The reference to eMudhra includes eMudhra Limited having registered and corporate office at No 56, 3rd Floor, Sai Arcade, Devarabisanahalli, Bangalore - 560 103 and its subsidiaries and affiliates irrespective of jurisdiction in which they have been incorporated, in which eMudhra Limited has 20% or more voting rights.
By accepting this Agreement, either by accessing or using eMudhra's websites, products or services (individually, "Service" and collectively, "Services"), or authorizing or permitting any Agent or End-User to access or use a Service, you agree to be bound by this Agreement. If You are entering into this Agreement on behalf of a company, organization or another legal entity (an "Entity"), You are agreeing to this Agreement for that Entity and representing to eMudhra that You have the authority to bind such Entity and its Affiliates to this Agreement, in which case the terms "Subscriber," "You," "Your" or a related capitalized term herein shall refer to such Entity and its Affiliates. If You do not have such authority, or if You do not agree with this Agreement, You must not accept this Agreement and may not use any of the Services.
If you are a customer and you or your organization is bound by a Master Services Agreement and/or a Product License Agreement (individually or collectively, "Agreement") with eMudhra, then these Terms will prevail only to the use of the Site or any eMudhra services to the extent such use is not already governed by such Agreement.
In case of changes in rules and regulations & procedures we would try our best to incorporate the same into our services at the earliest however we do not take responsibility to always update our web site or the service/s offered instantly, at times it may take time or we may not consider to update the same for a reason; the decision of eMudhra in that regard would be final.
You agree to receive electronically all communications, agreements, and notices that we provide in connection with any eMudhra Service ("Communications"), including by e-mail, text, in-app notifications, or by posting them on the Site or through any eMudhra Services. You agree that all Communications that we provide to you electronically satisfy any legal requirement that such Communications be in writing and you agree to keep your Account contact information updated.
1) Eligibility and Registration
You represent and warrant that you are of legal age (18 years or older or otherwise of legal age in your resident jurisdiction) and that you have the capacity to understand, agree to and comply with these terms of this Agreement. Further, you represent that you (or your Authorized Users, as applicable) are not and will not when using the Services be located in, under the control of, or a national or resident of a U.S embargoed country or territory and are not a prohibited end user under Export Control Laws (as defined 22.2).
2) Information Collected
3) Limited Permission to Copy
Upon your acceptance of these Terms, eMudhra grants you a limited, non-exclusive and non-transferable license to access and use our Services for your internal business purposes and only as expressly permitted in these Terms and any applicable Customer plan that enables registration of an account for the use of an eMudhra service ("Subscription Plan") when applicable.
4) Restrictions for use of Services
5) Intellectual Property Rights
Unless otherwise stated, copyright and all intellectual property rights in all material presented on the site, whether registered or unregistered (including but not limited to text, audio, video or graphical images), trademarks and logos appearing on this site are the property of eMudhra Limited, its parent, subsidiaries, affiliates and associates and are protected under applicable laws. Any infringement shall be vigorously defended and pursued to the fullest extent permitted by law. The Website may have materials or products for which Copyright and intellectual property rights belongs to third party, such materials or products shall be governed by the terms and conditions specified by them in this behalf.
Enabling any business transaction by using any Intellectual Property Rights, whether belonging to eMudhra or any other third party, shall not entitle any rights to or permissions to the Intellectual Property of eMudhra or of such third party. All present and future rights in and to trade secrets, patents, designs, copyrights, trademarks, database rights, service marks, know-how, and other intellectual property or other proprietary rights of any type, documentation, any improvements, design contributions, or derivative works thereto, and any knowledge including rights in and to all applications and registrations relating to the site shall, as between you and eMudhra, at all times be and remain the sole and exclusive property of eMudhra.
As eMudhra asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to eMudhra violates your copyright, you are encouraged to notify us by writing to legal@eMudhra.com. We will respond to all such notices, which may include as required or appropriate removing the infringing material or disabling all links to the infringing material. In case any user infringes the copyrights or other intellectual property rights of eMudhra or others, eMudhra may, in its discretion, terminate or deny access to and use of the site. In the case of such termination, eMudhra will have no obligation to provide a refund of any amounts previously paid to eMudhra.
6) Submission of Contract on our site/User Consent
8) Email / Messaging Services
On selection of email / Messaging service you agree & grant us non-exclusive permission & irrevocable right to send emails / messages in the formats decided by us from time to time. Your prior permission to continue or change such method is deemed to have been agreed & granted.
9) Right to Use eMudhra's Services
10) Charges and Payments
You will be billed as per the subscription plan opted by you, in case of pre paid subscription you will be billed in advance and if you have opted for any other post paid plans, you will be billed in arrears. You will pay all fees associated with subscriptions on time. You will provide complete and accurate payment information for a valid payment method to collect subscription Charges by eMudhra based on the subscription plan opted by you. By providing these information you authorise eMudhra or its representative to collect the subscription Charges, taxes and any other payment due from you based on the Subscription plan opted by you. This authorization will continue till you choose to use the services/ products of eMudhra. In case of any change in the information given by you earlier, you will update eMudhra with accurate and new updated information. The Subscription plans for eMudhra's services/ products will automatically renew unless otherwise opted by you, prior to end of the current subscription period, by serving 30 day?s notice in advance. However, renewal of any subscription will be at the discretion of eMudhra.
eMudhra reserves the right to charge subscription and / or membership fees in respect of any part, aspect of its Sites & Service/s and/or product/s upon reasonable prior notice. Such notice will be appearing on the site by displaying the new / revised charges for the service/s and/or product/s as offered from time to time with or without modifications & on such display it will be presumed to be read by all users whether registered or not & no further notice would be required. The same will apply for any service/s or products, which are currently being offered without any charges, whenever made chargeable.
In case of failure in receiving the payment from you for whatever reason, you hereby agree to pay all the outstanding amount upon demand by eMudhra. eMudhra reserves right to recover from you charges for delayed payment @ 18% per annum compounded monthly and all reasonable costs and expenses including legal expenses incurred by eMudhra to recover the same. You agree to pay all the charges and other payments due to eMudhra without protest or demur. The Subscription period may be changed by eMudhra without prior intimation to you. Any unutilised subscription period will be adjusted in proration basis. eMudhra will provide you with invoice copy in its standard format. In case of any discrepancy in invoice, you will bring to the notice of eMudhra within 15 days from the date receipt of invoice. Any such request brought to the notice of eMudhra beyond 15 days will not be entertained by eMudhra.
11) Free Trials and Special Offers for eMudhra Services
12) Refund Policy
eMudhra does not refund any fees paid towards the Services once same has been initiated. Any claim for refund will not be entertained by eMudhra.
Certain elements of The Site will contain material submitted by users (community center). eMudhra accepts no responsibility for the content, accuracy, and conformity to applicable laws of such material.
14) Customer Warranties
Confidential Information means a) for eMudhra any and all information in any form (whether or not marked or identified as confidential) including without limitation information pertaining to its Services, Products, documentation, contents of any software, source code, the deliverables. b) for you, data shared with eMudhra c) any other information which is by its nature can be reasonably comprehended as Confidential Information. However Confidential Information shall not include any information that: a) becomes legally and publicly available without breach of this Agreement by the Receiving Party; b) was rightfully in the possession of the Receiving Party without any obligation of confidentiality.
The Receiving Party will use the Confidential Information only for the purpose for which it has been provided and shall only disclose it to its directors, officers, employees, consultants, advisors, attorneys and auditors who have a bonafide need to know the Confidential Information and are bound by similar confidentiality obligations. The Receiving Party shall use at least the same degree of care in safeguarding the Confidential Information as it uses for its own information of like importance, which shall not be less than reasonable.
If compelled, eMudhra may disclose the Confidential Information to comply with the order of court, regulatory authority or any judiciary pronouncement, in such case, if such order permits, eMudhra will intimate you through a notice about such requirement and assist you within the permissible limit to obtain protective order.
Sharing of confidential information will not be regarded of transfer of Intellectual Property Rights in the information. The respective parties will own and continue to own all and any right, title and interest in or to any Confidential Information.
16) Term and Termination
These terms will be effective from the date you accept these terms and/or you access the product or services of eMudhra and will be binding upon you, until expiry of your subscription plan or you terminate or stop using the eMudhra product or services, whichever is later. If you wish to terminate this Agreement or your eMudhra account (if you have one), you may simply discontinue using eMudhra products or services by sending 10 days written notice to eMudhra by making a copy to firstname.lastname@example.org.
eMudhra may terminate your access to all or any part of the site at any time by serving 7 day's notice. In addition, eMudhra can terminate the services immediately on breach or default by you or as part of a general shut down of our services or products. The below instances are generally regarded as breach or default by you in availing the services from eMudhra - a) failure to pay the subscription or renewal of subscription on time as per the subscription plan; b) becoming subject to any proceedings under the Bankruptcy Code or similar laws; c) use of eMudhra products/ services by you, creates a legal risk or potential risk to security of the eMudhra product/services or its customers; d) breach of terms and conditions of the this document or any other Associate documents; The termination, for whatever cause, will not deprive eMudhra of its right to collect outstanding payment due from you.
eMudhra reserves that all provisions of this Agreement, which by their nature shall survive termination, including, without limitation, ownership provisions, intellectual property rights, warranty disclaimers, indemnity and limitations of liability, shall survive the termination of this relationship. If you or eMudhra terminates your use of the site, eMudhra may delete any content or other materials relating to your use of the Site, its related sub-domains, mobile applications, sites, services and tools and eMudhra will have no liability to you or any third party for doing so.
17) Disclaimer of Warranties and Liability
All the contents of this Site are only for general information or use. They do not constitute advice and should not be relied upon in making (or refraining from making) any decision. Any specific advice or replies to queries in any part of the Site is/are the personal opinion of such experts/consultants/persons and are not subscribed to by this Site. The information from or through this site is provided on "AS IS" basis, and all warranties, expressed or implied of any kind, regarding any matter pertaining to any goods, service or channel, including without limitation, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement are disclaimed and excluded.
eMudhra Limited, its directors, employees, agents, representatives and the authors and its parent, affiliates and associates shall not be liable, at any time for damages (including, without limitation, damages for loss of business projects, or loss of profits) arising in contract, tort or otherwise from the use of or inability to use the Site, or any of its contents, or from any act or omissions as a result of using the Site or any such contents or for any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communications line failure, theft or destruction or unauthorized access to, alteration of, or use of information contained on the site. No representations, warranties or guarantees whatsoever are made as to the accuracy, adequacy, reliability, completeness, suitability or applicability of the information to a particular situation. eMudhra Limited, its directors, employees, agents, representatives disclaim all or any direct, indirect, special, consequential damages or losses arising from use of the services provided by eMudhra. Certain links on the Site lead to resources located on servers maintained by third parties over whom eMudhra has no control or connection, business or otherwise as these sites are external to eMudhra. You agree and understand that by visiting such sites you are beyond the eMudhra site. eMudhra therefore neither endorses nor offers any judgement or warranty and accepts no responsibility or liability for the authenticity/availability of any of the goods/services/or for any damage, loss or harm, direct or consequential or any violation of local or international laws that may be incurred by your visit and/or transaction/s on these sites.
You agree to defend, indemnify, and hold harmless eMudhra and/or its associate entities, their officers, directors, employees and agents, from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your use of the web site/application material or your breach of these Terms and Conditions of Web site/application use. You agree not to settle any matter in which eMudhra is named as defendant and/or for which you have indemnity obligations without prior written consent of eMudhra.
19) Limitation of Liability
NOTWITHSTANDING ANYTHING CONTRARY CONTAINED IN THESE TERMS, IN NO EVENT SHALL EMUDHRA BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL OR INCIDENTAL DAMAGES OR LOSSES OF ANY KIND WHATSOEVER INCLUDING BUT NOT LIMITED TO, LOST PROFITS, LOST RECORDS OR DATA, LOST SAVINGS, LOSS OF USE OF FACILITY OR EQUIPMENT, LOSS BY REASON OF FACILITY SHUTDOWN OR NON-OPERATION OR INCREASED EXPENSE OF OPERATIONS, OR OTHER COSTS, CHARGES, PENALTIES, OR LIQUIDATED DAMAGES, REGADLESS OF WHETHER ARISING FROM BREACH OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES OR SUCH LOSS OR DAMAGE COULD HAVE BEEN REASONABLY FORSEEN.
NOTWITHSTADNING ANYTHING ELSE CONTAINED IN THIS AGREEMENT, THE AGGREGATE MAXIMUM LIABILITY OF EMUDHRA REGARDLESS OF THE NATURE OR FORM OF ACTION GIVING RISE TO SUCH LIABILITY (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) SHALL UNDER NO CIRCUMSTANCES EXCEED THE FEES PAID BY YOU TO EMUDHRA UNDER THE PARTICULAR ENGAGEMENT / TRANSACTION GIVING RISE TO THE CLAIM UNDER THESE TERMS. THE EXISTENCE OF MORE THAN ONE CLAIM SHALL NOT INCREASE THE LIMIT.
20) Force Majeure
eMudhra shall have no liability to you for any interruption or delay in access to the Site irrespective of the cause.
Force Majeure event shall be one when there is any cessation, interruption or delay in the performance of eMudhra's obligations occurs due to causes beyond its reasonable control, including but not limited to: technical, earthquake, flood, or other natural disaster, act of God, labor controversy, civil disturbance, war (whether or not officially declared) or the inability to obtain sufficient supply of service, transportation, or other essential commodity or service required in the conduct of its business, or any change in or the adoption of any law, regulation, judgment or decree. Without limiting the foregoing, under no circumstances shall eMudhra be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning equipment needed for such performance.
21) Advertising Material
Part of the Site contains advertising/other material submitted to eMudhra by third parties. Responsibility for ensuring that material submitted for inclusion on the Site complies with applicable International and National law is exclusively on the advertisers and eMudhra will not be responsible for any claim, error, omission or inaccuracy in advertising material. eMudhra disclaims all warranties relating to the advertising/other material published on the Site and shall not be responsible to any parties for any liability that may arise out of the use of such advertising / other material or in any manner relate to such advertising / other material. eMudhra reserves the right to omit, suspend or change the position of any advertising material submitted for insertion. Acceptance of advertisements on the Site will be subject to eMudhra terms and conditions.
22.1) Relationship You hereby acknowledge that these terms are not intended to create a relationship such as a partnership, franchise, joint venture, or agency. You shall not act in a manner that expresses or implies a relationship other than that of independent contractors or otherwise bind eMudhra.
22.2) Export Control Laws eMudhra Products/ services and derivatives thereof, may be subject to export laws and regulations of United States, European Union or any other jurisdiction. You hereby represent and warrant that you will abide by and comply with all export control related laws and further assure that you will not access, download, use, export or re-export, directly or indirectly, to any location, entity, government or persons prohibited by Export laws. You are solely responsible for complying with Export Laws of relevant jurisdiction and any of its content transmitted through the site.
22.5) Arbitration and Legal recourse All disputes, claims, controversies and differences ("Disputes") between parties whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory will be settled between the parties through consultation and negotiation in good faith and a spirit of mutual cooperation. The aggrieved party shall notify the other party of the same in writing within a reasonable time period with brief written description of the dispute. When you are the aggrieved party you should send notice to Legal@emudhra.com. The other party shall have the opportunity to respond to the grievance in writing within 30 days from the date of receipt of the notice.
In the event of failure to mutually resolve the dispute, the parties agree that all such claims or disputes shall be decided by arbitration or as provided in the separate agreement, if any entered between the parties. In case the dispute has to be settled through arbitration it shall be conducted under the provisions of Indian Arbitration and Conciliation Act, 1996 by one Arbitrator mutually agreed between the parties. The venue of such Arbitration shall be Bangalore and the language shall be English. In case there is a separate agreement between the parties the binding law and place of Arbitration will be as provided in the agreement. You are responsible for your own attorney?s fees and other costs associated with arbitration unless the arbitration law or arbitrator provides otherwise.
The parties here by agree that all trial shall be conducted in party's respective individual Capacities and not as class action or ther representative action, and the parties expressely waive their right to file a class action or seek relief on a class basis.
This clause will survive the termination of your use of site, product or services of eMudhra.
22.6) Jurisdiction If you are subscribing, availing services, products or accessing websites in any manner from India, any dispute arising under this Agreement shall be subject to Laws of India and Courts of Bangalore shall have the exclusive jurisdiction over these matters. If you are subscribing, availing services, products or accessing websites in any manner from outside India, any dispute arising under this Agreement shall be subject to Laws of USA and Courts of New Jersey shall have the exclusive jurisdiction over these matters unless otherwise agreed between parties through a separate agreement.
23) OTHER ADDITIONAL TERMS :
23.1) eMudhra Signature Service Schedule The following are the additional conditions applicable for with regard to eMudhra Signature Service -
1) You may opt for Digital Signature Certificate, eSignature or any other signature services (Electronic Signatures)provided by eMudhra from time to time. It is your responsibility to choose the appropriate signature based on the legal requirements of your jurisdiction. eMudhra does not recommend or advice on appropriateness of the signatures for any specific purposes. eMudhra adopts commercially reasonable technical and organizational measures that are designed to prevent unlawful or unauthorized access, use, alteration, or disclosure of Data;
2) You hereby agree and acknowledge that hosting and facilitating documentation process including facilitating of signature process will not make eMudhra a party to the documentation. You will be responsible for the content, quality, and format of any Document. eMudhra shall not be responsible for determining how long documents, contracts or other records to be stored as per applicable law, you shall take informed decision about this and store the same outside eMudhra's storage facility for preservation and retrieval of the same;
3) Based on the jurisdictional legal requirements, certain documents are not supposed to be executed by affixing electronic signatures, documents like Power of Attorney, Will etc.,. It is your duty to ascertain as to whether a particular document can be executed by using electronic signatures;
4) Electronic Signature Services are, in certain jurisdiction, subject to regulatory stipulations,in such scenario provision of electronic signature certificate services will be provided by eMudhra only upon your fulfilling all the necessary regulatory requirement for issuance of electronic signature.
5) You agree that eMudhra may restrict or may set reasonable limit for storage of documents to prevent abusive use of the product/ services. eMudhra reserves the right to delete the uncompleted documents on expiration of the Subscription or continued subscription or upon 180 days from creation of the document for the signature, whichever is earlier. However, eMudhra may keep the document as long as it has legal or business purpose to do so.
6) eMudhra provides you with certain features and functionalities that you may elect to use, including the ability to retrieve and delete documents in the System. You are responsible for properly: (a) configuring eMudhra Signature; (b) using and enforcing controls available in connection with eMudhra Signature (including any security controls); and (c) taking such steps, in accordance with the functionality of eMudhra Signature, that you may deem adequate to maintain appropriate security, protection, deletion, and backup of document, which include controlling the management of Authorized Users? access and credentials to eMudhra Signature, controlling document that is Processed by eMudhra Signature, and controlling the archiving or deletion of documents in the System. You hereby acknowledge that eMudhra has no obligation to protect document, including
Personal Data (defined below), that you elects to store or transfer outside of eMudhra Signature.
If you are established in the European Economic Area or Switzerland ("EEA"), you acknowledge and agree that eMudhra may transfer your Data, including without limitation Personal Data, outside of the EEA for processing. Upon Customer's explicit written request, eMudhra may execute Standard Contractual Clauses approved by the European Commission for the benefit of the Customer ("Customer SCCs") in order to ensure adequate protection for the Personal Data in accordance with the requirements of Articles 25 and 26 of the EU Directive.
2) To complete the payment through third party payment application, you may required to provide certain information or data pertaining to you to facilitate eMudhra to : (a) transmit your identifying information to a Payment Application; (b) if applicable, receive appropriate payment authorization from a Payment Application; and (c) collect any other information that you or Payment Application requires of eMudhra in order to facilitate payment processing. You hereby authorise eMudhra to store, process, and transmit your Data as necessary for a Payment Application to facilitate payment processing between you and a third party payment application designated by You;
3) You hereby understand and agree eMudhra does not have any control over the third party payment applications. These payment application services are operated by third-party independent organizations and not agents, employees, or subcontractors of eMudhra. Initiating transactions using eMudhra payment gateway shall not be construed to make eMudhra a party to any transaction processed by third party Payments applications;
4) You will be solely responsible for any and all disputes with any Payment Applications related to or in connection with a payment processing, including, but not limited to: (i) chargebacks; (ii) cancellation of transactions; (iii) duplicate transactions or charges; and (vi) amount of time to complete payment processing.
5) You will be responsible for : a) registering and maintaining an operative account with payment applications; b) to comply with all the regulation of the payment application as well as laws related to such payments; c) all acts or omissions of your authorised representatives and d) data security standards stipulated for carrying out such online transactions;
6) You hereby undertake and agree that you will use the instrument (debit card, credit card, net banking facility or other facilities) for which you are the lawful owner and legally authorised to use the same. You will indemnify and hold emudhra harmless against any claim brought against eMudhra on account of your initiation of transaction by using payment gateway facility of eMudhra.
1) You may use the Docstore services during the currency of your subscription period as per the terms and conditions of this document. you will be responsible for all the transactions that take place in the Docstore created in your account;
2) you shall be responsible for : a) creation of the account; b) the operation, performance, and security of your equipment, networks, and other computing resources used to connect to Docstore; c) protecting and maintaining confidentiality of your account credentials to discourage unauthorised access to your account; d) responsible for the content, quality, and format of any transaction facilitated through Docstore; e) for all claims including breach of IPR resulting from storing or uploading of document in your account;
3) eMudhra reserves the right to suspend or cancel Docstore services if you misuse or use the Docstore services for any illegal or unlawful purposes. The facilitating of Docstore services shall not be construed as eMudhra being a party for the transactions.
4) The documents or records can be stored in the Docstore during the term of Subscription. During the currency of subscription, you are expected to store the same outside eMudhra's storage facility for preservation and retrieval of the same. You may close or delete the Docstore created in your account during the term.