Hello and welcome to Smyyle!

These Smyyle Terms of Service, along with the Privacy Policy (“Agreement”) and all other terms and information that may be provided within the service (collectively “Terms”) govern your use of Smyyle’s websites, mobile applications and services such as software, data feeds, email newsletters and associated services provided to you on, from, or through such websites and mobile applications (“Services”) and content made available to you through the Services (“Content”).

The Terms constitute an agreement between you (“user”, “users”, “you”, “your” hereinafter) and Xorbes Interactive Private Limited including its affiliates and suppliers (collectively “Smyyle”), defining your and Smyyle’s rights and responsibilities with respect to the Services.

ACCEPTANCE

This Agreement is a legal and binding agreement between you and Smyyle (“Smyyle”, “we”, “us” or “our” hereinafter). Our Privacy Policy forms an integral part of this Agreement. By accessing, using or contributing to the Services, you are acknowledging that you have read and understood this Agreement (including our Privacy Policy), consenting to become a party to this Agreement and agreeing to be bound by and comply with the terms and conditions herein. If, for any reason, you do not acknowledge, accept and consent to all the terms and conditions of this Agreement, you are kindly advised not to access or use the Services in any manner. For purposes of this Agreement, the term “Content” includes, without limitation, data, information, text, illustrations, logos, photographs, videos, audio clips, animations, written posts, articles, polls, comments, software, graphics, programming themes, scripts, and interactive features generated, provided or otherwise made accessible on or through the Services, including the User Content (as defined below).

CHANGES TO THIS AGREEMENT

We reserve the sole right and authority to revise this Agreement at our sole discretion without prior notice to anyone and at any time. The most recent Agreement will be posted here. By continuing to use the Services after changes are made, you consent to be bound by the revised Agreement. (Last updated on 1 Jan 2023)

ELIGIBILITY

The services provided by Smyyle are intended only for users 18 years of age or older. By accessing and using the Services, you guarantee to us that you are at least 18 years of age. If you are not yet 18 years of age, please stop accessing or using the Services immediately.

USER CONTENT

Some features of the Services may allow users to create, submit, post, embed or display the Content on or through the Services (“User Content”). You hold your rights in such User Content, and by submitting or posting User Content, you irrevocably grant us an irrevocable, fully-paid, royalty-free, sub-licensable, transferable license to use, display, copy, reproduce, process, modify, delete from, add to, prepare derivative works of, publish and distribute any User Content and all intellectual property rights associated therewith, throughout the world in any media formats and any media channel now known of hereinafter devised for any promotional or commercial purposes, either by us or third parties who partner with us for syndication, broadcast, distribution or publication of our Content, during the full term of copyright and all renewals and extensions thereof, without any obligation to make any payment to you or others or to give you credit. If, at our sole discretion we give you credit, you further grant us the right to use your name and likeness under the license contain in this paragraph in association with your User Content and the promotion and advertising thereof. You also waive any right to inspect or approve any final product. We may modify or adapt your User Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your User Content as are necessary to conform and adapt it to any requirements or limitations of any networks, devices, services or media. You are responsible for your use of the Services, for any User Content you provide, and for any consequences thereof, including the use of your User Content by other users and our third-party partners. You understand that your User Content may be syndicated, broadcast, distributed, or published by our partners and if you do not have the right to submit User Content for such use, it may subject you to liability. We will not be responsible or liable for any use of your User Content by us in accordance with these Terms. We do not guarantee any confidentiality with respect to any User Content you submit through our Services. You agree to not use the Service to submit or link to any Content which is defamatory, abusive, hateful, threatening, spam or spam-like, likely to offend anyone, contains adult or objectionable content, contains personal information of others, encourages unlawful activity, or otherwise violates any laws. By submitting or posting the User Content, you represent and warrant that you have full and unrestricted rights, power and authority necessary to grant the rights granted herein to any User Content that you submit. You also represent and warrant that the posting of your User Content or usage of such User Content in accordance with the terms hereof does not violate any right of any party, including copyrights, privacy rights, publicity rights, trademarks, contract rights, or any other intellectual property rights. You further agree that Content you submit to the Services will not contain material that is subject to any third party intellectual property rights, unless you have permission from the rightful owner of the material or you are otherwise legally entitled to post the material and to grant us the license and usage rights granted in this Agreement. By submitting or posting the User Content, you agree that your submission of the User Content does not in any way implicate you as our employee, agent or partner. By submitting or posting the User Content, you further forever release and discharge us, its affiliates, advertising agency, successors, assigns and their respective officers, employees, agents from any and all claims, actions and demands arising out of, or in connection with, the use of your User Contents, your name and biographical data, including, without limitation, any and all claims for invasion of privacy and libel. This release shall inure to the benefit of our assigns, licensees and legal representatives. We will make reasonable efforts to preserve the User Content provided by you; however, we are in no event responsible or liable for failure to do so and you are solely responsible for creating and maintaining a backup of your User Content.

LOGIN

Certain features of the Services such as posting or submitting comments, information and feedback in the Services require login through third party ID (such as Facebook, Twitter and Google). By logging in through third party ID, you permit us to access certain information from your profile (such as name, email address etc.) for use by the Services in accordance with our Privacy Policy.

OUR INTELLECTUAL PROPERTY RIGHTS

All intellectual property rights, titles and interest in and to Services (including Content and any future updates, upgrades and new versions to all such Service), will continue to belong to us and our licensors. The Services including the Content are protected by copyright, trademark and other laws of the Republic of India and other countries. We reserve all rights including those not expressly written in this Agreement. Except, as expressly provided in these Terms, you have no right to use our intellectual property rights. In particular, you have no right to use our trademarks or product names, logos, domain names or other distinctive brand features without our prior written consent. Any comments or suggestions you may provide regarding our Services and Content are entirely voluntary and we will be free to use these comments and suggestions at our discretion without any payment or other obligation to you. When you access our Services (including Content) as part of or in relation to your use of our Services, we grant you a limited, personal, non-exclusive, non-sublicensable, non-transferrable, royalty-free and revocable licence to use the relevant Services and Content in accordance with these Terms (including any specific technical requirements that relate to the Services or its use on your particular device). Please note that these licence terms may be supplemented by terms and conditions applicable to the specific Service. You agree not to copy, modify, reverse compile, reverse engineer or extract source codes from any of our Services, except to the extent that we may not prohibit you from doing so under applicable laws or regulations or you have our prior written consent to do so. Where applicable laws or regulations entitle you to reverse compile or extract source codes from our Services, you will first contact us to request the information you need. You further agree not to make use of the Content in a manner that would infringe the copyright therein and that any attempt to do so is a violation of our rights. You agree to abide by the rules and policies established from time to time by us. Such rules and policies will be applied generally in a non-discriminatory manner to users of the Services. We may from time to time provide updates for our Services. Such updates may occur automatically or manually. Please note that Services may not operate properly or at all if upgrades or new versions are not installed by you. We do not guarantee that we will make any updates available for any Services, or that such updates will continue to support your device or system.

INTELLECTUAL PROPERTY INFRINGEMENT AND CONTENT REMOVAL

We try hard that content posted on our website is original and does not infringe on copyright of any individual or entity, however, if you believe that your copyright work has been copied and posted in the Services in a way that constitutes copyright infringement, please provide us with the following information: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner, by sending an email to [email protected]. We will take appropriate action as mandated under applicable laws, including the Information Technology Act, 2000 (including the Rules framed thereunder). We will remove the Content upon receipt of an infringement claim if we believe in good faith that it is likely that the subject Content is infringing intellectual property right of any third party.

DISCLAIMER REGARDING THIRD-PARTY LINKS

Our Content and Services may contain links to other websites and mobile applications that are owned and operated by third parties. These third-party websites and mobile applications may contain information that some people consider inappropriate or offensive. You acknowledge that these third-party websites and mobile applications are beyond our control, and we are not responsible for the availability of, or the content located on or through, any third-party websites and mobile applications. You should contact the administrator for those third-party websites and mobile applications if you have any concerns regarding such links or the content located on such websites and mobile applications. Your use of those third-party websites and mobile applications is undertaken at your own risk and is subject to the terms of use and privacy policies of each website and mobile application. We include third party links or references merely as a convenience to our users, and we do not guarantee, approve or endorse the information or products available on such third party websites and mobile applications nor do we assume any liability for the third-party websites and mobile applications, services, or products.

DISCLAIMER REGARDING CONTENT

Our Services may include Content, including User Content, which may be offensive, harmful, objectionable, indecent, unlawful, inaccurate or inappropriate. We do not endorse any Content, and the same does not reflect our opinions or policies. We may, but are not required to, monitor Content, restrict or remove Content, and suspend or delete a user account that we determine at our sole discretion is inappropriate or for any other reason. Under no circumstances do we assume any responsibility or liability whatsoever for any Content, including but not limited to any errors or omissions in any Content or any loss or damage of any kind incurred as a result of the use of any Content made available via the Services, and you agree to waive any legal or equitable rights or remedies you may have against us with respect to such Content. Any use or reliance on any Content by you through the Services is at your own risk.

ADVERTISEMENTS

Our Service may include advertisements or commercial content. You agree that we are allowed to integrate, display and otherwise communicate advertising or commercial content in our services and that (where reasonably practicable) we will identify such advertising or commercial content. You also agree that, as explained in our Privacy Policy, we use targeted advertising to try to make advertising more relevant and valuable to you.

WARRANTY AND DISCLAIMER

We warrant to you that we will provide our content and services using reasonable care and skill. Apart from this warranty, to the extent permitted by applicable laws and regulations, our services are provided on an “As is” and “As available” basis and neither we nor any of our affiliate companies make any representation or warranty or gives any undertaking in relation to Smyyle Services and Content, including: (i) any representation, warranty or undertaking that our Services and Content will be uninterrupted, secure or error-free or free from viruses; (ii) that our Services and Content will be compatible with your device; or (iii) that our Services and Content will be of merchantable quality, fit for a particular purpose or not infringe the intellectual property rights of any person or entity. To the extent permitted by applicable laws and regulations, you waive any and all implied representations, warranties and undertakings.

LIMITATION OF LIABILITY

To the extent permitted by applicable laws and regulations, the total aggregate liability of Smyyle and its partners, directors, employees, officials, representatives, licensors for all claims in connection with these terms arising out of any circumstances, will be limited to the greater of the following amounts: (I) the amount that you have paid to us, through a cheque or demand draft or any of the electronic payment methods approved by Reserve Bank of India, for your use of Services to which the claim relates.

To the extent permitted by applicable laws and regulations, in no event will we or any of our affiliate companies be liable for any of the following:

•             in connection with these terms or our Services, for any damages caused by: (i) any natural disaster such as floods, earthquakes or epidemics; (ii) any social event such as wars, riots or government actions; (iii) any computer virus, trojan horse or other damage caused by malware or hackers; (iv) any malfunction or failure of our or your software, system, hardware or connectivity; (v) improper or unauthorised use of our Services; (vi) your use our Services and Content in breach of these terms; or (vii) any reasons beyond our reasonable control or predictability;

•             for any indirect, special, consequential, exemplary or punitive damages; and/or

•             for any loss of business, revenues, profits, goodwill, content or data.

Nothing in these terms limits or excludes any of the following liabilities, except to the extent that such liability may be waived, limited or excluded under applicable laws and regulations:

•             any liability for fraud;

•             any liability for death or personal injury;

•             any liability for gross negligence or wilful misconduct; or

•             any other liability to the extent that such liability cannot be waived, limited or excluded under applicable laws and regulations.

Notwithstanding any other provisions of these terms, nothing in these terms limits or excludes any of your statutory rights in your jurisdiction, to the extent these may not be excluded or waived under applicable laws and regulations.

INDEMNITY

You agree that you indemnify and hold Smyyle and its partners, directors, employees, officials, representatives, licensors harmless against any claims, suits, actions, demands, damages, debts, losses, cost, expenses (including litigation costs and attorneys’ fees) and liability arising from: (i) your use of our Services and Content; or (ii) your breach of, or failure to comply with, the terms and conditions of this Agreement. We may, in our discretion, participate in the defense of any such claim or action and any negotiations for its settlement or compromise. No settlement which may adversely affect our rights or obligations shall be made without our prior written approval. We reserve the right, at our own expense and on notice to you, to assume exclusive defense and control of any such claim or action and then your corresponding indemnification obligation will end.

TERMINATION/CANCELLATION

We may, at our sole discretion, terminate your access to all or any part of the Services and Content at any time, with or without cause without any prior notice. All terms and provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, licenses of User Content, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

GOVERNING LAW AND DISPUTE RESOLUTION

Except to the extent that: (i) any applicable additional terms incorporated into these Terms provide differently, or (ii) the applicable laws and regulations of your jurisdiction mandate otherwise:

any dispute, controversy or claim (whether in contract, tort or otherwise) arising out of, relating to, or in connection with these Terms, including their existence, validity, interpretation, performance, breach or termination, will be referred to the courts in Gurgaon, Haryana, India.

GENERAL TERMS

These Terms are the entire agreement between you and us in relation to our Services and Content and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and us with respect to the Services and Content. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Use of the Services is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions. You shall not use the Services in any manner contrary to local, state or federal law. We expressly disclaim any and all responsibility or liability for any action by you that is contrary to such law(s) by you and reserves the right to terminate your Service immediately upon notice of your failure to comply with any such local, state or federal law. Our performance of this Agreement is subject to existing laws and legal process, and nothing contained in this Agreement is in derogation of our right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Services or information provided to or gathered by us with respect to such use. You agree that you will have no claim against us for any statement which is not explicitly set out in these Terms. The words “include” and “including” are to be construed without limitation. The invalidity of any provision of these Terms (or parts of any provision) will not affect the validity or enforceability of any other provision (or the remaining parts of that provision). If a court holds that we cannot enforce any part of these Terms as drafted, we may replace those terms with similar terms to the extent enforceable under applicable laws and regulations, without changing the remaining terms of these Terms. No delay in enforcing any provision of these Terms will be construed to be a waiver of any rights under that provision. Any rights and obligations under these Terms which by their nature should survive, including any obligations in relation to the liability of, or indemnities (if any) given by, the respective parties, will remain in effect after termination or expiration of these Terms. No person other than you and us will have any right to enforce these Terms against any person, and you may not delegate, assign or transfer these Terms or any rights or obligations under these Terms without our prior consent. We may freely assign, transfer or sub-contract these Terms or our rights and obligations under these Terms, in whole or in part, without your prior consent or prior notice to you.