Terms of Use

15 April 2015

Please read these terms of use carefully before using the services offered by TrueSemantic Labs Private Limited through www.truesemantic.com (refferred to in this agreement as “TrueSemantic”, “us”, “we”). These terms of use set forth the legally binding terms and conditions for your use of the TrueSemantic website at http://www.truesemantic.com (the “site”) its services, applications, features, widgets and content offered by TrueSemantic (reffereed to in this agreeemnt as the “Service(s)”) will come under the purview of this agreement.

By using TrueSemantic, you explicitly become a “User” who has agreed to be bound by this agreement whether you are a passing visitor or a registered member of TrueSemantic. If you do not intend to be bound by this agreement, you must immediately stop using TrueSemantic and its services. If you will be using the Services on behalf of an organization, you agree to these Terms on behalf of that organization and you represent that you have the authority to do so. In such case, “you” and “your” will refer to that organization.

When accepting this agreement, you should also be aware of and be bound by our privacy policy. TrueSemantic retains the right to modify this agreement from time to time. Those modifications will be effective from the time they are posted on TrueSemantic. It is agreed upon by the user to be bound by those modifications. Therefore, it is also agreed upon by the user to review any changes in the terms of agreement, Privacy policy on a regular basis to be aware of any changes in the terms of use. The last updated date for these terms will clearly be mentioned in the beginning of this agreement.

This Agreement shall remain in full force and effect while you use the Service. TrueSemantic may terminate your Membership at any time, without warning. Even after Membership is terminated, this Agreement will remain in effect. Any changes to the agreement will be enforced upon posting of the agreement to TrueSemantic.com.

1. User Requirements

1.1. Legal Status: If you are an individual, you may only use the Service only if you have the power to form a contract with TrueSemantic. If you are under 13 years old or do not have the power to form a contract with TrueSemantic, you may not use the Services. It is strongly recommend that parents and guardians directly supervise any use of the Services by minors. If you are not an individual, you warrant that you are validly formed and existing under the laws of your jurisdiction of formation and that you have duly authorized your agent to bind you to these Terms.

1.2. Embargoes: You may only use the Services if you are not barred under any applicable laws from doing so.

2. Account Management

2.1. Account Credentials: If you have created an account on TrueSemantic in connection with your use of the Services, you are responsible for safeguarding your password and any other credentials used to access that account. You alone, and not TrueSemantic, are responsible for any activity occurring in your account (other than activity that TrueSemantic is directly responsible for which is not performed in accordance with the Customer’s instructions given via email), whether or not you authorized that activity. Accounts may not be shared and may only be used by one individual per account. If you become aware of any unauthorized access to your account, you should notify TrueSemantic immediately.

2.2. Accuracy of your Details Submitted: TrueSemantic occasionally sends notices to the email address registered with your account. You must keep your email address and, where applicable, your contact details and payment details associated with your account current and accurate. Accounts are controlled by the entity whose email address is registered with the account.

2.3. Data Backup: You are responsible for maintaining, protecting, and making backups of your Content. To the extent permitted by applicable law, TrueSemantic will not be liable for any failure to store, or for loss or corruption of your Content. We provide you with the ability to export, share and publish your survey data in a variety of formats. This allows you to create your own backups or conduct offline data analysis.

2.4. Account status: TrueSemantic may terminate your account and delete any content contained in it if there is no account activity (such as a log in event or payment) for over 12 months. However, we will attempt to warn you by email before terminating your account to provide you with an opportunity to log in to your account so that it remains active. TrueSemantic will not be held liable for non delivery of such an email to the inbox of your registered email address on TrueSemantic.

2.5 Affiliation: We assume the right to showcase you as our customer when you sign up on TrueSemantic. If you do not want us to showcase you as our customer, please send us an email (support@truesemantic.com),

3. Your Content

3.1. Ownership: You retain ownership of all of your intellectual property rights in your Content. TrueSemantic does not claim ownership over any of your Content. These Terms do not grant us any ownership to your Content except for the limited rights needed for us to provide the Services, and as otherwise described in these Terms.

3.2. Limited License: You grant TrueSemantic a worldwide, royalty free license to use, reproduce, distribute, modify, adapt, create derivative works, make publicly available, and otherwise exploit your Content, but only for the limited purposes of providing the Services to you and as otherwise permitted by TrueSemantic’s privacy policies. This license for such limited purposes continues even after you stop using our Services, though you may have the ability to delete your Content in relation to certain Services such that TrueSemantic no longer has access to it. This license also extends to any trusted third parties we work with to the extent necessary to provide the Services to you. If you provide TrueSemantic with feedback about the Services, we may use your feedback without any obligation to you.

3.3. Copyright Claims (DMCA Notices): TrueSemantic Inc. responds to notices of alleged copyright infringement in accordance with the U.S. Digital Millennium Copyright Act (DMCA). If you believe that your work has been exploited in a way that constitutes copyright infringement, you may notify us at support@truesemantic.com.

3.4. Other IP Claims: We respect the intellectual property rights of others, and we expect our users to do the same. If you believe a TrueSemantic user is infringing upon your intellectual property rights, you may notify us at support@truesemantic.com.

3.5. You are solely responsible for all Content, and may be held legally liable for your survey(s) or for the manner in which your Content is distributed to third parties. TrueSemantic does not have any obligation to monitor your Content.

4. User Content

4.1. User Content: The Services display content provided by others that is not owned by TrueSemantic. Such content is the sole responsibility of the entity that makes it available. Correspondingly, you are responsible for your own Content and you must ensure that you have all the rights and permissions needed to use that Content in connection with the Services. TrueSemantic is not responsible for any actions you take with respect to your Content, including sharing it publicly. Please do not use content from the Services unless you have first obtained the permission of its owner, or are otherwise authorized by law to do so.

4.2. Third Party Resources: TrueSemantic may publish links in its Services to internet websites maintained by third parties. TrueSemantic does not represent that it has reviewed such third party websites and is not responsible for them or any content appearing on them. Trademarks displayed in conjunction with the Services are the property of their respective owners.

4.3. Content Review: You acknowledge that, in order to ensure compliance with legal obligations, TrueSemantic may be required to review certain content submitted to the Services to determine whether it is illegal or whether it violates these Terms. We may also modify, prevent access to, delete, or refuse to display content that we believe violates the law or these Terms. However, TrueSemantic otherwise has no obligation to monitor or review any content submitted to the Services.

5. Trademarks

5.1. Neither these Terms nor your use of the Services grants you ownership in the Services or the content you access through the Services (other than your Content). You need an explicit permission from TrueSemantic if you wish to use our brand to showcase any association with TrueSemantic.

6. Fees and Payments

6.1. Fees for Services: You agree to pay to TrueSemantic any fees for each Service you purchase or use (including any overage fees), in accordance with the pricing and payment terms presented to you for that Service. Where applicable, you will be billed using the billing method you select through your account management page or during the sign up process. Fees paid by you are non-refundable, except as provided in these Terms or when required by law.

6.2. Subscriptions: Some of our Services are billed on a subscription basis (we call these “Subscriptions”). This means that you will be billed in advance on a recurring, periodic basis (each period is called a “billing cycle”). Billing cycles are typically monthly or annual, depending on what subscription plan you select when purchasing a Subscription. Your Subscription will automatically renew at the end of each billing cycle unless you cancel auto-renewal through your online account management page, or by notifying us at support@truesemantic.com. You may cancel auto-renewal for your Subscription at any time, in which case your Subscription will continue until the end of that billing cycle before terminating. You may cancel auto-renewal on your Subscription immediately after the Subscription starts if you do not want it to renew for the next billing cycle onwards.

6.3. Price Changes: TrueSemantic may change the fees charged for the Services at any time, provided that, for Services billed on a subscription basis, the change will become effective only at the end of the then-current billing cycle of your Subscription. TrueSemantic will provide you with reasonable prior written notice of any change in fees to give you an opportunity to cancel your Subscription before the change becomes effective.

6.4. Overage Fees: Unless otherwise stated, any overage fees incurred by you will be billed in arrears on a monthly basis. Overage fees which remain unpaid for 30 days after being billed are considered overdue. Failure to pay overage fees when due may result in the applicable Service being limited, suspended, or terminated (subject to applicable legal requirements), which may result in a loss of your data associated with that Service.

6.5. Taxes: Unless otherwise stated, you are responsible for any taxes or duties associated with the sale of the Services, including any related penalties or interest (collectively, “Taxes”) (other than TrueSemantic’s income tax) . You will pay TrueSemantic for the Services without any reduction for Taxes. If TrueSemantic is obliged by law to collect or pay Taxes, the Taxes will be invoiced to you. If you are required by law to withhold any Taxes from your payments to TrueSemantic, you must provide TrueSemantic with an official tax receipt or other appropriate documentation to support such payments.

7. Suspension and Termination of Services

7.1. By You: If you terminate a Subscription in the middle of a billing cycle, you will not receive a refund for any period of time you did not use in that billing cycle unless you are terminating the Agreement for our breach and have so notified us in writing, or unless a refund is required by law.

7.2. By TrueSemantic: TrueSemantic may limit, suspend, or stop providing the Services to you if you fail to comply with these Terms (such as a failure to pay fees when due), or if you use the Services in a way that causes legal liability to us or disrupts others’ use of the Services. TrueSemantic may also suspend providing the Services to you if we are investigating suspected misconduct by you. If we suspend or terminate the Services you receive, we will endeavor to give you advance notice and an opportunity to export a copy of your Content from that Service. However, there may be time sensitive situations where TrueSemantic may decide that we need to take immediate action without notice. TrueSemantic has no obligation to retain your Content upon termination of the applicable Service. If TrueSemantic stops providing the Services to you because you repeatedly or egregiously breach these Terms, TrueSemantic may take measures to prevent the further use of the Services by you, including blocking your IP address.

8. Acceptable Uses

8.1. Legal Compliance: You must use the Services in compliance with, and only as permitted by, applicable law.

8.2. Your Responsibilities: You are responsible for your conduct, Content, and Communications with others while using the Services. You must comply with the following requirements when using the Services:

(a) You may not misuse our Services by interfering with their normal operation, or attempting to access them using a method other than through the interfaces and instructions that we provide.

(b) You may not circumvent or attempt to circumvent any limitations that TrueSemantic imposes on your account (such as by opening up a new account to conduct a survey that we have closed for violation of terms).

(c) Unless authorized by TrueSemantic in writing, you may not probe, scan, or test the vulnerability of any TrueSemantic system or network.

(d) Unless permitted by applicable law, you may not deny others access to, or reverse engineer, the Services, or attempt to do so.

(e) You may not transmit any viruses, malware, or other types of malicious software, or links to such software, through the Services.

You may not engage in abusive or excessive usage of the Services, which is usage significantly in excess of average usage patterns that adversely affects the speed, responsiveness, stability, availability, or functionality of the Services for other users. TrueSemantic will endeavor to notify you of any abusive or excessive usage to provide you with an opportunity to reduce such usage to a level acceptable to TrueSemantic.

(g) You may not use the Services to infringe the intellectual property rights of others, or to commit an unlawful activity.

(h) Unless authorized by TrueSemantic in writing, you may not resell or lease the Services.

(i) If your use of the Services requires you to comply with industry or country specific regulations applicable to such use, you will be solely responsible for such compliance, unless TrueSemantic has agreed with you otherwise. You may not use the Services in a way that would subject TrueSemantic to those industry or country specific regulations without obtaining TrueSemantic’s prior written agreement. For example, you may not use the Services to collect, protect, or otherwise handle “protected health information” (as defined in 45 C.F.R. §160.103 under United States federal regulations) without entering into a separate business associate agreement with TrueSemantic that permits you to do so.

(j) You may not collect private and sensitive financial information from others using TrueSemantic. Such information includes but not limited to credit card details, account passwords etc.

9. Privacy & Confidentiality

9.1. Privacy: Privacy on TrueSemantic is governed by our Privacy Policy, which is incorporated into this Agreement by this reference. Click here to view our Privacy Policy.

9.2. Confidentiality: TrueSemantic will treat your Content as confidential information and only use and disclose it in accordance with these Terms (including our privacy policies). However, your Content is not regarded as confidential information if such Content: (a) is or becomes public (other than through breach of these Terms by TrueSemantic); (b) was lawfully known to TrueSemantic before receiving it from you; (c) is received by TrueSemantic from a third party without knowledge of breach of any obligation owed to you; or (d) was independently developed by TrueSemantic without reference to your Content.

10. Changes and Updates

10.1: Changes to Services: TrueSemantic constantly changes and improves the Services. TrueSemantic may add, alter, or remove functionality from a Service at any time without prior notice. TrueSemantic may also limit, suspend, or discontinue a Service at its discretion. If TrueSemantic discontinues a Service, we will give you reasonable advance notice to provide you with an opportunity to export a copy of your Content from that Service. TrueSemantic may remove content from the Services at any time in our sole discretion, although we will endeavor to notify you before we do that if it materially impacts you and if practicable under the circumstances.

11. Disclaimers, Limitations of Liability & Indemnity

11.1. Disclaimers: a) We try to keep our online Services up, but they may be unavailable from time to time for various reasons. b) Any external links on the Service posted by users, staff or advertisers are not endorsed or checked by TrueSemantic. We request the users to use their discretion while clicking on those links. d) No offers made by users or advertisers are endorsed by TrueSemantic. TrueSemantic takes no responsibility for such offers. TrueSemantic does not assume any responsibility for any damages caused to the user because of any error in services, omission of information, unauthorized actions, failure of infrastructure, natural calamities etc. c) EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED “AS IS” AND TrueSemantic DOES NOT MAKE WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OR ANY REGARDING AVAILABILITY, RELIABILITY, OR ACCURACY OF THE SERVICES.


11.3. Indemnity: You will indemnify and hold harmless TrueSemantic and its affiliates, officers, agents, and employees from all liabilities, damages, and costs (including settlement costs and reasonable attorneys’ fees) arising out of a third party claim regarding or in connection with your use of the Services or a breach of these Terms, to the extent that such liabilities, damages and costs were caused by you.

12. Security

We have implemented commercially reasonable technical and organizational measures designed to implement your privacy settings and secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

13. Governing Law & Jurisdiction

13.1. Governing Law & Jurisdiction: If there is any dispute about or involving TrueSemantic, you agree that the dispute shall be governed by the Civil court of Hyderabad, Telangana, India without regard to conflict of law provisions. Either TrueSemantic or you may demand that any dispute between TrueSemantic and you about or involving TrueSemantic must be settled by arbitration utilizing, provided that the foregoing shall not prevent TrueSemantic from seeking injunctive relief in a court of competent jurisdiction.

14. Other Terms

14.1. Assignment: You may not assign these Terms without TrueSemantic’s prior written consent, which may be withheld in TrueSemantic’s sole discretion. TrueSemantic may assign these Terms at any time without notice to you.

14.2. English version controls: Non-English translations of Terms of use or privacy policy and other aspects of our site are provided for convenience. In the event of any ambiguity or conflict between translations, the English version is authoritative.

14.3. No Waiver: A party’s failure or delay to enforce a provision under these Terms is not a waiver of its right to do so later.

14.4. Entire Agreement: These Terms (including the Additional Terms) constitute the entire agreement between you and TrueSemantic, and they supersede any other prior or contemporaneous agreements, terms and conditions, written or oral concerning its subject matter. Any terms and conditions appearing on a purchase order or similar document issued by you do not apply to the Services, do not override or form a part of these Terms, and are void.

14.5. Independent Contractors: The relationship between you and TrueSemantic is that of independent contractors, and not legal partners, employees, or agents of each other.

14.6. Interpretation: The use of the terms “includes”, “including”, “such as”, and similar terms, will be deemed not to limit what else might be included.

14.7. Severability: If any provision of these Terms is determined to be unenforceable by a court of competent jurisdiction, that provision will be severed and the remainder of terms will remain in full effect.

14.8. Third Party Beneficiaries: There are no third party beneficiaries to these Terms.

This Agreement is accepted upon your use of the Service and is further affirmed by you when you sign up for the service. This Agreement constitutes the entire agreement between you and TrueSemantic regarding the use of the Service. The section titles used in this Agreement are for convenience only and have no legal or contractual effect. TrueSemantic is a trademark of TrueSemantic Labs Private Limited.


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