4.1 Content. The ReWorks Services contain material, including but not limited to software, text, graphics, and images (collectively referred to as the “Content”). We may own the Content or portions of the Content may be made available to us through arrangements that we have with third-parties, including our Customers. The Content is protected by Indian and foreign intellectual property laws. Unauthorized use of the Content may result in violation of copyright, trademark, and other laws. You have no rights in or to the Content, and you will not use, copy, or display the Content except as permitted under this Agreement. No other use is permitted without our prior written consent. You must retain all copyright and other proprietary notices contained in the original Content on any copy you make of the Content. You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of any Content on any other web site or in a networked computer environment for any purpose is expressly prohibited. If you violate any part of this Agreement, your right to access and/or use the Content and ReWorks Services shall automatically terminate and you shall immediately destroy any copies of the Content you have made.

4.2 Trademarks. The trademarks, service marks, logos, and design of ReWorks (the “ReWorks Trademarks”) used and displayed on the ReWorks Services are registered and unregistered trademarks or service marks of ReWorks. Other company, product, and service names located on the ReWorks Services may be trademarks or service marks owned by third-parties (collectively with the ReWorks Trademarks, the “Trademarks”). Nothing on the ReWorks Services or in this Agreement should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the ReWorks Services without the prior written consent of ReWorks specific for each such use. The Trademarks may not be used to disparage ReWorks or the applicable third-party, ReWorks’s or a third-party’s products or services, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. Use of any Trademarks as part of a link to or from any web site is prohibited without ReWorks’s prior written consent. All goodwill generated from the use of any ReWorks Trademark shall inure to ReWorks’s benefit. Certain elements of the ReWorks Services are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including but not limited to, the use of framing or mirrors, except as otherwise expressly permitted by Section 4.1 of the Agreement. None of the Content may be retransmitted without the express written consent from ReWorks for each and every instance.

4.3 Confidentiality. We will use and protect your personal information pursuant to the Privacy Policy. You agree not to reveal or disclose any of ReWorks’s confidential information, which includes non-public information related to ReWorks’s software, documentation or information related to pricing, discounts, this Agreement, errors in the ReWorks Services and other competitive or proprietary data (i.e., business, technical or financial information) or information a reasonable person would conclude is confidential, without ReWorks’s written consent. Subject to any applicable terms and conditions set forth in this Agreement or any other agreement entered into with ReWorks, any other communication or material that you send to us through ReWorks Services, such as any questions, comments, suggestions or the like, is and will be deemed to be non-confidential and we will have no obligation of any kind with respect to such information. We will be free to use any ideas, concepts, know-how or techniques contained in such communication for any purpose whatsoever, including but not limited to, developing, manufacturing and marketing products.

4.4 Use of Submissions and Feedback. Should you submit to ReWorks any feedback, questions, comments, suggestions, or the like, in whatever form, regarding the content of the Web Sites, such information will be deemed to be non-confidential. We will have no obligation of any kind with respect to such information and will be free to reproduce, use, disclose, and distribute the information to others without limitation. We will be free to use any ideas, concepts, know-how, or techniques contained in such information for any purpose whatsoever including but not limited to developing, manufacturing, and marketing products incorporating such information. You hereby grant us a license for such use.

4.5 User Content. You are solely responsible for all information, pictures, trademarks, service marks, logos, data, text, messages, images or other materials that you submit or email to us directly or via the ReWorks Services (“User Content”). ReWorks reserves the right to investigate and take appropriate legal action against anyone who, in ReWorks’s sole discretion, violates this provision, including without limitation, removing content from the Web Site, suspending or terminating the account of such violators, and reporting you to the law enforcement authorities.

(a) Without limiting the restrictions in these Terms of Use, you agree not to transmit, distribute, post, submit, communicate or store information or other material on, to, or through the ReWorks Services or Web Sites that: (i) infringes any intellectual property or other proprietary rights of any party; (ii) is copyrighted, unless you are the copyright owner; (iii) reveals trade secrets, unless you own them; (iv) infringes or violates the privacy or publicity rights or others; (v) is obscene, defamatory, threatening, harassing, abusive, hateful, slanderous, or embarrassing to any other person or entity as determined by ReWorks in its sole discretion; (vi) is sexually explicit; (vii) constitutes advertisements or solicitations of business, surveys, contests, chain letters, or pyramid schemes; (viii) 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; (ix) poses or creates a privacy or security risk to any person; (x) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, or ethnically or otherwise objectionable; or (xi) in our sole judgment is objectionable or which restricts or inhibits any other person from using or enjoying the ReWorks Services, or which may expose ReWorks or its Users to any harm or liability of any type.

(b) Users agree and warrant to the following terms in connection with registering with use of the Web Sites and ReWorks Services and understand that ReWorks and third party users of the Web Sites and ReWorks may rely on these agreements and warranties in connection with the ReWorks Services and Web Sites: (i) except as expressly set forth in connection with the license terms established by the User, with respect to User Content submitted to ReWorks, each User represents and warrants that they own or have all necessary and unencumbered right to all rights, title and interest in and to the User Content, including all patent, copyright, trademark, service mark, mask work, moral right, trade secret or other intellectual property or proprietary rights therein; and (ii) Users are solely responsible for ensuring compliance with these Terms of Use and all User Content shall comply with the restrictions set forth herein.

4.6 License to User Content. By submitting any User Content, you hereby grant and will grant ReWorks, its affiliated companies, and its partners, suppliers, and vendors a nonexclusive, worldwide, royalty-free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use such User Content in connection with the operation of the ReWorks Services or the promotion, advertising, or marketing thereof, in any form, medium, or technology now known or later developed.

4.7 Preservation, Disclosure, and Removal of User Content. You acknowledge and agree that ReWorks may preserve User Content and may also disclose User Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce this Agreement; (c) respond to claims that any User Content violates the rights of third-parties; or (d) protect the rights, property, or personal safety of ReWorks, our Users of the ReWorks Services, and the general public. You understand that the technical processing and transmission of the ReWorks Services, including your content, may involve transmissions over various networks and changes to conform and adapt to the technical requirements of connecting networks or devices. In addition, ReWorks has the sole right to remove any User Content from the ReWorks Services that it believes in its sole discretion is in violation of this Agreement or is otherwise inappropriate in any way.

4.8 No Liability for Customer Content. Under no circumstances will ReWorks be liable in any way for any content submitted by Customers or other third-parties or at the direction of Users of the ReWorks Services, including, but not limited to, for any errors or omissions in any User Content, or for any loss or damage of any kind incurred as a result of the use of any content submitted via the ReWorks Services or emailed to ReWorks. You acknowledge that ReWorks may not pre-screen content, but that ReWorks and its designees will have, in their sole discretion, the right (but not the obligation) to refuse or remove any content that is available via the ReWorks Services. You agree that you must evaluate, and bear all risks associated with, the use of any data or content, including any reliance on the accuracy, completeness, or usefulness of such content.

4.9 During the term of this Agreement, ReWorks grants you a non-exclusive, non-transferable, non-sublicensible, revocable and limited right to access and use ReWorks Services and any documentation made available to you by ReWorks solely for purposes of your personal use of ReWorks Services in accordance with the terms of this Agreement. These ReWorks Services are limited to Users in India as applicable based on the product and services description. ReWorks Services are enabled by technology, software and certain content delivered electronically. You will not lease, loan, sublicense, distribute, or otherwise provide others access to or with any aspect of ReWorks Services except to an authorized user. Except for the limited license and use rights expressly granted to you under this Agreement, all title to and the rights in ReWorks Services, including ownership rights to patents (registrations, renewals, and pending applications), copyrights, trademarks, trade secrets, ReWorks’s or third party hardware, other technology, any derivatives of and all goodwill associated with the foregoing is the exclusive property of ReWorks and/or the applicable third party.

4.10 Copyright and the DMCA. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe material appearing on the Internet infringes their rights under Indian copyright law. If in good faith you believe material on the ReWorks Services infringe your copyright, you (or your agent) may send us a notice requesting the material be removed, or access to it blocked. The notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works are covered by a single notification, a representative list of such works); (c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow us to locate the material on our Web Sites or our services; (d) the name, address, telephone number and email address (if available) of the complaining party; (e) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (f) a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.copyright.gov for details. DMCA Notices and counter notices with respect to the Web Sites should be sent to ReWorks by email at hello@reworks.in

ReWorks, in its sole discretion, may limit or terminate access to the ReWorks Services for Users who are deemed to be repeat infringers. ReWorks may also in its sole discretion limit or prevent access to the ReWorks Services by any Users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.