2.2 To the Service Level Agreements. We may change, discontinue or add Service Level Agreements from time to time.

(a) the technical operation of Your Content, including ensuring that calls you make to any Service are compatible with then-current APIs for that Service;

(b) compliance of Your Content with the Acceptable Use Policy, the other Policies, and the law;

(c) any claims relating to Your Content; and

(d) properly handling and processing notices sent to you (or any of your affiliates) by any person claiming that Your Content violate such person’s rights, including notices pursuant to the Digital Millennium Copyright Act.

4.2 Other Security and Backup. You are responsible for properly configuring and using the Services and taking your own steps to maintain appropriate security, protection and backup of Your Content. Log-in credentials and private keys generated by the Services are for your internal use only and you may not sell, transfer or sublicense them to any other entity or person, except that you may disclose your private key to your agents and subcontractors performing work on your behalf.

4.3 End User Violations. You will be deemed to have taken any action that you permit, assist or facilitate any person or entity to take related to this Agreement, Your Content or use of the Services. You are responsible for End Users’ use of Your Content and the Services and the use of the Service Offering by End Users on your domain. You will ensure that all End Users comply with your obligations under this Agreement and that the terms of your agreement with each End User are consistent with this Agreement. If you become aware of any violation of your obligations under this Agreement by an End User, you will immediately terminate such End User’s access to Your Content and the Services.

4.4 End User Support. You are responsible for providing customer service (if any) to End Users. We do not provide any support or services to End Users unless we have a separate agreement with you or an End User obligating us to provide support or services.

(a) your or an End User’s use of or registration for the Services (i) poses a security risk to the Services or any third party, (ii) may adversely impact the Services or the systems or Content of any other DronaHQ customer, (iii) may jeopardize our relationship with any third party providers, such a distribution on an app store, (iv) may subject us, our affiliates, or any third party to liability, or (v) may be fraudulent;

(b) you are, or any End User is, in breach of this Agreement, including if you are delinquent on your payment obligations for more than 15 days; or

(c) you have ceased to operate in the ordinary course, made an assignment for the benefit of creditors or similar disposition of your assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution or similar proceeding.

6.2 Effect of Suspension. If we suspend your right to access or use any portion or all of the Services:

(a) you remain responsible for all fees and charges you have incurred through the date of suspension; and

(b) you remain responsible for any applicable fees and charges for any Services to which you continue to have access, as well as applicable data storage fees and charges, and fees and charges for in-process tasks completed after the date of suspension.

Our right to suspend your or any End User’s right to access or use the Services is in addition to our right to terminate this Agreement pursuant to Section 7.2.

7.2. Term of Services Subscriptions. Services subscriptions commence on the start date specified in the applicable Order Form and continue for the subscription term specified therein. Subscriptions to the Services will renew as described in the applicable Order Form.

7.3. Termination for Cause.

(i) By Us. We may also terminate this Agreement upon 72 hours written notice to you (A) for cause, if any act or omission by you or any End User results in a suspension described in Section 5 .1 remains unresolved for the period of 24 hours, (B) if our relationship with a third party partner who provides software or other technology we use to provide the Services expires, terminates or requires us to change the way we provide the software or other technology as part of the Services as provided in 5.3 (C) if we believe providing the Services could create a substantial economic or technical burden or material security risk for us, (D) in order to comply with the law or requests of governmental entities, (E) if we determine use of the Services by you or any of your End Users or our provision of any of the Services to you or any End Users has become impractical or unfeasible for any legal or regulatory reason.

(ii) By You. The Customer may terminate this Agreement upon a 72(seventy-two) hours written notice to DronaHQ, (A) for any material breaches to the terms of this Agreement and the same remaining uncured within the notice period, (B) DronaHQ have ceased to operate in the ordinary course, made an assignment for the benefit of creditors or similar disposition of DronaHQ assets, or have become the subject of any bankruptcy, reorganization, liquidation, dissolution or similar proceeding, (C) in order to comply with the law or requests of governmental entities, (D) if DronaHQ is the subject of legal and judicial proceedings that the Customer has determined that the Agreement would be unfeasible if continued, or (E) if there are material changes to the Services offered that make the Services unfeasible to the Customer and their requirements (F) if Drona HQ’s relationship with a third party partner who provides software or other technology we use to provide the Services expires, terminates or requires us to change the way we provide the software or other technology as part of the Services.

7.4. Effect of Termination. Generally. Upon any termination of this Agreement:

(a) all your rights under this Agreement immediately terminate;

(b) you remain responsible for all fees and charges you have incurred through the date of termination, including fees and charges for in-process tasks completed after the date of termination unless the termination is due to: a) act of suspension going beyond the agreed upon suspension timeframe; (b) breach and/or negligence on the part of Drona HQ in which no further payments will be made to DronaHQ on such termination; and

(c) you will return or, if instructed by us, destroy all DronaHQ Content in your possession within 7 (seven) business days

8.3 Adequate Rights. You represent and warrant to us that: (a) you or your licensors own all right, title, and interest in and to Your Content and Your Submissions; (b) you have all rights in Your Content and Your Submissions necessary to grant the rights contemplated by this Agreement; and (c) none of Your Content, Your Submissions or End Users’ use of Your Content, Your Submissions or the Services Offerings will violate the Acceptable Use Policy.

8.4 Services License. As between you and us, we or our affiliates or licensors own and reserve all right, title, and interest in and to the Services. We grant you a limited, revocable, non-exclusive, non-sublicensable, non-transferrable license to do the following during the Term: (i) access and use the Services solely in accordance with this Agreement; and (ii) copy and use the DronaHQ Content solely in connection with your permitted use of the Services. Except as provided in this Section 8.4, you obtain no rights under this Agreement from us or our licensors to the Services, including any related intellectual property rights. Some DronaHQ Content, including DronaHQ software products, may be provided to you under a separate license. In the event of a conflict between this Agreement and any separate license, the separate license will prevail with respect to that DronaHQ Content.

8.5 License Restrictions. Neither you nor any End User may use the Services in any manner or for any purpose other than as expressly permitted by this Agreement. Neither you nor any End User may, or may attempt to, (a) modify, alter, tamper with, repair, or otherwise create derivative works of any software included in the Services (except to the extent software included in the Services are provided to you under a separate license that expressly permits the creation of derivative works), (b) reverse engineer, disassemble, or decompile the Services or apply any other process or procedure to derive the source code of any software included in the Services, (c) access or use the Services in a way intended to avoid incurring fees or exceeding usage limits or quotas, or (d) resell or sublicense the Services. All licenses granted to you in this Agreement are conditional on your continued compliance this Agreement, and will immediately and automatically terminate if you do not comply with any term or condition of this Agreement. During and after the Term, you will not assert, nor will you authorize, assist, or encourage any third party to assert, against us or any of our affiliates, customers, vendors, business partners, or licensors, any patent infringement or other intellectual property infringement claim regarding any Services you have used. You may only use the DronaHQ Marks in accordance with the Trademark Use Guidelines.

8.6 Suggestions. If you provide any Suggestions to us or our affiliates, we will own all right, title, and interest in and to the Suggestions, even if you have designated the Suggestions as confidential. We and our affiliates will be entitled to use the Suggestions without restriction.

9.2. Process. We will promptly notify you of any claim subject to Section 9.1, but our failure to promptly notify you will only affect your obligations under Section 9.1 to the extent that our failure prejudices your ability to defend the claim. You may: (a) use counsel of your own choosing (subject to our written consent) to defend against any claim; and (b) settle the claim as you deem appropriate, provided that you obtain our prior written consent before entering into any settlement. We may also assume control of the defense and settlement of the claim at any time.

10.2.  Reporting Claims of Copyright Infringement (US). If a copyright holder in any jurisdiction believes that there has been a violation of his/her copyright on a site that is hosted by DronaHQ or a DronaHQ subsidiary, the copyright holder may request that DronaHQ remove or disable the material by submitting written notification to us to our Copyright Agent (designated below). In accordance with the Digital Millennium Copyright Act (” DMCA”), the written notice must include substantially the following:

1. A signature (physical or electronic) of a person authorized to act on the copyright owner’s behalf.
2. Identification of the copyrighted work that is claimed to have been infringed, or, if the claim involves multiple copyrighted works, a representative list of such works.

• Identification of the material that is claimed to be infringing, with information sufficient to permit us to locate the material.

1. Contact information for the person giving the notification, including name, address, telephone, and email address.
2. A statement that the person giving the notification has a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law.
3. A statement that the information in the notification is accurate, and under penalty of perjury, that the person giving the notification is authorized to act on behalf of the copyright owner.Our designated Copyright Agent to receive DMCA notices is:Adam Mishcon
   Adam Mishcon PA
   4400 NE 77th Ave
   Vancouver, WA 98662Please be aware that if you knowingly make a material misrepresentation that material or activity is infringing your copyright, you may be held liable for damages under the DMCA.

10.3.  Copyright Counter-Notifications. If you believe that you have had material removed or disabled by mistake or misidentification, you may file a counter-notification with DronaHQ by submitting written notification to us at copyright@dronahq.com, or if pursuant to the DCMA, to our copyright agent (identified above), and the Counter-Notice must contain substantially all the following:

1. A signature (physical or electronic) of the person submitting the counter-notification.
2. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access disabled.

• Contact information for the person submitting the counter-notification, including name, address, telephone, and email address.

1. A statement under penalty of perjury by the person submitting the counter-notification that he/she has a good faith belief that the material was removed or disabled as a result of a mistake or misidentification.\
2. A statement by the person submitting the counter-notification that you will consent to the jurisdiction of the Federal District Court for the judicial district in which it is located (or if you reside outside the United States for any judicial district in which you may use the Services) and that you will accept service from the person (or an agent of that person) who submitted the DMCA notice at issue.The DMCA allows DronaHQ to restore the removed content if the party filing the original DMCA Notice does not file a court action against you within ten business days of receiving the copy of your Counter-Notice.Please be aware that if you knowingly make a material misrepresentation that material or activity was removed or disabled by mistake or misidentification, you may be held liable for damages under the DMCA.

10.4.  Repeat Infringers. It is DronaHQ’s policy in appropriate circumstances to disable and/or terminate the accounts of customers who repeatedly infringe copyrights.

More specifically, We are not responsible for (i) availably of your connection to the Services, including any authentication protocols, your internet connectivity, and that of the hosted location; (ii) uptime and operation of the Services, including issues resulting from traffic surges, DDoS attacks, or otherwise; (iii) the operation of databases and internal transfers of data; (iv) the software and hardware provided by the hosting environment; (v) usage loads, bandwidth limitations, and other bottlenecks inherent in all hosted architectures; (vi) issues, disputes, or failures of third party vendors and other dependencies; and (vii) other general risks inherent in machine based operations

SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION AND/OR LIMITATION OF IMPLIED REPRESENTATIONS, CONDITIONS OR WARRANTIES, OR ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO CUSTOMER. IN SUCH EVENT,  DRONAHQ’S WARRANTIES, CONDITIONS AND REPRESENTATIONS WITH RESPECT TO THIS WEBSITE, THE SERVICES, AND SOFTWARE WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW IN SUCH JURISDICTION.

IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS WEBSITE OR THE SERVICES FOUND AT THIS WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE SUCH CAUSE OF ACTION WILL BE PERMANENTLY BARRED.

SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CONSEQUENTIAL, INCIDENTAL, SPECIAL OR OTHER DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO CUSTOMER. IN SUCH EVENT, THE LIABILITY OF DRONAHQ, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS FOR SUCH DAMAGES WITH RESPECT TO THE SERVICES WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR CUSTOMER’S USE OF THIS WEBSITE OR THE SERVICES FOUND AT THIS WEBSITE.

14.1.a Definition of Confidential Information. As used herein, “Confidential Information” means all confidential information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information of Customer shall include Custom Apps and Customer Data, Confidential Information of DronaHQ shall include the Services, and Confidential Information of each party shall include the terms and conditions of this Agreement and all Order Forms, as well as business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information shall not include any information that (a) is or becomes generally available to the public without breach of any obligation owed to the Disclosing Party; (b) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party; (c) is received from a third party without breach of any obligation owed to the Disclosing Party; or (d) was independently developed by the Receiving Party without use of or reliance on the Confidential Information of the Disclosing Party.

14.1.b Protection of Confidential Information. The Receiving Party shall (a) use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but in no event less than reasonable care); (b) not use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement; and (c) except as otherwise authorized by the Disclosing Party in writing, limit access to Confidential Information of the Disclosing Party to those of its and its Affiliates’ employees, contractors and agents who need such access for purposes consistent with this Agreement. Neither party shall disclose the terms of this Agreement or any Order Form to any third party other than its Affiliates, its legal counsel and accountants or in confidence in connection with bonafide fundraising or M&A due diligence activities.

14.1.c Compelled Access or Disclosure. The Receiving Party may access or disclose Confidential Information of the Disclosing Party if it is compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of such compelled access or disclosure (to the extent legally permitted) and reasonable assistance, at the Disclosing Party’s cost, if the Disclosing Party wishes to contest the access or disclosure. If the Receiving Party is compelled by law to access or disclose the Disclosing Party’s Confidential Information as part of a civil proceeding to which the Disclosing Party is a party, and the Disclosing Party is not contesting the access or disclosure, the Disclosing Party will reimburse the Receiving Party for its reasonable cost of compiling and providing secure access to such Confidential Information.

14.2 Force Majeure. We and our affiliates will not be liable for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond our reasonable control, including acts of God, labor disputes or other industrial disturbances, systemic electrical, telecommunications, or other utility failures, earthquake, storms or other elements of nature, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war.

14.3 Independent Contractors; Non-Exclusive Rights. We and you are independent contractors, and neither party, nor any of their respective affiliates, is an agent of the other for any purpose or has the authority to bind the other. Both parties reserve the right (a) to develop or have developed for it products, services, concepts, systems, or techniques that are similar to or compete with the products, services, concepts, systems, or techniques developed or contemplated by the other party and (b) to assist third party developers or systems integrators who may offer products or services which compete with the other party’s products or services.

14.4 No Third Party Beneficiaries. This Agreement does not create any third party beneficiary rights in any individual or entity that is not a party to this Agreement.

14.5 U.S. Government Rights. Any Services provided to the U.S. Government are provided as “commercial items,” “commercial computer software,” “commercial computer software documentation,” and “technical data” with the same rights and restrictions generally applicable to the Services. If you are using the Services on behalf of the U.S. Government and these terms fail to meet the U.S. Government’s needs or are inconsistent in any respect with federal law, you will immediately discontinue your use of the Services. The terms “commercial item” “commercial computer software,” “commercial computer software documentation,” and “technical data” are defined in the Federal Acquisition Regulation and the Defense Federal Acquisition Regulation Supplement.

14.6 Import and Export Compliance. In connection with this Agreement, each party will comply with all applicable import, re-import, export, and re-export control laws and regulations, including the Export Administration Regulations, the International Traffic in Arms Regulations, and country-specific economic sanctions programs implemented by the Office of Foreign Assets Control. For clarity, you are solely responsible for compliance related to the manner in which you choose to use the Services, including your transfer and processing of Your Content, the provision of Your Content to End Users, and the geographic territory in which any of the foregoing occur.

14.7 Notice.

(a) To You. We may provide any notice to you under this Agreement by: (i) posting a notice on the DronaHQ Site; or (ii) sending a message to the email address then associated with your account. Notices we provide by posting on the DronaHQ Site will be effective upon posting and notices we provide by email will be effective when we send the email. It is your responsibility to keep your email address current. You will be deemed to have received any email sent to the email address then associated with your account when we send the email, whether or not you actually receive the email.

(b) To Us. To give us notice under this Agreement, you must contact DronaHQ as follows: by personal delivery, overnight courier or registered or certified mail to Deltecs Infotech Pvt. Ltd., A-309 Crystal Plaza, New Link Road, Andheri (W), Mumbai 400053. We may update the address for notices to us by posting a notice on the DronaHQ Site. Notices provided by personal delivery will be effective immediately. Notices provided by overnight courier will be effective one business day after they are sent. Notices provided registered or certified mail will be effective three business days after they are sent provided evidence of receipt is complete.

(c) Language. All communications and notices to be made or given pursuant to this Agreement must be in the English language.

14.8 Assignment.

Neither Party may assign or transfer this Agreement, in whole or in part, without the prior written consent of the other Party, except that DronaHQ may assign this Agreement without such consent (i) to an Affiliate, or (ii) in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets related to this Agreement. Upon such assignment, DronaHQ shall be released from all future obligations and liabilities under this Agreement, and the assignee shall assume full responsibility for its performance. DronaHQ shall provide Customer with 30 days prior written notice of any such assignment. Any assignment or transfer in violation of this Section shall be null and void.

14.9 No Waivers. The failure by us to enforce any provision of this Agreement will not constitute a present or future waiver of such provision nor limit our right to enforce such provision at a later time. All waivers by us must be in writing to be effective.

14.10 Severability. If any portion of this Agreement is held to be invalid or unenforceable, the remaining portions of this Agreement will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to effect and intent of the original portion. If such construction is not possible, the invalid or unenforceable portion will be severed from this Agreement but the rest of the Agreement will remain in full force and effect.

14.11 Governing Law; Venue. For citizens and residents of the United States and entities chartered in the United States, the laws of the State of California, US, without reference to conflict of law rules, govern this Agreement and any dispute of any sort that might arise between you and us. Any dispute relating in any way to the Services or this Agreement may be adjudicated exclusively in any state or federal court in California, US. You consent to exclusive jurisdiction and venue in those courts. For all other customers, this Agreement shall be governed and construed in accordance with the laws of India and subject to the exclusive jurisdiction of the Court in Mumbai whose courts shall be the sole courts of competent jurisdiction. Any award made by those bodies to a party shall be enforceable upon application in the Courts of the other party as if an existing final judgement in the Courts of that other party.  We may seek injunctive or other relief in any state, federal, or national court of competent jurisdiction for any actual or alleged infringement of our, our affiliates, or any third party’s intellectual property or other proprietary rights. The United Nations Convention for the International Sale of Goods does not apply to this Agreement.

14.12 Entire Agreement; English Language. This Agreement includes the Policies and is the entire agreement between you and us regarding the subject matter of this Agreement. This Agreement supersedes all prior or contemporaneous representations, understandings, agreements, or communications between you and us, whether written or verbal, regarding the subject matter of this Agreement. Notwithstanding any other agreement between you and us, the security and data privacy provisions in Section 3 of this Agreement contain our and our affiliates’ entire obligation regarding the security, privacy and confidentiality of Your Content. We will not be bound by, and specifically object to, any term, condition or other provision which is different from or in addition to the provisions of this Agreement (whether or not it would materially alter this Agreement) and which is submitted by you in any order, receipt, acceptance, confirmation, correspondence or other document. If the terms of this document are inconsistent with the terms contained in any Policy, the terms contained in this document will control, except that the Service Terms will control over this document. If we provide a translation of the English language version of this Agreement, the English language version of the Agreement will control if there is any conflict.

“API” means an application program interface.

“Confidential Information” means all nonpublic information disclosed by us, our affiliates, business partners or our or their respective employees, contractors or agents that is designated as confidential or that, given the nature of the information or circumstances surrounding its disclosure, reasonably should be understood to be confidential. Confidential Information includes: (a) nonpublic information relating to our or our affiliates or business partners’ technology, customers, business plans, promotional and marketing activities, finances and other business affairs; (b) third-party information that we are obligated to keep confidential; and (c) the nature, content and existence of any discussions or negotiations between you and us or our affiliates. Confidential Information does not include any information that: (i) is or becomes publicly available without breach of this Agreement; (ii) can be shown by documentation to have been known to you at the time of your receipt from us; (iii) is received from a third party who did not acquire or disclose the same by a wrongful or tortious act; or (iv) can be shown by documentation to have been independently developed by you without reference to the Confidential Information.

“Content” means data, text, audio, video, images, code, software or other content.

“Documentation” means the developer guides, getting started guides, user guides, quick reference guides, and other technical and operations manuals and specifications for the Services, as such documentation may be updated by us from time to time.

“DronaHQ Content” means Content we or any of our affiliates make available in connection with the Services or on the DronaHQ Site to allow access to and use of the Services, including Documentation; sample code; software libraries; APIs; command line tools; and other related technology. DronaHQ Content does not include the Services.

“DronaHQ Marks” means any trademarks, service marks, service or trade names, logos, and other designations of DronaHQ and its affiliates that we may make available to you in connection with this Agreement.

“DronaHQ Site” means https://www.dronahq.com and any successor or related site designated by us.

“End User” means any individual that directly or indirectly through another user: (a) accesses or uses Your Content; or (b) otherwise accesses or uses the Services under your account.

“Order” means the Subscription Order that you submitted online or the Subscription Order Form you executed in connection with the Services. Capitalized terms used in the Order and not otherwise defined therein shall have the meanings ascribed to them in this Agreement.

“Policies” means the Acceptable Use Policy, the Service Terms, the Trademark Use Guidelines, any restrictions described in DronaHQ Content or on the DronaHQ Site, and any other policy or terms referenced in or incorporated into this Agreement. Policies do not include whitepapers or other marketing materials referenced on the DronaHQ Site.

“Privacy Policy” means the privacy policy currently referenced at dronahq.com/privacy, as may be updated from time to time.

“Service(s)” means each of the services made available by us or our affiliates, including those services described in an Order for Services.

“Service Level Agreement” means all service level agreements that we offer with respect to the Services and post on the DronaHQ Site or include in an Order.

“Services” means the Services (including associated APIs), together with the DronaHQ Content, and any other product or service provided by us under this Agreement. Services do not include Third Party Content.

“Service Terms” means the rights and restrictions for particular Services attached hereto as Appendix A and made a part hereof.

“Suggestions” means any and all suggested improvements to the Services that you provide to us.

“Term” means the term of this Agreement described in Section 7.1.

“Third Party Content” means Content made available to you by any third party in conjunction with the Services.

“Trademark Use Guidelines” means the guidelines and license generally provided by DronaHQ, as they may be updated by us from time to time.

“Your Content” means Content you or any End User (a) run on the Services, (b) cause to interface with the Services, or (c) upload to the Services under your account or domain, or otherwise transfer, process, use or store in connection with your account.

“Your Submissions” means Content that you post or otherwise submit to developer forums, sample code repositories, public data repositories, or similar community-focused areas of the DronaHQ Site or the Services.

Appendix A
DronaHQ Service Terms

1.1. You may only use the Services to store, retrieve, query, serve, and execute Content that is owned, licensed or lawfully obtained by you. As used in these Service Terms, “Your Content” includes any “Company Content”. As part of the Services, you may be allowed to use certain software (including related documentation) provided by us or third party licensors. This software is neither sold nor distributed to you and you may use it solely as part of the Services. You may not transfer it outside the Services without specific authorization to do so.

1.2. You must comply with the current technical documentation applicable to the Services (including the applicable developer guides) as posted by us and updated by us from time to time on the DronaHQ Site. In addition, if you create technology that works with a Service, you must comply with the current technical documentation applicable to that Service (including the applicable developer guides) as posted by us and updated by us from time to time on the DronaHQ Site.

1.3. You will provide information or other materials related to Your Content (including copies of any client-side applications) as reasonably requested by us to verify your compliance with the Agreement. We may monitor the external interfaces (e.g., ports) of Your Content to verify your compliance with the Agreement. You will not block or interfere with our monitoring, but you may use encryption technology or firewalls to help keep Your Content confidential. You will reasonably cooperate with us to identify the source of any problem with the Services that we reasonably believe may be attributable to Your Content or any end user materials that you control.

1.4. If we reasonably believe any of Your Content violates the law, infringes or misappropriates the rights of any third party or otherwise violates a material term of the Agreement (including the Documentation, the Service Terms, or the Acceptable Use Policy) (“Prohibited Content”), we will notify you of the Prohibited Content and may request that such content be removed from the Services or access to it be disabled. If you do not remove or disable access to the Prohibited Content within 2 business days of our notice, we may remove or disable access to the Prohibited Content or suspend the Services to the extent we are not able to remove or disable access to the Prohibited Content. Notwithstanding the foregoing, we may remove or disable access to any Prohibited Content without prior notice in connection with illegal content, where the content may disrupt or threaten the Services, pursuant to the DCMA or as required to comply with law or any judicial, regulatory or other governmental order or request. In the event that we remove content without prior notice, we will provide prompt notice to you unless prohibited by law.

1.5. From time to time, we may offer free or discounted pricing programs covering certain usage of the Services (each a “Special Pricing Program”). We may stop accepting new sign-ups or discontinue a Special Pricing Program at any time. Standard charges will apply after a Special Pricing Program ends or if you exceed the limitations by the Special Pricing Program. You must comply with any additional terms, restrictions, or limitations (e.g., limitations on the total amount of usage) for the Special Pricing Program as described in the offer terms for the Special Pricing Program or on the pricing page for the eligible Service(s). You may not access or use the Services in a way intended to avoid any additional terms, restrictions, or limitations (e.g., establishing multiple accounts in order to receive additional benefits under a Special Pricing Program), and we may immediately terminate your account if you do so. Any data stored or instances provided as part of a Special Pricing Program must be actively used.

1.6. If we make multiple discounts or pricing options for a Service available to you at one time, you will only be eligible to receive one discount or pricing option, and will not be entitled to cumulative discounting and pricing options.

1.7. You will ensure that all information you provide to us via the DronaHQ Site (for instance, information provided in connection with your registration for the Services, requests for increased usage limits, etc.) is accurate, complete and not misleading.

1.8. You will ensure that you and your End Users will comply with the terms of any agreement to which you or your End Users have agreed in downloading or using any software associated with the Service Offering from any third party, including where applicable, the Apple App Store, Google Play, and Blackberry World.

1.9. From time to time, we may apply upgrades, patches, bug fixes or other maintenance to the Services (“Maintenance”). We agree to use reasonable efforts to provide you with prior notice of any scheduled Maintenance (except for emergency Maintenance) and you agree to use reasonable efforts to comply with any Maintenance requirements that we notify you about.

2.2 To the Service Level Agreements. We may change, discontinue or add Service Level Agreements from time to time. 

3.1.1 Your Content. You are solely responsible for the development, content, operation, maintenance, and  use of Your Content. For example, you are solely responsible for: 

(a) the technical operation of Your Content, including ensuring that calls you make to any Service are compatible with then-current APIs for that Service; 

(b) compliance of Your Content with the Acceptable Use Policy, the other Policies, and the law; 

(c) any claims relating to Your Content; and 

(d) properly handling and processing notices sent to you (or any of your affiliates) by any person claiming that Your Content violates such person’s rights, including notices pursuant to the Digital Millennium Copyright Act. 

3.1.2 Other Security and Backup. You are responsible for properly configuring and using the Services and taking your own steps to maintain appropriate security, protection and backup of Your Content. Log-in credentials and private keys generated by the Services are for your internal use only and you may not sell, transfer or sublicense them to any other entity or person, except that you may disclose your private key to your agents and subcontractors performing work on your behalf. 

3.1.3 End User Violations. You will be deemed to have taken any action that you permit, assist or facilitate any person or entity to take related to this Agreement, Your Content or use of the Services. You are responsible for End Users’ use of Your Content and the Services and the use of the Service Offering by End Users on your domain. You will ensure that all End Users comply with your obligations under this Agreement and that the terms of your agreement with each End User are consistent with this Agreement. If you become aware of any violation of your obligations under this Agreement by an End User, you will immediately terminate such End User’s access to Your Content and the Services. 

3.1.4 End User Support. You are responsible for providing customer service (if any) to End Users. We do not provide any support or services to End Users unless we have a separate agreement with you or an End User obligating us to provide support or services.

4.2 Taxes. All fees and charges payable by the Customer under this Agreement are exclusive of any and all applicable taxes and duties. The Goods and Services Tax (GST) , along with any other taxes, levies, or duties as may be applicable under the prevailing law, shall be charged in addition to the agreed fees and charges. The Customer shall be responsible for payment of such taxes, levies, or duties in addition to the agreed fees and charges, and shall remit them to DronaHQ in accordance with the payment terms set forth in this Agreement.. 

4.2.1  Tax Deduction at Source. All fees and charges payable by the Customer under this Agreement to DronaHQ shall be made after deduction of tax at source in accordance with the applicable provisions of the Income-tax Act, 1961. The Customer shall deduct such tax from the corresponding payments / credits and shall deposit such tax with the appropriate governmental authorities.  Necessary TDS certificates in respect of tax deducted by the Customer shall be issued to DronaHQ in accordance with the provisions of the Income-tax Act, 1961 and Income-tax Rules, 1962. 

4.2.2  DronaHQ confirms that in respect of all the sums due to it from the Customer under this Agreement, the DronaHQ will:

1. duly file its return of income under section 139 of the Income-tax Act, 1961; 
2. include such sums/ amount payable under this agreement for computing income in such return of income;
3. duly pay any tax due on the income declared in such return of income; and
4. whenever requested by the Customer, the DronaHQ shall furnish a certificate confirming the above, from an accountant in accordance with the provision of the Income-tax Act, 1961 read with Income tax Rules, 1962.

(a) your or an End User’s use of or registration for the Services (i) poses a security risk to the Services or any third party, (ii) may adversely impact the Services or the systems or Content of any other DronaHQ customer, (iii) may jeopardize our relationship with any third party providers, such a distribution on an app store, (iv) may subject us, our affiliates, or any third party to liability, or (v) may be fraudulent; 

(b) you are, or any End User is, in breach of this Agreement, including if you are delinquent on your payment obligations for more than 15 days; or 

(c) you have ceased to operate in the ordinary course, made an assignment for the benefit of creditors or similar disposition of your assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution or similar proceeding. 

5.2 Effect of Suspension. If we suspend your right to access or use any portion or all of the Services: (a) you remain responsible for all fees and charges you have incurred through the date of suspension; and (b) you remain responsible for any applicable fees and charges for any Services to which you continue to have access, as well as applicable data storage fees and charges, and fees and charges for in-process tasks completed after the date of suspension. 

Our right to suspend your or any End User’s right to access or use the Services is in addition to our right to terminate this Agreement pursuant to Section 6.2. 

5.3 Temporary Suspension due to Third-Party Vendor Relationships. In the event that our relationship with a third-party partner, who provides software or other technology used in the delivery of the Services, expires, terminates, or necessitates modification in the provision of such software or technology, or if such third-party partner raises objections to the Customer’s or its End Users’ use of the Services, DronaHQ reserves the right to temporarily suspend the Services. The Services shall remain suspended until such time a suitable replacement for the third-party vendor is secured, or until an alternative resolution is achieved that permits the reinstatement of the Services in compliance with the requisite third-party vendor terms and conditions. DronaHQ shall endeavor to minimize the duration of the suspension and shall keep the Customer apprised of developments pertaining to the suspension and subsequent reactivation of the Services.  

6.2 Termination. 

(i) By Us. We may also terminate this Agreement upon 72 hours written notice to you (A) for cause, if any act or omission by you or any End User results in a suspension described in Section 5 .1 remains unresolved for the period of 24 hours, (B) if our relationship with a third party partner who provides software or other technology we use to provide the Services expires, terminates or requires us to change the way we provide the software or other technology as part of the Services as provided in 5.3 (C) if we believe providing the Services could create a substantial economic or technical burden or material security risk for us, (D) in order to comply with the law or requests of governmental entities, (E) if we determine use of the Services by you or any of your End Users or our provision of any of the Services to you or any End Users has become impractical or unfeasible for any legal or regulatory reason.

(ii) By You. The Customer may terminate this Agreement upon a 72(seventy-two) hours written notice to DronaHQ, (A) for any material breaches to the terms of this Agreement and the same remaining uncured within the notice period, (B) DronaHQ have ceased to operate in the ordinary course, made an assignment for the benefit of creditors or similar disposition of DronaHQ assets, or have become the subject of any bankruptcy, reorganization, liquidation, dissolution or similar proceeding, (C) in order to comply with the law or requests of governmental entities, (D) if DronaHQ is the subject of legal and judicial proceedings that the Customer has determined that the Agreement would be unfeasible if continued, or (E) if there are material changes to the Services offered that make the Services unfeasible to the Customer and their requirements (F) if Drona HQ’s relationship with a third party partner who provides software or other technology we use to provide the Services expires, terminates or requires us to change the way we provide the software or other technology as part of the Services as provided in 5.3 hereinabove.       

6.3. Effect of Termination. Generally. Upon any termination of this Agreement: 

(a) all your rights under this Agreement immediately terminate; 

(b) you remain responsible for all fees and charges you have incurred through the date of termination, including

fees and charges for in-process tasks completed after the date of termination unless the termination is due to: a) act of suspension going beyond the agreed upon suspension timeframe; (b) breach and/or negligence on the part of Drona HQ in which no further payments will be made to DronaHQ on such termination; 

(c) In the event of termination of the Agreement by us due to an event like bankruptcy or liquidation event leading to non serviceability of DronaHQ to the customer for the remainder contract period or beyond for renewal then customer will be given a provision to convert their subscription of self host service to a perpetual license by paying 70% of renewal fees for an additional year of service as per the subscription order. DronaHQ acknowledges that such a conversion of subscription service to perpetual license will enable customer to continue to run applications and services built on DronaHQ without any interruption. Also Customer will be able to make additional new apps with the current version of DronaHQ hosted by the customer. Customer acknowledges that such a conversion to perpetual license would mean that customer won’t get newer upgrades to the platform.

(d) we will retain Your Content for a period of not more than thirty (30) days whereupon we will delete any of Your Content in our possession and have no further liability for the retention or preservation of same; 

(e) you will return or, if instructed by us, destroy all DronaHQ Content in your possession within 7 (seven) business days; and 

(f) Sections 3, 4, , 7 (except 7.4), 8, 9, 10, 11,12 and 13 will continue to apply in accordance with their terms. 

7.2 Adequate Rights. You represent and warrant to us that: (a) you or your licensors own all right, title, and interest in and to Your Content and Your Submissions; (b) you have all rights in Your Content and Your Submissions necessary to grant the rights contemplated by this Agreement; and (c) none of Your Content, Your Submissions or End Users’ use of Your Content, Your Submissions or the Services Offerings will violate the Acceptable Use Policy. 

7.3 Services License. As between you and us, we or our affiliates or licensors own and reserve all right, title, and interest in and to the Services. We grant you a limited, revocable, non-exclusive, non-sublicensable, non-transferrable license to do the following during the Term: (i) access and use the Services solely in accordance with this Agreement; and (ii) copy and use the DronaHQ Content solely in connection with your permitted use of the Services. Except as provided in this Section 8.4, you obtain no rights under this Agreement from us or our licensors to the Services, including any related intellectual property rights. Some DronaHQ Content, including DronaHQ software products, may be provided to you under a separate license. In the event of a conflict between this Agreement and any separate license, the separate license will prevail with respect to that DronaHQ Content. 

7.4 License Restrictions. Neither you nor any End User may use the Services in any manner or for any purpose other than as expressly permitted by this Agreement. Neither you nor any End User may, or may attempt to, (a) modify, alter, tamper with, repair, or otherwise create derivative works of any software included in the Services (except to the extent software included in the Services are provided to you under a separate license that expressly permits the creation of derivative works), (b) reverse engineer, disassemble, or decompile the Services or apply any other process or procedure to derive the source code of any software included in the Services, (c) access or use the Services in a way intended to avoid incurring fees or exceeding usage limits or quotas, or (d) resell or sublicense the Services. All licenses granted to you in this Agreement are conditional on your continued compliance with this Agreement, and will immediately and automatically terminate if you do not comply with any term or condition of this Agreement. During and after the Term, you will not assert, nor will you authorize, assist, or encourage any third party to assert, against us or any of our affiliates, customers, vendors, business partners, or licensors, any patent infringement or other intellectual property infringement claim regarding any Services you have used. You may only use the DronaHQ Marks in accordance with the Trademark Use Guidelines. 

7.5 Suggestions. If you provide any Suggestions to us or our affiliates, we will own all right, title, and interest in and to the Suggestions, even if you have designated the Suggestions as confidential. We and our affiliates will be entitled to use the Suggestions without restriction. 

respective employees, officers, directors, and representatives from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to any third party claim concerning: (a) your or any End Users’ use of the Services (including any activities under your DronaHQ account and use by your employees and personnel); (b) breach of this Agreement or violation of applicable law by you or any End User; (c) Your Content or the combination of Your Content with other applications, content or processes, including any claim involving alleged infringement or misappropriation of third-party rights by Your Content or by the use, development, design, production, advertising or marketing of Your Content; or (d) a dispute between you and any End User. If we or our affiliates are obligated to respond to a third party subpoena or other compulsory legal order or process described above, you will also reimburse us for reasonable attorneys’ fees, as well as our employees’ and contractors’ time and materials spent responding to the third party subpoena or other compulsory legal order or process at our then-current hourly rates. THE FOREGOING INDEMNIFICATION WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR CUSTOMER’S USE OF THE SERVICES. 

8.2 Process. The parties will promptly notify the other of any claim subject to Section 8.1 and 8.2, but either party’s failure to promptly notify the other will only affect their obligations under Section 8.1 and 8.2 to the extent that the failure prejudices the party’s ability to defend the claim. The parties may: (a) use counsel of their own choosing to defend against any claim; and (b) settle any  claims with third-parties as they deem appropriate.  provided that you intimate us of the settlement within a maximum of 15 business days from the date of such settlement, and wherever indemnification is invoked, seek DronaHQ’s written approvals before finalising the settlement.  

9.2. Reporting Claims of Copyright Infringement (US). If a copyright holder in any jurisdiction believes that there has been a violation of his/her copyright on a site that is hosted by DronaHQ or a DronaHQ subsidiary, the copyright holder may request that DronaHQ remove or disable the material by submitting written notification to us to our Copyright Agent (designated below). In accordance with the Digital Millennium Copyright Act (” DMCA”), the written notice must include substantially the following: 

▪ A signature (physical or electronic) of a person authorized to act on the copyright owner’s behalf. 

▪ Identification of the copyrighted work that is claimed to have been infringed, or, if the claim involves multiple copyrighted works, a representative list of such works. 

▪ Identification of the material that is claimed to be infringing, with information sufficient to permit us to locate the material. 

▪ Contact information for the person giving the notification, including name, address, telephone, and email address. 

▪ A statement that the person giving the notification has a good faith belief that use of the copyrighted material 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 person giving the notification is authorized to act on behalf of the copyright owner. 

Our designated Copyright Agent to receive DMCA notices is: 

Adam Mishcon 

Adam Mishcon PA 

4400 NE 77th Ave

Vancouver, WA 98662 

Please be aware that if you knowingly make a material misrepresentation that material or activity is infringing your copyright, you may be held liable for damages under the DMCA. 

9.3. Copyright Counter-Notifications. If you believe that you have had material removed or disabled by mistake or misidentification, you may file a counter-notification with DronaHQ by submitting written notification to us at copyright@dronahq.com, or if pursuant to the DCMA, to our copyright agent (identified above), and the Counter-Notice must contain substantially all the following: 

▪ A signature (physical or electronic) of the person submitting the counter-notification. 

▪ Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access disabled. 

▪ Contact information for the person submitting the counter-notification, including name, address, telephone, and email address. 

▪ A statement under penalty of perjury by the person submitting the counter-notification that he/she has a good faith belief that the material was removed or disabled as a result of a mistake or misidentification.\ 

▪ A statement by the person submitting the counter-notification that you will consent to the jurisdiction of the Federal District Court for the judicial district in which it is located (or if you reside outside the United States for any judicial district in which you may use the Services) and that you will accept service from the person (or an agent of that person) who submitted the DMCA notice at issue. 

The DMCA allows DronaHQ to restore the removed content if the party filing the original DMCA Notice does not file a court action against you within ten business days of receiving the copy of your Counter-Notice. 

Please be aware that if you knowingly make a material misrepresentation that material or activity was removed or disabled by mistake or misidentification, you may be held liable for damages under the DMCA. 

9.4. Repeat Infringers. It is DronaHQ’s policy in appropriate circumstances to disable and/or terminate the accounts of customers who repeatedly infringe copyrights. 

SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION AND/OR LIMITATION OF IMPLIED REPRESENTATIONS, CONDITIONS OR WARRANTIES, OR ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO CUSTOMER. IN SUCH EVENT, DRONAHQ’S WARRANTIES, CONDITIONS AND REPRESENTATIONS WITH RESPECT TO THIS WEBSITE, THE SERVICES, AND SOFTWARE WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW IN SUCH JURISDICTION. 

IN ADDITION, YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS WEBSITE OR THE SERVICES FOUND AT THIS WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE SUCH CAUSE OF ACTION WILL BE PERMANENTLY BARRED. 

SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CONSEQUENTIAL, INCIDENTAL, SPECIAL OR OTHER DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO CUSTOMER. IN SUCH EVENT, THE LIABILITY OF DRONAHQ, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS FOR SUCH DAMAGES WITH RESPECT TO THE SERVICES WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW, AND WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT OR CUSTOMER’S USE OF THIS WEBSITE OR THE SERVICES FOUND AT THIS WEBSITE. 

13.2 Force Majeure. We and our affiliates will not be liable for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond our reasonable control, including acts of God, labor disputes or other industrial disturbances, systemic electrical, telecommunications, or other utility failures, earthquake, storms or other elements of nature, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war, provided however the Force Majeure event lasts for 15 days. Any delays or failure to perform any obligations beyond the 15 days period would be grounds for termination under Section 7 of this Agreement  

13.3 Independent Contractors; Non-Exclusive Rights. We and you are independent contractors, and neither party, nor any of their respective affiliates, is an agent of the other for any purpose or has the authority to bind the other. 

13.4 No Third Party Beneficiaries. This Agreement does not create any third party beneficiary rights in any individual or entity that is not a party to this Agreement. 

13.5 U.S. Government Rights. Any Services provided to the U.S. Government are provided as “commercial items,” “commercial computer software,” “commercial computer software documentation,” and “technical data” with the same rights and restrictions generally applicable to the Services. If you are using the Services on behalf of the U.S. Government and these terms fail to meet the U.S. Government’s needs or are inconsistent in any respect with federal law, you will immediately discontinue your use of the Services. The terms “commercial item” “commercial computer software,” “commercial computer software documentation,” and “technical data” are defined in the Federal Acquisition Regulation and the Defense Federal Acquisition Regulation Supplement. 

13.6 Import and Export Compliance. In connection with this Agreement, each party will comply with all applicable import, re-import, export, and re-export control laws and regulations, including the Export Administration Regulations, the International Traffic in Arms Regulations, and country-specific economic sanctions programs implemented by the Office of Foreign Assets Control. For clarity, you are solely responsible for compliance related to the manner in which you choose to use the Services, including your transfer and processing of Your Content, the provision of Your Content to End Users, and the geographic territory in which any of the foregoing occur. 

13.7 Notice. 

(a) To You. We may provide any notice to you under this Agreement by sending a message to the email address then associated with your account. Notices we provide by email will be effective when such email is received by the Customer. It is your responsibility to keep your email address current. You will be deemed to have received any email sent to the email address then associated with your account when we send the email, whether or not you actually receive the email. 

(b) To Us. To give us notice under this Agreement, you must contact DronaHQ as follows: by personal delivery, overnight courier or registered or certified mail to Deltecs Infotech Pvt. Ltd., A-309 Crystal Plaza, New Link Road, Andheri (W), Mumbai 400053. We may update the address for notices to us by posting a notice on the DronaHQ Site. Notices provided by personal delivery will be effective immediately. Notices provided by overnight courier will be effective one business day after they are sent. Notices provided registered or certified mail will be effective three business days after they are sent provided evidence of receipt is complete. Notices provided by email will be effective immediately upon the DronaHQ receiving  the email at the communication address provided to the Customer.  

(c) Language. All communications and notices to be made or given pursuant to this Agreement must be in the English language. 

13.8 Assignment. You will not assign this Agreement, or delegate or sublicense any of your rights under this Agreement, without a prior written intimation to DronaHQ. Any assignment or transfer in violation of this Section 14.8 will be void. DronaHQ may not assign this Agreement at any time without a prior written intimation to You. Subject to the foregoing, this Agreement will be binding upon, and inure to the benefit of the parties and their

respective successors and assigns. 

13.9 No Waivers. The failure by us to enforce any provision of this Agreement will not constitute a present or future waiver of such provision nor limit our right to enforce such provision at a later time. All waivers by us must be in writing to be effective. 

13.10 Severability. If any portion of this Agreement is held to be invalid or unenforceable, the remaining portions of this Agreement will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to effect and intent of the original portion. If such construction is not possible, the invalid or unenforceable portion will be severed from this Agreement but the rest of the Agreement will remain in full force and effect. 

13.11 Governing Law; Venue. This Agreement shall be governed and construed in accordance with the laws of India and subject to the exclusive jurisdiction of the Court in Mumbai whose courts shall be the sole courts of competent jurisdiction. Any award made by those bodies to a party shall be enforceable upon application in the Courts of the other party as if an existing final judgement in the Courts of that other party. We may seek injunctive or other relief in any state, federal, or national court of competent jurisdiction for any actual or alleged infringement of our, our affiliates, or any third party’s intellectual property or other proprietary rights. The United Nations Convention for the International Sale of Goods does not apply to this Agreement. 

13.12 Entire Agreement; English Language. This Agreement includes the Policies and is the entire agreement between you and us regarding the subject matter of this Agreement. This Agreement supersedes all prior or contemporaneous representations, understandings, agreements, or communications between you and us, whether written or verbal, regarding the subject matter of this Agreement. Notwithstanding any other agreement between you and us, the security and data privacy provisions in Section 3 of this Agreement contain our and our affiliates’ entire obligation regarding the security, privacy and confidentiality of Your Content. We will not be bound by, and specifically object to, any term, condition or other provision which is different from or in addition to the provisions of this Agreement (whether or not it would materially alter this Agreement) and which is submitted by you in any order, receipt, acceptance, confirmation, correspondence or other document. If the terms of this document are inconsistent with the terms contained in any Policy, the terms contained in this document will control, except that the Service Terms will control over this document. If we provide a translation of the English language version of this Agreement, the English language version of the Agreement will control if there is any conflict. 

“API” means an application program interface. 

“Confidential Information” means all non-public information disclosed by the parties, their affiliates, business partners or their respective employees, contractors or agents that is designated as confidential or that, given the nature of the information or circumstances surrounding its disclosure, reasonably should be understood to be confidential. Confidential Information includes: (a) non-public information relating to the parties or their affiliates or business partners’ technology, customers, business plans, promotional and marketing activities, finances and other business affairs; (b) third-party information that the parties are obligated to keep confidential; and (c) the nature, content and existence of any discussions or negotiations between the parties or their affiliates. Confidential Information does not include any information that: (i) is or becomes publicly available without breach of this Agreement; (ii) can be shown by documentation to have been known to either party at the time of their receipt of the information from the other party; (iii) is received from a third party who did not acquire or disclose the same by a wrongful or tortious act; or (iv) can be shown by documentation to have been independently developed by the other party without reference to the Confidential Information. 

“Content” means data, text, audio, video, images, code, software or other content. 

“Documentation” means the developer guides, getting started guides, user guides, quick reference guides, and other technical and operations manuals and specifications for the Services, as such documentation may be updated by us from time to time. 

“DronaHQ Content” means Content we or any of our affiliates make available in connection with the Services or on the DronaHQ Site to allow access to and use of the Services, including Documentation; sample code; software libraries; APIs; command line tools; and other related technology. DronaHQ Content does not include the Services. 

“DronaHQ Marks” means any trademarks, service marks, service or trade names, logos, and other designations of DronaHQ and its affiliates that we may make available to you in connection with this Agreement. 

“DronaHQ Site” means http://www.dronahq.com and any successor or related site designated by us. 

“End User” means any individual that directly or indirectly through another user: (a) accesses or uses Your Content; or (b) otherwise accesses or uses the Services under your account. 

“Order” means the Subscription Order that you submitted online or the Subscription Order Form you executed in connection with the Services. Capitalized terms used in the Order and not otherwise defined therein shall have the meanings ascribed to them in this Agreement. 

“Policies” means the Acceptable Use Policy, the Service Terms, the Trademark Use Guidelines, any restrictions described in DronaHQ Content or on the DronaHQ Site, and any other policy or terms referenced in or incorporated into this Agreement. Policies do not include whitepapers or other marketing materials referenced on the DronaHQ Site. 

“Privacy Policy” means the privacy policy currently referenced at dronahq.com/privacy, as may be updated from time to time. 

“Service(s)” means each of the services made available by us or our affiliates, including those services described in an Order for Services. 

“Service Level Agreement” means all service level agreements that we offer with respect to the Services and post on the DronaHQ Site or include in an Order. 

“Services” means the Services (including associated APIs), together with the DronaHQ Content, and any other product or service provided by us under this Agreement. Services do not include Third Party Content. 

“Service Terms” means the rights and restrictions for particular Services attached hereto as Appendix A and made a part hereof. 

“Suggestions” means any and all suggested improvements to the Services that you provide to us. 

“Term” means the term of this Agreement described in Section 7.1. 

“Third Party Content” means Content made available to you by any third party in conjunction with the Services. 

“Trademark Use Guidelines” means the guidelines and license generally provided by DronaHQ, as they may be updated by us from time to time. 

“Your Content” means Code or Content you or any End User (a) run on the Services, (b) cause to interface with the Services, or (c) upload to the Services under your account or domain, or otherwise transfer, process, use or store in connection with your account.

“Your Submissions” means Code or Content that you post or otherwise submit to developer forums, sample code repositories, public data repositories, or similar community-focused areas of the DronaHQ Site or the Services.