TERMS AND CONDITIONS FOR USERS

(Bikes)

THIS DOCUMENT IS AN ELECTRONIC RECORD IN TERMS OF INFORMATION TECHNOLOGY ACT, 2000 AND RULES THEREUNDER AS APPLICABLE AND THE PROVISIONS PERTAINING TO ELECTRONIC RECORDS IN VARIOUS STATUTES AS AMENDED BY THE INFORMATION TECHNOLOGY ACT, 2000.

A. GENERAL TERMS

These terms and conditions, including the General Terms and Special Terms along with any agreements executed or accepted by you (“you/ your” or “User” or “Customer”), which are incorporated herein by reference (“Terms”) when you access, use or interact with the mobile application (“Totul App”) or website available at https://totul.bike/ (collectively, “Platform”) whether through a computer or a mobile phone or any other device (“Device”) or avail the Services (defined hereinafter) provided by Qylo E-Commerce Private Limited (“Totul” / “Company” / “us”, “we” or “our”).

All the Services provided by the Company to you would be by means of your use of the Platform. These Terms will govern the relationship between you and the Company in the course of provision of the Services. These Terms govern your access/interaction or use of the Platform and/or availing of Services.

Please read these Terms carefully before using the Platform or registering on the Platform or accessing any material or information through the Platform, or availing the Services. By using this Platform or availing the Services, you acknowledge that you have read and understood these Terms and agree to be bound by these Terms, without any limitation or qualification. If you do not agree with these Terms, please do not access the Platform or avail the Services.

These Terms expressly supersede prior agreements or arrangements with you. Use of and access to the Platform is offered to you upon the unconditional acceptance by you of all the terms, conditions, and notices contained in these Terms and 

Privacy Policy

 (which is incorporated herein by reference), along with any amendments made by the Company at its sole discretion and posted on the Platform from time to time.

I. SERVICES

We provide the following services (“Services”) to you:

1. A Platform to facilitate the pick-up and drop off of packages from one location to the other through services offered by third party drivers or vehicle operators (“Captains”), (“Package Services”);

2. A Platform to facilitate the booking of two-wheelers (“Bikes”) and avail such transportation services provided by the Captains (“Transportation Services”); and

3. Other support services (such as associated payment collection) as offered by Totul from time to time.

II. YOUR REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS

In relation to your use and access of the Platform or for availing the Services, you represent, warrant, and provide the following undertakings:

1. For the purposes of registration/creation of an account on the Platform, you confirm that you are 18 years of age.

2. The Service is not available for use by persons under the age of 18. You may not authorize third parties to use Your Account (defined below), and you may not allow persons under the age of 18 to receive Services through Captains unless they are accompanied and/or overseen by you. However, you agree to take full responsibility for the use of Services by such minors including in respect of ensuring their safety while availing such Services and Totul will not be responsible or liable for any consequences arising from the same.

3. If the Company becomes aware or it acquires credible knowledge that you have misled us regarding your age, then the Company reserves its rights to deactivate the account and you will not be liable to raise any claims including any insurance from the Company.

4. These Terms impose valid and legally binding obligations on you and are enforceable against you.

5. You confirm that you neither have had any insolvency proceedings against you nor have you ever been adjudicated insolvent by any court or other authority.

6. You are not restricted by any legal, regulatory, judicial, quasi-judicial or other authority, to access the Platform or avail the Services, including to enter into transactions contemplated for availing the Services.

7. You agree to use the Services only for purposes that are permitted by these Terms and in accordance with applicable laws.

8. By using the Platform or the Services, you authorize Totul, whether directly or indirectly through third parties, to collect information about you or make any inquiries necessary to validate your identity, in accordance with our Privacy Policy. Please read the Privacy Policy to understand how we collect, process, and share your information, including personal information and sensitive personal data or information (collectively, “Information”).

9. Further, we may ask you for Information or documents that will allow us to reasonably identify you, requiring you to take steps to confirm your right over your email address or financial instruments, or verifying your Information against third party databases or through other sources. We reserve the right to terminate, suspend, or limit access to the Services in the event we are unable to obtain or verify this Information.

10. When you provide any Information to Totul, you agree to provide only true, accurate, current and complete Information. You understand and acknowledge that the responsibility to provide correct Information, including the contact information, bank account details, etc., as required in connection with the Services, lies solely with you. You must take all caution to ensure that there are no mistakes and errors in the Information you provide. We will not be responsible to verify the accuracy of the Information provided by you.

III. OPERATION OF PLATFORM

1. You must register on the Platform and create an account on the Platform (“Your Account”) by providing accurate Information as sought during the registration process. You are solely responsible for maintaining the confidentiality of your credentials (username, password, etc.) provided upon registration and the Company is not liable for any loss you may incur as a result of someone else using Your Account, either with or without your knowledge.

2. Your Account cannot be transferred, assigned, or sold to a third party.

3. You agree to accept responsibility for all activities that occur in or from Your Account. You agree to establish reasonable security procedures and controls to limit access to the password or other identifying information of Your Account to unauthorized individuals, which includes choosing passwords and other credentials in a manner that will protect the security of your Information. Your credentials include your username and password to Your Account and to any third-party account you have used to login to Your Account.

4. You agree to inform us immediately if you have any reason to believe that your login credentials have become known to anyone else, or if the password or Your Account is being or is likely to be used in any unauthorized manner.

5. Totul will not be liable for any breach of security or unauthorized use of Your Account.

6. The Company will forward your booking request made on the Platform (“Service Request”) to the Captain through an app-based Device operating on GPS-GPRS available with the Captain.

7. The Company may monitor and record calls made to the Captains, for the purpose of training and improving customer care services, including complaint related services.

8. The Captain will have the sole discretion to accept or reject each Service Request.

9. If the Captain accepts the Service Request, a notification will be sent to you with the Information regarding the Captain including their name, contact number, and Vehicle registration number, etc.

10. The Company will make reasonable efforts to bring you in contact with the Captain in order to obtain the Service subject to availability of the Captain in or around your location at the time of your Service Request.

11. Even after acceptance of the Service Request, the Captain may not reach your pick-up location or decide not to render the Service, in which event the Company will not be held liable.

12. The Company will not be liable if you do not download the correct mobile application to access the Platform or do not visit the appropriate web portal.

13. For the avoidance of doubt, it is clarified that the Company itself does not provide the Transportation Services and Package Services and only facilitates these services through the Platform. It is the Captain who is responsible for rendering the Transportation Services and Package Services to you. You acknowledge that Totul is merely an intermediary and does not provide the Services as a transportation carrier and the Transportation Services and Package Services are provided by independent third-party contractors (Captains) directly who are not employed by Totul or any of its affiliates.

14. The Company reserves the right to discontinue or introduce any of the modes of Service Requests and/or for providing Services.

IV. YOUR CONDUCT

1. You will use the Services for lawful purposes and in compliance with applicable laws, and refrain from doing anything which we reasonably believe to be disreputable or capable of damaging our reputation and will comply with all applicable laws of the Republic of India.

2. You will treat the Captain with respect and not cause damage to their Vehicle or engage in any unlawful, threatening, harassing, abusive behaviour or activity whilst using their Vehicle.

3. The Company is not responsible for the behaviour, actions, or inactions of Captains or quality of Vehicle which may be provided to you by the Captains. Any contract for the provision of Vehicle and/or for the Services is exclusively between you and the Captain and the Company is not a party to the same.

4. By using the Platform, you acknowledge and agree that:

   1. You will download Totul App for your sole, personal use and will not resell it to a third party;

   2. You will not authorize others to use Your Account;

   3. You will not assign or otherwise transfer Your Account to any other person or legal entity;

   4. You will not use the Platform for unlawful purposes, including but not limited to sending or storing any unlawful material or for fraudulent purposes;

   5. You will not use the Platform to cause nuisance, annoyance or inconvenience to either Company, Captains or third parties;

   6. You will not misuse the Platform or attempt to defraud either the Company, Captain or third parties;

   7. You will not impair the proper operation of the Platform and you will not use any device, software, routine, file or other tool or technology, which includes any viruses, trojan horses, worms, time bombs or cancelbots, intended to damage, interfere with or affect functionality or operation of the Platform or the Services, to surreptitiously intercept or expropriate any system, data or information in connection with the Services or as hosted/available on the Platform, or to affect the operation of any other websites or the internet;

   8. You will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure associated with the Platform or the Services, including but not limited to denial of service attacks, “spam” or any other such unsolicited overload technique;

   9. You will not try to harm the Platform in any way whatsoever;

   10. You will not copy or distribute the Platform or its contents without written permission from the Company;

   11. You will keep secure and confidential your account password or any identification which the Company may provide you which allows access to the Platform;

   12. You will provide the Company with whatever proof of identity we may request;

   13. You will only use an access point or at least a 3G, 4G or 5G data account access point which you are authorized to use;

   14. You will not use the Platform with an incompatible or unauthorized Device;

   15. You will not indulge in any fraudulent activities including, but not limited to intentionally falsifying Information, create dummy/duplicate accounts for fraudulent purposes, manipulate the settings on a phone/Device to prevent or impair the proper functioning of the Platform, abuse promotions and/or not use them for their intended purpose, dispute charges for fraudulent or illegitimate reasons, falsify documents, records, or other data for fraudulent purposes, or any other activity which is in contravention of applicable laws, is in violation of these Terms, or is not intended or permitted under these Terms; and

   16. If you create more than one account per User, Totul has the right to terminate such accounts.

5. In addition to the foregoing, you will not upload, display, share, host, publish or transmit any information that:

   1. Belongs to another person and to which you do not have a right to such information;

   2. Is harmful, offensive, harassing, obscene, pornographic, invasive of another’s privacy, hateful, racially or ethnically objectionable, disparaging, relating to or encouraging money laundering or gambling, or an online game that causes user harm, or otherwise unlawful in any manner whatsoever, or promoting enmity between different groups on the grounds of religion or caste with the intent to incite violence;

   3. Infringes any patent, trademark, copyright or any other proprietary rights;

   4. Harms minors in any way or is harmful to child;

   5. Any commercial material or content (including solicitation of funds, advertising, or marketing of any good or services);

   6. Deceives or misleads the addressee about the origin of such messages, or communicates any misinformation or information which is patently false and untrue or misleading in nature, or, in respect of any business of the Central Government, is identified as fake or false or misleading by such fact check unit specified by the Government;

   7. Impersonates another person;

   8. Contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource;

   9. 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 other nation;

   10. Is in the nature of an online game that is not verified as a permissible online game;

   11. Is in the nature of advertisement or surrogate advertisement or promotion of an online game that is not a permissible online game, or of any online gaming intermediary offering such an online game; or

   12. Violates any law for the time being in force.

6. The Company reserves the right to immediately terminate your use of the Platform and stop providing you the Services should you not comply with any of the rules provided in these Terms.

V. COMMUNICATION AND NOTIFICATION

1. You agree that Totul (either directly or indirectly through its affiliates or third parties) may communicate with you in connection with the Platform or the Services, either electronically (for example, push notifications), or through phone calls, WhatsApp messenger application, email, or in writing through other modes.

2. Any electronic communications will be considered to be received by you within 24 hours of the time we send it to your attention (such as via email, SMS or other online notification, through WhatsApp messenger application). We will assume you have received any communications sent to you by postal mail, 3 business days after we send it.

3. If you are a Customer who has registered on the Platform and shared your contact details with us, we may need to contact you in connection with the Services, and you give express consent to us and our permitted assigns and third-party agents to communicate with you in any way, such as calling, texting, or e-mailing via:

   1. A mobile phone or landline number you provide to us, use to contact us, or at which we believe we can reach you (even if it is not yours);

   2. Any email address you provide to us or associated with your account on the Platform;

   3. Automated dialler systems and automatic telephone dialling systems; and

   4. Pre-recorded or artificial voice messages and other forms of communications.

4. The accuracy, readability, clarity, and promptness of the communications depend on various factors. Totul will not be responsible for any non-delivery, delayed delivery, or distortion of the communication in any way whatsoever.

VI. PAYMENT FOR SERVICES

1. You will be required to pay charges for the Services used by you either by using the online payment gateway provided in the Platform or by paying cash to the Captains. The Company collects the charges for the Services on behalf of the Captains after obtaining authorization from the Captains and the payment is remitted to the Captain’s bank account registered with the Company.

2. The rates of the Services and any cancellation fee, if applicable, will be notified on the Platform.

3. The charges for the Services will be updated or amended from time to time at the sole discretion of the Company and it will be your responsibility to remain informed about the charges for the Services.

4. You agree that you will pay for all Services you purchase from the Captain and for the use of the Platform either by way of online payment or by cash. In the event the payment cannot be accepted through the online payment or any other mode, you will be required to pay the charges for the Services availed by way of cash. You agree and acknowledge that Totul is not in any way responsible for the settlement of cash payments made by you directly to the Captain.

5. In order for us to facilitate UPI payments, we are required to conduct a bank account validation and Virtual Payment Address (“VPA”) validation and you agree for such validation to be conducted. We conduct these validations through a third-party service provider.

6. Any payment made is non-refundable. At the end of the trip for the Transportation Services, we will facilitate for you to receive a copy of the invoice from the Company on your registered e-mail account with the Company.

VII. DISCLAIMERS

1. The information, recommendations provided to you on or through the website or the Platform is for general information purposes only and does not constitute advice.

2. The Company will reasonably keep the Platform and its contents correct and up to date and offer you uninterrupted access but does not guarantee that the Platform is free of errors, defects, malware, and viruses or that the contents in the Platform are correct, up to date, and accurate. Totul assumes no liability whatsoever for any monetary or other damage or loss suffered by you on account of the delay, failure, interruption, or errors in the operation of the Platform.

3. The Company will further not be liable for damages resulting from the use of or the inability to use the Platform, including but not limited to damages resulting from failure or delay in the delivery of electronic communications, interception or manipulation of electronic communications by third parties or by computer programs used for electronic communications and transmission of viruses.

4. If you choose to access the Platform from locations other than India, you will do so at your own risk, and you will be solely liable and responsible for compliance with applicable local laws and regulations of such location. The mere fact that the Platform can be accessed through the internet by you in a country other than India will not be interpreted to imply that the laws of the said country govern these Terms or use of the Platform. We accept no liability whatsoever, indirect or consequential, for non-compliance with the laws of any country other than India.

5. 5. Access to the Platform or the Services may be unavailable, delayed, limited, or slowed, from time to time, due to the inherent nature of the internet and, among other things, also due to:

   1. Servers, networks, hardware failure (including your own computer or mobile), telecommunication lines and connections, and other electronic and mechanical equipment;

   2. Software failure, including among other things, bugs, errors, viruses, configuration problems, incompatibility of systems, utilities or applications, the operation of firewalls or screening programs, unreadable codes, or irregularities within particular documents or other content;

   3. Overload of system capacities;

   4. Damage caused by severe weather, earthquakes, wars, insurrection, riots, civil commotion, act of God, accident, fire, water damage, explosion, mechanical breakdown, or natural disasters;

   5. Interruption (whether partial or total) of power supplies or other utility service, strike or other stoppage (whether partial or total) of labor;

   6. Governmental or regulatory restrictions, exchange rulings, court or tribunal orders, or other human intervention; or

   7. Any other cause (whether similar or dissimilar to the above) beyond the control of Totul.

6. The quality of the Transportation Services and Package Services requested through the use of the Platform is entirely the responsibility of the Captain who ultimately provides such services to you and Company is not liable for the same. However, any complaints about the Transportation Services and Package Services provided by the Captain should be submitted to Company by an email as notified from time to time

7. THE COMPANY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICES AND/OR THE PLATFORM. THE COMPANY DOES NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICE AND/OR THE PLATFORM WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY SERVICES, INFORMATION OBTAINED BY YOU THROUGH THE PLATFORM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS IN THE SERVICES AND/OR THE PLATFORM WILL BE CORRECTED, OR (F) THE PLATFORM OR THE SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS,. THE PORTAL IS PROVIDED TO YOU STRICTLY ON AN “AS IS” BASIS. All conditions, representations and warranties, whether express, implied, statutory or otherwise, including, without limitation, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third party rights, are hereby excluded and disclaimed to the highest and maximum extent. You acknowledge and agree that the entire risk arising out of your use of the Platform and / or the Services remains solely and absolutely with you and you will have no recourse whatsoever to the Company.

VIII. INTELLECTUAL PROPERTY RIGHTS

1. The Company is the sole owner and lawful licensee of all the rights to Platform or any other digital media and its contents. The content means its design, layout, text, images, graphics, sounds, video, etc. the website, Platform or any other digital media content embody trade secrets and Intellectual Property Rights protected under worldwide copyright and other laws. All titles, ownership and Intellectual Property Rights in the Platform and its content remain with the Company except the third party content and link to third party website on the Platform.

The term “Intellectual Property Rights” means all intellectual property rights or similar proprietary rights, including: (i) patent rights and utility models, (ii) copyrights and database rights including moral rights, (iii) trademarks, trade names, domain names and trade dress and the associated goodwill, (iv) trade secrets, and (v) industrial design rights; and for each of the foregoing includes any registrations of, applications to register, and renewals and extensions of, any of the foregoing in any jurisdiction in the world.

2. All rights not otherwise claimed under these Terms or by the Company are hereby reserved. The information contained in this Platform is intended, solely to provide general information for the personal use of the reader, who accepts full responsibility for its use.

3. The Company does not represent or endorse the accuracy or reliability of any information or advertisement contained on, distributed through, or linked, downloaded or accessed from any of the services contained on this Platform, or the quality of any products, information or other materials displayed, or obtained by you as a result of any product, information or other materials displayed, or obtained by you as a result of an advertisement or any other information or offer in or in connection with a Service.

4. All related icons and logos are registered trademarks or service marks or word marks of the Company in various jurisdictions and are protected under applicable copyrights, trademarks and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.

5. Subject to your compliance with these Terms, the Company grants you a limited, non-exclusive, non-transferable license to download and install a copy of the Platform on a single mobile device that you own or control and to run such copy of the Platform solely for your own personal use.

6. Customer data: As between Totul and Customer, all right, title and interest in: (i) the Information, (ii) other information input into the Platform by Customer or its authorized users (“Other Information”), and (iii) all Intellectual Property Rights in each of the foregoing, belong to and are retained solely by the Customer. Information and Other Information are collectively referred to as “Customer Information”. Customer grants to Totul a limited, non-exclusive, royalty-free, worldwide license to use the Customer Information and perform all acts with respect to the Customer Information, as may be necessary for Totul to operate, maintain and improve the Platform or provide the Services to Customer, and a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid-up license to use, reproduce, modify and distribute the Other Information as a part of the Aggregated Statistics (defined below). Customer is solely responsible for the accuracy, quality, veracity, integrity, legality, reliability, and appropriateness of all Customer Information. Totul agrees to access and use the Customer Information solely as set forth in these Terms or the Privacy Policy.

7. Aggregated statistics: Notwithstanding anything else in these Terms, Totul may monitor Customer’s (including the authorized users) use of the Platform and the Services and use data and information related to such use and Customer Information in an aggregate and anonymous manner, including to compile statistical and performance information related to the provision and operation of the Platform and the Services (“Aggregated Statistics”). As between Totul and Customer, all right, title and interest in the Aggregated Statistics and all Intellectual Property Rights therein, belong to and are retained solely by Totul. Customer acknowledges that Totul will be compiling Aggregated Statistics based on Customer Information and Information input by other customers into the Platform. Customer agrees that Totul may: (i) make such Aggregated Statistics publicly available, and (ii) use such information to the extent and in the manner required by applicable law and for purposes of data gathering, analysis, service enhancement and marketing, provided that such data and information does not identify Customer.

8. You will not do the following:

1. License, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Platform in any way;

2. Modify or make derivative works based upon the Platform;

3. Create internet “links” or “frame” or “mirror” any application on any other server or wireless or Internet-based device; or

4. Reverse engineer or access the Platform in order to:

   1. design or build a competitive product or service,

   2. design or build a product using similar ideas, features, functions or graphics of the Platform,

   3. copy any ideas, features, functions or graphics of the Platform, or

   4. launch an automated program or script, including, but not limited to, web spiders, web crawlers, web robots, web ants, web indexers, bots, viruses or worms, or any program which may make multiple server requests per second, or unduly burdens or hinders the operation and/or performance of the Platform.

IX. THIRD-PARTY LINKS

1. During use of the Platform, you may enter into correspondence with, purchase goods and/or services from, or participate in promotions of third party Captains, advertisers or sponsors showing their goods and/or services through a link on the Platform. These links take you off the Platform and are beyond the Company’s control. You therefore visit or access these websites entirely at your own risk.

2. Please note that these other websites may send their own cookies to users, collect data or solicit personal information, and you are therefore advised to check the terms of use or privacy policies on those websites prior to using them.

X. EMERGENCY SOS

1. Totul provides SOS feature on the Totul App wherein the Customer can call for emergency services in case of any safety issues or other emergency by tapping the “Red” button made available on the Totul App. This is linked to the internal emergency response team of Totul, and any such case is escalated and dealt with on priority.

2. In case of an accident, an ambulance can be called upon by the Customer immediately through the Totul App, and the said information can be shared with trusted/ emergency contacts of the Customer provided to Totul.

3. You agree not to misuse the Emergency/ SOS feature and will solely use it during emergencies. In case of any misuse of the SOS feature, you will be liable for consequences/actions in accordance with applicable laws and/or as per Totul’s internal policies.

XI. TERM AND TERMINATION

1. These Terms, which form the contract between the Company and you, are concluded for an indefinite period. You are entitled to terminate the contract between the Company and you at any time by deleting Your Account on the Platform.

2. The Company is entitled to terminate your access to the Platform and/or the Services at any time and with immediate effect (by disabling your use of the Platform and the Service) if you: (a) violate or breach any term of these Terms, or (b) in the opinion of the Company, misuse the Platform or the Service, or (c) if there is reason to believe that the account is used fraudulently.

3. The Company is not obliged to give notice of the termination in advance. After termination, the Company will give notice thereof in accordance with these Terms.

4. Neither party hereto will be responsible for delays or failures in performance resulting from acts beyond its reasonable control and without its fault or negligence. Such excusable delays or failures may be caused by, among other things, strikes, lockout, riots, rebellions, accidental explosions, floods, storms, acts of God, and similar occurrences.

5. The Company, in addition to its right to terminate or suspend access to Your Account and/or the Services in case of violation of these Terms, the Privacy Policy, or any applicable law, reserves the right, in its sole discretion, to legally prosecute you if you act in a way that the Company, at its sole capacity, decides involves fraud or misuse of the Platform, or is harmful to the Company’s interests or another user, any Captain, or any other participating third-party.

6. The Company’s failure to insist upon or enforce your strict compliance with these Terms will not constitute a waiver of any of the Company’s rights.

XII. INDEMNITY AND LIMITATION OF LIABILITY

1. You will, at your expense, defend, indemnify and hold harmless the Company, its affiliates, licensees, and its officers, directors, agents, and employees from any and all claims, losses, liabilities, damages, expenses, and costs (including attorneys’ fees and court costs) which result from a breach or alleged breach of these Terms by you, including but not limited to, (i) your use or misuse of the Platform or Services; (ii) any claims from any third-party as a result of or in connection with your use of the Platform or the Services.

2. Totul reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Totul, including rights to settle, and you agree to cooperate with Totul for such defense and settlement. Totul will use reasonable efforts to notify you of any claim, action, or proceeding brought by a third party that is subject to the foregoing indemnification upon becoming aware of it. Customer may, at its own expense, engage separate counsel to advise Customer regarding a claim and to participate in the defense of the claim, subject to Totul’s right to control the defense and settlement.

3. IN NO EVENT WILL TOTUL BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR FOR ANY DAMAGES WHATSOEVER, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY THEREOF.

4. IN ADDITION, AND WITHOUT LIMITING THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL TOTUL’s AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES RENDERED HEREUNDER, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE, PRODUCT LIABILITY, OR OTHER THEORY), WARRANTY, OR OTHERWISE, EXCEED THE AMOUNT OF INR. 1000/-.

XIII. GOVERNING LAW, JURISDICTION AND DISPUTE RESOLUTION

1. These Terms will be governed by and interpreted in all respects in accordance with the laws of the Republic of India.

2. Subject to the provisions made in Clause XIII.3, the Parties hereby submit to the exclusive jurisdiction of the courts of ______________________.

3. All disputes arising out of or in relation to these Terms will be settled amicably by the parties. In the event no amicable settlement is arrived at within a period of fifteen (15) days from the date of first initiation of the dispute by one party to the other, the parties will resolve the dispute by means of arbitration pursuant to the Arbitration and Conciliation Act, 1996.

4. The arbitration proceedings will be conducted by an arbitral tribunal comprising of 1 (one) arbitrator mutually appointed by You and the Company.

5. The arbitration proceedings will be conducted in the English language only, and the seat for arbitration will be ___________________________.

6. The award of the arbitral tribunal will be final and binding.

XIV. ASSIGNMENT

You may not assign your rights under these Terms without the prior written approval of the Company.

XV. SEVERABILITY

If any provision or any part of a provision of these Terms is held to be invalid, unenforceable or prohibited by applicable laws of the Republic of India, such provision or part of provision will be severed from these Terms and will be considered divisible as to such provision or part thereof and such provision or part thereof will be inoperative and will not be part of the consideration moving between you and the Company hereto and the remainder of these Terms will be valid and binding and of like effect as though such provision was not included herein.

XVI. CHANGES TO THESE TERMS

Totul may change these Terms from time to time. If Totul makes any changes to these Terms that it deems to be material, Totul will make a reasonable effort to inform you of such changes, but it is your responsibility to review the Terms posted to the Platform from time to time to see if it has been changed. The updated version of these Terms will supersede the current version and such updated version will be immediately effective upon being posted on the Platform. The continued use of the Platform following the notification of modification of the Terms or after being updated on the Platform will be construed to mean the acceptance of the said modified Terms.

XVII. NOTICES

The Company may give notice by means of a general notice on the Platform, or by electronic mail to your email address on record in the Company’s account, or by written communication sent by regular mail to your address on record in Company’s account.

XVIII. CUSTOMER CARE AND GRIEVANCE REDRESSAL

Any opinions, issues, or suggestion regarding the Platform and / or Services can be provided / resolved by reaching out to the customer care number or email mentioned below:

Customer Care details: 

_______________________

 

Alternatively, you can contact Customer Care using the chat functionality on the Totul App and a customer service associate will get back to you.

Please note, concerns pertaining to a specific Service Request or a Captain may be reported not beyond 24 hours from when the Services were availed. In case the issue or grievance is criminal in nature, the complaint may be filed within 72 hours of the event / availing the Service.

Any complaint, dispute or grievance in relation to the Services should be addressed to Totul as given below. Such complaint, dispute or grievance will be handled as per applicable laws.

Grievance Officer:

e-mail:

 

Address:

B. SPECIAL TERMS

In addition to the General Terms, along with any other agreements or documents executed / accepted by you, the following additional special terms (“Special Terms”) apply to your use of certain specific Services.

I. PACKAGE SERVICES

1. You can initiate a transaction on the Platform by which you may (through the help of a Captain) send packages (“Package(s)”) to a particular location. The Package Services are provided to you directly by the Captain and Totul merely acts as a technology platform to facilitate transactions initiated on the Platform and Totul does not assume any responsibility or liability for any form of deficiency of services on part of the Captain.

2. Totul does not assume any responsibility or liability whatsoever for any damage/deficiency or loss of the Package(s).

3. You agree that you will not request Package Services for Package(s) which are illegal, hazardous, dangerous, or otherwise restricted or constitute items that are prohibited by any statute or law or regulation or the provisions of these Terms.

4. You also agree that you will not request for dispatch of Package(s) which require a special transportation permit or require any special license under applicable law.

5. You will be required to indicate the accurate addresses for pick up and delivery of the Package(s) you wish to avail Package Services in respect of, and also an accurate return address in case the Package(s) cannot be delivered for any reason whatsoever at the delivery address.

6. It is clarified that the transit will commence from the moment the Package(s) is securely handed over to the Captain by the Customer till the moment the Captain arrives at the delivery address or as near to the indicated delivery address as may be possible.

7. In the event the Captain is not able to deliver the Package(s) at the indicated address for any reason whatsoever, then the Company will not be liable for any damages arising in respect of the Package(s) while delivering the Item(s) at the return address as provided by the Customer.

8. The Company does not check or verify the Package(s) that are being picked up and dropped off on behalf of you or the Package(s) that are being delivered to you by the Captain, and therefore the Company will have no liability with respect to the same. However, if it comes to the knowledge of the Company that you have requested Package Services in respect of any illegal or dangerous substance or availed the Package Services using the Platform to deliver any illegal or dangerous substance, the Company will have the right to report you to the government authorities and take other appropriate legal actions against you. Totul will not be liable for any consequences that may arise on such reporting.

9. You agree that before requesting a Package Service, you are well aware of the contents of the Package(s) sent or requested by you through registered Captain, and that such contents are legal and within limits of transportation under any applicable laws. Such contents will not be restricted and/or banned and/or dangerous and/or prohibited for carriage (such items include, but are not limited to, radio-active, incendiary, corrosive or flammable substances, hazardous chemicals, explosives, firearms or parts thereof and ammunition, firecrackers, cyanides, precipitates, gold and silver ore, bullion, precious metals and stones, jewellery, semi-precious stones including commercial carbons or industrial diamonds, currency (paper or coin) of any nationality, securities (including stocks and bonds, share certificates and blank signed share transfer forms), coupons, stamps, negotiable instruments in bearer form, cashier’s cheques, travellers’ cheques, money orders, passports, credit/debit/ATM cards, antiques, works of art, lottery tickets and gambling devices, livestock, fish, insects, animals, plants and plant material, human corpses, organs or body parts, blood, urine and other liquid diagnostic specimens, hazardous or bio-medical waste, wet ice, pornographic materials, contraband, bottled alcoholic beverages or any intoxicant or narcotics and psychotropic substances or any other prohibited material or material for the transportation of which specific authorisation/license is required under applicable laws.

10. You also agree that, upon becoming aware of the commission of any offence by you or your intention to commit any offence upon initiating a Package Service or while providing Package Service of any Package(s) restricted under applicable law, the Captain may report such information to Company or to the law enforcement authorities.

11. You agree that you will be solely responsible for the Package(s) handed over to the Captain and will be prudent not to handover the Package(s) which includes expensive item(s) amounting to Rupees Two Thousand (INR 2,000) or more to the Captain. You will be solely responsible for any loss or damage to the Package(s) in case of any theft or any other incidents to the Package(s) on account of the Captain or otherwise.

12. You will pay the service fees for availing the Package Services at the end of the completion of such services, as may be displayed to you on the Platform. You cannot initiate another Package Services until you have paid for the previously completed such Package Services.

TERMS AND CONDITIONS FOR USERS

(Auto & Cab)

THIS DOCUMENT IS AN ELECTRONIC RECORD IN TERMS OF INFORMATION TECHNOLOGY ACT, 2000 AND RULES THEREUNDER AS APPLICABLE AND THE PROVISIONS PERTAINING TO ELECTRONIC RECORDS IN VARIOUS STATUTES AS AMENDED BY THE INFORMATION TECHNOLOGY ACT, 2000.

GENERAL TERMS

These terms and conditions, including along with any other agreements executed or accepted by you (“you/ your” or “User” or “Customer”), which are incorporated herein by reference (“Terms”) apply when you access, use or interact with the mobile application (“Totul App”) or website or any other site (collectively, “Platform”) provided by Qylo E-Commerce Private Limited (“Totul”/ “Company” / “us”, “we” or “our”) whether through a computer or a mobile phone or any other device, or avail the Services (defined hereinafter).

These Terms govern your access/ interaction or use of the Platform for availing the Services. Please read these Terms carefully before using the Platform or registering on the Platform or accessing any material or information through the Platform or availing the Services. By using this Platform , you acknowledge that you have read and understood these Terms and agree to be bound by these Terms, without any limitation or qualification. If you do not agree with these Terms, please do not access the Platform, or avail the Services.

These Terms expressly supersede prior agreements or arrangements with you. Use of and access to the Platform is offered to you upon the unconditional acceptance by you of all the terms, conditions and notices contained in these Terms and Privacy Policy (which is incorporated herein by reference), along with any amendments made by the Company at its sole discretion and posted on the Platform from time to time.

I. SERVICES

We provide the following services ("Services") to you:

1. A Platform to facilitate lead generation and discoverability of service providers ("Captains") who provide or offer to provide services on their own account to you by means of & three- wheelers (“Auto”) and four-wheelers (“Cab”) (collectively "Vehicle (s) "), in accordance with terms and conditions agreed between you and the Captains.

2. Other support services as offered by Totul, at its sole discretion, and upon payment of such fees by the User, from time to time, as updated by Totul on the Platform from time to time.

II. GENERAL COVENANTS

In relation to your use and access of the Platform, you represent, warrant, and provide the following undertakings:

1. For the purposes of registration/ creation of an account on the Platform, you confirm that you are 18 years of age.

2. You are not restricted by any legal, regulatory, judicial, quasi-judicial or other authority, to access the Platform or avail the Services, including to enter into transactions contemplated for availing the Services.

3. You agree to use the Services only for purposes that are permitted by these Terms and in accordance with applicable laws.

III. REGISTRATION ON THE PLATFORM

1. By using the Platform, you authorize Totul, whether directly or indirectly through third parties, to collect information about you or make any inquiries necessary to validate your identity, in accordance with our Privacy Policy. Please read the Privacy Policy to understand how we collect, process, and share your information (“Information”).

2. When you provide any Information to Totul, you agree to provide only true, accurate, current, and complete Information.

3. You must register on the Platform and create an account on the Platform (“Your Account”) by providing accurate Information as sought during the registration process.

4. You are solely responsible for maintaining the confidentiality of your credentials (username, password, etc.) provided upon registration and the Company is not liable for any loss, you may incur as a result of someone else using Your Account, either with or without your knowledge.

5. You agree to establish reasonable security procedures and controls to limit access to the password or other identifying information of Your Account to unauthorized individuals, which includes choosing passwords and other credentials in a manner that will protect the security of your Information. Your credentials include your username and password to Your Account and to any third-party account you have used to login to Your Account.

6. You agree to inform us immediately if you have any reason to believe that your login credentials have become known to anyone else, or if the password or Your Account is being or is likely to be used in any unauthorized manner.

7. Further, we may ask you for Information or documents that will allow us to reasonably identify you, requiring you to take steps to confirm your right over your email address or financial instruments, or verifying your Information against third party databases or through other sources. We reserve the right to terminate, suspend, or limit access to the Services in the event we are unable to obtain or verify this Information.

8. You understand and acknowledge that the responsibility to provide correct Information, including your contact information, bank account details etc., as may be required in connection with the Services, lies solely with you. You must take all caution to ensure that there are no mistakes and errors in the Information you provide. We will not be responsible to verify the accuracy of the Information provided by you.

9. Your Account cannot be transferred, assigned, or sold to a third party. The Service is not available for use by persons under the age of 18. You may not authorize third parties to use Your Account.

10. You agree to accept responsibility for all activities that occur in or from Your Account.

11. Totul will not be liable for any breach of security or unauthorized use of Your Account.

IV. USE OF SERVICES

1. Once you have registered Your Account, you will be able to discover available Captains who offer to provide Services from your chosen pick up location and your chosen drop off location on the Totul App.

2. All payments, refunds, and cancellations are transactions between you and the Captain, are to the total exclusion of Totul.

3. You will be required to quote an offer price to the Captains using the Totul App’s functionality, for the route and approximate distance, for which you require services from the Captains. The Captains will have an option to either reject the offer price quoted by you, or accept such price, in which case it becomes a binding contract between you and the Captain. The Captains may also make a counter-offer to your quote, which you have the option to either accept or reject.

4. Once you and your chosen Captain have agreed on the fee and confirmed it on the Totul App, it will form a binding contract between you and the Captain for the services agreed to be provided by the Captain to you from your chosen pick up location to your chosen drop location.

5. Totul may display an estimated price range based on market rates that apply to the route and approximate distance you have chosen on the Platform which you may use as guidance for you to quote the offer price. However, Totul makes no guarantee or warranty with respect to the accuracy or reliability of the price displayed and is merely provided such information for guidance.

6. The Company reserves the right to vary, or discontinue, any of the Services and/ or making the Services available in their entirety.

V. PAYMENT FOR SERVICES

1. You will be required to pay ride fare for the Services availed by you directly to the Captain.

2. The Captain may levy cancellation fee, refund, or other charges including applicable taxes in connection with the Services. These ride fare, fees, and any other payments owed by you to the Captain or owed by the Captain to you are part of the contractual arrangement between you and the Captain for the Services and are required to be settled between you and the Captain. In no event will Totul be responsible or liable for any such payments.

3. The Captain may issue an invoice to you for or in connection with the Services. Totul will not issue any invoice to you in connection with the Services including Services as the transaction in connection with the Services, including payments, are settled directly between you and the Captain and Totul has no role to play in the same.

4. You agree and acknowledge that Totul is not in any way be responsible for the settlement of any payments owed by you to the Captain or owed by the Captain to you in connection with or arising from the offer to provide/ avail or provision/ availing of Services.

5. These Terms are subject to all prevailing statutory taxes, duties, fees, charges and/or costs, however denominated, as may be in force and in connection with any future taxes that may be introduced at any point of time. You further agree to use your best efforts to do everything necessary and required by applicable laws to enable, assist and/or defend Totul to claim or verify any input tax credit, set off, rebate, or refund in respect of any taxes paid or payable in connection with the Services.

6. You are responsible for the collection and remission of all taxes associated with the Services you or any transactions through your use of the Services, and Totul will not be held accountable in relation to any transactions between the Users and Captains where any tax related issue has occurred.

VI. YOUR CONDUCT

1. You will use the Services including the respective Services provided by Captains and Platform for lawful purposes and in compliance with applicable laws, and refrain from doing anything which we reasonably believe to be disreputable or capable of damaging our reputation.

2. You will treat the Captain with respect and not cause damage to their Vehicle or engage in any unlawful, threatening, harassing, abusive behaviour or activity whilst using their Vehicle.

3. You will not use the Platform to cause nuisance, annoyance or inconvenience to Company, Captains or third parties.

4. You will not misuse the Platform or attempt to defraud either the Company, Captain or third parties.

5. You will not indulge in any fraudulent activities including, but not be limited to intentionally falsifying Information, create dummy/ duplicate accounts for fraudulent purposes, manipulate the settings on a phone / any other device to prevent or impair the proper functioning of the Platform, abuse promotions and/or not use them for their intended purpose, dispute charges for fraudulent or illegitimate reasons, falsify documents, records, or other data for fraudulent purposes, or any other activity which is in contravention of applicable laws, is in violation of these Terms, or is not intended or permitted under these Terms.

6. By using the Platform, you acknowledge and agree that:

   1. You will download the Platform for your personal use and will not resell it to a third party;

   2. You will not use the Platform for unlawful purposes, including but not limited to sending or storing any unlawful material or for fraudulent purposes;

   3. You will not impair the proper operation of the Platform and you will not use any device, software, routine, file or other tool or technology, which includes any viruses, trojan horses, worms, time bombs or cancelbots, intended to damage, interfere with or affect functionality or operation of the Platform or the Services, to surreptitiously intercept or expropriate any system, data or information in connection with the Services or as hosted/ available on the Platform, or to affect the operation of any other websites or the internet;

   4. You will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure associated with the Platform or the Services, including but not limited to denial of service attacks, “spam” or any other such unsolicited overload technique;

   5. You will not copy, or distribute the Platform or its contents without written permission from the Company;

   6. You will not do the following:

      1. License, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Platform in any way;

      2. Modify or make derivative works based upon the Platform;

      3. Create internet “links” or “frame” or “mirror” any application on any other server or wireless or Internet-based device; or

      4. Reverse engineer or access the Platform in order to:

         • design or build a competitive product or service,

         • design or build a product using similar ideas, features, functions or graphics of the Platform,

         • copy any ideas, features, functions or graphics of the Platform, or

         • launch an automated program or script, including, but not limited to, web spiders, web crawlers, web robots, web ants, web indexers, bots, viruses or worms, or any program which may make multiple server requests per second, or unduly burdens or hinders the operation and/or performance of the Platform.

   7. You will not use the Platform with an incompatible or unauthorized device; and

   8. If you create more than one account per User, Totul has the right to terminate such accounts.

7. In addition to the foregoing, you will not upload, display, share, host, publish or transmit any information that:

   1. Belongs to another person and to which you do not have a right to such information;

   2. Is harmful, offensive, harassing, obscene, pornographic, invasive of another’s privacy, hateful, racially or ethnically objectionable, disparaging, relating to or encouraging money laundering or gambling, or an online game that causes user harm, or otherwise unlawful in any manner whatsoever, or promoting enmity between different groups on the grounds of religion or caste with the intent to incite violence;

   3. Infringes any patent, trademark, copyright or any other proprietary rights;

   4. Harms minors in any way or is harmful to child;

   5. Any commercial material or content (including solicitation of funds, advertising, or marketing of any good or services);

   6. Deceives or misleads the addressee about the origin of such messages, or communicates any misinformation or information which is patently false and untrue or misleading in nature, or, in respect of any business of the Central Government, is identified as fake or false or misleading by such fact check unit specified by the Government;

   7. Impersonates another person;

   8. Contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource;

   9. 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 other nation;

   10. Is in the nature of an online game that is not verified as a permissible online game;

   11. Is in the nature of advertisement or surrogate advertisement or promotion of an online game that is not a permissible online game, or of any online gaming intermediary offering such an online game; or

   12. Violates any law for the time being in force.

8. The Company reserves the right to immediately terminate your use of the Platform should you not comply with the any of the rules provided in these Terms.

VII. COMMUNICATION AND NOTIFICATION

1. You agree that Totul (either directly or indirectly through its affiliates or third parties) may communicate with you in connection with the Platform or the Services, either electronically (for example, push notifications), or through phone calls, WhatsApp messenger application, email, or in writing through other modes.

2. Any electronic communications will be considered to be received by you within 24 hours of the time we send it to your attention (such as via email, SMS or other online notification, through WhatsApp messenger application). We will assume you have received any communications sent to you by postal mail, 3 business days after we send it.

3. If you are a Customer who has registered on the Platform and shared your contact details with us, we may need to contact you in connection with the Services, and you give express consent to us and our permitted assigns and third-party agents to communicate with you in any way, such as calling, texting, or e-mailing via:

   • A mobile phone or landline number you provide to us, use to contact us, or at which we believe we can reach you (even if it is not yours);

   • Any email address you provide to us or associated with your account on the Platform;

   • Automated dialler systems and automatic telephone dialling systems; and

   • Pre-recorded or artificial voice messages and other forms of communications.

4. The accuracy, readability, clarity, and promptness of the communications depend on various factors. Totul will not be responsible for any non-delivery, delayed delivery, or distortion of the communication in any way whatsoever.

VIII. DISCLAIMERS

1. THE COMPANY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICES AND/OR THE PLATFORM. THE COMPANY DOES NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICE AND/OR THE PLATFORM WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY SERVICES, INFORMATION OBTAINED BY YOU THROUGH THE PLATFORM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS IN THE SERVICES AND/OR THE PLATFORM WILL BE CORRECTED, OR (F) THE PLATFORM OR THE SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE PLATFORM IS PROVIDED TO YOU STRICTLY ON AN ”AS IS“ BASIS.

2. All conditions, representations and warranties, whether express, implied, statutory or otherwise, including, without limitation, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third-party rights, are hereby excluded and disclaimed to the highest and maximum extent. You acknowledge and agree that the entire risk arising out of your use of the Platform and / or the Services remains solely and absolutely with you, and you will have no recourse whatsoever to the Company.

3. The Company does not represent or endorse the accuracy or reliability of any information or advertisement contained on, distributed through, or linked, downloaded or accessed from any of the services contained on this Platform, or the quality of any products, information or other materials displayed, or obtained by you as a result of any product, information or other materials displayed, or obtained by you as a result of an advertisement or any other information or offer in or in connection with a Service.

4. All rights not otherwise claimed under these Terms or by the Company are hereby reserved. The information contained in this Platform is intended, solely to provide general information for the personal use of the reader, who accepts full responsibility for its use.

5. The Captains are independent service providers. The Company is not responsible for the behaviour, actions, or inactions of Captains or quality of the Vehicle or the services which may be provided to you by the Captains. Any contract for the Services including payment for such services is exclusively between you and the Captain and the Company is not a party to the same. You avail Services from the Captains at your own risk.

6. For the avoidance of doubt, it is clarified that the Company itself does not provide the Services, and is not a service provider. You acknowledge and understand that Totul’s role is limited to that of a discovery platform by way of the Totul App which facilitates lead generation and discovery of independent service providers (Captain) who provide or offer to provide you Services directly who are not employed by Totul or any of its affiliates. The Services are offered / provided at the discretion of the Captains and you can accept the offer for Services at your discretion.

7. Neither party hereto will be responsible for delays or failures in performance resulting from acts beyond its reasonable control and without its fault or negligence. Such excusable delays or failures may be caused by, among other things, strikes, lock-out, riots, rebellions, accidental explosions, floods, storms, acts of God and similar occurrences.

8. The information, recommendations provided to you on or through the website, or the Platform is for general information purposes only and does not constitute advice.

9. The Company will reasonably keep the Platform and its contents correct and up to date and offer you uninterrupted access but does not guarantee that the Platform is free of errors, defects, malware and viruses or that the contents in the Platform are correct, up to date and accurate. Totul assumes no liability whatsoever for any monetary or other damage or loss suffered by you on account of the delay, failure, interruption or errors in the operation of the Platform.

10. The Company will further not be liable for damages resulting from the use of or the inability to use the Platform, including but not limited to damages resulting from failure or delay in delivery of electronic communications, interception or manipulation of electronic communications by third parties or by computer programs used for electronic communications and transmission of viruses.

11. Access to the Platform or the Services may be unavailable, delayed, limited or slowed, from time to time, due to the inherent nature of the internet and among other things also due to:

    • (a) Servers, networks, hardware failure (including your own computer or mobile), telecommunication lines and connections, and other electronic and mechanical equipment;

    • (b) Software failure, including among other things, bugs, errors, viruses, configuration problems, incompatibility of systems, utilities or applications, the operation of firewalls or screening programs, unreadable codes, or irregularities within particular documents or other content;

    • (c) Overload of system capacities;

    • (d) Damage caused by severe weather, earthquakes, wars, insurrection, riots, civil commotion, act of God, accident, fire, water damage, explosion, mechanical breakdown or natural disasters;

    • (e) Interruption (whether partial or total) of power supplies or other utility service, strike or other stoppage (whether partial or total) of labour;

    • (f) Governmental or regulatory restrictions, exchange rulings, court or tribunal orders or other human intervention; or

    • (g) Any other cause (whether similar or dissimilar to the above) beyond the control of Totul.

IX. INTELLECTUAL PROPERTY RIGHTS

1. The Company is the sole owner and lawful licensee of all the rights to Platform or any other digital media and its contents. Content includes its design, layout, text, images, graphics, sounds, video, etc. the website, Platform, or any other digital media content that embody trade secrets and Intellectual Property Rights protected under worldwide copyright and other laws. All titles, ownership, and Intellectual Property Rights in the Platform and its content remain with the Company except the third-party content and link to third party website on the Platform.

   • (i) patent rights and utility models,

   • (ii) copyrights and database rights including moral rights,

   • (iii) trademarks, trade names, domain names and trade dress and the associated goodwill,

   • (iv) trade secrets, and

   • (v) industrial design rights;

2. All related icons and logos are registered trademarks or service marks or word marks of the Company in various jurisdictions and are protected under applicable copyrights, trademarks and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.

3. Subject to your compliance with these Terms, the Company grants you a limited, revocable, non-exclusive, non-transferable license to download and install a copy of the Platform on a single mobile device that you own or control and to run such copy of the Platform solely for your own personal use, for the term of these T&Cs.

4. Customer Data:

   • (i) the Information,

   • (ii) other information input into the Platform by Customer or its authorized users (“Other Information”), and

   • (iii) all Intellectual Property Rights in each of the foregoing,

5. Aggregated Statistics:

The term “Intellectual Property Rights” means all intellectual property rights or similar proprietary rights, including:

and for each of the foregoing includes any registrations of, applications to register, and renewals and extensions of, any of the foregoing in any jurisdiction in the world.

As between Totul and Customer, all right, title and interest in:

belong to and are retained solely by the Customer. Information and Other Information are collectively referred to as “Customer Information”. Customer grants to Totul a limited, non-exclusive, royalty-free, worldwide license to use the Customer Information and perform all acts with respect to the Customer Information, as may be necessary for Totul to operate, maintain and improve the Platform or provide the Services to Customer, and a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid-up license to use, reproduce, modify and distribute the Other Information as a part of the Aggregated Statistics (defined below). Customer is solely responsible for the accuracy, quality, veracity, integrity, legality, reliability, and appropriateness of all Customer Information. Totul agrees to access and use the Customer Information solely as set forth in these Terms or the Privacy Policy.

Notwithstanding anything else in these Terms, Totul may monitor Customer’s (including the authorized users) use of the Platform and the Services and use data and information related to such use and Customer Information in an aggregate and anonymous manner, including to compile statistical and performance information related to the provision and operation of the Platform and the Services (“Aggregated Statistics”). As between Totul and Customer, all right, title and interest in the Aggregated Statistics and all Intellectual Property Rights therein, belong to and are retained solely by Totul. Customer acknowledges that Totul will be compiling Aggregated Statistics based on Customer Information and Information input by other customers into the Platform. Customer agrees that Totul may: (i) make such Aggregated Statistics publicly available, and (ii) use such information to the extent and in the manner required by applicable law and for purposes of data gathering, analysis, service enhancement and marketing, provided that such data and information does not identify Customer.

X. THIRD-PARTY LINKS

1. During use of the Platform, you may enter into correspondence with, purchase goods and/or services from, or participate in promotions of third-party Captain, advertisers or sponsors showing their goods and/or services through a link on the Platform. These links take you off the Platform and are beyond the Company’s control. You, therefore, visit or access these websites entirely at your own risk.

2. Please note that these other websites may send their own cookies to users, collect data or solicit personal information, and you are, therefore, advised to check the terms of use or privacy policies on those websites prior to using them.

XI. TERM AND TERMINATION

1. These Terms which form the contract between the Company, and you are concluded for an indefinite period. You are entitled to terminate the contract between the Company and you at all times by deleting Your Account on the Platform.

2. The Company is entitled to terminate your access to the Platform and/or the Services at all times and with immediate effect (by disabling your use of the Platform and the Service) if you: (a) violate or breach any term of these Terms, or (b) in the opinion of the Company, misuse of the Platform or the Service, or (c) if there is reason to believe that the account is used fraudulently.

3. In addition to the above grounds Company may terminate your access to the Platform and/ or the Services with immediate effect (by disabling your use of the Platform and the Service) at its sole discretion without assigning any cause.

4. The Company is not obliged to give notice of the termination in advance. After termination the Company will give notice thereof in accordance with these Terms.

5. The Company, in addition to its right to terminate or suspend access to Your Account and/ or the Services in case of violation of these Terms, the Privacy Policy or any applicable law, in its sole discretion reserves the right to legally prosecute you, if you act in a way that the Company at its sole capacity decide involves fraud or misuse of the Platform, or is harmful to the Company’s interests or another user, any Captain or any other participating third-party.

6. The Company’s failure to insist upon or enforce your strict compliance with these Terms will not constitute a waiver of any of the Company’s rights.

XII. INDEMNITY AND LIMITATION OF LIABILITY

1. You will, at your expense, defend, indemnify and hold the harmless, the Company, its affiliates, licensees and its officers, directors, agents and employees from any and all claims, losses, liabilities, damages, expenses and costs (including attorneys’ fees and court costs) which result from a breach or alleged breach of these Terms by you including but not limited to, (i) your use or misuse of the Platform or Services; (ii) your breach or violation of any of these Terms; and (iii) any claims from any third-party as a result of or in connection with your use of the Platform or the Services;.

2. Totul reserves the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify Totul, including rights to settle, and you agree to cooperate with Totul for such defence and settlement. Totul will use reasonable efforts to notify you of any claim, action, or proceeding brought by a third party that is subject to the foregoing indemnification upon becoming aware of it. Customer may, at its own expense, engage separate counsel to advise Customer regarding a claim and to participate in the defence of the claim, subject to Totul’s right to control the defence and settlement.

3. Totul does not and will not assess nor monitor the suitability, legality, ability, of any Captain and you expressly waive and release Totul from any and all liability, claims or damages arising from or in any way related to the Captain. Totul will not be a party to disputes, negotiations of disputes between you and the Captain. We cannot and will not play any role in managing payments between you and the Captain. Responsibility for the decisions you make regarding services offered via the Captain, software and/or the Platform (with all its implications) rests solely with and on you. You expressly waive and release Totul from any and all liability, claims, causes of action, or damages arising from your use of the service, software and/or the Platform, or in any way related to the Captain introduced to you by the service, software and/or the Platform.

4. IN NO EVENT WILL TOTUL BE LIABLE FOR ANY, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR FOR ANY DAMAGES WHATSOEVER, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY THEREOF.

5. IN ADDITION, AND WITHOUT LIMITING THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL TOTUL’s AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICES RENDERED HEREUNDER, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE, PRODUCT LIABILITY, OR OTHER THEORY), WARRANTY, OR OTHERWISE, EXCEED THE AMOUNT OF INR. 1000/-.

XIII. GOVERNING LAW, JURISDICTION AND DISPUTE RESOLUTION

1. These Terms will be governed by and interpreted in all respects in accordance with the laws of the Republic of India.

2. Subject to the provisions made in Clause XIII.3, the Parties hereby submit to the exclusive jurisdiction of the courts of ______________________.

3. All disputes arising out of or in relation to these Terms will be settled amicably by the parties. In the event no amicable settlement is arrived at within a period of fifteen (15) days from the date of first initiation of the dispute by one party to other, the parties will resolve the dispute by means of arbitration pursuant to the Arbitration and Conciliation Act, 1996.

4. The arbitration proceedings will be conducted by an arbitral tribunal comprising of 1 (one) arbitrator mutually appointed by the parties.

5. The arbitration proceedings will be conducted in English language only and the seat for arbitration will be ________________________.

6. The award of the arbitral tribunal will be final and binding.

XIV. ASSIGNMENT

You may not assign your rights or obligations under these Terms without prior written approval of the Company. Totul may freely assign its rights and obligations without prior notice to or consent from Customer.

XV. SEVERABILITY

If any provision or any part of a provision of these Terms is held to be invalid, unenforceable or prohibited by applicable laws of the Republic of India, such provision or part of provision will be severed from these Terms and will be considered divisible as to such provision or part thereof and such provision or part thereof will be inoperative and will not be part of the consideration moving between you and the Company hereto and the remainder of these Terms will be valid and binding and of like effect as though such provision was not included herein.

XVI. CHANGES TO THESE TERMS

Totul may change these Terms from time to time. If Totul makes any changes to these Terms that it deems to be material, Totul will make a reasonable effort to inform you of such changes, but it is your responsibility to review the Terms posted to the Platform from time to time to see if it has been changed. The updated version of these Terms will supersede the current version and such updated version will be immediately effective upon being posted on the Platform. The continued use of the Platform following the notification of modification of the Terms or after being updated on the Platform will be construed to mean the acceptance of the said modified Terms.

XVII. NOTICES

The Company may give notice by means of a general notice on the Platform, or by electronic mail to your email address on record in the Company’s account, or by written communication sent by regular mail to your address on record in Company’s account.

XVIII Delivery/ Shipping

Food Delivery:

• Orders are typically delivered within 30-60 minutes, depending on the restaurant’s preparation time and distance.
• Ride-Hailing Services: Rides are fulfilled in real-time, with drivers arriving within 5-15 minutes on average.
• Parcel and Logistics Services: Same-day delivery
• Home Services: As per Scheduled Time

XIX Cancellation Policy

Food Delivery:

• Service Cancellations: Cancellations are allowed within a specific time frame depending on the service booked. Charges may apply for late cancellations.
• Delivery Orders: Orders can be canceled before preparation/shipping begins. Cancellation after this stage may not be refundable. .
• Ride Cancellations: Cancellations after driver assignment may incur a cancellation fee.

XX Refund Policy

Food Delivery:

• Refunds are issued for eligible cancellations within 5-7 business days.
• Partial refunds may apply if cancellation is made after service commencement.
• Issues with service quality or incorrect orders may be eligible for a refund or compensation upon review.

XXI. CUSTOMER CARE AND GRIEVANCE REDRESSAL

Any opinions, issues, or suggestion regarding the Platform can be provided/ resolved by reaching out to the customer care number or email mentioned below:

Customer Care details:

 

Alternatively, you can contact Customer Care using the chat functionality on the Totul App and a customer service associate will get back to you. You can also reach out to the Customer Care through our 24*7 call support with respect to any technical issues faced by you on the Platform.

Updated on October 18, 2024

I. Acceptance of terms

Thank you for using Totul. These Terms of Service (the "Terms") are intended to make you aware of your legal rights and responsibilities with respect to your access to and use of the Totul website at 

www.totul.in

 (the "Site") and any related mobile or software applications ("Totul Platform") including but not limited to delivery of information via the website whether existing now or in the future that link to the Terms (collectively, the "Services").

These Terms are effective for all existing and future Totul customers, including but without limitation to users having access to 'restaurant business page' to manage their claimed business listings.

Please read these Terms carefully. By accessing or using the Totul Platform, you are agreeing to these Terms and concluding a legally binding contract with Qylo E-Commerce Pvt. Ltd. and/or its affiliates (hereinafter collectively referred to as "Totul"). You may not use the Services if you do not accept the Terms or are unable to be bound by the Terms. Your use of the Totul Platform is at your own risk, including the risk that you might be exposed to content that is objectionable, or otherwise inappropriate.

In order to use the Services, you must first agree to the Terms. You can accept the Terms by:

• Clicking to accept or agree to the Terms, where it is made available to you by Totul in the user interface for any particular Service; or

• Actually using the Services. In this case, you understand and agree that Totul will treat your use of the Services as acceptance of the Terms from that point onwards.

II. Definitions

Customer

"Customer" or "You" or "Your" refers to you, as a customer of the Services. A customer is someone who accesses or uses the Services for the purpose of sharing, displaying, hosting, publishing, transacting, or uploading information or views or pictures and includes other persons jointly participating in using the Services including without limitation a user having access to 'restaurant business page' to manage claimed business listings or otherwise.

Content

"Content" will include (but is not limited to) reviews, images, photos, audio, video, location data, nearby places, and all other forms of information or data. "Your content" or "Customer Content" means content that you upload, share or transmit to, through or in connection with the Services, such as likes, ratings, reviews, images, photos, messages, chat communication, profile information, or any other materials that you publicly display or displayed in your account profile. "Totul Content" means content that Totul creates and make available in connection with the Services including, but not limited to, visual interfaces, interactive features, graphics, design, compilation, computer code, products, software, aggregate ratings, reports and other usage-related data in connection with activities associated with your account and all other elements and components of the Services excluding Your Content and Third Party Content. "Third Party Content" means content that comes from parties other than Totul or its Customers, such as Restaurant Partners and is available on the Services.

Restaurant(s)

"Restaurant" means the restaurants listed on Totul Platform.

III. Eligibility to use the services

1. You hereby represent and warrant that you are at least eighteen (18) years of age or above and are fully able and competent to understand and agree the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms.

2. Compliance with Laws. You are in compliance with all laws and regulations in the country in which you live when you access and use the Services. You agree to use the Services only in compliance with these Terms and applicable law, and in a manner that does not violate our legal rights or those of any third party(ies).

IV. Changes to the terms

Totul may vary or amend or change or update these Terms, from time to time entirely at its own discretion. You shall be responsible for checking these Terms from time to time and ensure continued compliance with these Terms. Your use of Totul Platform after any such amendment or change in the Terms shall be deemed as your express acceptance to such amended/changed terms and you also agree to be bound by such changed/amended Terms.

V. Translation of the terms

Totul may provide a translation of the English version of the Terms into other languages. You understand and agree that any translation of the Terms into other languages is only for your convenience and that the English version shall govern the terms of your relationship with Totul. Furthermore, if there are any inconsistencies between the English version of the Terms and its translated version, the English version of the Terms shall prevail over others.

VI. Provision of the services being offered by Totul

1. Totul is constantly evolving in order to provide the best possible experience and information to its Customers. You acknowledge and agree that the form and nature of the Services which Totul provides, may require affecting certain changes in it, therefore, Totul reserves the right to suspend/cancel, or discontinue any or all products or services at any time without notice, make modifications and alterations in any or all of its contents, products and services contained on the site without any prior notice.

2. We, the software, or the software application store that makes the software available for download may include functionality to automatically check for updates or upgrades to the software. Unless your device, its settings, or computer software does not permit transmission or use of upgrades or updates, you agree that we, or the applicable software or software application store, may provide notice to you of the availability of such upgrades or updates and automatically push such upgrade or update to your device or computer from time-to-time. You may be required to install certain upgrades or updates to the software in order to continue to access or use the Services, or portions thereof (including upgrades or updates designed to correct issues with the Services). Any updates or upgrades provided to you by us under the Terms shall be considered part of the Services.

3. You acknowledge and agree that if Totul disables access to your account, you may be prevented from accessing the Services, your account details or any files or other content, which is contained in your account.

4. You acknowledge and agree that while Totul may not currently have set a fixed upper limit on the number of transmissions you may send or receive through the Services, Totul may set such fixed upper limits at any time, at Totul's discretion.

5. In our effort to continuously improve the Totul Platform and Services, we undertake research and conduct experiments from time to time on various aspects of the Services and offerings, including our apps, websites, user interface and promotional campaigns. As a result of which, some Customers may experience features differently than others at any given time. This is for making the Totul Platform better, more convenient and easy to use, improving Customer experience, enhancing the safety and security of our services and offerings and developing new services and features.

6. By using Totul's Services you agree to the following disclaimers:

   • The Content on these Services is for informational purposes only. Totul disclaims any liability for any information that may have become outdated since the last time the particular piece of information was updated. Totul reserves the right to make changes and corrections to any part of the Content on these Services at any time without prior notice. Totul does not guarantee the quality of the Goods, the prices listed in menus or the availability of all menu items at any Restaurant/Merchant. Unless stated otherwise, all pictures and information contained on these Services are believed to be owned by or licensed to Totul. Please email a takedown request (by using the "Contact Us" link on the home page) to the webmaster if you are the copyright owner of any Content on these Services and you think the use of the above material violates Your copyright in any way. Please indicate the exact URL of the webpage in your request. All images shown here have been digitized by Totul. No other party is authorized to reproduce or republish these digital versions in any format whatsoever without the prior written permission of Totul.

   • Any certification, licenses or permits ("Certification") or information in regard to such Certification that may be displayed on the Restaurant's listing page on the Totul Platform is for informational purposes only. Such Certification is displayed by Totul on an 'as available' basis that is provided to Totul by the Restaurant partner(s)/Merchant(s). Totul does not make any warranties about the validity, authenticity, reliability and accuracy of such Certification or any information displayed in this regard. Any reliance by a Customer upon the Certification or information thereto shall be strictly at such Customer's own risk and Totul in no manner shall assume any liability whatsoever for any losses or damages in connection with the use of this information or for any inaccuracy, invalidity or discrepancy in the Certification or non-compliance of any applicable local laws or regulations by the Restaurant partner/Merchant.

7. Totul reserves the right to charge a subscription and/or membership fee in respect of any of its product or service and/or any other charge or fee on a per order level from Customers, in respect of any of its product or service on the Totul Platform anytime in future.

8. Totul may from time to time introduce referral and/or incentive based programs for its Customers (Program). These Program(s) may be governed by their respective terms and conditions. By participating in the Program, Customers are bound by the Program terms and conditions as well as the Totul Platform terms. Further, Totul reserves the right to terminate / suspend the Customer's account and/or credits / points earned and/or participation of the Customer in the Program if Totul determines in its sole discretion that the Customer has violated the rules of the Program and/or has been involved in activities that are in contravention of the Program terms and/or Totul Platform terms or has engaged in activities which are fraudulent / unlawful in nature. Furthermore, Totul reserves the right to modify, cancel and discontinue its Program without notice to the Customer.

9. Totul may from time to time offer to the Customers credits, promo codes, vouchers or any other form of cashback that Totul may decide at its discretion. Totul reserves the right to modify, convert, cancel and/or discontinue such credits, promo codes or vouchers, as it may deem fit.

VII. Use of services by you or Customer

1. Totul Customer Account Including 'Claim Your Business Listing' Access

a. You must create an account in order to use some of the features offered by the Services, including without limitation to 'claim your business listing' on the Services. Use of any personal information you provide to us during the account creation process is governed by our Privacy Policy. You must keep your password confidential and you are solely responsible for maintaining the confidentiality and security of your account, all changes and updates submitted through your account, and all activities that occur in connection with your account.

b. You may also be able to register to use the Services by logging into your account with your credentials from certain third party social networking sites (e.g., Facebook). You confirm that you are the owner of any such social media account and that you are entitled to disclose your social media login information to us. You authorize us to collect your authentication information, and other information that may be available on or through your social media account consistent with your applicable settings and instructions.

c. In creating an account and/or claiming your business' listing, you represent to us that all information provided to us in such process is true, accurate and correct, and that you will update your information as and when necessary in order to keep it accurate. If you are creating an account or claiming a business listing, then you represent to us that you are the owner or authorized agent of such business. You may not impersonate someone else, create or use an account for anyone other than yourself, provide an email address other than your own, create multiple accounts or business listings except as otherwise authorized by us, or provide or use false information to obtain access to a business' listing on the Services that you are not legally entitled to claim. You acknowledge that any false claiming of a business listing may cause Totul or third parties to incur substantial economic damages and losses for which you may be held liable and accountable.

d. You are also responsible for all activities that occur in your account. You agree to notify us immediately of any unauthorized use of your account in order to enable us to take necessary corrective action. You also agree that you will not allow any third party to use your Totul account for any purpose and that you will be liable for such unauthorized access.

e. By creating an account, you agree to receive certain communications in connection with Totul Platform or Services. For example, you might receive comments from other Customers or other Customers may follow the activity to do on your account. You can opt-out or manage your preferences regarding non-essential communications through account settings.

2. Others Terms

a. In order to connect you to certain restaurants, we provide value added telephony services through our phone lines, which are displayed on the specific restaurant listing page on the Totul Platform, which connect directly to restaurants' phone lines. We record all information regarding this call including the voice recording of the conversation between you, and the restaurant (for internal billing tracking purposes and customer service improvement at the restaurant's end). If you do not wish that your information be recorded in such a manner, please do not use the telephone services provided by Totul. You explicitly agree and permit Totul to record all this information when you avail the telephony services through the Totul provided phone lines on the Totul Platform.

b. You agree to use the Services only for purposes that are permitted by (a) the Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions.

c. You agree to use the data owned by Totul (as available on the Services or through any other means like API etc.) only for personal use/purposes and not for any commercial use (other than in accordance with 'Claim Your Business Listing' access) unless agreed to by/with Totul in writing.

d. You agree not to access (or attempt to access) any of the Services by any means other than the interface that is provided by Totul, unless you have been specifically allowed to do so, by way of a separate agreement with Totul. You specifically agree not to access (or attempt to access) any of the Services through any automated means (including use of scripts or web crawlers) and shall ensure that you comply with the instructions set out in any robots.txt file present on the Services.

e. You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services). You shall not delete or revise any material or information posted by any other Customer(s), shall not engage in spamming, including but not limited to any form of emailing, posting or messaging that is unsolicited.

VIII. Content

1. Ownership of Totul Content and Proprietary Rights

a. We are the sole and exclusive copyright owners of the Services and our Content. 

b. You agree to protect Totul's proprietary rights and the proprietary rights of all others having rights in the Services during and after the term of this agreement and to comply with all reasonable written requests made by us or our suppliers and licensors of content or otherwise to protect their and others' contractual, statutory, and common law rights in the Services. You further acknowledge that the Services may contain information which is designated as confidential by Totul and that you shall not disclose such information without Totul's prior written consent. Unless you have agreed otherwise in writing with Totul, nothing in the Terms gives you a right to use any of Totul's trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.

c. You agree not to use any framing techniques to enclose any trademark or logo or other proprietary information of Totul; or remove, conceal or obliterate any copyright or other proprietary notice or source identifier, including without limitation, the size, colour, location or style of any proprietary mark(s). Any infringement shall lead to appropriate legal proceedings against you at an appropriate forum for seeking all available/possible remedies under applicable laws of the country of violation. You cannot modify, reproduce, publicly display or exploit in any form or manner whatsoever any of the Totul's Content in whole or in part except as expressly authorized by Totul.

d. To the fullest extent permitted by applicable law, we neither warrant nor represent that your use of materials displayed on the Services will not infringe rights of third parties not owned by or affiliated with us. You agree to immediately notify us upon becoming aware of any claim that the Services infringe upon any copyright trademark, or other contractual, intellectual, statutory, or common law rights by following the instructions contained below in section XVI.

2. Your License to Totul Content

a. We grant you a personal, limited, non-exclusive and non-transferable license to access and use the Services only as expressly permitted in these Terms. You shall not use the Services for any illegal purpose or in any manner inconsistent with these Terms. You may use information made available through the Services solely for your personal, non-commercial use. You agree not to use, copy, display, distribute, modify, broadcast, translate, reproduce, reformat, incorporate into advertisements and other works, sell, promote, create derivative works, or in any way exploit or allow others to exploit any of Totul Content in whole or in part except as expressly authorized by us. Except as otherwise expressly granted to you in writing, we do not grant you any other express or implied right or license to the Services, Totul Content or our IP Rights.

b. Any violation by you of the license provisions contained in this Section may result in the immediate termination of your right to use the Services, as well as potential liability for copyright and other IP Rights infringement depending on the circumstances.

3. Totul License to Your or Customer Content

In consideration of availing the Services on the Totul Platform and by submitting Your Content, you hereby irrevocably grant Totul a perpetual, irrevocable, world-wide, non-exclusive, fully paid and royalty-free, assignable, sub-licensable and transferable license and right to use Your Content

 

and all IP Rights therein for any purpose including API partnerships with third parties and in any media existing now or in future. By "use" we mean use, copy, display, distribute, modify, translate, reformat, incorporate into advertisements and other works, analyze, promote, commercialize, create derivative works, and in the case of third party services, allow their users and others to do the same. You grant us the right to use the name or username that you submit in connection with Your Content. You irrevocably waive, and cause to be waived, any claims and assertions of moral rights or attribution with respect to Your Content brought against Totul or its Customers, any third party services and their users.

4. Representations Regarding Your or Customer Content

a. You are responsible for Your Content. You represent and warrant that you are the sole author of, own, or otherwise control all of the rights of Your Content or have been granted explicit permission from the rights holder to submit Your Content; Your Content was not copied from or based in whole or in part on any other content, work, or website; Your Content was not submitted via the use of any automated process such as a script bot; use of Your Content by us, third party services, and our and any third party users will not violate or infringe any rights of yours or any third party; Your Content is truthful and accurate; and Your Content does not violate the Guidelines and Policies or any applicable laws

b. If Your Content is a review, you represent and warrant that you are the sole author of that review; the review reflects an actual dining experience that you had; you were not paid or otherwise remunerated in connection with your authoring or posting of the review; and you had no financial, competitive, or other personal incentive to author or post a review that was not a fair expression of your honest opinion.

c. You assume all risks associated with Your Content, including anyone's reliance on its quality, accuracy, or reliability, or any disclosure by you of information in Your Content that makes you personally identifiable. While we reserve the right to remove Content, we do not control actions or Content posted by our Customers and do not guarantee the accuracy, integrity or quality of any Content. You acknowledge and agree that Content posted by Customers and any and all liability arising from such Content is the sole responsibility of the Customer who posted the content, and not Totul.

5. Content Removal

We reserve the right, at any time and without prior notice, to remove, block, or disable access to any Content that we, for any reason or no reason, consider to be objectionable, in violation of the Terms or otherwise harmful to the Services or our Customers in our sole discretion. Subject to the requirements of applicable law, we are not obligated to return any of Your Content to you under any circumstances. Further, the Restaurant reserves the right to delete any images and pictures forming part of Customer Content, from such Restaurant's listing page at its sole discretion.

6. Third Party Content and Links

a. Some of the content available through the Services may include or link to materials that belong to third parties, such as third party reservation services or food delivery/ordering or dining out. Please note that your use of such third party services will be governed by the terms of service and privacy policy applicable to the corresponding third party. We may obtain business addresses, phone numbers, and other contact information from third party vendors who obtain their data from public sources.

b. We have no control over, and make no representation or endorsement regarding the accuracy, relevancy, copyright compliance, legality, completeness, timeliness or quality of any product, services, advertisements and other content appearing in or linked to from the Services. We do not screen or investigate third party material before or after including it on our Services.

c. We reserve the right, in our sole discretion and without any obligation, to make improvements to, or correct any error or omissions in, any portion of the content accessible on the Services. Where appropriate, we may in our sole discretion and without any obligation, verify any updates, modifications, or changes to any content accessible on the Services, but shall not be liable for any delay or inaccuracies related to such updates. You acknowledge and agree that Totul is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.

d. Third party content, including content posted by our Customers or Restaurant Partners, does not reflect our views or that of our parent, subsidiary, affiliate companies, branches, employees, officers, directors, or shareholders. In addition, none of the content available through the Services is endorsed or certified by the providers or licensors of such third party content. We assume no responsibility or liability for any of Your Content or any third party content.

e. You further acknowledge and agree that Totul is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such websites or resources. Without limiting the generality of the foregoing, we expressly disclaim any liability for any offensive, defamatory, illegal, invasive, unfair, or infringing content provided by third parties.

7. Customer Reviews

a. Customer reviews or ratings for Restaurants do not reflect the opinion of Totul. Totul receives multiple reviews or ratings for Restaurants by Customers, which reflect the opinions of the Customers. It is pertinent to state that each and every review posted on Totul is the personal opinion of the Customer/reviewer only. Totul is a neutral platform, which solely provides a means of communication between Customers/reviewers including Customers or restaurant owners/representatives with access to restaurant business page. The advertisements published on the Totul Platform are independent of the reviews received by such advertisers.

b. We are a neutral platform and we don't arbitrate disputes, however in case if someone writes a review that the restaurant does not consider to be true, the best option for the restaurant representative would be to contact the reviewer or post a public response in order to clear up any misunderstandings. If the Restaurant believes that any particular Customer's review violates any of the Totul' policies, the restaurant may write to us at info@totul.in and bring such violation to our attention. Totul may remove the review in its sole discretion if review is in violation of the Terms, or content guidelines and policies or otherwise harmful to the Services

IX. Content guidelines and privacy policy

1. Content Guidelines

You represent that you have read, understood and agreed to our Guidelines and Polices related to Content

2. Privacy Policy

You represent that you have read, understood and agreed to our Privacy Policy. Please note that we may disclose information about you to third parties or government authorities if we believe that such a disclosure is reasonably necessary to (i) take action regarding suspected illegal activities; (ii) enforce or apply our Terms and Privacy Policy; (iii) comply with legal process or other government inquiry, such as a search warrant, subpoena, statute, judicial proceeding, or other legal process/notice served on us; or (iv) protect our rights, reputation, and property, or that of our Customers, affiliates, or the general public

X. Restrictions on use

1. Without limiting the generality of these Terms, in using the Services, you specifically agree not to post or transmit any content (including review) or engage in any activity that, in our sole discretion:

2. You acknowledge that Totul has no obligation to monitor your – or anyone else's – access to or use of the Services for violations of the Terms, or to review or edit any content. However, we have the right to do so for the purpose of operating and improving the Services (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes), to ensure your compliance with the Terms and to comply with applicable law or the order or requirement of legal process, a court, consent decree, administrative agency or other governmental body

3. You hereby agree and assure Totul that the Totul Platform/Services shall be used for lawful purposes only and that you will not violate laws, regulations, ordinances or other such requirements of any applicable Central, Federal State or local government or international law(s). You shall not upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, junk mail, spam mail, chain letters or any other form of solicitation, encumber or suffer to exist any lien or security interest on the subject matter of these Terms or to make any representation or warranty on behalf of Totul in any form or manner whatsoever.

4. You hereby agree and assure that while communicating on the Totul Platform including but not limited to giving cooking instructions to the Restaurants, communicating with our support agents on chat support or with the Delivery Partners, through any medium, You shall not use abusive and derogatory language and/or post any objectionable information that is unlawful, threatening, defamatory, or obscene. In the event you use abusive language and/or post objectionable information, Totul reserves the right to suspend the chat support service and/or block your access and usage of the Totul Platform, at any time with or without any notice.

5. Any Content uploaded by you, shall be subject to relevant laws of India and of the country of use and may be disabled, or and may be subject to investigation under applicable laws. Further, if you are found to be in non-compliance with the laws and regulations, these terms, or the privacy policy of the Totul Platform, Totul shall have the right to immediately block your access and usage of the Totul Platform and Totul shall have the right to remove any non-compliant content and or comment forthwith, uploaded by you and shall further have the right to take appropriate recourse to such remedies as would be available to it under various statutes.

a. Violate our Guidelines and Policies;

b. Is harmful, threatening, abusive, harassing, tortious, indecent, defamatory, discriminatory, vulgar, profane, obscene, libellous, hateful or otherwise objectionable, invasive of another's privacy, relating or encouraging money laundering or gambling;

c. Constitutes an inauthentic or knowingly erroneous review, or does not address the goods and services, atmosphere, or other attributes of the business you are reviewing.

d. Contains material that violates the standards of good taste or the standards of the Services;

e. Violates any third-party right, including, but not limited to, right of privacy, right of publicity, copyright, trademark, patent, trade secret, or any other intellectual property or proprietary rights;

f. Accuses others of illegal activity, or describes physical confrontations;

g. Alleges any matter related to health code violations requiring healthcare department reporting. Refer to our Guidelines and Policies for more details about health code violations.

h. Is illegal, or violates any federal, state, or local law or regulation (for example, by disclosing or trading on inside information in violation of securities law);

i. Attempts to impersonate another person or entity;

j. Disguises or attempts to disguise the origin of Your Content, including but not limited to by: (i) submitting Your Content under a false name or false pretences; or (ii) disguising or attempting to disguise the IP address from which Your Content is submitted;

k. Constitutes a form of deceptive advertisement or causes, or is a result of, a conflict of interest;

l. Is commercial in nature, including but not limited to spam, surveys, contests, pyramid schemes, postings or reviews submitted or removed in exchange for payment, postings or reviews submitted or removed by or at the request of the business being reviewed, or other advertising materials;

m. Asserts or implies that Your Content is in any way sponsored or endorsed by us;

n. Contains material that is not in English or, in the case of products or services provided in foreign languages, the language relevant to such products or services;

o. Falsely states, misrepresents, or conceals your affiliation with another person or entity;

p. Accesses or uses the account of another customer without permission;

q. Distributes computer viruses or other code, files, or programs that interrupt, destroy, or limit the functionality of any computer software or hardware or electronic communications equipment;

r. Interferes with, disrupts, or destroys the functionality or use of any features of the Services or the servers or networks connected to the Services;

s. "Hacks" or accesses without permission our proprietary or confidential records, records of another Customer, or those of anyone else;

t. Violates any contract or fiduciary relationship (for example, by disclosing proprietary or confidential information of your employer or client in breach of any employment, consulting, or non-disclosure agreement);

u. Decompiles, reverse engineers, disassembles or otherwise attempts to derive source code from the Services;

v. Removes, circumvents, disables, damages or otherwise interferes with security-related features, or features that enforce limitations on use of, the Services;

w. Violates the restrictions in any robot exclusion headers on the Services, if any, or bypasses or circumvents other measures employed to prevent or limit access to the Services;

x. Collects, accesses, or stores personal information about other Customers of the Services;

y. Is posted by a bot;

z. Harms minors in any way;

aa. Threatens the unity, integrity, defense, security or sovereignty of India or of the country of use, 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 other nation;

ab. Modifies, copies, scrapes or crawls, displays, publishes, licenses, sells, rents, leases, lends, transfers or otherwise commercialize any rights to the Services or Our Content; or

ac. Attempts to do any of the foregoing.

ad. 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;

XI. Customer feedback

1. If you share or send any ideas, suggestions, changes or documents regarding Totul's existing business ("Feedback"), you agree that (i) your Feedback does not contain the confidential, secretive or proprietary information of third parties, (ii) Totul is under no obligation of confidentiality with respect to such Feedback, and shall be free to use the Feedback on an unrestricted basis (iii) Totul may have already received similar Feedback from some other Customer or it may be under consideration or in development, and (iv) By providing the Feedback, you grant us a binding, non-exclusive, royalty-free, perpetual, global license to use, modify, develop, publish, distribute and sublicense the Feedback, and you irrevocably waive, against Totul and its Customers any claims/assertions, whatsoever of any nature, with regard to such Feedback.

2. Please provide only specific Feedback on Totul's existing products or marketing strategies; do not include any ideas that Totul's policy will not permit it to accept or consider.

3. Notwithstanding the abovementioned clause, Totul or any of its employees do not accept or consider unsolicited ideas, including ideas for new advertising campaigns, new promotions, new or improved products or technologies, product enhancements, processes, materials, marketing plans or new product names. Please do not submit any unsolicited ideas, original creative artwork, suggestions or other works ("Submissions") in any form to Totul or any of its employees.

4. The purpose of this policy is to avoid potential misunderstandings or disputes when Totul's products or marketing strategies might seem similar to ideas submitted to Totul. If, despite our request to not send us your ideas, you still submit them, then regardless of what your letter says, the following terms shall apply to your Submissions.

5. Terms of Idea Submission

   
   

   You agree that: (1) your Submissions and their Contents will automatically become the property of Totul, without any compensation to you; (2) Totul may use or redistribute the Submissions and their contents for any purpose and in any way; (3) there is no obligation for Totul to review the Submission; and (4) there is no obligation to keep any Submissions confidential.

XII. Advertising

1. Some of the Services are supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to the content of information stored on the Services, queries made through the Services or other information. The manner, mode and extent of advertising by Totul on the Services are subject to change without specific notice to you. In consideration for Totul granting you access to and use of the Services, you agree that Totul may place such advertising on the Services.

2. Part of the site may contain advertising information or promotional material or other material submitted to Totul by third parties or Customers. Responsibility for ensuring that material submitted for inclusion on the Totul Platform or mobile apps complies with applicable international and national law is exclusively on the party providing the information/material. Your correspondence or business dealings with, or participation in promotions of, advertisers other than Totul found on or through the Totul Platform and or mobile apps, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, shall be solely between you and such advertiser. Totul will not be responsible or liable for any error or omission, inaccuracy in advertising material or any loss or damage of any sort incurred as a result of any such dealings or as a result of the presence of such other advertiser(s) on the Totul Platform and mobile application.

3. For any information related to a charitable campaign ("Charitable Campaign") sent to Customers and/or displayed on the Totul Platform where Customers have an option to donate money by way of (a) payment on a third party website; or (b) depositing funds to a third party bank account, Totul is not involved in any manner in the collection or utilization of funds collected pursuant to the Charitable Campaign. Totul does not accept any responsibility or liability for the accuracy, completeness, legality or reliability of any information related to the Charitable Campaign. Information related to the Charitable Campaign is displayed for informational purposes only and Customers are advised to do an independent verification before taking any action in this regard.

XIII. Additional Terms and Conditions for Customers using the various services offered by Totul:

1. FOOD ORDERING AND DELIVERY:

a. Totul provides food ordering and delivery services by entering into contractual arrangements with restaurant partners (“Restaurant Partners”) and Stores (as defined below) on a principal-to-principal basis for the purpose of listing their menu items or the Products (as defined below) for food ordering and delivery by the Customers on the Totul Platform.

b. The Customers can access the menu items or Products listed on the Totul Platform and place orders against the Restaurant Partner(s)/Store(s) through Totul.

c. Your request to order food and beverages or Products from a Restaurant Partner or a Store page on the Totul Platform shall constitute an unconditional and irrevocable authorization issued in favour of Totul to place orders for food and beverages or Products against the Restaurant Partner(s)/Store(s) on your behalf.

d. Delivery of an order placed by you through the Totul Platform may either be undertaken directly by the Restaurant Partner or the Store against whom you have placed an order, or facilitated by Totul through a third-party who may be available to provide delivery services to you (“Delivery Partners”). In both these cases, Totul is merely acting as an intermediary between you and the Delivery Partners, or you and the Restaurant Partner or the Store, as the case may be.

e. The acceptance by a Delivery Partner of undertaking delivery of your order shall constitute a contract of service under the Consumer Protection Act, 2019 or any successor legislations, between you and the Delivery Partner, to which Totul is not a party under any applicable law. It is clarified that Totul does not provide any delivery or logistics services and only enables the delivery of food and beverages or Products ordered by the Customers through the Totul Platform by connecting the Customers with the Delivery Partners or the Restaurant Partners or the Store, as the case may be. Totul shall not be liable for any acts or omissions on part of the Delivery Partner including deficiency in service, wrong delivery of order, time taken to deliver the order, order package tampering, etc.

f. Where Totul is facilitating delivery of an order placed by you on the Totul Platform, there may be a chance that your order is grouped or batched with another order.

g. You may be charged a delivery fee for delivery of your order by the Delivery Partner or the Restaurant Partner or the Store, as the Delivery Partner or the Restaurant Partner or the Store may determine (“Delivery Charges"). You agree that Totul is authorized to collect, on behalf of the Restaurant Partner or the Delivery Partner or the Store, the Delivery Charges for the delivery service provided by the Restaurant Partner or the Store or the Delivery Partner, as the case may be. The Delivery Charges may vary from order to order, which may be determined on multiple factors which shall include but not be limited to Restaurant Partner / Store, order value, distance, time of the day. Totul will inform you of the Delivery Charges that may apply to you, provided you will be responsible for Delivery Charges incurred for your order regardless of your awareness of such Delivery Charges.

h. In addition to the Delivery Charges, you may also be charged an amount towards delivery surge for delivery of your order facilitated by the Delivery Partner or the Restaurant Partner or the Store, which is determined on the basis of various factors including but not limited to distance covered, time taken, demand for delivery, real time analysis of traffic and weather conditions, seasonal peaks or such other parameters as may be determined from time to time (“Delivery Surge"). You agree that Totul is authorized to collect, on behalf of the Restaurant Partner or the Delivery Partner or the Store, the Delivery Surge for the delivery service provided by the Restaurant Partner or the Store or the Delivery Partner, as the case may be. The Delivery Surge may vary from order to order, which may be determined on multiple factors which shall include but not be limited to Restaurant Partner / Store, order value, distance, demand during peak hours. Totul will use reasonable efforts to inform you of the Delivery Surge that may apply to you, provided you will be responsible for the Delivery Surge incurred for your order regardless of your awareness of such Delivery Surge.

i. In respect of the order placed by You, Totul shall issue documents like order summary, tax invoices, etc. as per the applicable legal regulations and common business practices.

j. You are expected to respect the dignity and diversity of Delivery Partners and accordingly you agree to not discriminate against any Delivery Partner on the basis of Discrimination Characteristics (as defined below). You are also expected to enable provision of a secure and fearless gig/ platform work environment for the delivery partners including prevention and deterrence of harassment (including sexual harassment) towards Delivery Partners.

Discrimination Characteristics shall mean discrimination based on race, community, religion, disability, gender, sexual orientation, gender identity, age (insofar as permitted by applicable laws to undertake the relevant gig work), genetic information, or any other legally protected status.

A. Food Ordering and Delivery with Restaurant Partners:

a. All prices listed on the Totul Platform are provided by the Restaurant Partner, including packaging or handling charges, if any, at the time of publication on the Totul Platform and the same are displayed by Totul as received from the Restaurant Partner. While we take great care to keep them up to date, the final price charged to you by the Restaurant Partner, including the packaging and handling charges may change at the time of delivery. In the event of a conflict between price on the Totul Platform and price charged by the Restaurant Partner, the price charged by the Restaurant Partner shall be deemed to be the correct price except Delivery Charge of Totul.

b. On Time Delivery: Orders placed at select Restaurant Partners may have this service available. When enabled, Totul uses its technology platform to allocate a suitable delivery partner, who provides the service, in such a way that it minimises the delays in the orders. This includes prioritising allocation of Delivery Partners, along with making sure these orders are not clubbed with any other orders. 

i. Delay on the On Time Guarantee Time is for unforeseen reasons eg. strikes, natural disaster, Restaurant Partner’s inability to provide the Order.

ii. You change, edit, modify or cancel such Order or do any such act that has the effect of changing, editing or modifying such order including but not limited to adding or changing the items ordered, receiving delivery at a location other than the one indicated at the time of placing of the order etc.

iii. You indulge in actions intended to delay the order including but not limited to asking the Delivery Partner to delay the Order, becoming unresponsive on call etc.

iv. The order is a bulk order (as per Totul’s standard order size)

v. The order is cancelled due to any reason.

B. General Terms and Conditions

a. Totul is not a manufacturer, seller or distributor of food and beverages or Products and merely places an order against the Restaurant Partner(s)/Store(s) on behalf of the Customers pursuant to the unconditional and irrevocable authority granted by the Customers to Totul, and facilitates the sale and purchase of food and beverages or Products between Customers and Restaurant Partners/Store(s), under the contract for sale and purchase of food and beverages or Products between the Customers and Restaurant Partners/Store(s).

b. Totul shall not be liable for any acts or omissions on part of the Restaurant Partner/Store(s) including deficiency in service, wrong delivery of order / order mismatch, quality, incorrect pricing, deficient quantity, time taken to prepare or deliver the order, etc.

c. The Restaurant Partner(s)/Store(s) shall be solely responsible for any warranty/guarantee of the food and beverages or Products sold to the Customer and in no event shall be the responsibility of Totul.

d. It is hereby clarified by Totul that the liability of any violation of the applicable rules and regulations made thereunder shall solely rest with the sellers/brand owners, vendors, Restaurant Partner(s)/Store(s), importers or manufacturers of the food products, Products or any Pre Packed Goods accordingly. For the purpose of clarity Pre-Packed Goods shall mean the food and beverages items which is placed in a package of any nature, in such a manner that the contents cannot be changed without tampering it and which is ready for sale to the customer or as may be defined under the Food Safety and Standards Act, 2006 from time to time.

e. Please note that some of the food and beverages or Products may be suitable for certain ages only. You should check the dish you are ordering and read its description, if provided, prior to placing your order. Totul shall not be liable in the event the food and beverages or the Product ordered by You does not meet your dietary or any other requirements and/or restrictions.

f. While placing an order you shall be required to provide certain details, including without limitation, contact number and delivery address. You agree to take particular care when providing these details and warrant that these details are accurate and complete at the time of placing an Order. By providing these details, you express your acceptance to Totul's terms and privacy policies.

g. You or any person instructed by you shall not resell food and beverages or Products purchased via the Totul Platform.

h. The total price for food ordered, including the Delivery Charges and other charges, will be displayed on the Totul Platform when you place your order, which may be rounded up to the nearest amount. Customers shall make full payment towards such food or Products ordered via the Totul Platform.

i. Any amount that may be charged to you by Totul over and above the order value, shall be inclusive of applicable taxes.

j. Delivery periods/Takeaway time quoted at the time of ordering are approximate only and may vary.

k. Personal Promo code can only be used by You subject to such terms and conditions set forth by Totul from time to time.

l. Cancellation and refund policy:

i. You acknowledge that (1) your cancellation, or attempted or purported cancellation of an order or (2) cancellation due to reasons not attributable to Totul, that is, in the event you provide incorrect particulars, contact number, delivery address etc., or that you were unresponsive, not reachable or unavailable for fulfillment of the services offered to you, shall amount to breach of your unconditional and irrevocable authorization in favour of Totul to place that order against the Restaurant Partners/Store(s) on your behalf (“Authorization Breach"). In the event you commit an Authorization Breach, you shall be liable to pay the liquidated damages of an amount equivalent to the order value. You hereby authorize Totul to deduct or collect the amount payable as liquidated damages through such means as Totul may determine in its discretion, including without limitation, by deducting such amount from any payment made towards your next Order

ii. There may be cases where Totul is either unable to accept your order or cancels the order, due to reasons including without limitation, technical errors, unavailability of the item(s) ordered, or any other reason attributable to Totul, Restaurant Partner/Store or Delivery Partner. In such cases, Totul shall not charge a cancellation charge from you. If the order is cancelled after payment has been charged and you are eligible for a refund of the order value or any part thereof, the said amount will be reversed to you.

iii. No replacement / refund / or any other resolution will be provided without Restaurant Partner’s/Store(s)’ permission.

iv. Any complaint, with respect to the order which shall include instances but not be limited to food spillage, foreign objects in food, delivery of the wrong order or food and beverages or Products, poor quality, You will be required to share the proof of the same before any resolution can be provided.

v. You shall not be entitled to a refund in case instructions placed along with the order are not followed in the form and manner You had intended. Instructions are followed by the Restaurant Partner /Store on a best-efforts basis.

vi. All refunds shall be processed in the same manner as they are received, unless refunds have been provided to You in the form of credits, refund amount will reflect in your account based on respective banks policies.

2. FOOD HYGIENE RATINGS:

a. The Food Hygiene Ratings ("Hygiene Rating(s)") is an initiative of Totul in partnership with certified auditors ("Hygiene Auditor(s)") to audit restaurants. The Customer acknowledges that Totul is merely acting as a facilitator in the hygiene audit process and does not conduct any hygiene audit by itself.

b. The Customer understands and agrees that the Hygiene Rating(s) displayed on the Totul Platform are for informational purposes only and merely indicate the hygiene standards of a restaurant at the time such audit is conducted by the Hygiene Auditor(s). The Hygiene Rating(s) shall not be deemed to be an indicator to the food quality standards maintained by a restaurant.

c. Validity:

i. The validity of the Hygiene Rating(s) displayed on the Totul Platform shall be for a period of six (6) or twelve (12) months, as the case may be, from the date of last audit as displayed on the Totul Platform.

ii. Totul reserves the right to remove the Hygiene Rating(s) for a restaurant upon expiry of the validity of the Hygiene Rating(s), without any prior intimation to the Customer.

d. Disclaimer and Liability:

i. The Hygiene Rating(s) that are displayed on the Totul Platform are on an 'as available' basis, based on the data provided to Totul by the Hygiene Auditor(s) for a restaurant and Totul disclaims all warranties with respect to the Hygiene Rating(s) or any information displayed in this regard on the Totul Platform.

ii. Any actions taken by a Customer relying upon the Hygiene Rating(s) or any information displayed in this regard on the Totul Platform shall be strictly at such Customer's own risk and Totul shall in no manner be held liable for any losses or damages that may arise in connection with the use of this information or any inaccuracy, invalidity or discrepancy in the Hygiene Rating(s). Totul expressly disclaims all liabilities that may arise in connection to the reliance by a Customer on such Hygiene Rating(s) including without limitation, any consumption of food or any other items served at a restaurant, or any other services that may be provided by a restaurant.

iii. Totul shall under no circumstances be held liable if a restaurant does not display the correct and accurate Hygiene Rating(s) on its restaurant premises, website or any other platform.

e. The Customer acknowledges that the Hygiene Rating(s) as displayed on the Totul Platform shall under no circumstances be construed to be a proof of the hygiene standards or practices that are being adopted by the restaurant and such Hygiene Rating(s) shall not be used as evidence in a court of law or governmental authority or disputed in any manner whatsoever. The Customer further understands that the restaurant is solely responsible to maintain the hygiene and food safety standards in compliance with the applicable laws.

f. Contact Us: You may contact us at info@totul.in for any further queries with regard to Hygiene Ratings.

XIV. Disclaimer of warranties, limitation of liability, and Indemnification

1. Disclaimer of Warranties

YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" AND THAT YOUR USE OF THE SERVICES SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TOTUL, ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, BRANCHES, SUBSIDIARIES, AND LICENSORS ("TOTUL PARTIES") DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES INCLUDING MOBILE APPS AND YOUR USE OF THEM. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE TOTUL PARTIES MAKE NO WARRANTIES OR REPRESENTATIONS THAT THE SERVICES HAVE BEEN AND WILL BE PROVIDED WITH DUE SKILL, CARE AND DILIGENCE OR ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICES' CONTENT AND ASSUME NO RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES THROUGH THE ACTIONS OF ANY THIRD PARTY, (VI) ANY LOSS OF YOUR DATA OR CONTENT FROM THE SERVICES AND/OR (VII) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. THE TOTUL PARTIES WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER CUSTOMERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TOTUL OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS. UNLESS YOU HAVE BEEN EXPRESSLY AUTHORIZED TO DO SO IN WRITING BY TOTUL, YOU AGREE THAT IN USING THE SERVICES, YOU WILL NOT USE ANY TRADE MARK, SERVICE MARK, TRADE NAME, LOGO OF ANY COMPANY OR ORGANIZATION IN A WAY THAT IS LIKELY OR INTENDED TO CAUSE CONFUSION ABOUT THE OWNER OR AUTHORIZED USER OF SUCH MARKS, NAMES OR LOGOS.

2. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE TOTUL PARTIES BE LIABLE TO YOU FOR ANY DAMAGES RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, AND/OR (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES INCLUDING MOBILE APP, AND/OR (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, AND/OR (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVERS, AND/OR (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, AND/OR (VI) ANY LOSS OF YOUR DATA OR CONTENT FROM THE SERVICES, AND/OR (VII) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE TOTUL PARTIES ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND/OR (VIII) THE DISCLOSURE OF INFORMATION PURSUANT TO THESE TERMS OR OUR PRIVACY POLICY, AND/OR (IX) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL, AND/OR (X) LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICES, AND/OR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND TOTUL'S REASONABLE CONTROL. IN NO EVENT SHALL THE TOTUL PARTIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, INCLUDING BUT NOT LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS.

Indemnification

You agree to indemnify, defend, and hold harmless the Totul Parties from and against any third party claims, damages (actual and/or consequential), actions, proceedings, demands, losses, liabilities, costs and expenses (including reasonable legal fees) suffered or reasonably incurred by us arising as a result of, or in connection with: (i) Your Content, (ii) your unauthorized use of the Services, or products or services included or advertised in the Services; (iii) your access to and use of the Services; (iv) your violation of any rights of another party; or (v) your breach of these Terms, including, but not limited to, any infringement by you of the copyright or intellectual property rights of any third party. We retain the exclusive right to settle, compromise and pay, without your prior consent, any and all claims or causes of action which are brought against us. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter in which we are named as a defendant and/or for which you have indemnity obligations without our prior written consent. We will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.

XV. Termination of your access to the services

1. You can delete your account at any time by contacting us via the "Contact Us" link at the bottom of every page.

2. We may terminate your use of the Services and deny you access to the Services in our sole discretion for any reason or no reason, including your: (i) violation of these Terms; or (ii) lack of use of the Services. You agree that any termination of your access to the Services may be affected without prior notice, and acknowledge and agree that we may immediately deactivate or delete your account and all related information and/or bar any further access to your account or the Services. If you use the Services in violation of these Terms, we may, in our sole discretion, retain all data collected from your use of the Services. Further, you agree that we shall not be liable to you or any third party for the discontinuation or termination of your access to the Services

XVI. General terms

1. Interpretation:

2. Entire Agreement and Waiver:

3. Severability:

4. Partnership or Agency:

5. Governing Law/Waiver:

6. Carrier Rates may Apply:

7. Linking and Framing:

The section and subject headings in these Terms are included for reference only and shall not be used to interpret any provisions of these Terms.

The Terms, together with the 'Privacy Policy' and 'Guidelines and Policies', shall constitute the entire agreement between you and us concerning the Services. No failure or delay by us in exercising any right, power or privilege under the Terms shall operate as a waiver of such right or acceptance of any variation of the Terms and nor shall any single or partial exercise by either party of any right, power or privilege preclude any further exercise of that right or the exercise of any other right, power or privilege.

If any provision of these Terms is deemed unlawful, invalid, or unenforceable by a judicial court for any reason, then that provision shall be deemed severed from these Terms, and the remainder of the Terms shall continue in full force and effect.

None of the provisions of these Terms shall be deemed to constitute a partnership or agency between you and Totul and you shall have no authority to bind Totul in any form or manner, whatsoever.

These Terms shall be governed by the laws of India. The Courts of _________________ shall have exclusive jurisdiction over any dispute arising under these terms.

 

(e) For all Customers: YOU MUST COMMENCE ANY LEGAL ACTION AGAINST US WITHIN ONE (1) YEAR AFTER THE ALLEGED HARM INITIALLY OCCURS. FAILURE TO COMMENCE THE ACTION WITHIN THAT PERIOD SHALL FOREVER BAR ANY CLAIMS OR CAUSES OF ACTION REGARDING THE SAME FACTS OR OCCURRENCE, NOTWITHSTANDING ANY STATUTE OF LIMITATIONS OR OTHER LAW TO THE CONTRARY. WITHIN THIS PERIOD, ANY FAILURE BY US TO ENFORCE OR EXERCISE ANY PROVISION OF THESE TERMS OR ANY RELATED RIGHT SHALL NOT CONSTITUTE A WAIVER OF THAT RIGHT OR PROVISION.

By accessing the Services through a mobile or other device, you may be subject to charges by your Internet or mobile service provider, so check with them first if you are not sure, as you will be solely responsible for any such costs incurred.

You may not frame the Services. You may link to the Services, provided that you acknowledge and agree that you will not link the Services to any website containing any inappropriate, profane, defamatory, infringing, obscene, indecent, or unlawful topic, name, material, or information or that violates any intellectual property, proprietary, privacy, or publicity rights. Any violation of this provision may, in our sole discretion, result in termination of your use of and access to the Services effective immediately.

XVII. Notice of copyright infringement

Totul shall not be liable for any infringement of copyright arising out of materials posted on or transmitted through the Totul Platform, or items advertised on the Totul Platform, by end users or any other third parties. We respect the intellectual property rights of others and require those that use the Services to do the same. We may, in appropriate circumstances and at our discretion, remove or disable access to material on the Services that infringes upon the copyright rights of others. We also may, in our discretion, remove or disable links or references to an online location that contains infringing material or infringing activity. In the event that any Customers of the Services repeatedly infringe on others' copyrights, we may in our sole discretion terminate those individuals' rights to use the Services If you believe that your copyright has been or is being infringed upon by material found in the Services, you are required to follow the below procedure to file a notification:

i. Identify in writing the copyrighted material that you claim has been infringed upon;

ii. Identify in writing the material on the Services that you allege is infringing upon copyrighted material, and provide sufficient information that reasonably identifies the location of the alleged infringing material (for example, the user name of the alleged infringer and the business listing it is posted under);

iii. Include the following statement: "I have a good faith belief that the use of the content on the Services as described above is not authorized by the copyright owner, its agent, or law";

iv. Include the following statement: "I swear under penalty of perjury that the information in my notice is accurate and I am the copyright owner or I am authorized to act on the copyright owner's behalf";

v. Provide your contact information including your address, telephone number, and e-mail address (if available);

vi. Provide your physical or electronic signature;

vii. Send us a written communication to info@totul.in

You may be subject to liability if you knowingly make any misrepresentations on a take-down notice.

XVIII. Contact Us:

1. Details of the Company

• Legal Entity Name: QYLO E-Commerce Pvt. Ltd.

• CIN:

• Registered Address: Plot No. 61, First Floor, Sector 82, Mohali, Punjab

• Details of website and Application: www.totul.in

• Contact Details: info@totul.in 

2. Grievance Redressal Mechanism:

i. Customer Care Channels

• For any order related issue, you may first reach out to us via chat support on the Totul app for real time basis resolution.

• You may write to us at info@totul.in and we will strive to resolve your order related grievance within the timelines prescribed under applicable laws.

• For a complaint raised on info@totul.in, you will receive a unique ticket number to track the status of your complaint.

• In case you do not receive a satisfactory response from the chat support and info@totul.in as the case maybe, you can escalate the matter to our Grievance Officer by giving reference of the ticket number generated from info@totul.in and we shall address your concern within an estimated time of forty-eight (48) hours.

ii. Details of the Grievance Officer

______________________________________________________________________________________________________________________________________

Time: Monday - Friday (09:00 a.m. to 18:00 p.m.)

iii. Details of the Nodal person

___________________________________________________________________

Please note, in compliance with The Information Technology Act, 2000 and the rules made thereunder, as well as The Consumer Protection Act 2019, and the rules made thereunder, the grievance redressal mechanism, including the contact details of the Grievance Officer and Nodal Officer are given herein above.

Please note: Totul does not solicit confidential information such as OTP/CVV/PIN NUMBER/Card number either through call or mail or any other means. Please do not reveal these details to fraudsters and imposters claiming to be calling on Totul’s behalf. You may report such suspicious activities to info@totul.in.