Last updated on 22nd May, 2015

    The following describes the terms applicable to the use of the CrowdANALYTIX (also referred to as the "SITE", the "WEBSITE" or the "PLATFORM"). 'CrowdANALYTIX' or 'www.crowdanalytix.com' website are trademarks owned by CrowdANALYTIX Solutions Private Limited (also referred to as "COMPANY" or "us" or "we" in this document) with office at the following address: 2621, 27th Main, Sector 1, HSR Layout, Bangalore-560102. INDIA.

    CrowdANALYTIX (the "site", the "website" or the "platform")

    CrowdANALYTIX is a crowdsourcing platform for statistical modeling and analytics. CrowdANALYTIX's global community of senior statisticians, mathematicians, analysts and boutique analyst firms (also referred to as “SOLVER” or "SOLVERS") helps enterprises across industries with business, technical, engineering, scientific, logistical, manufacturing, or mathematical problems (also referred to as "SEEKER") derive insights through qualitative and quantitative analysis of their data (also referred to as "SERVICE"). SEEKERS may post such problems (also referred to as "CrowdANALYTIX CONTEST(S)" or “CONTEST(S)”) with help from CrowdANALYTIX Certified Lead Analysts (also referred to as "LEAD ANALYST(S)") and may offer a payment amount (each, also referred to as "PRIZE") for solutions submitted by SOLVERS for a specific CrowdANALYTIX CONTEST via the website (also referred to as "PROPOSED SOLUTION(S)"), which the COMPANY and the SEEKER deems acceptable ("ACCEPTED SOLUTION(S)") based upon the structure of the CONTEST. CONTEST description and associated guidelines, criteria and PRIZES will henceforth be referred to as the "CONTEST STATEMENT".

    Your use of the SITE forms a legally binding contract with the COMPANY. If you have registered as a SOLVER (also referred to as "YOU" in this agreement), YOU will be bound to this agreement in addition to the terms in the Program And Privacy Policy and applicable terms in CONTEST STATEMENT.

    It is also clarified, that certain CONTESTS may be posted by the COMPANY. In such cases, COMPANY will also be the SEEKER.

    PLEASE READ THE FOLLOWING CAREFULLY. If you do not accept the terms and conditions mentioned here, do not use CrowdANALYTIX and its services. The COMPANY may revise this Agreement at any time by posting an updated version on the WEBSITE. By continuing to be a registered SOLVER and using CrowdANALYTIX services, SOLVER hereby agrees and acknowledges:

  1. Eligibility to participate as a SOLVER

    1. COMPANY collects personal and professional information when the SOLVER registers on the SITE.
    2. SOLVER is responsible for maintaining correct and up to date information at all times.
    3. If the COMPANY forms the opinion, on reasonable grounds, that the information provided by you or as maintained by you on the SITE is inaccurate, you may not be allowed to participate in a CONTEST and/or your account on the SITE may be terminated.
    4. COMPANY will handle your personal information according to its Program And Privacy Policy.
  2. Confidential Information

  3. That during the course of interactions of SOLVERS with the COMPANY or other SOLVERS on the platform in relation to this Contest, there may be certain "Confidential Information" that are disclosed to the SOLVERS; said "Confidential Information" consisting but not necessarily limited to:

    1. CONTEST STATEMENTS.
    2. Data provided to you to enable you to participate in the contests and propose solutions.
    3. Proprietary Confidential Information accessible under agreements like NDA's, PIA's, PDIA's etc signed with COMPANY, SOLVERS, SEEKERS, Customers, Independent Consultants etc.

    You agree to:

    1. Use the "Confidential Information" solely for understanding the contest setup by the COMPANY;
    2. Establish safeguards to protect the "Confidential Information" from unauthorized use or disclosure;
    3. NOT make any attempt to identify the source, reverse engineer personally identifiable information (“PII”), reproduce, distribute copies of, display, perform, sublicense, or create derivatives of the “Confidential Information” in full or in part;
    4. At any time after the sharing of any information by the COMPANY, use for yourself or others, or disclose or divulge to others including future employees, any trade secrets, confidential information, or any other proprietary data provided by the COMPANY in violation of this agreement with the exclusion if such information become publicly available.
      SOLVERS have no obligation with respect to information that: (a) was in SOLVER's possession without a duty of confidentiality before receipt from COMPANY; (b) is or becomes a matter of public knowledge through no fault of SOLVER; (c) is rightfully received by SOLVER from a third party without a duty of confidentiality; (d) is independently developed by SOLVER; (e) is disclosed by SOLVER with the COMPANY's prior written approval; or (f) is disclosed under operation of law, regulation or court order, provided that SOLVER provides the COMPANY with prompt notice of any efforts to compel disclosure and reasonably co-operates with the COMPANY’s lawful attempts to prevent disclosure or to obtain a protective order.
    5. The terms of this Agreement regarding Confidential Information will survive the termination or expiration of this Agreement.
  4. Warranty

    1. YOU warrant and agree that any and all information contained in any PROPOSED SOLUTION or ACCEPTED SOLUTION will be accurate and will not:
      1. infringe any third party's copyright, trademark, patent or other proprietary rights or rights of publicity or privacy; or
      2. violate any law (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising), or
      3. be libelous, unlawfully threatening, or unlawfully harassing.
      4. include any software, programming or other intellectual property that requires PROPOSED or ACCEPTED SOLUTIONS to be disclosed or distributed in source code or object code form, licensed for the purpose of making derivate works, or redistributable (“Open Source Software”) or has any other similar requirements.
    2. YOU warrant and agree that YOU will create any and all information contained in any PROPOSED SOLUTIONS or ACCEPTED SOLUTION and will not collaborate with any third party (including without limitation any study partners, colleagues or other members that are not lawfully part of the CONTEST)
  5. Intellectual Property Definition

    1. In this Addendum to the Solver’s Agreement “INTELLECTUAL PROPERTY” means patents, trademarks, service marks, rights (registered or unregistered) in any designs, applications for any of the foregoing, trade or business names, copyright (including rights in computer software) and circuit topography rights, Know-how, secret formulae and processes, lists of suppliers and customers and other proprietary knowledge and information, internet domain names, rights protecting goodwill and reputation, database rights (including rights of extraction) and all rights and forms of protection of a similar nature to any of the foregoing or having equivalent effect anywhere in the world and all rights under licenses and consents in respect of any of the rights and forms of protection mentioned in this definition (and “INTELLECTUAL PROPERTY RIGHTS” shall be construed accordingly).
  6. Ownership and Assignment of INTELLECTUAL PROPERTY

    1. All materials developed by SOLVER under Addendum to the Solver’s Agreement shall be designated to one of the following Solution designations and the rights and licenses shall be as follows with respect to each:
      1. PROPOSED SOLUTIONS: Solver shall retain all IPR in PROPOSED SOLUTIONS. SOLVER grants to COMPANY a 90 day, irrevocable, worldwide, exclusive, fully paid, royalty-free license to use and execute, reproduce, display and make copies of such PROPOSED SOLUTIONS for COMPANY and SEEKERS’ business purposes only. COMPANY’s confers no title or ownership in the PROPOSED SOLUTION and no rights in any associated source code.
      2. ACCEPTED SOLUTIONS: Unless otherwise specified in the CONTEST STATEMENT, all ACCEPTED SOLUTIONS shall be considered works made for hire. As such, SOLVER agrees that COMPANY exclusively owns all INTELLECTUAL PROPERTY RIGHTS in and to all ACCEPTED SOLUTIONS, and that such ACCEPTED SOLUTIONS are Confidential Information of COMPANY. To the extent that any portion of an ACCEPTED SOLUTION is not deemed a “work made for hire” by operation of law, SOLVER hereby irrevocably assigns, transfers and conveys to COMPANY all right, title and interest in and to such ACCEPTED SOLUTION, including all present and future INTELLECTUAL PROPERTY RIGHTS. SOLVER hereby waives in favor of COMPANY any and all artist’s or moral rights (including without limitation, all rights of integrity and attribution) it may have in or to the ACCEPTED SOLUTION pursuant to any state or federal laws of the United States and all similar rights under the laws of all other applicable jurisdictions. SOLVER shall forfeit any license rights to use, execute, reproduce, distribute copies of, display, perform, sublicense, resell or create derivative works from any ACCEPTED SOLUTION.
  7. INTELLECTUAL PROPERTY RIGHTS: Warranty and Indemnity

    1. The SOLVER warrants, represents and undertakes to the COMPANY that the COMPANY’s receipt, possession and/or use (as the case may be) of the PROPOSED SOLUTIONS and/or ACCEPTED SOLUTIONS shall not infringe any INTELLECTUAL PROPERTY RIGHTS or other rights of any person.
    2. The SOLVER shall indemnify the COMPANY against all losses incurred or suffered by the COMPANY arising from or in connection with any infringement of, or allegation or claim of infringement of, any INTELLECTUAL PROPERTY RIGHT or other rights made against the COMPANY or its personnel (also referred to as an “IPR CLAIM”).
    3. The COMPANY shall:
      1. promptly notify the SOLVER as soon as reasonably practicable of any IPR CLAIM of which it has notice;
      2. notwithstanding any judicial obligation, not admit any liability or agree to any settlement or compromise of an IPR CLAIM, without first consulting with the SOLVER;
      3. allow the SOLVER to manage and conduct all negotiations and proceedings at the SOLVER’s own expense; and
    4. In relation to any IPR CLAIM, the SOLVER shall ensure that the COMPANY is granted access to all relevant documents and proceedings connected with the IPR CLAIM and shall update the COMPANY at regular intervals regarding the progress of any IPR CLAIM.
    5. If an IPR CLAIM is made, the SOLVER shall promptly at its expense either:
      1. obtain for the COMPANY the right to continue to use, possess or receive the relevant aspect of the PROPOSED SOLUTION or ACCEPTED SOLUTION which is subject to the IPR CLAIM in the manner contemplated by this Addendum to the Solver’s Agreement; or
      2. modify or replace, or procure the modification or replacement of, the relevant material with a non-infringing substitute provided that:
        1. the modified or replaced material remains capable of complying with the representations and warranties given under this Addendum to the Solver’s Agreement;
        2. the modified or replaced material not have an adverse effect on any other aspect of the PROPOSED SOLUTION or ACCEPTED SOLUTION ;
        3. there is no additional cost to the COMPANY; and
        4. the provisions of this Addendum to the Solver’s Agreement apply to the replaced or modified material.
    6. If the SOLVER:
      1. fails to conduct negotiations and/or initiate proceedings in response to the IPR CLAIM within thirty (30) days of notice being given to the SOLVER by the COMPANY of the IPR CLAIM, the COMPANY shall be entitled to assume exclusive conduct of the IPR CLAIM and negotiate any settlement of the IPR CLAIM (which the SOLVER shall comply with including the payment of money);
      2. fails to comply with its obligations within thirty (30) days of notice of the IPR Claim being given to the SOLVER by the COMPANY or the SOLVER elects to obtain a license in or to modify or replace the material but this fails to avoid or resolve the IPR CLAIM then, without prejudice to the COMPANY’s other rights and remedies under any provision of this Addendum to the Solver’s Agreement (including the indemnity given by the SOLVER, the COMPANY shall be entitled:
        1. to a refund from the Solver for any fees including but not limited to the PRIZE paid by the COMPANY in connection to the PROPOSED SOLUTION or ACCEPTED SOLUTION which is subject to the IPR CLAIM; and
        2. to terminate the Solver’s Agreement by notice.
  8. Conditions Regarding PROPOSED SOLUTIONS

    1. Payment of PRIZE will be handled in accordance with the terms set forth in the CONTEST STATEMENT. The criteria for qualifying for a particular PRIZE shall be as set forth on the SITE in connection with that particular CONTEST STATEMENT.
    2. If YOU submit a PROPOSED SOLUTION in response to a CrowdANALYTIX CONTEST, YOU agree that YOU are the owner of the submitted PROPOSED SOLUTION and that YOU are legally free to make the disclosure and to convey the INTELLECTUAL PROPERTY RIGHTS being offered to the COMPANY.
    3. YOU also agree that your PROPOSED SOLUTION is subject to terms mentioned in this Solver’s agreement and Program And Privacy Policy and any applicable terms in CONTEST STATEMENT.
    4. YOU agree that the decision as to when a solution is treated as an ACCEPTED SOLUTION is solely up to the COMPANY and / or SEEKER.
    5. The COMPANY and / or SEEKER may also, at their discretion, decide that no solution is an ACCEPTED SOLUTION, and can withdraw the problem. If a problem is not solved to the satisfaction of the COMPANY and / or SEEKER, no funds are distributed to the SOLVERS.
    6. The meeting of the ACCEPTABLE SOLUTION criteria in the CONTEST STATEMENT does not mean that a PROPOSED SOLUTION will be accepted by the COMPANY and / or SEEKER.
    7. The decision to accept a PROPOSED SOLUTION is entirely at the discretion of the COMPANY and / or SEEKER.
    8. The COMPANY may, at its sole discretion, and without notice, remove any SOLVER or SEEKER from the WEBSITE.

    If your PROPOSED SOLUTION is not accepted by the COMPANY and/or the SEEKER, the COMPANY and/or the SEEKER are not obliged to offer any explanation.

  9. ACCEPTED SOLUTION and Payment of PRIZE

    1. ACCEPTED SOLUTION(S) will be eligible for PRIZE in accordance with the CONTEST STATEMENT.
    2. Payment of PRIZE will be handled in accordance with the terms set forth in the CONTEST STATEMENT.
    3. The COMPANY may deduct applicable fees and taxes applicable to the PRIZE.
    4. If due to an inadvertent error, the wrong amount of PRIZE is allocated to you, the COMPANY will indicate this error and provide accompanying details to YOU up to a maximum of thirty (30) days from the Winner Announcement date as per the CONTEST STEMENT. In case of any additions to the PRIZE, the COMPANY will transfer the additional amount to SOLVER account. In case of any deductions to the PRIZE, the SOLVER is obliged to refund the incremental amount to the COMPANY.
    5. SOLVER shall be responsible for all nature of taxes payable at any Country with respect to this transaction. The SOLVER shall alone be liable for such taxes and shall pay the taxes promptly.PRIZE amount indicated in CONTEST STATEMENT does not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, “Taxes”). YOU are responsible for paying all Taxes associated with the PRIZE. If the COMPANY has the legal obligation to pay or collect Taxes for which YOU are responsible under this Section 8, the COMPANY will invoice YOU and YOU will pay that amount unless YOU provide the COMPANY with a valid tax exemption certificate authorized by the appropriate taxing authority. For clarity, the COMPANY is solely responsible for taxes assessable against the COMPANY based on the COMPANY’s income, property and employees. Further, for the purpose of complying with the tax laws in India the SOLVER shall provide all the data as requested for by the COMPANY.
  10. Indemnification

    1. SOLVER will defend, indemnify and hold harmless the COMPANY from and against any and all costs (including attorney's fees incurred in defense) or liabilities (including payroll taxes, penalties or interest) arising out of his/her actions related to participation in CONTESTS.
    2. SOLVER shall also indemnify and hold the COMPANY harmless from all claims, damages, losses and expenses for bodily injury and property damage arising out of or resulting from his association with COMPANY, but only to the extent such claims are caused in whole or in part by the negligent acts or omissions of the SOLVER.
  11. Arbitration

    1. In the event of any dispute or difference arising between the parties hereto or as to the rights and obligations under this agreement or as to any claim, monetary or otherwise of one party against the other or as to the Interpretation and effect of any terms and conditions of this agreement, such dispute or difference shall be referred to arbitration of a common Arbitrator if agreed upon or otherwise to two Arbitrators, one to be appointed by each of the parties to this agreement and such Arbitration shall be governed by the State of Delaware, United Sates.
    2. The validity of this agreement and effect or meaning of the terms hereof will be decided according to the law of State of Delaware, United States.