Part 2: Supply Side (Vendor, Seller, Partner) Terms

We thank you for using TheSmartWare's Website, services, and associated software (collectively, "Website"). By accessing or using our Website, you are approving to the terms below. If there is a conflict between these terms and additional terms applicable to a given Website, the additional terms will control for that conflict. Collectively, we refer to the terms below, any additional terms, terms within the accompanying website documentation, and any applicable policies and guidelines as the "Terms." You agree to comply with the Terms and that the Terms control your relationship with us. So please read all the Terms carefully. If you use the Website as an interface to, or in conjunction with other TheSmartWare products or services, then the terms for those other products or services also apply.

1. Account and Registration

  1. Acceptance of Terms
    You may not use the Website and may not accept the Terms if
    (a) you are not of legal age to form a binding contract with TheSmartWare, or
    (b) you are a person barred from using or receiving the Website under the applicable laws of the India, European Union, United States or other countries including the country in which you are resident or from which you use the Website.
  2. Entity Acceptance
    In case you are using the Website on behalf of an entity, you represent and warrant that you have authority to bind that entity to the Terms and on accepting the Terms, you are doing so on behalf of that entity (and all references to "you" in the Terms refer to that entity).
  3. Registration
    To access certain Website, you may be required to provide information (including identification or contact details) as part of the registration process for the Website, or for continued use of the Website. As mentioned, registration details you give to TheSmartWare will always be accurate and you'll inform us for updates if any.

2. Using Our Website

  1. Compliance with Law, Third Party Rights, and Other TheSmartWare Terms of Service
    You will follow and comply with all applicable law, rules, regulation, and third party rights (including without limitation laws regarding the import or export of data, privacy, intellectual property, anti-terror, election, prevention of money laundering and state laws). Website shall not be used for any illegal activity or for violating third party rights. You will not violate any other terms of service with TheSmartWare.
  2. Permitted Access
    You will only access Website by agreed/prescribed means. You will not misrepresent or mask either your identity or your Website when using the Website or user accounts.
  3. Website Limitations
    TheSmartWare sets and imposes limits on your use of the Website (e.g. limiting the number of requests that you may make or the number of users you may serve), in our sole discretion. You agree to, and will not attempt to avoid, such limitations. If you would like to use Website beyond these limits, you must obtain TheSmartWare's express consent (and we may decline such request or condition acceptance on your agreement to additional terms and/or charges for that use). In order for such approval, contact the concerned TheSmartWare Website team for information.

    You shall be responsible for monitoring, Reviewing and implementation of the services provided by you and TheSmartware shall not be responsible towards execution as well as fulfilment of the services.
  4. Communication with TheSmartWare
    We may send you certain communications in relation with your use of the Website. Please acknowledge and review the applicable Website documentation for information.
  5. Feedback
    If you provide feedback or suggestions about our Website, then we (and those we allow) may consider information without compulsion to you.
  6. Non-Exclusivity
    The Terms are non-exclusive. You acknowledge that TheSmartWare may provide services that may compete with the Website Clients or any other products or services.



3. Your Applications and Website

  1. Website and Monitoring
    The Website is designed to help you enhance your services and applications that you provide to users. YOU AGREE THAT TheSmartWare MAY MONITOR USE OF THE WEBSITE AND YOUR APPLICATION API TO ENSURE QUALITY, IMPROVE TheSmartWare SERVICES, AND VERIFY YOUR COMPLIANCE WITH THE TERMS. This monitoring may include TheSmartWare accessing and using your API Client, for example to identify security issues that could affect TheSmartWare or its users. You will not interfere with this monitoring. TheSmartWare may use any technical means to overcome such interference. TheSmartWare may ban access to the Website by you or your API Client without notice if we reasonably believe that you are in violation of the Terms.
  2. Security
    You will use reasonable efforts to protect user information collected by your API/Application/website/Software/Client, including personally identifiable information ("PII") and sensitive personal information, from unauthorized access or use and will promptly report to your TheSmartWare of any unauthorized access or use of such information.
  3. Ownership
    TheSmartWare does not acquire ownership in your API/Application/website/Software/Client, and by using our Website, you are not entitled to ownership of any rights in our Website or the content that is accessed through our Website.
  4. User Privacy and Website Clients
    You will comply with all applicable privacy laws and regulations including those applying to personally identifiable information. You will provide and adhere to a privacy policy that describes to users in a clear manner what user information you collect and how you use and share such information (including for advertising) with TheSmartWare and third parties.

4. Prohibitions and Confidentiality

  1. WEBSITE Prohibitions
    When using the Website and providing the services you shall adhere to the best practises for the use of internet and should not violate any law relating to cyber space including but not limited to end user terms of third party websites and software. You shall immediately notify us if any user makes a request with is likely to contravene applicable law of any country of origin as well as the country of recipient. You should also notify us in case you find that any user of the website is violating end user agreement. You may not (or allow those acting on your behalf to):

(i) Further Sublicense an Website for use by a third party. Subsequently, you will not create an Website Client that functions substantially the same as the Website and offer it for use by third parties.

(ii) Perform an action with the intent of introducing to TheSmartWare services any viruses, worms, defects, Trojan horses, malware, bots, VPNs, proxy or any items of a destructive nature.

(iii) Defame, abuse, harass, others or interfere in their privacy or promote fake news or content which may lead to social disharmony or create disruption of law and order.

(iv) Interfere with or disrupt the Website or the servers or networks providing the Website.

(v) Promote illegal gambling or promote illegal activity.

(vi) Reverse engineer or attempt to extract the source code from any Website or any related software.

(vii) Utilise Website for any activities where the use or failure of the Website could lead to illegal activity, death, personal injury, wrongful gain or wrongful gain to any person or property.

(viii) Provide services by using fake and inactive accounts, invalid devices in contravention of applicable laws of the country of origin as well as the country of the recipient of the service.

(ix) Use any type of software or application including bots which are prohibited by law applicable law of the country of origin as well as country of recipient.

(x) Use proxies or any other services which mask the IDENTITY of the service provider or the recipient of the service in order to deceive or hide the illegal activities in contravention of law.,

(xi) Withheld information about any activity which comes to its notice relating to terror financing, money laundering, violation of election laws, or any other illegal activity violating law of any jurisdiction.
(xii) Provide services which Violates 3rd Party Terms & Policy.

(xiii) Violate data protection, Privacy or similar law of any jurisdiction while providing services to us.


You shall ensure that no person should be able to carry out any activities which are considered illegal in any jurisdiction where originator or recipient of the services or intermediary is located.

Unless given in acknowledged in writing by TheSmartWare, TheSmartWare does not intend use of the Website to create obligations under any act, and makes no representations that the Website satisfy any requirements.

  1. Confidential Matters

(i) You will keep your credentials confidential and make reasonable efforts to prevent and limit other Website Clients from using your credentials. Credentials may not be rooted in open source projects.

(ii) Our communications to you and our Website may contain TheSmartWare confidential information. Those confidential information includes any materials, communications, and information that are marked confidential or that would normally be considered confidential under the circumstances. If you receive any such information, then you will not disclose it to any third party without TheSmartWare's prior written consent. TheSmartWare confidential information does not include information that you independently developed, that was given to you by a third party without confidentiality obligation, or that becomes public through no fault of your own. You may disclose such crucial information when required by law only on reasonable prior notice, unless a court orders that we not receive notice.

5. Content

  1. Content Accessible Through our Website
    Our Website contain some third party content (including text, images, videos, audio, etc.). This content is the sole responsibility of the person that makes it available. We may at times review content to determine whether it is illegal or violates our policies or the Terms, and we may either remove or refuse to display content. Finally, content accessible through our Website must comply with intellectual property rights, and, if so, you may not use it unless you are licensed to do so by the owner of that content or are otherwise permitted by law. Your reach to the content provided by the Website may be controlled and limited in accordance with applicable law, regulation, and policy.
  2. Submission of Content
    Our Website allow the submission of content. TheSmartWare not hold any possession over any intellectual property rights in the content that you submit to our Website, except as expressly provided in the Terms. For the purpose of enabling TheSmartWare to provide, secure, and improve the Website (and the related service(s)) and only in accordance with the applicable TheSmartWare privacy policies, you give TheSmartWare a continuous, irreversible, sublicensable, royalty-free, and non-exclusive license to Use content submitted, posted, or displayed to or from the Website. "Use" means use, host, store, modify, communicate, and publish. Before you submit content to our Website Client, ensure that you have the necessary rights (including the necessary rights from your end users) to grant us the license.
    Submission of content in form of uploading documents, massage etc in order to maintain communication with user must comply with rules and regulations in accordance with applicable law. It must be appropriate and should not harm anyone in anyway, violate any data protection and Privacy     laws of any jurisdiction.
  3. Retrieval of content
    When a user's non-public content is obtained through the Website, you are bound not to disclose that content to other users or to third parties without expressed consent from that user.
  4. Prohibitions on Content
    Unless expressly permitted by the content owner or by applicable law, you or anyone acting on your behalf will not, permitted to, do the following with content from the Website:

(i) Scuffle, build databases, or otherwise create permanent copies of such content, or keep cached copies longer than permitted by the cache header;

(ii) Copy, translate, modify, create a derivative work of, sell, lease, lend, convey, distribute, publicly display, or sublicense to any third party;

(iii) Misrepresent the source or ownership; or

(iv) Remove, obscure, or alter any copyright, trademark, or other proprietary rights notices; or falsify or delete any author attributions, legal notices, or other labels of the origin or source of material.

6. Brand Features

  1. Brand Features
    "Brand Features" is defined as the trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each party. Except where expressly stated, the Terms do not grant either party any right, title, or interest in or to the other party's Brand Features. All use by you of TheSmartWare's Brand Features will inure to the benefit of TheSmartWare.
  2. Publicity
    You will not make any statement regarding your use of our Website which suggests partnership with, sponsorship by, or endorsement by TheSmartWare without our prior written approval.

7. Privacy

  1. TheSmartWare Privacy Policies
    By using our Website, TheSmartWare may use information as submitted with regard with our privacy policies.

8. Termination

  1. Termination
    You may refrain from using our Website at any time with notice. Further, if you want to terminate the Terms, you must provide TheSmartWare with prior written notice of 30 days and upon termination, stop your use of the Website. TheSmartWare reserve all right to terminate the Terms with you or discontinue the Website or any portion or service or your access thereto for any reason and at any time without liability or other obligation to you.
  2. After Termination
    On termination of the Terms or discontinuation of your access to an Website, you will instantly stop using the Website, stop all use of the TheSmartWare Brand Features, and delete any cached or stored content that was permitted. We will independently communicate with any account owner whose account(s) are associated with your service. Termination of this contract will not absolve the parties from their liability to honour their commitment till the date of termination.

9. Liability

  1. WARRANTIES
    EXCEPT AS EXPRESSLY SET OUT IN THE TERMS, NEITHER TheSmartWare MAKE ANY SPECIFIC PROMISES ABOUT THE WEBSITE. FOR EXAMPLE, WE DON'T MAKE ANY COMMITMENTS ABOUT THE CONTENT ACCESSED THROUGH THE WEBSITE, THE SPECIFIC FUNCTIONS OF THE WEBSITE, OR THEIR RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS. WE PROVIDE THE WEBSITE "AS IS".

    SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. EXCEPT AS EXPRESSLY PROVIDED FOR IN THE TERMS, TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES, GUARANTEES, CONDITIONS, REPRESENTATIONS, AND UNDERTAKINGS.
  2. LIMITATION OF LIABILITY
    WHEN ALLOWED BY LAW, TheSmartWare, WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA; FINANCIAL LOSSES; OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES.

    TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF TheSmartWare, FOR ANY CLAIM UNDER THE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE AMOUNT YOU PAID US TO USE THE APPLICABLE WEBSITE (OR, IF WE CHOOSE, TO SUPPLYING YOU THE WEBSITE AGAIN) DURING THE ONE MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY.

    IN ANY CASES, TheSmartWare, AND ITS SUPPLIERS AND DISTRIBUTORS, WILL NOT BE LIABLE FOR ANY EXPENSE, LOSS, OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE.
  3. Indemnification
    If prohibited by law, if you are a business, you will defend and indemnify TheSmartWare, and its affiliates, directors, officers, employees, and users, against all liabilities, damages, losses, costs, fees (including legal fees), and expenses relating to any allegation or third-party legal proceeding to the extent arising from:

(i) If you misuse the Website;

(ii) If you violate the Terms.

10. General Provisions

  1. Modification
    We may modify the Terms or any portion to, for example, reflect changes to the law or changes to our Website. You should look at the Terms regularly. We'll post notice of modifications to the Terms within the documentation of each applicable WEBSITE, to this Website, and/or in the TheSmartWare. Changes will not apply retroactively and will become effective no sooner than 30 days after they are posted. But changes addressing new functions for an WEBSITE or changes made for legal reasons will be effective immediately. If you do not agree to the modified Terms for an WEBSITE, you should discontinue your use of that WEBSITE. Your continued use of the WEBSITE constitutes your acceptance of the modified Terms.
  2. General Legal Terms
    Collectively we agree to contract in the English language. The Terms do not create any third party beneficiary rights or any agency, partnership, or joint venture. Nothing in the Terms will limit either party's ability to seek injunctive relief. We are not liable for failure or delay in performance to the extent caused by circumstances beyond our reasonable control. If you do not comply with the Terms, and TheSmartWare does not take action right away, this does not mean that TheSmartWare is losing any rights that it may have nor it will refrain us from doing any act. If it turns out that a particular term is not enforceable, this will not affect any other terms. The Terms concludes the agreement between you and TheSmartWare relating to its services and will supersede any prior agreement or consent. For any query you may visit TheSmartWare, page.

(i) the laws of India will bind and apply to any disputes arising out of or related to the Terms or the Website and

(ii) COURTS IN NEW DELHI, INDIA WILL ALONE HAVE JURISDICTION TO DECIDE ALL DEPUTES CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT.