Terms & Conditions

Terms and Conditions 

Last Updated: 22nd March 2022 

Effective From: 20th Dec 2021 

Introduction 

The website at https://www.skyscend.com/ and any other website owned by the Skyscend that explicitly mentions the applicability of these Terms and Conditions (“Website”) are owned and operated by Skyscend, a Georgia corporation (“We”, “Company”, “Us” or/and “Our”). The Terms and Conditions (“Terms” or/and “Agreement”) are applicable to your (“You” or/and “Your”) interactions with the Website.  

The collection, use, storage, processing, sharing, and deletion of Your personal data on the Website is governed by Our Privacy Policy (“Privacy Policy”), available at https://www.skyscend.com/privacy-policy as updated from time to time. 

By undertaking any of the following actions, You indicate that You have read and agree to this Agreement: 

  • By using or otherwise interacting with the Website or Software;  

  • By using any content available on the Website or Software;  

  • By submitting any content to the Website or Software; and/or 

By clicking a box indicating acceptance of these Terms.  

Company’s direct competitors are prohibited from accessing or using the Website and/or Service except with Company’s prior written consent. In addition, the Website may not be accessed for purposes of monitoring their availability, performance, or functionality, or for any other benchmarking or competitive purposes. 

These Terms and the Privacy Policy mentioned above may be modified from time to time. Please review these documents regularly to ensure that You are aware of the applicable terms and conditions, and our practices, at all times. If You do not agree to the modified Terms or the Privacy Policy mentioned above, You must discontinue Your use of the Website and Services. 

   Definitions  

  • “Affiliate(s)” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. “Control,” for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity. 

  • “Agreement” has the meaning assigned to it above.  

  • “Company”, “We”, “Us” or/and “Our” has the same meaning as assigned above.  

  • “Content” means data, information, graphics, text, audio, or video. 

  • “Privacy Policy” has the meaning assigned to it above. 

  • “Service” means the Website, Content, Your interactions with the Website and all actions undertaken in pursuance of Your interactions with the Website. 

  • “Terms” has the meaning assigned to it above. 

  • “Website” has the meaning assigned to it above. 

  • “You” and “Your” have the meaning assigned to them above. 

 

Eligibility  

The Website and Services are not meant for access or use by any individual below the age of 13 years, or the age of majority in Your jurisdiction. You must not access or use the Website if You are less than 13 years of age, or the age of majority in Your jurisdiction. 

 

Service Availability 

  • The Website is provided for informational purposes only. The Company does not warrant that the Website will remain accessible at all times, or that it will function as intended. Your access to the Website may occasionally be suspended or restricted to allow maintenance, introduction of new Services any time without prior notice.  

  • Use of Website and Content 

  • You agree that you will: 

  • Be solely responsible for all data, information, text, audio, video, graphics, and all other content provided or uploaded by You or on behalf of You, including but not limited to its legality, accuracy, quality, completeness, and truthfulness; 

  • Use the Website, Services, and Content, only in accordance with this Agreement, and applicable laws and government regulations; 

  • Comply with all policies, guidelines, usage limits, and other restrictions, applicable to the use of the Service;  

  • Be solely responsible for compliance with all laws, rules, regulations, etc. applicable to Your use of the Service; 

  • Not sell, resell, license, sublicense, distribute, make available, rent, or lease, any part of the Website or Content; 

  • Not download (other than page caching), modify, frame, or mirror, the Website or Content, or any part thereof; 

  • Not interfere with or disrupt the integrity or performance of any Website or Content contained therein; 

  • Not use any meta tags or any other hidden text utilizing Company’s or its Affiliates’ names or trademarks;  

  • Not use any data mining, robots, or similar data gathering or extraction tools; 

  • Not infringe any patent, trademark, copyright or other proprietary rights of the Company, its Affiliates, or any third party; 

  • Not violate any law for the time being in force; 

  • Not impersonate another person; 

  • Not upload or transmit any malicious code or software, including but not limited to software virus or any other computer code, file or program designed to interrupt, destroy or limit the functionality of any computer resource;  

  • Not probe, scan, or test the vulnerability of any Company system or network without explicit prior written authorization by the Company;  

  • Not encourage, assist or authorize any other person to copy, modify, reverse engineer, decompile or disassemble, or otherwise tamper with, the Service, whether in whole or in part, or create any derivative works from or of the Service; 

  • Not harvest or collect any information about any third party, including but not limited to, usernames or other identifiers associated with accounts, account descriptions, photos or videos associated with accounts or products or services, reviews or testimonials posted on the Website, statistical or other data, and/or any other data or information available on the Service. 

 

      Intellectual Property Rights  

  • License by Company. The Company hereby provides You a limited license to access and use the Service for the sole purpose of understanding the Company’s products and services. 

  • License by You. You hereby grant to the Company, its Affiliates, and its sublicensees, a non-exclusive, royalty-free, irrevocable, perpetual, worldwide and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display, any content or information provided by You, throughout the world in any media. You further grant the right to use the name or other identifiable information provided by You in connection with such content or information. You agree to waive Your right to be identified as the author of such content and Your right to object to derogatory treatment of such content. You agree to perform all further acts necessary to protect any of the above rights granted by You, including execution of deeds and documents at Company's request. Company may, but shall have no obligation to, use feedback provided by You to improve the Website or Service without notice and without any attribution.  

  • Reservation of Rights. Subject to the limited rights expressly granted hereunder, the Company, its Affiliates, its licensors, and its content providers, reserve all of their rights, titles and interests in and to the Website, Service, Content, logos, software, text, images, graphics, video, audio and other materials created by them, including all of their related intellectual property rights. The Company owns all right, title, and interest in and to Company's registered and unregistered, domestic and foreign, trademarks, service marks, trademark applications, service mark applications, trade names, patents, patent applications, copyrights, copyright applications, discoveries, know-how and trade secrets of and relating to the Services. No one may copy, reproduce, transmit, post, distribute or create derivative works from the Service without express, prior written authorization from the Company. No rights are granted to You hereunder other than as expressly set forth herein. Unauthorized use of the materials appearing on this site may violate copyright, trademark and other applicable laws, and could result in criminal or civil action. 

  • Term and Termination 

  • Term of Agreement. This Agreement commences on the date You first access or use the Service, and continues until it is terminated as provided below or until the Service is no longer provided by the Company. 

  • Termination by Company. Company may terminate this Agreement at any time with or without cause, and without prior notice. 

  • Effect of Termination. In case of termination of this Agreement, You shall immediately destroy all materials related to the Service in Your possession. 

  • Surviving Provisions. The sections titled “Use of Website and Content”, “Intellectual Property Rights”, “Warranty Disclaimer”, “Limitation of Liability”, “Indemnification”, “General Provisions”, and such other sections that by their nature survive the termination of this Agreement, shall survive termination of this Agreement.

 

Indemnification 

 

You shall indemnify and hold harmless in full the Company, Our Affiliates, and Our and Our Affiliates’ respective directors, officers, agents, and employees, (collectively, “Indemnified Parties”) from all claims or actions including, but not limited to, reasonable attorney’s fees, made by any third party, or any fine or penalty imposed on an Indemnified Party due to Your action or inaction. 

 

Warranty Disclaimer  

  • EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE COMPANY DOES NOT MAKE ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, AND THE COMPANY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.  CONTENT AND FREE SERVICES ARE PROVIDED “AS IS,” AND AS AVAILABLE EXCLUSIVE OF ANY WARRANTY WHATSOEVER. THE COMPANY EXPRESSLY DISCLAIMS THAT SERVICES AND/OR CONTENT WILL BE UNINTERRUPTED, TIMELY, SECURE, VIRUS-FREE, ERROR-FREE, ACCURATE, OR RELIABLE.   

 

Limitation of Liability 

  • Limitation of Liability. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE COMPANY TOGETHER WITH ALL OF ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, VENDORS, AND SUPPLIERS, ARISING OUT OF OR RELATED TO THE WEBSITE AND/OR SERVICES PROVIDED UNDER THIS AGREEMENT, EXCEED USD ONE ($1).  THE FOREGOING LIMITATION SHALL APPLY REGARDLESS OF WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY. IN NO EVENT WILL COMPANY BE LIABLE FOR PROVIDING SUBSTITUTE SERVICES.  

 

Exclusion of Consequential and Related Damages.

IN NO EVENT SHALL COMPANY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, VENDORS, OR SUPPLIERS BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL THEORY WITH RESPECT TO THE WEBSITE OR SERVICES (OR ANY CONTENT OR INFORMATION AVAILABLE THROUGH THE WEBSITE OR SERVICES): (1) FOR ANY LOST PROFITS, REVENUES, DATA, GOODWILL, OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER, BUSINESS INTERRUPTION OR PUNITIVE DAMAGES; (2) FOR AN INABILITY TO USE THE WEBSITE OR SERVICE; OR (3) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), EVEN IF COMPANY OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF THE ABOVE OR IF COMPANY'S OR ITS AFFILIATES’ REMEDY OTHERWISE FAILS IN ITS ESSENTIAL PURPOSE.  THE FOREGOING LIMITATIONS SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. 

  • Essential Basis. YOU ACKNOWLEDGE THAT COMPANY HAS SET ITS PRICES AND ENTERED INTO THIS AGREEMENT IN RELIANCE ON THE DISCLAIMERS OF WARRANTIES AND LIMITATION OF LIABILITY AND THE SAME FORM AN ESSENTIAL BASIS FOR THE BARGAIN BETWEEN THE PARTIES. 

 

Dispute Resolution 

  • Choice of Law and Choice of Forum. The Agreement shall be governed and construed in accordance with laws of United States. You acknowledge and agree that the courts in Atlanta, Georgia shall have exclusive jurisdiction over any and all disputes arising from these Terms. 

  • Arbitration. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF. For any dispute with the Company, You agree to first contact Us at kumar@skyscend.com and attempt to resolve the dispute with us informally. In the unlikely event that the Company has not been able to resolve a dispute it has with you after sixty (60) days, We each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, "Claims"), by binding arbitration. The arbitration will be conducted in Atlanta, Georgia only, unless You and Company agree otherwise. Each party will be responsible for paying any filing, administrative, and arbitrator fees in accordance with the applicable rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys' fees and reasonable costs for expert and other witnesses. You may sue in a small claims court of competent jurisdiction in Atlanta, Georgia without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing the Company from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, intellectual property rights, or other proprietary rights. 

Class Action/Jury Trial Waiver.

WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. 

 

General Provisions 

  • Entire Agreement. This Agreement represents the entire final Agreement between the parties and supersedes all prior agreements relating to the use of the Service, whether written or oral, unless otherwise expressly permitted in this Agreement. Any terms and conditions appearing on a purchase order or similar document issued by you do not apply to the Service, do not override, or form a part of this Agreement, and are void. In the event of any conflict between this Agreement and any other terms referenced herein, this Agreement shall govern. 

  • Modification. The Company may modify this Agreement in its sole discretion at any time, from time to time. You shall be responsible to review the Terms periodically. You acknowledge and agree that Your access and use of the Service shall be deemed to be Your acceptance to all modifications.  

  • Third-Party Websites. The Website or Service may contain links to external third-party websites, apps or services. Third party websites, apps, and services, are owned and operated by the respective third parties. You assume sole responsibility and risk in Your use of any external website, app or service. We do not guarantee, approve, or endorse, the information or products available on such third-party websites, apps or services.  Use of third party websites, apps or services may be subject to their terms and privacy policies. The Company shall not be liable or responsible for any loss or damage caused to You: (i) as a result of the use of a third party website, app, or service, (ii) by Your reliance on information provided by a third party website, app, or service; (iii) collection and processing of Your personal information on the third party website, app, or service. We do not operate or control, and have no responsibility for the information, products and/or services, found on any external sites. Nor do We represent or endorse the accuracy or reliability of any information, products and/or services provided on or through any external sites, including, without limitation, warranties of any kind, either express or implied, warranties of title or non-infringement or implied warranties of merchantability or fitness for a particular purpose. 

  • Force Majeure. You understand and agree that the Company shall not be liable or responsible for any loss or damage resulting from any delay or inability to perform any obligation under this Agreement as a result of any event outside its control, including but not limited to acts of God; acts of government; acts of war; acts of public enemies; acts of terror; strikes or other labor problems; natural disaster; floods; fires; earthquakes; epidemic; pandemic; civil unrest; riots; explosions; outages; general Internet brown-outs or black-outs or shortage of bandwidth; hardware failures; hacking, denial of service, or ransomware attacks; actions of the elements; or other similar causes beyond the control of Company in the performance of this Agreement (“Force Majeure Events”). Upon the occurrence a Force Majeure Event, You agree to excuse performance under this Agreement and not hold the Company liable for the delay in or failure of performance under this Agreement. Any such delay in or failure of performance shall not constitute default or give rise to any liability for damages. 

  • Assignment. You may not assign any of Your rights or obligations hereunder, whether by operation of law or otherwise, without Company's prior written consent. Company may assign this Agreement in its entirety, without Your consent, to its Affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Subject to the foregoing, this Agreement will bind and inure to the benefit of the Company’s successors and permitted assigns.  

  • Relationship between Parties. The Parties to this Agreement are independent and nothing in this Agreement shall make them partners, employees, agents, or other representatives of the other party hereto. Neither Party shall make any representation that suggests otherwise.  

  • Third Party Beneficiaries. This Agreement is between Company and You only. There are no third party beneficiaries under this Agreement. 

  • Severability. In case any part of this Agreement is rendered invalid or unenforceable, such clause or part of the Agreement shall be deemed to be severed from this Agreement, and the remaining provisions shall remain in force. 

  • Interpretation. In this Agreement, the singular includes the plural and the plural the singular; headings and subheadings in this Agreement are for convenience only and do not affect the meaning of the relative section / clause; words importing any gender include the other genders; references to statutes are to be construed as including all statutory provisions consolidating, amending or replacing the statute referred to; the word “or” shall be deemed to include “and/or”, the words “including”, “includes” and “include” shall be deemed to be followed by the words “without limitation”; references to articles, sections (or subdivisions of sections) or exhibits or schedules are to those of this Agreement; and references to agreements and other contractual instruments shall be deemed to include all subsequent amendments and other modifications to such instruments, but only to the extent such amendments and other modifications are not prohibited by the terms of this Agreement. 

  • Waiver. Any failure to act by Us on any breach by You during the use of Website shall not be construed as waiver to any right that is available under the Terms. 

  • Contact Us. For any query or information in relation to the Terms and Conditions, please contact us at Kumar@skyscend.com