Standard Terms & Conditions
The Customer’s attention is drawn to the Standard Terms & Conditions, which is a part of the participation, as set out below:-
These Standard Terms & Conditions (“T&Cs”) apply to the customer of Stimulus Research Services availing of products and services offered by the marketing unit of Stimulus Research Services. The products and/or services offered by Stimulus Research Services to the Customers shall be referred to as “Deliverables”. By ordering the Deliverables, the Customer is deemed to have agreed to these T&Cs without any qualification.
All information with respect to the Deliverables shall be held in strict confidence and shall never be reproduced, revealed or made accessible in whole or in part, in any manner whatsoever, to others unless required by law, or unless the Customer first obtains Stimulus Research Services’ written consent.
Stimulus Research Services is the sole owner and proprietor of all rights including copyrights, trademarks and all other intellectual property rights (“IP Rights”) in the Deliverables. All research, analysis, data and any other information, relating to the Deliverables, provided in any form, is also proprietary to Stimulus Research Services and is protected by Indian laws and applicable treaties and conventions governing intellectual property. The Customer shall not copy, reproduce, repackage, resell, display, publish, transmit, transfer, disseminate or otherwise redistribute the information relating to the Deliverables, in whole or in part, in any form or manner or by any means whatsoever without the express written permission of Stimulus Research Services.
The Customer acknowledges that the Deliverables is proprietary to Stimulus Research Services and comprises: (a) works of original authorship, including compiled information containing selection, arrangement and expression of such Deliverables or information relating thereto, pre-existing material that has been created, gathered or assembled by Stimulus Research Services; (b) confidential and trade secret information of Stimulus Research Services; and (c) Deliverables that has been created and developed by Stimulus Research Services at great expense of time and money, such that its misappropriation or unauthorized use by others for commercial gain would unfairly and irreparably harm the proprietary and intellectual property rights in the Deliverables of Stimulus Research Services.
Disclaimer and Liability
Stimulus Research Services does not give any warranty whatsoever, including without limitation, as to the availability, accuracy, currency, completeness, correctness, or reliability of the Deliverables made available and expressly disclaims (to the maximum, extent permitted in law) all liability for any direct or indirect damage or loss resulting from the Customer’s use of, or reliance on the Deliverables or the contents provided therein. Through these T&Cs, the Customer acknowledges that every business decision, to some degree or the other, represents the assumption of risk and that Stimulus Research Services, in furnishing the Deliverables does not and cannot underwrite or assume the Customer’s risk, in any manner whatsoever. The customer, therefore, agrees that Stimulus Research Services shall not be liable to the Customer in any manner for any direct or indirect loss or injury arising out of or caused, in whole or in part, by Stimulus Research Services’ acts or omissions in procuring, compiling, collecting, interpreting, reporting, communicating or delivering the Deliverables or its contents, or in otherwise performing its obligations under these T&Cs, whether or not any such matter amounts to a fundamental breach of these T&Cs.
Further, Stimulus Research Services shall not be liable, at any time, for special, incidental, exemplary or consequential damages (including, without limitation, damages for loss of business if advised of the possibility of such damages, arising in contract, tort or otherwise from the use of the Deliverables or its contents, or from any acts or omissions arising as a result of use of the Deliverables or for any failure of performance, error, omission, interruption, defect or delay in the activities undertaken by the Customer as a result of reliance on the Deliverables.
If notwithstanding the foregoing, liability can be lawfully imposed and enforced on Stimulus Research Services, then the Customer agrees that Stimulus Research Services’ aggregate liability for any and all losses or injuries to the Customer arising out of any acts or omissions of Stimulus Research Services in connection with the Deliverables, regardless of the cause of the loss or injury and regardless of the nature of the legal or equitable right claimed to have been violated, shall never exceed the amount paid by the Customer during the period specified overleaf for the Deliverables availed of by the Customer hereunder and the Customer covenants not to sue Stimulus Research Services for a greater amount.
Stimulus Research Services provides no advice or endorsement of any kind through the Deliverables. The availability of the Deliverables does not constitute a recommendation by Stimulus Research Services to enter into any transaction or follow any course of action. All decisions made by the Customer must be based solely on the Customer’s evaluation of the circumstances and objectives. Stimulus Research Services recommends that the Customer independently verify the current accuracy of any data made available in the Deliverables, upon which the Customer intends to rely.
The Customer agrees to hold harmless and indemnify Stimulus Research Services and its officers, agents, employees or partners, from and against any third party claim that is settled or compromised, including any liability or expense arising from all claims, losses, damages (actual), suits, judgments, litigation costs and attorneys’ fees of every kind and nature, arising from or in any way related to the Customer’s use of the Deliverables or from any breach of these T&Cs by the Customer, its employees and its agents.
The Deliverables and all content provided therein shall be for the sole and exclusive use of the Customer. The Customer is prohibited to use the Deliverables and its contents to engage in any unfair or deceptive practices. The Customer shall neither request the Deliverables for the use of others nor permit requests to be made under these T&Cs by others. Neither may the Deliverables be used by the Customer in connection with providing advice or recommendations to others, it being understood that the Deliverables is only for the Customer’s internal use.
Except as otherwise agreed or required by law, neither Stimulus Research Services nor any of its trade names, trademarks, or service marks may be used for any purpose as the identification of the Customer’s source of reference. Stimulus Research Services shall not be required to divulge either its sources of or the procedures for obtaining the information with respect to the Deliverables.
Cancellation & Refund
An order once placed by the Customer with Stimulus Research Services for the Deliverables is non-cancellable. The Customer agrees to pay Stimulus Research Services a non-refundable advance, wherever applicable, towards the cost of the Deliverables, immediately upon signing the Proposal and/or agreeing to avail of Stimulus Research Services ‘ Deliverables. The said advance paid shall not be refunded by Stimulus Research Services under any circumstances, whatsoever. On the Customer cancelling the order for the Deliverables, no request for refund of the advance and/or waiver of the balance payment of the order value shall be entertained by Stimulus Research Services and the advance paid, if any, shall be forfeited by Stimulus Research Services.
Where no advance is paid by the Customer, it shall be liable to pay to Stimulus Research Services the entire agreed order value of the Deliverables, which the Customer shall pay without any demur or protest.
Stimulus Research Services will provide the Deliverables to the Customer for the period or project specified overleaf. Provisions which by their very nature survive termination shall be deemed to survive any termination. Stimulus Research Services may terminate this arrangement at any time and without prior notice in the event of a breach of these T&Cs by the Customer and otherwise upon 30 (thirty) days’ written notice.
Upon termination, the Customer shall immediately return to Stimulus Research Services (if requested by Stimulus Research Services), all confidential and proprietary information (including copies thereof) or if Stimulus Research Services has not so requested within 30 (thirty) days’ of termination, destroy all confidential and proprietary information (including copies).
The laws of the Republic of India shall govern these T&Cs and the parties agree that the appropriate Courts at New Delhi shall have exclusive jurisdiction for resolving any disputes arising under these T&Cs.
These T&Cs and the commercial terms mutually agreed between Stimulus Research Services and the Customer contain the entire and only agreement in relation to the subject matter hereof and all prior and collateral representations, warranties, promises and conditions made by Stimulus Research Services have been merged herein. No representation, warranty, promise or condition not incorporated herein shall be binding upon either party. In the event of a force majeure event, Customer and Stimulus Research Services shall mutually formulate a strategy so as to effectively deal with the same without prejudicially affecting the terms as setout herein and the delivery schedule of the Deliverables. These T&Cs shall bind and inure to the benefit of the parties and their successors and assigns. The Customer shall not assign these T&Cs without Stimulus Research Services’ prior written consent. In the event that any court of competent jurisdiction holds any provision of these T&Cs invalid or unenforceable, it will not invalidate or render unenforceable any other provisions hereof and the same will continue to be valid. No waiver or amendment of these T&Cs shall be binding on either party, unless it is in writing and signed by the authorized officials of both the parties. By signing the Proposal and/or agreeing to avail of Stimulus Research Services’ Deliverables, the Customer becomes bound by these Standard Terms & Conditions.