DENSO sense Diagnostic Terms of Service (for Diagnostic Tool User)


Article 1 (Outline)

  1. This Terms of Service are applicable to all Users (defined below) of DENSO sense Diagnostic service (Service-as-a-Service) (“Service”) provided by DENSO International India Private Limited (“DENSO”). Users must agree to this Terms of Service before using the Service.

  2. This Terms of Service stipulate terms and conditions for the Service. All Users must agree with the terms and conditions as stated in this Terms of Service as applicable.

  3. Once a User agrees to this Terms of Service, DENSO and such User will have to enter into an Agreement (as defined in Article 2 of this Terms of Service).

Article 2 (Definitions)

For the purposes of this Terms of Service, the following terms have the following meanings:

(a) “Agreement(s)” mean service agreements to be concluded between DENSO and Users under the terms and conditions as stipulated in this Terms of Service;
(b) “User” or “Users” mean a person or all persons registered with DENSO sense platform as diagnostic tool user;
(c) “User Information” means ID, password, email address and phone number of Users; and
(d) “Communication Equipment” mean Personal Computer (PC), tablets, smart phone and computer equipment which Users are using.

Article 3 (Purpose)

DENSO grants User a non-exclusive license to use the Service for the following purposes (“Purpose”).

(a) License management DENSO sense VCI (“Hardware”), which enables User to diagnose the condition and repair history of the target vehicle
(b) Generate diagnostic report from information collected from Hardware provided by DENSO.
(c) Receive remote support for repairs

Article 4 (User Registration)

  1. A person who intends to become a User must agree to the contents of this Terms of Service and complete the registration process based on the procedures required by DENSO.

  2. If there is any change to the information registered by the Users in accordance with paragraph 1 of this Article 4, Users must immediately change the registered information.

  3. DENSO may refuse registration made by the Users at its sole discretion.

  4. Users are prohibited from permitting any third party to use their accounts on DENSO sense platform, transfer, assign or pledge such accounts as collateral to any third party.

Article 5 (License Fees)

  1. Fees for the Service will be decided in accordance with the price table designated by DENSO.

  2. Users must make payment for the fees only by a method designated by DENSO. The payment shall be nonrefundable.

Article 6 (Management of User Information and Communication Equipment)

  1. Users must prepare all the necessary equipment, including Communication Equipment and transportation necessary for enjoying the Service at their own expense. Users must bear all the communication costs necessary for using the Service.

  2. Users must manage their User Information and Communication Equipment. Users are responsible for any damage, including damage arising from mis-management of User Information or Communication Equipment, errors in using the Service, and use of Service by any third party. DENSO will not be responsible for any such damage unless it is caused by DENSO’s negligence or willful misconduct.

  3. Users must immediately inform DENSO and follow DENSO’s instructions if there is any indication of third party’s use of Users’ Information or Communication Equipment.

Article 7 (Conditions for Providing the Service)

DENSO may suspend or change the Service without notifying Users of such suspension or change for any reason, including due to maintenance.

Article 8 (Intellectual Property Rights)

  1. If a User or Users post or upload their information (pictures of vehicle etc.) on the DENSO sense platform used in the Service, such User or Users must agree to grant, free of charge and to an unlimited extent, DENSO a license to use all copyrights concerning any part or all of such information for any purpose.

  2. Users may not use, reproduce, publicly transmit, or modify any information or contents provided in the Service (collectively, “DENSO Contents”) beyond the scope of internal use.

  3. All intellectual property rights, including copyrights, patents, utility model registrations, trademark rights, design rights, and rights to make registrations based on such former rights (collectively “Intellectual Property Rights”) relating to the Service, belong to DENSO or to the licensors granting licenses to DENSO. Users must not create any derivative work of DENSO Contents, including reproducing, distributing, reprinting, transmitting, publicly transmitting, modifying, or adapting DENSO Contents.

  4. If Users breach any provision of this Article 8 and cause any damage to DENSO, such Users must resolve such damage at their sole cost and expense and take the appropriate measures to hold DENSO harmless from any disadvantage, burden or damage.

  5. Users must not exercise their authors’ personal rights (including rights to make a work public, rights to indicate a name, and rights to preserve integrity) concerning any part or all of their posted information, which might potentially be a copyright work, against DENSO, any third party which duly obtains relevant rights from DENSO, or any person which succeeds such rights from such third party.

Article 9 (Restrictions and Usage Policy)

  1. Regarding Users’ use of the Service, DENSO prohibits any of the following acts:

    (a) User shall not use the Service for any purpose other than Purpose.
    (b) User shall not rent, lease, sell, sublicense, assign, or otherwise transfer the right to use the Service or this Agreement to any third party;
    (c) User shall not copy, reverse engineer, decompile, disassemble, merge, or modify the DENSO sense platform or Hardware.
    (d) User shall not remove nor obscure DENSO’s copyrights, trademarks or other proprietary notices or legends from any of the materials of the Service.
    (e) User shall not use the Service and/or technology provided by DENSO, or any other products, service and/or technology manufactured or developed by using them for the purposes of disturbing international peace and security, including (1) the design, development, production, stockpiling or use of weapons of mass destruction such as nuclear, chemical or biological weapons or missiles, (2) the other military activities, or (3) any use supporting these activities.
    (f) User shall not sell, export, dispose of, license, rent, transfer, disclose or otherwise provide the Service to any third party, whether directly or indirectly, with knowledge or reason to know that the third party or any other party will engage in the activities described above.
    (g) User shall not utilize the Service by connecting server other than DENSO sense platform.

  2. If DENSO considers that any acts of Users fall under any of the items stated in (a) to (g) above, DENSO may take any or all of the following measures, without notifying such Users in advance:

    3. (a) limit usage of the Service;
    (b) terminate the Agreements and remove such Users; and
    (c) take any other measures which DENSO reasonably deems necessary.

Article 10 (Term and Termination)

  1. Granted license to use the Service and updated Service furnished from DENSO will continue for the term stipulated in DENSO sense platform from the date of issuance of license by DENSO.

  2. DENSO may unilaterally terminate the Agreements with Users, and unsubscribe them, if such Users fall under any of the following categories:

(a) if information registered by the Users contains false information;
(b) if a User or Users have been removed from DENSO sense platform;
(c) if a person including a User’s heirs inform DENSO of such User’s death or if DENSO confirms such User’s death;
(d) if a minor uses the Service without the consent of the minor’s legal representative;
(e) if Users do not respond to DENSO’s request promptly; or
(f) if DENSO deems it necessary to terminate the Agreements with Users.

  1. With respect to paragraph 1 of this Article 10, DENSO may unilaterally terminate the Agreements with such Users by giving notifications to such Users no later than thirty (30) days before such termination. A User may unilaterally terminate the Agreement by following the termination procedures stipulated by DENSO on the month of the effective termination date.

  2. If any Agreement with a User is terminated in accordance with paragraph 2 or 3 of this Article 10, all the obligations of the User or Users will be removed from the Service as a result of such termination will be accelerated and become immediately due and payable, and such Users must forthwith fulfill all of its obligations to DENSO.

Article 11 (No Warranty and Disclaimer)

  1. THE SERVICE IS PROVIDED “AS IS” WITHOUT ANY KIND OF WARRANTY OF ANY PURPOSE. THE OFFER OF THE SERVICE OR THE GRANT OF RIGHTS HEREUNDER BY DENSO SHALL NOT IMPLY ANY WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS HELD BY A THIRD PARTY. DENSO MAKES NO REPRESENTATIONS, OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

  2. DENSO ASSUMES NO RESPONSIBILITY FOR THE APPLICATION OF, ERRORS OR OMISSION IN THE SERVICE. DENSO ALSO DOES NOT WARRANT THAT THE SERVICE WILL OPERATE UNINTERRUPTED, SECURELY OR ERROR FREE. IN NO EVENT SHALL DENSO BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR OTHER DAMAGES ARISING OUT OF OR RESULTING FROM ANY PART OF THE SERVICE, THE INSTALLATION OR COPY OF THE SERVICE, THE USE OF THE SERVICE, OR INABILITY TO USE THE SERVICE. FURTHERMORE, DENSO SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGES OR COSTS ARISING OUT OF LOST PROFITS OR REVENUE, LOSS OF USE OF THE SERVICE, LOSS OF DATA OR EQUIPMENT, COST OF RECOVERING THE SERVICE, DATA OR EQUIPMENT, THE COSTS OF SUBSTITUTE THE SERVICE, MEDIA, DATA OR EQUIPMENT OR OTHER SIMILAR COSTS, AND SHALL BE FULLY INDEMNIFIED FROM ANY CLAIM ASSERTED BY USER OR ANY THIRD PARTY.

Article 12 (Indemnification)

User shall indemnify and hold DENSO, its affiliates, directors and representatives, harmless from and against any and all losses, liabilities, damages, claims or alleged claims, cost, and expenses (including legal fees) arising out of any breach or non-performance of any of User’s obligations under this Agreement or any applicable law.

Article 13 (Confidentiality)

  1. Users and DENSO must strictly and appropriately manage any confidential information (including know-how of the Service, information of DENSO’s systems, and any technical or business confidential information) of the other party, and must not disclose, provide or divulge such confidential information to any third party (including DENSO’s affiliates and contractors) without the prior written consent of the other party.

  2. The following items shall not be considered Confidential Information:

(a) any information that the receiving party already has in its possession at the time of disclosure;
(b) any information that is publicly known at the time of disclosure or becomes publicly known by no fault of the receiving party after such disclosure;
(c) any information lawfully obtained from a third party after the disclosure by the disclosing party;
(d) any information developed or created independently of disclosed Confidential Information; and
(e) any information required to disclose by law or pursuant to a court order.

  1. If DENSO discloses Users’ confidential information to an affiliate or an out-source of DENSO with the consent of such Users, DENSO will not be responsible for the handling of such confidential information by such affiliate or out-source.

  2. DENSO may use Users’ confidential information for the purpose of providing the Service.

Article 14 (Enquiry)

  1. DENSO will use its reasonable efforts to answer Users’ enquiries concerning the Service. However, DENSO will not be obliged to make such answer, unless otherwise obliged by laws, regulations, or this Terms of Service.

  2. DENSO will not be obliged to explain the reason for not answering any specific enquiries from a User.

Article 15 (Prohibition of Assignment of Status)

Neither Users nor DENSO may, without the prior written consent of the other party, transfer the contractual status under the Agreements or this Terms of Service to a third party, assign or transfer all or part of its rights and obligations under the Agreements or this Terms of Service to a third party, or encumber its rights under the Agreements or this Terms of Service as collateral; provided, however, that this does not apply in case of share transfer, business transfer, merger, DENSO split, and other structural reorganization.

Article 16 (Data Privacy)

DENSO may collect, use or store User’s or User’s customers’ Data as per DENSO sense Privacy Policy (https://www.sense.denso.co.in/PrivacyPolicy).

Article 17 (Severability)

  1. If a provision of this Terms of Service is held invalid under any applicable law, such invalidity will not affect any other provision of this Terms of Service that can be given effect without the invalid provision.

  2. If a provision of this Terms of Service is held invalid under any applicable law in relation to a part of Users, such invalidity will not affect any provision of this Terms of Service in relation to the other Users.

Article 18 (Measures against Breach)

  1. If Users find any act of breaching this Terms of Service, Users must inform DENSO of such breach.

  2. Users may not file any objection to DENSO’s measures against any act of breaching this Terms of Service.

Article 19 (Term)

The Agreement is valid from the execution date of such Agreement until such Agreement is terminated or expired; provided, however that the provisions of Article 8 (Intellectual Property Rights), paragraph 4 of Article 10 (Termination for Cause), Articles 11 (Warranty and Disclaimer; Limitation of Liability) to 12 (Indemnification), Article 15 (Prohibition of Assignment of Status), Article 17 (Severability), this Article 19 (Term), Article 21 (Governing Law) and Article 22 (Arbitration) will survive the termination of the Agreement and will remain in full force and effect after the termination of the Agreement.

Article 20 (Amendment)

  1. DENSO may amend this Terms of Service in any of the following events:

(a) if the amendment to this Terms of Service aligns with the general interest of Users; or
(b) if the amendment to this Terms of Service does conflict with the purpose of the Agreements, and it is reasonable in light of the circumstances concerning the amendment such as the necessity of the amendment, the appropriateness of the details of the amended conditions, and the details of such provisions.

The amended Terms of Service will apply to the Agreements.

  1. If DENSO intends to amend this Terms of Service, DENSO will specify the effective date of such amendment, and notify the Users of its intention to amend this Terms of Service, the details of the amended terms of this Terms of Service, and the date of such amendment, by a method designated by DENSO in no later than two (2) weeks before such amendment

  2. Notwithstanding paragraph 1 and 2 of this Article 20, Users will be deemed to have agreed to such amendment if Users do not cease the use of Service or do not terminate the Agreements upon receiving such notification from DENSO.

Article 21 (Governing Law)

This Agreement shall be governed as to all matters including validity, construction and performance, by and under the laws of India.

Article 22 (Arbitration)

Any disputes arising out of this Agreement shall be finally settled by arbitration in accordance with the Arbitration and Conciliation Act, 1996 and/or its statutory amendments. The arbitration shall be conducted by a sole arbitrator to be appointed by DENSO. The seat and place of arbitration shall be New Delhi, India. The award of arbitration shall be final and binding upon both User and DENSO.

Article 23 (Miscellaneous)

  1. Users must follow any rules separately stipulated by DENSO regarding any matter not covered in this Terms of Service. In this case, such rules will constitute as an inseparable part of this Terms of Service.

  2. Rules as stipulated in paragraph 1 of this Article 23 will be effective the moment such rules are published or announced on the place designated by DENSO.

  3. If there is any conflict between such rules as stipulated in paragraph 1 of this Article 23 and this Terms of Service, this Terms of Service will prevail.

Established and affective on

1st July 2025