1.   GENERAL

1.1.   By merely accessing or using the Platform, you are acknowledging, without limitation or qualification, to be bound by these Terms of Use and the Polices, whether you have read the same or not. Accessing, browsing or otherwise using the Platform (through a computer or a mobile phone device, for example) indicates your unconditional agreement to all the terms and conditions in these Terms of Use, so please read these terms carefully before proceeding.

1.2.   ‘User’ or ‘You’ (or any variation thereof), shall mean any natural or legal person (including any legal heirs, administrators or successors) who has agreed to become a user of the Platform by accessing or using the platform. If you are accepting these Terms of Use and are using the Platform on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so.

1.3.   “Hyuga Ecommerce Ventures Private Limited’’, “We”, “us”, “our” or “Company” shall mean Hyuga Ecommerce Ventures Private Limited, its subsidiaries, licensees, affiliates, directors, officers and employees.

1.4.   If you do not agree or are not willing to be bound by the Terms of Use, please do not seek to use the Platform or any information or Services.

1.5.   You agree to use the Platform only:

• (a)  for purposes that are permitted by the Terms of Use; and
• (b)  in accordance with any applicable law, regulation or generally accepted practices or guidelines.

2.   SERVICES

2.1.   Subject to compliance with the Terms of Use, we hereby grant you a limited, non-exclusive, non-transferable, royalty free license to use the Platform for the purposes of availing the services from us, collectively hereinafter referred to as "Services".

2.2.   The Services include (but are not limited to) providing:

1. a.   list of products available for sale through the Platform (“Product/Products”),
2. b.   interface for sale of the Products and,
3. c.   interface for resolution of any grievance, query of the User.

2.3.   We reserve the right to modify the Services at any time at our sole discretion.

3.   ELIGIBILITY

3.1.   In order to access the Platform or use any of the services on the Platform:

1. a.   You must be of 18 (eighteen) years of age or older and in case you are a minor, we assume that you are accessing Platform under supervision of lawful guardian; and
2. b.   You must not be a person barred from receiving the Services under the applicable laws and are competent to enter into a binding contract.

3.2.   We reserve the right to refuse access to the Platform to new Users and any such User who has been suspended or removed by us for any reason whatsoever shall not been entitled to avail the Services.

4.   REGISTRATION/SIGNING UP/ACCOUNT CREATION

4.1.   You can access the Platform without registration. However, in order to use various Services, you are required to create an account (“Account”) by entering required details. We may reject your application for an Account, or cancel an existing Account, for any reason, in our sole discretion.

4.2.   You are responsible for all activity and content such as photos, images, videos, graphics, written content, audio files, code, information, or data uploaded, collected, generated, stored, displayed, distributed, transmitted or exhibited on or in connection with your Account (“User Content”).

4.3.   You represent and warrant that you have all necessary rights in and to all information which you provide and that such information shall not infringe any proprietary or intellectual property or other rights of third parties or contain any libellous, tortious or otherwise unlawful information.

4.4.   A breach or violation of any term in the Terms of Use, determined in our sole discretion, may result in an immediate suspension or termination of Services available to your Account.

4.5.   You shall be responsible for maintaining the confidentiality of the information of your Account and for all activities that occur under your Account. You agree to keep your login credentials safe and confidential at all times. You further agree to promptly change your login credentials and inform us immediately in case of any actual or suspected unauthorized use of your Account.

4.6.   We cannot and shall not be liable for any loss or damage arising from your failure to comply with the provisions of this section. You may be held liable for losses incurred by us or any other user of or visitor to the Platform due to authorized or unauthorized use of your Account as a result of your failure in keeping your information of Account secure and confidential.

5.   PRICING INFORMATION

We shall endeavour to provide accurate product and pricing information, yet typographical errors might occur.  If a Product is listed at an incorrect price or with incorrect information due to an error in pricing or product information, we shall have the right, at our sole discretion, to refuse or cancel orders at any stage prior to delivery.  In the event that an item is mis-priced, we may, at our discretion, either contact you for instructions or cancel your order and notify you of such cancellation. Unless the Product ordered by you has been dispatched, your offer will not be deemed accepted and we will have the right to modify the price of the Product and contact you for further instructions using the e-mail address provided by you during the time of registration, or cancel the order and notify you of such cancellation.  In the event that we accept your order the same shall be debited to your credit card/debit card account and duly notified to you by email that the payment has been processed. The payment may be processed prior to our dispatch of the Product that you have ordered. If we have to cancel the order after we have processed the payment, the said amount will be reversed back to your credit card/debit card account.

6.   USER INFORMATION

6.1.   You shall not host, display, upload, modify, publish, transmit, store, update or share any information that (a) belongs to another person and to which you do not have the right, (b) is obscene, pornographic, paedophilic, invasive of another’s privacy including bodily privacy, is insulting or harassing on the basis of gender, racially or ethnically objectionable, relating to or encouraging money laundering or gambling, or promoting enmity between different groups on the grounds of religion or caste with the intent to incite violence, or (c) is harmful to children, (d) deceives or misleads the addressee about the origin of the message or knowingly and intentionally communicates any misinformation or information which is patently false and untrue or misleading in nature or, (e) impersonates any person, or (f) 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 cognisable offence, or prevents investigation of any offence, or is insulting to another nation.

6.2.   If you provide any information that is untrue, inaccurate, misleading, not current or incomplete or we have reasonable grounds to believe that such information is untrue, inaccurate, misleading, not current or incomplete, or not in accordance with the Terms of Use, we reserve the right to indefinitely suspend or terminate or block your use or access to the Platform in any manner whatsoever.

6.3.   Should any other User or person act upon such untrue, inaccurate, not current or incomplete information provided or verified by you, the Company, and its personnel shall not be liable for any damages or losses, direct, indirect, immediate or remote, interests or claims resulting from such information to you or to any third party. You hereby agree and undertake to indemnify and to hold harmless the Company, and its personnel in accordance with the indemnity clause contained in these Terms of Use.

7.   USE OF THE PLATFORM

7.1.   You agree that you shall not copy, reproduce, sell, redistribute, publish, enter into a database, display, perform, modify, alter, transmit, license, create derivatives from, transfer or in any way exploit any part of any information, content, materials, services available from or through the Platform, except that you may download such content for your own personal, internal and non-commercial use.

7.2.   You agree that you shall not use the Platform in any manner or engage in any activity that may damage, disable or impair or adversely affect the use of the Platform or interfere with any other User’s use, legal rights, or enjoyment of the Platform. Further, you agree not to remove any text, copyright or other proprietary notices contained in the content downloaded from the Platform.

7.3.   You acknowledge and agree that except for the Services explicitly provided by the Company, Company does not provide, control or endorse any third-party information, products or services in any manner whatsoever, even if such third-party information, products or services are displayed/featured on the Platform.

7.4.   You shall notify Company of any material change in your situation and/or profile and Company would rely on the most recent information provided by you.

7.5.   We reserve the right to remove, delete or edit any reviews, comments, posts and any other content which you may post on the Platform, that in our sole discretion is illegal, obscene, abusive, defamatory, threatening, infringing of intellectual property rights and/or violates these Terms of Service.

7.6.   Further, you undertake not to:

1. a.   defame, abuse, harass, threaten or otherwise violate the legal rights of others;
2. b.   copy, republish, post, display, translate, transmit, reproduce or distribute any content on the Platform through any medium without obtaining the necessary authorization from the Company;
3. c.   upload or distribute files that contain software or other material protected by applicable intellectual property laws unless you own or control the rights thereto or have received all necessary consents;
4. d.   upload or distribute files that contain any software viruses or other computer code, corrupted files, or any other similar software or programs that may damage the operation of the Platform or another’s computer or is designed to interrupt,destroy or limit the functionality of any computer resources ;
5. e.   engage in any activity that interferes with or disrupts access to the Platform (or the servers and networks which are connected to the Platform);
6. f.   attempt to gain unauthorized access to any portion or feature of the Platform, any other systems or networks connected to the Platform, to any of the Company’s server, or through the Platform, by hacking, password mining or any other illegitimate means;
7. g.   probe, scan or test the vulnerability of the Platform or any network connected to the Platform, nor breach the security or authentication measures on the Platform or any network connected to the Platform. You undertake not to reverse look-up, trace or seek to trace any information on any other User, of or visitor to, the Platform, to its source, or exploit the Platform or information made available or offered by or through the Platform, in any way whether or not the purpose is to reveal any information, including but not limited to personal identification information, other than your own information, as provided on the Platform;
8. h.   disrupt or interfere with the security of, or otherwise cause harm to, the Platform, systems resources, accounts, passwords, servers or networks connected to or accessible through the Platform or any affiliated or linked sites;
9. i.   collect or store data about other Users in connection with the prohibited conduct and activities;
10. j.   use the Platform or any material or content for any purpose that is unlawful or prohibited by these Terms of Use, or to solicit the performance of any illegal activity or other activity which infringes the rights of the Company or other third parties;
11. k.   violate any applicable laws or regulations for the time being in force within or outside India or anyone’s right to privacy or personality; and
12. l.   violate the Terms of Use contained herein or elsewhere.

8.   PLACEMENT OF ORDER

  You can place orders for any of the Products listed in the Platform. Acceptance of order is subject is both payment receipt and stock availability. We reserve the right to accept or reject your order in part or in full. Upon receiving the payment, an order number is auto generated and appears as a message at the end of payment processing (order submission in case of Cash On Delivery). This will also be mailed at the email ID provided by you at the time of entering the order.

9.   PAYMENT AND PAYMENT GATEWAY

9.1.   You can use various facilities, namely credit card payment through payment gateways, EMI offers through select banks, net banking available on the Platform for making payments. You may even use e-Gift cards and reward points, if any, to make the payment. You agree that the credit card used is lawfully owned or possessed by you and that you shall not pay or attempt to pay for Product(s) listed on Platform using fraudulent credit card information.

9.2.   We use reasonable measures to ensure security of the information and such information will not be shared with third parties, unless required for fraud verifications or by law, regulation or court order. We shall not be liable for any credit card fraud.

9.3.   We partner with payment partner(s) for payment gateway service. All online transactions will be routed through our payment partner(s). Upon successful transaction, the payment partner will collect and remit the money to us. Upon receiving the payment, we will initiate order processing.

10.   CASH ON DELIVERY

  Cash on Delivery (“COD”), if and when introduced as a payment process may be applicable for select Products and not necessarily for all Products. Orders placed on COD terms is accepted and processed in the good faith that the payment for the order amount will be made at the time of delivery in cash and accordingly the delivery process is initiated. COD option is not available for orders outside India.

11.   ORDER FULFILMENT

  We will initiate processing your order upon payment receipt for all non-COD orders. If there are any issues such as incomplete address, payment amount does not tally with order value, stock not available for one or complete set of Products ordered and any such issues that could potentially delay the delivery, such orders will be referred to our customer care team.The Customer care team will call or mail you to inform the issues. Only upon resolving the issues, the order will be processed.

12.   REPLACEMENT, RETURNS AND CANCELLATION POLICY

  Please refer to our Replacement, Returns and Cancellation Policy provided on our Platform.

13.   SHIPPING AND DELIVERY

  Please refer to our Shipping Policy provided on our Platform.

14.   DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

14.1.   To the fullest extent permissible pursuant to applicable law, Company and its third-party partners disclaim all warranties or guarantees – whether statutory, express or implied – including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement of proprietary rights, and freedom from computer virus or other harmful code. We do not warrant that any information provided by us is accurate, complete, or useful, that our services will be operational, error free, secure, or safe, or that our services will function without disruptions, delays, or imperfections. We do not control, and are not responsible for, controlling how or when our Users use our services or the features, services, and interfaces our services provide. We are not responsible for and are not obligated to control the actions or information (including content) of our Users or other third-parties.

14.2.   No advice or information, whether related to any Product or otherwise, whether oral or written, obtained by you from the Platform will create any warranty or guarantee other than those expressly stated herein. Nothing on this Platform constitutes, or is meant to constitute, advice of any kind and you are requested to perform independent analysis before ordering the Products.

14.3.   For the purposes of this Disclaimer, you expressly acknowledge that as used in this section, the term “Company” includes Company’s officers, directors, employees, affiliates and subsidiaries. You expressly agree that use of the Services is at your sole risk.

14.4.   The Platform, all information provided through the Platform and all the materials including but not limited to images, text, illustrations, designs, icons, photographs, programs, music clips or downloads and video clips (collectively, “Content”), products and services, included on or otherwise made available to you through the Platform is provided on an “AS IS” best effort basis without any representation or warranties, express or implied except otherwise specified in writing.

You expressly agree that use of the Services is at your sole risk. The Services and any data, information, third party software, reference  sites, services, or software made available in conjunction with or through the Services are provided on an “as is” and “as available,” “with all faults” basis and without warranties or representations of any kind either express or implied. We do not authorize anyone to make any warranty on our behalf and you should not rely on any such statement.

14.5.   To the fullest extent permitted under applicable law, the Company shall not be liable for any indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses arising out of or in connection with the Platform, its Services, Products or these Terms of Use, even if we have been advised of the possibility of such damages. Notwithstanding anything contrary in these Terms of Use, our total liability to you for all liabilities arising out of these Terms of Use, be it in tort or contract is limited to the amount charged to you, against the value of the products ordered by you.

15.   INDEMNITY

You shall fully indemnify and hold harmless the Company, its officers, directors, agents, employees, and associate companies, from any and all costs, losses, claims, demands, damages and liabilities, actions including costs and reasonable attorneys' fees, made by any third party and/or penalty imposed, due to and/or arising out of:

(i) your breach of these Terms of Use;

(ii) violation of any applicable law and/or the rights of a third party including but not limited to intellectual property rights, violation of rights of privacy or publicity or  other rights;

(iii) any obscene or indecent postings, and on-line defamation and;

(iv) loss of service by other subscribers.

This Clause shall survive the expiry or termination of Terms of Use.

16.   INTELLECTUAL PROPERTY RIGHTS

16.1.   We respect the intellectual property rights (“IPR”) of others, and we ask you to do the same. We may, in appropriate circumstances and at our discretion, terminate service and/or access to this Platform for Users who infringe the IPR of others. Access to this Platform does not confer and shall not be considered as conferring upon anyone any license under any of our or any third party's intellectual property rights.

16.2.   You grant the Company a non-exclusive, worldwide, perpetual, irrevocable, royalty free, sub-licensable (through multiple tiers) right to exercise the intellectual property in User Content.

16.3.   The Content and software on this Platform may be used only as a shopping resource. Any other use, including the reproduction, modification, distribution, transmission, republication, display, or performance, of the Content on this Platform is strictly prohibited.

16.4.   You recognize that the Company is the owner of all copyrights, trademarks, domains, logos, trade dress, trade secrets, patents and other intellectual property rights associated with our Products and Services. You shall not directly or indirectly, attack or assist another in attacking the validity of, or Company’s or its Affiliates proprietary rights in, the licensed marks or any registrations thereof, or file any applications for the registration of the licensed marks or any names or logos derived from or confusingly similar to the licensed marks, any variation thereof, or any translation or transliteration thereof in another language, in respect of any Products/Services and in any territory throughout the world. If you become aware or acquire knowledge of any infringement of IPR, you shall report the same at infringement@Hyugalife.com with all relevant information.

17.   LINKS TO THIRD PARTY PLATFORMS

17.1.   We think links are convenient, and so we have provided links on this Platform to third-party Platforms. If you use these links, you will leave this Platform.

17.2.   We are not responsible for any of the third-party Platforms (or the products, services, or content available through any of them).

17.3.   We do not endorse or make any representations about such third-party Platforms, any information, software, products, services, or materials found there or any results that may be obtained from using them.

17.4.   If you decide to access any of the third-party Platforms linked to from this Platform, you do so entirely at your own risk and you shall be deemed subject to the privacy policies and terms and conditions for those third-party Platforms; these Terms are not applicable to your use of any such third-party Platforms.

18.   PRIVACY AND CONFIDENTIALITY

18.1.   Your use of the Platform is governed by our Privacy Policy. Please read our Privacy Policy to understand our information collection and usage practices.

18.2.   You may obtain certain confidential information, including without limitation, technical, contractual, product, pricing, business related functions, activities and services, customer lists, knowledge of customer needs and preferences, business strategies, marketing strategies, methods of operation, markets and other valuable information that should reasonably be understood as confidential (“Confidential Information”). You acknowledge and agree to hold all Confidential Information in strict confidence. Title and all interests to all Confidential Information shall be vested in us.

18.3.  Upon such termination, you must stop forthwith using any Confidential Information to which you may have been exposed in due course of your use of the Platform. Company shall not be held liable for breach of confidentiality by any other User or person.

The restrictions in this section shall not apply to disclosure of Confidential Information by either party if and to the extent the    disclosure is:

  (a)   required by the applicable law of any jurisdiction;

  (b)   required by any applicable supervisory or regulatory or governmental body to which the relevant party is subject or submits, wherever situated, whether or not the requirement for disclosure has the force of law; or

  (c)   made to employees and representatives on a need-to-know basis, provided that such persons are required to treat such    information as confidential through written agreement in terms which are no less strict than this section.

19.   PRODUCT DISCLAIMER

The Products sold on the Platform are authentically sourced from various brands/sellers. However, We do not exercise any control over the designing, testing, manufacturing, packaging or labelling of any Product. Accordingly, We shall not be liable for any manufacturing and/or quality defects, labelling claims, adverse reactions from the use or misuse of any Products.

We make every effort to ensure that the product information provided on the Platform is correct and that the colours are displayed as accurately as possible. However, the Company does not warrant that Product descriptions, photograph, colour or other content on the Platform is accurate, complete, reliable, current, or error-free and assumes no liability in this regard. Due to photographic lighting sources or differences in device screen settings (mobile/desktop), Product colour may vary slightly. The product pictures are indicative and may not match the actual product. We reserve the right to correct, modify and revise information, errors, inaccuracies or omissions  at any time (including after an order has been submitted) without prior notice. Please note that such errors, inaccuracies or omissions may also relate to pricing and availability of the product or services. The products or services, or samples thereof, which you may receive from us, shall not be sold or resold for any commercial reasons.

20.   HEALTH RELATED INFROMATION

We intend to provide users with general information about health and wellness through our Platform. This Platform and any information (including information provided on the Platform by nutrition or healthcare professionals employed by or contracting with us) is not intended to provide diagnosis, treatment or medical advice. You should always consult with your healthcare professional and read the information provided by the product manufacturer and any product label or packaging, prior to using any medication, nutritional or herbal or before beginning any diet program or starting any treatment for a health issue. Individuals are different and may react differently to different products. If you rely on any such information by HyugaLife or its representatives/ employees, you do so at your own risk.

The Company does not assume any responsibility for any injury or damage to any person arising out of or related to any use of   recommendations given on our Platform.

21.   FORCE MAJEURE

We shall not be liable for any loss suffered by you due to failure and/or delay on our part in performing any of our obligations under the Terms of Use if such failure and/or delay was due to a Force Majeure Event.

"Force Majeure Event" means any event due to any cause beyond the reasonable control of Company, including, without limitation, unavailability of any communication system, sabotage, fire, flood, earthquake ,explosion, epidemic, pandemic, acts of God, civil commotion, strikes, lockout, and/or industrial action of any kind, breakdown of transportation facilities, riots, insurrection, hostilities whether war be declared or not, acts of government, governmental orders or restrictions breakdown and/or hacking of the Platform  and/or contents provided for availing the Products and/or services under the Platform, such that it is impossible to perform the  obligations under the Agreement, or any other cause or circumstances beyond the control of Company which prevents timely  fulfilment of obligation of the Company.

22.   TERMINATION

22.1.   These Terms of Use are effective unless and until terminated by either you or us.

22.2.   You may terminate the Terms of Use at any time by closing of your account on the Platform.

22.3.   We may terminate these Terms of Use at any time and may do so immediately without notice, and accordingly deny you access to the Platform. Such termination will be without any liability to the Company.

22.4.   The rights and obligations of the Parties under these Terms of Use, which either expressly or by their nature survive the termination of these Terms of Use including but not limited to section 14 (Disclaimers and Limitation of Liability), section 15 (Indemnity), section 16 (Intellectual Property Rights), section 18 (Privacy and Confidentiality), section 20 (Termination), and section 21 (Governing Law and Dispute Resolution) shall survive the termination of these Terms of Use.

22.5.   Except as otherwise specifically provided herein, the termination of these Terms of use for any reason whatsoever shall be without prejudice to any rights or obligations accrued to or in respect of the parties prior to the date of termination.

22.6.   Upon termination, you shall immediately destroy any copies made of any portion of the content contained on the Platform other than User Content. You agree that Company shall not be liable to you or any third party claiming through you, for any suspension or termination of access to Platform.

22.7.   Further, any termination of these Terms of Use shall not cancel your obligation to pay for the product ordered from the Platform.

23.   GOVERNING LAW AND JURISDICTION

23.1.   The Terms of Service and the Policies shall be governed and construed in accordance with the laws of India.

23.2.   Any dispute or difference arising relating to these Terms of Service or Policies (“Dispute”) shall be referred to be resolved by arbitration in accordance with the Arbitration and Conciliation Act, 1996.

23.3.   When any Dispute is under arbitration, except for the matters under dispute, Company and you shall continue to exercise the remaining respective rights and fulfil the remaining respective obligations under these Terms of Service.

23.4.   The arbitration shall be conducted by a sole arbitrator jointly appointed by Company and you.

23.5.   The venue of arbitration shall be Mumbai, India and the language of the arbitration proceedings and of all written decisions and correspondence relating to the arbitration shall be English.

24.6.   If the Dispute has not been resolved by the arbitration, such a dispute shall be subject to the exclusive jurisdiction of the courts in Mumbai and you hereby submit to the jurisdiction of such courts.

24.7.   You agree and acknowledge that the provisions relating to intellectual property (Section 16) and privacy and confidentiality (Section 18) are of importance to Company and monetary compensation may not constitute adequate relief and remedy to Company for non-performance by you of your obligations thereunder. Accordingly, Company shall be entitled to claim specific performance and seek mandatory and/or perpetual injunctions requiring you to perform your duties and obligations under such provisions.

24.   TAXES

All prices are inclusive of VAT/CST, service tax, Goods and Services Tax ("GST"), duties and cesses as applicable - unless stated otherwise. You shall be responsible for payment of all fees/costs/charges associated with the purchase of products from us and you agree to bear any and all applicable taxes including but not limited to VAT/CST, service tax, GST, duties and cesses etc.

25.   GENERAL PROVISIONS

Communications: You hereby expressly agree to receive communication (including transactional messages) or by way of SMS and/or E-mail or through WhatsApp from the Company or any third party in connection with the Services or your registration on the Platform.

We may contact you telephonically or through emails to introduce new Product/service offerings and in case of you do not want us to contact you, you are requested to actively opt out.

Notice: All notices from the Company will be served by email to your registered email address or by general notification on the Platform. You consent to the use of electronic communications in order to the electronic delivery of notices in relation to any matter under these Terms of Use. Any notice provided to the Company pursuant to the Terms of Use should be sent to      support@hyugalife.com with subject line

Attention: TERMS OF USE. Notices sent to the Company shall be effective 3 (three) business days after they are sent.

Assignment: You cannot assign or otherwise transfer the Terms of Use, or any rights granted hereunder or any obligations, to any third party and any such assignment or transfer or purported assignment or transfer shall be void ab initio. The Company’s rights and/or obligations under the Agreement are freely assignable or otherwise transferable by the Company to any third parties without the requirement of seeking Your prior consent. The Company shall be entitled to assign their rights and obligations hereunder to any affiliate, third party or as part of any restructuring, business combination, merger or acquisition.

Severability: If, for any reason, a court of competent jurisdiction finds any provision of the Terms of Use, or any portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties as  reflected by that provision, and the remainder of the Terms of Use shall continue in full force and effect.

Waiver: Any failure by the Company to enforce or exercise any provision of the Terms of Use, or any related right, shall not constitute a waiver by the Company of that provision or right.