Terms and Conditions

This Terms and Conditions is published by Upfin Fintech Private Limited, a company incorporated under the Companies Act, 2013, having its registered office at 35/20, 2ND FLOOR, 11TH MAIN ROAD, 5TH BLOCK, Jayanagar, Bangalore South, Bangalore, KA 560041 IN(hereinafter referred to as “Upfin”. The terms of use that will be applicable in the context of the Upfin Website (website name) and Upfin Application (website and application shall hereinafter collectively referred to as “Application”) and govern the persons downloading, signing up/registering on the Application and purchasing any product/services as presented by Affiliate through the Application (hereinafter referred to as “End Customer”) or downloading signing up/registering and/or promoting products/services of Company’s clients products and services on the Application to the End Customer (hereinafter referred to as “Affiliate(s)”) (End Customer and Affiliate/s shall collectively be referred to as “Users”).

Terms and Conditions should be read with the Privacy Policy published in the Privacy Policy section of the Upfin’s Application. By visiting Upfin’s Application and accessing the information, resources, services, products, and tools provided by Upfin, Users understand and agree to accept and adhere to the following terms and conditions as stated in this policy (hereafter referred to as 'User Agreement'), along with the terms and conditions as stated in our Privacy Policy (please refer to the Privacy Policy section below for more information).

Modifications in User Agreement and Privacy Policy

Upfin reserves the right to change this User Agreement from time to time without notice. User acknowledges and agree that it is User’s responsibility to review this User Agreement periodically to familiarize yourself with any modifications.

User’s continued use of this Application after such modifications will constitute acknowledgment and agreement of the modified terms and conditions.

Users are hereby notified that by using the Upfin Application, it is deemed that the Users have consented to this User Agreement and by accepting the Privacy Policy and User Agreement at the time of registration, it is deemed that the User represents to Upfin that their age is 18 years or more than 18 years and that they are authorized to use this Application and to enter into this agreement;

Further, it is hereby clarified that Upfin may at any point in time and at its sole discretion migrate, transfer or shut down or modify the Application or any part thereof without notice to the User; and

Upfin may amend or alter or vary this User Agreement and the Privacy Policy at any time and shall inform the User from time to time. In case of non-compliance with this User Agreement and Privacy Policy, Upfin has the right to terminate the access or usage rights of the Users and or suspend, freeze or block the wallet or account of the User.

Prohibition of Content on Upfin

Upfin hereby specifies that User is prohibited from publishing, hosting, displaying, uploading, modifying, transmitting, posting, communicating, updating or sharing any information that:-

belongs to another person and to which the User does not have any right to;

is grossly harmful, harassing, abusive, blasphemous; defamatory, obscene, pornographic, pedophilic, 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 whatever;

harm minors in any way;

infringes any patent, trademark, copyright or other proprietary rights and third-party intellectual property rights;

violates any law for the time being in force;

deceives or misleads the addressee about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;

impersonate another person;

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

threatens the unity, integrity, defense, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation;

is invasive of another person’s privacy including bodily privacy.

is insulting or harassing on the basis of gender;

promotes enmity between different groups on the grounds of religion or caste with the intent to incite violence; and

can be considered as unsolicited messages (commercial or otherwise).

Responsible Use by End Customer

By the End Customer’s continuous use of the Application and providing consent in the manner specified above, it is hereby agreed that the End Customer has gone through the terms of this User Agreement and the terms of the Privacy Policy and is aware of all aspects related to the information collected by the Affiliates from such End Customer;

The End Customer agrees and acknowledges that the representations and warranties made pertaining to the products are made by the Affiliate and the Upfin shall not be held liable for any actions of the Affiliate;

The End Customer represents and warrants that it shall be the responsibility of the End Customer to educate himself about the plans and benefits of the products, in no event the Company shall be held liable for any loss incurred to the End Customer;

The End Customer represents and warrants that it shall not share its personal information with any third party and it is aware of the purpose of collection of its personal information. Thus, the End Customer is providing the personal information with free consent;

The End Customer represents and warrants that it is aware of the transaction before transferring any amount to the Affiliate;

The End Customer shall follow all the precautions before using or purchasing the services listed on the Application;

If the End Customer wishes to avail the services available on the Application, the End Customer may be asked by the Affiliate to supply certain information relevant to their interest including, without limitation, the End Customer’s name, address, phone number and such other details as required to provide services;

The End Customer represents and warrants that the advice or information, whether oral or written, obtained by the End Customer on the Application will not create any warranty or guarantee by Upfin other than those expressly stated herein. Further, the End Customer agrees and acknowledges that it shall be the responsibility of the End Customer to evaluate the accuracy, completeness, and usefulness of all opinions, advice, services, merchandise, and other information provided on the Application; and

The End Customer shall not make any payments to the Advisor for the purchase or investment of the products and Upfin in no circumstances shall be held liable for such payments made by the End Customer.

Representation and Warranties by Affiliates

The representations and warranties made by Affiliate to the End Customer shall be true and correct’

The Affiliate shall not make any false, unauthorized, or exaggerated disclosures about the products;

The Affiliate hereby represents and warrants that he/she shall not solicit the prospective leads to invest or subscribe or purchase the product through coercion including but not limited to threats, inducements, etc;

The Affiliate represents and warrants that he/she shall not be entitled to collect any money on behalf of the End Customer. The Affiliate shall at all points in time ensure that he/she does not directly or indirectly demand or accept money, commissions, or kickbacks from the End Customer;

By selling, promoting, or marketing the products to the End Customer, it is deemed that the Affiliate agrees and accepts and terms of the User Agreement that shall be accessed through the Application;

Affiliate represents and warrants that the commercials, terms, and conditions pertaining to the products also have dependencies on third parties and thus the Company shall not be held liable for any loss incurred by the Affiliate; and

Affiliate represents and warrants that the Advisor is aware of the plans and benefits of the products.

Data Collected from Affiliates

If the Affiliate wishes to avail the services available on the Application, the Affiliate may be asked to supply certain information without limitation to OTP for signing up, Affiliate’s name, address, phone number and such other details as required to provide services. Affiliate represents and warrants that the information supplied by the Affiliate is true, correct, and complete;

By submitting such information, the Affiliate grants Upfin the right to provide the information to third parties for purposes of providing services to the Affiliate and End Customer and for such other purposes as stated in this User Agreement and Privacy Policy.

Liability of Users

The User agrees to not use any engine, software, tool, agent, or other device or mechanism (such as spiders, robots, avatars, or intelligent agents) to navigate, hack, reverse engineer or search the Application;

User agrees and understands that in the event Upfin learns (either through itself or through reports from other Users or third parties) that the User is contravening with any of the provisions of this User Agreement or the Privacy Policy or any law for the time being in force then without prejudice to other available rights and remedies, Upfin shall at all times and its sole discretion be entitled to disable, block, restrict the User’s access to the Application, remove any or all information (including but not limited to the contravening information) of the User from the Application and suspend or cancel any pending payments payable to the User;

Upfin reserves the right to take these actions without providing any notice to the User. Upfin shall also be entitled to share such information with government authorities, attorneys, regulatory bodies, and law enforcement agencies;

User is responsible for making all arrangements necessary for them to have access to the Application and thereby the Services.

User is also responsible for ensuring that any persons who access the Application through the User’s account is aware of these terms and that they shall comply with them;

User and such persons are jointly and severally responsible and liable for all activities that take place or occur under the User’s account;

User agrees that their ability to log into their account is dependent upon external factors such as internet service providers and internet network connectivity and Upfin shall not be liable to User for any damages arising from your inability to log into the User account; and

User hereby agrees and represents that the User is in compliance with applicable law; and

The User agrees and acknowledges that Upfin shall not be held liable or made a party to any dispute between the User, and the User shall be responsible to indemnify Upfin from and against any losses, damages, or claims that are made or threatened to be made against Upfin.

Limitation of Liability of Upfin

The User hereby understands that unless agreed otherwise in writing, Upfin shall not be responsible to indemnify any losses suffered by the User. The User irrevocably waives any and all rights to make any claims, file any suits or threaten or initiate any action against the Upfin seeking indemnification;

The User agrees and acknowledges that Upfin shall at no point in time be liable for the losses, damages, or expenses suffered by the User owing to the disclosure of information (that is consented by the User as detailed in this User Agreement and the Privacy Policy or that is lawfully disclosed by Company to government, investigative or regulatory authorities) by Upfin;

It is hereby clarified that Upfin (and its partners) gross liability arising out of or in connection with any disputes, losses, damages or expenses incurred or suffered by the User by the use of the Application or the content therein or services provided by Upfin shall not exceed Rs.1000/- (Rupees One Thousand only), Upfin shall under no circumstance be held liable for indirect, special, incidental, consequential, exemplary or punitive damages, including but not limited to damages for loss of profits, lost revenues however caused, and under any theory of liability, including but not limited to contract or tort and whether or not was or should have been aware or advised of the possibility of such damage and non-withstanding the failure of essential purpose of any limited stated herein;

It is further clarified that Upfin shall not be responsible, in any manner, whatsoever for any delay or failure to meet its obligation under the User Agreement which may be caused directly or indirectly due to failure on the part of the Affiliate for unavailability, unresponsiveness or failure to provide complete and accurate information;

While Upfin may exercise best efforts with regard to the technical upkeep, maintenance and availability of the Application, Upfin shall under no circumstance be responsible for any loss of data of the User or for failure of the Application or Application related problems (technical or otherwise); and

In the event Upfin faces any suits or claims or suffers any losses or damages or incurs any expense owing to the acts or omissions (including but not limited to the contravention of this User Agreement or Privacy Policy or Applicable law) of the User, then such User shall fully and without limitation indemnify, protect and hold harmless Upfin, its Directors, employees and associates from and against such losses.

Revocation of Consent by User

The User agrees and understands the revocation of consent to this User Agreement or Privacy Policy by a User shall be effective from the date Company acknowledges the intimation of revocation of consent by the User and such revocation shall not have retrospective effect under any circumstances.

If a User disagrees with the terms of this User Agreement or the Application or intends to withdraw their consent to the same then such User shall immediately cease using the Upfin Application.

If a User wishes to withdraw consent to the terms of this User Agreement, then such User is required to communicate the same to the Grievance Officer whose details are provided in the Privacy Policy of Upfin Application in the manner specified therein

Infringement of Third-party Intellectual Property

It is hereby expressly clarified that Upfin shall not be liable and does not expressly or impliedly make any warranties to the accuracy, technical correctness, bonafide, or authenticity of any information on the Application (including but not limited to price, description. Advertisement, content on third-party linked websites) and that (unless otherwise agreed in writing between the information provider and Upfin), Upfin is publishing them on as-is basis or based on the inputs received from such information providers, Upfin shall not be liable for the acts or omissions of the Users that result in third-party intellectual Property Rights Infringement; and

It is hereby clarified that in the event the User notices any content on the Application that infringes the intellectual property rights of any third party then the User shall have the option to report the same by writing to the Grievance Officer whose details are provided in the Privacy Policy. Upon receipt of such reports, Upfin shall act in a time-bound manner in this regard. For other general feedback and inputs or reports (other than those specified in this User Agreement and the Privacy Policy) the User is encouraged to reach out to us on the “Contact Us” page of the Application.

Prevalance of Seperate Agreement

In the event Upfin has executed a separate written agreement with the User pertaining to the subject matter hereof then such agreement shall be read with the Terms of this User Agreement and Privacy Policy, in case of any conflict between the terms of such specific agreement and this User Agreement and Privacy Policy, the terms of such specific agreement (to the extent of the conflicting portion only) shall prevail.

Governing Law and Jurisdiction

This User Agreement and Privacy Policy shall be governed by the laws of India. User agrees that all disputes shall be subject to Arbitration by a sole arbitrator appointed by Upfin and the courts of Bangalore shall have the exclusive jurisdiction to decide any disputes between the parties (i.e. for obtaining interim relief and/or for enforcing the arbitral award). User and Upfin shall bear their respective cost incurred during the dispute resolution process.

This User Agreement and the Privacy Policy is a legally binding contract between the User and Upfin (as provided in the Indian Contract Act, 1872, Information Technology Act, 2000, and the Information Technology Rules).

Illegality or Invalidity

If any term or condition of Upfin’s User Agreement and Privacy Policy shall be deemed invalid, illegal, or unenforceable, the parties hereby agree that such term or condition shall be deemed to be deleted and the remainder of the User Agreement shall continue in force without such term or condition.

No Waiver in Case of Delay

No delay or failure on the Upfin’s part to enforce our rights or remedies under the User Agreement or other policies shall constitute a waiver on our part of such rights or remedies unless such waiver is confirmed in writing.

Force Majeure

Upfin shall not be liable for any failure or delay in performing any of its obligations under this User Agreement or Privacy Policy if such delay or failure is attributable to reasons beyond its control or due to a force-majeure event (including but not limited to natural disasters, strikes, lock-outs, labour problems, work stoppages, riots, acts of terrorism, technical problems or failures, delays or failure of services by vendors).