Terms of Service

Effective Date: April 7, 2019

Welcome to HelpNRI.org ("HelpNRI" or "we" or "us" or "our site" or “the site”) website, operated by Ayan International. In exchange for access to HelpNRI, users ("you") must agree to enter into a contract (these "Terms of Service") with us. If you are using the Service on behalf of an organization or entity (“Organization”), then you are agreeing to these Terms on behalf of the Organization. In that case, “you” and “your” may refer to the Organization.

Please read these terms carefully before using our service. This document is a legal contract, and by using our site, you agree to its terms and certify that you are over the age of 13. If you do not agree to these Terms of Service, you are not authorized to access our site, and you must discontinue use it immediately.

General

We reserve the right to change these Terms of Service at any time in our sole discretion. You should check the site from time to time to review the then-current Terms of Service. Your continued use of the site constitutes your acceptance of any changes to the Terms of Service.

User Conduct

You are required to comply with all applicable laws and regulations, including local, state, national, foreign, or international statutes, regulations, rules, orders, treaties, or other laws, in connection with your access to and use of the site and such further limitations as may be set forth in any notice from us. As a condition of your access and use of our site, you warrant that you will not use the site for any purpose that is unlawful or prohibited by the Terms of Service.

If we believe that you have violated any law or these Terms of Service, we may restrict, suspend, or terminate your access to the site without notice to you.

Without limiting the foregoing, you agree not to:

• delete or revise any material or other information of any other user;
• register for more than one user account;
• register for a user account on behalf of an individual other than yourself, or impersonate any other person or entity when registering for an account or otherwise using the site;
• harvest or otherwise collect information about others, including e-mail addresses, without their consent;
• solicit site's users to join outside websites or online websites or organizations;
• engage in any other conduct that restricts or inhibits any other person from using or enjoying the site, or which, in our judgment, exposes us or any of our users or affiliates to any liability or detriment of any type.

You further agree that you will only access the site through the interfaces we provide and that you will not violate or attempt to violate the security of the site , including, without limitation:

• taking any action that could have the effect of damaging the site or its security, or interfere with other users' use of the site, including by imposing an unreasonable or disproportionately large load on the site's infrastructure;
• using any device, software or routine to interfere or attempt to interfere with the proper working of the site or any activity being conducted on the site other than through the search engine and search agents available from us on the site and other generally available third-party providers;
• using or attempting to use any engine, software, tool, agent or other device or mechanism (including, without limitation, browsers, spiders, robots, avatar's or intelligent agents) to navigate, search, or collect data from the site other than the search engine and search agents available from us on the site and other than generally available third-party web browsers (e.g., Chrome, Firefox, Edge, Microsoft Internet Explorer);
• attempting to decipher, decompile, disassemble or reverse-engineer any of the software available through, comprising or in any way making up a part of the site;
• accessing data not intended for you or logging into a server or account that you are not authorized to access;
• attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization;
• attempting to interfere with service to any user, host, or network.

You further agree that, if you choose to access the site, you do so on your own initiative and are responsible for compliance with applicable laws. You agree that you will not transfer, or authorize the transfer, of any data or services to a prohibited person or country in violation of any applicable laws or regulations.

Violations of system or network security may result in civil or criminal liability. In accordance with these Terms of Service, we will investigate and work with law enforcement authorities to prosecute users who are involved in such violations.

Registration, Account Security, and Eligibility

Access to many portions of the site ("Restricted Areas") is restricted to registered users to whom we issue usernames and passwords. You are not authorized to access any Restricted Areas unless you have received a password from us. In particular, you may not use another person's password to access the site , but you may access Restricted Areas using a password issued to your employer if your employer is a Client Company and has authorized you to use its password (subject to any licensing restrictions that may have been agreed to by your employer in its Agreement with HelpNRI).

You are responsible for maintaining the confidentiality of your password, and you agree not to share your password with anyone or allow anyone to use your account. You also agree to take full responsibility for any activity that occurs through the use of your account. If you become aware that any other person has accessed your account or has obtained your password, you agree to notify us immediately. Even if you notify us, you will be responsible for any damage caused by the breach of security, both before and after the notification.

The site contain business-related content that is neither intended nor appropriate for children. Accordingly, you may only register for or use the site if you are over the age of eighteen.

Accuracy, Privacy, and Use of Personal Information

Whenever we ask you to identify yourself, or for other personal information, you agree to provide truthful, accurate, current, and complete information, and to keep this information current and accurate throughout the time you remain a user of the site . You also represent and warrant that you have obtained all necessary consents, approvals and authorizations to provide the personal information to us, and that you are not violating any laws, rules or regulations or the rights of any individual or entity, by providing such personal information.

The Ayan International Privacy Policy explains our handling of the personal information we maintain about you. By using the site, you indicate that you understand and agree to the information collection, use, and disclosure practices described in our Privacy Policy and any additional notices governing our online services, so you should review them before using the site. If you have questions about our privacy practices, please contact us.

You also agree to respect the privacy of other users. If you obtain contact information for any other user through the site , you agree to use that contact information only for legitimate business communications and that you will not use information obtained from the site to send, cause to be sent, or assist in the transmission of, unsolicited commercial messages (known as "spam") to any other users through any medium. You also agree not to provide contact information for other users obtained through the site to any third party.

Interactive Services and User Content

Certain portions of the site include interactive services, which permit users to submit content for publication on the site or to communicate with each other. If your account is used to submit, post, or add content to the site or to contact another user (collectively, "User Submissions"), you agree to accept sole responsibility for those User Submissions, including the information, statements, facts, and material contained in any form or medium (e.g., text, audio, video, and photographic) therein.

When you provide any User Submission to us, you grant us, our affiliates, and our partners, a worldwide, irrevocable, royalty-free, nonexclusive, sub-licensable license to use, reproduce, create derivative works of, distribute, publicly perform, publicly display, transfer, transmit, distribute, and publish such User Submission, and subsequent versions thereof. You agree you will not attempt to enforce any so-called "moral rights" in your User Submission against us, our affiliates, and/or our partners. This license will apply to the distribution and the storage of your User Submission in any form, medium, or technology now known or later developed.

The site provides a forum for business networking and interaction, and we require all users to behave with professionalism, respect, and in compliance with all applicable laws. By using the site, you agree that none of your User Submissions will:

• infringe on the intellectual property, trade secret, privacy, publicity, or other rights of others;
• contain false statements or misrepresentations that could damage Ayan International or any third party;
• include obscene, libelous, defamatory, threatening, harassing, abusive, hateful, sexually explicit, sexually oriented, profane, or embarrassing material, as determined by us in our sole discretion;
• be illegal (including under laws or other regulations governing export control) or otherwise objectionable;
• contain the private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers, and credit card numbers;
• encourage or facilitate insider trading or anticompetitive behavior;
• include commercial advertisements or solicitations; or
• purport to or actually provide legal or professional advice.

Because portions of the site are available to the public, we cannot guarantee that any User Submissions, even those that you do not intentionally publish, will remain confidential, nor do we guarantee that User Submissions published in a Restricted Area will be available only to Authorized Users.

Although you are solely responsible for the content you provide and we do not have a policy of reviewing or monitoring all User Submissions, we reserve the right to pre-screen and/or monitor User Submissions. If we become aware of User Submissions that violate these Terms of Service or that we believe to be otherwise objectionable, we may reject or delete them, or take other action, without notice to you and in our sole discretion.

If you believe that any User Submissions appear to violate these Terms of Service, or if you believe any other user is engaged in illegal, harassing, or objectionable behavior, please contact us.

You acknowledge, consent and agree that Ayan International may access, preserve and disclose your account information and content if required to do so by law or in a good faith belief that such access, preservation, or disclosure is reasonably necessary to

• comply with legal process;
• enforce these Terms of Service;
• respond to claims that any content violates the rights of third parties;
• respond to your requests for customer service; or
• protect the rights, property, or personal safety of Ayan International, its users and the public.

Submission of Ideas

Certain web page may include a Web Portal through which users may submit ideas to us for new products and services (each, an "Idea"). By submitting an Idea to Ayan International through the Web Portal now or in the future, you agree to the following until such time as Ayan International otherwise agrees in writing:

• You are submitting your Idea to Ayan International on a voluntary, non-confidential and gratuitous basis;
• You grant Ayan International and its designees a perpetual, irrevocable, non-exclusive, fully-paid up and royalty-free license to use any Idea you submit to Ayan International without restrictions or payment or other consideration of any kind, or permission or notification to you or any third party. The license includes, without limitation, the irrevocable right to reproduce, prepare derivative works, combine with other works, alter, translate, distribute copies, display, perform, license the Idea, and all rights therein, in the name of Ayan International or its designees throughout the universe in perpetuity in any and all media now or hereafter known;
• Ayan International may already be working on the same or a similar Idea, that it may have received a similar or identical Idea from other sources;
• To the best of your knowledge, the Idea represents your own original work, you have all necessary rights to disclose the Idea to Ayan International, and neither your disclosure of the Idea nor Ayan International 's review and/or use of the Idea will infringe upon the rights of any other individual or entity;
• Disclosing your Idea to Ayan International does not establish a confidential relationship or obligate Ayan International to treat the Idea as confidential;
• Ayan International has no obligation to develop or use your Idea and does not owe you or anyone else any compensation for any use of your Idea or any Ideas that are related to or derived from your Idea;
• Ayan International assumes no obligation with respect to any Idea unless and until it enters into a written contract with you, and then only as expressed in such written contract;
• If your Idea is the subject of a patent that is pending or has been issued, you have or will disclose that fact to Ayan International. Ayan International acknowledges that to the extent you hold a patent in the Idea, no license under any patent is granted herein to Ayan International;
• Any license to use a patented Idea shall be in the form of a written contract, and Ayan International's obligations shall be limited to only those in such written contract;
• Ayan International is not obligated to review your Idea, give reasons for rejecting your Idea, or disclose any activities that are related to the subject matter of your Idea;
• You will not construe Ayan International's review of your Idea, or any discussion, negotiations or offer between yourself and Ayan International relating to the possible purchase or license of your Idea, as recognition of the novelty, originality, priority, other rights, or value of your Idea, and Ayan International's discussions or negotiations with you will not in any way impair Ayan International's right to contest the validity or infringement of your rights;
• You hereby irrevocably release and forever discharge Ayan International from any and all actions, causes of actions, claims, damages, liabilities and demands, whether absolute or contingent and of any nature whatsoever, which you now have or hereafter can, shall or may have against Ayan International or its respecting successors and assigns with respect to the Idea, including without limitation in respect of how Ayan International directly or indirectly uses the Idea, with the sole exception in respect of the foregoing release and discharge being your right to bring a claim of patent infringement; and
• You agree that you are responsible for the content of the Idea and further agree (at Ayan International's option and at your sole expense) to defend, indemnify, and hold Ayan International harmless from any and all actions, claims, and liabilities, demands, whether absolute or contingent and of any nature whatsoever, damages, losses, costs, fees, fines or expenses, including reasonable attorneys' fees, which Ayan International may incur as a result of, use of, or are related to your Idea and anything contained therein in accordance with these Terms of Service.

Copyright

The entire contents of the site is subject to copyright protection under the laws of the India and other countries. You acknowledge that misappropriation, misuse, or redistribution of content on the site could cause irreparable harm to Ayan International or to third parties. With respect to the Restricted Areas, permission is granted to display, copy, distribute, and download the materials on the site for internal business use only, provided you do not modify the materials (except with respect to tools provided on a Site that expressly allow for users to download such tools and customize them for their own purposes) and that you retain all copyright and other proprietary notices contained in the materials. You may not, however, copy, reproduce, distribute, publish, enter into a database, display, perform, modify, create derivative works of, transmit, sell or offer for resale, or in any way exploit any part of the site without our express written permission. You also may not "mirror" any material contained on this Site on any other server without prior written permission from Ayan International.

Notice of Copyright Infringement

If you believe in good faith that your copyrighted work has been reproduced on or linked from the site without authorization in a way that constitutes copyright infringement, please provide our designated copyright agent with the following information:

• identification of the copyrighted work claimed to have been infringed;
• identification of the allegedly infringing material on the site that is requested to be removed;
• your name, address, and day time telephone number, and an e-mail address if available, so that we may contact you if necessary;
• a statement that you have a good-faith belief that the use of the copyrighted work is not authorized by the copyright owner, its agent, or the law;
• a statement that the information in the notification is accurate, and under penalty of perjury, that the signatory is authorized to act on behalf of the owner of an exclusive copyright right that is allegedly infringed; and
• an electronic or physical signature of the copyright owner or someone authorized on the owner's behalf to assert infringement of copyright and to submit the statement.

Our copyright agent for notice of claims of infringement on the site is:
Ayan International
Attention: Legal Department; Copyright,
Netaji Nagar, Madhupatna, Cuttack, Odisha, India, PIN - 753010

Trademarks

All rights in the product names, company names, trade names, logos, service marks, product packaging, and trade dress, whether or not appearing in large print or with the trademark symbol (collectively, the "Trademarks") displayed on the site belong exclusively to Ayan International or their respective owners and are prohibited from imitation, dilution, or confusing or misleading uses under national and international trademark and copyright laws. The use or misuse of the Trademarks or any materials, except as permitted herein, is expressly prohibited, and nothing stated or implied on the site confers on you any license or right under the Trademarks or any patent of Ayan International or any third party.

Limitations on Access to Content

In order to protect the content included on the site, including within certain Restricted Areas, we may place limits on specific users' access to our content. For example, in order to prevent unauthorized distribution, we may place a limit on the number of files a user can download from the site. If you attempt to download more than the preset number of files, we may lock your account, preventing you from downloading any further content. We will notify you if your account is locked, and we will give you the opportunity to request that your account be unlocked by sending an email to support@helpnri.org or by another method that we may establish.

In addition, in order to prevent unauthorized distribution, we may place technological restrictions on your use of content downloaded from the site, including technology known as "digital rights management." This technology may prevent you from transferring content between computers or redistributing it, and you agree that any technological restrictions we impose will govern your use of that content. However, your use of content distributed on the site is subject to the restrictions on redistribution or reuse described above even if we choose not to impose technological restrictions to prevent your violation of these Terms of Service.

If you wish to make a use of our content that is not permitted by these Terms of Service or by any technological restrictions we impose, you may contact us to describe your proposed use and ask for permission to use the content in the proposed manner, but you may not attempt to reverse-engineer or avoid any technological restrictions that we impose. If we grant permission to use our content in a manner that is inconsistent with these Terms of Service or with any technological restriction we impose, we must do so in writing.

No Professional Advice

Any information supplied by any employee or agent of Ayan International, whether by telephone, e-mail, letter, facsimile, or other form of communication, is intended solely as general guidance on the use of the site or other services provided by Ayan International, and does not constitute legal, tax, medical, accounting, or other professional advice. In addition, the content provided on the site, including User Submissions, is intended as general educational information, not specific professional advice. You agree that you must evaluate, and bear all risks associated with, the use or disclosure of any content, including User Submissions. You further acknowledge and agree that you will not rely on any content available on or through the site. Individual situations and state laws vary, and users are encouraged to obtain appropriate advice from qualified professionals in the applicable jurisdictions.

Dealings with Advertisers and Other Uses

Your correspondence or business dealings with, or participation in promotions of, advertisers or other users found on or through the site, including payment for and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third party. You agree that we shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers or third parties on the site.

Links

We may, as a convenience to users, provide links to third-party content and other websites on the site. We do not endorse, sponsor, or accept any responsibility for such material. We are not responsible for the content or privacy practices of any linked websites.

Disclaimer of Warranties

Our products and services, including the site, any User Submissions, and links from the site to any third-party websites, are provided AS IS, and we make NO REPRESENTATION OR WARRANTY OF ANY KIND with respect to them.

WE DISCLAIM, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY AND ALL (a) WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; (b) WARRANTIES AGAINST INFRINGEMENT OF ANY THIRD-PARTY INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS; (c) WARRANTIES RELATING TO THE TRANSMISSION OR DELIVERY OF THE SITES; (d) WARRANTIES RELATING TO THE ACCURACY, RELIABILITY, CORRECTNESS, OR COMPLETENESS OF DATA MADE AVAILABLE ON THE SITES OR OTHERWISE BY Ayan International; AND (e) WARRANTIES OTHERWISE RELATING TO PERFORMANCE, NONPERFORMANCE, OR OTHER ACTS OR OMISSIONS BY Ayan International OR ANY THIRD PARTY. FURTHER, THERE IS NO WARRANTY THAT THE SITES WILL MEET YOUR NEEDS OR REQUIREMENTS OR THE NEEDS OR REQUIREMENTS OF ANY OTHER PERSON.

WE MAKE NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, (a) THAT THE INFORMATION PROVIDED THROUGH THE SITES WILL BE FREE FROM ERROR, OMISSION, INTERRUPTION, DEFECT, OR DELAY IN OPERATION, OR FROM TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS; (b) THAT THE SITES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (c) THAT DEFECTS OR ERRORS IN THE SITES WILL BE CORRECTED; OR (d) THAT THE CONTENT ON THE SITES WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY INFORMATION ON THE SITES IS SUBJECT TO CHANGE WITHOUT NOTICE, AND WE DISCLAIM ALL RESPONSIBILITY FOR THESE CHANGES.

Limitation of Liability

YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE OF ACTION ARISING UNDER THESE TERMS OF SERVICE IS YOUR RIGHT TO TERMINATE YOUR USE OF THE SITES. YOU AGREE THAT WE WILL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES, INCLUDING LOST PROFITS OR COSTS OR ATTORNEY'S FEES, ARISING OUT OF OR RELATING TO YOUR USE OF THE SITES, INCLUDING BUT NOT LIMITED TO BREACH OF CONTRACT, BREACH OF WARRANTY, DEFAMATION, NEGLIGENCE, OR STRICT LIABILITY. Because some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, our liability in such jurisdictions shall be limited to the extent permitted by law, but the provisions of this section shall in any case be interpreted to limit our liability to the greatest extent permitted by law.

IN THE EVENT THAT YOU HAVE A DISPUTE WITH ANOTHER USER RELATED TO, ARISING FROM, OR IN ANY WAY CONNECTED WITH YOUR USE OF THE SITES, YOU RELEASE Ayan International FROM ANY CLAIMS, DEMANDS, AND DAMAGES OF EVERY KIND AND NATURE ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH A DISPUTE, AND AGREE TO HOLD Ayan International HARMLESS IN CONNECTION WITH ANY SUCH DISPUTE.

Indemnification

YOU AGREE TO INDEMNIFY Ayan International, AND OUR OFFICERS, DIRECTORS, OWNERS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS, AFFILIATES, PARTNERS, AND LICENSORS (THE " Ayan International PARTIES") AGAINST, AND HOLD THE Ayan International PARTIES HARMLESS FROM, CLAIMS, LIABILITY, LOSSES, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES) INCURRED AS A RESULT OF OR IN CONNECTION WITH YOUR USE OF THE SITES.

Modifications to the site

We reserve the right, at any time, to modify or discontinue, temporarily or permanently, any Site (or any part thereof), including the Restricted Areas, with or without notice. You agree that we shall not be liable to you or any third party for any modification, suspension, or discontinuance of a Site.

Termination

We reserve the right, in our sole discretion, to terminate, suspend, or limit your access to the site, or any portion thereof, at any time without notice to you. If we do so, the provisions of these Terms of Service will survive such termination, except that you will not be permitted to use the site to the extent that we terminate, suspend, or limit your access. You may also discontinue your own access to the site by contacting us in writing to request that your account be terminated.

Governing Law and Integration

You agree that any dispute between you and Ayan International shall be governed and construed in accordance with the laws of Odisha, India, without giving effect to any principles of conflicts of law. You agree to accept service of process by mail, and hereby waive any and all jurisdictional and venue defenses otherwise available.

Unless otherwise specified herein, these Terms of Service constitute the entire agreement between you and Ayan International with respect to your use of the site , superseding any prior or contemporaneous communications and proposals in any form between you and Ayan International (except with respect to Authorized Users whose authorization to use the site is subject to an Agreement).

If any part of these Terms of Service is determined to be invalid or unenforceable, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of the Terms of Service shall remain in effect.

No Waiver

You agree that our failure to enforce any provisions of these Terms of Service or respond to a breach by you or other parties does not in any way waive our right to enforce subsequently any terms or conditions of the Terms of Service or to act with respect to similar breaches.

No Third Party Beneficiaries

You agree that, except as otherwise expressly provided in these Terms of Service, there shall be no third-party beneficiaries to these Terms of Service.

Relationship of the Parties; Electronic Contracting

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Ayan International as a result of these Terms of Service or your access to and use of the site . You further agree that a printed version of these Terms of Service and of any notice given in electronic form shall be admissible in judicial or administrative proceedings to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Questions

Please contact us if you have any questions or comments about these Terms of Service.

Last Revised: April 7, 2019