This is the official site of Contactwala.com (“Company”), a company duly incorporated under the laws of India and other sites linking to these Terms of Service, including mobile versions of such sites (collectively, the “Sites” or, individually, a “Site’’) operated under the brand name “Contactwala.com”.
Contactwala.com is a local search engine platform that provides local search related services to Users. It is also a platform for business owners that enables them to list, market and promote their business by registering to the platform.
These Terms of Service (the “Terms”) apply to those Authorised Business Users who avail the services of Contactwala.com offered on or through the Site www.Contactwala.com (the “Site”) (together referred to as “Services”).
“You” “Yourself”, “Your” and (or) “Yours” refer to any person who uses the Site and (or) the Services. If Your organization has authorised or otherwise permits You to use the Service for its benefit, “You” also includes Your organization. The term “use” includes accessing, downloading, or utilizing any Site and (or) Service component.
CAREFULLY READ THESE TERMS BEFORE ACCEPTING THEM. BY CLICKING THE BOX INDICATING YOUR ACCEPTANCE OF THESE TERMS, BY EXECUTING A SIGNUP FORM THAT REFERENCES THESE TERMS, OR BY USING THE SITE AND (OR) SERVICE, YOU ACCEPT THESE TERMS AND CONCLUDE A LEGALLY BINDING CONTRACT BETWEEN YOU (sometimes referred to herein as ”You” or ”Your” or “User”) AND Contactwala.com (sometimes referred to herein as “We” or ”Us” or ‘’Company’’).
IF YOU ACCEPT THESE TERMS ON BEHALF OF AN ORGANIZATION, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND YOUR ORGANIZATION TO THESE TERMS. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS, DO NOT USE THE SITE AND(OR) SERVICE.
1. Account means a collection of data associated with a particular authorised User of the Site or Service. Each Account comprises a username, user password, user contact data (including, but not limited to, e-mail), and defines various settings for use of the Site or Service.
2. Affiliate (-s) means any corporation, company, or other legal entity that is under the Control of, under common Control with or Controls one of the parties to these Terms but constitutes an Affiliate only so long as such Control exists. “Control” and its variants “Controlled by” or “under common Control with” means having more than fifty percent (50%) of the power, directly or indirectly, to vote the outstanding voting securities or partnership interests of the entity, to elect the directors, or otherwise to direct or cause the direction of the entity’s management and policies, whether by voting power, contract, or otherwise.
3. Applicable Law means the substantive and procedural laws of Republic of India.
4. Authorised Business User(s) means all those businesses, entities, proprietors, or individuals who access, and use the Services of Contactwala.com, and includes their employees, agents, Affiliates successors and assigns.
5. Content means any text, data, graphics, images, video pictures, reviews, comments, and other material created, stored, submitted, sent or uploaded in the Site either by You, Us, any other users or third-parties receive to or from the Site including, but not limited to documents, posts, videos, images.
6. Service Fees means the recurring payments for which You purchase the Services on a Subscription basis.
7. Subscription means Your commitment to make payment (-s) to Us for use of the Service during the Subscription Term; and in consideration of such payment, Our commitment to make the Service and technical support available to You during the Subscription Term.
8. Subscription Term means the time period during which You are entitled to use the Services and for which You have committed to pay the Service Fees.
9. Third-Party Software means certain software developed and owned by third-parties that may be used from time to time in the Services and Site.
10. Uploaded Data means any data, Content, code, or other materials of any type that You (including any of Your end-users) submit to the Site. In this context, “submit” (and any similar term) includes submitting, uploading, transmitting, or otherwise making available Your data to or through the Site.
2. SCOPE OF SERVICE
11. Eligibility. By using the Services, You represent and warrant that You are above 18 years of age (or above 21 years of age, where a guardian is appointed under the Majority Act, 1875) and are qualified to enter into contract. If You are not eligible to enter into contracts, then We will advise you to discontinue use of the Services. In case, You are under the age of majority in your country, territory or province as per Applicable Law, You agree that Your access and use of Services shall be deemed to be subject to age classifications by this Site and under parental consent and guidance.
13. Scope of Services. Within the Subscription Term and based on the duly paid Service Fees We provide You with the following features of the Service:
– priority placement in the business listings;
– up-to-date information on Google Maps, including the filling of Your information with up-to-date Content;
– regular updating of the information about You on the Site;
– adding contact information, price list, and offers;
– analysing statistics to help You see the results of the promotion and understand what works most effectively.
14. Modifications. We may add or remove features to or from the Service, or modify the design of existing features of the Service, at any time, at Our sole discretion, without notice to You.
15. Licence Granted. We grant to You a non-exclusive, revocable, non-sublicensable, non-transferable, and royalty-free right to use the Site so long as You comply with these Terms. We also grant a non-exclusive, revocable, non-sublicensable, non-transferable, and royalty-bearing right to use the Services solely for Your own internal business purposes, on the conditions described herein and so long as You comply with these Terms. All rights not expressly granted to You are reserved by Us.
16. Territory. This Site is made by an Indian company with an intent to provide services to Indian customers, if you are a User, from a country other than India, you may know that We may not have complied with the laws of your country, and You may use this Site knowing this limitation. We have made its best efforts to be in compliance with the laws of India. However, it is your responsibility to determine that your specific actions using this Site and your participation in the Services are in compliance with laws, rules and regulations applicable to You. You are solely responsible for all Content posted by you in Contactwala.com and commercial and other business you may have entered into between You and another user/ third-party. The use and access to the Site are free of any territorial restrictions, unless prohibited by Your local legislation.
17. Limits. To ensure the efficient and stable operation of the Service, We may impose reasonable limits on Your use of the Service, including with respect to a maximum size of a file uploaded to the Service, maximum download and upload rates, and connection timeouts. Your access to the Site may occasionally be suspended or restricted for repairs, maintenance, or updating the Application at any time without prior notice.
18. Service Level Agreement. We will use commercially reasonable efforts to provide the Services under these Terms; however, You acknowledge that We cannot guarantee that the same will meet Your needs.
User experience may vary depending on the type of the device and the operating system that You use, and We accept no responsibility for any lack of functionality due to Your equipment (including Your device, internet connection, operating system or settings and software).
We have implemented measures to ensure that our Site is secure. However, there is no guarantee that our Site is immune to hacking and virus attacks. You will ensure that You have requisite anti-malware and antivirus software on Your mobile device and computer to ensure its safety. You will not allow any person to use Your phone number, e-mail or other means of communication used for registration, and not allow multiple Accounts to be linked to Your means of communication. You will be responsible for all Content posted by any Account linked to Your means of communication.
While We do everything We can to secure Your use of our Services, keep in mind that We cannot contemplate all forms of attack on our Site. You should, as a matter of practice, ensure that your mobile device and computer are not used wrongly or tampered with in any way.
We reserve all rights, in our sole discretion to suspend, disable access to or otherwise to restrict access to the Site or to Your Content if We find any of the following:
– violation of these Terms and our policies and procedures;
– conduct of activities that are harmful to the Site, to Company or to any other user or third-party or which or when found objectionable;
-share any Content which is obscene, pornographic, harmful for minors, discriminatory, spreading what may be considered as hate speech, inciting any form of violence or hatred against any persons, or violates any laws of India, or is barred from being shared by any laws of India.
Nothing in these Terms shall expand or add to any warranty for the Site and Services set forth in the Terms for the Site or any other agreement with Us governing the use of the Site and Services. All communication with You shall be conducted in the English language only.
3. GENERAL OBLIGATIONS
19. General Restrictions. Except as otherwise expressly permitted in these Terms and to the fullest extent permissible under Applicable Law, You will not by Yourself and will not permit or authorize third-parties, directly or indirectly to:
1. Regarding the Site:
– use the Site for any purpose or activity prohibited under Applicable Law;
– reproduce, modify, adapt or create derivative works of the Site;
– distribute, sell, sublicence, transfer or provide access to the Site to a third-party;
– take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site, such as a denial-of-service attack (DoS) or distributed denial-of-service (DDoS) attack;
– incorporate the Site into a product or service You provide to a third-party;
– interfere with or otherwise circumvent mechanisms in the Site intended to limit Your use;
– create Internet “links” to the Service or “frame” or “mirror” any content on any other server or wireless or internet-based device;
– reverse engineer, disassemble, decompile, translate, or otherwise seek to obtain or derive the source code, underlying ideas, algorithms, file formats, or non-public APIs to the Site;
– impersonate any person or entity, falsely state or otherwise misrepresent Your affiliation with any person or entity, or use or provide any fraudulent, misleading, or inaccurate information, in connection with the Site;
– build a competitive product or service;
– build a product using similar ideas, features, functions or graphics of the Service; and
– copy any ideas, features, functions or graphics of the Service.
2. Regarding the Services:
– use the Service for any purpose or activity prohibited under Applicable Law;
– licence, sublicence, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available the Services;
– probe, scan or test the vulnerability of the Service;
– circumvent or disable any technical features or security measures of the Service;
– take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Service, such as a denial-of-service attack (DoS) or distributed denial-of-service (DDoS) attack;
– impersonate any person or entity, falsely state or otherwise misrepresent Your affiliation with any person or entity, or use or provide any fraudulent, misleading, or inaccurate information, in connection with the Service;
– transmit to Us or Our service providers, or transmit via the Service, any software or materials that contain any viruses, worms, trojan horses, logic bombs, defects, or other material which is malicious, destructive, or technologically harmful;
– make it possible for any person not entitled to use the Services to access and/or use the Service or any software related to or provided with the Service;
– send spam or otherwise duplicative or unsolicited messages in violation of Applicable Laws;
– send or store infringing, obscene, threatening, libellous, or otherwise unlawful or tortuous material, including material harmful to children or violative of third-party privacy rights;
– interfere with or disrupt the integrity, bandwidth or performance of the Service or the data contained therein;
– use the Services, including the Content, intellectual property, technology, trademarks or service marks for any commercial purposes (i.e. soliciting customers, resale, etc.) which are outside the Scope of Services without Our prior written consent.
3. Your Content. You shall be responsible and liable for the Content posted/created by You on the Site and while using the Services. The Site may include reviews, comments, and other features that allow feedback, comments, and input of Content by the users. While the Site does not control the Content posted by users, We reserve the right (which We may exercise at Our sole discretion without prior notice) to delete, move or edit and (or) erase the Content that deems abusive, defamatory, obscene, in violation of copyright or trademark laws or any other Applicable Law, or otherwise unacceptable, and to terminate Your access to the Services and use of the Site.
4. By submitting Content on any of the aforementioned forums, You agree to indemnify and hold harmless the Site and Service from all claims, costs, and expenses (including legal expenses) arising out of any liability due to Content posted by You.
By posting Content on the Site and (or) while using the Services, You represent and warrant that: (i) You have all necessary rights, consents, and permissions to upload any and all Uploaded Data to the Site and the Service; and (ii) that the posting of Your Content on or through the Site does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. We reserve the right to terminate the Account of anyone found to be infringing on a copyright.
5. Right Granted to Us. You retain any and all of Your rights to any Content You submit, post, or display on or through the Site and You are responsible for protecting those rights. We take no responsibility and assume no liability for Content You or any third-party posts on or through the Site. However, by posting Content using the Site You grant Us the non-exclusive, transferable, non-revocable, free of charge right and licence to use, modify, publicly perform, publicly display, reproduce, and distribute such Content on and through the Site. You understand and agree that We may monitor or review Your Content, and We have the right to remove, delete, edit, limit, or block or prevent access to any of Your Content at any time at our sole discretion. Furthermore, You understand and agree that We have no obligation to display or review Your Content. We may modify or alter Your Content solely to transmit, display or distribute it over computer networks and in various media and/or make changes to Your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media. Any modification made by Us for the purposes as set forth above, does not in any manner make Us assume any responsibility or any liability arising from any Content.
You agree that this licence includes the right for Us to make Your Content available to other users of the Site, who may also use Your Content subject to these Terms.
6. Content uploaded by other users/third-parties. You understand that there might be Contents uploaded by the Users/third-parties using any Content on any other website or networked computer environment and the same is strictly prohibited. Also, to the extent permitted by Applicable Law, decompiling, reverse engineering, disassembling, or otherwise reducing the code used in any software on this Site into a readable form in order to examine the construction of such software and/or to copy or create other products based (in whole or in part) on such software, is prohibited. Any information or Content relating to the users of the Site are put as it is as provided by users/third-parties and their authorised representatives. We have not verified fully the veracity or accuracy of the same. The data may be erroneous, not up to date. We are not giving any representation or accuracy of the Content. You understand that our Services are limited to provide You a platform for connecting with other users.
7. Actions by authorised users. You must arrange for a unique username to be supplied to each authorised user. You are solely responsible and liable for all actions and omissions of all authorised users and must take all appropriate measures to ensure that authorised users only use the Site and, add or remove Subscriptions to the Service, make payments, request Service functionality, or engage in any other activity in connection with the Service with Your prior consent. You are solely responsible and liable for maintaining the confidentiality of all usernames and passwords and for any unauthorized use of any authorised user’s username or password.
8. Unauthorized Use. You will: (i) immediately notify Us of any unauthorized use of any username, password, or other Account information relating to the Account or any other known or suspected breach of security related to the Site or the Service; and (ii) report to Us immediately and use Your best efforts to immediately stop any unauthorized use, copying or distribution of any part of the Site or the Service.
9. Security code. If You choose, or You are provided with a user identification code, password, or any other piece of information as part of Our security procedures, You must treat such information as confidential, and You must not disclose it to any third-party. We have the right to disable any user identification code or password, whether chosen by You or allocated by Us, at any time, if in Our opinion You have failed to comply with any of the provisions of these Terms.
3.3. Export Compliance. You are solely responsible for the authorization and management of the Accounts across geographic locations and agree to comply strictly with all applicable export control laws and other Applicable Laws. Without limiting the generality of the foregoing sentence, You agree not to export, re-export, transmit, or cause to be exported, re-exported or transmitted, any Service or Content to any jurisdiction, individual, corporation, organization, or entity to which such export, re-export, or transmission is restricted or prohibited under Applicable Law, including any country, individual, corporation, organization, or entity under sanctions or embargoes administered by the United Nations.
3.4. Data. You represent and warrant that: (i) You have all necessary rights, consents, and permissions to upload any and all Uploaded Data to the Site and the Service; and (ii) Your use of Uploaded Data as contemplated in these Terms will not violate any Applicable Law or any contract or obligation to which You are bound, and will not infringe or misappropriate the intellectual property rights, privacy rights, or any other right of any person.
3.5. Public information. The Site may contain connections to areas where You may be able to publicly post information, communicate with others, review products, and merchants, and otherwise submit Your own original Content. Prior to posting in these areas, please read Our Terms carefully. All the information You post may be accessible to anyone with Internet access, and any information You include in Your posting may be read, collected, and used by others.
3.6. Data Processing. You hereby authorize and give Us consent to process Uploaded Data in accordance with Information Technology Act, 2000.
4. PRICING AND TERMS OF PAYMENT
21. Payment information. If You wish to purchase any Service at the Site, You may be asked to supply certain information relevant to Your purchase including, without limitation, Your credit card number, CVV/CVC code, the expiration date of Your credit card, Your billing address, and Your shipping information. You represent and warrant that: (i) You have the legal right to use any credit card (-s) or other payment method (-s) in connection with any purchase; and that (ii) the information You supply to Us is true, correct and complete. You may be billed (i) in advance; (ii) at the time of purchase; or (iii) on a recurring basis for Subscription Services.
This Site may contain links to other websites, web pages and services which You shall be bound by as stipulated in section 10 herein.
We separately note that payment processing is carried out by one of Our subcontractors (Third-party services), which are fully responsible for the processing of Your billing information in accordance with the terms of their services.
22. Prepayments. If You are required to pay a deposit or prepayment to Us before We provide any portion of the Service to You, Our obligations under these Terms are conditional upon its receipt of such deposit or prepayment from You. The pre-paid fees are non-refundable.
23. Post-payments. In case of a post-payment, You shall pay Us the Service Fees at the end of each billing period, during which such Service Fees were accrued, based on the invoice issued by Us. The Service Fees are due and payable to Us within 10 (ten) calendar days from the date of the invoice.
24. Subscriptions. Some or every part of the Service is billed on a subscription basis (“Subscriptions”). You agree to pay Subscriptions in advance on a recurring, non-refundable and periodic basis.
25. Third-party services. We may employ the use of third-party services to facilitate payment.
26. Taxes. Any payment You have agreed to make to Us is subject to any applicable taxation or similar financial imposition. You are responsible for paying any additional sum imposed in this way. For example, many of Our Services are subject to value-added tax, which You are required to pay to Us.
27. Invoicing. Invoices are sent by Us or a third-party service in web forms. You shall pay all amounts invoiced in accordance with these Terms by means of electronic transfer of funds. You are responsible for any outgoing bank transfer charges associated with the payments You make hereunder.
28. Service Use Reports. The Service may use the report in written and contains at a minimum the following information: (i) Your name; (ii) the time period covered by the report; (iii) the date You started to use the Service; (iv) the Subscription price; (v) the Service Fees due and payable by You to Us for the covered reporting period.
29. Moment of Payment fulfilment. All payment obligations of You shall be deemed fulfilled when the sums due are credited to Us.
30. Repayment. You will not be entitled to a refund of any pre-paid fees for use of the Site and Services. You may terminate a paid period for Service at any time by giving Us notice of termination. All prices and fees are non-refundable unless otherwise expressly noted, even if Your Services are suspended, terminated, or transferred prior to the end of the Services term. We reserve the right to refuse or cancel Your order at any time for reasons including but not limited to: errors in the description or price of the product or service, error in Your order, or other reasons.
31. Suspension. We may suspend a paid-for Service if We reasonably believe: (i) if fraud or an unauthorized or illegal transaction is suspected; (ii) it is necessary for Us to do so in order to prevent any unlawful activity; (iii) You have breached these Terms in a sufficiently serious way to justify suspending the Service in order to prevent that breach; (iv) You have failed to pay Us any Service Fees You owe. If We do suspend a Service for any of the above reasons We will take all reasonable steps to inform You promptly of what We have done and We will lift the suspension as soon as We are satisfied that the reason for the suspension no longer applies.
32. Changes. We may change the prices, fees, and charges associated with the Service and payment procedure at any time by giving You at least 15 days of prior notice. Such revised prices and payment terms will be binding on You once they come into effect.
33. Reimbursement. Unless explicitly agreed otherwise in the Terms, We provide You the Services online. If the Parties agree that some Services (e.g. training, consulting, etc.) will be provided in person at a certain location, You agree to reimburse Us for all reasonable costs associated therewith, mainly but not exclusively, accommodation and travel expenses.
34. Suspension and termination for non-payment. If any amount owed by You under these Terms are overdue, We shall send a notification to You either via email or via any other reasonable means of communication. If You do not pay the fees when due, We may, without limiting its other rights and remedies, suspend the provision of the Services to You until the owed amounts are paid in full. The suspension may take several forms: (i) soft-lock; or (ii) hard-lock of Your Account. When the Account is soft-locked, You do not have access to the Account, however, the data will be processed and stored. When the Account is hard-locked, You do not have access to the Account, and the data will not be processed. If following the respective payment is still not paid in full, We may, at Our sole and exclusive discretion, terminate these Terms.
5. OWNERSHIP OF INTELLECTUAL PROPERTY RIGHTS
35. Ownership. This Site and any materials incorporated by the Company on this Site including, without limitation, any text, graphics, images, artwork, illustrations, photographs, animations, music, video, audio, audiovisual works, designs, logos, software and any other content, (other than the Content) (collectively referred to as “Material”) are protected by copyrights, patents, trade secrets or other proprietary rights owned by or licenced to the Company, authorized third-parties and/or its licensors (“Copyrights”). Some logos or other images incorporated by the Company on this Site are also protected as registered or unregistered trademarks, trade names and/or service marks owned by or licenced to the Company or other third-parties (“Trademarks”). Using our Services does not give You any ownership of any intellectual property rights in our Services, the Material, Copyright or Trademarks.
The Site is made available on a limited-access basis, and no ownership rights in the Services and Site including but not limited to Material, Copyright or Trademark are granted to You, and We reserve all rights, titles, and interests therein and thereto, irrespective of the use of terms such as “purchase” or “sale”. All modifications, enhancements, or changes to the Service and the Site are and shall remain Our property and the correspondent licensors and suppliers, without regard to the origin of such modifications, enhancements, or changes. Use of the Service or Site does not grant You a licence to any intellectual property rights or other rights of Us or licensors or any third-parties, whether express, implied, by estoppel or otherwise, or grant You the right to make or have made any products or to use the Service or Site beyond the scope of these Terms. You will not challenge the ownership or rights in and to the Service or Site, including without limitation all copyrights and other proprietary rights. Your attempt to modify, copy, distribute, transmit, resell, redistribute, broadcast, display, perform, reproduce, publish, licence, frame, transfer, or otherwise use in whole or in part, any intellectual property contained in the Material, services and any other content provided on the Site may subject You to infringement actions either by the Company or third-party providers, as the case may be.
Nothing in these Terms limits Our ability to enforce Ours intellectual property rights.
36. Trademarks. Our trademarks, trade dress, logos, and other intellectual property may not be used in connection with any product or service without Our prior written consent. All trademarks are provided for You for information purposes and do not grant You a licence to use them. Neither title nor intellectual property rights are transferred to You.
37. Your intellectual property. You retain all rights, titles, and interests in and to Your data. Subject to these Terms, and solely to the extent necessary to provide the Site and Service to You, You hereby grant Us a worldwide, limited-term, license-free right to access, use, process, copy, distribute, perform, export, and display Your intellectual property. We may also access Your Account with Your permission in order to respond to Your support requests. We may identify You as Our customer in Our promotional and marketing materials.
38. Feedback. If You provide to Us with comments regarding the Service or Your business operations, or ideas on how to improve it (Feedback), please note that by doing so, You also hereby assign all right, title, and interest worldwide in Feedback to Us and agree to assist Us, in perfecting and enforcing Our rights thereto and ownership thereof. You acknowledge and agree that We may use and incorporate Feedback into the Service and Site or for other business purposes without compensation to You and restriction.
39. Third-Party Software. The Service and Site may contain components of other Third-Party Software, which are the property of their respective owners.
40. Dispute with Third-Parties. All disputes between You and third-parties, whether relating to any information, data, or forms available on or through the Service, will be settled by and between You and such third-parties. We bear no responsibility for resolving such disputes and have no obligation to be involved in any way in any such dispute.
6.1. Confidential Information. Except as otherwise set forth in these Terms, each party agrees that all code, inventions, know-how and business, technical and financial information disclosed to such party (“Receiving Party”) by the disclosing party (“Disclosing Party”) constitute the confidential property of the Disclosing Party (“Confidential Information”), provided that it is identified as confidential at the time of disclosure or should be reasonably known by the Receiving Party to be confidential or proprietary due to the nature of the information disclosed and the circumstances of the disclosure. Any information relating to the Site or the Service will be deemed Our Confidential Information without any marking or further designation. Except as expressly authorized herein, the Receiving Party will hold in confidence and not disclose any Confidential Information to third-parties and not use Confidential Information for any purpose other than fulfilling its obligations and exercising its rights under these Terms.
The Receiving Party acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone would not be a sufficient remedy, and therefore that upon any such disclosure by the Receiving Party the Disclosing Party will be entitled to appropriate equitable relief in addition to whatever other remedies it might have at the Applicable Law.
Notwithstanding the above, Confidential Information does not include information that: (i) was rightfully known to the Receiving Party without restriction on use or disclosure prior to such information being disclosed or made available to the Receiving Party in connection with these Terms; (ii) was or becomes generally known by the public other than by the Receiving Party’s or any of its Representatives’ non-compliance with these Terms; (iii) was or is received by the Receiving Party on a non-confidential basis from a third-party that, to the Receiving Party’s knowledge, was not or is not, at the time of such receipt, under any obligation to maintain its confidentiality; or (iv) was or is independently developed by the Receiving Party without reference to or use of the Disclosing Party’s Confidential Information. We also have no liability for how others may access or use Your Data as a result of privacy settings.
6.2. Protection of Confidential Information. As a condition to being provided with any disclosure of or access to Confidential Information, the Receiving Party shall:
a. not access or use Confidential Information other than as necessary to exercise its rights or perform its obligations under and in accordance with these Terms;
b. except as may be permitted by and subject to its compliance with these Terms, not disclose or permit access to Confidential Information other than to its representatives who: (i) need to know such Confidential Information for purposes of the Receiving Party’s exercise of its rights or performance of its obligations under and in accordance with these Terms; (ii) have been informed of the confidential nature of the Confidential Information and the Receiving Party’s obligations under these Terms; and (iii) are bound by confidentiality and restricted use obligations at least as protective of the Confidential Information as the Terms set forth herein;
c. safeguard the Confidential Information from unauthorized use, access, or disclosure using at least the degree of care it uses to protect its similarly sensitive information and in no event less than a reasonable degree of care;
d. promptly notify the Disclosing Party of any unauthorized use or disclosure of Confidential Information and take all reasonable steps with the Disclosing Party to prevent further unauthorized use or disclosure; and
e. ensure its Representatives’ compliance with and be responsible and liable for any of its Representatives’ non-compliance with the terms set forth herein.
6.3. Trade Secrets. Notwithstanding any other provisions of these Terms, the Receiving Party’s obligations hereunder with respect to any Confidential Information that constitutes a trade secret under any Applicable Law will continue until such time, if ever, as such Confidential Information ceases to qualify for trade secret protection under such Applicable Law other than as a result of any act or omission of the Receiving Party or any of its Representatives.
6.4. Compelled Disclosures. If the Receiving Party or any of its representatives is compelled by Applicable Law to disclose any Confidential Information then, to the extent permitted by Applicable Law, the Receiving Party shall: (i) promptly, and prior to such disclosure, notify the Disclosing Party in writing of such requirement so that the Disclosing Party can seek a protective order or other remedies; and (ii) provide reasonable assistance to the Disclosing Party in opposing such disclosure or seeking a protective order or other limitations on disclosure. If the Disclosing Party waives compliance or, after providing the notice and assistance required under this section, the Receiving Party remains required by Applicable Law to disclose any Confidential Information, the Receiving Party shall disclose only that portion of the Confidential Information that the Receiving Party is legally required to disclose and, on the Disclosing Party’s request, shall use commercially reasonable efforts to obtain assurances from the applicable court or other presiding authority that such Confidential Information will be afforded confidential treatment.
7. DISPUTE RESOLUTION
7.1. Dispute resolution procedure. If You have reason to believe that Your rights and interests have been violated in connection with Your use of the Site and (or) the Service, or wish to report any security breach, please feel free to contact our Grievance Officer at [email protected]. He will acknowledge the receipt of the complaint at our earliest convenience and shall try to respond within fifteen business days from the date of its receipt.
The response shall be sent to Your e-mail address as indicated in the complaint. If the parties fail to resolve the dispute in this manner, the dispute shall be resolved in accordance with these Terms. We are not obligated to respond to anonymous complaints or complaints from users who cannot be identified with the data they provided to register. All dealings, correspondence, and contacts between You and Us shall be made or conducted in the English language.
7.2 Applicable Law. These Terms and any dispute or claim arising out of or in connection with it or its subject, existence, negotiation, validity, termination or enforceability (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of Karnataka, India. Courts in Bangalore shall have exclusive jurisdiction in determination of all disputes.
7.3. Jurisdiction. Any and all disputes, controversies, or differences in opinion arising out of or relating to these Terms shall be referred to and finally resolved by Arbitration and Conciliation Centre, Bangalore under the laws of Indian Arbitration and Conciliation Act, 1996 and such proceedings shall take place in Bangalore, Karnataka, India and shall be conducted in the English language.
7.4. Notices. The address to which You can send notice of service of proceedings and the clause is defined in the section “CONTACT US” hereto and should state that proceedings will be taken to have been served once notice is received at that address.
7.5. Pre-trial. Before the commencement of the trial, the parties must observe the pre-trial procedures. The party is obliged to send the claim to the other party no later than 15 (fifteen) working days prior to sending the claim to the court in accordance with this section 7.5. hereof.
8. TERM AND TERMINATION
8.1 Term and Termination. These Terms shall be effective upon the earliest of the following: (i) the date You accept these Terms; (ii) the date You first use the Site; or (iii) regarding using of the Services: first payment made by You when starting using the Services. These Terms shall continue in effect for as long as You use or access the Site or Service or until these Terms are terminated in accordance with this section.
8.2. Subscription Term. The Subscription Term shall commence at the time of payment of the Service Fee and continue for the term specified therein and any renewals thereto (if any) or until the Service Fees are duly paid by You. Except as otherwise specified by Us, Subscription will automatically renew for additional periods equal to the expiring Subscription Term, unless either party gives the other written notice (e-mail shall be deemed acceptable) at least 30 days before the end of the relevant Subscription Term.
8.3. Termination by Us. We may terminate or suspend Your Account and bar access to the Site and Service immediately, without prior notice or liability, under Our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of Terms:
8.3.1. You have failed to pay invoices when due and continue such payment default for 15 calendar days or more after receipt of Our’s written notice of late payment;
8.3.2. You become bankrupt or insolvent, or suffer any similar action in consequence of indebtedness or go into voluntary or compulsory liquidation
8.3.3. You dispute or contest, directly or indirectly, the validity, ownership, or enforceability of any intellectual property right of Us or Our licensors, or counsels, procures, or assists any other person to do so;
8.3.4. We reasonably determine that You have violated these Terms or that Your use of the Service and Site violates Applicable Law, misappropriates or infringes the intellectual property rights of a third-party, or poses a threat to the security or performance of Our network or any of Our clients or suppliers.
8.4. Termination by You. You may choose to stop using the Site or Services and terminate these Terms at any time for any reason upon written notice to Us of 30 days for the termination, but, You will not be entitled to a refund of any pre-paid fees for the use of the Services. You may terminate these Terms if We violate any material provision of these Terms and if such violation is not cured within 30 days of receipt of written notice from You by Us advising it of the alleged violation. For this, You need to contact Our technical support team to deactivate Your Account and cease Your use of the Site or Service with a 60 (sixty) days written notice to Us.
8.5. Termination for Convenience. Either party may terminate these Terms without any cause with a 90 (ninety) days written notice to the other party. In the event We terminate these Terms for Our convenience, We will refund to You any payments You had made for the Services You were unable to use due to such termination. In the event You terminate these Terms for Your convenience, no refund shall be made to You for the Services You have not used due to such termination.
8.6. Consequences of Termination. Upon termination of these Terms:
8.6.1. All rights granted to You hereunder, including any active Subscription, will immediately terminate without giving rise to any right for You to receive or demand any compensation for goodwill, expenses, or any other payment of any nature made by You;
8.6.2. You shall be required to return (or, with Our prior written consent, destroy and certify such destruction in writing) all copies of materials that embody Our intellectual property rights and all copies of Our Confidential Information provided in connection with these Terms;
8.6.3. We will invoice You for any outstanding amounts due and payable by You, and You shall pay all such amounts in accordance with these Terms and the relevant invoice;
8.6.4. You shall no longer have access to Your Account;
8.6.5. If reasonably possible, We will inform You in advance and allow You to export Uploaded Data from the Service.
8.7. Uploaded Data. Upon termination of these Terms, We will have no obligation to maintain or forward any Uploaded Data, and We may delete Uploaded Data from the Site or Service at Our sole discretion. Notwithstanding the foregoing, You authorize Us to retain Uploaded Data on the Service following the expiration or termination of these Terms for as long as necessary for Us to perform Our obligations under these Terms, subject to any obligations under Applicable Law including data protection laws to retain Uploaded Data for a longer or shorter period of time.
9. RETENTION POLICY
9.1. Information retained until You remove it. We offer a range of services that allows You to correct or delete data (including Your personal information) stored in Your Content like photos and information (c) delete Your Account entirely.
9.2. Information retained until You delete Your Account. We keep some data for the life of Your Account if it’s useful for helping Us understand how You interact with our features and how We can improve our Services.
9.3. Information retained for extended time periods for limited purposes. Sometimes business and legal requirements oblige Us to retain certain information, for specific purposes, for an extended period of time. In that case, We will retain Your data including personal information for longer periods of time as required for tax or accounting purposes. Reasons We might retain some data including Your personal information for longer periods of time may be for any of the following: (a) Security, fraud & abuse prevention (b) financial record-keeping (c) complying with legal or regulatory requirements (d) ensuring the continuity of our Services.
10. LINKS TO THIRD-PARTY SITES/THIRD-PARTY SERVICES
This Site may contain links to other websites, web pages and services which may have their own terms and conditions of use, and You shall be bound by such terms and conditions of use. We are not responsible for the contents of any such external hyperlinks, and references to any external links should not be construed as an endorsement of the links or their content. Use of such hyperlinks and third-party content contained therein, and other sites is entirely at Your own risk.
11. USER WARRANTIES
By creating an Account and/or subscribing to our Site or accessing information as part of the Services, You warrant and agree that:
* You are of legal age and is qualified to enter into this Agreement;
* You either own or have all necessary rights, licences, consent and releases necessary to grant Us the rights in User Content under these Terms;
* all the information You provide to Us is only about Yourself, and that all of such information is accurate, true, current, and complete;
* Your use of the Service will always comply with the terms of this Agreement;
* You will remain responsible for all uses of Your Registration/ Subscription, safeguard Your password, and supervise the use of Your Registration/ Subscription;
* Our Services are limited to provide You a platform and that You shall be responsible for all the actions You do via Site;
* Your Content in whole or part will not infringe, misappropriate or violate any third-party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property or proprietary rights or result in violation of any applicable law, rules, regulation or court order; and
* it remains Your sole responsibility to monitor Your Content and to guarantee that any edited Content by Us and/or third-parties is accurate and consistent with Your representations, warranties and agreements in these Terms.
12. LIMITED WARRANTY AND DISCLAIMER
12.1. No Infringement of Laws. Each party represents and warrants that it has the legal power and authority to enter into these Terms with the other, and its execution and delivery of these Terms does not violate Applicable Law or any other agreement to which it is a party or by which it is otherwise bound.
12.2. Actions made by You. We are not responsible for any access to or use of Your Content or information by third-party providers or their products or services, or the security or privacy practices of any third-party provider or its products or services. You are solely responsible for Your decision to permit any third-party provider to use Your data. It is Your responsibility to carefully review the agreement between You and the third-party provider, as provided by the applicable third-party provider. We disclaim all liability and responsibility for any third-party products or services or the acts of any third-party providers or vendors.
12.3. As is. The Site, the Services, support, and additional services are provided to You “as is” and We and Our suppliers expressly disclaim any and all warranties and representations of any kind, including any warranty of non-infringement, title, fitness for a particular purpose, functionality or merchantability, whether express, implied or statutory.
You acknowledge and expressly agree that, unless otherwise specifically agree in writing, We do not have any association or business affiliation or contract with any Users and/or third-parties. You understand and agree that Contactwala.com is merely providing a networking platform for You to connect with other users. You understand that by registering or providing information and/or and accessing services directly or indirectly from the Contactwala.com platform, You receive only the ability to use the Site and to access other Users who may be interested in connecting with You, including, but not limited to, the ability to message other users. You further acknowledge and agree that You are not acting upon the advice or direction of Contactwala.com or any of its subsidiaries, Affiliates, officers, directors, employees, agents. We are not advising or guiding You on Your communications or Your transactions with Users or third-parties. We do not verify legality of Your relationship.
The entire risk as to the quality and timeliness of the information, and all services provided by Contactwala.com is borne exclusively by You. Contactwala.com uses data and information provided by Users and their parties in order to complete its Services. Contactwala.com makes no warranty that the Service or our Content will meet Your requirements, or that the Services will be uninterrupted, timely, secure, or error free; nor does Contactwala.com makes any warranty as to the results that may be obtained from the use of the Service, or as to the accuracy or reliability of any information obtained through the Service.
Without limiting Our express obligations in these Terms, We do not warrant that Your use of the Services will be uninterrupted or error-free, that We will review Your Content for accuracy, or that We will preserve or maintain Your Content without loss. You understand that use of the Site and Services necessarily involves the transmission of Your Content over networks that We do not own, operate or control, and We are not responsible for any of Your Content or information data lost, altered, intercepted, or stored across such networks.
We cannot guarantee that Our security procedures will be error-free, that transmissions of Your data will always be secure, or that unauthorized third-parties will never be able to defeat Our security measures or those of Our third-party service providers. We will not be liable for delays, interruptions, service failures, or other problems inherent in the use of the internet and electronic communications, or other systems outside Our reasonable control. You may have other statutory rights, but the duration of statutorily required warranties, if any, will be limited to the shortest period permitted by Applicable Law.
12.4. Warranty disclaimer. EXCEPT FOR ANY WARRANTY, CONDITION OR EXPRESS REPRESENTATIONS STATED IN THESE TERMS AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE MAKE NO REPRESENTATION, WARRANTY, CONDITION, OR GUARANTEE, EITHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, OF ANY KIND, INCLUDING WITH RESPECT TO THE MERCHANTABILITY, RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY, FITNESS FOR ANY PURPOSE, OR COMPLETENESS OF THE SERVICE OR ANY DATA, NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. ADDITIONALLY, WE DO NOT REPRESENT OR WARRANT THAT:
12.4.1. THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM, OR DATA;
12.4.2. ANY STORED DATA OR UPLOADED DATA WILL BE OR REMAIN ACCURATE OR RELIABLE;
12.4.3. THE RESULTS OBTAINED BY USING THE SERVICE ARE ACCURATE, COMPLETE, OR USEFUL;
12.4.4. THE OPERATION OF THE SERVICE OR THE PROVISION AND AVAILABILITY OF THE SERVICE WILL BE CONTINUOUS AND/OR UNINTERRUPTED OR FREE FROM ERROR;
12.4.5. THE SERVICE, THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR OR END USER’S REQUIREMENTS OR EXPECTATIONS;
12.4.6. ERRORS OR DEFECTS WILL BE CORRECTED;
12.4.7. THE SERVICE OR THE SERVER (-S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR
12.4.8. THE SITE, THE SERVICES, ANY SUPPORT AND ADDITIONAL SERVICES ARE PROVIDED TO YOU “AS IS” WITH NO WARRANTIES WHAT THE QUALITY OF ANY SERVICES OR OTHER MATERIAL PURCHASED TO USE THE SITE AND SERVICE WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS AND INCREASE YOUR SALES AND BRAND AWARENESS.
13. LIMITATION ON LIABILITY AND INDEMNIFICATION
13.1. Indemnification by You. You will defend, indemnify and hold Our harmless from and against any and all claims, costs, damages, losses, liabilities, and expenses (including reasonable attorneys’ fees and costs) resulting from any claim arising from or related to connected with any disputes arising between You and any suppliers, or between You and other users. You assume sole responsibility for results obtained from the use of the Site or Services, and for conclusions drawn from such use. We shall have no liability for any damage caused by errors or omissions in any information, instructions, or scripts provided to You in connection with the Site and Service, or any actions taken by You at Your direction.
13.2. Indemnification by Us. Subject to this section We shall indemnify You from and against losses incurred by You that arise out of or result from or are alleged to arise out of or result from any claim that the Service violates the intellectual property rights of a third-party in the Indian Republic. If any portion of the Service is, or in Our opinion is likely to become, the subject of an intellectual property rights infringement claim, then We, at Our sole option and expense, will either: (i) obtain for You the right to continue using the Service under these circumstances; (ii) replace the Service with products that are substantially equivalent in function, or modify the Service so that it becomes non-infringing and substantially equivalent in function; or (iii) refund You the portion of the Service Fees paid to Us for the portion of the Subscription Term during which You may no longer use the Service. THE FOREGOING SETS FORTH OUR EXCLUSIVE OBLIGATION AND LIABILITY FOR INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, INCLUDING THE INDEMNIFICATION OBLIGATIONS STATED IN THIS SECTION 13.2 HEREIN.
13.3. Third-party. Neither party (nor its suppliers) will have any liability arising out of or related to these Terms for any loss of use, lost or inaccurate data, lost profits, failure of security mechanisms, interruption of business, costs of delay, or any indirect, special, incidental, reliance or consequential damages of any kind, even if informed of the possibility of such damages in advance.
13.4. Defence of Claims. You agree to indemnify and hold Us from and against any and all losses, expenses, damages, costs, and expenses (including attorneys’ fees), resulting from Your use of the Site and Service and/or any violation of the Terms. You agree to fully cooperate with Us in the defence of any such demand, claim, action, settlement, or compromise negotiations, as requested by Us.
13.5. Limitation of liability. IN NO CASE SHALL WE, OUR AFFILIATES AND ITS AND THEIR REPRESENTATIVES BE LIABLE FOR INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, EXEMPLARY, TREBLE, CONSEQUENTIAL, OR SPECIAL DAMAGES (INCLUDING THE LOSS OF BUSINESS, REVENUES, PROFITS, OR GOODWILL) WHETHER BASED ON CONTRACT, TORT, OR ANY OTHER LEGAL THEORY.
IN NO EVENT SHALL OUR’S TOTAL AND CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING FROM OR RELATED TO THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL FEES PAID BY YOU UNDER THESE TERMS FOR THE SERVICE OR SHALL BE LIMITED TO THE SUM OF FIFTY UNITED STATES DOLLARS (THE U.S. $50), WHICHEVER IS GREATER, IN EITHER CASE EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THESE LIMITATIONS SHALL APPLY DESPITE THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. THE PROVISIONS OF THIS SECTION ALLOCATE RISKS UNDER THESE TERMS BETWEEN US AND YOU. OUR PRICING REFLECTS THIS ALLOCATION OF RISKS AND LIMITATION OF LIABILITY. YOU ACKNOWLEDGE AND AGREE THAT THIS LIMIT ON LIABILITY CONSTITUTES AN ESSENTIAL PART OF THESE TERMS AND THAT WE WOULD NOT BE ABLE TO PROVIDE THE SERVICE WITHOUT SUCH LIMITS. THIS SECTION SHALL NOT BE SUBJECT TO ANY DISCLAIMER OR PROVISION SET FORTH IN THESE TERMS.
13.6. Any disputes or claims shall be conducted in their individual capacities only and not as a class action or other representative action, and You expressly waive their right to file a class action or seek relief on a class basis. YOU AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
14.1. Updates or changes of these Terms. We reserve the right to change, add or remove any of the provision (-s) of these Terms at any time without prior notice, which shall become applicable immediately upon posting. You can determine when the Terms were last modified by referring to the “Last Updated”. You are solely responsible for regularly reviewing these Terms, including all changes/modifications if any incorporated. By continuing to use the Site and (or) while using the Services after any revision to these Terms or change in Services, You agree to abide by and be bound by any such revisions or changes.
14.2. Subscription to newsletters, marketing etc. Using the Site or Service, You agree to subscribe to newsletters, marketing or promotional materials, and other information We may send.
14.3. Waiver. A waiver by either party of any term or condition of these Terms or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. A waiver by either party of any term or condition of these Terms or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.
14.4. Severability. If any of these Terms should be determined to be illegal, invalid, or otherwise unenforceable by reason of the laws of any state or country in which these Terms are intended to be effective, then to the extent and within the jurisdiction which that Terms are illegal, invalid or unenforceable, it shall be severed and deleted, and the remaining Terms will survive, remain in full force and effect and continue to be binding and enforceable. Our obligations, if any, with regard to the Site and Services are governed solely by the agreements pursuant to which they are provided, and nothing on this Site should be construed to alter such agreements.
14.5. Notices. You agree that any notices required to be given under these Terms by Us to You will be deemed to have been given if delivered to the e-mail address You specified when registering at the Site or while purchasing the Services.
14.6. Assignment. We may assign, transfer or otherwise dispose of Our rights and obligations under these Terms, in whole or in part, so long as such assignment, transfer, or disposal isn’t to Your detriment, at any time without notice. You may not assign, transfer, or otherwise dispose of these Terms or any rights to use the Services.
14.8. No partnership or agency. Nothing in these Terms or any circumstances associated with it or its performance give rise to any relationship of employment, agency, or partnership between You and Us.
14.9. Entire Agreement. These Terms (along with any and all associated appendices) are the final and complete expression of the agreement between Us and You regarding Your usage of the Service. These Terms supersede all previous oral and written communications regarding these matters, including any marketing materials or documentation provided by Us prior to the execution of these Terms, unless specifically referred to and incorporated in these Terms. No employee, agent, or other representatives of Us has any authority to bind Us with respect to any statement, representation, warranty, or other expressions unless the same is specifically set forth in these Terms. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter these Terms. All of these Terms apply both to the Service as a whole and any of the Service’s separate parts.
14.10. Special Jurisdiction. If You are located in the EU, the Commonwealth of Independent State, or the USA, please contact Us for information about the availability of the Service in Your region.
14.11. Index. We may list and publish in different materials and on the Internet Your name and in an index of clients/products that use technology developed by Us.
14.12. Interpretation. The headings appearing at the beginning of any sections contained in these Terms have been inserted for identification and reference purposes only and must not be used to construe or interpret these Terms. Whenever the singular number is used in these Terms and when required by the context, the same will include the plural and vice versa, and the masculine gender will include the feminine and neuter genders and vice versa. The words “include,” “includes” and “including” will be deemed to be followed by “without limitation.” Each party to these Terms acknowledges that it has had the opportunity to review these Terms with legal counsel of its choice, and there will be no presumption that ambiguities will be construed or interpreted against the drafter. All the terms and periods herein are calculated as calendar periods, unless otherwise expressly specified.
14.13. Grievance Office. We have a Grievance Officer to address Your concerns regarding data safety, privacy, and Site usage concerns. We will resolve the issues raised by You within 15 business (fifteen) days from receiving them. We have created a method for You to get in touch with Us and for Us to address Your concerns. You may contact the Grievance Officer at any of the following:
Email: [email protected]
Note – Kindly send all user related grievances to the above-mentioned email ID, in order for Us to process and resolve the same in an expeditious manner.
15. CONTACT US
In order to resolve a complaint regarding the Site or to receive further information regarding the use of the Site, please contact Us at:
Email: [email protected]