Spectra – Terms of Service

These terms of use (“Terms”) govern your access to and use of the software product as described here (“Software”) owned by Larsen & Toubro Infotech Limited (“Company”) and will be deemed as an agreement between you and the Company in respect of your use of the Software during the Trial Period. By accessing and using the Software, you agree to these Terms. Your access to and use of the Software is conditioned on your acceptance of and compliance with these Terms. Therefore, please read these Terms carefully. These Terms along with the Documentation constitute a binding agreement and an electronic record under the Information Technology Act, 2000 and the rules thereunder and the amended provisions pertaining to electronic records under various Indian statutes.

PRIVACY POLICY
We are dedicated to protecting the privacy of those who visit our website and register for the platform. Click here to check how we collect your Personal Data on our Website, how we protect such data, and the rights you have concerning the use of such data. Please read this Fosfor Privacy Policy carefully.

ELIGIBILITY
You represent that you are competent to enter into a binding contract and are not otherwise barred from use of the Company’s products and services. You shall use the Software only in compliance with these Terms and all applicable local, state, national, and international laws, rules, and regulations.

TRIAL LICENSE
The Company hereby grants to you for a period of 14 days from the date hereof (“Trial Period”) and in the territory of the world, a limited, non-exclusive, non-transferable, and non-sub licensable, license to access and use the Software, in accordance with the technical and functional documentation for the Software, including, but not limited to, configuration workbooks or release notes, terms of service and policies, privacy policy, as provided by the Company (collectively, “Documentation”), solely for your internal business operations. During the Trial Period, the Company shall make available to you, the Software, and its services in relation thereto, at no cost and on a free trial basis.

The Company shall also provide to you such maintenance and support services in relation to the Software as are customarily provided by the Company during a free trial offering of the Software.

You acknowledge that certain third-party components may be incorporated in or with the Software which are subject to various “open source” or “free software” licenses and the Software may contain links to external websites. Your access and use of open source software and external websites, if any, shall be subject to the terms and conditions for such open-source software and external websites.

The Company may change or modify the Software, or any features, specifications, capabilities, functions, licensing terms, release dates, general availability, or other characteristics thereof and may also include patches and updates in the Software at its own discretion. In addition, the Company may stop (permanently or temporarily) providing access to the Software (or any features within the Software) to you or to users generally and may not be able to provide you with prior notice. The Company also retains the right to create limits on use, storage and features at its sole discretion at any time without prior notice to you.

While using the Software and the Company’s services, you shall not copy, translate, disassemble, decompile, reverse-engineer or otherwise modify any parts of or create derivative works from the Software, the Documentation or any other materials provided to you by the Company. You shall use the Software and the Company’s services in accordance with applicable laws.

LICENSEE DATA
The Company does not collect or use any data, content, materials provided or input by you into the Software (“Your Data”). You shall remain the sole owner of Your Data and nothing contained herein shall transfer rights therein to the Company. To the extent that Your Data contains information or data owned or controlled by third parties or any personal information of third parties, you represent that you shall make necessary disclosures to owners of such information or data and seek appropriate rights from third parties. You shall maintain and handle all Your Data in compliance with all applicable laws and commercially reasonable security standards for use of the Software.

INTELLECTUAL PROPERTY
You acknowledge that the Company owns all right, title and interest in the Software and the Documentation, including any and all copyrights, trademark, patent, and other intellectual property rights in the Software and Documentation, and any materials produced and provided by the Company including any content, materials, data or information that is generated by you from using the Software and any application programming interfaces, improvements, design contributions or derivative works thereto. No rights, title or interest is being granted to you in the Software, Documentation, or any parts thereof.

TERM AND TERMINATION
These Terms shall remain valid until the end of the Trial Period or earlier termination of the trial license provided hereunder by the Company.

The Company may suspend or terminate the license granted hereunder at any time with or without assigning any reasons by a giving a written notice of termination to you, effective on the date of such notice.

No later than 7 days from the end of the Trial Period or earlier termination of license granted hereunder, you shall retrieve all Your Data from the Software; and shall return to the Company all information in Your possession in respect to the Software, including any Documentation and other materials provided by the Company to you or, at Company’s sole discretion, destroy all such information and certify in writing to the Company regarding such destruction.

OR

You shall be solely responsible to maintain possession and control of Your Data at all times including sufficient copies thereof. The Company shall not be responsible for Your Data at any time during the Trial Period or thereafter. Prior to expiry of the Trial Period or earlier termination of the license granted hereunder, you will ensure that all Your Data is in your possession and control; and the Company shall not be responsible to retrieve or return any of Your Data. You shall return to the Company all information in Your possession in respect to the Software, including any Documentation and other materials provided by the Company to you or, at Company’s sole discretion, destroy all such information and certify in writing to the Company regarding such destruction.

In the event you continue use and access of the Software after the Trial Period without entering into a valid commercial license agreement, you shall compensate the Company for all losses, damages, costs or expenses suffered by the Company as a result of such unauthorized use of the Software.

DISCLAIMER
THE COMPANY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES IN RELATION TO THE SOFTWARE INCLUDING THE WARRANTY OF NON-INFRINGEMENT AND THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY DOES NOT REPRESENT OR WARRANT THAT OPERATIONS OF THE SOFTWARE OR THE NETWORK AND THIRD-PARTY SERVICES TO WHICH THE SOFTWARE ARE CONNECTED WILL BE ERROR FREE OR UNINTERRUPTED OR THAT PROGRAMMING ERRORS IN THE SOFTWARE CAN BE FOUND IN ORDER TO BE CORRECTED. EXCEPT FOR THE WARRANTY THAT THE COMPANY HAS THE NECESSARY RIGHTS TO PROVIDE THE OPEN SOURCE AND THIRD-PARTY SOFTWARE TO YOU PURSUANT TO THESE TERMS, THE COMPANY DISCLAIMS ALL WARRANTIES WITH RESPECT TO OPEN SOURCE AND THIRD-PARTY SOFTWARE AND MATERIAL. ALL OPEN SOURCE AND THIRD-PARTY SOFTWARE AND MATERIAL ARE PROVIDED ON AN “AS IS” BASIS.
INDEMNITY AND LIMITATION OF LIABILITY

You fully indemnify the Company and its affiliates against all losses, damages, and claims (including third party claims), suffered by the Company arising out of or related to (i) any use of the Software by you in violation of these Terms or Documentation or any applicable law or in infringement of the rights of a third party; or (ii) the collection and storage of Your Data, in breach of these Terms or violation of applicable laws.

Notwithstanding anything herein to the contrary, under no circumstances and regardless of the nature of any claim, shall the Company or its affiliates or licensors be liable to you or any other person or entity, for any special, incidental, consequential, or indirect damages, loss of goodwill, loss of revenues or business profits, loss of data, work stoppage or for exemplary or punitive damages, arising out of, or relating to these Terms.

CONFIDENTIALITY
You shall not use or reproduce any Confidential Information in any form and shall keep all Confidential Information strictly confidential. You shall take such steps to protect the Confidential Information as you take to protect your own similar proprietary and confidential information, which shall not be less than a reasonable standard of care; and shall not disclose any Confidential Information of the other to any person other than individuals whose access is necessary to enable it to exercise its rights and/or perform its obligations hereunder and who are under obligations of confidentiality substantially similar to those set forth herein. For the purpose of this Clause “Confidential Information” shall mean information which (i) the Company protects against unrestricted disclosure to others (ii) the Company or its representatives designate as confidential at the time of disclosure; or (iii) should reasonably be understood to be confidential given the nature of the information and the circumstances surrounding its disclosure; including, without limitation, information about or concerning any third party that is disclosed to you.

FORCE MAJEURE
The Company shall not be in default of performance of its obligations under the terms of these Terms or for indemnification provided for hereunder, if such performance is prevented or delayed due to any force majeure event or for any cause beyond the reasonable control of the Company, including war, hostilities, revolution, riots, civil commotion, strikes, lockouts, epidemic, pandemic, lockdowns, fire, explosion, act of God, any act of Government, espionage, network failure or failure of electronic transmission, default or failure of/ by any third party or any other cause beyond the control of the concerned Party.

GOVERNING LAW AND JURISDICTION
These Terms shall be governed by, and construed in accordance with, the laws of India and the Parties submit to the exclusive jurisdiction of courts in Mumbai.

MISCELLANEOUS
No term or provision hereof will be deemed waived, and no variation of terms or provisions hereof shall be deemed consented to, unless such waiver or consent be in writing and signed by the party against whom such waiver or consent is sought to be enforced. Further, waiver by any party of any default or breach of these Terms at any one instance shall not be deemed or construed to be a continuing waiver of the default or breach of such term for a subsequent breach thereof. Any amendments to these terms shall be in writing and signed by the parties. All provisions hereof which by their very nature are intended to survive the expiry of the Trial Period will survive such expiry. The relationship between parties is on a principal-to-principal basis, and nothing in these Terms will be construed as creating a partnership, agency, or employment relationship. You shall not be entitled to assign these Terms or the license herein to any person; however, the Company may license, sub-license, transfer and/or assign the whole or any part of these Terms and its rights and obligations to any person. These Terms along with the Documentation constitutes the entire agreement and understanding between the parties in respect of the subject matter hereof and supersedes all other oral or written proposals, correspondence, or agreements.