Resilient Innovations Private Limited (“Company”) is a private limited company engaged in the business of facilitating a suite of financial services to customers through its digital platform, on software as a service model, and providing other value-added services to such customers.
“12% Club Services” means the services provided by the 12% Club from time to time;
“Applicable Laws” means all applicable (i) statutes, enactments, acts of legislature or parliament, laws, bye-laws, ordinances, rules, regulations, listing agreements, notifications, guidelines or policies of any applicable jurisdiction; (ii) administrative interpretation, writ, injunction, directions, directives, judgment, arbitral award, decree, orders or consents of, or agreements with, any Governmental Authority or a recognized stock exchange; and (iii) international tax treaties, as may be in force from time to time;
“Governmental Authority” means any Indian or non-Indian court of competence, arbitral tribunal, legislative, executive or administrative agency or commission or other governmental or regulatory agency or authority or any securities exchange;
“Intellectual Property Rights” means:
patents, trademarks, trade names, service marks, service names, logos, internet domain names, corporate names, rights in designs, copyright (including right in computer software) and moral rights, database rights, semiconductor topography rights, utility models, formulae, processes, trade secrets, proprietary information, rights in knowhow and other intellectual property rights, in each case, whether registered or not and including applications for registration, and all rights or forms of protection having equivalent or similar effect anywhere in the world;
rights under licenses, consents, order or statutes or otherwise in relation to a right under paragraph (a);
rights of the same or similar effect or nature as or to those under paragraph (a) and (b) which now or in the future may subsist;
the right to sue for past infringements or any of the foregoing rights.
“Partner” means any Person who has entered into an agreement with the Company in connection with the provision of the 12% Club Services; and
“Person” shall mean any natural person, limited or unlimited liability company, corporation, partnership (whether limited or unlimited), proprietorship, Hindu undivided family, trust, union, association, government or any agency or political subdivision thereof or any other entity that may be treated as a person under applicable law.
ELIGIBILITY TO USE
You expressly acknowledge and agree that: (i) you are a natural person; (ii) you are capable of entering and authorized to enter into a legally binding agreement; (iii) all information you submit is accurate and truthful; (v) you will maintain the accuracy of such information; (vi) you are not barred or otherwise legally prohibited from accessing or using 12% Club Services under Applicable Laws; (vii) expressly acknowledges and agrees that use of the 12% Club Services is permitted only for those who are physically located in India at the time of registration, linking to any offering forming part of the 12% Club Services.
To avail the 12% Club Services, you should be an Indian citizen and resident with an active Indian mobile number and bank account.
NATURE OF THE SERVICES
The Company has developed and is the owner of certain software which enables provision of the 12% Services.
You acknowledge that it shall be required to provide up to date, correct and accurate information, including its mobile number registered with the relevant bank, email address, and any other information, details as maybe required by the Company or the Partners from time to time.
You undertake not to access or attempt to access the 12% Club Services by any means other than through the interface that is provided by the Company and in the manner permitted thereby. You specifically undertake not to access or attempt to access the 12% Club Services through any automated means (including by use of scripts or web crawlers).
Please note that the Company is merely a facilitator of financial products and does not directly provide any financial services to the Users. The Company is not an organization registered with the Reserve Bank of India and does not hold any license to engage in any activities relating to lending or borrowing and is not a financial institution regulated under the Banking Regulation Act, 1949, the Reserve Bank of India Act, 1934 or any other laws for the time being in force in India. The Company is also not a deposit taking company or a chit fund or a company offering any investment schemes as per the rules and regulations for the time being in force in India.
FEES AND CHARGES
In connection with the use of the 12% Club Services, the Company shall specify the fees and charges payable to the Company for the provision of the relevant 12% Club Services. The charges and fees is exclusive of any applicable taxes, all of which shall be the liability of and charged to you.
Without prejudice to the above, the Partners may charge separate fees and charges in connection with the services or facilities provided to you by the Partners, as specified to you.
REPRESENTATIONS, WARRANTIES AND COVENANTS
You hereby represent, warrant and covenant with the Company that:
all information provided by you to the Company and/or the Partners is and shall be maintained as true, correct and accurate in all respects;
you are not barred or otherwise prohibited from accessing or using 12% Club Services or the services / products provided by the Partners in any manner;
you shall not impersonate any person or entity, falsely claim or otherwise misrepresent an affiliation with any person or entity, or access the accounts of others without permission, forge another person’s digital signatures or perform any other fraudulent activity;
you shall promptly provide all information and assistance as may be required by the Company or the Partners from time to time in dealing with requests or queries of any Governmental Authority.
You agree to provide KYC and similar relevant details & documents to Company and the Partners, in electronic and physical form, as may be required by Company. Also, you hereby authorise the Company to use your KYC and details for all such services that the Company may offer, by itself or through third parties, from time to time.
You authorise the Company to read and access messages on the device utilising the 12% Club Services for retrieval and use for the enhancement of 12% Club Services.
You shall not share the username and password with other Persons and acknowledge that such sharing shall cause irreparable harm to you and the Company and that you shall be liable to indemnify the Company and the Partners for any loss or damage suffered as a result of any unauthorised use.
It is agreed that the Company and the Partners shall be entitled to rely upon all electronic communications, orders or messages sent to Company and the Partners. The Company and the Partners shall not be obligated to verify or make further inquiry into the identity of the sender, or integrity of any communications. The Company and the Partners shall not be responsible for any losses sustained through the use of stolen or hacked devices or fraudulent electronic transactions.
Without limiting the foregoing, you agrees that you shall not use the 12% Club Services or the products/services of the Partners to undertake any of the following actions or to display, upload, modify, publish, distribute, disseminate, transmit, update or share any information that:
is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, paedophilic, libellous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatsoever;
infringes any patent, trademark, copyright or other proprietary rights;
contains viruses, corrupted files, or any other similar software or programs that is designed to interrupt, destroy or that may limit the functionality of any computer source or that may damage or adversely affect the operation of another person's computer, its web-sites, any software or hardware, or telecommunications equipment;
advertises or offers to sell any goods or services for any commercial purpose;
is in the nature of promotional services, products, surveys, contests, pyramid schemes, spam, unsolicited advertising or promotional materials, or chain letters;
falsifies or deletes any author attributions, legal or other proper notices or proprietary designations or labels of the origin or the source of software or other material;
violates any law for the time being in force;
belongs to another Person to which you do not have any right to;
interferes with or disrupts the 12% Club Services or the services/products of the Partners or their websites, servers, or networks;
impersonate any other person;
harms minors in any way;
forges headers or manipulates identifiers or other data in order to disguise the origin of any content transmitted through its websites or to manipulate the your presence on its websites;
engages in any illegal activities;
defames the Company or the Partners, and their employees, officers, directors, agents, partners and service providers, including without limitation, by posting any defamatory content on any social media; and
threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order, or causes incitement to the commission of any cognizable offence, or prevents the investigation of any offence or insults any other nation.
You shall not attempt to or engage in any activity that may:
reverse engineer, decompile or otherwise extract the source code related to the 12% Club Services or the services/products of the Partners or their websites, servers, or networks or any part thereof,;
use any robot, spider, retrieval platform or other similar devices;
collect information about other users for any illegal or unlawful purpose;
create any user accounts by automated means or under false or fraudulent pretenses;
transmit any viruses, worms, defects, trojan horses, or any items of a destructive nature;
use the 12% Club Services or the services/products of the Partners or their websites, servers, or networks in any manner that could damage, disable, overburden, or impair, or undertake any action which is harmful or potentially harmful to, any of the servers, networks, computer systems or resources connected to any of the servers connected, directly or indirectly to the 12% Club Services or the services/products of the Partners or their websites, servers, or networks, or interfere with any other third party Person's use and enjoyment of the 12% Club Services or the services/products of the Partners or their websites, servers, or networks; and
carry out any denial of service (DoS, DDoS) or any other harmful attacks on the 12% Club Services or the services/products of the Partners or their websites, servers, or networks or; disrupt or place unreasonable burdens or excessive loads on, or interfere with or attempt to make, or attempt any unauthorized access to the 12% Club Services or the services/products of the Partners or their websites, servers, or networks.
The Company reserves the right to suspend/discontinue the 12% Club Services or the services/products of the Partners to you and/or to sever its relationship with you, at any time, for any cause, including, but not limited, to the following:
For any suspected discrepancy in the particular(s), documentation or information provided by you;
To combat potential fraud, sabotage, willful destruction, threat to national security, for any other force majeure reasons etc.;
If the same is due to technical failure, modification, upgradation, variation, relocation, repair, and/or maintenance due to any emergency or for any technical reasons;If the same is due to any transmission deficiencies caused by topographical and geographical constraints/limitations;
If you do not have the control over your login details and password or your account is compromised in any other manner;
If you indulges in any abusive or aggressive or threatening behavior or any act or any intimidation or harassment of any kind (be it verbal or physical or written) against any employee / representative / agent of the Company or the Partners or any other user; and
If the Company believes, in its reasonable opinion, that cessation/ suspension is necessary.
No warranty of any kind, implied, express or statutory, including but not limited to the warranties of non-infringement of third party rights, title, merchantability, satisfactory quality or fitness for a particular purpose, is given in conjunction with 12% Club Services or the services / products of the Partners or any data/content. While the Company may apply such technology as it deems fit to ensure the security of and prevent unauthorised access to its products/services, the Company does not warrant that products/services or any content/data will be provided uninterrupted or free from errors or that any identified defect will be immediately corrected. Further, no warranty is given that products/services or any data/content are free from any computer virus or other malicious, destructive or corrupting code, agent, program or macros. The Company provides any services and features on an “as is”, “where is”, “with all faults” basis.
You acknowledges that he/she has not solely relied on any representation/warranty made by the Company, Partners, service providers, subcontractors or agents and has made independent assessment. It is your responsibility to evaluate the accuracy, completeness and usefulness of all opinions, advice, services, merchandise and other information.
ALL OTHER WARRANTIES, WHETHER LEGAL, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, OF FITNESS FOR A PARTICULAR USAGE OR FOR THE INTENDED USE THEREOF ARE EXPRESSLY EXCLUDED.
EXCLUSIONS OF LIABILITY
Notwithstanding anything to the contrary the Company, its successors, agents, assigns, and each of their directors, officers, employees, associates, agents, and representatives shall in no event be liable to you or any other Person for:
any indirect, incidental, special, consequential, punitive or economic loss, expense or damage arising from or in connection with any access, use or the inability to access or use products and services of the Company and the Partners or any other products/services and data/content or reliance on those, howsoever caused and regardless of the form of action (including tort or strict liability);
any downtime costs, loss of revenue or business opportunities, loss of profit, loss of anticipated savings or business, loss of data, loss of goodwill or loss of value of any equipment including software; and/or
any loss or damage arising as a result of a disclosure/sharing or hacking of the your login details and password, and any improper usage, failure or malfunction of any computer or mobile phone, unavailability of an electricity connection, other telecommunications equipment, any other services or equipment necessary to access products and services of the Company and the Partners.
The Company shall not be liable for any inconvenience, loss, cost, damage or injury suffered by you or any third Person arising from or caused by:
act or omission of any third party including but not limited to any equipment or software providers, any service providers, any network providers (including but not limited to telecommunications providers, internet browser providers and internet access providers), or any agent or subcontractor of any of the foregoing;
the use of products and services of the Company or the Partners;
theft or loss of your computer, mobile phone, data, login details and password, hardware and/or equipment;
you are deprived of the use of the products and services of the Company or the Partners as a consequence of any act or omission by Company for any reason including but not limited to compliance with any applicable laws and/or regulations and any instructions and/or directions given by any local or foreign regulatory body, government agency, statutory board, ministry, departments or other government bodies and/or its officials.
The Company is not responsible for any information or content uploaded by you. The Company is not responsible for any direct or indirect damages or losses caused to you, including without limitation, lost profits, business interruption or other loss resulting from use of or reliance in any way on anything available on the services provided by the Company. It is solely your responsibility to evaluate the accuracy, reliability, completeness and usefulness of information and content available on the Website and Application.
THIRD PARTY SERVICES
The Company may provide you with access to third-party tools and services and certain content, products and services available by the Company and the Partners may include materials from third-parties which the Company neither monitor nor have any control over.
You acknowledges and agrees that the Company provides access to such links, website, tools and services “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement and the Company does not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any materials, products, or services of third-parties, including the Partners. The Company shall have no liability whatsoever arising from or relating to the your use of optional third-party tools and services. You are requested to review the third-party’s policies and practices carefully and make sure that you understands them. Complaints, concerns, or questions regarding third-party products should be directed to the third-party.
No part or parts of the 12% Club Services may be reproduced, distributed, republished, displayed, broadcast, hyperlinked, transmitted, adapted, modified to create derivative works or otherwise commercially exploited in any manner or by any means or stored in an information retrieval system without the Company’s prior written permission.
You shall not claim any rights or interest in the Intellectual Property Rights of the Company, or in connection with any other services, features or product offered by the Company to you, including without limitation, the 12% Club Services. In no event shall you alter, tamper, vary, modify, change, disassemble, decompile, or reverse engineer any Intellectual Property Rights of the Company (including without limitation any Intellectual Property Rights licensed to the Company by any other Person) (collectively, “IP Property”), or permit others to do so. Altering, tampering, varying, modifying, changing, disassembling, decompiling and reverse engineering include, without limitation:
converting the IP Property from a machine-readable form into a human-readable form;
disassembling or decompiling the IP Property by using any means or methods to translate machine-dependent or machine-independent object code into the original human-readable source code or any approximation thereof;
examining the machine-readable object code that controls the IP Property’s operation and creating the original source code or any approximation thereof by, for example, studying the IP Property’s behaviour in response to a variety of inputs;
performing any other activity related to the IP Property that could be construed to be reverse engineering, disassembling, or decompiling; or
making any alteration or change to the IP Property without the express prior written consent of the Company.
GOVERNING LAW AND JURISDICTION
In case you and the Company are unable to amicably resolve the Dispute within 30 days from the date on which such Dispute arose, the Dispute may, at your option or the option of the Company, be referred to arbitration by a sole arbitrator appointed jointly.
The seat of arbitration shall be New Delhi and the language of arbitration shall be English.
In case you come into possession of any confidential information of Company or the Partners, you shall safeguard the same and shall not disclose such confidential information without the prior written consent of the Company.
Any notices to the Company must be sent to the details given below:
Name: Rajeev Ranjan
Address: - A45,Second Floor, Corner Market, Malviya Nagar, Delhi 110017
[9:30 AM to 6:30 PM, Monday to Friday except Public Holidays]
Notice shall be sent to the contact address set forth here (as such may be changed by notice given to the other party), and shall be deemed delivered as of the date of actual receipt.
You acknowledge that you may receive communication over voice calls and messages regarding the 12% Club Services, and products, and such other promotional communications. You unconditionally consent that such communications are upon your request and authorization, not 'unsolicited commercial communications' as per the guidelines of Telecom Regulation Authority of India (TRAI) and are in compliance with the relevant guidelines of TRAI or such other Governmental Authority.