Terms Of Use

Last Updated – 26.07.2024

Our relationship with you is our most important asset. We want you to feel comfortable and confident when using our Platform (defined hereinafter) and the Services (defined hereinafter). The objectives of these Terms and Conditions of Use (“Terms”) are to inform you of the terms which apply to your access to the Platform and Services, what we expect from you, and what you can expect from us as you use and interact with our Platform and the Services provided by us, our strategic partners, and third-party service providers. Further, you will learn about the following:

(a) Our policy regarding the changes and updates to these Terms.

(b) Description of the Platform and the Services offered by us, our strategic partners, and third-party service providers.

(c) Sign-up process and information required by us.

(d) Conditions regarding the use of the Platform and the Services.

(e) Terms of use and conditions regarding the information made available by us on the Platform.

(f) Intellectual property rights and ownership of the content on our Platforms and the conditions of use of such content.

(g) Our policy regarding the communications and notifications sent by the Platform.

(h) Disclaimers, limitation of liability, and indemnification obligations in relation to the Services provided.

(i) Legal rights and obligations in case of violation of these Terms by you.

This document is an electronic record in terms of Information Technology Act, 2000 and rules there under as applicable and the amended provisions pertaining to electronic records in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical or digital signatures.

This document is published in accordance with the provisions of Rule 3 (1) (a) of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021, Information Technology (Intermediaries guidelines) Rules, 2011 framed under the Information Technology Act, 2000 (as amended from time to time)  that require publishing the rules and regulations, privacy policy and Terms of Use for access or usage of https://smart.tohands.in/ (“Website”) Platform.

BY CLICKING THE BOX TO INDICATE ACCEPTANCE, BY USING THE SITE, BY MERE ACCESSING OR OTHERWISE USING THE SERVICES, WITHOUT LIMITATION OR QUALIFICATION, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THESE TERMS; (B) REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY THESE TERMS, PRIVACY POLICY, SHIPPING POLICY AND CANCELLATION, REFUND AND RETURN POLICY (TOGETHER “POLICIES”) AS MODIFIED AND AMENDED FROM TIME TO TIME. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE SITE AND CEASE USE OF THE SERVICES.

SECTIONS BELOW INCLUDE AN ARBITRATION PROVISION. YOU AGREE TO SETTLE ALL DISPUTES BY BINDING INDIVIDUAL ARBITRATION THROUGH AGREEING TO THESE TERMS OF USE.

These Terms apply to and govern the use of or access to the website https://smart.tohands.in/, sub-domains of the Website and Our mobile/web applications (hereinafter, collectively referred to as the “Platform”), by the user (hereinafter, “You”, “Your”, or “User”). The Terms shall apply to the User in relation to the relevant Services availed on the Platform. 

The Platform is developed, owned, operated and provided by Tohands Private Limited, a company incorporated under the Companies Act, 2013, having its registered office at WeWork Oberoi Commerz II, 20th Floor, CTS No. 95, 4 B 3 & 4 590 Off W. E. Highway, Oberoi Garden City, Goregaon East, Mumbai, Maharashtra, 400063, India  (hereinafter referred to as “Company”, “Tohands”, “Our”, “We”, or “Us”). The User and Company are referred individually as “Party” and collectively as “Parties”.

By registering on or using the Platform or availing the Services, You agree to be bound by the Terms. You may be accessing our Website from a computer or mobile phone device (through an iOS or Android application, for example) and these Terms govern Your use of Website and Your conduct, regardless of the means of access. The Website is only to be used for Your personal non-commercial use and information. If You are using the Platform on behalf of an organization or any other person, You are agreeing to the Terms on behalf of that organization or that person (in which event, “You”, “Your”, or “User” will refer to that organization or such other person). In the event that such other person refuses to be bound as the principal to the Terms of Use, you agree to accept liability for any harm caused by any wrongful use of the Platform resulting from such access or use of the Platform in whatsoever nature.

You represent that You are at least 18 (eighteen) years of age and have not been previously suspended or removed by Us, or disqualified for any other reason from availing the Services or using the Platform. In addition, You represent and warrant that You have the right, authority, and capacity to agree to the Terms and to abide by them. You shall not impersonate any person or entity, or falsely state or otherwise misrepresent Your identity, age, or affiliation with any person or entity. In the event of any violation of the Terms, We reserve the right to suspend or permanently prevent You from availing the Services or using the Platform.

If You do not agree to be bound by these Terms, You must not use the Platform. By continuing to use the Platform or the Services You expressly agree and undertake to be bound by these Terms. Subject to applicable laws, these Terms (and any changes thereto) will become applicable to You retrospectively on and from the date of Your first use of the Platform.

By providing these comprehensive services, Company aims to make hardware and digital solutions designed specifically for small and medium-sized businesses. Our aim is to help businesses streamline their operations, enhance productivity, and improve overall efficiency.

1. CHANGES TO THESE TERMS

1. Please note that these Terms may change from time to time. We reserve the right to modify or amend these Terms unilaterally. While we will make reasonable efforts to keep You posted on any updates to these Terms, to make sure that You are aware of any changes, we encourage You to periodically review them whenever accessing or using the Platform to be continuously aware of the changes that We may be carrying out to these Terms.
2. The “Last Updated” date at the top of the Terms indicates when the most recent modifications were made to the Terms. In the event We modify these Terms, by continuing to access and use the Platform, You will have confirmed Your acceptance of any such modifications. Your continued use will be adequate proof that You have expressly agreed to the Terms which shall apply from the date of Your first use of the Platform. In addition, when using the Platform, You will be subject to any posted guidelines, supplementary terms, Policies, or disclaimers made available or issued by Us from time to time, including but not limited to the Privacy Policy ____[Link to Privacy Policy]____, Shipping Policy and Cancellation __[Link to Policy]__, Refund And Return Policy __[Link to Policy]__. All such supplementary terms, policies, guidelines, or disclaimers are hereby incorporated by reference into these Terms.

1. ELIGIBILITY – Use of the Platform and/or the Services, either by registration or by any other means, is available only to persons, who are citizens of India, who are 18 years of age and above and persons who can enter into a legally binding contract, and/or are not barred by any law for the time being in force.

1. SERVICES AND PRODUCT – Tohands services and products are designed to assist Users in managing various aspects of their business operations, including tracking sales, expenses, inventory, customer details, payment information, and other related business data.

SERVICES

1. Business Management: Users can efficiently manage and track their sales, expenses, inventory, customer and vendor information, and payment details through our application.
2. Reporting and Dashboard: Users have access to detailed reports and dashboards, enabling them to monitor their business performance and make informed decisions.
3. Transaction Records: Our system allows users to record transactions as sales or expenses and categorize them by adding customer/vendor details, payment methods (Cash, UPI, Card, or Due), and transaction notes.

SMART CALCULATOR

1. 1. Basic Calculations: Users can perform standard mathematical calculations, functioning as a traditional calculator.

• Transaction Recording: Users can save transactions as either sales or expenses using the Sales/Expense button on the device. The calculator allows users to:

1. 1. 1. Add customer/vendor information to the transactions;
      2. Attach notes and select the payment method (Cash, UPI, Card, or Credit);
      3. Generate a dynamic QR code for UPI payments, which links directly to the user’s connected UPI ID. The calculator acts solely as a tool for generating the QR code and does not process payments.

• Bill Recording: Users can record bills by entering inventory details such as item codes and prices through the Tohands App. In the billing section, accessed by pressing the Sales button twice, users can generate bills by entering item codes and quantities.

1. All transactions recorded on the Smart Calculator will sync with the Tohands App when the device is connected to Wi-Fi.
2. Users have the option to generate dynamic QR codes for UPI payments by inputting their UPI ID. Please note that We do not act as a payment processor or aggregator. Our service merely provides the tool to create the QR code for UPI transactions. All payment-related issues should be addressed with the UPI service provider, as we hold no liability for the processing or success of any payment.
3. The Smart Calculator is designed to connect with authorized printers to facilitate bill printing. Users must ensure that they use compatible printers to generate printed copies of bills.

• USE OF THE PLATFORM

1. You agree to use the Platform only for lawful purposes and that You are responsible, liable, and accountable for all activities that take place through Your use of the Platform or availing the Services. We shall not be responsible for any liability arising out of Your use of the Platform.
2. You understand, accept, and agree that the payment facility provided by Us is neither a banking nor financial service, but We merely act as a facilitator providing an electronic payment option, automated online electronic payment option, for the transactions on the Platform using the existing authorized banking infrastructure and the payment gateway/payment aggregator networks. Further, by providing a payment facility, We are neither acting as trustees nor acting in a fiduciary capacity with respect to the transaction.
3. Service Level Terms – We will use commercially reasonable efforts to provide You with the Platform. We will provide You with reasonable technical support services in accordance with Our standard practices. We do not make any commitment that the Platform will be available at all times or during any downtime (a) caused by outages to any public internet backbones, networks, or servers, (b) caused by any failures of Your equipment, systems, or local access services, (c) for previously scheduled maintenance, (d) caused by any third-party vendor or service provider of the Company, (e) caused by any failure of systems or servers of any third party, (f) attributable to events such as strikes, riots, insurrection, fires, floods, explosions, war, governmental action, labor conditions, earthquakes, natural disasters, hacking, phishing, or interruptions in Internet services to an area where the Company or its servers are located or co-located, or (g) required pursuant to instructions received by Us from any governmental or regulatory authority.
4. Updates – From time to time, We may provide upgrades, patches, enhancements, or fixes for the Platform to You generally without additional charge, and such updates will become part of the Platform and subject to the Terms. Notwithstanding the foregoing, we shall have no obligation under these Terms or otherwise to provide any such updates. You understand that the Company may cease supporting old versions or releases of the Platform at any time in its sole discretion.
5. By accessing or using the Platform or by availing Services, You agree not to:
   1. Host, display, upload, modify, publish, transmit, update, or share any information (if provided with the functionality to do so on the Platform) that:

• belongs to another person and to which the User does not have any right;

• is defamatory, obscene, pornographic, pedophilic, invasive of another’s privacy, including bodily privacy, insulting or harassing on the basis of gender, libelous, racially or ethnically objectionable, relating or encouraging money laundering or gambling, or otherwise inconsistent with or contrary to the laws of India;

1. is harmful to minors;
2. infringes any patent, trademark, copyright, or other proprietary rights;
3. violates any law for the time being in force;
4. deceives or misleads the addressee about the origin of the message or knowingly and intentionally communicates any information which is patently false or misleading in nature but may reasonably be perceived as a fact;
5. impersonates another person;
6. threatens the unity, integrity, defence, security or Sovereignty of India, friendly relations with foreign States, or public order, or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any foreign states;
7. contains software virus or any other computer code, file or program designed to interrupt, destroy, or limit the functionality of any computer resource;
8. is patently false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity, or agency for financial gain or to cause any injury to any person;
9. discloses private or personal matters concerning any person or is grossly harmful, harassing, hateful and/or disparaging;
10. any message, data, image, or program which is blasphemous, vulgar, or offensive in nature;

1. Use the Platform for any activities punishable under Sections 43 and 45 IT Act (such as web scraping, altering source code, hacking, introducing viruses, etc.) or any other activity prohibited under any laws in force;
2. make unauthorised copies, modify, adapt, translate, reverse engineer, disassemble, decompile or create any derivative works of the Platform, Services or any content included therein, including any files, tables or documentation (or any portion thereof) or determine or attempt to determine any source code, algorithms, methods or techniques embodied by the Services or any derivative works thereof;
3. interfere with or attempt to interfere with the proper working of the Platform or Services, disrupt Website or any networks connected to the Platform or Services, or bypass any measures We may use to prevent or restrict access to the Platform or Services;
4. use automated scripts to collect information from or otherwise interact with the Platform or Services;
5. use the Platform or Services in a manner that may create a conflict of interest or undermine the purposes of the Platform or Services;
6. use Platform or Services for extracting any private information of any third party, including addresses, phone numbers, email addresses, and feature in the personal identity document, credit card numbers or any other financial information;
7. Conduct or forward surveys, contests, pyramid schemes, or chain letters involving the Platform or Services;
8. Impersonate any person or entity, falsely claim or otherwise misrepresent Your affiliation with any person or entity, or access the accounts of others without permission, misrepresent the source, identity, or content of information transmitted via the Platform or Services, perform any other similar fraudulent activity;
9. Infringe Our or any third party’s patent, trademark, copyright, or other intellectual property rights, proprietary rights, rights of publicity, or privacy;
10. Refuse to cooperate in an investigation or provide confirmation of Your identity or any other information provided by You to Us;
11. Remove, circumvent, disable, damage, or otherwise interfere with security-related features of the Platform and Services or features that enforce limitations on the use of the Services or the Platform;
12. Use the Services or the Platform in any manner that could including but not limited to, damage, disable, overburden, or impair it;
13. Use the Services or the Platform in an automated manner;
14. Modify, adapt, translate, or create derivative works based upon the Services and Platform or any part thereof, except and only to the extent that this is permissible by applicable law;
15. Intentionally interfere with or damage the operation of the Services or the Platform or any other user’s enjoyment of it, by any means, including uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code or file/program with contaminating or destructive features or which are designed to interrupt, destroy or limit the functionality of any computer resource;
16. Use any robot, spider, other automatic device, or manual process to monitor or copy the Platform without prior written permission;
17. Take any action that imposes an unreasonably or disproportionately large load on our infrastructure/network;
18. Use the facilities and capabilities of the Platform to conduct any activity or solicit the performance of any illegal activity or other activity which infringes the rights of others;
19. Use the Services in a manner that results in or may result in complaints, disputes, reversals, chargebacks, fees, fines, penalties, and other liability to Us, a third party, or You.

1. SIGN-UP AND CONSENT REQUIREMENTS
   1. To avail of the Services, You may have to provide us with necessary details, including but not limited to Your name, phone number, email address, Permanent Account Number (“PAN”), signature, business name, business address, nature of business, Goods and Service Tax Identification Number (“GSTN”), bank account details, Unified Payment Interface (“UPI”) ID, and/or other payment-related details, as applicable.
   2. The device/product and mobile application are subject to updates provided by the Company. Users are required to install and maintain the latest version of the device/product firmware and mobile app to ensure optimal performance, security, and access to new features. By using the device/product and app, you consent to receive and undertake to install such updates as provided by the Company. Failure to update to the latest version may impact the functionality and security of the device/product and mobile application.
   3. You agree to provide the above-stated information, or such other information as may be necessary or required by Us to provide the Services, at the time of sign-up or at any subsequent stage. 
   4. You warrant to provide true, accurate, current, and complete information about Yourself and You agree not to misrepresent Your identity or Your account information. You agree to keep your account information up to date and accurate.
   5. If You upload information relating to any third parties, You should ensure that any such information is uploaded only after obtaining express written consent from them for using their information on the Platform. Further, You should ensure that express written consent from such persons is obtained to receive communications from the Us regarding information about Us and the Services, promotional offers from Us and our third-party service providers and strategic partners; and any other matter in relation to the Services. If such third parties fail to provide written consent or withdraw consent, You shall immediately cease to use the Platform and Services in relation to them and intimate Us about withdrawal of consent from such third party. You undertake to close Your account after such consent from third party to You has been withdrawn. You will be solely responsible for obtaining such consent from third parties and we assume that such consent is sought and received by You if You provide such information relating to any such third parties at any time during the use of the Platform.
   6. If You provide any information that is false, inaccurate, or outdated, or We have reasonable grounds to suspect that such information is false, inaccurate, or outdated, We will be entitled to suspend or terminate Your account and prohibit any and all current or future use of the Platform by You. 

• PRIVACY PRACTICES 

• We understand the importance of safeguarding Your personal information and We have formulated a Privacy Policy, to ensure that Your personal information is sufficiently protected. Apart from these Terms, the Privacy Policy shall also govern Your visit and use of the Website, Platform and Services. Your continued use of the Platform implies that You have read and accepted the Privacy Policy and agree to be bound by its terms and conditions. You consent to the use of personal information by the Company in accordance with the terms of and purposes set forth in the Privacy Policy, the same may be subject to amendment from time to time at the sole discretion of the Company. 

• YOUR ACCOUNT

• You will be responsible for maintaining confidentiality of Your account, password, and restricting access to Your computer, and You hereby accept responsibility for all activities that occur under Your account and password. You acknowledge that the information You provide, in any manner whatsoever, are not confidential or proprietary and does not infringe any rights of a third party in whatsoever nature. 

• If you know or have reasons to believe that the security of Your account has been breached, You should contact us immediately at the ‘Contact Information’ provided below. If we have found a breach or suspected breach of the security of Your account, We may require You to change Your password, temporarily or permanently block or suspend Your account without any liability to the Company.

• We reserve the right to refuse service and/or terminate accounts without prior notice if these Terms of Use are violated or if we decide, in our sole discretion, that it would be in Company’s best interests to do so. You are solely responsible for all contents that you upload, post, email or otherwise transmit via the Platform. The information provided to us shall be maintained by Us in accordance with our Privacy Policy. 

• PRODUCT INFORMATION

• Company attempts to be as accurate as possible in the description of the product on the Platform. However, Company does not warrant that the product description, colour, Shape, Size, other variations,  information or other content of the Platform is accurate, complete, reliable, current or error-free. The Site may contain typographical errors or inaccuracies and may not be complete or current. The product pictures are indicative and may not match the actual product.

• Company reserves the right to correct, change or update information, errors, inaccuracies or omissions at any time (including after an order has been submitted ) without prior notice. Please note that such errors, inaccuracies or omissions may also relate to pricing and availability of the products. 

• PRODUCT USE – The products and services available on the Platform, and the samples, if any, that Platform may provide You, are for your personal and/or professional use only. The products or services, or samples thereof, which You may receive from Us, shall not be sold or resold for any/commercial reasons.

• PRICING INFORMATION

•       Company is committed to ensuring that all product information and pricing on      the Platform are accurate and up to date. However, due to various factors such as sales, promotions, or inadvertent errors, prices, images, and product representations may occasionally change. While company make every effort to provide precise information, mistakes may occur.

• Company cannot confirm the price of the product until You make the order. Without limiting the generality of (Cancellations, Refunds and Returns Policy, if a product is listed at an incorrect price or with incorrect information due to any technical error, Company shall have the right, at its sole discretion, to refuse or cancel any orders placed for that product, unless the product has already been delivered. In the event that an item is wrongly priced, the Company may, at its discretion, either contact You for instructions or cancel Your order and notify You of such cancellation. Unless the product ordered by You has been delivered, Your offer will not be deemed to be accepted and the Company will have the right to modify the price of the product/ service and contact You for further instructions using the e-mail address provided by You during the time of registration or placing of order, or cancel the order and notify You of such cancellation. 

• In the event that Company accepts Your order the same shall be debited to Your credit card/ debit card account and duly notified to You by email that the payment has been processed. The payment may be processed prior to Company’s dispatch of the product that You have ordered. If we have to cancel the order after we have processed the payment, the said amount will be reversed to your credit / debit card account.

• PRICES AND AVAILABILITY OF THE PRODUCTS PROVIDED OR OFFERRED ON THE PLATFORM ARE SUBJECT TO CHANGE WITHOUT PRIOR NOTICE AND AT THE SOLE DISCRETION OF COMPANY. Company may revise and cease to make available any product/ services at anytime. In the event, the Company is unable to deliver the product to You on time or at all, You will be notified by an e-mail and Your order will be automatically cancelled due to unavailability of the product or at Your instructions due to failure to deliver the product on the expected time of delivery by Our delivery partners. The Company shall not be liable to pay for any damages in such an event owing to cancellation of the order or delay in delivery.

• CANCELLATIONS, REFUNDS AND RETURNS – Please refer to our Warranty and Support page provided on our Website.

• MODE OF PAYMENT – Payments for the products available on the Site may be made in the following ways:

1. Payments can be made by Credit Cards, Debit Cards, Net Banking, Wallets, e-Gift cards, and reward points.
2. Credit card, Debit Card and Net Banking payment options are instant payment options and recommended to ensure faster processing of your order.

• INTELLECTUAL PROPERTY RIGHTS

• Tohands owns the rights in the design, compilation, and look and feel of the Platform. This includes rights in all copyrighted works, trademarks, designs, inventions, and other intellectual property. Subject to compliance with these Terms, We grant You a non-exclusive, non-transferable, non-sublicensable, royalty-free, revocable, and limited access to use the Platform and the Services in accordance with these Terms. All rights not expressly granted to You in these Terms of Use, are reserved and retained by the Us and Our affiliates.

• Access to this Site does not authorize anyone to use any marks in any manner. Marks displayed on the Platform, whether registered or unregistered, of the Company are the intellectual property of the Company.

• The Company expressly and exclusively reserve all the intellectual property rights in all text, programs, products, processes, technology, content, software and other materials, which appear on the Platform. The compilation (meaning the collection, arrangement and assembly) of the content on the Platform is the exclusive property of the Company and are protected by the Indian copyright laws and international treaties. Consequently, the materials on the Platform shall not be copied, reproduced, duplicated, republished, downloaded, posted, transmitted, distributed or modified in whole or in part or in any other form whatsoever, except for Your personal, non-commercial use only. No right, title or interest in any downloaded materials or software is transferred to You as a result of any such downloading or copying, reproducing, duplicating, republishing, posting, transmitting, distributing or modifying.

1. You agree not to copy, distribute, modify, or make derivative works of any of Our content or use any of Our intellectual property rights in any way without an express written consent from Us.
2. The Company reserves the right, at any time, without notice, and at its sole discretion, to terminate Your license to use the Platform and to block and prevent Your future access the Platform.

• REPRESENTATIONS AND WARRANTIES

1. We do not make any representations as to the accuracy or any other aspect of information contained on the Platform. All information made available through the Platform is provided “AS IS,” with no guarantee, representation, or commitment of completeness, accuracy, timeliness, or of the results obtained from the use of this information, and without warranty of any kind, express or implied, including, but not limited to, warranties of performance, merchantability, and fitness for a particular purpose.
2. You acknowledge that the Platform is provided only on the basis set out in the Terms. Your uninterrupted access or use of the Platform on this basis may be prevented by certain factors outside our reasonable control including, without limitation, the unavailability, inoperability or interruption of the internet or other telecommunications services or as a result of any maintenance or other service work carried out on this Site.
3. The Company shall have the right, at any time, to change or discontinue any aspect or feature of the Platform, including, but not limited to, content, hours of availability and equipment needed for access or use. Further, the Platform may discontinue disseminating any portion of information or category of information. The Company does not accept any responsibility and will not be liable for any loss or damage whatsoever arising out of or in connection with any ability/inability to access or to use the Platform.

• DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY

1. THE PLATFORM IS PRESENTED “AS IS.” NEITHER WE NOR OUR HOLDING, SUBSIDIARIES, AFFILIATES, PARTNERS, OR LICENSORS MAKE ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, IN CONNECTION WITH THESE TERMS OR THE PLATFORM OR ANY OF THE CONTENT, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, EXCEPT TO THE EXTENT SUCH REPRESENTATIONS AND WARRANTIES ARE NOT LEGALLY EXCLUDABLE.

1. YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER WE NOR OUR HOLDING, SUBSIDIARIES, AFFILIATES, PARTNERS, OR LICENSORS WILL BE RESPONSIBLE OR LIABLE (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) UNDER ANY CIRCUMSTANCES FOR ANY (a) INTERRUPTION OF BUSINESS; (b) ACCESS DELAYS OR ACCESS INTERRUPTIONS TO THE PLATFORM; (c) DATA NON-DELIVERY, LOSS, THEFT, MISDELIVERY, CORRUPTION, DESTRUCTION OR OTHER MODIFICATION; (d) LOSS OR DAMAGES OF ANY SORT INCURRED AS A RESULT OF DEALINGS WITH OR THE PRESENCE OF OFF-WEBSITE LINKS ON THE PLATFORM; (e) VIRUSES, SYSTEM FAILURES OR MALFUNCTIONS WHICH MAY OCCUR IN CONNECTION WITH YOUR USE OF THE PLATFORM, INCLUDING DURING HYPERLINK TO OR FROM THIRD PARTY WEBSITES; (f) ANY INACCURACIES OR OMISSIONS IN CONTENT; OR (g) EVENTS BEYOND THE REASONABLE CONTROL OF THE COMPANY. WE MAKE NO REPRESENTATIONS OR WARRANTIES THAT DEFECTS OR ERRORS WILL BE CORRECTED.

1. YOUR USE OF THE PLATFORM AND THE SERVICES IS AT YOUR SOLE RISK. THE PLATFORM AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS, THE LLP, ITS STRATEGIC PARTNERS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND OTHER REPRESENTATIVES, EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE LLP MAKES NO WARRANTY THAT: (I) THE PLATFORM OR THE SERVICES WILL MEET YOUR REQUIREMENTS; (II) THE PLATFORM OR THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (III) INFORMATION THAT MAY BE OBTAINED VIA THE PLATFORM OR THE SERVICES WILL BE ACCURATE OR RELIABLE; (IV) THE QUALITY OF ANY AND ALL SERVICES, INFORMATION, OR OTHER MATERIALS THAT YOU MAY OBTAIN VIA THE PLATFORM OR THE SERVICES WILL MEET YOUR EXPECTATIONS OR NEEDS; AND (V) ANY ERRORS IN THE SERVICES WILL BE CORRECTED.

1. FURTHER, TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER WE NOR OUR SUBSIDIARIES, AFFILIATES, PARTNERS, OR LICENSORS WILL BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF, IN CONNECTION WITH, OR RELATING TO THE USE OF OR INABILITY TO USE THE PLATFORM, INCLUDING ANY LIABILITY: (I) AS A PUBLISHER OF INFORMATION; (II) FOR ANY INCORRECT OR INACCURATE INFORMATION OR ANY ‘BUG’ OF THE PLATFORM OR THE SERVICES; (III) FOR ANY UNAUTHORIZED ACCESS TO OR DISCLOSURE OF YOUR TRANSMISSIONS OR DATA; (IV) FOR STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OR VIA THE PLATFORM; (V) FOR ANY DISPUTES BETWEEN USERS OF THE PLATFORM OR THE SERVICES, OR BETWEEN A USER OF THE PLATFORM OR THE SERVICES AND A THIRD PARTY; OR (VI) FOR ANY OTHER MATTER RELATING TO THE PLATFORM OR THE SERVICES, OR ANY THIRD PARTY. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF AN INDIVIDUAL ADVISES US OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS OF LIABILITY SET FORTH HEREIN ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN THE LLP AND YOU. THE PRODUCTS, INFORMATION, AND SERVICES OFFERED ON AND THROUGH THE PLATFORM OR THE SERVICES WOULD NOT BE PROVIDED TO YOU WITHOUT SUCH LIMITATIONS. IN NO EVENT SHALL OUR MAXIMUM AGGREGATE LIABILITY EXCEED THE AMOUNT RECEIVED FOR THE SERVICES RENDERED.

1. YOU AGREE THAT NO CLAIMS OR ACTION ARISING OUT OF, OR RELATED TO, THE USE OF THE PLATFORM OR THESE TERMS MAY BE BROUGHT BY YOU MORE THAN ONE (1) YEAR AFTER THE CAUSE OF ACTION RELATING TO SUCH CLAIM OR ACTION AROSE. IF YOU HAVE A DISPUTE WITH US OR ARE DISSATISFIED WITH THE PLATFORM, TERMINATION OF YOUR USE OF THE SITE IS YOUR SOLE REMEDY. WE HAVE NO OTHER OBLIGATION, LIABILITY, OR RESPONSIBILITY TO YOU.

1. You acknowledge and agree that certain Products and Services provided on the Platform are further dependent on the functioning of the technology infrastructure of various third parties. You agree that the Company shall not be liable or responsible for any discrepancy in the Services owing to delay or failure of any activity by such third parties, including but not limited to delays or failures. The delay or failure may be a result of network or connectivity failure, device or application failure, or any other technical or non-technical error of any nature, whether foreseen or unforeseen.

1. This disclaimer constitutes an essential part of this Terms of Use.

1. TERMINATION

1. These Terms of Use are effective unless and until terminated by either You or the Company.
2. You may terminate the Terms of Use at any time, provided that You discontinue any further use of the Platform. The Company may terminate the Terms at any time and may do so without notice, and accordingly deny You access to the Site, such termination will be without any liability to the Site.
3. The Company may terminate or suspend Your access to the Platform or access to all or any of the data: (i) at Our discretion; (ii) if You fail to comply with these Terms or the Policies; or (iii) in case of      any fraud, insolvency, or bankruptcy in relation to You. You agree that our right to terminate does not depend on whether You breach these Terms or not.
4. Upon any termination of the Terms by either You or the Company, You must promptly destroy all materials downloaded or otherwise obtained from the Platform, as well as all copies of such materials, whether made under the Terms or otherwise. Any such termination of the Terms shall not cancel Your obligation to pay for the product already ordered from the Platform or affect any liability that may have arisen under the Terms.

1. INDEMNITY

1. Notwithstanding anything contained in this Agreement, You agree to defend, indemnify and hold harmless the Company, its employees, directors, officers, agents and their successors and assigns, its holding, subsidiaries, affiliates, partners, or licensors from and against any and all claims, liabilities, damages, losses, costs and expenses, proceedings, demands, loss of earnings, profits, revenue, opportunity cost, including reasonable attorney’s fees, caused by or arising out of claims based upon Your actions or inactions, which may result in any loss or liability to the Company including but not limited to breach of any warranties, representations or undertakings or in relation to (i) breach or non-compliance of Your obligations, consents, grants, undertakings, representations, or warranties under these Terms, and (ii) misrepresentation, negligence, fraud, willful concealment, and misconduct (iii) misuse of the Services and Platform for any illegal or unauthorized purposes; (iv) any injuries to persons or damage to property, body, business character, or reputation including theft, resulting from Your acts or omissions; (v) any claims by a third party on the Company for acts committed or omitted by You; and (vi) any violation of applicable law regulations including but not limited to Intellectual Property Rights, payment of statutory dues and taxes, claim of libel, defamation; (vii) violation of rights of privacy or publicity, (viii) loss of service by other subscribers and infringement of intellectual property or other rights.
2. You agree that any violation by You will constitute an unlawful and unfair business practice and will cause irreparable harm to the Company and/or its strategic partners and third-party service providers, as the case may be, for which monetary damages would be inadequate, and You consent to the Company obtaining any injunctive or equitable relief that We deem necessary or appropriate in such circumstances. These remedies are in addition to any other remedies that the Company may have at law or in equity. If the Company takes any legal action against You as a result of Your violation of these Terms, Company will be entitled to recover from You, and You agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief that may be granted. 
3. This clause shall survive the expiry or termination of the Terms of Use.

• GOVERNING LAW AND JURISDICTION

• The Terms of Use and the Policies shall be construed in accordance with the applicable laws of India. For proceedings arising therein the Courts at Mumbai shall have exclusive jurisdiction.

• Any controversies, conflicts, disputes, or differences arising out of these Terms including but not limited to any interpretation of the Terms shall be resolved by arbitration in Mumbai in accordance with the Arbitration and Conciliation Act, 1996, for the time being in force, which is deemed to be incorporated by reference in this Clause. The tribunal shall consist of 1 (one) arbitrator appointed mutually by the Parties. The language of the arbitration shall be English. The parties to the arbitration shall keep the arbitration confidential and not disclose to any person, other than on a need-to-know basis or to legal advisors, unless required to do so by law. The decision of the arbitrator shall be final and binding on all the Parties hereto. The seat and venue for the Arbitration shall be Mumbai.

• Without any prejudice to the rights of the Company under the Terms, the Company shall have the right to seek and obtain any injunctive, provisional or interim relief from any court of competent jurisdiction to protect its trademark or other intellectual property rights or confidential information or to preserve the status quo pending arbitration.

• ENTIRE AGREEMENT AND SEVERABILITY – If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed to be superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Terms shall continue to be in effect. Unless otherwise specified herein, these Terms constitutes the entire agreement between the Parties with respect to the Platform and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written.

1. MISCELLANEOUS

1. Notice – All notices, requests, demands, approvals, requests for approvals, or other communications under the Terms shall be in writing. Notice will be sufficiently given for all purposes as follows: (i) upon delivery when personally delivered to the recipient, (ii) upon receipt when mailed by certified mail, (iii) upon delivery when delivered by recognized international overnight courier, and (iv) upon receipt when sent by fax or email.
2. Waiver – A waiver by either Party of any terms or conditions of the Terms in any instance shall not be deemed or construed to be a waiver of such term or condition for the future, or of any subsequent breach thereof. All remedies, rights, undertakings, obligations, and agreements contained in the Terms shall be cumulative, and none of them shall be in limitation of any other remedy, right, undertaking, obligation, or agreement of either Party. Any waiver by either party to the any terms and conditions of the Terms shall be in writing and any delay in exercising the right by either Party shall not be construed as a waiver of rights of such Party.
3. Relationship of Parties – Nothing contained in these Terms shall be construed as creating any agency, partnership, affiliation, joint venture or other form of joint enterprise between the Parties. Our failure to require Your performance of any provision hereof shall not affect Our full right to require such performance at any time thereafter, nor shall our waiver of a breach of any provision hereof be taken or held to be a waiver of the provision itself. 
4. Assignment: Notwithstanding anything contained herein, You agree and covenant that the Company may, at its sole discretion, be entitled to assign its rights and obligations under these Terms to any of its affiliates or to any entity, and in such case, such affiliate or entity shall be entitled to enforce these Terms.
5. Expenses: Except as otherwise specified in the Terms, all costs and expenses, including fees and disbursements of counsel, financial advisors, and accountants, or any other expenses incurred in connection with the Terms and the transactions contemplated in the Terms shall be paid by the Party incurring such costs and expenses.
6. Force Majeure: Neither Party shall be liable for a failure or delay in performing any of its obligations under the Terms if, but only to the extent that, such failure or delay is due to causes beyond the reasonable control of the affected party, including, but not limited to (1) acts of God; (2) fire or explosion (except to the extent caused by the negligence or willful misconduct of the affected party); (3) unusually severe weather; (4) war, invasion, riot, or other civil unrest; (5) governmental laws, orders, restrictions, actions, embargoes, or blockages; (6) national or regional emergency; (7) injunctions, strikes, lockouts, labor trouble, or other industrial disturbances; and (8) any pandemic or any such outburst of disease; provided that the party affected shall promptly notify the other of the force majeure condition and shall exert reasonable efforts to eliminate, cure, or overcome any such causes and to resume performance of its obligations as soon as practicable.
7. Maintenance of Records: You shall maintain the records independently of the Platform (by way of physical copies, etc.) and the Company reserves the right to seek copies of such records for their own use, including record keeping. You acknowledge and agree that the Company shall have the right to retain Your information for as long as it deems fit and to be in compliance with applicable provisions of the law.
8. Contact Us: If there are any questions, grievances, or complaints regarding these Terms, You may contact Us via email at      compliance@tohands.in and at the address Tohands Pvt Ltd, 1st Floor, 150/1, 1st B Cross Street, Koramangala 8th Block, Bangalore, Karnataka 560095, India.