Please read the following terms and conditions very carefully as your use of service are subject to your acceptance of and compliance with the following terms and conditions ("Terms").

1. General:

1.1. By subscribing to or using www.innowork.com and/or Innowork app (here in after referred to as or “Service”), you agree that you have read, understood and are bound by the Terms, regardless of how you subscribe to or use the services. If you do not agree to the Terms, you must not subscribe to or use our services.

1.2. You must be capable of entering into a binding contract in your jurisdiction to register as a member or use Black Cube Solutions FZCO’s Services, If you do not qualify, you are prohibited from using the Service. By using the Website/Application and/or Black Cube Solutions FZCO’s Services, you represent and warrant that you have the right, authority, competency and capacity to enter into these Terms of Service and to abide by all of the terms and conditions set forth herein.

1.3. In these Terms, references to:

1.3.1. Commercial / contractual terms shall include without limitation price, payment methods, payment terms, date, period and mode of delivery, warranties related to goods and services and after sales services related to goods and services.

1.3.2. End user or Buyer/ Corporate/ University/ Individuals shall mean the end user availing the Services of independent third party service provider(s).

1.3.3. "we", "us" and "our" shall mean Black Cube Solutions FZCO, its franchisees, affiliates or partners.

1.3.4. Third party Service Providers or Seller or trainers/Training Providers shall mean the person offering services to End-user(s) or Buyers/Corporate/University/Individuals and shall include training firms, event organizing firms, universities, colleges, institutions, online e-learning providers etc.

1.3.5. “Listing” shall mean any Independent third party Service Providers or Seller or trainers/Training Providers who in their individual capacity list the information/service.

1.3.6. User shall mean and include End-user, Buyer, Corporate/University/ Individuals/Independent third party Service Provider/trainers/Training Providers and Seller.

2. Services Offered: Black Cube Solutions FZCO provides a technology platform that enables third party service providers or trainers/Training Providers (Hereinafter referred to as Seller) and buyer/Corporate/University/Individuals to interact and exchange information / Service relating to the training/courses/e-learning contents and collect fees for services on behalf of third party service providers or trainers/Training Providers/seller. The www.innowork.com and/or Innowork app is only a venue through which Users can reach a larger base of users to list, buy and sell information/data or services. Black Cube Solutions FZCO is only providing a platform for communication and it is agreed that the contract for sale of any of the information/data or services shall be a strictly bipartite contract between the third party service providers or trainers/Training Providers/Seller and Buyer/Corporate/University/Individuals. At no time shall any right, title or interest over the third party information/data or services, vest with Black Cube Solutions FZCO nor shall Black Cube Solutions FZCO have any obligations or liabilities in respect of such contract(s).

3. Black Cube Solutions FZCO is not responsible for any non-performance or breach of any contract entered between third party service providers or trainers/Training Providers/seller and buyer/Corporate/University/Individuals. Black Cube Solutions FZCO cannot and does not guarantee that the concerned third party service providers or trainers/Training Providers/seller/buyer/Corporate/University/Individuals will perform any transaction concluded on the website/Application. Black Cube Solutions FZ CO shall not and is not required to mediate or resolve any dispute or disagreement between the third party service providers or trainers/Training Providers/seller and buyer/Corporate/University/Individuals.

4. No Guarantee of Business or Fitness for a Purpose:

4.1. We do not guarantee that enquiries and leads will be generated by it for a Listing or that any such enquiries/lead will be converted into business for the user/end-user. Black Cube Solutions FZCO is not obliged and does not market the offerings of a particular user and shall not be obliged to recommend a user or Listing to the End-User.

4.2. Black Cube Solutions FZCO disclaims all implied warranties and similar obligations including but not limited to those of fitness for a particular purpose, and merchantability, whether otherwise arising by law, custom, usage, trade practice, course of dealing, or course of performance. There are no warranties, which extend beyond those express warranties contained in the Agreement.

4.3. It is the user’s responsibility to verify any third party service provider warranties before contracting with the third party service provider. Any advice provided by the Third Party Service providers /trainers/Training Providers/seller are provided in their individual capacity and not on behalf of Black Cube Solutions FZCO.

4.4. User affirms that it has not relied upon Black Cube Solutions FZCO's skill nor judgment to select or furnish the Goods/Service including but not limited to courses, conferences, and materials for any particular purpose beyond the specific express warranties in the Agreement. Black Cube Solutions FZCO does not warrant the Goods/Service will comply with the requirements of any safety or environmental code or regulation of any federal, state, municipality or other jurisdiction beyond the specific express warranties in the Agreement.

5. Black Cube Solutions FZCO’s Rights and Obligations: Black Cube Solutions FZCO reserves the right, at its sole discretion to reject, remove a Listing or a part of the listing at any time without being obliged to provide any reasons. Black Cube Solutions FZCO reserves the right to, at all times, monitor a Listing to ensure compliance with these terms and conditions.

6. User Account:

6.1. The User may be required to create his/ her own User ID and Password in order to register and/ or use the services on the Website/Application. By accepting these Terms, the User aggress that his/ her User ID and Password are very important pieces of information and it shall be the User’s own responsibility to keep them secure and confidential. In furtherance hereof, the User agrees to;

6.1.1. Choose a new password, whenever required for security reasons.

6.1.2. Keep his/ her User ID & Password strictly confidential.

6.1.3. Be responsible for any transactions made by User under such User ID and Password.

6.2. Black Cube Solutions FZCO may verify at the time of creation of the user account, including but not limited to phone number, email address, bank account, credit card details, etc.

7. User’s Obligations: User represents and warrants that the information/data provided by you does not violate or infringe upon any law or regulation. All information provided by the user to us is and shall at all times be accurate, valid and complete. It would be solely responsible and liable for the information provided (including but not limited to the content or details pertaining to any intellectual property provided by the user to us) to us.

8. Service Providers Obligation: It shall be the responsibility of third party Service Provider/trainers/Training Providers to ensure that he/she/it is competent to enter into Agreement with End-User and Black Cube Solutions FZCO, which would constitute a legal, valid, binding and enforceable Agreement that will not conflict, breach or cause a default of the terms and conditions of any documents, agreements or other writings to which he/she/it is a party. No action, suit, proceeding or investigation is pending to the knowledge of third party Service Provider, threatened against the third party Service Provider/trainer/training Provider that would affect the performance of his/her/its services in any manner. The third party Service Provider/trainer/training Provider only shall be responsible for obtaining all statutory registrations for the third party Service Provider/trainer/training Provider’s line of business.

9. End-User’s Obligation:

9.1. It is End-User’s duty to verify the information/data or services provided or courses offered or content provided or listed in the Website/Application before buying such information/data or services. Black Cube Solutions FZCO shall not guarantee or warrant the information/data/content or services provided or listed in the Website/Application.

9.2. Users are advised to independently verify the bona fides of any particular User that you choose to deal with on the Website/Application and use your best judgment in that behalf.

10. Payment:

10.1. Registration on the Website/Application is free, we do not charge any fee for browsing on the Website/Application for Individuals on the basic features. Individuals will pay for the premium features (on subscription basis) only. Also, University/Corporate users will pay as per subscription basis for using our talent management & performance management features. Also users will pay for the e-learning contents. We would be charging a transaction fee and a listing fee which is payable by the Service Provider.

10.2. We reserve the right to change any policies from time to time. In particular, we may at its sole discretion introduce new services and modify some or all of the existing services offered on the Website/Application. In such an event we reserves the right to introduce fees for the new services offered or amend/introduce fees for existing services, as the case may be. Changes to the Policy shall be posted on the Website/Application and such changes shall automatically become effective immediately after they are posted on the Website/Application.

10.3. Subscription fee: Subscription fee for all the SaaS or private cloud-installed customers will be charged monthly or yearly per user/customer preference. And Customers have the right to stop the subscription after the completion of one year subscription period. But the Customer should inform Black Cube Solutions FZCO at least one month before the subscription expiry period if they want to stop the subscription. Otherwise, the subscription will be renewed automatically and based on the yearly /monthly payment plan, the subscription will be charged.

11. Information/Data:

11.1. You shall not host, display, upload, modify, publish, transmit, update or share any information or share/list(s) any information or item that:

11.1.1. belongs to another person and to which You does not have any right to;

11.1.2. is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, paedophilic, libellous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, relating to terrorism or extremism of any sort, propagates anti-government sentiments or otherwise unlawful in any manner whatever; or unlawfully threatening or unlawfully harassing including but not limited to indecent representation of women, racism or violation of any nature whatsoever;

11.1.3. harm minors in any way;

11.1.4. infringes any patent, trademark, copyright or other proprietary rights or third party’s trade secrets or rights of publicity or privacy or shall not be fraudulent or involve the sale of counterfeit or stolen items;

11.1.5. violates any law for the time being in force.

11.2. You shall not delete any data or make copies of any data, content or portion of the Website/Application without prior written authorization from Black Cube Solutions FZCO.

12. Communication: You will be required to provide a valid phone number and Email ID at the time of using the service through the Website/Application. By registering your phone number and Email ID with us, you consent to be contacted by us via phone calls and/or SMS and /or email notifications, in case of any service related updates.

13. Warranty:

13.1. The user warrants and represents that all details and information provided to the Website/Application by you are true and accurate and are not false, misleading or deceptive and the information contained on the Website/Application will be kept accurate and up to date and compliant with these terms and conditions.

13.2. We do not make any representation or warranty as to the item-specifics (such as legal title, creditworthiness, identity, etc.) of any of its Users. You are advised to independently verify the bona fides of any particular User that you choose to deal with on the Website/Application and use your best judgment in that behalf.

14. Third-Party Website/Application listing: Black Cube Solutions FZCO or a Listing may be linked to the website/Application of third parties, affiliates and business partners. Black Cube Solutions FZCO has no control over, and is not liable or responsible for content, accuracy, validity, reliability, quality of such websites/Application made available by/through our Website/Application. Inclusion of any link on the Website/Application does not imply that the Website/Application endorses the linked Website/Application. End User may use the links and these services at the End-User’s own risk.

15. All information and data provided/collected by us, would be used/processed in compliance to Privacy Laws in particular General Data Protection Regulation (“GDPR”), please refer our privacy policy and our Data Processing Agreement.

16. Complaints:

16.1. All complaints relating to Contracts should be addressed as between the third party Service Provider/trainers/Training Providers/Seller and Buyer/individuals/University/Corporate.

16.2. In case the information/data purchased is incorrect/ fraudulent, you have to raise a complaint within seven (7) days post the delivery of the service.

16.3. On verification or if we suspect any fraudulent transaction by any end user or any transaction which defies the terms & conditions of using the Website/ Application/service, we at our sole discretion could cancel such services, listing, Third Party Service Provider/trainer/training Provider Account.

16.4. We will maintain a list of all fraudulent transactions and end user and would deny access to them or cancel any transaction placed by them. Black Cube Solutions FZCO reserves the right to take the final decision.

16.5. User agrees that under no circumstances the Black Cube Solutions FZCO shall be held responsible for such fraudulent/duplicate transactions.

16.6. User agrees that Black Cube Solutions FZCO shall not be responsible for any issue including but not limited to content quality, payment and delivery, arising due to downloading the e-learning materials directly from the third party provider/ partner.

17. Refund and Cancellation Policy

17.1. All payments made using/vide the Website/Application shall have a lock-in period of seven (7) days post the delivery of the service except buying e-learning content directly from the third party vendors.

17.2. If no complaints are received within seven (7) days post the delivery of the service, the payments would be released the Third Party Service Provider/trainer/training Provider, after deducting applicable transaction fees and taxes.

17.3. Black Cube Solutions FZCO assumes no responsibility, and shall not be liable for any delay in processing the funds by bank(s) or any legal authority, after the payments have been released by Black Cube Solutions FZCO.

17.4. If any complaint or request for refund (for cause or no cause) is received within seven (7) days post the delivery of the service, the Black Cube Solutions FZCO shall review the complaint and may request for any additional information that might be required from the User or the Third Party Service Provider/trainer/training Provider. Black Cube Solutions FZCO, on scrutinizing the complaint in the light of the above-mentioned comments shall then either transfer the funds back to the User or to the Third Party Service Provider/trainer/training Provider. Black Cube Solutions FZCO decision in this regards shall be final.

17.5. Any feedback received by Black Cube Solutions FZCO from the User shall be published on the Website/Application. However in case any such feedback or comments found to be abusive, unprofessional, non-ethical manner, against the local government law etc., Black Cube Solutions FZCO reserves the right to remove such comments or feedback from the Website/Application and suspend the account of the User Account responsible for generating the same.

17.6. The Black Cube Solutions FZCO shall in no way be responsible for any contracts, payments, and transactions not done through the Website/Application.

17.7. The Black Cube Solutions FZCO shall not be responsible for any issue arising due to downloading the e-learning materials directly from the third party provider/ partner.

18. Liability:

18.1. Black Cube Solutions FZCO assumes no responsibility, and shall not be liable for any commercial / contractual terms are offered by and agreed to between buyers and sellers. It is the responsibility of the user alone to ensure that the information/ data either stored in www.innowork.com and/or Innowork app or taken out from www.innowork.com and/or Innowork app, by printing or exporting to any computer file format or data stored offline in mobile devices of users accessing www.innowork.com and/or Innowork app, is used in compliance with privacy laws applicable to the user’s business transactions.

18.2. Black Cube Solutions FZCO has made this Service available to the User as a matter of convenience. Black Cube Solutions FZCO expressly disclaims any claim or liability arising out of the provision of this Service. The User agrees and acknowledges that he/ she shall be solely responsible for his/ her conduct and that Black Cube Solutions FZCO reserves the right to terminate the rights to use of the Service immediately without giving any prior notice thereof.

18.3. Black Cube Solutions FZCO shall not be liable for any inaccuracy, error or delay in, or omission of (a) any data, information or message, or (b) the transmission or delivery of any such data, information or message; or (c) any loss or damage arising from or occasioned by any such inaccuracy, error, delay or omission, non-performance or interruption in any such data, information or message. Under no circumstances shall the Black Cube Solutions FZCO, its employees, directors, and its third party agents involved in processing, delivering or managing the Services, be liable for any direct, indirect, incidental, special or consequential damages, or any damages whatsoever, including punitive or exemplary arising out of or in any way connected with the provision of or any inadequacy or deficiency in the provision of the Services or resulting from unauthorized access or alteration of transmissions of data or arising from suspension or termination of the Services.

18.4. Black Cube Solutions FZCO assume no liability whatsoever for any monetary or other damage suffered by the User on account of the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Services in connection thereto.

18.5. The User shall indemnify and hold harmless Black Cube Solutions FZCO and their respective officers, directors, agents, and employees, from any claim or demand, or actions arising out of or in connection with the utilization of the Services.

18.6. The User agrees that Black Cube Solutions FZCO or any of its employees will not be held liable by the User for any loss or damages arising from your use of, or reliance upon the information contained on the Website/Application, or any failure to comply with these Terms and Conditions where such failure is due to circumstance beyond Black Cube Solutions FZCO’s reasonable control.

19. Indemnity: The user agrees to defend, indemnify and hold harmless Black Cube Solutions FZCO, its employees, directors, officers, agents, representatives and their successors and assigns from and against any and all claims, liabilities, damages, losses, demands, costs and expenses, including attorney's fees, caused by or arising out of claims based upon your access to and use of Services, which may result in any loss or liability to Black Cube Solutions FZCO or any third party including but not limited to breach of any warranties, representations or undertakings or in relation to the non-fulfilment of any of your obligations under this Agreement or arising out of the your violation of any applicable laws, regulations including but not limited to Intellectual Property Rights, payment of statutory dues and taxes, claim of libel, defamation, violation of rights of privacy or publicity, loss of service by other subscribers and infringement of intellectual property or other rights. This clause shall survive the expiry or termination of this Agreement.

20.Disclaimer and Limitation of Liability: THE SERVICES ARE MADE AVAILABLE OR PROVIDED ON AN "AS-IS" BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Black Cube Solutions FZCO’S LIABILITY FOR ANY CLAIM ARISING UNDER OR RELATING TO THIS TERMS OR ANY SERVICE SHALL BE LIMITED TO DIRECT DAMAGES AND SHALL NOT EXCEED THE TRANSACTION FEE PAID TO Black Cube Solutions FZCO FOR THE RELEVANT SERVICE. Black Cube Solutions FZCO SHALL AT ITS DISCRETION HAVE THE OPTION TO REFUND THE TRANSACTION FEE OR APPOINT ANOTHER SERVICE PROVIDER TO RECTIFY OR COMPLETE THE SERVICE.

21. Intellectual Property Rights:

21.1. Unless otherwise indicated or anything contained to the contrary or any proprietary material owned by a third party and so expressly mentioned, Black Cube Solutions FZCO owns all Intellectual Property Rights to and into the Website/Application/Service, including, without limitation, any and all rights, title and interest in and to copyright, related rights, patents, utility models, trademarks, trade names, service marks, designs, know-how, trade secrets and inventions (whether patentable or not), goodwill, source code, meta tags, databases, text, content, graphics, icons, and hyperlinks. You acknowledge and agree that you shall not use, reproduce or distribute any content from the Website/Application belonging to Black Cube Solutions FZCO without obtaining authorization from Black Cube Solutions FZCO.

21.2. Black Cube Solutions FZCO is not responsible for the content of any third party Websites/Applications and does not make any representations regarding the content or accuracy of material on such Website/Application. If you decide to link to any such third party websites, you do so entirely at your own risk.

21.3. Notwithstanding the foregoing, it is expressly clarified that you will retain ownership and shall solely be responsible for any content that you provide or upload when using any Service, including any text, data, information, images, photographs, music, sound, video or any other material which you may upload, transmit or store when making use of our various Service. However, with regard to the product customization Service (as against other Services like blogs and forums) you expressly agree that by uploading and posting content on to the Website/Application for public viewing and reproduction/use of your content by third party users, you accept the User whereby you grant a non-exclusive license for the use of the same.

22. Term & Termination: Black Cube Solutions FZCO may suspend or terminate your use of the Website/Application or any Service if it believes, in its sole and absolute discretion that you have breached any of the Terms. Black Cube Solutions FZCO may delete any content or other materials relating to your use of the Service and Black Cube Solutions FZCO will have no liability to you or any third party for doing so. You shall be liable to pay for any Service that you have already availed/ordered till the time of Termination by either party whatsoever.

23. Confidentiality: The user shall keep all and any information regarding the service availed and other Listings and seller/purchaser confidential information, both, during the subsistence of the Agreement and after its Termination. The user shall not, without prior written consent of the Website/Application transfer (whether for consideration or otherwise) such information to any third-party for any reason whatsoever. The user is specifically prohibited from using the confidential information for purposes of seeking any commercial gain out of the said information. In the event Black Cube Solutions FZCO is made aware of any such practice of such violation of the terms and/or conditions of this terms, Black Cube Solutions FZCO shall be entitled to terminate the Agreement as well as initiate legal proceedings against the user, as it may deem fit at its sole discretion and without prejudice to rights available to it under applicable law.

24. Governing Law: The laws of Dubai shall apply and courts in Dubai shall have jurisdiction in respect of all the terms, conditions and disclaimers. Black Cube Solutions FZCO reserves the right to make changes to the Website/ Application/service and the terms, conditions and disclaimers at any time and without information to the customers/users of the services/Application of Black Cube Solutions FZCO.

25. Arbitration: If any dispute arises between you and Black Cube Solutions FZCO during your use of the Website or Application or services, in connection with the validity, interpretation, implementation or alleged breach of any provision of this terms or any our policy or the documents they incorporates by reference, the dispute shall be referred to a sole Arbitrator who shall be an independent and neutral third party identified by Black Cube Solutions FZCO. The place of arbitration shall be Dubai. The Dubai International Arbitration Centre(DIAC) Arbitration Rules shall govern the arbitration proceedings. The arbitration proceedings shall be in the English language.

26. Miscellaneous:

26.1. Any waiver of any rights available to Black Cube Solutions FZCO under these terms shall not mean that those rights are automatically waived. All waivers, if any, must be in writing and signed by Black Cube Solutions FZCO.

26.2. The User agrees, understands and confirms that his/ her personal data including without limitation details relating to debit card/ credit card transmitted over the Internet may be susceptible to misuse, hacking, theft and/ or fraud and that Black Cube Solutions FZCO have no control over such matters.

26.3. Although all reasonable care has been taken towards guarding against unauthorized use of any information transmitted by the User, Black Cube Solutions FZCO does not represent or guarantee that the use of the Services provided by/ through it will not result in theft and/or unauthorized use of data over the Internet.

26.4. Black Cube Solutions FZCO and its affiliates and associates shall not be liable, at any time, for any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communications line failure, theft or destruction or unauthorized access to, alteration of, or use of information contained on the Website/ Application.

27. Customer Services: If you have any query, please e-mail us at customer-success@innowork.com.

Last Updated: 24th May 2018