TERMS OF SERVICES

  1. Your Acceptance

    This End User License Agreement constitutes a valid and binding agreement between Codebrace Private LTD ("we", "us", "our", "Codebrace") and You ("You", "Your", "Your Product"), as a user, for the use of the Codebrace Site, Editor or Service (Including the embed service). By creating an account with Codebrace you hereby agree and acknowledge that this Agreement covers all Your use of Codebrace editor. Furthermore, by continuing to use the Codebrace Website, Platform, and Services You agree to be bound by the terms of this Agreement and any new versions hereof. You also agree to adhere to these Terms when using the Codebrace embed service in Your Products ("Your website", "Your app"). These terms and conditions ("Terms") govern your access to the information contained on the Codebrace website (the "Website", "Site", "Editor"), use of the Codebrace embed (API(s)), sample software code, and other related materials provided or made available by Codebrace that enable you to test, try, embed and share codes owned and controlled by you.

    Jurisdiction's Restrictions: If You are residing in a jurisdiction which restricts the use of internet-based applications according to age, or which restricts the ability to enter into agreements such as this agreement according to age and You are under such a jurisdiction and under such age limit, You may not enter into this Agreement and implement and use the Codebrace editor. Furthermore, if You are residing in a jurisdiction where it is forbidden by law to offer or use of Codebrace editor or embedding Codebrace editor, You may not enter into this Agreement and You may not install or use the Codebrace Service. By entering into this Agreement You explicitly state that You have verified in Your own jurisdiction if Your use of the Codebrace Editor is allowed.

  2. LICENSE AND RESTRICTIONS

    1. License: Subject to your compliance with these Terms and conditions, Codebrace hereby grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to use and/or embed on Your Product, solely in accordance with the terms and conditions of these Terms.
    2. You shall not sell, license, transfer, reproduce, duplicate, copy, sublicense, rent, lease, assign, modify, exploit or distribute codebrace. You shall not charge consumers (whether directly or indirectly) for the use of the Service.
    3. If you use the Embeddable service on Your Product, You shall not remove, alter, tamper with or in any way change the Service, including:
      1. The Codebrace logo and hyperlink which includes the text 'Powered by Codebrace ("Codebrace logo")' (the "Codebrace Link"); and
      2. The hyperlinks to Codebrace's privacy policy, terms and conditions and 'contact us' page (the "Consumer Links"), all of which are embedded in the Service.
    4. You shall not remove, modify, alter, disable, replace, or obstruct any copyright or trademark notices or restrictions. You shall not reverse-engineer, deconstruct, decompile, or otherwise attempt to derive the source code of the Editor. You shall not undertake, cause, permit or authorize the modification, creation of derivative works, translation, disassembling or hacking of the Codebrace Software or any part thereof. This license covers all updates, revisions, substitutions, and any copies of Codebrace Software made by or for you, which are all considered part of the Codebrace Service.
    5. Codebrace reserves the right to modify, change, alter or update this Agreement or Terms at any time and from time to time by providing such revised Agreement to You or by publishing the revised Agreement on the Codebrace Website. The revised Agreement shall become effective within thirty (30) days of such publishing or provision to You. Codebrace reserves the right to make changes to this Agreement from time to time, and will make such changes available in the form of new agreements posted on the Codebrace website. Your continued use of the Service or use of the Service on Your Product after the posting of the revised Terms means that you have accepted the new Terms. If you do not agree to the revisions, you must cease to use the Service and remove the Service from Your Product.
    6. Codebrace reserves the right to change, modify, improve, add additional features or functions, provide programming fixes, update and upgrade the Editor or Service at any time and/or impose additional restrictions or limitations on the Service and/or change, modify or update the fees charged for all or a portion of the Service. You agree that you may have to enter into a renewed version of this Agreement, in the event you want to download, install or use a new version of the Editor or Service.
    7. Furthermore, You acknowledge and agree that Codebrace, in its sole discretion, may discontinue or suspend Your ability to use the service without any notice to You, for the repair, improvement, and/or upgrade of the underlying technology or for any other justifiable reason, including but not limited to, circumstances where You, at Codebrace's discretion, are in breach of this Agreement, creating problems, possible legal liabilities, acting inconsistently with the letter or spirit of our policies, or engaging in fraudulent, immoral or illegal activities, or for other similar reasons. Codebrace will not accept any liability in relation to the direct or indirect damages caused by (1) the release and/or the absence of release of new versions of the Codebrace Software and (2) by the suspension or termination of the license or this Agreement by Codebrace and/or by You.

  3. PROHIBITED WEBSITES AND CONTENT

    YOU AGREE THAT YOU WILL NOT INCORPORATE OR USE THE SERVICE in connection with Your Product if Your Product or any of the content, services or advertising available on Your Product (or if your use of the Service otherwise) falls within any description below:

    1. Uses the Platform in, or to develop, a product or service that competes with products or services offered by CODEBRACE;
    2. 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.
    3. Contains adult entertainment, pornography, erotic content, sexually explicit content, obscene, indecent, prostitution, or any other content not appropriate for general audiences;
    4. Offers or promotes gambling, games of chance involving the payment of any consideration, or illegal sweepstakes or contests;
    5. Promotes, encourages or facilitates any illegal activity, violates the law or violates the rights of any third party (including, without limitation, intellectual property rights, rights of privacy, unauthorized disclosure of personal information or rights of personality);
    6. Constitutes, promotes or is used for the purpose of dealing in: spyware, adware, or other malicious programs or code; counterfeit goods; items subject to embargo; unsolicited mass distribution of email; multi-level marketing proposals; hate materials; racist, violent, offensive, threatening, harassing, or otherwise objectionable to the Company or individual or group or other users of the Site or Service; hacking/surveillance/interception/descrambling equipment; harmful, libelous, defamatory, abusive, harassing or otherwise offensive content; body parts or bodily fluids; is false, inaccurate, misleading, harmful; stolen products or items used for theft; fireworks, explosives, or hazardous materials; or weapons.

    You must comply with all laws and regulations when using the Service and must not use the Service for illegal or illegitimate purposes. You must not use the Service in any manner whatsoever that may prejudice or damage CODEBRACE's business.

  4. USE TERMS:

    You agree to not use the Service to:

    1. upload, post, email, transmit or otherwise make available any Content that is illegal, unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, libelous, offensive, invasive of another's privacy, hateful, promotes bigotry, or racially, ethnically or otherwise objectionable;
    2. harm minors in any way;
    3. Promote, encourage or facilitate any illegal activity, unauthorized activity, violates the law or violates the rights of any third party;
    4. impersonate any person or entity, including, but not limited to, a bepress official, forum leader, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity;
    5. hacking or modifying the Services to falsely imply an association with the codebrace service;
    6. upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available 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);
    7. upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright i.e. any intellectual property rights or another's rights or other proprietary rights ("Rights") of any party;
    8. upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
    9. upload, post, email, transmit or otherwise make available 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;
    10. intentionally or unintentionally violate any applicable local, state, other securities exchange, national or international law, including, but not limited to, any regulations having the force of law;
    11. Upload, post, email, transmit or otherwise otherwise make available any private or confidential information via the Service, including, without limitation, your or any other person's credit card information, social security or alternate national identity numbers, non-public phone numbers or non-public email addresses.
    12. Forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Web Site or Materials or service;
    13. use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology, or other processes to "crawl", or any similar or equivalent manual process, to access, acquire, copy or monitor any forbidden and restricted portion of the Site or any Content (as defined below), or in any way reproduce or circumvent the navigational structure or presentation of the Site or any Content, to obtain or attempt to obtain any contents, materials, documents or information through any means not purposely made available through the Site. Codebrace reserves the right to bar any such activity.
    14. provide your password to any other person or use, upload, post, email, transmit, provide, collect or otherwise make available any other person's user name and password.
    15. 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;
    16. You may not use the Web Site or Materials in any manner that could damage, disable, overburden, or impair Codebrace server, or network(s) connections, disobey any requirements, procedures, policies or regulations of networks connected to the Web Site or Materials or interfere with any other party's use and enjoyment of the Web Sites or Materials;
    17. You may not attempt to gain unauthorized access to any Web Site/Material, other accounts, computer systems or networks connected to the Service, through hacking, password mining or any other means or obtain or attempt to obtain any materials or information through any means not intentionally made available through the Web Sites or Materials; and/or
    18. Provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated as a foreign organization;
    19. Use the Web Sites, Materials, Services or activities to "stalk" in a manner that negatively affects, otherwise harass or harm another; and/or
    20. Acquire, collect, store, modify or disclose personal data about other users in connection with the prohibited conduct and activities.
    You must comply with all laws and regulations when using the Service and must not use the Service for illegal or illegitimate purposes. You must not use the Service in any manner whatsoever that may prejudice or damage Codebrace's business.

  5. TERM:

    1. You may terminate the Service at any time, for any or no reason, by deleting or removing the Account, and/or disabling Your Product's access and use of the Service.
    2. We reserve the right to limit, suspend, or terminate this license and Your use of the service, prohibit access to Codebrace Website and delete Your User Account, with immediate effect, if we think that You are in breach of this Agreement, creating problems, possible legal liabilities, acting inconsistently with the letter or spirit of our policies, infringing someone else's intellectual property rights, engaging in fraudulent, immoral, criminal or illegal activities, or for other similar reasons. Codebrace shall effect such termination by sending notice to the email address You have provided, and/or by preventing Your access to the respective User Account. We reserve the right to terminate if there is an unusual spike or increase in your use of the Services for which there is reason to believe such traffic or use is fraudulent or negatively impacting the operating capability of the Service, Your Product is harmful to or inconsistent with Codebrace's reputation and goodwill;
    3. Upon termination of this Agreement, You
      1. Acknowledge and agree that all licenses and rights to use the Codebrace service shall terminate, and
      2. Will cease any and all use of the Codebrace service.

    Codebrace will not be liable in respect to any damage caused by the termination of this Agreement. You remain liable for all fees, charges and any other obligations you have incurred through or before the date of termination with respect to the Services.

  6. YOUR RIGHTS:

    By submitting, posting or displaying Content on the Codebrace Site or through the Services, you grant us (Codebrace) and other users a perpetual , worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed). The contents you build on the Codebrace editor shall be automatically licenced in the terms of MIT licence. Your Contents saved as private on Codebrace Editors, that has never been public anywhere else in are un-licensed by default, so that you may retain ownership of all rights and may apply your own licence.

    You agree that this license includes the right for Codebrace and other users to make your Content submitted to or through the Services available to other companies, organizations, individuals or others for the syndication, broadcast, distribution, promotion or publication of such Content on other media and services, subject to our terms and conditions for such Content use. Such additional uses by Codebrace, or other companies, organizations or individuals or others, may be made with no compensation paid to you with respect to the Content that you submit, post, transmit or otherwise make available through the Services.

    We may modify or adapt your Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media. You agree that this license shall permit Codebrace to take these actions.

    You confirm, represent and warrant to Codebrace that you have all the rights, power and authority necessary to grant the above license.

    You are responsible for your use of the Services, for any content you provide, and for any consequences thereof, including the use of your Content by other users and our third party partners. You understand that your Content may be syndicated, broadcast, distributed, published or republished and if you do not have the right to submit Content for such use, it may subject you to liability. Codebrace will not be responsible or liable for any use of your Content in accordance with these Terms. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content that you submit.

  7. PRIVACY:

    Codebrace takes your privacy very seriously. Your privacy is very important to us. Click here to review the Codebrace Privacy Policy.

  8. REPRESENTATIONS AND WARRANTIES:

    You represent and warrant that you are authorized to enter into this Agreement and comply with its terms. Furthermore, you represent and warrant that you will at any and all times meet with your obligations hereunder, as well as any and all laws, regulations and policies that may apply to the use of the Codebrace.

    DISCLAIMER OF WARRANTIES:

    NO WARRANTIES:

    THE CODEBRACE SERVICE IS PROVIDED "AS IS", WITH NO WARRANTIES WHATSOEVER; CODEBRACE DOES NOT, EITHER EXPRESSED, IMPLIED OR STATUTORY, MAKE ANY WARRANTIES, CLAIMS OR REPRESENTATIONS WITH RESPECT TO THE CODEBRACE SERVICE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, MERCHANTABILITY, OR FITNESS FOR USE OR A PARTICULAR PURPOSE. CODEBRACE FURTHER DOES NOT REPRESENT OR WARRANT THAT THE CODEBRACE SOFTWARE WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, RELIABLE, COMPLETE, ERROR-FREE, AND FREE OF BUGS OR WILL OPERATE WITHOUT PACKET LOSS, NOR DOES CODEBRACE WARRANT ANY CONNECTION TO OR TRANSMISSION FROM THE INTERNET, OR ANY QUALITY MADE THROUGH THE CODEBRACE SOFTWARE. YOUR USE OF THE SERVICE ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM THEIR USE, INCLUDING, BUT NOT LIMITED TO, ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OR CORRUPTION OF DATA.

    LIMITATION OF LIABILITY:

    IN NO EVENT SHALL CODEBRACE OR THE CODEBRACE STAFF BE LIABLE, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER FORM OF LIABILITY, FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF DATA, INTERRUPTION, COMPUTER FAILURE, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OTHER INTANGIBLE LOSSES OR PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THE CODEBRACE SERVICE, EVEN IF CODEBRACE, ITS AFFILIATES OR THE CODEBRACE STAFF HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM:

    1. THE USE OR THE INABILITY TO USE THE CODEBRACE SITE, EDITOR OR SERVICES;
    2. OR MISUSE OF AND RELIANCE ON THE WEBSITE OR SERVICE;
    3. THE COST OF PROCURING SUBSTITUTE GOODS AND SERVICES;
    4. ANY CLAIMS FOR COPYRIGHT OR ANY INTELLECTUAL PROPERTY RIGHT INFRINGEMENT, DEFAMATION, INVASION OF PRIVACY OR RIGHT OF PUBLICITY ARISING OUT OF OR IN CONNECTION WITH ANY UNAUTHORIZED USE OF THE SERVICE;
    5. UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR
    6. ANY OTHER MATTER RELATING TO THE SERVICE.
    REMEDY: YOUR ONLY RIGHT OR REMEDY WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE CODEBRACE IS TO CEASE USE OF CODEBRACE SERVICE.

    Jurisdiction's Limitations. Jurisdiction's Limitations. As some jurisdictions do not allow some of the exclusions or limitations as set forth above, some of these exclusions or limitations may not apply to You. In such event the liability will be limited as far as legally possible under the applicable legislation.

    When users interact with the site, editor or service, Codebrace may receive and store certain personally non-identifiable information as well as aggregated user information and statistics, such as number of unique users, number of sessions. Codebrace uses the foregoing information to provide, improve and enhance its products and services and for other lawful business purposes.

  9. FORCE MAJEURE:

    Codebrace shall have no liability under these Terms if it is prevented from, or delayed in, performing its obligations or from carrying on its business by acts, events, omissions or accidents beyond its reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of Codebrace or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors.

  10. GENERAL PROVISIONS:

    1. New versions of the Agreement: CODEBRACE reserves the right to modify this Agreement at any time by providing such revised Agreement to You or by publishing the revised Agreement on the CODEBRACE Website. The revised Agreement shall become effective within thirty (30) days of such publishing or provision to You, unless You expressly accept the revised Agreement earlier. The express acceptance by You, or Your continued use of the Codebrace service after expiry of the notice period of thirty (30) days, shall constitute Your acceptance to be bound by the terms and conditions of the revised Agreement. CODEBRACE reserves the right to make changes to this Agreement from time to time, and will make such changes available in the form of new agreements posted on the CODEBRACE website.
    2. Entire Agreement: The terms and conditions of this Agreement constitute the entire agreement between You and Codebrace with respect to the subject matter hereof and will supersede and replace all prior understandings and agreements, in whatever form, regarding the subject matter.
    3. Partial Invalidity: Should any term or provision hereof be deemed invalid, void or unenforceable either in its entirety or in a particular application, the remainder of this Agreement shall nonetheless remain in full force and effect.
    4. No waiver: The failure of Codebrace at any time or times to require performance of any provisions hereof shall in no manner affect its right at a later time to enforce the same unless the same is explicitly waived in writing and signed by Codebrace.
    5. No Assignment by You: You are not allowed to assign this Agreement or any rights hereunder.
    6. Assignment by Codebrace: Codebrace is allowed at its sole discretion to assign this Agreement or any rights hereunder to any affiliate, without giving prior notice.
    7. Applicable Law: This Agreement shall be governed by and construed in accordance with the laws of India without giving effect to any conflict of law provisions, whether contained in Indian law, or the laws of your current state or country of residence.
    8. Competent Court: Any legal proceedings arising out of or relating to this Agreement will be subject to the jurisdiction of the courts in India.
    9. Language: The original English version of this Agreement may have been translated into other languages. In the event of inconsistency or discrepancy between the English version and any other language version of this Agreement, the English language version shall prevail.

YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND THE RIGHTS, OBLIGATIONS, TERMS AND CONDITIONS SET FORTH HEREIN. BY CREATING AN ACCOUNT OR CONTINUING TO USE THE CODEBRACE SERVICES, YOU EXPRESSLY CONSENT TO BE BOUND BY ITS TERMS AND CONDITIONS AND GRANT TO CODEBRACE THE RIGHTS SET FORTH HEREIN.

Effective: October 17, 2018