TERMS OF USE

PLEASE READ THE FOLLOWING TERMS OF USE (THE “TERMS”) VERY CAREFULLY, AS YOUR USE OF THE PLATFORM (AS DEFINED BELOW) IS SUBJECT TO YOUR ACCEPTANCE OF AND COMPLIANCE WITH THE FOLLOWING TERMS.

BY DOWNLOADING OR INSTALLING, REGISTERING, ACCESSING OR OTHERWISE USING THE PLATFORM, YOU ACCEPT AND AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED HEREIN. THESE TERMS CONSTITUTE A LEGALLY BINDING AGREEMENT BETWEEN YOU AND THE COMPANY (AS DEFINED BELOW).

IF YOU DO NOT AGREE TO ALL OR ANY OF THESE TERMS, DO NOT USE OR INSTALL THE PLATFORM.

IF YOU CONTINUE TO USE THIS PLATFORM, YOU ARE AGREEING TO BE BOUND BY THESE TERMS, WHICH ALONG WITH THE PRIVACY POLICY (“PRIVACY POLICY”) GOVERN YOUR RELATIONSHIP WITH US.

“Company”; “Us”; “We”; “Our” shall mean DealerMatix Technologies Private Limited, a company registered under the Indian Companies Act, 2013 having its registered office at 43, Block G, Avenue 99, Wave Estate SAS Nagar 140308.

“Customer(s)” means the users of the Platform, including but not limited to original equipment manufacturers (OEMs), dealers, salespersons, technicians, advisors, partners, etc. who avail the Products and Services offered by the Company through the Platform.

“Platform” shall mean and include the proprietary web-based application and mobile application of the Company, namely “DealerMatix”, along with the website dealermatix.com (“Website”) that facilitates the management of end to end dealership and distribution channels along with ancillary business functions.

“Products” shall mean and include the products which can be availed by the Customers through the Platform.

“Services” shall mean the consultancy services provided to the Customers by the Company through the Platform.

“You”; “your”; “Users” shall include in its ambit users who visit, install, download and use the Platform and shall also include Customers.

“User Account” shall be the account, which the Users shall be required to create on the Website to avail the Products and Services offered by the Company.

The Platform facilitates the management of end to end dealership and distribution channels, by connecting the Customers with the Company. The Platform offers various Products such as web solutions, mobility solutions, solutions related to artificial intelligence, machine learning, e-commerce solutions, customer relationship management (CRM), sales, procurement, inventory, finance, partner management, business to business (B2B) and business to customer (B2C) mobile applications, e-commerce platforms, etc., built on third party platforms such as Salesforce, Microsoft Dynamics, as well as the Company’s own platform. The Customers shall have the option to choose the Products that they wish to purchase through the Platform and are free to avail the entire suite of Products. The Customers may also choose the Products on an ‘a la carte’ basis, i.e., they may opt for individual Products, either in whole or in part. The Company will, either itself or through third parties, provide implementation and customization services for the Products.

The Customers shall also have the option of availing the Services through the Platform. The implementation of such Services will be carried out by the Company online, at the Customer’s location, or at any other location (whether in India or elsewhere) as may be agreed between the Company and the Customers, on a case to case basis.

The Customers shall be able to view and select the Products and/or Services that they want to avail through the Platform and pay for the same through the payment modes made available on the Platform.

You understand and acknowledge that your use of the Platform is at your own risk and the Company shall not be liable for any consequences arising from such use.

To avail the Products and Services provided through the Platform, you need to complete the registration process on the signup page on the Platform. For such registration, you shall be required to provide your email address and validate it (“User Account”). The Company may also create such User Account on your behalf. Further, the Customers may also create the User Account for their distributors, vendors and other third parties. Through this User Account, you will be eligible for receiving further alerts and instructions related to the Products and Services made available through the Platform.

You will be responsible for maintaining the confidentiality of your User Account and are fully responsible for all activities that occur under your User Account. You agree to immediately notify the Company of any unauthorized use of your User Account or any other breach of security. The Company cannot and will not be liable for any loss or damage arising from your failure to comply with this provision.

You agree to use the Platform only: (i) for purposes that are permitted by these Terms; and (ii) in accordance with any applicable law, regulation or generally accepted practices or guidelines. You agree not to engage in activities that may adversely affect the use of the Platform by the Company or other Users.

You agree not to access (or attempt to access) the Platform by any means other than through the interface that is provided by the Company. You shall not use any deep-link, robot, spider or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Platform, or in any way reproduce or circumvent the navigational structure or presentation of the Platform, materials or any Company property, to obtain or attempt to obtain any materials, documents or information through any means not specifically made available through the Platform.

By registering for a User Account through the Platform, you represent and warrant that you are of the age of majority in the jurisdiction in which you reside. You agree to:

provide accurate, authenticated and true information about yourself;
maintain the security of your passwords and identification;
promptly update the email address and mobile number listed in connection with your User Account to keep it accurate so that we can contact you; and
be fully responsible for all actions through your User Account.

You must not set up a User Account on behalf of another individual or entity unless you are authorized to do so.

Registration with the Platform does not make you a member, shareholder or affiliate of the Company for any purposes whatsoever, nor shall you have any of the rights of statutory members of the Company.

Unauthorized Use; False Information: You shall: (i) notify us immediately of any unauthorized use of your User Account or any other known or suspected breach of security, (ii) use reasonable efforts to stop any unauthorized use of the Platform or your User Account that is known to you or suspected, and (iii) not provide false identity or information to gain access to or use the Platform.

After you select and finalise a particular Product or Products, you will be directed to the payments page. Payments will be reflected either in Euros, US dollars or INR. All prices are inclusive of taxes unless stated otherwise.

You can elect to pay for the Products through various modes of payment:

Net Banking, NEFT, RTGS, IMPS, UPI and Debit & Credit Card;
E-Wallets;
Any other mode of payment as may be acceptable to the Company.

We shall be under no liability whatsoever in respect of any loss or damage arising directly or indirectly out of the lack of authorization for any transaction, on account of a User having exceeded the credit limit with his/her bank or for any payment issue arising out of the transaction.

Use of the payment facilities available on the Platform shall not render the Company liable or responsible for the non-delivery, non-receipt, non-payment, damage, breach of representations and warranties, non-provision of after sales or warranty services or fraud as regards the Products purchased through the Platform. The Company shall not be responsible for any damages, interests or claims arising from a transaction being unprocessed.

The Platform utilizes a payment gateway for online payments. Every Buyer who elects to pay online using such payment gateway hereby agrees to provide accurate information, such as credit/debit card information for purchasing Products on the Platform. Every User further warrants that he/she shall not use any payment information or instrument that is not lawfully owned by the User. The Platform disclaims all liabilities arising out of loss of any information pertaining to the confidentiality of the credit/debit card details or any pre-paid instruments. In addition to these Terms, the terms and conditions of the concerned bank or other financial institution shall also be applicable to every User and Customer. The Platform disclaims any liability arising out of the failure to process payments by such banks or financial institutions.

If the Company terminates your account; or if you close your account, or if the payment of your order cannot be completed for any reason, you shall be obligated to pay the Company for all unpaid fees plus any penalties, as may be applicable.

The Platform is merely a facilitator for providing the Customers with payment channels through automated online electronic payments, collection and remittance facility for the payment of Products purchased by the Customers on the Platform using the existing authorized banking infrastructure and online payment gateway networks.

The Company does not make any warranty or representations for the Products provided on the Platform. The Company shall not be held liable under any circumstances including, but not limiting to: any infringement, errors, damages, fraud, misrepresentations, direct or indirect losses, future business loss, Products liability, claims or omission of information or details posted, or any link accessible or made available through this Platform. You understand that by using this Platform, you may be exposed to content that may be incomplete, old, offensive and/or objectionable due to any reason whatsoever. The Company assumes no responsibility for such content. You agree that you are solely responsible for your use of the Products made available through the Platform, and the Company shall not be responsible and/or liable for any consequences arising from such use.

The Platform may contain third party advertisements. The display of such advertisements does not in any way imply an endorsement or recommendation by the Company of the relevant advertiser or the merchant, its products or services. You are referred to the relevant advertiser or merchant for all information regarding the advertisement and its Products and/or services. The Company accepts no responsibility for any interaction between you and the relevant third party and is released from any liability arising out of or in any way connected with such interaction.

The Platform and all the rights including but not limited to intellectual property rights subsisting under or in relation to the Platform are owned by the Company and its affiliates, subsidiaries, licensors, etc. as the case may be. Nothing contained in this section shall be deemed to grant you any rights to the intellectual property rights contained in the Platform.

The Company respects copyright, and we prohibit Users from submitting, uploading, posting, or otherwise transmitting any content or details through the Platform that violates another person’s or entity’s proprietary rights.

If you believe that the Platform contains elements that infringe your intellectual property rights in your work, please notify the Company immediately. If we receive any intellectual property right infringement claim notification, we may remove all such content which is indicated as infringing and/or take any other appropriate action at our discretion.

All material on this Platform, including but not limited to audio, images, photographs, software, text, icons and such like (the “Platform Content”), are protected by copyright under the copyright laws or any other relevant intellectual property laws. You cannot use the Platform Content, except as specified herein.

There may be proprietary logos, service marks and trademarks found on the Platform whether owned/used by us or otherwise. By displaying them on the Platform we are not granting you any license to utilize those proprietary logos, service marks, or trademarks. Any unauthorized use of the Platform Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and civil and criminal statutes.

You may choose to, or we may invite you or any third parties to submit or you may submit or take part in chats, testimonials, blogs, photographs, content, whitepapers, comments, newsletters, reviews, ratings about the Products and Services, including without limitation about how to improve the features of the Platform (“Feedback”). By submitting such Feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place the Company under any fiduciary or other obligation to maintain the secrecy of such Feedback, and that we are free to use the Feedback, without any additional compensation to you, and/or to disclose the same on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, the Company does not waive any rights to use similar or related ideas previously known to the Company or developed by its employees or obtained from sources other than you.

In case you wish to submit any oral Feedback or raise a complaint, please write to info@dealermatix.com or call +44 3337 722303.

The Platform provides a chat room facility, where the Users can chat and share photos or videos with each other. The Users shall ensure that the content of chats is not offensive, indecent, inaccurate, misleading, or otherwise objectionable. The Company reserves the right to verify the images/videos shared on the chat periodically to ensure that the chat room facility is not misused. In the event any such misuse of the chat room facility comes to the notice of the Company, the Company may take appropriate action regarding the same, including but not limited to deactivation of the User Account of the User(s) found to be indulging in such activities.

Confidential information, for the purpose of these Terms, shall mean the information including but not limited to the features, functionalities, processes, data and information regarding the Platform, or other information of a confidential nature disclosed by one party to the other party under these Terms, in any form (“Confidential Information”). Confidential Information shall however, exclude any information which (i) is/ was publicly known or comes into public domain; (ii) is received by the receiving party from a third party, without breach of these Terms; (iii) was already in the possession of receiving party, without confidentiality restrictions, at the time of disclosure by the disclosing party; (iv) is permitted for disclosure by the disclosing party in writing; (v) independently developed by the receiving party without use of Confidential Information; (vi) is required to be disclosed by the receiving party pursuant to any order or requirement from a court, administrative or governmental agency. The receiving party agrees not to use any Confidential Information for any purpose except as stated in these Terms.

We will keep any personal information shared by you, confidential and only use it as per the terms of our Privacy Policy.

You agree not to engage in any of the following activities:

Violating laws and rights:

You may not (a) use the Platform for any illegal purpose or in violation of any local, state, national, or international laws, (b) violate or encourage others to violate any right of or obligation to a third party, including but not limited to, by infringing, misappropriating, or violating intellectual property, confidentiality, or privacy rights.

Solicitation:

You may not use the Platform, or any information provided through the Platform for the transmission of advertising or promotional materials, including junk mail, spam, chain letters, pyramid schemes, or any other form of unsolicited or unwelcome solicitation.

Disruption:

You may not use the Platform in any manner that could disable, overburden, damage, or impair the Platform, or interfere with any other party’s use and enjoyment of the Platform; including by:

(a) uploading or otherwise disseminating any virus, adware, spyware, worm or other malicious code, or

(b) interfering with or disrupting any network, equipment, or server connected to or used to provide the Platform, or violating any regulation, policy, or procedure of any network, equipment, or server.

Harming others:

You may not share or transmit content or details that are harmful, offensive, obscene, abusive, invasive of privacy, defamatory, hateful or otherwise discriminatory, false or misleading, or which incite the commission of an illegal or violent act;

Impersonation or unauthorized access:

You will not impersonate another person or entity, or misrepresent your affiliation with a person or entity when using the Platform;

You will not use or attempt to use another’s User Account or personal information; and you will not attempt to gain unauthorized access to the Platform, through hacking, password mining or any other means.

Developing competing offerings:

You will not use the Platform to develop any competing platforms, applications, websites or products which are similar or substantially similar to the Platform.

You understand and acknowledge that if you indulge in any of the prohibited conduct stated above, and it is brought to the notice of the Company, the Company may terminate your right to use the Platform and the Services and take any other corrective action as it deems fit.

In the event you are at the receiving end of any offensive content or are the victim of any such actions of any other User or Customer, you are encouraged to report such content or conduct to the Company. The Company shall delete such offensive content and take any other corrective action as it deems fit.

We may encourage Users to participate in certain promotions, discount offers, contests, social media events, memberships (“Promotions”) released by the Company, from time to time. These Promotions would be at our own discretion. The Promotions may have its own terms and conditions, which will be in addition to these Terms. Promotions cannot be transferred or clubbed. We may request for additional information from the Users if the Users wish to participate in these Promotions.

You agree and acknowledge that the Company shall not be responsible or liable for any loss or damage of any sort incurred as the result of your dealings or interactions with third party organisations and individuals through the Platform. In the event that you have a dispute with one or more other third -party organisation or individuals, you hereby release the Company, its officers, employees, agents and successors from any and all claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or the Platform.

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE PLATFORM AND THE PRODUCTS PROVIDED THROUGH IT IS ENTIRELY AT YOUR OWN RISK AND THAT THE PLATFORM AND THE INFORMATION THEREIN ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE PLATFORM, THE PRODUCTS AND YOUR USE THEREOF. THE COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE PRODUCTS OR ANY INFORMATION PROVIDED OR THE PLATFORM’S CONTENT OR THE DATA SHARED BY OR THE CONTENT OF ANY THIRD PARTY LINKED TO THE PLATFORM AND ASSUMES NO LIABILITY OR 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 PLATFORM AND THE PRODUCTS, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE PLATFORM, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE PLATFORM BY ANY THIRD PARTY, AND/OR (VI) 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 PRODUCTS DISPLAYED, DELIVERED, OR OTHERWISE MADE AVAILABLE VIA THE PLATFORM OR THE PRODUCTS. THE COMPANY DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY INFORMATION ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE PLATFORM OR ANY HYPERLINKED PLATFORM OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND THE COMPANY SHALL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND/OR OTHER USERS AND/OR THIRD-PARTY MERCHANTS OR ADVERTISERS.

IN NO EVENT SHALL THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY ASPECT OF YOUR USE OF THE PLATFORM OR THE INFORMATION PROVIDED THROUGH IT, INCLUDING WITHOUT LIMITATION WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE PLATFORM OR THE PRODUCTS, FROM INABILITY TO USE THE PLATFORM OR THE PRODUCTS, OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE PLATFORM OR THE PRODUCTS PROVIDED THROUGH IT. SUCH LIMITATION OF LIABILITY SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES RENDERED THROUGH OR ADVERTISED IN CONNECTION WITH THE PLATFORM OR THE SERVICES OR ANY LINKS ON THE PLATFORM, AS WELL AS BY REASON OF ANY PRODUCTS, DESCRIPTION OF PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE PLATFORM OR ANY INFORMATION OR LINKS ON THE PLATFORM. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THE COMPANY SHALL NOT BE LIABLE FOR USER AND CUSTOMER DETAILS AND CONTENTS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY USER OR CUSTOMER OR THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. THE PLATFORM IS FACILITATED, CONTROLLED AND OFFERED BY THE COMPANY FROM ITS FACILITIES IN INDIA AND THE UK. THE FORGOING LIMITATIONS OF LIABILITY WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED WARRANTY OR REMEDY HEREIN.

IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE COMPANY EXCEED THE TOTAL AMOUNT PAID BY THE CUSTOMER FOR THE PURCHASED PRODUCT GIVING RISE TO SUCH CLAIM.

You agree to indemnify us and hold us harmless from and against any claims arising out of or relating to:

(i) infringement of any third- party intellectual property rights;

(ii) any breach of these Terms;

(iii) any breach of applicable laws;

(iv) transactions (present and subsequent) between you and the Company or any third-party advertisers;

(v) your use of and access to the Products and Services;

(vi) your violation of these Terms;

(vii) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights;

(viii) your violation of any applicable law, rule or regulation;

(ix) User content or any other information or content that is submitted through your User Account including without limitation misleading, false, incomplete or inaccurate information.

The Company is committed to responsibly handling the information and data we collect through the Platform in compliance with our Privacy Policy. Please review the Privacy Policy so that you are aware of how we collect and use your personal information. Our Privacy Policy is located at https://dealermatix.comprivacy-policy/.

The Company reserves the right to terminate your right and access to use the Platform with or without any reason whatsoever. Additionally, your right to access and use the Platform terminates automatically upon your material breach of these Terms.

Survival: The Disclaimer of Warranties, the Limitation of Liability, Indemnity and the Jurisdiction and Applicable Laws provisions will survive any termination of these Terms.

Choice of Law and Jurisdiction:

These Terms are governed by and shall be construed according to the laws of India. The acceptance of the Terms shall be deemed to have been given at Pune, Maharashtra, India and the courts in Pune shall have exclusive jurisdiction to entertain any proceedings in any way relating to or concerning these Terms or any rights, duties, obligations or liabilities of the parties arising under these Terms, to the exclusion of all other courts in India.

No waiver:

The Company’s failure to insist on or enforce strict performance of any of these Terms shall not be construed as a waiver of any provision or right.

Severability:

If any part of these Terms is held to be invalid or unenforceable by any law or regulation or final determination of a competent court or tribunal, that provision shall be deemed severable and will not affect the validity and enforceability of the remaining provisions.

No agency relationship:

You agree that no joint venture, employment, or agency relationship exists between you and the Company as a result of these Terms or due to your use of the Platform.

Entire Agreement:

These Terms and the Privacy Policy constitute the entire agreement between you and the Company relating to this subject matter and supersede any and all prior communications and/or agreements between you and the Company relating to this subject matter.

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

This document is published in accordance with the provisions of Rule 3 (1) of the Information Technology (Intermediaries Guidelines) Rules, 2011 that require publishing the rules and regulations, Terms of Use for access and usage of the Platform.

We may update these Terms without notice to you. You are encouraged to check these Terms on a regular basis to be aware of the changes made to it. Your continued use of the Platform after such change shall be deemed to be your acceptance of the revised Terms.

The Terms were last modified on 01 June, 2020.

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