THIS AGREEMENT IS EFFECTIVE AS OF THE DATE YOU ACCEPT THE TERMS OF USE SUBMITTED TO YOU BY ICH CREATIVE CONSULTING LLP (AS DEFINED BELOW) FOR THE SERVICES (AS DEFINED BELOW) AND BY ACCEPTING SUCH TERMS, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS GOVERNING YOUR USE OF THE SERVICES (AS DEFINED BELOW).

This terms and conditions of use (“Terms & Conditions”) forms an integral part of this service (“ICH NEXT”) managed, operated and run by ICH Creative Consulting LLP, registered as a limited liability partnership under the Limited Liability Partnership Act, 2008 bearing LLP Identification Number (LLPIN) AAL-9761 and having its registered office at 518, 4 A Main, OMBR Layout Banaswadi, Bengaluru, Karnataka – 560043 (hereinafter referred to as “ICH”, “we”, “us”, “our”). These Terms & Conditions describe the terms and conditions applicable to your (hereinafter referred to as “User(s)”, “you”, “your”, “yourself”) access and use of our Service.

[ICH is in the business of providing creative business solutions and consulting services to retail industries, more specifically in the apparel, footwear, accessories, jewellery and other fashion goods, having significant experience, expertise and knowledge in the field of creative brand strategy, product positioning, curation, buying and design direction and other associated services in fashion and lifestyle. As part of its business solutions ICH provides fashion forecasting analysis via “Reports” for the Indian Retail market (“Forecasting Services”). However, as a normal course of its business, ICH also engages in providing the Users with quality content relating to on-going or expected fashion trends by means of newsletters, subscription alerts that Users avail as a part of our services] (such services together referred to as the “Services”)

The User and ICH are each referred to as “Party” and collectively referred to as the “Parties”.

Any access to this Service shall be deemed to have been done after accepting these Terms & Conditions. The User of this Service hereby agrees and undertakes to read the Terms & Conditions and be solely responsible for any damages or loss caused during the access of this Service.

These Terms & Conditions constitute a legally binding and enforceable contract between the Parties.

1. General Terms & Conditions

i) We may make changes to the Service as well as to the contents published on it at any time without any prior notice.

ii) ICH reserves the exclusive right to amend, modify, delete, add, alter or vary all or any of this Terms & Conditions. ICH may also issue updates regarding substantial changes made to this Terms & Conditions but, any failure in doing so, shall not make ICH responsible or liable in any manner. It is strongly advised and recommended for the User to read the Terms & Conditions provided herein and the ICH website every time before accessing or using our Service. Your continued usage of the Services would be deemed to be an acceptance of the Terms & Conditions and the modifications thereto. 

iii) Information provided herein is believed to be up to date and current at the time of given proposal. However, the Service is a source of general information only and we do not claim that the information contained herein is accurate or complete at all times.

iv) We hereby assert that we shall not accept any liability to you or any other person(s) for any loss or damage caused by relying on the information published in the Reports.

v) We do not make any express or implied warranties, representations, and endorsements in connection with information published in the Reports including without limitation, warranties as to non-infringement, accuracy, completeness and reliability for any purpose(s).

vi) We do not claim or represent that the Services will be accessible by you at all times without interruptions, delays glitches, errors, and loss of data and information or any damage caused to your electronic device(s). It shall be your duty to put in place adequate protection for preventing any of the aforesaid circumstances. 

2. Subscription to the Forecasting Services

ICH provides Forecasting Services to the Users (for the purpose of this paragraph 4, all Users subscribing to the Forecasting Services, are referred to as “Subscribers”) for the Subscription Consideration (as defined below) comprising of the following:

i) Reports: Available for viewing and download by the Subscriber (via an online link) that will contain analysed trend predictions across colour, material, pattern, detailing and silhouettes using a combination of web sourced imagery and self-created designs to represent thought and recommendations.

ii) Original copyright works: Original works of ICH comprising of composite patterns and rendered sketches that are available only for viewing and download and which are subject to the intellectual property rights of ICH.

iii) Royalty free motifs and flat sketches: That can be downloaded by the Subscriber and can be replicated by the Subscriber.

Using Forecasting Services and scope of Forecasting Services: In order to avail the Forecasting Services, the Subscriber must intimate in writing (via email) its choice of subscription scope amongst the following:
Ethnic RTW Subscription:

i) Annual Full Service: Comprising of 2 report (Spring Summer and Festive Winter) and 4 updates

ii) Annual Part Service Forecast – 1: Comprising of 2 report (Spring Summer and Festive winter)

iii) Seasonal Full Service: Comprising of 1 report (Spring Summer/ Festive Winter) and 2 updates

iv) Seasonal Part Service: Comprising of 1 report (Spring Summer/ Festive Winter)

v) Customized package (on request)
Subscription Consideration: The respective price for subscription for the above-mentioned scope of subscription will be intimiated in writing (via email) in response to the subscriber’s subscription preference (“Subscription Consideration”):

The Subscriber shall pay in advance via bank transfer to the designated bank account of ICH the Subscription Consideration, for the relevant subscription service as mentioned by the Subscriber in the email, within 5 (five) days of the email sent to ICH. Upon the receipt of email from the Subscriber, ICH shall provide to the Subscriber, via email, the invoice and bank account details ICH. Upon receipt of the Subscription Consideration into the designated bank account of ICH, ICH shall provide the Subscriber access to the Forecasting Services.

The Subscription Consideration is exclusive of any goods and services tax, or any other direct or indirect tax. If any such tax is payable, then this shall be borne by Subscriber.

Obligations of the Subscriber: Subscriber shall have the following obligations:

i) Subscriber shall access and use the Forecasting Services in accordance with this Terms & Conditions, applicable laws and any terms of use set as set out hereforth and the website;

ii) The Subscriber shall not provide access to more than 3 user ids (of employees / contractors within the Subscriber’s organisation), either directly or indirectly, to the Forecasting Services and such access shall be provided only for internal purpose only;

iii) Subscriber shall use best efforts to prevent unauthorised access to or use of the Forecasting Services, and shall notify ICH promptly of any such unauthorised access or use;

iv) Subscriber shall take best efforts to ensure the security and compliance of any data or information provided as part of the Forecasting Services.

v) Subscriber shall not license, sublicense, sell, resell, rent, lease, transfer, distribute or otherwise similarly exploit the Forecasting Services (except in respect of Royalty free motifs and flat sketches as set out above).

vi) Subscriber shall not copy, create a derivative work or reverse assemble, disassemble or decompile the Forecasting Services or any part thereof (except in respect of Royalty free motifs and flat sketches as set out above); and

vii) Subscriber shall not create a competitive offering based on the Forecasting Services.

Confidentiality: “Confidential Information” means all information designated as confidential, commercially sensitive, or which ought reasonably to be considered as confidential or proprietary in the context of its disclosure, disclosed (whether in writing, orally or by another means and whether directly or indirectly) by ICH to the other Party, including, information contained in the Forecasting Services and documents provided in connection with the Forecasting Services, information relating to ICH’s products, operations, processes, plans or intentions, product information, financial information, cost and pricing information, know-how, design rights, trade secrets, information pertaining to Intellectual Property Rights, market opportunities and business.

The Confidential Information of ICH provided to the Subscriber shall remain the property of ICH. Confidential Information shall not include information: (a) is or becomes publicly available without a breach of any obligation owed to the other Party; (b) is already known to the Party at the time of its disclosure by the other Party, without a breach of any confidentiality obligation owed to any person; (c) following its disclosure to the other Party, is received by such Party, from a third party without breach of any obligation owed to the disclosing Party; or (d) is independently developed by the Party without reference to or use of the other Party’s Confidential Information.

The Subscriber shall use the same degree of care used to protect the Confidential Information that it does for its own confidential information (but in no event less than reasonable care) and except without the written consent of ICH shall: (a) not use any Confidential Information for any purpose outside the scope of this Terms & Conditions; (b) limit access to Confidential Information to those of its employees or contractors who need to have access to such information for purposes consistent with this Terms & Conditions and who have signed appropriate confidentiality and non-disclosure agreements with the Parties.

The Subscriber may disclose Confidential Information of ICH to the extent required under applicable law, or pursuant to a court order, provided that the Party disclosing Confidential Information: (a) provides prompt written notice of such requirement to the extent legally permitted; and (b) limits disclosure to that required by applicable law or court order.

3. Liability

ICH makes incessant endeavours and genuine efforts to make this Report, or any materials provided as a part of its services to be accurate, complete and without any malwares, faulty codes, or hacks. However, it is recommended that you should virus check all such materials and regularly check for the presence of viruses and other malicious code. The sources of the information disseminated are deemed reliable but the Report does not guarantee that it is free from defects, errors or omissions. However, it is strongly recommended that User shall undertake all due diligence before their use or access to these Reports and associated materials which shall also, includes downloading any material provided by ICH as a part of their professional service offerings.

You acknowledge that whilst ICH endeavours to ensure that information on the Report and any related material provided to you by ICH, whether by email or otherwise (“ICH Material”) is accurate and complete, it is provided only for general information and is not intended to address your particular requirements and does not constitute any form of advice or recommendation by ICH. You acknowledge that the ICH Material should not be relied upon by you in making (or refraining from making) any specific investment or other business or personal decisions and acknowledge that professional advice should be obtained before making any such decision. Finally, you acknowledge that some of the content may be supplied by third parties and the accuracy and completeness of it will not have been checked by ICH.

The User undertakes and agrees that any inaccurate, incomplete or inadvertently wrong information, including presence of any malwares on this report or in any of the materials provided by ICH, as a part of their professional service offerings, or even, otherwise shall not make ICH liable in any manner whatsoever unless it breaches any other legal relationship between the Parties.

The liability of the Report cannot be committed in case of force majeure or due to any unpredictable and insurmountable act of a third party.

4. Intellectual property

“Intellectual Property Rights” means, to the extent that any of the following are recognised in any jurisdiction, any intellectual property and/or proprietary rights whether registered or unregistered, legal or beneficial, including copyrights, patent rights (including applications for patent protection), publicity rights, rights in designs, trade secret rights, registered or otherwise protected trademarks, trade names and service marks and protections from trademark dilution.

The trademarks, logos, signs and all the ICH Material including but not limited to texts, images, sound, videos etc. are protected by the laws under intellectual property including but, not limited to The Trademarks Act, 1999, The Copyright Act, 1957 and The Designs Act, 2000. You acknowledge that all the Intellectual Property Rights, including but not limited to copyrights, patents, trademarks, trade secrets and designs in the ICH Material is owned by ICH. ICH provides you limited access to the Report and ICH Materials for designated use only. The provisions of the use of ICH Material do not transfer to you or any third party any rights, title or interest in or to the Intellectual Property Rights in the ICH Material except that defined as royalty free material.

All Intellectual Property Rights in any Forecasting Services (as defined above) belongs to ICH. By providing the Forecasting Services to the Subscriber, ICH does not convey any Intellectual Property Rights in any part of the Forecasting Services to the Subscriber. The Forecasting Services are not a work made for hire and the Subscriber only acquires a non-transferable, non-assignable, revocable, world-wide, royalty free limited license without the right to sub-license, and to access and use the Forecasting Services for its own internal purposes.

For avoidance of doubt, you agree that ICH Material shall not be copied, reproduced, distributed, republished, modified, displayed, posted, transmitted, communicated to the public or otherwise exploited in any form or manner or by any means, including, but not limited to, electronic, digital, mechanical, photocopying, recording, or otherwise, without the prior authorization of ICH except that which is defined as Royalty Free material. Any unauthorized use of ICH Material may violate copyright laws, trademark laws, and/or other applicable laws, rules and regulations.
The User shall not:

i) create a database for other than designated use (electronic or otherwise) that includes ICH Material;

ii) scrape, extract, download, upload, sell or offer for sale any of the ICH Material and you agree not to use, or cause to be used, any computerized or other manual or automated program or mechanism, tool, or process, including any scraper or spider robot, to access, extract, download, scrape, data mine, display, transmit, or publish, any of the ICH Material;

iii) disseminate advertisements on the Report or use the ICH Material for any other commercial purposes (which would include using them to promote or encourage the sale of your goods/services); and

iv) transmit or re-circulate any ICH Material to any third party (unless specifically authorised to do so by ICH).

5. Indemnity

The Subscriber shall indemnify, defend and hold harmless ICH, its partners, employees, agents, officials, affiliates (“Indemnified Persons”) from and against all claims, suits, cause of actions, costs and expenses (including reasonable attorney costs) (“Losses”) arising out of or in connection with:

i) Any violation of any terms of this Terms & Conditions by Subscriber; and/or

ii) Any breach of any Subscriber’s obligations as set out under this Terms & Conditions; and/or

iii) Any breach or infringement of any intellectual property rights of ICH.

The indemnification rights of the Indemnified Persons are independent of, and in addition to, such other rights and remedies the Indemnified Persons may have at law or in equity or otherwise, including the right to seek specific performance, rescission or other injunctive relief, none of which rights or remedies shall be affected or diminished thereby. In relation to any Losses, the Indemnified Persons will: (a) notify the Subscriber of any claims for Losses as soon as reasonably practicable; (b) take all reasonable steps to mitigate any loss and generally co-operate with the Subscriber in relation to such claim or proceedings.

The obligation of the Subscriber to indemnify pursuant to this paragraph 5 shall arise immediately upon any Indemnified Person incurring any liability and notifying the same to the Subscriber pursuant to a Loss.

6. Use of Services

The User hereby agrees not to:

i) Disseminate any unsolicited or unauthorised advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;

ii) Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others;

iii) Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded;

iv) Use any deep-link, robot, spider or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the content, or in any way reproduce or circumvent the navigational structure or presentation of the Report, to obtain or attempt to obtain any materials, documents or information through any means not specifically made available through the Report;

v) Disseminate any material which may infringe the rights (including intellectual property rights) of any third party or be unlawful, threatening, defamatory, obscene, indecent, offensive, pornographic, abusive, liable to incite racial hatred, discriminatory, menacing, scandalous, inflammatory, blasphemous, in breach of confidence, in breach of privacy, which may cause annoyance or inconvenience or may restrict or inhibit the use of the Report by any person or which constitutes or encourages conduct that may be considered a criminal offence or give rise to civil liability in any country in the world;

vi) Disseminate any material which does or may bring ICH or any of its brands or subsidiaries into dispute or in any way damage their reputation;

vii) Reverse engineer, modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information/ ICH Material obtained from the Report or Services.

viii) Post link(s) that take Users to material that contravenes any of the above restrictions.

7. Applicable Law and Jurisdiction

This Terms & Conditions is governed by all laws applicable within the territory of India. By using our Report and Services, you are agreeing to this Terms & Conditions and thereby consenting to the exclusive jurisdiction and venue of courts in [Bengaluru], India, in all disputes arising out of or relating to the use of the Forecasting Services or the Terms & Conditions.

8. Contact

If you have any queries or requests for information about the Services or any allegations of illegal content, the User can contact ICH at the following email address: ichnext@ichcreative.com, registered in Bengaluru, Karnataka.

PANTONE® Disclaimer:

The PANTONE® Reference names and/or numbers are from the PANTONE FASHION, HOME + INTERIORS color system (a component of the PANTONE Textile Color System®). The colors shown here are on-screen simulations and may not match the PANTONE Color Standards. For accurate PANTONE Color Standards, refer to current editions of PANTONE FASHION, HOME + INTERIORS Swatch Cards. PANTONE is a trademark or registered trademark of Pantone LLC in the United States and/or other countries. Portions © Pantone LLC, 2020. Pantone’s trademarks and copyrights used with the permission of Pantone LLC under License Agreement with ICH Creative Consulting LLP.