Terms of Service
The usage of the Website (as defined hereinafter) and the OTPless Software (as defined hereinafter) provided by OTPless Solutions Private Limited, a company incorporated under the laws of India and with its registered office at 44, Backray Portion 2nd Floor, Regal Building, Connaught Place, Central Delhi, New Delhi, Delhi, India, 110001 (“OTPless”) or any services provided by OTPless through the Website and OTPless Software shall be governed by these terms and conditions ("Terms of Service or Terms").
These Terms of Service are effective as of 8th March, 2024, and will remain in effect except with respect to any changes in its provisions in the future, which will be in effect immediately after being posted on this page. We reserve the right to update or change our Terms of Service at any time and you should check these Terms of Service periodically. Your continued use of the Service after we post any modifications to the Terms of Service on this page will constitute your acknowledgment of the modifications and your consent to abide and be bound by the modified Terms of Service. If we make any material changes to these Terms of Service, we will notify you either through the email address you have provided us or by placing a prominent notice on our website.
In these Terms of Service, the term "User" refer to you, the Person or entity who has availed the OTPless Services and shall include any contractors and other Persons using the Website and who has availed OTPless Services. It is clarified that in case of a company, partnership, trust or any other legal entity which uses the Website, OTPless Software or OTPless Services, "User" shall include such company, partnership, trust or any other legal entity. OTPless offers the Website and OTPless Services conditioned upon the User's acceptance of these Terms of Service.
Please note that by use of the Website and OTPless Services, the User also agree to be bound by the additional terms and conditions and policies referenced herein and/or available by hyperlink, including without limitation OTPless's Privacy Policy, and other policies of OTPless.
These Terms of Service apply to all users of the Website and any users of the OTPless Services and any services provided by OTPless, except as may be specifically agreed otherwise in writing. Any new product or services provided by OTPless, or any new features or tools which are added to the application, website or platform shall, unless specifically stated otherwise, be subject to these Terms of Service.
Please read these Terms of Service carefully before accessing or using the Website or the OTPless Services. By accessing or using any part of the Website,OTPless Software or by the use of OTPless Services, the User agrees to be bound by these Terms of Service. If the User does not agree to all the Terms of Service, then the User may not access the Website, OTPless Software or use of OTPless Services. If these Terms of Services are considered an offer, except as may be specifically agreed otherwise in writing, acceptance is expressly limited to these Terms of Service.
The User can review the most current version of the Terms of Service at any time on this page. OTPless reserves the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to OTPless Software or the Website. It is the User's responsibility to check this page periodically for changes. Following the posting of any changes, the User's continued use of or access to the OTPless Software or the use of the OTPless Services, constitutes acceptance of such revised Terms of Service.
Other applicable terms
These Terms of Service refer to, incorporate, and include the privacy policy of OTPless available here which sets out the terms on which OTPless process any personal data OTPless collects from the User, or that the User provide to OTPless.
About us
OTPless provides OTPless Services which can be availed by the User through the Order Form signed between the User and the OTPless. After availing the OTPless Services, OTPless Software will be integrated on the User's mobile application, website and any other medium compatible with the OTPless Service and availed by the User.
Our responsibility
OTPless may provide links to the sites of such companies that provide services through the website operated by OTPless or OTPless Software and may enable a User to communicate with such Persons. If a User transacts or deals with any other User or such Person, the User is transacting or dealing with directly from those third parties and not OTPless. OTPless is not responsible for examining or evaluating, and we do not warrant, the offerings of, or the actions of any such Persons. OTPless does not assume any responsibility or liability for the actions, product, materials, items and content of all these and any other third parties and does not assume any liability for any misconduct of such persons. In case of any misconduct or improper behaviour of any such Person, the User is requested to report the same promptly to OTPless.
Definitions
Capitalized terms, not defined elsewhere in these Terms of Service, shall mean as follows:
"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;
"Confidential Information" means any information concerning the business affairs, pricing, details of the customers, clients or suppliers of the User or OTPless or the other clients, all tangible and intangible information obtained, developed or disclosed or accessed including all documents, data papers and statements and trade secrets, as applicable;
"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;
"Fees" means the fee payable for the use of the OTPless Services, as specified by OTPless in the Order Form;
"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.
"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;
"Order Form" shall mean the order form setting out inter alia the terms of the provision of the OTPless Services to the User;
"OTPless Software" means the software as a service provided by OTPless and availed by a User under an Order Form;
"OTPless Services" 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;
"Website" means the website operated by OTPless.
5.1: OTPless may revise these Terms of Service at any time by amending this page. The User must check this page from time to time to take notice of any changes made to these Terms, as they are binding on the User.
5.2: OTPless may, without prior notice, change all or any features of the Website and OTPless Software; add or remove functionalities or features; stop providing the Website and OTPless Software; or create usage limits for the Website and OTPless Software.
The User agrees that the User shall be bound by these Terms by accessing Website or OTPless Software, or by otherwise availing of the services from OTPless.
Grant of licence
7.1: Subject to the Terms of Service and the Order Form, OTPless grants to the User a personal, conditional, limited, revocable, non sub-licensable, non-assignable, non-transferrable, non-exclusive, license to use and access OTPless Service along with the User's mobile application, website and any other medium compatible with the OTPless Service and availed by the User, solely for the purpose of verifying a customer mobile number over the internet through the 'WhatsApp' mobile application, only during the term as mentioned in the Order Form and in the territory for which OTPless Service has been availed ("License").
7.2: The User agrees that OTPless shall, at all times, be the legal and beneficial owner of all Intellectual Property Rights in connection with the OTPless Services, including the OTPless Software. The Terms shall not be deemed to confer upon the Customer any further or greater rights in the OTPless Service or any related Intellectual Property Rights.
Conditions for use
8.1: By agreeing to these Terms of Service, a User (which such User is a natural Person) represents that the User is at least the age of majority i.e. 18 years, and is competent to contract. Additionally, where the User is registering on behalf of, and is the authorized representative of, a company, partnership or any other legal entity, such User has been duly authorized by such entity and is permitted under Applicable Laws to accept these Terms of Service. The User represents and warrants that the User has the full power and authority to accept the Terms of Service, access the Website or OTPless Software and use the services provided by OTPless, under these Terms of Service and that these Terms of Service are binding upon the User and enforceable in accordance with their terms. Where the Services are availed by a company, partnership or any other legal entity, the User represents and warrants that the entity has the full power and authority to accept the Terms of Service and such Terms of Service shall bind such company, partnership or any other legal entity, as applicable.
8.2: In case OTPless alters or amends the eligibility criteria to be registered for accessing the Website or OTPless Software, as required under Applicable Laws, or receiving services of OTPless and the User no longer complies with the new eligibility criteria, as determined by OTPless in its sole discretion, the User accepts that OTPless may restrict or suspend the access to the Website or OTPless Software or receiving services of OTPless without any liability for OTPless. The User is solely responsible for ensuring that the User are in compliance with these Terms of Services.
8.3: The User shall ensure that there are proper encryption and security measures at its respective desktop, mobile device or other device used to access the Website or OTPless Software to prevent any hacking and the User accepts all liabilities with respect to any compromise or unauthorized use or disclosure or access to such information.
8.4: The User may not use the OTPless Services, the OTPless Software or the Website for any illegal or unauthorised purpose nor may the User, in the use of the OTPless Software, violate any Applicable Laws (including but not limited to copyright laws).
8.5: The User shall not, and shall ensure that none of its agents, employees and representatives:
use the OTPless Services for any purpose other than for User's internal business purposes;
transfer, sub-license, sub-lease or allow access to, the OTPless Service, to any third party or create any rights in favour of a third party in respect thereof;
access or attempt to access the source code of the OTPless Software;
Introduce any malicious codes or harmful files or programs into the OTPless Software; and use the OTPless Software for any unlawful purposes.
8.6: The User shall at all times comply with all Applicable Laws.
8.7: In the event of expiry or termination of the Order Form, for any reason whatsoever, the License granted to the User shall immediately terminate and the User shall cease all use and access of the OTPless Service through OTPless Software.
8.8: OTPless shall not be liable for any refund of the fees already paid by the User for availing OTPless Services. Termination of the Order Form shall not discharge the User from the payment of any accrued and unpaid fees.
8.9: Termination of the OTPless Services shall not release the User from any liability which at the time of termination has already accrued or which thereafter may accrue in respect of any act or omission prior to such termination.
Payment of Fees
9.1: The User agrees and undertakes to pay the Fee for the License availed by the User as mentioned in the Order Form. The User agrees and accepts that OTPless has arrangements with banks, financial institutions and payment processors for the collection of the Fees and the User shall strictly adhere to the terms of such banks, financial institutions and payment processors with respect to the payment of Fees. In case OTPless is unable to collect the Fees from the User for any reason whatsoever, including, without limitation, on account of any technical malfunction, the User agrees and undertakes to promptly pay the Fee to OTPless. In case of the non-payment of the Fees, OTPless reserves the right to discontinue the OTPless Services and restrict the User's access to the OTPless Software.
9.2: The User agrees to promptly update the User's account and other information required by OTPless, including the User's email address, mobile number, personal details, and details of a User’s payment instrument, in connection with the provision of the services by OTPless. The User undertakes to provide all such information, documents, and data as may be required or instructed by OTPless for the use of the services provided by OTPless.
9.3: After the expiry of the term mentioned in the Order Form, OTPless shall be entitled to charge further fee for the License granted to the User as may be agreed between the User and OTPless.
10.1: The User shall not redistribute, sublicense, rent, publish, sell, assign, lease, market, transfer, or otherwise make the OTPless Services, the Website, OTPless Software or any component or content thereof, available to any third parties prior the prior written consent of OTPless.
10.2: The User shall not circumvent or disable any digital rights management, usage rules, or other security features of the Website or OTPless Software; remove, alter, or obscure any proprietary notices (including copyright notices) on any portion of the the Website or OTPless Software; and not use the the Website or OTPless Software in a manner that threatens the integrity, performance, or availability of the OTPless Software, Website or the OTPless Services.
10.3: Without limiting the foregoing, the User agrees that the User shall not use the the Website or OTPless Software, or the OTPless Service to undertake any of the following actions or to display, upload, modify, publish, distribute, disseminate, transmit, update or share any information that:
that the User does not have a right to make available under any law or contractual or fiduciary relationship, unless the User owns or controls the rights thereto or have received all necessary consents for such use of the content;
is defamatory, vulgar, obscene, pornographic, paedophilic, invasive of another person’s privacy, including bodily privacy, insulting or harassing on the basis of gender, libellous, racially or ethnically objectionable, relating or encouraging money laundering or gambling, or otherwise inconsistent with or contrary to the laws in force;
is harmful to minors and children;
infringes patent, trademark, copyright or other proprietary rights or intellectual property rights of any person or entity;
violates any applicable law, regulation or generally accepted practices or guidelines in India;
deceives or misleads any other user of the Website or OTPless Services, OTPless or any other person the origin of any messages on the Website or OTPless Software or knowingly and intentionally communicates any information which is patently false or misleading in nature but may reasonably be perceived as a fact;
impersonates any person or entity, or falsely state or otherwise misrepresent the User's affiliation with a person or entity;
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 other nation;
contains viruses, trojan horses, worms, spyware, time bombs, cancelbots, or other computer programming routines, code, files or such other programs that may harm the Website or OTPless Software, interests or rights of other users or limit the functionality of any computer software, hardware or telecommunications, or that may harvest or collect any data or personal information about other Users without their consent;
and 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.
10.4: Without limiting the foregoing, the User agrees that the User shall not:
decompile, reverse engineer, or disassemble the Website or OTPless Software or modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information or software obtained from the Website or OTPless Software, or remove any copyright, trademark registration, or other proprietary notices from the contents of the Website or OTPless Software;
(i) use the Website or OTPless Services for commercial purposes of any kind except as permitted by OTPless, or (ii) advertise or sell the Website or OTPless Services or any services of OTPless or domain names or otherwise (whether or not for profit), or solicit others (including, without limitation, solicitations for contributions or donations) or use any public forum for commercial purposes of any kind, or (iii) use the Website or OTPless Software or the services of OTPless in any way that is unlawful, or harms OTPless or any other person or entity as determined by OTPless;
Engage in any activity which would interfere with any other person's use or enjoyment of the Website or OTPless Services and the OTPless Software including engage in disruptive attacks such as denial of service attack on the Website or OTPless Software;
Access or use the Website or OTPless Software in any manner that could damage, disable, overburden or impair any of the servers or the networks of OTPless;
Disrupt or interfere with the security of, or otherwise cause harm to, the Website or OTPless Software, materials, systems resources, or gain unauthorized access to user accounts, passwords, servers or networks connected;
Use deep-links, page-scrape, robot, spider or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to increase traffic to the Website or OTPless Software, to access, acquire, copy or monitor any portion of the Website or OTPless Software or the website operated by the OTPless, or in any way reproduce or circumvent the navigational structure or presentation of the OTPless Software or the Website, or any content, to obtain or attempt to obtain any content, documents or information through any means not specifically made available through the Website or OTPless Software or the website operated by the OTPless;
and Use the Website or OTPless Software for purposes that are not permitted by: (i) these Terms of Service; and (ii) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdiction.
10.5: The User shall not use the Website or OTPless Software for any purpose that might be construed as contrary or repugnant to any applicable law, regulation, guideline, judicial dicta, or public policy or for any purpose that might negatively prejudice the goodwill of OTPless, its partners or violate the Terms of Service.
OTPless's rights
11.1: OTPless reserves the right to suspend/discontinue the Website or OTPless Software and any other products/services to the User and/or to sever its relationship with the User, at any time, for any cause, including, but not limited, to the following:
For any suspected violation of the rules, regulations, orders, directions, notifications, laws, statutes, from time to time or for any violation of the terms and conditions mentioned in these Terms of Service.
For any suspected discrepancy in the particular(s), documentation or information provided by the User;
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 the User does not have the control over the User's login details and password or the User's account is compromised in any other manner;
If the User indulges in any abusive or aggressive or threatening behaviour or any act or any intimidation or harassment of any kind (be it verbal or physical or written) against any employee / representative / agent of OTPless or any other User;
and If OTPless believes, in its reasonable opinion, that cessation/ suspension is necessary.
Accuracy of information
12.1: OTPless is not responsible if information made available on the Website (including any information in relation to the OTPless Software and OTPless Services) is not accurate, complete or current. The material on the Website and the Platform is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting, primary, more accurate, more complete or more timely sources of information.
12.2: The Website may contain certain historical information. Historical information, necessarily, is not current and is provided for the User's reference only. OTPless reserves the right to modify the Website at any time, but OTPless has no obligation to update any information the Website. The User agrees that it is the User's responsibility to monitor changes to the Website or any other information provided by OTPless.
Warranties
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 the Website OTPless Software and OTPless Services. While OTPless may apply such technology as it deems fit to ensure the security of and prevent unauthorised access to its products/services including OTPless Software, OTPless does not warrant that OTPless Software, OTPless Services, other 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. OTPless provides the Website access to the OTPless Software or the services of OTPless and other products/services an “as is”, “where is”, “with all faults” basis.
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 IN CONNECTION WITH THE USE OF THE WEBSITE, OTPLESS SERVICES AND OTPLESS SOFTWARE OF THE COMPANY.
Exclusions of liability
14.1: Notwithstanding anything to the contrary, OTPless, its successors, agents, assigns, and each of their directors, officers, employees, associates, agents, and representatives shall in no event be liable to the User 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 the Website OTPless Software or OTPless Services OTPless 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 User’s 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 the Website, OTPless Software or the services of OTPless.
14.2: OTPless shall not be liable for any inconvenience, loss, cost, damage or injury suffered by the User or any third Person arising from or caused by:
act or omission of any third party including but not limited to any participants, interviewers or 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; and
theft or loss of the User's computer, mobile phone, the User's data, the User's login details and password, hardware.
NOTWITHSTANDING ANYTHING TO THE CONTRARY, IN NO EVENT, SHALL THE COMPANY OR ANY OF ITS DIRECTORS, EMPLOYEES, AGENTS AND/OR PERSONNEL, BE LIABLE TO THE USER OR ANY PERSON FOR ANY DAMAGES, LIABILITIES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO: (I) THESE TERMS OF SERVICE, WEBSITE OTPLESS SOFTWARE, OTPLESS SERVICES, OR ANY REFERENCE SITE, APP, PRODUCTS OR SERVICES; OR (II) THE USER’S USE OR INABILITY TO USE THE WEBSITE, OTPLESS SOFTWARE, OR OTHER PRODUCTS OR SERVICES OF THE COMPANY OR ANY REFERENCE SITE; OR (III) ANY OTHER INTERACTIONS WITH THE COMPANY; HOWEVER CAUSED AND WHETHER ARISING IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY OR OTHERWISE, BEYOND OR IN EXCESS INR 1,000, OR ANY LOWER AMOUNT AS MAY BE PERMITTED UNDER APPLICABLE LAWS, WHICHEVER IS LESS.
14.3: OTPless shall make all best efforts to provide uninterrupted services subject to down time and regular maintenance Notwithstanding anything in these Terms of Service, the User acknowledges that the Website or OTPless Services provided through OTPless Software may not be uninterrupted or error free or free from any virus or other malicious, destructive or corrupting code, program or macro. OTPless shall adopt all such best technical and non-technical security measures that it considers are appropriate and are the same as that is prevalent in the industry, however OTPless does not guarantee that such security measures cannot be subverted to gain unauthorized access. In the event of interruption to the Website or OTPless Services provided through OTPless Software or loss of use and/or access, OTPless shall use best endeavors to restore access as soon as reasonably possible.
14.4: OTPless is not responsible for any information or content uploaded by any User on the Website.
Third party services
15.1: OTPless provides the User with access to third-party tools and services and certain content, products and services available by OTPless may include materials from third-parties which OTPless neither monitor nor have any control over. Third-party links on the Website may direct the User to third-party websites that are not affiliated with OTPless.
15.2: The User acknowledges and agrees that OTPless 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 OTPless 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.
Intellectual property
16.1: All Intellectual Property Rights in the Website, OTPless Services and OTPless Software belong to OTPless and OTPless shall remain the sole and exclusive owner of the Website, OTPless Software and all Intellectual Property Rights relating thereto. Nothing in these Terms of Service shall operate to transfer any Intellectual Property Rights beyond the specific licenses, as may be specifically agreed in writing. OTPless retains ownership of all right, title to, and interest in any and all Intellectual Property Rights developed, owned, licensed or created by OTPless.
16.2: No part or parts of the Website or OTPless Software 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 OTPless's prior written permission. The User may view, print or use OTPless’s content for personal, non-commercial use only, provided further that the User does not modify the content and that the User retains all copyright notices and other proprietary notices contained in the content.
16.3: The User shall not claim any rights or interest in the Intellectual Property Rights of OTPless or its partners, or in connection with any other services, features or product offered by OTPless to the User. In no event shall the User alter, tamper, vary, modify, change, disassemble, decompile, or reverse engineer any Intellectual Property Rights of OTPless (including without limitation any Intellectual Property Rights licensed to OTPless 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 OTPless.
16.4: User shall immediately inform OTPless of any infringement or suspected infringement of the Intellectual Property Rights of OTPless in the OTPless Services and the Website and related Intellectual Property Rights when such User becomes aware of such infringement or suspected infringement. OTPless shall have the sole and absolute discretion to take a decision regarding any action to be initiated against such infringement or suspected infringement.
Indemnification
The User agree to indemnify, defend and hold harmless OTPless and its parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees (“Indemnified Parties”), from all claims, demands, losses, costs, fees suffered or incurred by the Indemnified Parties due to or arising out of the User’s breach of these Terms of Service or the documents they incorporate by reference, or the User’s violation of any law or the rights of a third-party.
Waiver
If OTPless does not exercise a right under these Terms of Service, shall not constitute a waiver of such right. Waiver of any right, remedy or breach of any subject matter contained in these Terms of Service shall not be viewed as a waiver by OTPless, unless specifically agreed by OTPless in writing.
Force Majeure
For purposes of these Terms of Service, “Force Majeure Event” means any event or circumstance, regardless of whether it was foreseeable (including without limitation an act of war, hostility, or sabotage; act of God; electrical, internet or telecommunication outage that is not caused by the obligated party; government restrictions (including the denial or cancellation of any export or other license); criminal, revolutionary, or terrorist activity), that: (a) was not caused by a party and, (b) prevents that party from complying with any of its obligations pursuant to these Terms of Service (other than an obligation to pay money). If a Force Majeure Event occurs, OTPless will be excused from performing those obligations rendered un-performable by the Force Majeure Event. During a Force Majeure Event, OTPless shall use reasonable efforts to limit damages to the User and to resume its performance pursuant to these Terms of Service.
Relationship of the parties
The User agree that no joint venture, partnership, employment, or agency relationship exists between the User and OTPless as a result of these Terms of Service, the User's use of the Website or OTPless Software, or the availing of Services from OTPless.
Assignment
The User shall not assign or transfer the rights and obligations if the User under these Terms of Service, including any assignment or transfer by reason of merger, reorganization, sale of all or substantially all of its assets, change of control or operation of law, without OTPless's prior written consent of OTPless may assign or transfer the rights and obligations contained in there Terms of Service to any Person.
Governing law and jurisdiction
These Terms of Service and any Order Form will be governed by the laws of the India without any application of conflict of laws principles.
In case of any differences, disputes or disagreements between the User and OTPless, the dispute shall be resolved by a sole arbitrator appointed by the mutual consent of the User and OTPless. The seat of arbitration shall be New Delhi and the language of arbitration shall be English.
Confidentiality
OTPless shall keep confidential, all Confidential Information of the User. However, OTPless may disclose any Confidential Information if and to the extent:
the information is or becomes freely available in the public domain (other than due to breach of these Terms);
the disclosure is required by law, order of any court, governmental or regulatory body, provided that prior to disclosure of any information the Receiving Party shall promptly notify the Disclosing Party of such requirement with a view to providing the Disclosing Party an opportunity to contest or limit such disclosure;
the disclosure or use is required for the purpose of any proceedings arising out of these Terms;
or the disclosure of information by a Receiving Party to its directors, employees or professional advisers on a need-to-know basis, provided that such persons are duly bound by written obligation of confidentiality and non-disclosure at least as stringent as those provided under these Terms.
Data Protection
24.1: OTPless undertakes that any personal data of the User's customers or its employees or any other person, collected while providing OTPless
Service to the User "User's Data"), shall be used by OTPless only for the purpose of providing and improving OTPless Service.
24.2: OTPless undertakes that it shall not share the User's Data obtained by it due to the usage of the OTPless Software by the User with any third party.
24.3: User represents and warrants to OTPless that it has obtained and shall at all relevant times obtain, all consents and permissions required under applicable law, in respect of the collection and processing of User's Data for the purposes of providing OTPless Services to the User.
24.4: OTPless shall keep User's Data secure and shall employ security practices as required under applicable laws to protect, store and process User's Data. OTPless shall immediately notify the User in case of any unauthorized use or access to the User's Data.
Contact Information
25.1: Questions about these Terms of Service should be sent to OTPless to Tanmay Sagar (help@otpless.com). Any notices to OTPless in connection with the Website or OTPless Services, OTPless Software or these Terms of Service must be sent to the details given below:
Grievance Officer: Tanmay Sagar
Address: 1101, Rajhans Bonista, Old Ghod Dod Rd, Ram Chowk, Adarsh Society, Athwa, Surat, Gujarat 395001
Email: help@otpless.com
25.2: 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.
25.3: OTPless may give telephonic notice to the User by calls to appropriate numbers, by messaging to the telephone number, or by an email to the email address of the User available on record with OTPless. The User's agree that in case there are any changes in any information provided by the User to OTPless, including the User's phone number, e-mail address and other contact details, the User will be solely responsible to update them regularly. The User agrees that all agreements, notices, disclosures and other communications that OTPless provide to the User's electronically satisfy any legal requirement that such communications be in writing. If OTPless sends any communication by e-mail or to the User's phone number, it shall be sent to the User's e-mail address or phone number available on the records as mentioned in the Order Form and it shall be deemed to have been received by the User once it is reflected as sent in the outbox of the e-mail id or at the time of dispatch of the message.
Non-solicit
From the date of expiry or termination of the Order Form and till a period of 1 (one) year, the User shall, without OTPless’s prior written consent, hire, engage or solicit the employment of any person who is or was during the term of the Order Form employed by the OTPless.
Cumulative rights
The rights and remedies of OTPless provided in this Terms of Service are not exclusive, but are cumulative upon all other rights and remedies to the full extent allowed by law.
Entire understanding
The rights and remedies of OTPless provided in this Terms of Service are not exclusive, but are cumulative upon all other rights and remedies to the full extent allowed by law.