Welcome to eDesk Online. eDesk Online Pvt. Ltd. (“eDesk Online “, “eDesk”, “we” or “us” as the case may be) provides the service (defined below) to you, subject to the following Terms of Service (“TOS”), which may be updated by us from time to time without notice to you. You can review the most current version of the TOS at any time at: http://www.edeskonline.com/docs/terms.html. In addition, when using particular eDesk services or third party services, you and eDesk shall be subject to any posted guidelines or rules applicable to such services which may be posted from time to time. All such guidelines or rules, which maybe subject to change, are hereby incorporated by reference into the TOS. In most cases the guides and rules are specific to a particular part of the Service and will assist you in applying the TOS to that part, but to the extent of any inconsistency between the TOS and any guide or rule, the TOS will prevail. We may also offer other services from time to time that are governed by different Terms of Services, in which case the TOS do not apply to such other services if and to the extent expressly excluded by such different Terms of Services. eDesk also may offer other services from time to time that are governed by different Terms of Services. These TOS do not apply to such other services that are governed by different Terms of Service.
2. DESCRIPTION OF SERVICE
eDesk Online currently provides a free service with 10 MB limited space. For users who wish to use more space, can upgrade their account to any one of our paid plans.
eDesk Online currently provides users with access to a rich collection of on-line applications, including, various communications tools, personalized content and through its network of properties (the “Service”). The Service (or parts of it), at eDesk ’s discretion, may be accessed or made available through or via various mediums or devices now known or hereafter developed, including but not limited to the World Wide Web, mobile telephone or communications services (such as SMS (Short Message Service)), and/or other Internet or telecommunications services or protocols (such as WAP (Wireless Application Protocol)) (collectively, the “Channels”). You also understand and agree that that the Service may include certain communications from eDesk such as service announcements, administrative messages and the eDesk Online Newsletter, and that these communications are considered as part of the eDesk membership and you will not be able to opt out of receiving them.
Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new eDesk Online properties, applications, shall be subject to the TOS. eDesk Online is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Services which eDesk Online provides may change from time to time without prior notice to you. As part of this continuing innovation, you acknowledge and agree that eDesk Online may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to users generally at eDesk Online’s sole discretion, without prior notice to you. You acknowledge and agree that if eDesk Online disables access to your account, you may be prevented from accessing the Services, your account details or any files or other content which is contained in your account. You understand and agree that the Service is provided “AS-IS” and that eDesk Online assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings.
In order to use the Service, you must obtain access to the World Wide Web, either directly or through devices that access web-based content, and pay any service fees associated with such access. You acknowledge that certain parts of the Service are available only via certain Channels. You also acknowledge that we are not responsible or liable in any way for your access to the Service or your use of any Channels.
In addition, you must provide all equipment necessary to make such connection to the World Wide Web, including a computer and modem, mobile telephone or other appropriate access device, and you must pay any fees applicable to the use of such Channel. You acknowledge that you are solely responsible for the set-up, configuration or compatibility of the hardware, software and other equipment used by you for obtaining access to the Service by any Channel whatsoever. If any alteration in the whole or any part of Service requires changes in your hardware, software or other equipment, you must effect these changes at your own expense. We will inform you of any such alterations in the Service in advance, whether by email or by notices or links to notices on the Service or by other appropriate means.
Unless expressly stated otherwise, no information presented in the Service or in connection with any products and services forming part of the Service shall be deemed as a binding offer by us or the relevant third party, but may constitute an invitation for you to place an order. In respect of contracts for our or any third party’s products and services which are made available as part of the Service, these shall be deemed concluded when we or the relevant third party have accepted your order for the same or have provided you with the product or service pursuant to your order.
Obscene content [ OR, Content that is considered obscene under Indian law,] is strictly forbidden on the eDesk Online site, and users are prohibited from posting any material of an obscene nature on the eDesk Online site. Although eDesk Online exercises due dilligence to ensure that any obscene content posted by users in violation of the TOS is promptly removed, users may sometimes come across user-posted obscene content that we have not yet discovered. Users shall make best endeavors to make eDesk aware of such obscene/objectionable content that they come across while using the service.
In consideration of your use of the Service, you agree to:
(a) provide true, accurate, current and complete information about yourself as prompted by the Service’s registration form (such information being the “Registration Data”) and
(b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or eDesk Online has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, eDesk Online has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof) without any liability to you. We are concerned about the safety and privacy of all our users, particularly children. However, please remember that the Service is designed to appeal to a broad audience. Accordingly, if you are a parent or legal guardian, it is your responsibility to determine whether any of the Services and/or Content (as defined in Section 6 below) are appropriate for your child. Similarly, if you are a child, please consult with your parent or legal guardian as to whether any of the Services and/or Content is appropriate for you.
Notwithstanding the foregoing, we may provide you with access to some parts of the Service without you registering as a user. In that case, your identification is based on other means of identification that we deem appropriate. In appropriate cases, identification may be based on data identifying your mobile telephone or communications subscription number provided by your network operator. You agree that such information may be collected and disclosed to us and used in accordance with the TOS.
You will receive a password and account designation upon completing the Service’s registration process. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify eDesk Online of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. eDesk Online cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 5.
You understand and acknowledge that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials (“Content”), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. This means that you, and not eDesk Online, are entirely responsible for all Content that you upload, post, email or otherwise transmit via the Service. eDesk Online does not control the Content posted via the Service and, as such, cannot and does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will we or our licensors, suppliers, vendors, parent, holding, subsidiary or related companies, affiliates, officers, agents or employees, as the case may be, be liable in any way for any Content, including, but not limited to, any exposure to offensive, indecent or objectionable Content, any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise transmitted via the Service.
a. upload, post, email or otherwise transmit any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable or contrary to public interest, public order or national harmony in all relevant jurisdictions;
b. harm minors in any way;
c. impersonate, or falsely state or otherwise misrepresent your affiliation with, any person or entity, including, but not limited to, a eDesk Online official, forum leader, guide or host;
d. forge headers or otherwise manipulate identifying information in order to disguise and/or with the effect of disguising the origin of any Content transmitted through the Service;
e. upload, post, email or otherwise transmit any Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
f. upload, post, email or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights (“Rights”) of any party;
g. upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
h. upload, post, email or otherwise make available or transmit 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;
i. disrupt the normal flow of dialogue, cause a screen to “scroll” faster than other users of the Service are able to type, or otherwise act in a manner that negatively affects other users’ ability to engage in real time exchanges or to utilize the service on an AS IS basis as provided by us;
j.interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
k. intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the Indian securities, exchange control and other regulatory authorities , any rules of any Indian securities exchange and any regulations having the force of law;
l. “stalk” or otherwise harass another;
m. commit any fraudulent or unlawful act, whether in relation to any third party provider of products and services on the Service or otherwise
n. collect or store personal data about any other users in connection with the prohibited conduct and activities set forth in paragraphs a. through m above.
You acknowledge that eDesk cannot and does not pre-screen Content, but that eDesk and its designees shall have the right (but not the obligation) in our sole discretion to refuse or move any Content that is available via the Service. Without limiting the foregoing, eDesk and its designees shall have the right to remove any Content that we believe in good faith violates the TOS or that has been alleged to infringe any intellectual property or that is otherwise objectionable in our sole opinion, without being liable to you in any way for any loss or damage arising from such removal. You agree that you will evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by eDesk or submitted to eDesk, including without limitation information in eDesk Wiki, and in all other parts of the Service.
You acknowledge and agree that eDesk may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to:
(a) comply with legal process;
(b) enforce the TOS;
(c) respond to claims that any Content violates the rights of third-parties;
(d) respond to your requests for customer service; or
(e) protect the rights, property, or personal safety of eDesk, its users and the public.
You understand that the technical processing and transmission of the Service, including your Content, may involve
(a) transmissions over various networks; and
(b) changes to conform and adapt to technical requirements of connecting networks or devices
Where any part of the Service involves or is provided by us in conjunction with a third party, you agree to comply with any notices, instructions or directives given by such third party in relation to such part of the Service, including your access to or use thereof.
7. SPECIAL ADMONITIONS FOR INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to comply with all applicable laws, statutes, regulations, rules and codes regarding online conduct and acceptable Content and use of relevant Channels.
8. CONTENT SUBMITTED OR MADE AVAILABLE FOR INCLUSION ON THE SERVICE
eDesk does not claim ownership of Content you submit or make available for inclusion on the Service. However, with respect to Content you submit or make available for inclusion on publicly accessible areas of the Service, you grant eDesk the following worldwide, royalty-free and non-exclusive license(s), as applicable:
With respect to Content you submit or make available for inclusion on publicly accessible areas of eDesk Wiki, the license to use, distribute, reproduce, modify, adapt, publicly perform and publicly display such Content on the Service. This license exists only for as long as you elect to continue to include such Content on the Service and will terminate at the time you remove or eDesk removes such Content from the Service.
9. CONTRIBUTIONS TO eDESK ONLINE
By submitting ideas, suggestions, documents, and/or proposals (“Contributions”) to eDesk Online through its suggestion or feedback webpages, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) eDesk Online is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) eDesk Online shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) eDesk Online may have something similar to the Contributions already under consideration or in development; (e) your Contributions automatically become the property of eDesk Online without any obligation of eDesk Online to you; and (f) you are not entitled to any compensation or reimbursement of any kind from eDesk Online under any circumstances.
You agree to indemnify and hold eDesk Online, and our licensors, suppliers, vendors, parent, subsidiaries and related companies, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of Content you submit, post to or transmit or make available through the Service, your use of the Service, your connection to the Service, your use of any Channels, your use of any reports generated by the Service, including but not limited to your accounting and taxation reports, your violation of the TOS, or your violation of any rights of any other person, or your breach of any applicable law.
11. NO RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.
12. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that eDesk Online may, in its sole discretion, without prior notice, establish general practices and limits concerning use of the Service, including without limitation the maximum number of days that email messages, message board postings or other uploaded Content will be retained by the Service, the maximum number of email messages or any other messages that may be sent from or received by an account on the Service or transmitted through the Service, the maximum size of any email message that may be sent from or received by an account on the Service, the maximum disk space that will be allotted on eDesk Online’s servers on your behalf, the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time, and any other limits on your use of the Service. In particular, but without limiting the foregoing, by using the Service, you consent to our adoption of the practices, set forth in http://www.edeskonline.com/docs/privacy.html in relation to your use of the Service. You agree that eDesk Online has no responsibility or liability for the deletion or failure to store any messages and other communications or any other Content maintained or transmitted by the Service. You acknowledge that eDesk Online reserves the right to log off accounts that are inactive for an extended period of time. You acknowledge that eDesk Online reserves the right to delete your account, including all the Content stored by you on eDesk Online’s servers, with or without notice, in case you do not login to your account for more than 30 days. Further, you agree that eDesk Online shall not be liable to you or any third-party for any termination of your access to the Service or for any loss of data, Content or files which arises as a result of such deletion. You further acknowledge that eDesk Online reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice. You further acknowledge that we reserve the right to modify these general practices and limits at any time, in our sole discretion, with or without notice, and you agree that your continued use of the Service after such modification will constitute your acceptance of and agreement to be bound by the modified general practices and limits.
13. MODIFICATIONS TO SERVICE
eDesk Online reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice, for any reason whatsoever, whether generally or limited to you only. eDesk Online also reserves the right at any time to discontinue, temporarily or permanently, any free plans which it offers to access the service. eDesk Online also reserves the right at any time and from time to time to modify the pricing and/or limits for a particular plan with or without notice. You agree that eDesk Online shall not be liable in any way to you or to any third party for any modification, suspension or discontinuance of the Service.
You agree that eDesk Online, in its sole discretion, may terminate your password, account (or any part thereof) or use of the Service, and remove and discard any Content within the Service, for any reason, including, without limitation, for lack of use or if eDesk Online, in its sole opinion, believes that you have violated or acted inconsistently with the letter or spirit of the TOS or that you are a repeat infringer of intellectual property rights, or eDesk Online is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); the partner with whom eDesk Online offered the Services to you has terminated its relationship with eDesk Online or ceased to offer the Services to you; eDesk Online is transitioning to no longer providing the Services to users in the country in which you are resident or from which you use the service; the provision of the Services to you by eDesk Online is, in eDesk Online’s opinion, no longer commercially viable. eDesk Online may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice, whether for selected or all Channels. You agree that any termination of your access to the Service under any provision of this TOS may be effected without prior notice, and acknowledge and agree that eDesk Online may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that eDesk Online shall not be liable to you or any third-party for any termination of your access to the Service.
15. DEALINGS WITH ADVERTISERS
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that eDesk Online shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Service.
16. DEALINGS WITH THIRD PARTIES
The Service may also include access to products and services of independent third parties either directly or via links to sites operated by such third parties. Where these products and services of third parties form part of the Service, we will endeavour, but are not obliged to, indicate that these products and services are provided by third parties. In all cases, your correspondence or business dealings with, or participation in promotions of, other parties found on or through the Service (including without limitation providers of products and services, advertisers and other users of the Service), including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party, even where it is in relation to any products or services that are co-branded with us which may include our trademarks. You agree that we shall not be responsible or liable in any way for any loss or damage of any sort incurred as the result of any such dealings with any third parties, as the result of the presence of such third parties on the Service, or as the result of the use of the Service in any way by such third parties.
The Service may provide, or third parties may provide, links to other World Wide Web or other online electronic sites or resources. You acknowledge that eDesk has no control over such sites and resources, you acknowledge and agree that eDesk is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that eDesk shall not be responsible or liable, in any manner whatsoever, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.
18. eDESK ONLINE’S PROPRIETARY RIGHTS
You acknowledge and agree that the Service and any necessary software used in connection with the Service (“Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in sponsor advertisements or information presented to you through the Service or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by us or advertisers, you agree not to modify, adapt, rent, lease, loan, sell, distribute or create derivative works based on the Service, the Software or the Content (excluding Content owned by you), in whole or in part.
You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by eDesk for use in accessing the Service.
19. DISCLAIMER OF WARRANTIES
a. Your accessing or use of the service is at your sole risk. The service is provided on an “as is” and “as available” basis. We and our licensors, suppliers, vendors, parent, holding, subsidiary and related companies, affiliates, officers, agents and employees expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement.
b. eDesk and its licensors, suppliers, vendors, parent, holding, subsidiary and related companies, affiliates, officers, agents and employees make no warranty that
(i) The service will meet your requirements,
(ii) The service will be uninterrupted, timely, secure, or error-free,
(ii) The service will be accessible at any time or at all times via the channel selected or used by you,
(iv) The information, content or advertisements (collectively, the “materials”) contained on, distributed through, or linked, downloaded or accessed from or through the service, or the results that may be obtained from the use of the service, will be accurate or reliable,
(v) The quality of any products, services, information, or other items displayed, purchased or obtained by you through or in connection with the service (“the products”) will meet your expectations
(vi) Any errors in the software will be corrected.
c. Any material downloaded or otherwise obtained through the use of the service is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system, mobile telephone or other access device or loss of data that results from the download of any such material.
d. Any reliance upon or use of any materials shall be at your own discretion and risk. We reserve the right, in our sole discretion and without any obligation, to make any improvements to or correct any error or omissions in any part of the service or materials. The materials are provided or made available by us on an ‘as is’ basis and we expressly disclaim any and all warranties of merchantability and fitness for a particular purpose, with respect to any of the materials or the products.
e. No advice or information, whether oral or written, obtained by you from eDesk or its licensors, suppliers, vendors, parent, holding, subsidiary and related companies, affiliates, officers, agents and employees or through or from the service shall create any warranty not expressly stated in the TOS.
20. LIMITATION OF LIABILITY
You expressly understand and agree that we and our licensors, suppliers, vendors, parent, holding, subsidiary and related companies, affiliates, officers, agents and employees 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, use, data or other intangible losses (even if we or our licensors, suppliers, vendors, parent, holding, subsidiary or related company, affiliate, officer, agent or employee, as the case may be, have been advised of the possibility of such damages), resulting from:
(i) The service, the materials and the products;
(ii) The use or the inability to use the service;
(iii) The cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service;
(iv) Unauthorized access to or alteration of your transmissions or data;
(v) Statements or conduct of any third party on the service;
(vi) Any goods or services disposed of or messages sent or received using the service; or
(vii) Any other matter relating to the service, the materials or the products.
You acknowledge that the disclaimers and exclusions of liability set forth in sections 19 and 20 represent a fair and reasonable allocation of the risks and benefits of the agreement between you and us, taking all relevant factors into consideration, including without limitation the value of the consideration provided by you to us and the availability and costs of insurance with respect to the said risks. You further agree that these disclaimers and limitations shall be enforceable to the fullest extent permitted by applicable law.
22. SPECIAL ADMONITION FOR SERVICES RELATING TO FINANCIAL MATTERS
If you intend to use any service, receive or request any news, messages, alerts or other information from the Service concerning companies, stock quotes, investments or securities, please read the above Sections 19 and 20 again. They go doubly for you. In addition, for this type of information particularly, the phrase “Let the investor beware” is apt. The Service is provided for informational purposes only, and no Content included in the Service is intended for trading or investing purposes. eDesk and its licensors shall not be responsible or liable for the accuracy, usefulness or availability of any information transmitted or made available via the Service, and shall not be responsible or liable for any trading or investment decisions based on such information.
23. NO THIRD-PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in this TOS, there shall be no third-party beneficiaries to this agreement.
Notices to you may be made via either email or regular mail. The service may also provide notices of changes to the TOS or other matters by displaying notices or links to notices to you generally on the service. You agree that such notices by email or regular mail, and such display of notices or links to notices to you generally on the Service, will constitute sufficient and adequate notice to you of the matters contained therein.
25. GENERAL INFORMATION
Entire Agreement. The TOS constitute the entire agreement between you and eDesk Online and govern your use of the Service, superseding any prior understandings and agreements between you and us and any previous statements or representations from either party to the other party. The TOS do not apply to any affiliate services, third-party content or third-party software that does not or cannot reasonably be deemed to form part of the Service which may be provided to you by our licensors, suppliers, vendors, parent, holding, subsidiary or related companies, other affiliates or other third parties, which may be subject to additional terms and conditions imposed by that party. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content or third-party software.
Governing Law and Jurisdiction. The TOS and the relationship between you and eDesk Online shall be governed by the laws of the Republic of India without regard to its conflict of law provisions. You and eDesk Online agree to submit to the personal and exclusive jurisdiction of the courts located at Bangalore, India.
Waiver and Severability of Terms. The failure of eDesk Online to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect.
No Right of Survivorship and Non-Transferability. You agree that your eDesk Online account is non-transferable and any rights to your eDesk Online ID or contents within your account terminate upon your death. Upon receipt of a copy of a death certificate, your account may be terminated and all contents therein permanently deleted.
Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TOS must be filed within three (3) months after such claim or cause of action arose or be forever barred.
The section titles in the TOS are for convenience only and have no legal or contractual effect.
Please report any violations of the TOS to firstname.lastname@example.org