Fydl Team

<2023-03-24 Fri>

Effective Date: March 24, 2023

An up to date version of this document can be found online at https://www.fydl.fit/terms-of-service.html.

These Terms of Use and Conditions of Purchase ("Terms" or "Agreement") constitute a legally binding agreement between you ("you" or "User") and Incogni Solutions LLP. ("Fydl", "we", "us"), and set forth our obligations and responsibilities when you: visit or use the website located at www.fydl.fit ("Website"); or purchase or use any Fydl products including Fydl mobile application ("Application"). YOU MUST READ AND AGREE TO THESE TERMS AND CONDITIONS BEFORE USING OR PURCHASING ANY SERVICES OR PRODUCTS OFFERED BY FYDL, INCLUDING THE WEBSITE, SERVICES, APPLICATION, AND THE PRODUCTS.

This Agreement and any supplemental terms, policies, rules and guidelines posted through the Product or Services, each of which are incorporated herein by reference, including the Privacy Policy, constitute the entire agreement between you and us and supersede all previous written or oral agreements. You agree to be bound by our Privacy Policy which is incorporated herein by reference and can be found here: https://www.fydl.fit/privacy-policy.html.

THESE TERMS CONTAIN PROVISIONS THAT LIMIT OUR LIABILITY TO YOU AND REQUIRE YOU TO RESOLVE ANY DISPUTE WITH US THROUGH FINAL AND BINDING ARBITRATION ON AN INDIVIDUAL BASIS. THIS MEANS THAT YOU WILL NOT HAVE, AND YOU WAIVE, THE RIGHT FOR A JUDGE OR JURY TO DECIDE YOUR CLAIMS, IF ANY, AND THAT YOU MAY NOT PROCEED IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE CAPACITY. IF YOU DO NOT AGREE TO ANY PART OF THESE TERMS, THEN PLEASE DO NOT PURCHASE ANY FYDL PRODUCTS, VISIT OR USE THE WEBSITE, OR USE ANY OF THE SERVICES.

Use of Website, Products, and Services

You may only use the Website, Products, and Services within India and for your own personal, non-commercial use. To use certain features of the Products, you must sign up for an account with Fydl by downloading the Fydl Application from the Apple App Store or Google Play Store and, if applicable, pay any fees associated with such an account. The Product and Services may not function properly if you do not keep your Fydl account current and up-to-date and pay any fees due.

Subject to the terms and conditions of this Agreement, Fydl provides Services that have been selected by you, solely for your own personal, non-commercial use, and not for the use or benefit of any third party. The "Services" include, without limitation, use of the Website, any service Fydl performs for you, and the Content (defined below) offered by Fydl on the Website. Fydl may change, suspend, or discontinue the Website or any Services at any time, including the availability of any feature, database, or Content. Fydl may also impose limits on certain features and services or restrict your access to parts or all of the Website or the Services without notice or liability to you.

No Veterinary Medical Advice

WHILE YOU MAY SEEK AND ACCESS INFORMATION ABOUT CARING FOR YOUR PET THROUGH THE WEBSITE, APPLICATION, PRODUCTS, AND/OR SERVICES, PLEASE BE ADVISED THAT THE WEBSITE, APPLICATION, PRODUCTS, AND SERVICES DO NOT CONSIST OF, CONTAIN, OR PROVIDE VETERINARY MEDICAL ADVICE. RELIANCE ON ANY INFORMATION PROVIDED BY OR FOUND ON THE WEBSITE, APPLICATION, PRODUCTS, OR SERVICES IS PURELY AT YOUR OWN RISK. WE WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR DAMAGES OR LOSSES RELATED TO ANY VETERINARY MEDICAL ADVICE PROCURED THROUGH THE WEBSITE, APPLICATION, PRODUCTS, OR SERVICES.

The Website, Application, Products, and/or Services may allow you to connect remotely with veterinarians and veterinary technicians ("Veterinary Professionals"), and/or to interact with a chatbot, to get answers to general pet care questions and information that may help you decide whether it is prudent to seek immediate in-person veterinary attention. Your use of these features and the information you receive from the Veterinary Professionals and/or chatbot is not a substitute for an in-person visit with a veterinarian and is not intended to provide a specific diagnosis or treatment plan for your pet.

Fydl does not practise veterinary medicine, veterinary technician services, or any other licensed profession, nor does Fydl interfere with the practice of veterinary medicine, veterinary technician services, or any other licensed profession by the Veterinary Professionals, each of whom is responsible for his or her services and compliance with the requirements applicable to his or her profession and licence. Neither Fydl nor any of its affiliates shall be liable for any damages caused by the advice you or your pet obtain from the Veterinary Professionals or chatbot or the decisions you make after using these features.

Your electronic (including audio and video) and phone communications with the Veterinary Professionals are not confidential or privileged.

User Restrictions

You represent and warrant to Fydl that:

• you are an individual (i.e., not a corporation or other legal entity) and you are of 18 years to form a binding contract;

• all registration information you submit is accurate and truthful; and

• you will maintain the accuracy of such information. You also certify that you are legally permitted to use and access the Website and the Services and take full responsibility for the selection and use of and access to the Website and the Services. This Agreement is void where prohibited by law, and the right to access the Website and the Services is revoked in such jurisdictions.

You shall not:

• distribute, market, resell, transfer, or allow any other individual (other than those in the same household) to use the Product

• use the Product in connection with any products or services not supplied or provided by Fydl or otherwise approved by Fydl in writing

• remove any proprietary notices, labels, or marks on or in the Products, Application, Services, or Website

• decipher, decompile, disassemble, reverse engineer, or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Products, Application, Services, or Website; or

• use the Products, Application, Services, or Website in a manner that

– infringes or violates the intellectual property rights or proprietary rights, rights of publicity or privacy, or other rights of any third party;

– violates any law, statute, ordinance, by-law, or regulation;

– is harmful, fraudulent, deceptive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable;

– involves commercial activities or sales without Fydl’s prior written consent such as contests, sweepstakes, barter, advertising, or pyramid schemes;

– impersonates any person or entity, including, without limitation, any employee or representative of Fydl; or

– contains a virus, trojan horse, worm, time bomb, or other harmful computer code, file, or program. Further, the use of manual or automated software, devices, or other processes to "crawl," "scrape," or "spider" any page of the Website is strictly prohibited. You are responsible for your activity in connection with the Website, Products, Application, and the Services. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of your right to access or use the Website, Products, Application, or the Services.

Licences

By using the Product, you acknowledge the existence and validity of, and agree to be bound by, all terms of this Agreement, including the EULA set forth below for the software embedded in the Product ("Software"). You shall not copy, decompile, disassemble, reverse engineer, or manipulate any technology in, or otherwise modify or tamper with, any Product or equipment used to receive the Services. Nothing under this Agreement or the fact that you have access to and use of the Services gives you any right, title, or interest or license in or to any technology, software, or content, or any intellectual property rights in any of the foregoing, available with the Services. You shall not have any right, title or interest or license to reproduce or otherwise use our or any third party’s trademarks, service marks, graphics, or logos. You may not, and you agree that you shall not, copy or otherwise tamper with any software or content available with the Services or Software.

Further, all materials displayed or performed on the Website or the Services, including, without limitation, text, graphics, articles, photographs, images, and illustrations (the "Content") are protected by copyright. You shall abide by all copyright notices, trademark rules, information, and restrictions contained in any Content accessed through the Website or the Services, and you shall not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, licence, sell, or otherwise exploit for any purposes whatsoever any Content or third party submissions or other proprietary rights not owned by you:

• without the express prior written consent of the respective owners, and

• in any way that violates any Fydl third party right.

The Website and the Services are protected by copyright as collective works and/or compilations, pursuant to U.S. and international copyright and intellectual property laws. You may not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this section), create derivative works based on, distribute, perform, display, or in any way exploit any of the Content, software, materials, Website, or Services in whole or in part. Copying or storing of any Content is expressly prohibited without prior written permission from Fydl or from the third-party copyright holder identified in such Content’s copyright notice. Fydl reserves the right to require prior written consent before linking to the Website.

User Account

To use the Website or certain Products or Services, you may be required to register with Fydl. You shall provide Fydl with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of this Agreement, which may result in immediate termination of your account. You shall be responsible for maintaining the confidentiality of your password. If you access the Website or the Services through a third-party site or service, you will provide your third-party account credentials to Fydl, and you are consenting to have the information in those accounts transmitted into your Fydl account.

Fees and Payment

Fees

You shall pay all applicable fees in connection with such Products and Services selected by you. Fydl reserves the right to change its price list and to institute new charges at any time, upon notice to you, which may be communicated at least 15 days before the change (where required by law), and posted on the Website. You can cancel without cost if you do not agree. Your use of the Products or Services following such notification constitutes your acceptance of any new or increased charges. Unless otherwise expressly set forth herein, any fees paid hereunder are non-refundable.

Taxes and Fees

You agree to pay all access, usage, activation, and deactivation fees, and other charges we bill you for or that the authorized user of your Product accepts. Usage charges, taxes, and other fees may vary depending on where, when, and how you use your Product or the Services. You are responsible for, and agree to pay, all taxes, fees, and surcharges set by any governmental agency or taxing authority.

Payments

All payments must be made in Indian Rupee. You may be required to pay in advance by credit card or debit card or some other available mode. All amounts due must be paid by the due date to avoid any late fees and possible deactivation of the Services. We reserve the right to suspend or terminate your access to the Services, deactivate your Product immediately, and report any late payment or non‐payment to credit reporting agencies.

Authorization

By providing a credit/debit card or other payment method accepted by Fydl("Payment Method"), you expressly agree that we are authorised to keep such Payment Method on file and charge you the fees, charges, or other amounts described above. If your Payment Method expires and you do not edit your Payment Method information or cancel your account, you authorise us to continue billing, and you will remain responsible for any uncollected amounts.

Refunds

At Fydl, we want our customers to be completely satisfied with their purchases. If for any reason you are not satisfied with your product, we offer a refund within 30 days of purchase.

To be eligible for a refund, the product must be in its original condition and packaging, and must not have any physical damage. If the product is damaged or shows signs of wear and tear, we reserve the right to refuse the refund.

To initiate a refund, please contact our customer service team with your order number and a brief explanation of why you are requesting a refund. Once we receive your request, we will process it within 5 business days and issue a refund to your original method of payment.

User Submissions

By posting information or content on the Website or otherwise providing content, materials, or information to Fydl or in connection with the Website or the Services ("User Submissions''), you grant Fydl a non-exclusive, worldwide, royalty-free, perpetual, sublicensable, and transferable right to use such User Submissions in connection with the Services, the Product, the Website, and Fydl’s (and its successors’ and assigns’) business, including by reformatting, modifying, creating derivative works of, excerpting, and translating any User Submissions. You understand that all information publicly posted or privately transmitted through the Website or the Services is the sole responsibility of the person from which such content originated. Under no circumstances will Fydl be liable in any way for any User Submissions, including, without limitation, any errors or omissions, or any loss or damage of any kind incurred in connection with use of or exposure to any User Submissions posted, emailed, accessed, transmitted, or otherwise made available via the Website or the Services.

Third-Party Websites

The Website or the Services may contain links to third party websites or services ("Third-Party Websites") that are not owned or controlled by Fydl. The Website or the Services may also be accessible by logging in through a Third-Party Website. Fydl has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of, or the opinions expressed in, any Third-Party Websites. In addition, Fydl will not and cannot monitor, verify, or edit the content of any Third-Party Website.

Disclaimer of Warranties

The Website, Products, Services, and Application are provided to you "AS IS" and "AS AVAILABLE" WITHOUT LIMITING THE FOREGOING, FYDL DOES NOT MAKE ANY WARRANTIES BEYOND THOSE ON THE FACE OF THE WEBSITE, PRODUCTS, APPLICATION, AND SERVICES. FYDL DOES NOT WARRANT THAT ACCESS TO OR USE OF THE PRODUCTS, WEBSITE, APPLICATION, OR SERVICES    BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SITES OR PRODUCTS WILL BE CORRECTED. EXCEPT AS MAY BE PROVIDED IN ANY ADDITIONAL TERMS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE TOTAL LIABILITY OF FYDL TO YOU, FOR ALL POSSIBLE DAMAGES, LOSSES, AND CAUSES OF ACTION IN CONNECTION WITH YOUR ACCESS TO AND USE OF THE WEBSITE, PURCHASE OF ANY PRODUCTS, ANY COMMUNICATIONS BETWEEN YOU AND FYDL (INCLUDING COMMUNICATIONS THROUGH THIRD PARTIES), AND YOUR RIGHTS UNDER THIS AGREEMENT, EXCEED AN AMOUNT EQUAL TO THE AMOUNT YOU HAVE PAID FYDL IN CONNECTION WITH THE TRANSACTION(S) THAT UNDERLY THE CLAIM(S). SOME JURISDICTIONS, INCLUDING QUEBEC AND NEW JERSEY, MAY NOT ALLOW THE LIMITATIONS OR EXCLUSIONS OF LIABILITY, SO SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY. CHECK LOCAL LAWS FOR ANY RESTRICTIONS OR LIMITATIONS REGARDING THESE LIMITATIONS OR EXCLUSIONS.

General

The failure of Fydl to exercise, in any respect, any right provided for herein shall not be deemed a waiver of any further rights hereunder. Fydl shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Fydl’s reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable, or sublicensable by you except with Fydl’s prior written consent. Fydl may transfer, assign, or delegate this Agreement and its rights and obligations without your consent. Headings for each section have been included above for your convenience, but such headings do not have any legal meaning. Except as expressly set forth in this Agreement, you and Fydl agree there are no third-party beneficiaries intended under this Agreement. You enter this agreement as of the date you agree to this Agreement, in your place of residence.

INDEMNITY

The User agrees to defend ,indemnify, and hold the Company, and its officers, directors, agents and employees harmless against all costs, expenses, and losses (including reasonable attorney fees and costs) incurred through claims of third parties against the Company based on a breach by the User of any representation and warranty made in this Agreement as well as for any third-party claim for infringement of its intellectual property rights based on the User’s erroneous and or mala fide use of the App and/or Services.

JURISDICTION AND DISPUTES

• This Agreement and its performance shall be governed by and construed in all respects in accordance with the Laws of the Republic of India.

• Subject to clauses below, this Agreement shall be subject to the jurisdiction of the courts in Bengaluru, India.

• Any action, Dispute or difference arising under or relating to this Agreement ("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, the Dispute shall be referred to and finally and conclusively settled by arbitration in accordance with the Indian Arbitration and Conciliation Act, 1996.

• The seat as well as the venue of arbitration at all times shall be Bengaluru, Karnataka, India.

• All proceedings, including the issuance of an arbitration award, in any such arbitration, shall be conducted in English.

• The arbitration shall be conducted by a tribunal of 3 (three) arbitrators. The Parties agree that the User shall appoint 1 (one) arbitrator, the Company shall appoint 1 (one) arbitrator and the arbitrators so appointed shall appoint the third arbitrator.

• The arbitral tribunal will have the power to grant any remedy or relief that they deem just and equitable, including but not limited to injunctive relief, whether interim and/or final.

• The arbitration award shall be final and binding on the Parties and may be enforced by any court of competent jurisdiction.

• The Parties agree to bear their own costs of arbitration until such time that the arbitral tribunal does not pass an award deciding on the costs. The arbitrators may, (but shall not be required to), award to a Party that substantially prevails on merits, its costs and reasonable expenses (including reasonable fees of its counsel).

• When any Dispute is under arbitration, the Parties shall continue to exercise their remaining respective rights and fulfil their remaining respective obligations under this Agreement.

SEVERABILITY

If any provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other provision and such invalid provision shall be deemed to be severed from the Agreement.

CONTACT US

For anything pertaining to the Terms of Use, please contact our grievance redressal officer by sending an email to support@fydl.fit