Terms of Service

TERMS OF SERVICE

The Mobile Application (as defined hereinafter), the Desktop Application (as defined hereinafter) and the Website (as defined hereinafter) are provided by DigiClap Technologies Private Limited (“BillClap”) company incorporated under the laws of India with its office at 17, Rosewood, Malibu Towne, Sector 47, Gurugram, Haryana -122018. In these Terms of Service, the term "User" or “You” refers to you, the Person or entity using the Mobile Application, Desktop Application, the Website and/or procuring any goods, service or product from BillClap. It is clarified that in case of a company, partnership, trust or any other legal entity which uses or accesses the Services or the BillClap Products, "User" shall include such company, partnership, trust or any other legal entity;

BillClap offers the Mobile Application, Desktop Application, Store, Website, platform and any other services conditioned upon the User’s acceptance of all terms, conditions, policies, and notices stated here. By procuring a service from BillClap, or by use of the Mobile Application, Desktop Application, Store, Website or platform, the User agrees to be bound by these terms and conditions ("Terms of Service" or "Terms"), as applicable, to the use of the Mobile Application, Store, Desktop Application, Website, platform and any services provided by BillClap.

Please note that by use of the Mobile Application, Store, Desktop Application, Website and any services provided by BillClap, the User also agree to be bound by the additional terms and conditions and policies referenced herein and/or available by hyperlink, including without limitation BillClap’ Privacy Policy, Acceptable Use Policy, Cancellation and Refund Policy, Referral Policy and other policies of BillClap and the rules applicable to each BillClap Products or Services.

These Terms of Service apply to all users of the Mobile Application, Store, Desktop Application, Website, platform and any services provided by BillClap, except as may be specifically agreed otherwise in writing.

Please read these Terms of Service carefully before accessing or using the Mobile Application, Desktop Application, Website, Store and any services provided by BillClap. By accessing or using any part of the Mobile Application, Desktop Application, Website, Store or by the use of any services provided by BillClap, the User agree to be bound by these Terms of Service. If the User does not agree to all the Terms of Service of this agreement, then the User may not access the Mobile Application, Desktop Application, Store, Website, platform or use any products, application or services provided by BillClap. If these Terms of Services are considered an offer, except as may be specifically agreed otherwise in writing, acceptance is expressly limited to these Terms of Service.

Any new product or services provided by BillClap, or any new features or tools which are added to the Mobile Application, Desktop Application, Website, Store shall, unless specifically stated otherwise, be subject to these Terms of Service. The User can review the latest version of the Terms of Service at any time at this page. BillClap reserves the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to BillClap’ application, website or platform. It is the User’s responsibility to check the said link periodically for changes. Following the posting of any changes, the User’s continued use of or access to the Mobile Application, Desktop Application, Website, Store or any other products or services from BillClap, constitutes acceptance of such revised Terms of Service.

  1. Privacy Policy

These Terms of Service refer to, incorporate, and include the privacy policy of BillClap which sets out the terms on which BillClap process any personal data BillClap collects from the User, or that the User provides to BillClap. By using the BillClap Products, the User consents to such processing and the User warrants that all data provided by the User is accurate. The latest version of the Privacy Policy can be accessed at https://www.billclap.com/privacy-policy

  1. About us

The BillClap Products provide access to invoicing, business and accounting management and online store services through the Mobile Application, Desktop Application, Website and Store.

  1. Definitions

Capitalized terms, not defined elsewhere in these Terms of Service, shall mean as follows:

“Additional Terms” means the terms and conditions applicable for use of the Apple AppStore / Google Play Store and/or any other platform where the Mobile Application or Desktop Application is made available for download;

“Applicable Laws” means all applicable (i) statutes, enactments, acts of legislature or parliament, laws, bye-laws, ordinances, rules, regulations, listing agreements, notifications, guidelines or policies of any applicable jurisdiction; (ii) administrative interpretation, writ, injunction, directions, directives, judgment, arbitral award, decree, orders or consents of, oragreements with, any Governmental Authority or a recognized stock exchange; and (iii) international tax treaties, as may be in force from time to time;

“Content” shall mean any content published, uploaded, shared, distributed or transmitted by the User on BillClap Products including the products listed on the Store by the User and their descriptions, prices, and any other content uploaded;

“Desktop Application” means the computer application developed by BillClap for availing the Services;

“Governmental Authority” means any Indian or non-Indian court of competence, arbitral tribunal, legislative, executive or administrative agency or commission or other governmental or regulatory agency or authority or any securities exchange;

“Fees” means the fee payable for availing of the Services, as specified by BillClap.

“BillClap Products” means, collectively, the Mobile Application, Desktop Application, Store, Website, and any other products provided by BillClap to the Users from time to time;

“Intellectual Property Rights” means:

  1. patents, trademarks, trade names, service marks, service names, logos, internet domain names, corporate names, rights in designs, copyright (including right in computer software) and moral rights, database rights, semiconductor topography rights, utilitymodels, formulae, processes, trade secrets, proprietary information, rights in know how and other intellectual property rights, in each case, whether registered or not and including applications for registration, and all rights or forms of protection having equivalent or similar effect anywhere in the world;
  2. rights under licenses, consents, order or statutes or otherwise in relation to a right underparagraph (a);
  3. rights of the same or similar effect or nature as or to those under paragraph (a) and (b) which now or in the future may subsist;
  4. the right to sue for past infringements or any of the foregoing rights.

 

“Mobile Application” means the mobile application developed by BillClap for availing the Services;

“Person” shall mean any natural person, limited or unlimited liability company, corporation, partnership (whether limited or unlimited), proprietorship, Hindu undivided family, trust, union, association, government or any agency or political subdivision thereof or any other entity that may be treated as a person under applicable law;

“Services” means the invoicing, business and accounting management, online store services provided by BillClap to an User through the Mobile Application, Desktop Application, Website, Store and any other BillClap Products from time to time;

“Store” shall mean a web-based platform provided by BillClap to a User which facilitates such User’s display, sale, and payments for goods and services.

“Website” means the website or web links provided by BillClap for availing the Services.

  1. Changes to the Terms of Service

4.1.

BillClap may revise these Terms of Service at any time by amending this page. The User must check this page from time to time to take notice of any changes made to these Terms, as they are binding on the User.

4.2.

BillClap may, without prior notice, change the Services or the BillClap Products; add or remove functionalities or features; stop providing the Services or the BillClap Products, or features of the Services or the BillClap Products, to the Users (specifically and generally); or create usage limits for the Services or the BillClap Products.

 

  1. Acceptance of the Terms of Service

5.1.

The User agrees that the User shall be bound by these Terms by accessing or using the BillClap Products, or by otherwise availing of the Services from BillClap. If the User does not accept these Terms of Service, the User shall not open an account for availing of the Services or using the BillClap Products.

5.2.

For the User’s use of the BillClap Products and Services, BillClap grants the User a limited, non-exclusive, non-transferable right to install and / or use the BillClap Products. However, the User shall not copy the BillClap Products or any of its components.

5.3.

BillClap also grants the User a non-exclusive, non-transferable license to access such content on the BillClap Products which is owned by BillClap. For using any content owned by a third party Person, the User still require a license from such third party Person (including, without limitation, the Software Providers), and BillClap does not license such content to the User and the User’s use of content owned by a third party Person, including any content owned by the Software Providers, is governed by applicable terms and conditions prescribed by such third party Person.

 

  1. Conditions for use

6.1.

By agreeing to these Terms of Service, a User (which such User is a natural Person) represents that the User is at least the age of majority i.e. 18 years, and is competent to contract. Additionally, where the User is registering on behalf of, and is the authorized representative of, a company, partnership or any other legal entity, such User has been duly authorized by such entity and is permitted under Applicable Laws to accept these Terms of Service. The User represents and warrants that the User has the full power and authority to accept the Terms of Service, access the BillClap Products and use the Services provided by BillClap, under these Terms of Service and that these Terms of Service are binding upon the User and enforceable in accordance with their terms. All Services by BillClap are governed by these Terms of Service. Where the Services are availed by a company, partnership or any other legal entity, the User represents and warrants that the entity has the full power and authority to accept the Terms of Service and such Terms of Service shall bind such company, partnership or any other legalentity, as applicable.

6.2.

In case BillClap alters or amends the eligibility criteria to be registered for receiving the Services and the User no longer complies with the new eligibility criteria, as determined by BillClap in its sole discretion, the User accepts that BillClap may restrict or suspend the access to the Services without any liability for BillClap. The User is solely responsible for ensuring that the User are in compliance with these Terms of Services

6.3.

Please note that the BillClap Products, will be also subject to the Additional Terms and the terms of use of the Software, as applicable. If there is any conflict between the Additional Terms, the terms of use of the Software, and these Terms of Service with respect to a User’s use of the BillClap Products, then, these Terms of Service shall prevail.

6.4.

The User agrees that the User shall, as required or instructed by BillClap, update the BillClap Products (if so required) and / or any device to operate the BillClap Products, as may be instructed by BillClap.

6.5.

The User shall co-operate with BillClap and its officers, representatives, directors and agents and render assistance to the BillClap in integration of the BillClap Products, if so required by BillClap, for the purpose of enabling and providing the Services.

6.6.

The User shall ensure that there are proper security measures at its respective desktop, mobile device or other device used to access the BillClap Products to prevent any hacking and the User accepts all liabilities with respect to any compromise or unauthorized use or disclosure or access to such information.

 

  1. Availability of the Services and the BillClap Products

7.1.

The User may not use the Services or the BillClap Products for any illegal or unauthorised purpose nor may the User, in the use of the BillClap Products, violate any Applicable Laws (including but not limited to copyright laws). BillClap reserves the right to refuse or discontinue the Services or the BillClap Products to anyone for any reason at any time.

7.2.

The User agrees and understands that certain features and services on the BillClap Products are paid only and can be accessed on payment of Fee. For accessing such paid only features and services, the User agrees and undertakes to pay the Fee, as displayed on the BillClap Products. The User agrees and accepts that BillClap has arrangements with authorised affiliates, banks, financial institutions and payment processors for the collection of the Fees and the User shall strictly adhere to the terms of such authorised affiliates, banks, financial institutions and payment processors with respect to the payment of Fees. In case BillClap or its authorised affiliates, banks, financial institutions and payment processors are unable to collect the Fees from the User for any reason whatsoever, including, without limitation, on account of any technical malfunction, the User agrees and undertakes to promptly pay the Fees to BillClap or its authorised affiliates, banks, financial institutions and payment processors. In case of the non-payment of the Fees, BillClap reserves the right to discontinue the paid only Services and/or restrict the User’s access to the paid only features and services on BillClap Products.

7.3.

The Fees for the Services or any other services provided by BillClap, as displayed on the BillClap Products, are subject to change. BillClap reserves the right to modify the Fee at any time with a notification to the User. In case of the User’s continued use of the BillClap Products, it shall be deemed that the User has accepted such revised Fees.

7.4.

The User agrees to promptly update the User’s account and other information required by BillClap, including the User’s email address, mobile number, personal details, and details of a User’s payment instrument, in connection with the provision of the Services. The Userundertakes to provide all such information, documents, and data as may be required or instructed by BillClap for the use of the Services.

7.5.

The User will be required to setup an account with BillClap on the BillClap Products for the use ofthe Services. The User will be required to provide personal details, login information, a password and other information required by BillClap in connection with the setup of the account. In case of any inaccuracy or material omission in the information provided by the User to BillClap, BillClap reserves the right to discontinue provision of the Services or prevent the User’s right to access the BillClap Products.

7.6.

The User hereby grants BillClap the right to access all information, data and details stored or available on the Software, including, without limitation, any Confidential Information, that is required or necessary for BillClap for the provision of the Services. The User agrees and accepts that BillClap may store, transfer, process and utilize the information, data and details of the User, including, without limitation, any Confidential Information, in connection with the provision of Services, including without limitation, store such information, data and details in the servers of BillClap.

 

  1. Restrictions on the use of the BillClap Products

8.1.

BillClap provides the BillClap Products for use by the Users for availing the Services that are provided by BillClap. The User agrees that the User shall not use the BillClap Products or the Services in any manner inconsistent with these Terms of Service, the terms and conditions of the Software Providers, or in breach of Applicable Laws.

8.2.

The availability of the BillClap Products or the Services is subject to the maintenance of an active computer / mobile phone, electricity, internet connection and other utilities or infrastructure, as may be necessary. The User is solely responsible for all liability arising from the unavailability of the BillClap Products, or the Services due to a deficient or defective computer / mobile handset or the internet service provider not being able to support the BillClap Products or the lack of an electricity connection or any other utility or infrastructure which prevents the use of the BillClap Products, or the availability of the Services.

8.3.

The User shall be solely responsible for the confidentiality, safety and security of the user account opened by the User. The User shall be the sole owner of the password and shall be responsible for the consequences arising out of disclosure of the password and/or the unauthorized use of User’s account. In case the password is lost or misplaced, the User shall promptly inform BillClap. In case the username and the password associated with the User’s account is lost/stolen/misplaced/hacked/no longer in the User’s control, The User shall promptly inform BillClap. BillClap will upon receipt of such information block the relevant account.

8.4

The User shall not redistribute, sublicense, rent, publish, sell, assign, lease, market, transfer, or otherwise make the BillClap Products or any component or content thereof, available to any third parties prior the prior written consent of BillClap.

8.5.

The User shall not, directly or indirectly, attempt to exceed the scope of authorized access to the BillClap Products, account information or other areas of the BillClap Products or solicit passwords, transfer any part of Your account to any third party.

8.6.

The User shall not circumvent or disable any digital rights management, usage rules, or other security features of BillClap Products; remove, alter, or obscure any proprietary notices (including copyright notices) on any portion of the BillClap Products; and not use the BillClap Products in a manner that threatens the integrity, performance, or availability of the BillClap Products.

8.7.

Without limiting the foregoing, the User agrees that the User shall not use the BillClap Products, or the Services to undertake any of the following actions or to display, upload, modify, publish, distribute, disseminate, transmit, update or share any information that:

  1. is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, paedophilic, libellous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatsoever;
  2. infringes any patent, trademark, copyright or other proprietary rights;
  3. contains viruses, corrupted files, or any other similar software or programs that is designed to interrupt, destroy or that may limit the functionality of any computer source or that may damage or adversely affect the operation of another person's computer, its web-sites, any software or hardware, or telecommunications equipment;
  4. is in the nature of promotional services, products, surveys, contests, pyramid schemes, spam, unsolicited advertising or promotional materials, or chain letters;
  5. falsifies or deletes any author attributions, legal or other proper notices or proprietary designations or labels of the origin or the source of software or other material;
  6. violates any law for the time being in force;
  7. belongs to another Person to which the User does not have any right to;
  8. interferes with or disrupts the BillClap Products or other BillClap websites, servers, or networks;
  9. impersonate any other person;
  10. harms minors in any way;
  11. forges headers or manipulates identifiers or other data in order to disguise the origin of any content transmitted through its websites or to manipulate the User’s presence on its websites;
  12. engages in any illegal activities;
  13. defame BillClap, the Software Providers, and their employees, officers, directors, agents, partners and service providers, including without limitation, by posting any defamatory content on any social media;
  14. 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 the investigation of any offence or insults any other nation.

8.8.

The User shall not attempt to or engage in any activity that may:

  1. reverse engineer, decompile or otherwise extract the source code related to the BillClap Products or the Software or any part thereof, unless it is expressly permitted by BillClap to the User in writing or is required by the Applicable Law;
  2. use any robot, spider, retrieval platform, or other device to retrieve or index any portion of the BillClap Products, Software or content thereof;
  3. collect information about other Users for any illegal or unlawful purpose;
  4. create any User accounts by automated means or under false or fraudulent pretenses for using the BillClap Products;
  5. transmit any viruses, worms, defects, trojan horses, or any items of a destructive nature through the BillClap Products;
  6. use the BillClap Products in any manner that could damage, disable, overburden, or impair, or undertake any action which is harmful or potentially harmful to, any of the servers, networks, computer systems or resources connected to any of the servers connected, directly or indirectly to the BillClap Products, or interfere with any other third party Person's use and enjoyment of the BillClap Products;
  7. carry out any denial of service (DoS, DDoS) or any other harmful attacks on the BillClap Products or; disrupt or place unreasonable burdens or excessive loads on, or interfere with or attempt to make, or attempt any unauthorized access to the BillClap Products or any part of the BillClap Products or any other User of the BillClap Products;

8.9.

The User shall not use the BillClap Products or the Services for any purpose that might be construed as contrary or repugnant to any applicable law, regulation, guideline, judicial dicta, or public policy or for any purpose that might negatively prejudice the goodwill of BillClap or violate the Terms of Service.

8.10.

The User agrees and accepts that the use of BillClap Products is subject to the Acceptable Use Policy, which is incorporated into these Terms of Service by reference. The Acceptable Use Policy may be updated from time to time and it is the responsibility of the User to keep updated about any changes. Any restrictions under the Acceptable Use Policy shall be in addition to and not in derogation with these Terms of Service. The Acceptable Use Policy is available at https://www.billclap.com/acceptable-use-policy

8.11.

The User agrees and accepts that BillClap shall not and is not required to mediate or resolve any dispute or disagreement between User and customers.

 

  1. BillClap’s rights

9.1.

BillClap reserves the right to suspend/discontinue the BillClap Products, Services and any other products/services to the User and/or to sever its relationship with the User, at any time, for any cause, including, but not limited, to the following:

  1. For any suspected violation of the rules, regulations, orders, directions, notifications, laws, statutes, from time to time or for any violation of the terms and conditions mentioned in these Terms of Service.
  2. For any suspected discrepancy in the particular(s), documentation or information provided by the User;
  3. To combat potential fraud, sabotage, wilful destruction, threat to national security, for any other force majeure reasons etc.;
  4. If the same is due to technical failure, modification, upgradation, variation, relocation, repair, and/or maintenance due to any emergency or for any technical reasons;
  5. If the same is due to any transmission deficiencies caused by topographical and geographical constraints/limitations;
  6. If the User does not have the control over the User’s login details and password or the User’s account is compromised in any other manner;
  7. If the User indulges in any abusive or aggressive or threatening behavior or any act or any intimidation or harassment of any kind (be it verbal or physical or written) against any employee / representative / agent of BillClap or any other User; and
  8. If BillClap believes, in its reasonable opinion, that cessation/ suspension is necessary.

9.2.

BillClap may at its discretion, remove Content and suspend or terminate a User’s account if it is found that the goods or services offered via a Store, or the materials uploaded or posted to a Store, violate the Acceptable Use Policy (“AUP”) or these Terms of Service.

 

  1. Accuracy of information

10.1.

BillClap is not responsible if information made available on the BillClap Products (including any information in relation to the Services) is not accurate, complete or current. The material on the BillClap Product is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting, primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this BillClap Product (including any information in relation to the Products) is at the User’s own risk.

10.2.

The BillClap Products may contain certain historical information. Historical information, necessarily, is not current and is provided for the User’s reference only. BillClap reserves the right to modify the contents of the BillClap Product at any time, but BillClap has no obligation to update any information on the BillClap Products. The User agrees that it is the User’s responsibility to monitor changes to the BillClap Products or any other information provided in connection with the Services.

10.3

BillClap undertakes no obligation to update, amend or clarify information on the BillClap Products or on any related website, or in relation to the Services, including without limitation, pricing information, except as required by Applicable Laws. No specified update or refresh date applied in the BillClap Product or on any related website, should be taken to indicate that all information in the BillClap or on any related website has been modified or updated.

 

  1. Warranties

11.1.

No warranty of any kind, implied, express or statutory, including but not limited to the warranties of non-infringement of third party rights, title, merchantability, satisfactory quality or fitness for a particular purpose, is given in conjunction with BillClap Product or any data/content, including without limitation, the Services. While BillClap may apply such technology as it deems fit to ensure the security of and prevent unauthorised access to its products/services, BillClap does not warrant that products/services or any content/data will be provided uninterrupted or free from errors or that any identified defect will be immediately corrected. Further, no warranty is given that products/services or any data/content are free from any computer virus or other malicious, destructive or corrupting code, agent, program ormacros. BillClap provides the BillClap Products, the Services and other products/services an “asis”, “where is”, “with all faults” basis.

11.2.

The User acknowledges that he/she has not solely relied on any representation/warranty madeby BillClap or its service providers, subcontractors or agents and has made independent assessment of BillClap Products, BillClap’s products/services, including without limitation, the BillClap Products. It is the User’s responsibility to evaluate the accuracy, completeness and usefulness of all opinions, advice, services, merchandise and other information provided through the BillClap Products or on the Internet generally.



ALL OTHER WARRANTIES, WHETHER LEGAL, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, OF FITNESS FOR A PARTICULAR USAGE OR FOR THE INTENDED USE THEREOF ARE EXPRESSLY EXCLUDED IN CONNECTION WITH THE USE OF THE BILLCLAP PRODUCTS OR SERVICES.

11.3.

The User represents and warrants that:

  1. The User shall be solely responsible for all goods and services it provides through the Store including their description, price, fees, tax, any required legal disclosures, compliance and any offers or promotional content.
  2. The User shall be solely responsible for setting and displaying the terms and conditions for sales on the Store including without limitation policies for sale, refund, return and their timelines.
  3. The User shall inform its customers in a clear and cogent manner in its terms and conditions of sale that the goods and services being provided on the Store are provided by the User and not by BillClap.

 

  1. Exclusions of liability

12.1.

Not withstanding anything to the contrary BillClap, its successors, agents, assigns, and each of their directors, officers, employees, associates, agents, and representatives shall in no event be liable to the User or any other Person for:

  1. any indirect, incidental, special, consequential, punitive or economic loss, expense or damage arising from or in connection with any access, use or the inability to access or use BillClap Products, the Services or any other products/services of BillClap and data/content or reliance on those, including without limitation, in case of the Services, the BillClap Products, howsoever caused and regardless of the form of action (includingtort or strict liability);
  2. any downtime costs, loss of revenue or business opportunities, loss of profit, loss of anticipated savings or business, loss of data, loss of goodwill or loss of value of any equipment including software; and/or
  3. any loss or damage arising as a result of a disclosure/sharing or hacking of the User’s login details and password, and any improper usage, failure or malfunction of any computer or mobile phone, unavailability of an electricity connection, other telecommunications equipment, any other services or equipment necessary to access BillClap’s products and services, including without limitation, the Services, the BillClapProducts.

 

12.2.

BillClap shall not be liable for any inconvenience, loss, cost, damage or injury suffered by the User or any third Person arising from or caused by:

  1. act or omission of any third party including but not limited to any equipment or software providers, any service providers, any network providers (including but not limited to telecommunications providers, internet browser providers and internet access providers), or any agent or subcontractor of any of the foregoing;
  2. the use of BillClap products and services, including without limitation, the Services, the BillClap Products by third Persons, whether authorised or unauthorised by the User;
  3. theft or loss of the User’s computer, mobile phone, the User’s data, the User’s login details and password, hardware and/or equipment on which the BillClap Products are accessed or operated;
  4. the User being deprived of the use of the BillClap Product as a consequence of any act or omission by BillClap for any reason including but not limited to compliance with any applicable laws and/or regulations and any instructions and/or directions given by any local or foreign regulatory body, government agency, statutory board, ministry, departments or other government bodies and/or its officials.

 

NOTWITHSTANDING ANYTHING TO THE CONTRARY, IN NO EVENT, SHALL BILLCLAP OR ANY OF ITS DIRECTORS, EMPLOYEES, AGENTS AND/OR PERSONNEL, BE LIABLE TO THE USER OR ANY PERSON FOR ANY DAMAGES, LIABILITIES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO: (I) THESE TERMS OF SERVICE, THE SERVICES, THE BILLCLAP PRODUCTS, OR ANY REFERENCE SITE, APP, PRODUCTS OR SERVICES; OR (II) THE USER’S USE OR INABILITY TO USE THE SERVICES, THE BILLCLAP PRODUCTS, OR OTHER PRODUCTS OR SERVICES OF BILLCLAP OR ANY REFERENCE SITE; OR (III) ANY OTHER INTERACTIONS WITH BILLCLAP; HOWEVER CAUSED AND WHETHER ARISING IN CONTRACT, TORT OR IN EQUITY INCLUDING NEGLIGENCE, WARRANTY OR OTHERWISE, BEYOND OR INEXCESS INR 1,000, OR ANY AMOUNT AS MAY BE PERMITTED UNDER APPLICABLE LAWS, WHICHEVER IS LOWER.

12.3.

BillClap shall make all best efforts to provide uninterrupted services subject to down time and regular maintenance. Not withstanding anything in these Terms of Service, the User acknowledges that the BillClap Products and the Services may not be uninterrupted or error free or free from any virus or other malicious, destructive or corrupting code, program or macro. BillClap shall adopt all such best technical and non-technical security measures that it considers are appropriate and are the same as that is prevalent in the industry to render the Services, however BillClap does not guarantee that such security measures cannot be subverted to gain unauthorized access. In the event of interruption to the Services or loss of use and/or access to the BillClap Products, BillClap shall be to use best endeavors to restore the Services and/or access to the BillClap Products as soon as reasonably possible.

12.4.

BillClap is not responsible for any Content uploaded by the User on the BillClap Products. BillClap is not responsible for any direct or indirect damages or losses caused to the User, including without limitation, lost profits, business interruption or other loss resulting fromuse of or reliance in any way on anything available on the BillClap Products. It is solely the User’s responsibility to evaluate the accuracy, reliability, completeness and usefulness of information and content available on the BillClap Products that is used by the User.

 

  1. Third party services

13.1.

BillClap may provide the User with access to third-party tools and services and certain content, products and services available by BillClap may include materials from third-parties which BillClap neither monitor nor have any control over. Third-party links on the BillClap Product may direct the User to third-party websites that are not affiliated with BillClap.

13.2.

The User acknowledges and agrees that BillClap provides access to such links, website, tools and services “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement and BillClap does not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any materials, products, or services of third-parties. BillClap shall have no liability whatsoever arising from or relating to the User’s use of optional third-party tools and services. The User is requested to review the third-party’s policies and practices carefully and make sure that the User understands them. Complaints, concerns, or questions regarding third-party products should be directed to the third-party.

 

  1. Viruses

14.1.

The User will be responsible for introduction of any viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. The User shall not attempt to gain unauthorised access to the BillClap Products, the server on which the BillClap Products is stored or any server, computer or database connected to the BillClap Products. By breaching this provision, the User would commit a criminal offence under the Information Technology Act, 2000. BillClap will report any such breach to the relevant law enforcement authorities and the BillClap will cooperate with such Governmental Authorities by disclosing the User’s identity to them. In the event of such a breach, the User’s right to use the BillClap Products and the Services will cease immediately.

14.2.

BillClap will not be liable for any loss or damage caused by a virus, denial-of-service attack, distributed denial-of-service attack, or other technologically harmful material that may infect the User’s computer equipment, computer programs, data or other proprietary material due to the User’s use of the BillClap Products or the User’s downloading of any information and contenton it, or on any website linked to it.

14.3.

The User should use the User’s own virus protection software. BillClap cannot and do not guarantee or warrant that files available for downloading from the BillClap Products will be free of infection by viruses, worms, trojan horses or other code that manifest contaminating or destructive properties.

 

  1. Cancellation and refunds

The User’s cancellation of subscription of BillClap Products and applicable refunds shall be governed by BillClap Cancellation and Refund Policy available at https://www.billclap.com/cancelation-policy

  1. User Referrals

Referrals made by existing Users of BillClap Products to invite new users to register and purchase subscription of BillClap Products shall be governed by BillClap Referral Policy available at https://www.billclap.com/referral-policy

  1. Intellectual property

17.1.

All Intellectual Property Rights in the BillClap Products or the Services belong to BillClap or the applicable third-party owner of such rights, including without limitation, the Software Providers. Nothing in these Terms of Service shall operate to transfer any Intellectual Property Rights beyond the specific licenses, as may be specifically agreed in writing. BillClap retains ownership of all right, title to, and interest in any and all Intellectual Property Rights developed, owned, licensed or created by the BillClap.

17.2.

No part or parts of the BillClap Products may be reproduced, distributed, republished, displayed, broadcast, hyperlinked, transmitted, adapted, modified to create derivative works or otherwise commercially exploited in any manner or by any means or stored in an information retrieval system without BillClap prior written permission. The User may view, print or use BillClap’s content for personal, non-commercial use only, provided further that the User does not modify the content and that the User retains all copyright notices and other proprietary notices contained in the content.

17.3.

The User shall not claim any rights or interest in the Intellectual Property Rights of BillClap, or in connection with any other services, features or product offered by BillClap to the User, including without limitation, the BillClap Products or the Services. In no event shall the User alter, tamper, vary, modify, change, disassemble, decompile, or reverse engineer any Intellectual Property Rights of BillClap (including without limitation any Intellectual Property Rights licensed to the Company by any other Person) (collectively, “IP Property”), or permit others to do so. Altering, tampering, varying, modifying, changing, disassembling, decompiling and reverse engineering include, without limitation:

  1. converting the IP Property from a machine-readable form into a human-readable form;
  2. disassembling or decompiling the IP Property by using any means or methods to translate machine-dependent or machine-independent object code into the original human-readable source code or any approximation thereof;
  3. examining the machine-readable object code that controls the IP Property’s operation and creating the original source code or any approximation thereof by, for example, studying the IP Property’s behaviour in response to a variety of inputs;
  4. performing any other activity related to the IP Property that could be construed to be reverse engineering, disassembling, or decompiling; or
  5. making any alteration or change to the IP Property without the express prior written consent of BillClap.

 

  1. Content

18.1.

BillClap does not claim any Intellectual Property Rights over the Content You provide on the Store. All rights in the Content a User uploads remain with the User.

18.2.

By uploading Content, You agree: (a) to allow other internet users to view the Content you post publicly to your Store; (b) to allow BillClap to store, and in the case of Content you post publicly, display and use your Content; and (c) that BillClap can, at any time, review and delete all the Content submitted through a BillClap Product, although BillClap is not obligated to do so.

18.3.

You retain ownership over all Content that you upload to the Store; however, by making your Store public, you agree to allow others to view Content that you post publicly to your Store. You are responsible for compliance of the Content with any applicable laws or regulations.

18.4.

Notwithstanding anything contained in clause 17 (Intellectual Property), BillClap shall have the non-exclusive, worldwide and royalty free license to use the names, images trademarks, service marks and logos associated with your Store to promote its Services. You grant BillClap a non-exclusive, transferable, sub-licensable, royalty-free, worldwide licence to host, use, distribute, modify, run, copy, publicly perform or display, translate and create derivative works of any Content provided by You, including photos and videos of the products listed by You

  1. Indemnification

The User agree to indemnify, defend and hold harmless BillClap, the Software Providers and their respective parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees (“IndemnifiedParties”), from all claims, demands, losses, costs, fees suffered or incurred by the Indemnified Parties due to or arising out of the User’s breach of these Terms of Service or the documents they incorporate by reference, or the User’s violation of any law or the rights of a third-party.

The User shall indemnify, defend and hold harmless the Indemnified Parties (whether or not arising out of third-party claims) from all claims, demands, losses, costs, fees suffered or incurred by the Indemnified Parties due to or arising out of a) any Content posted by User on the BillClap Products; b) any non-performance by User or breach of any contract or transaction with their customers through any BillClap Products; c) breach of data privacy and confidentiality obligations; or d) fraud, wilful misconduct or gross negligenceor or (e) any third party claims due to the Content posted by the User or use of the BillClap in violation of these Terms of Service by the User.

  1. Severability

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of anyother remaining provisions.

  1. Waiver

If BillClap does not exercise a right under these Terms of Service, shall not constitute a waiver of such right. Waiver of any right, remedy or breach of any subject matter contained in these Terms of Service shall not be viewed as a waiver by BillClap, unless specifically agreed by BillClap in writing.

  1. Force Majeure

22.1.

For purposes of these Terms of Service, “Force Majeure Event” means any event or circumstance, regardless of whether it was foreseeable (including without limitation an act of war, hostility, or sabotage; act of God; pandemic, epidemic electrical, internet or telecommunication outage that is not caused by the obligated party; government restrictions (including the denial or cancellation of any export or other license); criminal, revolutionary, or terrorist activity), that: (a) was not caused by a party and, (b) prevents that party from complying with any of its obligations pursuant to these Terms of Service (other than an obligation to pay money) or provision of the Services.

22.2.

If a Force Majeure Event occurs, the party that is prevented from performing (the“Nonperforming Party”) will be excused from performing those obligations rendered un-performable by the Force Majeure Event. Upon occurrence of a Force Majeure Event, the Nonperforming Party shall promptly notify the other party of occurrence of the Force Majeure Event, its effect on performance, and how long that party expects it to last. Thereafter, the Nonperforming Party shall update that information as reasonably necessary. During a Force Majeure Event, the Non performing Party shall use reasonable efforts to limit damages to the Performing Party and to resume its performance pursuant to these Terms of Service.

 

  1. Relationship of the parties

The User agree that no joint venture, partnership, employment, or agency relationship exists between the User and BillClap as a result of these Terms of Service, the User’s use of the BillClap Products, or the availing of Services from BillClap.

  1. Assignment

The User shall not assign or transfer the rights and obligations of the User under these Terms of Service, including any assignment or transfer by reason of merger, reorganization, sale of all or substantially all of its assets, change of control or operation of law, without BillClap’s prior written consent. BillClap may assign or transfer the rights and obligations contained in there Terms of Service to any Person.

  1. Governing law and jurisdiction
    1. These Terms of Service will be governed by the laws of the India without anyapplication of conflict of laws principles.
    2. In case of any differences, disputes or disagreements between the User and BillClap(“Dispute”), the User and BillClap shall attempt to amicable resolve such dispute within 30 days from the date on which such Dispute arose.
    3. In case the User and BillClap are unable to amicably resolve the Dispute within 30 daysfrom the date on which such Dispute arose, the Dispute may, at the option of the User or BillClap, be referred to arbitration by a sole arbitrator appointed by BillClap. The seat of arbitration shall be Bangalore and the language of arbitration shall be English. The award of the sole arbitrator shall be final and binding on the User and BillClap.

 

  1. Confidentiality

For the purposes of this Terms of Service, the term “Confidential Information ” shall meanand include all tangible and intangible information obtained, developed or disclosed or accessed including all documents, data papers and statements and trade secret of the User relating to its business practices and considered to be confidential and proprietary information. BillClap shall strictly safeguard the Confidential Information and shall take all the necessary action to protect it against misuse. BillClap shall be entitled to disclose the Confidential Information where:

  1. Where such Confidential Information is in or enters the public domain without BillClap’s default;
  2. Where such Confidential Information is known to BillClap at the time of first receipt, or thereafter becomes known to the BillClap prior to such disclosure without similar restrictions from a source other than the User, as evidenced by written records;
  3. Where such Confidential Information is disclosed to employees, consultants, auditors, advisors and shareholders of the Party who are under a duty of confidentiality, or pursuant to Applicable Law or order of any Governmental Authority;
  4. Where such Confidential Information is required to be disclosed to partners of BillClap for the provision of Services (including, without limitation, any services to be provided by the partners).
  5. Where such Confidential Information is required to be disclosed in compliance with the Applicable Laws.

In case the User comes into possession of any Confidential Information of BillClap the User shall safeguard the same and shall not disclose such Confidential Information without the prior written consent of BillClap.

  1. Contact Information

27.1.

Questions about these Terms of Service should be sent to BillClap to support@www.billclap.com. Any notices to BillClap in connection with the BillClap Products or these Terms of Service must be sent to the details given below:

DigiClap Technologies Private Limited
17, Rosewood, Malibu Towne, Sector 47, Gurugram, Haryana -122018

27.2.

Notice shall be sent to the contact address set forth here (as such may be changed by notice given to the other party), and shall be deemed delivered as of the date of actual receipt.

27.3.

BillClap may give telephonic notice to the User by calls to appropriate numbers, by messaging to the telephone number, or by an email to the email address of the User available on record with BillClap. The User’s agree that in case there are any changes in any information provided by the User to BillClap, including the User’s phone number, e-mail address and other contact details, the User will be solely responsible to update them regularly. The User agrees that all agreements, notices, disclosures and other communications that BillClap provide to the User’s electronically satisfy any legal requirement that such communications be in writing. If BillClap sends any communication by e-mail or to the User’s phone number, it shall be sent to the User’s e-mail address or phone number available on the records created by the User on the BillClap Products and it shall be deemed to have been received by the User once it is reflected as sent inthe outbox of the BillClap e-mail id or at the time of dispatch of the message.

 

  1. Cumulative rights

The rights and remedies of BillClap provided in this Terms of Service are not exclusive, but are cumulative upon all other rights and remedies to the full extent allowed by law.

  1. Cancellation and Termination

29.1.

You may cancel your account and terminate the Terms of Service at any time by contacting BillClap support and then following the specific instructions indicated to you in BillClap’ response.

29.2.

Upon termination of the Services by either party for any reason:

  1. BillClap will cease providing You the Services and You will no longer be able to access your account;
  2. Unless otherwise provided in the Terms of Service, You will not be entitled to any refunds of any Fees, pro rata or otherwise;
  3. Any outstanding Fee owed to BillClap for your use of the paid only Services through the effective date of such termination will immediately become due and payable in full; and your Store will be deleted.

29.3.

BillClap reserves the right to modify or terminate the BillClap Products, the Terms of Service and/or Your account for any reason, without notice at any time. Termination of the Terms of Service shall be without prejudice to any rights or obligations which arose prior to the date of termination.

  1. Entire understanding

These Terms and Conditions constitutes the entire agreement between BillClap and the User pertaining to the subject matter hereof and supersedes in their entirety all written or oral agreements between the BillClap and the User.