Terms of service
This document is an electronic record in terms of the Information Technology Act, 2000 and the rules framed thereunder. This electronic record is generated by a computer system and does not require any physical or digital signatures.
Last updated: December 10, 2023
Welcome to www.wise.live (Wise App/Platform). Wise App is owned and operated by Wise Leap Technologies Private Limited (Company/We/Us/Our), a company incorporated under the laws of India. We enable and facilitate the dissemination of education by way of providing a platform to do so and a wide range of services relating to education technology including the features on our Platform (as defined hereinafter) (Services). Our platform, available at our website web.wise.live and an application listed under web.wise.live/download which are owned and operated by Us to provide the Services (Platform/Wise App). The Terms of Use governs Your access to and use of every content, functionality and/or Services offered on or through Wise App.
By your (You or Your) accessing, browsing and/or use of Wise App, You accept and agree to comply with and be bound by these terms and conditions (Terms of Use), and Our privacy policy (accessible at https://www.wise.live/privacy-policy.html) (Privacy Policy) (the Terms of Use and Privacy Policy shall together be referred to as Agreements). By accessing our Platform, You agree and acknowledge that You are bound by the terms contained in the Agreements. Please read these Terms of Use carefully before proceeding. You declare Your willingness to abide and be bound by these Terms of Use throughout Your use of Wise App. If You do not agree with the Terms of Use, please do not use Wise App. These Terms of Use (which may be updated at the sole discretion of the Company without intimation) will be effective immediately upon Your acceptance of Our terms and conditions, Your use of Wise App being indicative of such acceptance. These Agreements shall be enforceable against You in the same manner as any other written agreement.
DEFINITIONS
Capitalized terms used and not otherwise defined in this Agreement or its schedules have the meanings set forth below:
- Access Credentials shall mean the credentials that are used to access the Wise App by those users who have entered into a separate agreement with Us for the same. This also includes the access codes/invite links generated by Wise App from time to time;
- User Content means Content that is transmitted, uploaded or stored on the Platform by You and in connection with the use of the Services;
- Content means text, graphics, photographs, audio, video (including live videos), documentation, presentations and/or other content including any information and data;
- Confidential Information shall mean any confidential or proprietary information, of a Party, in any form, including but not limited to the information relating to the such Party’s Content that is not in public domain which when disclosed is (a) marked as confidential (b) is identified as confidential at the time of disclosure; or (c) that is manifestly of a confidential nature. Confidential Information shall not include information that is (i) publicly available prior to this Agreement and/or is made publicly available by the disclosing Party without restriction; (ii) rightfully received by the receiving Party from third parties without accompanying confidentiality obligations; (iii) already in the receiving Party’s possession and was lawfully received from sources other than the disclosing Party; and (iv)independently developed by the receiving Party outside of this Agreement;
- Device shall mean any smartphone, computer equipment, tablet computer, smartwatch and includes any device capable of being used by You to access and use the Services;
- Enrol, Enrollment and Enrolled shall mean the accessing of the Platform by You by entering the Access Credentials and/or any other information as may be required for such Enrollment by Us from time to time. You may Enrol on the Platform as a ‘Instructor’ or a ‘Learner’ provided however, any Enrollment by You shall be conditional to Your fulfilling the Eligibility Criteria under Paragraph 4;
- Effective Date shall mean the earlier of the date on which You first access the Platform or the date of Enrollment;
- Licensor Content means Content that is made available by Wise to the You in connection with the Services.
SCOPE OF SERVICES
We aim to provide easy access to education by way of Our Platform and Services. Our Platform can be accessed at a comparatively lower network speed/bandwidth. You can access the Services on Our Platform by entering Your phone number and entering the ‘one-time password’ generated. By doing this,
You shall be able to create an account profile, which shall enable You to access the Platform. You can Enrol on the Platform as a Instructor and/or Learner based on Your intent to use Our Platform. In case You have executed an agreement with Us and/or opted for additional Services, You may be requested to provide additional details such as Your name, email address, phone number etc. Once You have Enrolled on the Platform, We also provide an option for you to customise
Your experience by uploading a picture in the space provided.
It is clarified that the use of the Platform is for educational purposes only and shall at all times be in accordance to the applicable laws from where You access the Platform. Adherence to the same shall be wholly Your responsibility and obligation. You understand and acknowledge that the Services provided by Us are in good faith. We do not make any representation and/or warranty in relation to the veracity of the information provided by or to You and/or in general for any Services provided.
Wise App reserves the right to delete Your user account and/or restrict Your use of the Services and/or Platform at any point in time if it is brought to Our notice that You have misused Our Platform in any manner. Such deletion shall be at Our sole discretion. Further, Access Credentials given to You shall only be used by You unless specifically permitted otherwise. We shall endeavour to ensure that the Access Credentials enable You to avail Our Services and/or access the Platform at all times. However, we assume no liability in any manner for the misuse of the Access Credentials. Further, due to any reason if these Access Credentials are faulty, We shall endeavour to rectify such fault and provide You with the necessary support. However, We do not guarantee the same.
We shall not provide You with any Device to use the Platform and/or Services. However, we may provide Updates (as defined hereinafter) from time to time without prior notification. Updates may be chargeable.
TERMS OF THE SERVICES
The Services are subject to the terms of the Agreements. The Company may discontinue and/or revise any or all aspects of the Services and/or the Platform at Our sole discretion without prior intimation to any party.
The appropriate means of providing the Services, including the method, technology and route of delivery of the Service to You shall be determined by Us and We may vary the method, technology and route of delivery at any time without notice. Where such change may materially affect the Services, a notification may be provided to You on the Platform.
In order to fulfil the larger objective, We may collect and store Your data, including but not limited to, the amount of time You access Our Platform and/or avail Our Services, Your presence in a virtual classroom, assignments submitted online, presentations, discussion threads etc. Please consider carefully what You choose to share and/or make public, the Company has no responsibility for that activity and/or for the type of information shared and/or for any misuse of information.
You acknowledge and agree that any material uploaded by You, including texts, graphics, presentations, live lectures and/or any other Content may be retained by Us to improve Our Services and the operations of the Platform. We acknowledge and agree that any User Content developed by You and presented on the
Platform shall belong solely to You so long as You have not used any of the Services and/or the Platform in the development of the same.
You represent and warrant that You shall not attempt, directly or indirectly, to make or cause to conduct any such activity on the Platform and/or the Services for any prohibited purposes under the law, including but not limited to, under the provisions of the Information and Technology Act, 2000.
ELIGIBILITY CRITERIA
Only those persons who are competent/capable of contracting within the meaning of the Indian Contract Act, 1872, shall be eligible to Enrol on the Platform and/or access Our Services.
Persons who are minors and/or do not, are not eligible to Enrol on Wise App and/or use Our Services. As a minor if You wish to use Wise App and/or Services, such use shall be made available to You by Your legal guardian or parents, who has agreed to these Terms of Use and Privacy Policy. Such persons shall only use Wise App and/or use Our Services under the guidance and supervision of parents and/or guardians. Please note that in the event the Platform and/or Services are utilised by such persons, it is assumed that the legal guardian/ parent who has set up the user account and/or Enrolled and/or given access to such person has authorised the use of the Platform and/or Services.
In the event a minor utilizes Wise App and/or the Services, it is assumed that he/she/they have obtained the consent of the legal guardian or parents and such use is made available by the legal guardian or parents. The Company will not be responsible for any consequence that arises as a result of misuse of any kind of Wise App or any of Services that may occur by virtue of any person, including a minor, Enrolling on Wise App and/or for any Services provided.
By Enrolling on Wise App and/or using any Services You warrant that all the data provided by You is accurate and complete and that by Your Enrollment on Wise App/ use of any Services, You have obtained the consent of parent/legal guardian (in case of minors). The Company reserves the right to terminate Your Enrollment and restrict Your access to Wise App and/or any Services if it is discovered that You are under the age of 18 (eighteen) years and/or are incapable of contracting under the Indian Contract Act, 1872 and the consent to use Wise App and/or avail any Services is not made by Your parent/legal guardian or any information provided by You is inaccurate. You acknowledge that the Company does not have the responsibility to ensure that You conform to the aforesaid eligibility criteria. It shall be Your sole responsibility to ensure that You meet the required qualification.
The criteria specified under this paragraph shall be defined as the Eligibility Criteria.
Instructor
Such person who wishes to Enrol on Wise App as ‘Instructor’ shall meet the Eligibility Criteria under Paragraph 4. A ‘Instructor’ is bound and legally liable to conduct classes/lectures that are not in any manner prohibited under the applicable laws. A ‘Instructor’ shall ensure that the details of the classes, including but not limited to, the subject matter and timing, as required to be entered on the Platform, are correct and accurate. Any incorrect information provided by the Instructor shall be the sole liability of the Instructor and Wise App shall not be liable in any manner of the same.
Learner
Learners shall access the Platform by themselves only with if they are above the age of 18 (eighteen) years or any other such age of attaining majority as may be applicable in the place where You are accessing the Platform and/or availing the Services from as a ‘Learner’.
Your data and Content may be stored and/or retained by Us. Further, We shall retain Statistical Data (as defined hereinafter), including the time spent by You during a class conducted. We reserve the right to share and use this data to provide features, Services and enhance Our Platform.
We may also use the services of third party service providers to process such data collected from You. We shall not be responsible for any liability arising out of the same.
ADMINISTRATORS
In the event that You have entered into a separate agreement with Us, the terms of that agreement shall apply in addition to the Terms of Use and Privacy Policy. It is clarified that under no circumstances shall You be exempt from adhering to the Terms of Use and/or Privacy Policy in any manner.
PAYMENT TERMS
The Company enables payments via payment service providers (“PSP”) partners and the User should take care not to share their personal UPI pin or OTP with any third party intentionally or unintentionally. The Company never solicits information such as UPI pin or OTP over a call or otherwise. The Company shall not be liable for any fraud due to the sharing of such details by the User. The providers providing Third Party Services / PSP partners shall not be liable for any fraud due to sharing of such details by the User.
While availing any of the payment methods available on the Platform, the Company shall not be responsible or assume any liability, whatsoever in respect of any loss or damage arising directly or indirectly to you due to:
- Lack of authorisation for any transaction; or
- Exceeding the pre-set limit mutually agreed by you and between the third-party bank; or
- Any payment issues arising out of the transaction; or
- Decline of transaction for any other reasons.
Applicability of GST: You hereby confirm that you are not registered or required to be registered under the applicable Goods and Services Tax Act. Accordingly, you confirm that the goods and services tax (GST) is not applicable to the services provided by you through the Platform.
In the event that the GST is applicable on the services provided by you, you shall intimate us about the same at least 10 (ten) days in advance through written communication sent to info@wiseapp.live along with details of GSTIN. Upon receipt of the written intimation, we shall collect GST at source in terms of the provisions of applicable law at the relevant point in time and pass on the credit to you by filing the relevant returns.
It is hereby confirmed that we shall not be responsible for any of your GST liability arising on the services rendered by you through the Platform or otherwise.
Further, in case of any tax, penalty or any other costs incurred by us due to non-compliance or non-communication or any other action or omission attributable to you in relation to the afore-mentioned aspects on GST, such implications including but not limited to taxes, interest and penalties, shall be immediately reimbursable by you to us.
The users who are selling online courses or collecting fees online through Wise or Wise's white-labelled app would be paying a transaction charge of 5% of every domestic transaction and 10% of every international transaction that happens through the platform. This is inclusive of the payment gateway charges (on actual) applied by the payment gateway on every transaction.
Refund/Cancellation
Payment transactions cannot be cancelled after initiating the transaction. If the User has entered the wrong number/VPA ID, then the Company is not a liable party in the transaction.
The Company does not support refunds on the Payment transactions being enabled on the Platform
Payment of services
As of date, the access to the Platform and certain Services are provided free of cost (except those that are specifically marked as chargeable). The Company has the sole discretion to charge for the Services provided including access to the Platform at any point in time.
COLLECTION OF INFORMATION
We understand that in the course of Your use of the Platform, You may share certain details (Details), from time to time. We may, at Our sole discretion, authenticate these Details as part of a check. These Details shall be true and accurate. If found that such information is false and/or inaccurate, We shall be entitled to report the same to the applicable authorities and/or take necessary action as required under law. This shall include perusal of the kind of Content uploaded by You.
You shall ensure that the Content and Details do not infringe upon the intellectual property, trade secret or other proprietary rights or rights of publicity or privacy rights of third parties. We do not take responsibility of the genuineness and/or veracity of the Details and/or the Content provided on the Platform.
By submitting Content and or Details on Wise App and/or through any Services, You grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed) and to associate Your Content with You. You agree that others may use Your Content in the same way as any other content available through the Services or on Wise App. Other users of Wise App/Services may fork, tweak and repurpose such Content in accordance with these Terms. You shall save, defend and keep us wholly indemnified against all and any liabilities/losses that may arise due to any action and/or omission by Us as contemplated under this Paragraph 9.
CONTENT AVAILABLE
You acknowledge that Company does not not make any representations and/or warranties about the Services and/or Platform, which You may have access. Under no circumstances shall We be liable in any way for any Content, including, but not limited to any infringing Content, any errors or omissions in Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted, linked from, or otherwise accessible through or made available via the Platform.
You shall not, (a) modify, alter, tamper with, repair, or otherwise create derivative works of Wise App including of any Content and/or Services; (b) reverse engineer, disassemble or decompile the Platform in order to avoid incurring fees or exceeding usage limits; (d) remove, modify or obscure any intellectual property or proprietary rights of the Company and its licensors.
CONTENT SUPPLIED BY YOU
You represent, warrant, and agree that no Content/Details shared by You violates or infringes upon the rights of any third party, including copyright, trademark, privacy, publicity, or other personal or proprietary rights, breaches or conflicts with any obligation, such as a confidentiality obligation, or contains libellous, defamatory, or otherwise unlawful material.
All such Content shall be the sole responsibility of the author/creator of such content. We shall not be liable, in any manner whatsoever, for any content, including Content and/or content in any form whatsoever, whether or not created by You, including any generation, transmission, use or storage of such content on the Platform.
You grant Us a personal, limited, revocable, non-transferable and nonexclusive right to use the Content and Details including but not limited to trademarks, service marks, logos, etc. submitted by You for providing the Services.
LINKS TO THIRD PARTY SITES
Wise App may contain links to or may embed other websites owned and operated by any third parties who are not related to Wise App or the Company in any manner (Linked Websites). The Linked Websites are not under the control of the Company and the Company is not responsible for the content of any Linked Websites or any hyperlink contained in a Linked Website and makes no representation or warranty with respect to the content of any such third party sites.
Wise App provides these links to You as a manner in which Your access to the Services is convenient. The inclusion of any link does not imply any endorsement of the Linked Website by Us. Your link to any such Linked Website is entirely at Your own risk. The Company and/or Wise App is not a party to any transaction between You and a Linked Website. Your use of a Linked Website is subject to the terms and conditions of that site.
Wise App may also contain third party advertisements, if any. The display of such advertisements does not in any way imply an endorsement or recommendation of the relevant advertiser, its products or services. You are referred to the relevant advertiser for all information regarding the advertisement and its products and/or services. The Company accepts no responsibility for any interaction between You and the relevant third party and is released from any liability arising out of or in any way connected with such interaction.
Using YouTube Data APIs
We use YouTube Data APIs to help you upload videos recorded on the platform or saved on your device to your YouTube account directly.
Use of APIs - We follow YouTube and Google policy when using these APIs to
- Get list of channels attached with your Youtube Account
- Upload video to your Youtube channel
You can revoke the our access to your account via the Google security settings page at https://security.google.com/settings/security/permissions
By using the application, you agree to the YouTube Terms of Service: https://www.youtube.com/t/terms
and
Google Privacy Policy: http://www.google.com/policies/privacy
ACCESS TO WISE APP
The Services and use of Wise App are not available to those Persons who do not meet the Eligibility Criteria under Paragraph 4 and/or as under the applicable laws.
Enrollment: You agree to (a) only provide accurate and current information about Yourself, (b) maintain the security of Your account profiles, (c) promptly update any information as may be requested by Us from time to time and shall keep it accurate so that we can contact You, and (d) be fully responsible for all uses of Your account. You must not set up an account on behalf of another individual or entity unless You are duly authorized to do so. You further agree that You meet the Eligibility Criteria as per Paragraph 4 of the Terms.
Using of the Services on Wise App does not deem to grant You any right on Wise App and does not make You a permanent member, shareholder or affiliate of the Company for any purposes whatsoever, nor shall You have any of the rights of statutory members of the Company.
We may notify You or request You to accept additional or special terms and conditions in relation to Your access of certain features or services on Wise App. You agree that You shall access or use such features and services only in accordance with such additional or special terms and conditions as if they were incorporated herein these Terms of Use.
As a guest, You can navigate and browse but cannot avail any Services without providing Us with basic details about Your name, e-mail ID and phone number.
You agree that any information provided by You shall always be accurate, correct and complete. If You use the Services, You shall be responsible for maintaining the confidentiality of Your account and You agree to accept responsibility for all activities that are undertaken under Your account.
The Company reserves the right to change and/or amend these Terms of Use from time to time, without any prior notice to You. We also reserve the right to refuse enrollment of, or cancel, accounts which We deem inappropriate including for breach of these Terms of Use.
We may cancel, reject, remove or suspend any party, at our sole and absolute discretion, from access and/or use of Wise App in case of any breach of the Terms of Use. We shall not be liable to provide any explanation or reasoning subsequent to such action taken by Us.
PROHIBITED CONDUCT
You shall not (a) use Wise App and/or any of the Services for any illegal purpose or in violation of any local, state, national, or international laws, (b) violate or encourage others to violate any right of or obligation to a third party, including but not limited to, by infringing, misappropriating, or violating intellectual property, confidentiality, or privacy rights.
We reserve the right to remove comments and/or postings on the Platform and/or any social media page or site or otherwise that violates any applicable laws or are defamatory in nature. We shall remove Content or any other content which We have reason to believe (a) violates any copyright, trademark, patent or any intellectual property right, discloses a trade secret or confidential information in violation of a confidentiality or non-disclosure agreement; (b) pertains to unsolicited advertising and messages, promotional materials, junk mail, spam etc.; (c) is reasonably believed to be (without independent verification) fraudulent, unlawful or contains or promotes defamatory or illegal information and activities, images, materials or descriptions; (d) defames, harasses, stalks, threatens or otherwise violates the legal rights of others or is invasive of another’s privacy rights; (e) is vulgar, obscene, offensive, or contains pornography or nudity or otherwise objectionable (f) is racially or ethnically offensive and encourages any conduct that may constitute a criminal offense or that gives rise to civil liability; (g) sends or stores material containing software viruses, worms, or other harmful computer code, files, scripts or programs; (h) attempts unauthorized access to or use of data, systems or networks, including any attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without express authorization of the owner of the system or network, (i) unauthorized attempt to monitor data or traffic on any network or system without express authorization of the owner of the system or network, (j) interference with Service to any user, host or network including, without limitation, mail bombing, flooding, deliberate attempts to overload a system and broadcast attacks, (k) send harassing or threatening transmissions, (l) probe for means of gaining unauthorized access to computers or networks, (m) restricts or inhibits any other party from using the Service; and (vi) false information/misrepresentation of Yourself.
You agree to indemnify and hold the Company, its officers, directors, employees and agents harmless from all and any actions, claims, demands, suits, damages, losses, penalties, interest and other charges and expenses (including legal fees and other dispute resolution costs) made by any third party due to or arising out of Your use of Wise App and/or any Services availed by You, any violation of the terms of this Paragraph 14.
DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
The Company does not endorse and/or act on behalf of any Learner, Instructor or third party. In the event You engage the services of/interact with any Learner, Instructor or third party, through Wise App, the Company will not be liable to You for any act or omission by such Learner, Instructor or third party in relation thereto and for any Content shared by a Learner, Instructor or third party.
Certain contents on Wise App and/or the Services may contain opinions and views. The Company shall not be responsible for such opinions and/or any claims resulting from them. Further, the Company makes no warranties or representations whatsoever regarding the quality, content, completeness, or adequacy of such information and data.
We hereby expressly disclaim all warranties and representations of any kind with respect to any and all content and features available on Wise App, including but not limited to (a) warranties as to merchantability or use for a particular purpose whether or not the Company knows or has reason to know or has been advised of any such purpose; (b) warranties as to any results to be obtained from any use of the Content or information derived from use of Wise App and/or any Services; (c) any continued access or uptime; and (d) any time period within which downtime shall be rectified.
The Company shall have no liability for any losses, direct or indirect, in contract, tort, or otherwise, incurred in connection with the Content, use of the Platform or any Services, any third party claims, any damages incurred by any party that arises out of the use of Our Platform and/or Services, either directly or indirectly, including any virus attacks, service attacks and/or Trojan attacks, including but not limited to loss of revenue or profit or any other commercial or economic loss or for any decision made or action taken by any third party in reliance upon the Content.
Wise App, all the materials and services, included on or otherwise made available to You through this Platform is provided by the Company on an "as is" and "as available" basis without any representation or warranties, express or implied except otherwise specified in writing including without limitation, accuracy of content, non-infringement, non-interference, merchantability or fitness for a particular purpose or that the Services will be uninterrupted, timely or error-free. Without prejudice to the forgoing paragraph, the Company does not warrant that:
- Wise App will be constantly available, or available at all;
- The information on Wise APP and/or provided through the website is complete, true, accurate or not misleading; or
- The quality of any products, Services, information, and/or other material that You obtain through the Platform will meet Your expectations.
We use internally developed systems for providing You access to and facilitating Your use of Wise App. These systems may encounter technical or other limitations, and computer and communications hardware systems might experience interruptions. Further, We continually enhance and improve these systems in order to accommodate the level of use of Wise App. We may also add additional features and functionality to Wise App that might result in the need to develop or license additional technologies. Increased utilization of Wise App or providing new features or functionality may cause unanticipated system disruptions, slower response times, degradation in levels of customer service, and delays in reporting accurate financial information. You agree that We shall not be liable to You or to any third party claiming through You, for any such failures contemplated herein.
INDEMNITY
You agree to indemnify and hold the Company harmless from its officers, directors, employees and agents:(i) any actions, claims, demands, suits, damages, losses, penalties, interest and other charges and expenses (including legal fees and other dispute resolution costs) made by any third party due to or arising out of Your use of Wise App and/or any Services availed by You, any violation of the terms of the Agreements; (ii) any acts or deeds, including for any non-compliance or violation, of any applicable law, rules, regulations on Your part; (iii) for fraud committed by You; (iv) Your infringement of any intellectual property and/or other right of any person or entity; (v) or as a result of any threatening, libellous, obscene, harassing or offensive material posted / transmitted by You on Wise App. Your obligations under this Paragraph 16 shall survive the termination of the Agreements.
FOREIGN JURISDICTIONS
The Company makes no representation that the content contained on Wise App is appropriate or to be used or accessed outside of the Republic of India. You are expressly notified that, many states and foreign countries all have their own regulations that must be observed in relation to Your use or access of Wise App. You must make Your own assessment regarding, and are responsible for compliance with, regulatory requirements as may be applicable to Your use and access of Wise App and availing the Services in such jurisdictions.
PRIVACY AND CONFIDENTIALITY
Your use of the Platform is governed by Privacy Policy in conjunction with the Terms of Use.
Please read Our Privacy Policy to understand Our information collection and usage practices. You may obtain certain confidential information (Confidential Information). You acknowledge and agree to hold all Confidential Information in strict confidence. Title and all interests to all Confidential Information shall be vested in Us. Your obligations regarding Confidential Information will survive the termination of these Terms of Use. Upon such termination, You must stop forthwith using any Confidential Information to which You may have been exposed in due course of Your use of the Wise App.
You agree that Your obligations under this Paragraph 18 are necessary and reasonable in order to protect Our business and expressly agree that monetary damages would be inadequate to compensate for any breach of any covenant or agreement set forth herein. Accordingly, You agree and acknowledge that any such violation or threatened violation will cause irreparable harm and injury to the Company and that, in addition to any other remedies that may be available, in law, equity or otherwise, We shall be entitled to obtain injunctive relief against the threatened breach of the terms of this Paragraph or the continuation of any such breach.
The restrictions in this Paragraph 18 shall not apply to disclosure of Confidential Information by either party if and to the extent the disclosure is: (a) required by the applicable law of any jurisdiction; (b) required by any applicable securities exchange, supervisory or regulatory or governmental body to which the relevant party is subject or submits, wherever situated, whether or not the requirement for disclosure has the force of law; or (c) made to employees and representatives on a need to know basis, provided that such persons are required to treat such information as confidential through written agreement in terms which are no less strict than this Paragraph. Provided that, restriction in this this Paragraph 18 shall not apply to disclosures of Confidential Information made by the Company to its shareholders, directors, managers, advisors, potential investors and/or affiliates. Provided further that the Company may disclose the Confidential Information to third party vendors and customers or pursuant to partnering arrangements without the restriction of this Paragraph 18 provided that such persons are required to treat such information as confidential through written agreement in terms which are no less strict than this Paragraph.
INTELLECTUAL PROPERTY
Wise App is operated by and is the sole property of the WISE Leap Technologies Pvt Ltd. Any and all material on Wise App and/or provided whilst, during or after the Services, including images, illustrations, audio and video clips, trade names, proprietary information and knowledge, technology, databases, or rights with respect thereto necessary for Our business as is now being operated are protected by copyrights, trademarks, and other intellectual property rights that are owned by Us or by other parties that have licensed such material to Us, or such parties having ownership of content uploaded on the Platform. You agree that You shall not, whether directly or indirectly, copy, reproduce, republish, post, upload, transmit or distribute such material in any manner and through any media including by way of e-mail or other electronic means and You shall not assist any other person in doing so. All right, title, and interest in and to Wise App (excluding content uploaded specifically by a user) is and will remain the exclusive property of the Company and/or its licensors.
You agree that these Terms of Use do not entitle You to any support, upgrades, updates, add-ons, patches, enhancements, hardware or fixes for Wise App (Updates). We may, however, occasionally provide automatic Updates to the Wise App at Our sole discretion (and without any advanced notification to You). Any such Updates shall become part of the Services and subject to these Terms of Use.
From time to time, We test various aspects of Wise App, including Our website, user interfaces, service levels, plans, promotions, features, availability of content, delivery, and pricing, and We reserve the right to include You in or exclude You from these tests without notice.
By submitting any content or material to Wise App, including names, logos and/or any material that is protected through trademark, copy right, word mark, etc. of Yourself or Your enterprise, You hereby grant Us a worldwide, non-exclusive, royalty-free, perpetual, sub-license able and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the such content in connection with Wise App and Our business, including without limitation for promoting and redistributing part or all of the Wise App (and derivative works thereof) in any media formats and through any media channels. In the event it does so, the Company will seek to maintain the confidentiality of the content consistent with Your account classification, but once again cannot guarantee any such confidentiality.
We shall have no obligation to monitor or enforce any intellectual property rights that may be associated with the content provided by You on Wise App.
If You are a copyright owner or an agent thereof and believe that any content on the Wise App infringes upon Your rights, You may contact info@wiseapp.live and provide details requested in regards to such infringement.
GOVERNING LAW AND DISPUTE RESOLUTION
These Terms of Use shall be governed by and construed in accordance with the laws of the Republic of India and subject to the provisions of arbitration set out herein, the courts at Bangalore, India shall have the sole and exclusive jurisdiction in relation to any Disputes (defined below) arising out of or in connection with these Terms of Use or the use of Wise App to the provisions of this Paragraph 20. There may exist a conflict of laws due to the varied geographical locations of the parties, the parties acknowledge to refer any Disputes only to the courts at New Delhi, India and agree to follow the manner of resolution as provided in this paragraph.
Any action, dispute or difference arising under or relating to this Terms of Use (Dispute) shall at the first instance be resolved through good faith negotiations between the parties hereto, which negotiations shall begin promptly, within 15 (fifteen) days after a party has delivered to the other party a written request for such consultation. If the parties are unable to resolve the Dispute in question within 15 (fifteen) days of the commencement of negotiations, such Dispute shall be referred to and finally resolved by arbitration in accordance with the Arbitration and Conciliation Act, 1996, as amended from time to time and rules prescribed thereunder. When any Dispute is under arbitration, except for the matters under dispute, the Company and You shall continue to exercise the remaining respective rights and fulfil the remaining respective obligations under this Terms of Use.
The arbitration shall be conducted by a sole arbitrator jointly appointed by the Company and You. If parties fail to appoint an arbitrator within 30 (thirty) days after service of the notice of arbitration, such arbitrator shall be appointed in accordance with provisions of the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration shall be Bangalore, India.
The language of the arbitration proceedings and of all written decisions and correspondence relating to the arbitration shall be English.
You agree and acknowledge that the provisions of these terms of Use including but not limited to Paragraph 18 (Privacy and Confidentiality) and Paragraph 19 (Intellectual Property) are of importance to Us and monetary compensation may not constitute adequate relief and remedy to Us for non-performance by You of Your obligations thereunder. Accordingly, We shall be entitled to claim specific performance and seek mandatory and/or perpetual injunctions requiring You to perform Your duties and obligations under such provisions.
SEVERABILITY
If any term, provision, covenant or restriction of these Terms of Use is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of these Terms of Use shall remain in full force and effect and shall in no way be affected, impaired or invalidated.
NO WAIVER
The rights and remedies available under this Terms of Use may be exercised as often as necessary and are cumulative and not exclusive of rights or remedies provided by law. It may be waived only in writing. Delay in exercising or non-exercise of any such right or remedy does not constitute a waiver of that right or remedy, or any other right or remedy.
NOTICES
Unless otherwise provided herein, all notices and other communications shall will be deemed to be served to You through notifications on Wise App and/or at the registered phone number provided by such user as soon as We send such notice. It is the sole responsibility of such user to update their respective information including but not limited to the e-mail addresses, phone numbers and postal address (if any). We shall not be responsible for non-receipt of any such communication sent by Us.
FORCE MAJEURE
We shall not be liable or responsible for the non-performance or delay in carrying out any Service (s) due to any act, event or circumstance beyond Our reasonable control which may affect the performance and/or execution of Our Services under the Terms of Use including, but not limited to fire, flood, explosion, war, riots, acts of Government Authorities or any events or circumstance analogous to the foregoing. You hereby irrevocably wholly and completely indemnify Us in the manner and terms set forth in Paragraph 16.
GENERAL
These Terms of Use comprise the full and complete agreement between You and Us with respect to the use of Wise App and supersedes and cancels all prior communications, understandings and agreements between You and Us, whether written or oral, expressed or implied with respect thereto. Nothing herein creates any power or authority or any party nor does anything herein contain any provision to assume or create any obligation or responsibility on any party on behalf of each other. The Terms of Use will not be construed to create or imply any partnership, agency or joint venture relationship.
We shall be entitled to assign their rights and obligations hereunder to any affiliate, third party or as part of any restructuring, business combination, merger or acquisition without any prior notice provided to any other party.
Any notice to be given in connection with these Terms of Use shall be delivered via email to Us at info@wiseapp.live or to You at the email address provided by You in Your profile. You consent to the use of electronic communications in order to the electronic delivery of notices in relation to any matter under these Terms of Use.