Introduction

These terms of use (“Terms”) is an agreement (the “Agreement”) between You (“You” or “Your” or “User”) and Tata Consultancy Services Limited (“TCS” or “we” or “us”) and govern Your access/use of TCS CUBO website cubo.tcsapps.com or any successor site (the “Site”) and its Content and Services. By using our Site and the Services, You agree to be bound by the Terms of this Agreement.

If You are registering and/or accessing or using the Site and/or the Services on behalf of an organization/entity, You represent, You are agreeing to these terms and conditions on behalf of Your organization/entity, and You represent and warrant that You have legal authority to bind Your organization/entity to the terms of this Agreement. In that case, "You", "Your" or “User” also refers to that organization/entity.

If You do not agree with any of these Terms, You must not use or access the Site or the API Services in any way, or register as a User or check and/or click “I Agree” or any similar box or button associated with this Agreement.

You hereby waive any applicable rights to require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent not prohibited under applicable law. This document is an electronic record as per the provisions of the Information Technology Act, 2000 and rules there under. 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 Rule 3(1) of the Information Technology (Intermediaries guidelines) Rules, 2011 for Your access or usage of Site and the Services to the extent third party Content, API’s and Solutions are provided on the Site.

This Site and the Content and any Services provided through it are not directed to, or intended for distribution to or use by, any person or entity who is a citizen or resident of or located in any jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would subject Tata Consultancy Services Limited or its affiliates to any registration or licensing requirement within such jurisdiction.

Services Description

The Site is an online platform for providing information and services to Users who may be a:

(a) Developer User, who/which may

1. use one or more APIs provided by Publisher Users for Evaluation purposes for themselves or their customers, including but not limited to use of classes, methods, declaring codes and implementing codes or any other feature of the APIs to build certain functions into their own programs or interfacing or integrating with their own or third party programs, systems or services by accessing the desired APIs provided by Publisher Users to build PoC Solutions; or
2. Access links to Solution trials (takes You outside the Site)

(b) Publisher User, who/which may

1. Publish, by filling up an online form, Your Content and APIs, including without limitation, information related to Your Solutions and API(s) on the Site and provide links to Your API(s) from the Site and/or provide information related to access to Your Solutions; or
2. connect with other Publisher Users of the Site and display collaboration on Your and such other Publisher user’s homepage on the Site if Your request is accepted by such other Publisher User;
3. accept request from TCS to deploy and use Your Solutions for Evaluating creating PoC Solutions for Evaluation purposes as per the Terms of this Agreement;

(Hereinafter referred to each as a ‘Service’ and collectively ‘Site Services’ or ‘Services’)

This Site is only a platform that can be utilized by Users for availing the Site Services and TCS is merely acting as an intermediary. TCS attempts to be as accurate as possible, however, TCS does not warrant that descriptions of or other content (including User Content) of this Site, APIs or Solution offered or provided on or through the Site is/are accurate, complete, reliable, current, or error-free.

The Site requires You to submit Your Content for editorial review by TCS, post which You may publish/share/upload Your Content on or through the Site. You publishing/sharing/uploading/submitting Your Content does not provide any confidentiality to Your Content and is made available to other Users of the Site. TCS reserves the right in its sole discretion (but without any obligation) and without further notice to You, to review, monitor, censor, screen, edit, delete, and/or remove any and all User Content or Your Content or APIs posted on the Site at any time and for any reason.

TCS may also publish/share/upload/submit its own Content, APIs and Solutions on the Site as a Publisher User, then role/function of TCS as an intermediary will not be applicable, however terms and conditions of this Agreement which apply to use of Content, APIs and Solutions, shall also apply to such Content, API’s and Solutions owned and published by TCS. TCS associates may also register as a Developer Users for use of Your Content, APIs and Solutions in accordance with these Terms.

TCS shall use reasonable efforts to make available the Services to You except for any interruption in the Services due to causes beyond the control of TCS.

TCS may, in its sole discretion, suspend or restrict access to all or any portion of the Site and/or the Services to (i) prevent damages to, or degradation of, the Site and/or Services; (ii) comply with any law, regulation, court order, or other governmental request; (iii) otherwise protect TCS from potential legal liability; or (iv) address a breach of this Agreement (v) repair, maintain, or the introduce new facilities or at any time. TCS shall use reasonable efforts to provide You with notice prior to or promptly following any suspension of the Site and/or Services or any portion of it. TCS will endeavour to restore access to the Site and/or Services as soon as the event giving rise to suspension has been resolved.

Use Terms

In general, You can visit the Site without telling us who you are or revealing any information about Yourself, however, if You intend to avail any Services, You will have to register Yourself by creating a TCS CUBO account (“Account”) and providing your personal information which will be governed by our Privacy Policy (https://www.cubo.tcsapps.com/cubo/legalinformation#privacy_policy). You agree and consent to use of Your personal information by TCS for the purpose of creating an Account in Your name, authenticating You or otherwise contacting You and identifying You as a User and rendering Services to You. Personal information You provide shall not be retained for longer than it is required for the purposes for which the information may lawfully be used or is otherwise required under any law for the time being in force. You agree to create an Account only for your access/use of the Services. When You create Your Account, You must provide us with accurate and complete information, and You agree to update your information from time to time to keep it accurate and complete. You will be solely responsible for all activities that occur in Your Account. You agree to keep Your Account secure and in case of any breach of Your Account security or unauthorized access/use, You will immediately notify to TCS by sending an e-mail communication at cubo.support@tcs.com. On receipt of such notification, Your Account will be suspended/deactivated by TCS until You send a request for re-activation of Your Account.

Once You are registered as a Publisher User, the following actions can be performed by You after login

1. Submit (request limitations apply), and post editorial review by TCS, publish/unpublish Your Content
2. Submit (request limitations apply), and after a simple test to call the API to check if it responds, publish/unpublish Your APIs.
3. Connect with other Publisher Users of the Site and accept similar requests from other Publisher Users and delete any such connections.
4. View all submitted and published Content and APIs, collaboration requests, and status of the requests made or received through the Account.

Once You are registered as a Developer User, the following actions can be performed by You after login

1. Create project and subscribe to APIs and Evaluate them
2. View the list of subscribed APIs and the statistics regarding the usage
3. Mark APIs and Solutions as favorites
4. Rate and review the APIs and Solutions
5. Build PoC Solutions using APIs and Evaluate such PoC Solutions
6. Access links to Solution trials where available (takes You outside the Site)

In case You wish to delete Your Account You agree to send an email communication to TCS at cubo.support@tcs.com, accordingly, TCS will delete Your Account. However, Your Content (if any) shall not be removed from display on and access from the Site unless You send a request to TCS at the above mentioned email address for such removal and it is reasonably possible for TCS to remove all Your Content e.g. Your Content under Interactive Services as defined hereunder may not be removed. Provided however, Your Account details and Content may be retained for actual or anticipated litigation, regulatory compliance, or corporate record keeping purposes, and TCS shall not be required to destroy any computer records or files that have been created pursuant to automatic electronic archiving and back-up procedures in the ordinary course of business where it would be unduly burdensome to do so or would be contrary to applicable law, rules or regulations.

By publishing or making available Your Content, APIs and Solutions on or through the Site and/or Services, You agree that Your Content, APIs and Solutions may be used by TCS and other Users of the Site for Evaluation and for creation of PoC Solutions and Evaluation thereof. You acknowledge and agree that TCS and other Users may use Your Content, APIs and Solutions in combination with their own Content, APIs and Solutions or those from other Users or third parties. The PoC Solutions may be demonstrated and/or offered for Evaluation by TCS and its affiliates’ or other Users of the Site to their respective customers. Availability of Your Content, APIs and Solutions is essential for better chances of participation and subsequent business opportunities arising out of such Evaluation engagements.

Your Content License: By submitting/sharing Your Content to TCS or uploading/publishing Your Content on on through the Site, You hereby grant TCS and other users of the Site a worldwide, perpetual, non-exclusive, royalty-free, sub-licensable license to use, reproduce, distribute, translate, adapt, display, publish and perform the Your Content in connection with the Site and Site Services.

API Terms of Use: By publishing or providing APIs, each Publisher User hereby grant TCS and each other Developer User of the Site worldwide, non-exclusive, non-assignable, non-transferable, fully-paid up, royalty-free limited right to Evaluate its APIs and associated Content either alone or to build PoC Solutions, all in accordance with the terms of this Agreement. With respect to each API, the Developer User who uses the API and the Publisher User who published such API on or through the Site acknowledge and agree that the terms and conditions applicable to the APIs and associated Content are between each such Developer User and Publisher User and not TCS (except where TCS is a Publisher User). Publisher User is responsible for monitoring and enforcing the terms applicable to each API and associated Content to which it grants access. Publisher User acknowledges and agrees that TCS will not be liable for any actual or alleged breach of the terms and conditions governing the use of APIs and any associated Content by any Developer User (or any damages arising from or related to such actual or alleged breach) except where TCS is a Developer User.

Solution Terms of Use: Where You are unable to make available APIs of Your Solution on or through the Site for Evaluation or building PoC Solutions, You may a receive a request from TCS to download, use, deploy and publish Your Solution for Evaluation or use in PoC Solutions. On acceptance of such request and providing Your Solution, You hereby grant TCS and its affiliates a non-exclusive, non-transferable, worldwide, fully paid up, royalty-free right and license:

1. to download (from source specified by You or as may be mutually agreed) install, deploy, configure Your Solutions in TCS, its affiliates or TCS’ customer provisioned environment, including but not limited to, on third party infrastructure/platform service subscribed by TCS, its affiliates or their respective customers;
2. to build PoC Solutions;
3. to Evaluate Your Solutions either alone or as part of the PoC Solutions and/or grant limited sub-licences of, or make available (including as SaaS) Your Solution or its APIs, either alone or as part of the PoC Solutions to customers (including potential customers) for Evaluation; and/or
4. to permit third party contractors/service providers and consultants of TCS and its affiliates to access and use Your Solution for any of the foregoing purposes.

You agree to maintain confidentiality of any such requests and business opportunities shared with You by TCS and its affiliates and information relating to Evaluation or PoC Solutions shared with You or coming to Your knowledge. You agree that You will not, and shall not permit anyone, directly or indirectly, solicit such TCS customers (including potential customers) for such business opportunities and/or PoC Solutions other than in collaboration with TCS as a prime unless otherwise agreed to in writing by TCS. Your confidentiality obligation survive any termination of this Agreement.

Publisher User Responsibilities. Each Publisher User is responsible for all support and all claims relating thereto its Content, APIs and Solutions, including but not limited to, any claims relating to intellectual property infringement, product liability, legal compliance, etc. Each Publisher User shall have adequate technical and organizational measures in place to protect the privacy of the Users and to prevent mis/overuse or unauthorized use of its API’s and Solutions such as through expiry of tokens, credentials or license keys. You specifically agree that TCS shall not be responsible or liable for any unauthorized access to or alteration or misuse or infringement of Your Content, APIs or Solutions published or provided on or through the Site and/or in the use of the Site and the Services by other Users of the Site and/or the Services.

In consideration of Your acceptance of the Terms of this Agreement, TCS grants You a personal, limited, non-exclusive, non-transferable, non-sublicensable and revocable rights to access and use the Site and its Services.

As a Developer User, once registered on this Site, You may subscribe and Evaluate the APIs published or provided by Publisher Users of the Site either alone or as part of PoC Solutions. By use of such APIs You agree to be governed by the terms and conditions of this Agreement. Access links to Solutions may take you out of the Site on to the Publisher User’s website and may be subject to a separate terms and conditions. You acknowledge and agree that the APIs and Solutions published and provided by Publisher Users is subject to change without notice and may differ substantially upon commercial release. You agree that nothing in this Agreement obligates TCS or any other Publisher User to enter into a separate or commercial agreement for making available its APIs or Solutions.

Fees

Presently the use of Site and/or the Services is at no cost to You, however, TCS may in future charge fees for the Services as may be set out in the Site from time to time. In the latter case, TCS reserves the right to suspend access to the Services in the event of the non-payment of fees. Fees due under this Agreement shall be exclusive, of applicable taxes.

If Your API(s) or Solution(s) are part of paid service (as and when made available) on the Site, and paid opportunity is generated through the Site, You agree that You will not bypass or circumvent Sites’ services, including but not limited to, billing, management, etc. to solicit other Users outside the Site or Site Services or leave the Site Services or obtain APIs via any non-Site source.

Your Representations and Warranties

You make the following representations and warranties:

You have good and sufficient title in the Your Content, APIs and Solutions and in every part thereof to enable You to enter into this Agreement, and You own (or have full rights to) to market, promote, offer to sell, sell, grant access to, license and distribute the Content, APIs and Solutions You list on or through the Site and grant the rights and licenses as provided herein to TCS, its affiliates, other Users of the Site and their respective customers;

All rights in or to the Your Content, APIs and Solutions or any other material or information furnished or provided by You in the performance of this Agreement are proprietary to You or used under appropriate license with appropriate authority;

You have obtained prior written permission/license from co-developer or co-owner or co-author of any of Your Content, APIs and Solutions which is jointly developed by You and any third party;

You have obtained any and all third party licenses and consents (including the right to sub-license the same to TCS and other Users of this Site and the Services) necessary to enable TCS and other Users to use third party content or software comprised within Your Content, APIs and Solutions without additional licenses or permission to be taken by TCS or other Users of the Site and/or the Services from any such third party for use in accordance with this Agreement;

Your Content, APIs and Solutions or any material or information furnished or provided by You will not infringe or misappropriate the patent, copyright, trademark, trade secret or other intellectual property rights or proprietary rights of any third party;

You shall not use or permit to be used the Site, the Content, the APIs and Solutions provided for any illegal or unlawful purpose;

All data, information, descriptions, images and facts made available by You with respect to Your Content, APIs and Solutions on the Site or via the Services are true and accurate and corresponds directly with the appearance, nature, quality, purpose and other general features of such good or service.

The execution, delivery and performance of this Agreement of access/use by You does not and will not conflict with, or constitute a breach or default under any agreement, contract, commitment or instrument to which You are a party;

Your Content, APIs and Solutions have been produced and distributed with strict procedures and best industry practices to protect them against viruses, malware, Trojans or other malicious code (“Virus”). If TCS identifies that a virus exists in Your Content, APIs or Solution, TCS may notify You and upon such notification You shall remove the virus from the Your Content, APIs and Solutions. You further warrant that You shall not introduce any malicious code or bugs or worms or Trojan horse or malware or such other code or disabling code into Your Content, APIs, Solutions, the Site and/or the APIs or Solutions provided by other Users or into the network or system of TCS or its affiliates and their respective customers. Your understand that TCS will not be able to provide any services for such Virus infected Your Content, APIs and Solutions;

There is no action or proceeding pending or, in so far as it is known or ought to known, threatened in writing against You before any court, administrative agency or other tribunal that could impact upon Your right, power and authority to enter into this Agreement, to grant the rights and licenses granted by You to TCS, its affiliates and other Users of this Site and/or the Services, or to otherwise carry out Your obligations hereunder; or might have a material adverse effect on Your business or condition, financial or otherwise that would materially impact Your ability to perform under this Agreement.

Your Obligation

In particular, and without limitation, You represents, warrants and covenants that You shall NOT and shall not permit others to use the Site and/or the Services, directly or indirectly, including through PoC Solutions, to host, display, upload, modify, publish, transmit, store, update or share any information that —

1. belongs to another person and to which You do not have any right;
2. is defamatory, obscene, pornographic, paedophilic, invasive of another‘s privacy, including bodily privacy, insulting or harassing on the basis of gender, libellous, racially or ethnically objectionable, stalking, victimizing, intimidating, blasphemous, relating or encouraging money laundering or gambling, defrauding, or otherwise inconsistent with or contrary to the laws in force;
3. is harmful to child;
4. infringes any patent, trademark, copyright or other proprietary rights;
5. violates any law for the time being in force;
6. deceives or misleads the addressee about the origin of the messages or knowingly and intentionally communicates any information which is s patently false or misleading in nature but may reasonably be perceived as a fact; or is grossly offensive or menacing in nature;
7. impersonate another person;
8. threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign States, or public order, or causes incitement to the commission of any cognisable offence or prevents investigation of any offence or is insulting other nation;
9. contains software virus or any other computer code, file or program designed to interrupt, destroy or limit the functionality of any computer resource;
10. is patently false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person;

Also, You shall NOT and shall not permit others to:

1. reverse engineer, disassemble, de-compile, tamper, recreate, the Site, its Content, and the Services or any part thereof unless expressly permitted;
2. remove, alter, obscure or otherwise render illegible any of TCS, its affiliates, their respective licensors or other User’s logo, trademark, copyright notice or other proprietary or confidentiality markings that may be placed on the User Content, Site or Services or any component or output thereof;
3. override access authorization and access controls for Your access and Use of the Site, its Content and/or the Services as may be prescribed by TCS or Publisher Users or circumvent, bypass, delete or remove any form of protection, or usage, functionality or technical restrictions or limitations, or to enable functionality disabled by TCS or its third party service providers or Publisher Users, in connection with the Services;
4. use the access rights granted herein to gain or attempt to gain unauthorized access to other computer systems accessible via the internet, any portion of the Site or Services for which You have not been expressly authorized to use pursuant to this Agreement or authorized use of the Site or Services, or Content or computer systems belonging to others which is also hosted by TCS;
5. interfere with or disrupt the integrity or performance of the Site or any Services or data, device, account, network or services environment, including but not limited to, by use of unreasonable amount of bandwidth;
6. perform or disclose any security testing, including without limitation, penetration testing, remote access testing, network discovery, vulnerability scanning, password cracking, etc., of the Site or the Services without TCS’ prior written consent;
7. use any public software or open source software in connection with the Services in any manner that requires, pursuant to the license applicable to such public or open source software, that the software be disclosed or distributed in source code form, or made available free of charge to recipients, or modifiable without any restriction by recipients;
8. issue any press release or make any other public communication with respect to this Agreement or Your use of the Services without TCS’ prior written consent. However, to communicate Your presence on this Site on Your official website or social media channels, You may use the following phrase: "We are now partnering with TCS CUBO to drive our Business Ecosystem powerplay!" 
9. use the APIs in the production environment except where expressly permitted by the Publisher User of such APIs in writing;
10. copy or modify, enhance or create derivative works of the Site or Services or any portion thereof, except as expressly permitted in this Agreement;
11. sell, license, sublicense, assign, transfer, distribute or timeshare the Site and/or the Services or otherwise grant any right under this Agreement to any third party, without the prior written consent of TCS or except as may be permitted under this Agreement;
12. Use the Site and/or the Services in any manner or for any purpose that violates any applicable law or the rights of others or allow the transfer, transmission, export or re-export the Content and/or the Services in violation of any applicable export control laws or regulations;
13. Request, use or make available any data obtained using the Services outside any permissions expressly granted by Publisher Users;
14. Use or transfer any data accessed or obtained using the Services, including any data aggregated, anonymized or derived from that data for advertising or marketing purposes including (i) targeting ads, or (ii) serving ads. For purposes of clarity, this prohibition on using such data for advertising or marketing purposes does not extend to PoC Solutions when a customer enrolls to use a PoC Solution;
15. Scrape, build databases or otherwise create copies of any data accessed or obtained using the Services, except as necessary to enable an intended usage scenario permitted under this Agreement;
16. Use the Services, or any data obtained using the Services, to identify, exploit or publicly disclose any potential security vulnerabilities;
17. Falsify or alter any unique referral identifier in, or assigned to a project You create under Your Account for accessing or using the Services, or otherwise obscure or alter the source of queries coming from PoC Solution to hide a violation of this Agreement;

You agree to assist TCS in relation to any investigation and remedy of any claim, allegation, action, suit, proceeding or litigation with respect to alleged unauthorized access and use of the Site and its Services / Content.

Intellectual Property Rights

TCS is the sole and exclusive owner of the Site. TCS and its licensors will continue to own all intellectual property and intellectual property rights in or attached to the Site, including without limitation, in or to the code, architecture, functional and non-functional features, methods, designs, graphical user interfaces (i.e. GUIs including any graphic elements such as icons, pointers, menus, scroll bars, screen displays and any other notable component, outlays, ephemeral and animated features and effects, imagery and other visual effects of GUIs), look and feel, trade dress, and any derivative works thereof. TCS only authorizes non-exclusive, non-transferable, non-sublicensable, revocable, limited right to use Site and the Services only in accordance with the Terms of this Agreement.

Tata Consultancy Services, the TCS logo, TCS, TCS CUBO, other marks of TCS and domain name indicated on our Site are trademarks of TCS and its affiliates. Other trademarks are intellectual property of respective owners.

All Contents included on this Site, are the intellectual property of respective Publisher Users and are protected by national and international copyright laws or other intellectual property laws. You acknowledge and agree that all the Content, APIs and Solutions listed on the Site may be protected under the copyright and other intellectual property laws and accordingly, You shall be responsible for procuring appropriate licenses from Publisher User and complying with the applicable terms and conditions of those Publisher User for using their Content, APIs or Solutions which are not licensed for use hereunder. At no time, TCS claims any kind of ownership including any right, title or interest on the Your Content except for the rights and licenses granted to TCS hereunder. TCS retains all right, title and interest in the Content published by it as a Publisher User and grants rights and licenses in accordance with these Terms.

All rights, title and interests, including without limitation, intellectual property rights, in and to PoC Solutions conceived, created, developed or reduced into practice by a Developer User and Evaluation Data shall always remain with such Developer User and except as stated herein Publisher User shall not have any rights in such PoC Solution or Evaluation Data and shall not use such Evaluation Data for any purpose except for the purpose of fulfilling its obligations under this Agreement. For removal of doubt, this shall not in any way affect Publisher User’s right, title and interest in or to Content, APIs or Solutions published or made available by a Publisher User. Each Developer User acknowledges and agrees that other Users of the Site and Services may also independently conceive, create, develop or reduce into practice same or similar PoC Solutions and nothing herein restricts Publisher User’s or other Developer Users’ independent use of such Content, APIs or Solutions or to independently create same or similar PoC Solutions without breach of any confidential obligations hereunder.

Your Content may include Your logo/ mark/ device/ brand/ heading/ label/ ticket/ name/ signature/ word/ letter/ numeral/etc. (“Marks”) which may be protected under the trademark and copyright laws and TCS claims no ownership over such Marks. You hereby grant to TCS worldwide, perpetual, irrevocable, non-exclusive, royalty-free, sub-licensable and transferable license to use, reproduce, distribute and display the Marks in the Site, our publicly-available online and printed materials identifying You and/or the legal entity You represent as a part of the Site, its Services, Evaluations and in the PoC Solutions. You also grant the rights to display Your Marks on homepage of other Publisher Users on this Site which You have connected using the Services.

Interactive Services/Features

The Site may provide certain features enabling You to give Your input, comments, ratings, feedback, queries and/or share and/or connect to TCS CUBO team or other Users of the Site, including but not limited to by way of chat rooms, chatbots, message board facilities, news/events, trivia, polls, rating, upload videos, milestones, quiz, video gallery and/or other similar features, etc. (“Interactive Services”). TCS shall have the right, but not any obligation, to monitor Your use of the Interactive Services, and moderate, edit, delete, remove, un-publish, publish, refuse to post/publish or use any of Your Content provided through such Interactive Services, such as communication, views, opinion, comments, ideas, documents, contents, submissions, articles, data (including personally identifiable data), text, images, posts, analysis, statistics, information, videos or photographs, etc. expressed/input/uploaded by You on or using the Site, without any further permissions or approval from You, and covenant that this will not violate your privacy rights. You agree that no remuneration or other consideration will be paid with respect to Your Content or participation in any activity on or through the Site and/or its Services. Further, You agree and acknowledged that as a user of the Site, You may be visible to other users of the Site with whom You may connect or who may connect with You using Interactive Services. Please be careful about what information, including personal information, You disclose in this way.

Such Interactive Services are provided on ‘AS IS’ and ‘AS AVAILABLE’ basis. TCS expressly excludes its liability for any and all loss or damage or injury arising from the use of any Interactive Service by You or any other person in contravention of these Terms, whether the service is moderated or not.

Third Party Content and Websites

Through the use of the Site, You may access any third party Content, API’s, Solutions or content services from a third party or services provided or made available by or through a third party website, the accuracy or completeness of the materials or the reliability of the website or any advice, opinion, statement, reports, analysis, statistics, Solution or other information (collectively the “TP Content”) displayed, distributed, sold, licensed through it or otherwise made available or based on the TP Content or website, is not warranted by TCS. TCS is providing the TP Content, or link to the third party websites, if any, only for informational purpose only as an additional resource for convenience and does not provide an endorsement, sponsorship or recommendation to such TP Content, products, services or third party websites. You acknowledge and agree that the access to TP Content or such websites is governed by the terms and conditions of such third party and You undertake to abide by the same. In case any TP Content causes infringement issues, violation of copyright or anything objectionable You may accordingly coordinate with the respective TP Content originator for the same.

You acknowledge that reliance on any TP Content, product or services made available through the use of the Site, suitability for any contemplated use, manner of use and whether any intellectual property rights are infringed shall be at Your own discretion, evaluation, risk and consequences. In particular, TCS does not accept any liability arising out of, or in relation to, any TP Content or website, including without limitation, any allegation relating to TP Content accessed or purchased through the third party website, or that any TP Content infringes the intellectual property rights of any person. The aggrieved person should approach the respective source/entity if they wish to avail any legal remedy under the law. TCS should not be made party to such claims/litigation filed by the aggrieved person. TCS shall not be liable and takes no responsibility for non-compliance by the third party to take remedial actions as requested by You.

Privacy

In order to render you the Services, we may collect or obtain your personal information and use of such personal information shall be governed in accordance with our privacy policy which is available at https://www.cubo.tcsapps.com/cubo/legalinformation#privacy_policy. You agree that we may use personal information that you provide or make available to us in accordance with the Privacy Policy. In the event TCS provides any Developer User’s email addresses or other contract information to a Publisher User, such Publisher User agrees to use such email addresses or other contact information solely to provide Publisher User’s APIs and Solutions to Developer User in connection with the Service or enforce its rights under this Agreement.

You acknowledge that the Site Services, use of APIs or Solutions for Evaluation or in PoC Solutions are not intended for use with or for processing personal or sensitive personal information, protected health information, credit card numbers, financial account numbers, or other similarly sensitive information, and that You assume all risk arising from use of any such information with the Site Services, APIs or Solutions or PoC Solutions, including without limitation, the risk of any inadvertent disclosure or unauthorized access thereto or export.

Export Compliance

You acknowledge and agree that Site Content and Services may be subject to local and extraterritorial export controls sanction/embargo laws, rules, regulations and policies ("Export Controls"). You shall not, directly or indirectly, export, re-export, divert or transfer allow use of the Site, Services, APIs, Solutions or PoC Solutions that You create using the Services to any sanctioned, embargoed or designated individuals, entities or destinations or for prohibited purposes in violation of any applicable Export Controls, or export or re-export any Content, software, or technical or personal data (or direct products thereof) in violation of any applicable Export Controls. You represent that You, Your affiliates, respective employees and authorized users are not a person, entity or destination restricted, prohibited, sanctioned or embargoed by Export Controls or listed on list of parties of concern or other early warning systems published by various governments and agencies ("Restricted Person") to which access or use of Site and/or Services or provision of APIs or Solutions, is prohibited by the Export Controls. You are solely responsible for obtaining all necessary licenses or authorizations relating to the re-export, transfer or access of the Site, Services, APIs, Solutions or PoC Solutions, or any portion thereof or technical data (or direct products thereof) and for ensuring compliance with the requirements of such licenses or authorizations. You shall, at Your expense, defend TCS and its affiliates from any third party claim or action made against TCS or its affiliates arising out of Your violation or alleged violation of the Export Controls and shall pay any judgments or settlements reached in connection with such claim as well as TCS and its affiliates' costs of responding to such claim.

Grievance Officer

In accordance with the Information Technology Act 2000 and rules made there under, the name and contact details of the Grievance Officer are provided below who will redress your complaints pertaining to violation of rule 3 of the Information Technology (Intermediaries Guidelines) Rules, 2011:

Name: G Suresh Kumar
Grievance Officer- TCS CUBO,
TATA Consultancy Services Limited
e-mail: cubo.support@tcs.com
Contact: +912266224507
Timings: 09:30 to 17:30

You may send Grievance Officer a notice through email with the information mentioning the disputed matter/issue in detail supported with the following documents/information:

• Document explaining the complained or disputed matter/issue or grievance in detail.
• Ownership/licensee documents, where applicable.
• Specific location, screenshot or URL of the App or Service where the complained or disputed matter/issue is located.
• Your complete mailing address with pincode/zip code, telephone number, and email address.
• Declaration stating that the disputed use is/was not authorized by the owner, its agent, or by the law, in case of violation of intellectual property rights.
• Letter stating that the claim made by You is under penalty of perjury, that the above information in your notice is accurate and have acted in lawful manner with respect to the complained matter or disputed issue; and as an owner or authorized to act on the owner’s behalf in case of violation of intellectual property rights.

Upon receiving of the notice/complaint in the format as requested above, TCS shall evaluate the details, facts and evidences to take further action if required which is appropriate in its sole discretion. You covenant to provide any further information or documents which TCS may reasonably request in order to redress your complaint. If the disputed issue/matter is other than the Terms of this Agreement, then TCS shall not be liable and takes no responsibility for any action or non-compliance to take remedial actions.

For Take-Down Notices relating to Storage of Transient or Incidental Copies of Work under Indian Copyright Act and Rules:

Under the Indian Copyright Rules, 2013 (Rule 75), TCS will accept the notice in writing under section 52(1)(c) in the format as prescribed in Rule 75 sub rule 2. On receipt of the written complaint, TCS if satisfied with the details provided in the complaint shall take measures to refrain from facilitating access for a period of 21 (twenty one) days or till TCS receives an order from the competent court refraining the access, whichever is earlier. In the event no such order is received before the expiry of twenty-one days, TCS may restore access to such content or matter.

You agree to indemnify TCS for all claims brought by a third party against TCS arising out of or in connection with the submission of the notice/complaint.

Disclaimer

THE SITE AND THE CONTENT, INFORMATION, MATERIALS OR SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE MAY INCLUDE INACCURACIES OR ERRORS. THE SITE AND THE SERVICES AND ALL INCLUDED CONTENT ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TCS SPECIFICALLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF ACCURACY, RELIABILITY, AVAILABILITY, TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, OR THAT THE SITE AND ITS SERVICES / CONTENT WILL MEET YOUR REQUIREMENT, OR WILL BE UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE, VIRUS-FREE OR ERROR-FREE, OR ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. TCS FURTHER DISCLAIM ANY AND ALL LIABILITY RELATED TO YOUR ACCESS OR USE OF THE SITE AND/OR THE SERVICES OR ANY RELATED CONTENT. YOU ACKNOWLEDGE AND AGREE THAT ANY ACCESS TO OR USE OF THE SITE AND/OR THE SERVICES OR SUCH CONTENT IS AT YOUR OWN RISK.

No Liability

IN NO EVENT, TCS, ITS AFFILIATES, AND THEIR RESPECTIVE LICENSORS, SUPPLIERS OR SERVICE PROVIDERS AND THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS AND AGENTS (“RELATED PARTIES”) SHALL BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, CONSEQUENTIAL OR ANY DAMAGES WHATSOEVER FOR ANY USE OF THE SITE AND/OR THE SERVICES, THE INFORMATION, OR ON ANY OTHER HYPERLINKED WEB SITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR ANY LOST USE, DATA OR PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THIS SITE/SERVICES, WITH THE DELAY OR INABILITY TO USE THIS SITE/SERVICES OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, PRODUCTS, SERVICES AND MATERIAL OBTAINED THROUGH THIS SITE, OR OTHERWISE ARISING OUT OF THE USE OF THIS SITE/SERVICES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF TCS OR ITS RELATED PARTIES IS/ARE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TCS shall not be liable for any failure or delay in the performance of its obligations under this Agreement for any failure or delay caused by any reason beyond its reasonable control, such as fire, flood, earthquake, epidemic, pandemic, elements of nature or acts of God, acts of state, strikes, acts of war, terrorism, riots, civil disorders, rebellions or revolutions; quarantines, embargoes and other similar governmental action (a "Force Majeure Event").

Indemnification

Notwithstanding anything contrary to elsewhere in this Agreement, You agree to indemnify, defend, and hold harmless TCS and its Related Parties from any and all claims, liabilities, expenses, and damages, including reasonable attorneys' fees and costs, made by any third party related to: (a) Your use of the Site, Content or your use or attempted use of the Services in violation of these Terms; (b) Your violation of any law; (c) Your breach of Your obligations or representations and warranties; and (d) Your violation of rights of any third party including without limitation any claim of infringement or misappropriation of intellectual property or other proprietary rights.

Term and Termination

Denial Of Access And Termination Of Usage Rights

In case of non-compliance with the Terms of this Agreement or any rules and regulations for access or usage of the Site, the Content or the Services, TCS shall have the right to immediately terminate the Your access or usage rights and may remove any noncompliant information.

These Terms are effective until terminated by TCS or You. TCS, in its sole discretion, has the right to terminate these Terms and/or your access to the Site, or any part thereof, immediately at any time and with or without cause (including, without any limitation, for a breach of these Terms). TCS shall not be liable to You or any third party for suspension or termination of the Site, the Services, or any part thereof. If you object to any term or condition of these Terms, or any subsequent modifications thereto, or become dissatisfied with the Site and/or the Services in any way, your only recourse is to immediately discontinue use of the Site and the Services. These Terms stand automatically terminated in case the Site or a Service stops functioning permanently or TCS decides to bring down the Site or a Service for any reason whatsoever or TCS decides to discontinue rendering Services or TCS ceases to exist under the provisions of the Companies Act or due to operation of law TCS is not allowed to render any Services under the Agreement or for any other unforeseeable and/or unavoidable circumstances. Upon termination of these Terms, you shall cease all use of the Site, the Content and the Services. Termination of this Agreement will not affect or prejudice any rights of TCS or Your obligations accruing up to and including the date of termination, under those provisions of this Agreement which, by their nature, survive termination.

Governing Law and Jurisdiction

These Terms shall be governed by and interpreted in accordance with the laws of India.

All disputes or differences whatsoever arising out of or in relation to the construction, meaning and operation or effect of these Terms or breach thereof, shall be subject matter of arbitration under the Arbitration and Conciliation Act 1996 and any subsequent amendments or re-enactments related thereto, unless settled amicably between You and TCS, be referred to arbitration and such arbitration shall be conducted in accordance with the rules of arbitration of the Bombay Chamber of Commerce and Industry ("BCCI"), which rules, as modified from time to time, are deemed to be incorporated by reference into this clause (the “Arbitration Rules”) by an arbitration panel comprising of a sole arbitrator.

The arbitration panel as referred to above shall be appointed by the BCCI. The arbitration panel shall deliver the award in the arbitration proceedings within three (3) months from reference of any dispute to arbitration. The venue of arbitration shall be Mumbai, India and the award passed by the arbitration panel shall be final and binding upon You and TCS.

Nothing herein shall prohibit TCS, its affiliates or Publisher User from seeking a temporary restraining order, preliminary injunction or other provisional relief if, in its judgment, such action is necessary to avoid irreparable damage, to preserve the status quo, or to prevent or stop the violation of these terms and conditions and/or infringement of intellectual property rights or other proprietary rights or confidential information, or from bringing and pursuing legal action to specifically enforce the provisions of this clause.

General

Changes to or Discontinuation of Services: TCS may change, discontinue, or deprecate the Services or any part or portion thereof or change or remove features or functionality of the Site and/or the Services from time to time, including by providing additional Content through the Service from time to time, or introduction or discontinuance of APIs or Solutions. TCS may amend the Site from time to time to modify, add, or remove Content, Services or terms that apply to one or more of the Services.

Modifications to the Agreement: TCS may modify this Agreement (including any policies or notices) at any time by posting a revised version on the Site. The modified Terms of Service will become effective upon posting. You may be notified through the Site about updated Terms of Service and/or policies or notices at the time of next login, however, to keep abreast of Your rights and relevant restrictions, please bookmark this Agreement or the page on which this Agreement is posted and read it periodically. By continuing to use the Site and/or the Services after the effective date of any modifications to this Agreement or policies or notices, you agree to be bound by the modified terms, policies and notices. It is your responsibility to check the Site regularly for modifications to this Agreement. The date on which this Agreement was last modified is listed at the beginning of this Agreement. If you object to the modified/updated Agreement, as your exclusive remedy, you may immediately stop using the Site and its Services.

These terms and conditions form a legally binding agreement between You and TCS and are the entire agreement between You and TCS regarding access and use of the Site, the Content and the Services and supersede any prior or contemporaneous, conflicting or additional understandings or agreements or communications (written or oral). Failure to exercise or delay in exercising any right or remedy under these Terms or law by TCS will not constitute a waiver of rights or remedy nor shall it prevent exercising that right or remedy in whole or in part in future. If any provision of this Agreement is found by a proper authority to be unenforceable or invalid, such unenforceability or invalidity shall not affect the other provisions of this Agreement and the unenforceable or invalid provision shall be construed to be amended in order to avoid such unenforceability or invalidity while preserving as closely as possible the intent of the parties. This Agreement shall not be construed as a teaming agreement, joint venture, partnership or other business relationship. You shall not sell, transfer or assign any right or obligation hereunder without the prior written consent of TCS. Any assignment in violation of this provision shall be void. This Agreement may be assigned by TCS without restriction or notification to You. TCS, its Affiliates and Publisher Users may be third party beneficiaries of this Agreement and entitled to enforce their rights under this Agreement. No other third party is intended to be beneficiary to this Agreement entitled to enforce its terms directly. Headings in this Agreement are for reference purpose only and shall not affect the validity or interpretation of the clauses.

Definitions:

API means application programming interfaces and includes specification file usually in the form of Swagger/OpenAPI specification document, including all associated tools, elements, components and executables therein, any sample code, example response definition and documentation that help enable your access to the APIs.

Content includes all data and information, including all text, sound, video, or image files, graphics, designs, logos, data compilations, links, content of any database, test data, test scripts, etc.

Evaluation means evaluation, proof-of-concept, proof-of-technology, demonstration, pilot or other testing or trial in a sandbox environment using test/dummy data for a limited period not exceeding 90 days by TCS or other Users, their affiliates or their respective customers.

Evaluation Data means any and all Content input, uploaded, stored, introduced in or processed using Publisher’s APIs or Solutions or otherwise furnished or made available to Publisher User by or on behalf of Developer User or its customers in relation to use of the Publisher User’s APIs or Solutions, and transmission, transfer, archival, conversion or use of any such Content, and any use cases, test cases, models or other information arising out of use of Publisher User’s APIs or Solutions and their derivatives or extracts.

PoC Solution means a solution created by utilizing the Content, APIs and/or Solutions made available on or through the Site, or as may be requested by TCS, either alone or as interfaced or integrated with any other systems, programs, extensions or applications by TCS or any User for Evaluation by TCS or such User, its affiliates or its/their respective customers.

Solution means computer programs and systems, whether embodied in software, firmware, interface or integration code, assembly code, microcode or otherwise, including, software compilations, software implementations of algorithms, software tool sets, compilers, assemblers, testers, and software models and methodologies (regardless of the stage of development or completion) including any and all: (a) media on which any of the foregoing is recorded; (b) forms in which any of the foregoing is embodied (whether in source code, object code, executable code or human readable form); (c) translation, ported versions and modifications of any of the foregoing and (d) technology used for any of the foregoing.

© Copyright 2024, Tata Consultancy Services Limited, All Rights Reserved.