (the “GDPR”) and the UK GDPR, the United Kingdom Data Protection Act 2018, the Privacy and Electronic Communications Regulations, and any regulation superseding any of the foregoing (“UK Privacy Laws”). As per the provisions of the GDPR and UK Privacy Laws we shall be considered the Controllers of the Personal information collected as a result of your use / access of the Website and Processors of the Personal information collected as a result of your use / access of the Platform.

Legal Basis (for EU residents and UK residents): We will not process your Personal Information without a lawful basis to do so. We will process your Personal Information only on the legal bases of consent, contract, or on the basis of our legitimate interests, provided that such interests are not overridden by your privacy rights and interests.

Transfer of your personal information across borders (for EU Residents): The Personal Information we collect (of EU and UK residents) is stored on servers located in the EU region. Personal Information might be processed outside the EU and UK. We collect and transfer Personal Information outside the EU and UK in accordance with the provisions of the GDPR and UK Privacy Laws. If you have questions, please contact legalqueries@cubyts.com

Your Rights (For EU and UK Residents):
  • You have the right to request us,
  •  to let you know what Personal Information belonging to you,
  •  we hold in our possession, 
  • withdraw consent at any time where we are relying on consent to process your Personal Information, 
  • right to have us rectify or modify any such Personal Information, 
  • right to have us erase/delete your Personal Information, 
  • right to restrict us from processing such Personal Information, 
  • right to object to our use of your Personal Information, 
  • you have the right to lodge a complaint with a data protection authority. 

UK residents have the right to make a complaint at any time to the Information Commissioner’s Office (“ICO”), the UK supervisory authority for data protection issues (www.ico.org.uk). We would, however, appreciate the chance to deal with your concerns before you approach the ICO so please contact us in the first instance. We may need to request specific information from you to help us confirm your identity or also contact you for further information in relation to your request. If you would like to exercise ANY of these rights, please contact legalqueries@cubyts.com

Governing Laws: For any EU and UK residents, this Privacy Policy shall be governed respectively by the provisions of the GDPR and UK Privacy Laws.

California resident rights
If you are a California resident, you have the rights as mentioned below;
  • Access- You have the right to request certain information about our collection and use of your Personal Data over the past 12 months. If we have disclosed your Personal Information for a business purpose over the past 12 months, we will identify the categories of Personal Data shared with each category of third-party recipient. If we have sold your Personal Information over the past 12 months, we will identify the categories of Personal Information purchased by each category of third-party recipient.
  • Deletion- You have the right to request that we delete the Personal Information that we have collected from you. 

Exercising Your Rights – To exercise the rights described above, you must send us a request that (1) provides sufficient information to allow us to verify that you are the person about whom we have collected Personal Information and (2) describes your request in sufficient detail to allow us to understand, evaluate, and respond to it. Each request that meets both of these criteria will be considered a “Valid Request.” We may not respond to requests that do not meet these criteria. We will only use Personal Information provided in a Valid Request to verify you and complete your request. You do not need an account to submit a Valid Request. We will respond to your Valid Request within 45 days of receipt. We will not charge you with any fees for making a Valid Request unless your Valid Request(s) is excessive, repetitive, or manifestly unfounded. If we determine that your Valid Request warrants any fees, we will notify you of the fees and explain that decision before completing your request. You may submit your Valid Request at [insert email address]

No Discrimination

We will not discriminate against you for exercising your rights under the CCPA. We will not deny you our Offerings, charge you different prices or rates, or provide you a lower quality of our Offerings if you exercise your rights under the CCPA. 

Links to other Websites

Our Platform may contain links to other Platforms/applications of your interest. Please note that we do not have any control over such other Platforms/applications, and you will be accessing these Platforms/applications at your own risk. Therefore, we cannot be responsible for the protection and privacy of any information which you provide whilst visiting such Platforms/applications and those are not governed by this Privacy Policy. You should exercise caution and look at the privacy policy applicable to such Platforms/applications.      

Limitation of liability

To the extent permissible under the law, we shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, data, information, or other intangible losses (even if we have been advised of the possibility of such damages), arising out of this Privacy Policy.

Governing laws

This Privacy Policy shall in all respects be governed by and construed and enforced in accordance with the laws of State of Delaware, USA and the courts of Delaware shall have an exclusive jurisdiction to adjudicate any subject matter under this Privacy Policy.      

Changes to this place

Please revisit this page periodically to stay aware of any changes to this Privacy Policy, which we may update from time to time. If we modify this Privacy Policy, we will make it available through the Website and indicate the date of the latest revision. If such modifications materially alter your rights or obligations hereunder, we will make reasonable efforts to notify you of the change via email or through our Website.

This Privacy Policy was last modified on 18th January 2022.

Contact us

If you have any questions or concerns or grievances regarding this Privacy Policy, or wish to withdraw your consent in relation to the processing of your Personal Information you can reach out to our appointed grievance redressal officer Raghu Sarangarajan via email at raghu@cubyts.com.

End User License Agreement

BY CLICKING ON THE “I AGREE” (OR SIMILAR BUTTON) OR BY ACCESSING THE SOFTWARE (DEFINED BELOW) AND AVAILING THE SUBSCRIPTION (DEFINED BELOW), THROUGH THE SUBSCRIBER’S SUBSCRIPTION TO THE SOFTWARE YOU INDICATE YOUR ASSENT TO THE FOLLOWING TERMS OF THIS END USER LICENSE AGREEMENT (THIS “AGREEMENT”).  ACCORDINGLY, THIS EULA IS A LEGAL AGREEMENT BETWEEN  YOU (DEFINED BELOW) AND CUBYTS RESEARCH LABS INC., A DELAWARE CORPORATION, WITH ITS REGISTERED OFFICE LOCATED AT 16192 COASTAL HIGHWAY, LEWES, COUNTY OF SUSSEX DELAWARE, USA, (HEREINAFTER REFERRED TO AS THE “CUBYTS”, “LICENSOR“, “COMPANY”, “WE“, “US” AND “OUR“). ACCESS TO THE SUBSCRIPTION  AND YOUR OBLIGATIONS AND LIABILITIES IN THIS REGARD, ARE GOVERNED BY THE TERMS OF THIS AGREEMENT. 

Definitions
  • Content” means all data and materials provided and uploaded by Subscriber and its Permitted Users to the Software for use in connection with the Subscription, from time to time.
  • Documentation” shall mean the knowledgebase on Freshdesk, in relation to the Software to enable the Permitted Users to use and understand the operations of the Software including technical documentation, if any.  
  • Enhancement(s)” shall mean any modification, update or addition to the Software that, when made or added to the solution or modules currently being used by Subscriber, provides minor functionality enhancements but does not change overall utility, functional capability, or application, where such modifications or additions are generally made available by Company to all its customers under Services (as defined below) without any additional costs. Enhancements are generally denoted by minor version level (e.g., v1.1.0 to v1.1.1) changes, as determined by Company. 
  • Main Agreement” will mean Software as a Service Agreement entered into between the Subscriber and Company with respect to the Subscription and as amended from time to time.
  • “Permitted User(s)” or “your” or “you” shall mean an employee, client or contractor of the Subscriber or any other entity connected with the  Subscriber who may access the Software and use the Subscription pursuant to Subscriber’s Subscription to the Software.
  • Software” shall collectively mean: (i) Cubyts’ proprietary design ops software hosted at app.cubyts.com, for integrating design strategy, processes, and workflows into the software product life cycle and offering similar functionalities; (ii) Cubyts’ website hosted at www.cubyts.com; and (iii) Cubyts’ identity provider software, hosted at id.cubyts.com, all of which are offered as an internet accessible Service hosted by Cubyts on cloud, on a Software as a Service basis, , along with the tool(s), app(s), solution(s)/ accelerator(s) component(s), add-on(s), file(s), module(s), external(s), content(s),  source code, object code, any future Enhancement(s), and any customization(s) or modification(s) thereto or thereof which are integrated with the Software, as described in the Documentation, and provided by Cubyts to the Subscriber on “as is” basis.
  • Service(s)” shall mean the internet accessible service hosted by Cubyts on cloud to offer the Software to the Subscriber. 
  • Subscription” shall mean the limited, revocable, non-exclusive, non-transferable and non-sublicensable license granted to the Subscriber to use and access the Services through the Software in accordance with the terms of the Main Agreement. 
  • Subscriber” shall mean the entity which has availed a Subscription to the Software and agreed to the terms of the Main Agreement. 
  • Subscription Term” will mean the term as agreed in the Main Agreement during which the Subscriber has availed the Subscription to the Software.
Subscription

Subject to the terms and conditions herein, the Company grants to the Permitted User during the Subscription Term, the right to use and access the Subscription through Subscriber’s Subscription under the Main Agreement, for Subscriber’s internal business use (the “Purpose”). Nothing herein contained shall be construed as granting to the Permitted User any intellectual property right, in the Software or to the Subscription, except as expressly provided for hereunder.

Account Management

 As a condition for using the Subscription, the Permitted Users shall be required to register with the Company and select a password and enter his/her email address. In this regard, the Permitted Users shall provide accurate, complete, and updated registration information. The Permitted User understands that failure to do so shall constitute a breach of this Agreement, which may result in immediate termination of Permitted User’s account. It is the primary responsibility of the Permitted Users to use the Software as directed, however, this shall in no manner undermine any authority or rights of the Company. The Permitted User shall be responsible for maintaining the confidentiality of its account. The Company shall not be liable for any loss of data or functionality caused directly or indirectly by the Permitted Users.

Restrictions

The Permitted User shall not, directly or indirectly, i) copy, modify, adapt, translate, reverse engineer, decompile, disassemble, alter, reproduce or otherwise make any changes to the Software, or ii) use the Software in any manner to provide time-sharing, benchmarking or other computer services to third parties, except as expressly provided herein, or allow any third party to access or benefit from the functionality of the Software, or iii) use the Software for any purpose other than the purpose specified under this Agreement, or iv) allow use of the Software by anyone other than the Permitted Users, or v) reverse-engineer, modify, amend, reproduce, republish, translate into any language or computer language, re-transmit in any form or by any means, resell or re-distribute the Software without the prior written consent of Company, or vi) upload, transmit or otherwise make available in connection with the Software any unsolicited or unauthorized advertising or promotional materials, which by way of illustration but not limitation includes “junk mail,” “spam”, “chain letters” and “pyramid schemes”, or vii) upload, transmit or otherwise make available in connection with the Software any content that is unlawful, harmful, threatening, abusive, harassing, torturous, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable, or viii) upload, transmit or otherwise make available in connection with the Software any content that the Permitted User does not have a right to make available under all applicable laws, or contractual or fiduciary relationships (which, by way of illustration but not limitation, includes inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under non-disclosure agreements), or ix) upload, transmit or otherwise make available in connection with the Software any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, which by way of illustration but not limitation includes viruses, time bombs, trojan horses and other malware; or x) violate (intentionally or unintentionally) any applicable local, state, national or international laws or regulations in connection with the Software , including but not limited to those related to intellectual property rights, privacy or security. The Permitted User shall have no rights to the Software other than as specifically granted herein.

Intellectual Property Rights
  • Any and all ownership rights to the Software, Enhancements and Documentation and branding thereof, including intellectual property rights therein is the sole and exclusive property of the Company. This Agreement does not grant the Permitted User, any rights, title and interest in and to Software, Enhancements, Documentation, its contents, and branding thereof, except where expressly and unequivocally licensed herein. 
  • The Permitted User agrees that it shall not directly or through the Subscriber, assert, or authorize or assist, or encourage any third party to assert, against Company any infringement or misappropriation of intellectual property rights related claim regarding the Software, Enhancements and Documentation.
Permitted User Content

The Permitted User shall ensure that the Content does not: (i) include anything that actually or potentially infringes or misappropriates the copyright, trade secret, trademark or other intellectual property right of any third party, or (ii) contain anything that is obscene, defamatory, harassing, offensive or malicious or (iii) introduce any software viruses or other harmful or deleterious computer code, files, or programs, such as trojan horses, worms, time bombs, or cancelbots. The Permitted User acknowledges and agrees that the Company uses certain third-party tools for analytical purposes and may use Content and track Permitted User’s usage of the Software for any purpose including but not limited to research, analytics, and to improve the services.  Company takes no responsibility and assumes no liability for any Content that you post or upload on the Software. You understand and agree that any loss or damage of any kind that occurs to the Content that you send, upload, download, post, transmit, display, or otherwise make available or access through use of the Software, is solely your responsibility.

Privacy & Security

The Company states that it endeavours to protect the privacy of the Permitted User and the integrity and security of the Permitted User’s personal information. The personal information collected by the Company is subject to and governed by our Privacy Policy located at (https://cubyts.com/legal/#privacy-policy). Permitted User understands and agrees that by using the Subscription, Permitted User has consented to the collection, use and disclosure of Permitted User’s personally identifiable information and aggregate data as set forth in our Privacy Policy, and to have Permitted User’s personally identifiable information collected, used, transferred to and processed. 

Confidentiality
  • Confidential Information” will mean information disclosed by one Party to the other and which includes, without limitation the financial, business, technical and marketing information, business plans, methods, processes, inventions, techniques, designs, data, know-how, ideas, concepts, strategies, trade secrets, Software product and services and any such other information. The Company’s Confidential Information will include the information about the Software, Enhancements and Documentation. Confidential Information does not include information which: a) is in the public domain; (b) was known to the Party of such disclosure or becomes known to the Party without breach of any confidentiality agreement; (c) is independently developed by either Party without violating any confidentiality obligations stated herein; (d) is disclosed pursuant judicial order or requirement of the governmental agency or by operation of law.
  • The receiving Party will keep Confidential Information and proprietary information and data received from the disclosing Party in strict confidence and will not disclose it to any third parties except to a limited group of receiving Party’s directors, officers, agents, authorized representatives on a need-to-know basis. Each Party will use the same degree of care and discretion (but in any event no less than a reasonable degree of care and discretion) to avoid unauthorized disclosure or use of the other Party’s Confidential Information as that receiving Party uses to protect its own information of a similar nature from unauthorized disclosure or use.
  • Upon request by the disclosing Party, the receiving Party will immediately return to the disclosing Party, all Confidential Information disclosed by the disclosing Party and all copies thereof. All such information will be and will remain the sole property of the disclosing Party.
  • The receiving Party agrees that any violation of the confidentiality obligations will cause irreparable injury to the disclosing Party, entitling the disclosing Party to obtain injunctive relief in addition to all legal remedies.
  • The confidentiality obligations stated herein will survive for a period of five (5) years from the date of termination or expiration of this Agreement.
  • Further, Permitted User agrees that under no circumstances the Company or its affiliates or subsidiaries will be held responsible or liable for any loss, damage or harm caused due to Permitted User’s data or information obtained from the Software.
Third Party Software

Third-party Software (if any) used through the Subscription will be subject to separate terms and conditions provided by such third-party Software. The license restrictions contained in this Agreement do not apply to third-party Software to the extent they are inconsistent with such third-party Software terms. The Company will not be responsible for any third-party Software. 

Term and Termination
  • This Agreement will commence upon your acceptance of the terms of this Agreement through or your access to the Software and the Subscription whichever occurs earlier, and unless earlier terminated as provided in this section (Term and Termination), will continue until the earlier occurrence of any of the following events: 
  • the end of the applicable Subscription Term; 
  • termination of Permitted User’s account by the Company; or
  • this Agreement will immediately terminate upon your breach of the terms of this Agreement. 
  • Upon the termination of this Agreement, your access to the Software and the Subscription will immediately cease to exist. 
  • The Sections in this Agreement, which, by their very nature are intended to survive the termination of this Agreement, will survive the termination of this Agreement.
Indemnity

Permitted Users agrees to defend, indemnify and hold harmless the Company and, its subsidiaries, agents, managers, affiliated companies, and their respective employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, and expenses (including but not limited to attorney’s fees) arising from: (a) breach of or violation of applicable laws and regulations, (b) use of the Software other than as permitted under this Agreement; (c) Permitted User’s use of and access to the Software or the Subscription, including any data or work transmitted or received by Permitted User; (d) Permitted User’s violation or breach of any term and conditions of this Agreement including but not limited to confidentiality obligations; (e) violation, infringement, breach or misappropriation of third-party right, including without limitation any right to privacy, publicity rights or intellectual property rights; (f) any claims or damages that arise as a result of any of the Permitted User Content submitted by Permitted User or any content that is submitted via Permitted User’s account; or (g) any other party’s access and use of the Software or Subscription with Permitted User’s unique username, password or other appropriate security code.

Warranty Disclaimer

EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE SOFTWARE AND SUBSCRIPTION IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.  THE COMPANY HEREBY DISCLAIMS ALL OTHER IMPLIED OR STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT LOSS OF DATA OR ARISING OTHERWISE IN LAW OR EQUITY OR FROM A COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED AND EXCLUDED. THE COMPANY FURTHER DISCLAIMS WARRANTIES THAT THE SOFTWARE OR SUBSCRIPTION WILL BE FIT FOR THE PURPOSE OR WILL MEET THE PERMITTED USER’S REQUIREMENTS, THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT ANY BUGS OR ERRORS OR DEFECTS WOULD BE FIXED OR THE SOFTWARE OR SUBSCRIPTION WILL OPERATE IN COMBINATION WITH  CONTENT OR SOFTWARE, OR WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEMS OR DATA NOT PROVIDED BY THE COMPANY. ALL SPECIFICATIONS, DOCUMENTATION, INFORMATION, AND OTHER MATERIALS PROVIDED BY THE COMPANY ARE PROVIDED “AS IS” WITHOUT ANY WARRANTY OF ANY KIND, INCLUDING ANY STATUTORY WARRANTIES THAT MAY APPLY TO SUCH SPECIFICATIONS, DOCUMENTATION, INFORMATION OR MATERIALS. THE PERMITTED USER ACKNOWLEDGES THAT THE COMPANY DOES NOT CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING, THE INTERNET, AND THAT THE SOFTWARE AND SUBSCRIPTION MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. THE COMPANY CANNOT AND DOES NOT WARRANT FOR OR PROMISE ANY SPECIFIC RESULTS FROM USE OF SUBSCRIPTION AND ITS RESULTS. 

Limitation of Liability

THE COMPANY WILL NOT BE LIABLE (A) FOR LOSS OR INACCURACY OF DATA (INCLUDING ANY RESULTS DERIVED) OR, COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR TECHNOLOGY, (B) FOR ANY DIRECT OR INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO LOSS OF REVENUES AND LOSS OF PROFITS, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, BUSINESS INTERRUPTION ARISING OUT OF OR IN ANY WAY RELATED TO YOUR USE OF OR INABILITY TO USE THE SOFTWARE OR SUBSCRIPTION. IN THE EVENT THE PERMITTED USER IS NOT SATISFIED WITH ANY TERMS OF THIS AGREEMENT OR THE SOFTWARE, THE SOLE REMEDY AVAILABLE TO THE PERMITTED USER WILL BE TO CEASE ACCESSING THE SUBSCRIPTION AND USING THE SOFTWARE.

Notices

All notices, demands, or consents required or permitted under this Agreement will be in writing. Notice will be considered effective on the earlier of actual receipt or: (i) the day following transmission if sent by facsimile or email with pdf followed by written confirmation; (ii) one day (two days for international addresses) after posting when sent via an express commercial courier; or (iii) five days after posting when sent via post. Notice will be sent to the address for each party set forth on the first page of this Agreement, or at such other address as will be provided by either party to the other in writing.

General Provisions
  • This Agreement along with other policies referred under this Agreement, constitutes the entire or sole legal agreement between you and Company and will govern the use of the Software and Subscription and will supersede and prevail over any prior agreements, whether oral or written, regarding the subject matter hereof.
  • If any court of law, having the jurisdiction to decide on this matter, rules that any provision contained under this Agreement is invalid, then that provision will be removed from the Agreement without affecting the rest of the Agreement. The remaining provisions of the Agreement will continue to be valid and enforceable.
  • The Company will have a right to assign this Agreement to its affiliates or any third parties at any time without notice to Permitted Users.
  • This Agreement will be governed by and construed under laws of the State of Delaware. Unless waived by Company in a particular instance, the sole and exclusive jurisdiction and venue for actions arising under this Agreement will be courts in the State of Delaware and each Party hereby consents to the exclusive jurisdiction of such courts for any such dispute. In addition, you agree that you will only be permitted to pursue claims against the Company through the Subscriber, in accordance with the terms of the Main Agreement. 
  • Any waivers and modifications must be in writing and signed by both parties. No delay or omission by either party in exercising any right or remedy under this Agreement or existing at law or equity will be considered a waiver of such right or remedy.
  • By registering the details with Company, Permitted User agree that we may contact you with important information relating to the Software or Subscription. 
  • No agency, partnership, joint venture, or employment is created between you and the Company as a result of this Agreement, and Subscriber does not have any authority of any kind to bind Company in any respect whatsoever.
  • This Agreement is an electronic record in terms of the applicable laws. This electronic record is generated by a computer system and does not require any physical or digital signatures. This document is published in accordance with the provisions of applicable laws.
  • You agree to use the Software and Subscription at your own risk. If You have any questions, complaints or claims with respect to the Software or Subscription, You should contact support@cubyts.com
  • Company may update the terms and conditions of this Agreement, at its own discretion. Company hereby encourages Permitted User to check these terms and conditions on a regular basis to be aware of the changes made to it which are also available on https://cubyts.com/legal/#EULA for the most recent version. 

This Agreement was last modified on 18th January 2022.

Evaluation Agreement

BY CLICKING ON THE “I AGREE” (OR SIMILAR) BUTTON OR ACCESSING AND AVAILING THE LIMITED SUBSCRIPTION (DEFINED BELOW) OR BY WAY OF USING THE SOFTWARE (DEFINED BELOW), THE SUBSCRIBER INDICATES ITS UNDERSTANDING, ACCEPTANCE AND CONSENT TO THE FOLLOWING TERMS OF USE (THESE “TERMS”).

THESE TERMS ARE LEGAL TERMS AND FORM A CONTRACTUAL ENGAGEMENT BETWEEN CUBYTS RESEARCH LABS INC., A DELAWARE CORPORATION, WITH ITS REGISTERED OFFICE AT 16192 COASTAL HIGHWAY, LEWES, COUNTY OF SUSSEX DELAWARE, USA (“CUBYTS”) AND THE ENTITY USING, OR AVAILING THE LIMITED SUBSCRIPTION BY SUBSCRIBING TO THE SOFTWARE (THE “SUBSCRIBER”). CUBYTS HAS DEVELOPED A PROPRIETARY DESIGN OPS SOFTWARE HOSTED AT APP.CUBYTS.COM (THE “APP”) FOR INTEGRATING DESIGN STRATEGY, PROCESSES, AND WORKFLOWS INTO THE SOFTWARE PRODUCT LIFE CYCLE AND OFFERING SIMILAR FUNCTIONALITIES. CUBYTS IS ALSO THE OWNER OF THE WEBSITE HOSTED AT WWW.CUBYTS.COM (THE “WEBSITE”) AND HAS DEVELOPED AN IDENTITY PROVIDER SOFTWARE, HOSTED AT ID.CUBYTS.COM (THE “TOOL”). CUBTYS OFFERS THE APP, THE WEBSITE AND THE TOOL (HEREINAFTER COLLECTIVELY REFERRED TO AS THE “SOFTWARE”) AS AN INTERNET ACCESSIBLE SERVICE HOSTED BY CUBYTS ON CLOUD (THE “SERVICE(S))”, ON A SOFTWARE AS A SERVICE (“SaaS”) BASIS.

DURING THE TRIAL TERM, THE SUBSCRIBER DESIRES TO OBTAIN A LIMITED SUBSCRIPTION TO THE SOFTWARE, FOR THE SUBSCRIBER’S INTERNAL BUSINESS USE AND FOR THE EVALUATION OF THE SOFTWARE AS PER THE PROVISIONS OF THESE TERMS (THE “PURPOSE”). THESE TERMS PROVIDE AND CAPTURE THE SUBSCRIBER’S TERMS OF USE, RELATING TO THE LIMITED SUBSCRIPTION (DEFINED BELOW) TO THE SOFTWARE AND THE SUBSCRIBER’S USAGE, AND ACCESS TO THE LIMITED SUBSCRIPTION THEREOF. BY OBTAINING, ACCESSING OR AVAILING THE LIMITED SUBSCRIPTION, AND BY USING THE SOFTWARE, THE SUBSCRIBER CONFIRMS AND AGREES TO BE BOUND BY THESE TERMS. IF THE SUBSCRIBER DOES NOT AGREE TO BE BOUND BY THESE TERMS, CUBYTS REQUIRES THE SUBSCRIBER TO NOT OBTAIN A LIMITED SUBSCRIPTION TO THE SOFTWARE. ANY PERSON ACCEPTING THESE TERMS REPRESENTS AND WARRANTS THAT HE OR SHE IS DULY AUTHORIZED BY THE SUBSCRIBER AND HAS LEGAL CAPACITY AS WELL AS THE NECESSARY RIGHTS TO ACCEPT THESE TERMS ON BEHALF OF THE SUBSCRIBER TO ENTER INTO A BINDING AGREEMENT ON BEHALF OF THE SUBSCRIBER WITH RESPECT TO THE MATTERS CONTAINED AND STATED HEREIN.

Cubyts and the Subscriber are individually referred to as a “Party” and collectively as the “Parties”.

Definitions
  • “Documentation” shall mean the knowledgebase on Freshdesk, provided by Cubyts to the Subscriber along with the Software.
  • “Evaluation” and its variants shall mean the evaluation of the Software, carried out by the Subscriber, by deploying or using the Software public cloud infrastructure, hosted on Amazon Web Services (“AWS”)       including a review and demonstration of the Software and testing the capabilities of the Software during the Trial Term for Subscriber’s internal business purpose. 
  • “Trial Term” means six (6) months of Limited Subscription to the Software for Evaluation in furtherance of the Purpose commencing from the Subscriber’s acceptance of these Terms, extendable in Cubyts’ sole discretion. 
  • “Subscriber Content” means all data and material uploaded by the Subscriber in the Software for use in connection with the Services. 
  • “Licensable Activity” shall mean any activity encompassed by any intellectual property rights and absent a license, would give rise to liability for infringement (or inducement of infringement or contributory infringement) of such intellectual property rights.
  • “Permitted User(s)” shall mean an employee of Subscriber who may access the Software and use the Limited Subscription pursuant to the Limited Subscription granted herein.
  • “Limited Subscription” means the limited, revocable, non-exclusive, non-transferable and non-sublicensable license to use and access the Services, including the standard support and maintenance services offered by Cubyts to all its subscribers through the Software during the  Trial Term for the Purpose in accordance with these Terms.


Grant of License

Grant of License: 

  • Subject to Subscriber’s conformance with these Terms, Cubyts hereby grants to the Subscriber:  during the Trial Term, a Limited Subscription to review, demonstrate and Evaluate the Software for the Purpose 
  • The Subscriber understands and acknowledges that  at the end of Trial Term: (a) the Limited Subscription shall automatically expire and unless the Subscriber executes a Subscription Agreement (defined below), the Subscriber shall have continued access to limited functionalities of the Software, as determined by Cubyts, in its sole discretion; and (b) to continue the uninterrupted and complete use of the Software, including all the functionalities and uninterrupted access to all the Services, Subscriber shall be required to enter into a separate agreement with Cubyts (the “Subscription Agreement”) to avail the full paid version and access to the Software; and (c) during and at the end of the Trial Term, the Subscriber shall offer Feedback to Cubyts for the Software. 
Restrictions

While availing the Limited Subscription, the Subscriber shall not and ensure that its Permitted Users do not, directly or indirectly, (i) copy, modify, adapt, translate, reverse engineer, decompile, disassemble, decrypt, extract, alter, reproduce or otherwise make any changes to the Software or create any derivative works, (ii) use the Limited Subscription in any manner to provide time-sharing, benchmarking or other computer services to third parties, except as expressly provided herein, or allow any third party to access or benefit from the functionality of the Software, (iii) use the Limited Subscription, or allow the transfer, transmission, export, or re-export of the Software or portion thereof in violation of any applicable export control laws or regulations, (iv) use the Limited Subscription for any purpose other than the Purpose (v) use the Limited Subscription to develop any competing or similar product, (vi) engage in any Licensable Activity, or (vii) use any of the Software’s components, add-ons, files, modules, externals, contents including associated license material separately from the Software, or (vii) use the Limited Subscription with any unsupported software or hardware (as described in the applicable Documentation provided by Cubyts). The Subscriber shall have no rights over the Software other than as specifically granted herein. All rights not specifically and unequivocally granted to the Subscriber are reserved by Cubyts.  

Subscriber’s Obligations
  • Workspace Management: 

As a condition for availing the Limited Subscription, the Subscriber may be required to register with Cubyts. Basis such registration, the Subscriber will be offered a dedicated workspace on the Software (the “Workspace”) . The  Subscriber may thereafter appoint an administrator to manage the Workspace. Subscriber will be responsible for allocating projects to the Permitted Users within the Workspace. In this regard, Subscriber shall ensure that the Permitted Users provide accurate, complete, and updated registration information. Failure to do so shall constitute a breach of these Terms, which may result in immediate termination of the Permitted User’s project access. 

  • Compliance with Laws:

Subscriber shall comply with applicable local, state, national and foreign laws in connection with its use of the Limited Subscription, including those laws related to data privacy, international communications, and the transmission of technical or personal data. Subscriber acknowledges that Cubyts exercises no control over the Subscriber Content transmitted by Subscriber or the Permitted Users through the Software. Subscriber shall not upload, post, reproduce or distribute any information, Software or other material protected by copyright, privacy rights, or any other intellectual property right without first obtaining the permission of the owner of such rights. 

  • Unauthorized Use; False Information:

Subscriber shall: (a) notify Cubyts immediately of any unauthorized use of any password or user id or any other known or suspected breach of security, (b) report to Cubyts immediately and use reasonable efforts to stop any unauthorized use of the Limited Subscription that is known or suspected by Subscriber or any Permitted Users, and (c) not provide false identity information to gain access to the Software or use the Limited Subscription.

  • Access:

Subscriber shall ensure that the Permitted Users abide by these Terms at all times while accessing the Software and the Limited Subscription. Subscriber shall be solely responsible for the acts and omissions of its Permitted Users. Cubyts shall not be liable for any loss of Subscriber Content caused directly or indirectly by the Permitted Users.

  • Subscriber Content:

Subscriber is solely responsible for all Subscriber Content transmitted on the Software, and for ensuring that Subscriber Content does not (i) include anything that actually or potentially infringes or misappropriates the copyright, trade secret, trademark, or other intellectual property right of any third party, or (ii) contain anything that is obscene, defamatory, harassing, offensive or malicious. Subscriber acknowledges and agrees that Cubyts uses certain third-party tools for analytical purposes and may use Subscriber Content and track Subscriber’s usage of the Limited Subscription for any purpose including but not limited to research, analytics, and to improve the Services.

  • Evaluation:

Subscriber is solely responsible for carrying out the Evaluation of the Software, during the Trial Term. Subscriber further acknowledges and agrees that it has carried out the Evaluation of the Software during the Trial Term and shall not, in any event, hold Cubyts liable for any defects, representations, conditions, warranties or covenants whatsoever, including without limitation, any express, statutory or implied representations, warranties or conditions of merchantability, merchantable quality, satisfactory quality or fitness for a particular purpose, or arising otherwise in law or equity or from a course of dealing or usage of trade. The Subscriber further acknowledges and understands that its Limited Subscription, Software, and Services may contain defects, bugs, or errors and that the Limited Subscription may be subject to limitations, delays, and other problems inherent in the use of communications facilities.

Consideration

The Limited Subscription under these Terms is provided to the Subscriber free of charge during the  Trial Term. In consideration for the Limited Subscription, the Subscriber shall offer Feedback in relation to the Software.

Ownership

The Subscriber acknowledges and agrees that Cubyts owns all right, title and interest (including without limitation all patents, copyrights, trade secrets, or other proprietary rights) in the Software, the Limited Subscription and the Services and any modifications, corrections or enhancements thereto, whether or not made by Cubyts. During the Trial Term and for such time thereafter as solely and reasonably required by Cubyts, the Subscriber shall provide Feedback regarding the Software, the Services, and Documentation. The Subscriber hereby assigns to Cubyts all right, title, and interest to such Feedback and an exclusive right to create any developments based on such Feedback. Subscriber acknowledges and agrees the Software may generate certain reports with the use of Subscriber Content, in an anonymized format (“Reports”). All intellectual property rights including the ownership rights in all such Reports generated during the provision of Limited Subscription shall vest solely with Cubyts.

Warranty

THE SUBSCRIBER AGREES THAT THE LIMITED SUBSCRIPTION IS PROVIDED TO THE SUBSCRIBER ON A TRIAL BASIS FOR THE PURPOSE AND THAT THE SOFTWARE, SERVICES, AND LIMITED SUBSCRIPTION MAY CONTAIN SOME DEFECTS. CUBYTS SHALL NOT BE HELD LIABLE FOR ANY DEFECT(S) CONTAINED THEREIN. CUBYTS PROVIDES THE SOFTWARE,  SERVICES, AND LIMITED SUBSCRIPTION ON AN “AS IS” BASIS AND HEREBY DISCLAIMS, ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR THAT THE USE OF THE SOFTWARE, SERVICES OR LIMITED SUBSCRIPTION WILL NOT INFRINGE ANY PATENT OR OTHER PROPRIETARY RIGHT HELD BY A THIRD PARTY. CUBYTS DOES NOT WARRANT THAT ANY OF THE FUNCTIONS CONTAINED IN THE SOFTWARE, SERVICES, OR LIMITED SUBSCRIPTION WILL MEET THE SUBSCRIBER’S REQUIREMENTS, THAT THE OPERATION OF THE LIMITED SUBSCRIPTION WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SOFTWARE, SERVICES, OR LIMITED SUBSCRIPTION WILL BE CORRECTED. SUBSCRIBER ACKNOWLEDGES THAT CUBYTS DOES NOT CONTROL THE ACCURACY, TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT THE LIMITED SUBSCRIPTION MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. 

Limitation and Liability

The Subscriber agrees: 

  • that in no event shall Cubyts be liable for direct, indirect, consequential, special, incidental or punitive damages, including loss of use, profit, revenue or goodwill, whether based in contract, negligence or otherwise arising out of, resulting from or in any way relating to the use of or inability to use the  Limited Subscription by the Subscriber; and 
  • to indemnify and hold Cubyts harmless from and against any and all claims, liabilities, or expenses, including reasonable attorneys’ fees, arising out of or related to the use of the Limited Subscription under these Terms.
Confidentiality and Proprietary Information

By virtue of these Terms, the Subscriber may have access to information that is confidential to Cubyts, including but not limited to the Software and the Limited Subscription, its features, functioning, etc., and any information related thereto (the “Confidential Information”). The Subscriber agrees to keep Confidential Information a secret and not disclose it to any third party. It shall use the same degree of care to keep confidential Cubyts’ Confidential Information that it uses to protect the confidentiality of its own confidential information of a like-kind (but in no event less than reasonable care). The Subscriber shall not disclose or use any Confidential Information for any purpose outside the scope of these Terms, and the Subscriber shall limit access to Confidential Information to those of its employees, contractors, and agents who need such access for purposes consistent with these Terms, and who have signed confidentiality agreements with the Subscriber containing protections no less stringent than those contained herein. The provisions of this section shall survive the termination and/or expiry of these Terms.

Cloud Hosting

Subscriber acknowledges that the Subscriber Content may be uploaded on the Software and stored on public cloud infrastructure, hosted on AWS. Subscriber agrees and acknowledges that Cubyts shall not be responsible or liable for any performance or security issues, or vulnerabilities arising out of or related to such cloud servers.

Terms and Termination

The Limited Subscription provided under these Terms shall be provided for the Trial Term unless terminated earlier in accordance with these Terms. At the end of the Trial Term, the Subscriber’s right to use Limited Subscription shall immediately cease, provided that the Subscriber shall continue to have access to limited functionalities of the Software, as determined by Cubyts in its sole discretion. The Subscriber may discontinue the use of the Limited Subscription at any time during the Trial Term. Cubyts reserves the right to suspend or terminate these Terms and the Limited Subscription, with or without cause, at any time, with or without notice to the Subscriber. The Subscriber acknowledges and agrees that Cubyts has no obligation to retain any Subscriber Content, and that the Subscriber Content will be irretrievably deleted, following the termination or expiry of the Limited Subscription. To the extent the Subscriber has continued access to limited functionalities of the Software after the expiry of the Trial Term or the earlier termination hereof, these Terms shall continue to apply in relation to such access. 

Penalties and Damages

THE SUBSCRIBER ACKNOWLEDGES AND AGREES THAT CUBYTS WOULD SUFFER LOSS OF BUSINESS REVENUE AND SIGNIFICANT AND IRREPARABLE DAMAGES IN THE EVENT SUBSCRIBER OR ITS EMPLOYEES COMMIT A BREACH OF THESE TERMS AND THAT THE SUBSCRIBER WILL BE LIABLE FOR DIRECT, CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES AND LOSS OF PROFITS RESULTING FROM SUCH BREACH. THE SUBSCRIBER FURTHER ACKNOWLEDGES AND AGREES THAT MONETARY DAMAGES ALONE WOULD NOT BE A SUFFICIENT REMEDY FOR ANY BREACH OF THESE TERMS BY THE SUBSCRIBER OR ANY OF ITS EMPLOYEES AND THAT CUBYTS SHALL BE ENTITLED TO, IN ADDITION TO ANY OTHER RIGHTS OR REMEDIES, EQUITABLE RELIEF, INCLUDING INJUNCTION AND SPECIFIC PERFORMANCE, AS A REMEDY FOR ANY SUCH BREACH OR THREATENED BREACH OF THESE TERMS OR THE CONTINUATION OF ANY SUCH BREACH, IN EACH CASE WITHOUT THE NECESSITY OF POSTING A BOND OR OTHER SECURITY.

Assignment and Delegation

The Subscriber shall not assign these Terms to any third party. Cubyts may assign these Terms in conjunction with the sale of substantial assets, divestiture, merger or amalgamation, or to its affiliates, and may delegate or subcontract its obligations hereunder. Any unauthorized assignment of these Terms shall be void.

Waiver

Failure to exercise, or any delay in exercising, any right or remedy provided under these Terms shall not constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under these Terms or by law shall preclude or restrict the further exercise of that or any other right or remedy.

Governing Laws

These Terms shall be construed, enforced and governed in accordance with the laws of the State of Delaware without giving effect to principles of conflicts of law. Each of the Parties hereto consents to the exclusive jurisdiction and venue of the courts of the State of Delaware.  

Independent Contractors

The Parties are independent contractors and these Terms have been agreed to by the Subscriber on a principal to principal basis. Neither Party is the agent of the other nor may either Party represent to any person that it has the power to bind the other on any agreement. 

Notices

Any and all notices, elections, offers, acceptances, and demands permitted or required to be made under these Terms shall be in writing, signed by the Party giving such notice, election, offer, acceptance, or demand and shall be delivered personally, or sent by registered, certified or electronic mail, to the Party, at its address on file with the other Party or at such other address as may be supplied in writing. The date of personal delivery or the date of mailing, as the case may be, shall be the date of such notice, election, offer, acceptance, or demand.

Force Majeure

Cubyts shall not be liable for any failure or delay in fulfilling these Terms  due to pandemic, epidemic, government action, fire, strike, war, civil unrest, terrorist action, government regulations, acts of nature or other causes which are unavoidable and beyond the reasonable control of Cubyts.

Severability

If for any reason a court of competent jurisdiction finds any provision of these Terms to be invalid or unenforceable, that provision of these Terms will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

Survival

Provisions that survive termination or expiration of these Terms are those which by their nature are intended to survive. 

Entire Agreement

These Terms constitute the entire agreement between the Parties and supersedes any prior understanding or representation of any kind preceding agreement of the Subscriber to these Terms, and may not be amended, supplemented, varied or otherwise changed, except in writing. There are no other promises, conditions, understandings or other agreements, whether oral or written, relating to the subject matter of these Terms. Each Party acknowledges that, in agreeing to these Terms, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty other than as expressly set out under these Terms. 

Electronic Record

These Terms  are an electronic record in terms of the applicable laws. This electronic record is generated by a computer system and does not require any physical or digital signatures. This document is published in accordance with the provisions of applicable laws.

Grievance Redressal

The Subscriber agrees to use the Software and Limited Subscription at its own risk. If the Subscriber  has any questions, complaints or claims with respect to the Software or Limited Subscription, it should contact support@cubyts.com

Modificatins

Cubyts may update these Terms at its own discretion. Cubyts hereby encourages Subscriber to check these Terms on a regular basis to be aware of the changes made to it, which are also available on https://cubyts.com/legal/#EVALUATION.

This Agreement was last modified on 18th January 2022.