Information We Collect Through Website and/or App
Personally Identifiable Information (or “PII”)
Personally Identifiable Information (or “PII”) means and includes information that identifies You as an individual. In order for You to take advantage of benefits provided through the Website and/or App (for example, to use the Services offered on the Website and/or App), we may require that You furnish certain PII. For example, we may ask You to complete a registration form that asks for contact information such as Your name, date of birth, telephone/mobile number, and email address or an order form that asks for financial information like Your credit card number, expiration date, security code / CVV number and billing address. Your PII may also be obtained by us during the KYC process, which is to be used for Aadhaar Authentication Services to be provided by us, in order to verify Your identity and age.
For enabling You to make payments using our Services, we may, upon Your consent, store Your financial information such as details of Your bank account (including but not limited to, the account holder’s name, account name, account number, sort code, online banking PIN, transaction authentication number) or details mentioned on Your credit or debit cards or other payment instruments, that are required for a successful transaction. Note that at no point in time will The security code / CVV number of Your credit card be stored by The Thirsty Crow or its payment gateway. We will ensure that Your PII which You have shared with us, including Your bank details, are kept safe and not shared with any third parties (except as required for the purpose of completing a transaction initiated by You on our Website and/or App), without Your consent.
Additionally, when You transact on the Website and/or App, we may collect certain consumer information (such as products ordered and relevant promotion codes) If You communicate with us by email, or otherwise complete online forms, surveys, or contest entries, any information provided in such communication may be collected as PII. You may choose not to provide us with certain personal information. In such an event, You can still access and view much of the Website and/or App; however, You may not be able to reserve any products which require proper age verification. In addition, You can choose not to provide certain optional information, but then You might not be able to take full advantage of many of the features on the Website and/or App.
Non-Personally Identifiable Information (or “Non-PII”)
Non-Personally Identifiable Information (or “Non-PII”) is aggregated information, demographic information, and any other information that does not reveal Your specific identity. Through Analytics, this could include Advertising Features including Demographics & Interest reporting, Remarketing, GDN Impression Reporting and Campaign Manager Integration. We and our third-party service providers may collect Your Non-PII, including information about the device You are using in accessing and/or using the Website and/or App, information from referring websites, and Your interaction with the Website and/or App. We and our third-party service providers also may aggregate PII in a manner such that the end-product does not personally identify You or any other user of the Website and/or App, for example, by using PII to calculate the percentage of our users who have a common telephone area code.
Tracking information is automatically collected and stored as You navigate through the Website and/or App, including but not limited to, browser type, page views, Internet Protocol address (“IP Address”), referring/exit pages, information about how You interact with the Website’s pages, third party links, and traffic and usage trends on the Website.
IP Addresses are the Internet Protocol addresses of the computer and/or mobile that You are using. Your IP Address is automatically assigned to the computer that You are using by Your internet service provider (“ISP”). Your IP Address is identified and logged automatically in our server log files whenever You visit the Website and/or App, along with the time(s) of Your visit(s) and the page(s) of the Website and/or App that You visited. Collecting IP Addresses is standard practice on the Internet and is done automatically by many websites.
When You use the App through Your smartphone or other mobile devices (s), we automatically collect the device type and advertising identifier, a unique identifier generated within the device, and we may store this information.
In the case of telephonic conversations between the customer and the retail store, conversations may be recorded for feedback & quality improvement purposes.
If you wish to stop third party tracking of your information, you can choose to do so by changing it accordingly in your ads settings.
How We Use The Information We Collect
Personally Identifiable Information
We and our third party service providers may use Your PII and any third party PII that You may provide, as applicable:
- to fulfill the requests, You have initiated on our Website and/or App, e.g., to allow You to transact successfully and provide You with information that You request;
- to fulfill the purchases You have initiated on our Website and/or App (e.g., to process mobile wallet payments in connection with Your order);
- to serve You the correct App version depending on Your device type;
- to customise content on our Website and/or App to address Your specific needs ;
- to send You important information regarding the Website and/or App, such as certain changes to our terms, conditions, policies and/or other administrative information. Since this information may be material to Your use of the Website and/or App, You may not opt out of receiving such communications, for as long as You choose to continue using the Website and/or App;
- to permit You to participate in contests and other promotions either initiated by Thirsty Crow or by any of its third party affiliates or any other third party whose products are listed on Thirsty Crow through the Website and/or App (collectively, “Promotions”);
- to inform You of products, programs, Services and Promotions that we believe may be of interest to You;
- to engage with You through social media, including through direct messaging;
- to allow You to rate Your transactions and view Your transaction history; and to suggest other products that You might like based on Your transaction history;
- to engage with You in online surveys and use the data collected through such surveys to enhance Your experience with the Website and/or App;
- to diagnose and resolve problems with our Website and/or App or servers and for other technical and administrative troubleshooting purposes;
- for our internal business purposes, such as data analysis, audits, developing new products, enhancing our Website, improving our Services, identifying usage trends and determining the effectiveness of our promotional campaigns; and
- for providing You uninterrupted and satisfactory Services, to administer our relationship with You, to comply with any statutory or regulatory requirement, to monitor Your use of our Services for the purposes of ensuring compliance with our user rules.
- Client confidentiality and trust are important to us. Your information will be kept private and confidential at all times. We do not share Your personal information with any third party/agency for marketing / business purposes. It will be shared only if government - mandated regulatory agencies request for the same.
- When you communicate with us (via email, phone, through the Thirsty crow Platform or otherwise), we may maintain a record of your communication;
- Location information: Depending on the Services that you use, and your app settings or device permissions, we may collect your real time information, or approximate location information as determined through data such as GPS, IP address;
- Usage and Preference Information: When you use one of our location-enabled services (for example, when you access Services from a mobile device), we may collect and process information about your mobile device's GPS location (including the latitude, longitude or altitude of your mobile device) and the time the location information is recorded to customize the Services with location-based information and features (for example, to inform you about restaurants in your area or applicable promotions). Some of these services require your personal data for the feature to work and we may associate location data with your device ID and other information we hold about you. We keep this data for no longer than is reasonably necessary for providing services to you. If you wish to use the particular feature, you will be asked to consent to your data being used for this purpose. You can withdraw your consent at any time by disabling the GPS or other location-tracking functions on your device, provided your device allows you to do this.
- Stored information and files: Thirsty crow mobile application may also access metadata and other information associated with other files stored on your mobile device. This may include, for example, photographs, audio and video clips, personal contacts and address book information. If you permit the Thirsty crow app to access the address book on your device, we may collect names and contact information from your address book to facilitate social interactions through our services and for other purposes described in this Policy or at the time of consent or collection. If you permit the Thirsty crow app to access the calendar on your device, we collect calendar information such as event title and description, your response (Yes, No, Maybe), date and time, location and number of attendees.
- Background location: Thirsty crow delivery partner application use your background location for real time live tracking of approximate location and keep the duty/Available status active weather the application is being used or not.
- Non-Personally Identifiable Information
Since Your Non-PII does not personally identify You, we and our third party service providers may use such information for any purpose that is not prohibited under Applicable Law. In addition, we reserve the right to share Your Non-PII with our affiliates and with other third parties, for any purpose (including marketing and research purposes) that is not prohibited under Applicable Law. In some instances, we and our third party service providers may combine Non-PII with PII. For example, on Your personal profile page, we may display Your user name (first name and last initial), “member since” date, and the date range of when You last ordered. If we do combine any Non-PII with PII, the combined information will be treated by us as PII hereunder (for as long as it is remains combined).
We and our third party service providers use IP addresses for purposes such as calculating Website usage levels, diagnosing server problems, and administering the Website. Please note that we treat IP addresses, server log files and related information as Non-PII, except as required otherwise under Applicable Law. Accordingly, in general we may use and disclose IP Addresses for all the purposes for which we use and disclose Non-PII, in compliance with Applicable Law.
When & How We Share Your Information
We and our third party service providers may disclose PII:
- as required to fulfill Your purchase order, initiated by You on our Website and/or App (e.g. to our partner stores to enable them to fulfill Your order);
- to operate and administer Your wallet for providing Services that You have requested;
- to provide services such as payment processing, website hosting, data analysis, infrastructure provision, IT services, customer service, e-mail delivery services, and other similar services, to enable them to provide services, to the extent permitted under Applicable Law;
- to identify You to any person to whom You send messages through the Website and/or App;
- to an affiliate or other third party in the event of any reorganisation, merger, sale, joint venture, assignment, transfer or other disposition of all or any portion of our business, assets or stock (including without limitation in connection with any bankruptcy and/or similar proceedings), provided it is in accordance with Applicable Law; and
- and otherwise as required: (a) under Applicable Laws; (b) to comply with legal process; (c) to respond to requests from public and government authorities; (d) to enforce our terms and conditions; (e) to protect our operations and/or those of any of our affiliates; (f) to protect our rights, privacy, safety and/or property, and/or that of our affiliates, You and/or others; (g) to permit us to pursue available remedies and/or limit the damages that we may sustain; and (h) for record keeping purposes, in each case, subject to Applicable Law.
Further, any PII collected and maintained by us in our logs shall be shared with any individual or entity only on a need basis, and such disclosure and / or storage of the logs maintained shall comply with Applicable Law.
Other Important Notices Regarding Our Privacy Practices
Third Party Websites
We and our third-party service providers use reasonable organisational, technical and administrative measures to protect PII collected, stored and/or maintained by us and/or under our control. Whenever You change or access Your account information, we offer the use of a secure server. Once Your information is in our possession we adhere to strict security guidelines, protecting it against unauthorised access. Unfortunately, no data transmission over the Internet or data storage system can be guaranteed to be 100% secure. Please do not send us sensitive information through email. If You have reason to believe that Your interaction with us is not secure (for example, if You feel that the security of any account You might have with us has been compromised), You must immediately notify us of the problem by contacting us in accordance with the “Contacting Us” section below. (Note that if You choose to notify us via physical mail, this will delay the time it takes for us to respond to the problem.)
If You do not wish to receive marketing-related emails from us, You may unsubscribe from receiving them by clicking on the “unsubscribe” link at the bottom of any of those emails.
You may review, correct and/or update certain elements of Your PII by adjusting Your preferences in the “My Account” section of our Website and/or App. We and our third-party service providers are not responsible for altering PII from the databases and/or other records of third parties with whom we and our third-party service providers have shared Your PII (as permitted by Applicable Law).
Note Regarding the Use of the Website and/or App by Minors
The Website and App are not directed to and/or intended for use by individuals under the age as mentioned under Applicable Laws, and we request that such individuals not use the Website and App and/or not provide PII through the Website and/or App.
If You choose to access the Website and/or App, You do so at Your own risk, and are responsible for complying with Applicable Laws. We may limit the availability of the Website and/or App, in whole or in part, to any person, geographic area and/or jurisdiction we choose, at any time and at our sole discretion.
Terms and conditions
This document is an electronic record in compliance with the Information Technology Act, 2000 and the Rules and Regulations framed thereunder, as applicable and the amended provisions pertaining to electronic records in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical or digital signatures.
Please read the following terms and conditions carefully before browsing, registering, accessing or using the mobile application "Thirsty Crow". By accessing, registering on or using the Application, you agree to be bound by the terms and conditions set forth below including any additional guidelines and future modifications thereto. If, at any point of time, you do not agree to these terms and conditions or do not wish to be bound by any of these terms and conditions, you may not access or use the Application and terminate the use of the Application in accordance with the terms and conditions contained herein
Your Agreement to these Terms and Conditions
these Terms and Conditions (as may be amended from time to time, the "Agreement" or “Terms”) constitute a legal contract between You (“You” or "Merchant"), and FILMY BROTHERS ENTERTAINMENT, a Partnership firm, having its registered office at 2ND FLOOR, 16, SANTH KUTIR, LINKING ROAD, KHAR-WEST, MUMBAI SUBURBAN, MAHARASHTRA, 400052. (“Company”).
The Company owns and operates a mobile application Thirsty Crow and the website www.thirstycrow.info (hereafter both the mobile application and website will be referred to as the "Thirsty Crow Application"), which provides a platform for liquor/alcoholic beverage manufacturers and distributors (“Sellers”) to showcase liquor and alcoholic beverages ("Products") on the platform created by Thirsty Crow Application, and enables the Customer to search and pay for these Products through independent, licensed alcohol beverage retailers, and other licensees with retail privileges (hereinafter referred to as the "Merchant"). We act as an intermediary/ service provider, providing the Customer with this platform enabling him to purchase the Products from the Merchant and We provide him with payment solutions, payment support services, technology solutions and other related / ancillary services (hereinafter referred to as the “Services”). The Sellers partner with the Company to display the Product(s) and You agree to, in the capacity of a Merchant, to make available the Products to the Customers by indicating the availability of the Products in your licensed outlets, through the Application, in accordance with the terms and conditions set forth herein.
You agree and acknowledge the following:
1. Unless otherwise expressly defined herein, the following capitalized terms shall have the following meanings
(a) “Applicable Laws” shall mean all statutes, enactments, acts of legislature or parliament, ordinances, rules, bye-laws, regulations, notifications, guidelines, protocols, codes, judgments, policies, directions, directives and orders of any government, statutory authority, tribunal, board or court in India;
(c) “Customers” shall mean any (a) user of the Application who reserves the Product(s) for collection of the Product(s) at his/her behest, through the Application ; and (b) who has registered with Thirsty Crow Wallet and/or is the holder of Thirsty Crow Wallet in an internet compatible device inter-alia mobile phone, tablet and phablet that supports the Thirsty Crow Wallet;
(d) “Thirsty Crow Wallet” means a pre-paid instrument issued by Thirsty Crow;
(e) “Person” shall mean any individual, corporation, partnership, joint venture, association, joint stock company, trust, unincorporated organization, business or government (or any agency or political subdivision thereof) or other entity.
(f) “Product(s)” shall mean liquor and alcoholic beverages that the Manufacturers or importers intend to enlist and the Merchant intends to make available to the Customers through the Application in accordance with Applicable Laws;
(g) “Delivery Partner” is defined as an independent contractor who intends to provide on demand delivery services using Thirsty Crow’s technology platform or one of its affiliates.
2. Your Registration and Account Obligations
You will not be eligible to create a Thirsty Crow Account unless:
a) You are of legal drinking age in your state of residence
b) You are a company registered under the Companies Act, 1956 or 2013 / you are a partnership firm formed in accordance with the Partnership Act, 1932 / you are a Limited Liability Partnership formed under the Limited Liability Partnership Act, 2008 / Proprietorship / Hindu Undivided Family / Individual and possess the requisite licenses, valid and in force, from the government which are necessary for operation and sale of the Product(s) for which you are licensed;
c) You can lawfully enter into and execute contracts under Applicable Laws and have all requisite right, power and authority to perform Your obligations as a Merchant;
d) You are licensed to sell the Products and such license is and always shall be valid during the term of this Agreement.
You shall be solely responsible for maintaining the confidentiality of Your assigned User ID and Password of Thirsty Crow Account and shall be responsible for all activities that occur under Your User ID and Password. You agree that if You provide any information that is inaccurate, false or incomplete or we have reasonably sufficient evidence or grounds to believe that such information is inaccurate, false or incomplete or not in accordance with these Terms, we shall have the right to indefinitely suspend or terminate or block access of Your Thirsty Crow Account on the Application and refuse to provide You with access to the Application.
3. Services to be provided by You
You agree that during the term of this Agreement, you will provide Us with the real-time availability of the Product(s) i.e, various brands and sub-brands listed by the Sellers on the Application at its licensed outlets. You shall ensure that You hold an adequate inventory of the Products that you have indicated to Us and as indicated on the Application, for successful fulfillment of the orders placed by the Customers.
The “Thirsty Crow Business Partner Application” will be made available to you to access on-demand product requirements by the users of the Thirsty Crow App. For the sake of clarity, neither Thirsty Crow nor its affiliates provide any delivery or logistics services, but Thirsty Crow provides a platform for outlets like yours to connect with Delivery Partners for delivery services and to receive demand prediction and related information services in connection with the sale of the Items.
Thirsty Crow will not have any obligation to deliver the Product(s) as a platform provider. For the sake of clarity, you, through the services provided by Delivery Partners provided by the Company, or through your Delivery Agent are responsible for the delivery of Product(s) and you maintain possession, control, and care of the Items at all times. You shall have marketable legal right and title to sell the products or render the services. You shall not offer any Product(s) which are illegal, unlawful, expired and in violation of applicable laws and policies. Thirsty Crow will not be liable for any damage or loss incurred by the Users in relation to the delivery of the Product(s) and will follow reasonable guidance you provide regarding the delivery of the Product(s).
You shall ensure that the packaging of the Products is safe, proper and adequate to withstand the normal transportation and environmental hazards and in compliance with applicable laws. Thirsty Crow shall not be liable or responsible for any loss or damages to the Merchant, if the Merchant is not in strict compliance of various laws and regulations.
The products will be sold to the Customer on the MRP (Maximum Retail Price) as mentioned on the product, subject to any discount/offers will shall be made available by the Merchant on the Thirsty Crow Application. The Choice of payment method remains in the hands of the Customer. All the Cash On Delivery Payments will be collected by the Merchant if they send their Delivery Boy, and shall be settled with the Company after cutting the dues of the Merchant. All the online payments will be made through the Thirsty Crow Application and will be settled with the Merchant. The Merchant is entitled to receive payment of the product sold through the Thirsty Crow Platform as per the MRP, subject to any discount/offers applied by the Merchant to the Customer i.e, the Company shall be liable to settle the dues of the Merchant as per the MRP of the product and in case any Discount has been made available by the Merchant, the Company shall be liable to pay the Discounted price to the Merchant for the sale of the Product.
We shall provide you with the necessary backend infrastructure for capturing all necessary details of the transactions of the Customers, and shall communicate such details to You, in a manner determined by Us. You shall package the Product(s) in accordance with Applicable Laws and any guidelines or instructions issued by Us, from time to time, in this regard.
Upon the redemption of the Product(s) by the Customers, We shall, within a period of 2 (two) business days from such redemption of the Product(s), or such extended period as may be mutually agreed in writing between Us, settle the outstanding payments payable to You, post the relevant deductions in accordance with the terms and conditions of this Agreement, and any deductions to be made in accordance with Applicable Law. The mechanism / process in relation to receipt of the said amount, shall be in accordance with the terms and conditions as mutually agreed to by us, which shall be subject to change as agreed between us. In the event of any change in our forfeiture or any other policy, the same shall be intimated to You.
4. Availability of Product(s)
Thirsty Crow will provide you reasonable advice regarding demand prediction, which you may use in connection with your determination of the quantity and type of Product(s) made available via the Thirsty Crow App. You are fully responsible for quality, safety and delivery of the Product(s) and you shall adhere to all applicable laws and regulations in relation to the provision, packaging, and delivery of the Product(s). You will determine any quality, size, packaging or other criteria (including those of laws and regulations) that apply to the Product(s) (“Criteria”) and you are solely responsible for ensuring that the Product(s) meet such criteria when they are made available via the Thirsty Crow App. In the event of failing to provide Product(s) that adhere to the Criteria (each, a “Substandard Product(s)”), Thirsty Crow is under no obligation to make such Substandard Product(s) available for sale via the Thirsty Crow App.
Product(s) Inventory - You maintain title to all Product inventory until each Product is delivered to the Customer. You are responsible for the costs of all Product(s). Whenever a User wishes to avail Items or Service as identified by the App, Thirsty Crow will notify the Merchant Partner of the specifications and particulars of the order as is received from the User. Upon receipt of an order request from a Customer, the Merchant Partner shall keep ready the product as required by the Customer.
5. License Requirements
You represent and warrant that You hold a valid license to sell the Products in the State at the licensed outlets and shall at all points in time during the validity of this Agreement, maintain the validity of the license. We are entitled to call upon you to produce for inspection and verification, at any point of time, documents and details evidencing the existence and validity of such license. Should the Company have any grounds to believe that the licenses are invalid, incomplete, or ineffective for any reason whatsoever, the Company shall be entitled to terminate your use of the Application and your Account.
You agree and acknowledge that any payment made to You is without prejudice to any claims or rights that the Company may have against You and such payments will not constitute any admission by the Company as to the performance by You of Your obligations under this Agreement.
Notwithstanding anything contained in this Agreement where the Company has reason to believe that any charges/debits have been incurred which are fraudulent or without authorisation ("Suspect Charge"), the Company will be entitled to deduct an amount equivalent to Suspect Charge from the amount payable to You. If after due inquiry and investigation, the Company determines that the charge/debit is a valid charge and not a Suspect Charge, the withheld payment will be released.
If it is determined after due inquiry and investigation that any Suspect Charge is not a valid charge at all, the Company will not release the withheld payment and will transfer the same to the Thirsty Crow Wallet of the Customer in question. The decision of the Company in this regard shall be final and binding.
You agree and acknowledge that any payment made to You is without prejudice to any claims or rights that We may have against You and such payments will not constitute any admission by the Company as to the performance by You of Your obligations under this Agreement
The making of payments by the Company to You under this Agreement, will not constitute a waiver by Us of our rights to recover amounts payable by You to the Company. The Company reserves the right to seek indemnities from You for losses suffered by the Company under any heads of claims permissible under Applicable Laws or for any reason, such as:
a) Any transaction is for any reason unlawful or unenforceable;
b) Any information presented electronically to us is not received in accordance with Our requirements, or is false and misleading;
c) Any transaction made outside the territory authorized for the use of such instrument;
d) Any transaction that is posted more than once to wallet holders account for the same transaction;
e) Where the transaction amount exceeds the limits prescribed by the Company or RBI or any other government authority, from time to time, for any legal or regulatory reasons;
f) Where the sale of the Products is not from a licensed outlet of Yours.
7. Understanding Between the Parties
You agree that We have entered into, or may enter into, other contracts of similar nature with other merchants for a similar purpose and acknowledge that there is no exclusivity in the present arrangement between Us.
You agree that the Application is a web-based mobile platform for showcasing of (a) the Seller’s Products; and (b) the brand and sub-brand name of the Sellers to the Customers to enable such Customers to transact the Product(s) on the Application.
You agree that our role is that of a service provider in all such transactions. You agree that the Thirsty Crow Wallet facility provided by Us is neither a banking service nor a financial service but is merely that of a facilitator providing the service of an automated online electronic payment system, using the existing authorized banking infrastructure. Further, by providing the payment facility, the Company is not acting as a trustee nor in any other fiduciary capacity with respect to any transaction on the Application.
You further agree that You are partnering with Us solely for the purpose of providing the Customers with real time information of the availability of the Products at Your licensed outlet, and enabling the Customers to reserve / order the Products using the Application through the Services offered by Us and providing access to the Collection Service provided by You.
Nothing in this Agreement will be taken as establishing that the Company or any of its personnel to be the agent or employee of You, nor shall it create, a joint venture, legal partnership, a franchisor/franchisee relationship, employer – employee relationship, agency (disclosed or undisclosed), sales representative or any similar relationship.
8. Covenants, Representations and Warranties
You hereby declare, assure, undertake and covenant as under:
a) You shall duly fulfil all transactions in accordance with the instructions of the Customers and as mutually decided between You and the Customers.
b) You have and you shall maintain all required rights, powers, and authorizations to enter into this Agreement and to fulfil, deliver and perform the obligations contemplated hereunder in accordance with the terms of the Agreement or Applicable Laws.
d) You shall comply with all Applicable Laws while offering the Products to the Customers. You shall not offer anything to the Customers, which is illegal, stolen or unauthorized and/or is not in compliance with Applicable Laws.
e) You shall keep confidential all information relating to the Customers except as required for the Collection Services. You shall ensure that there are proper encryption and robust security measures to prevent any hacking of the information of the Customers on Your licensed outlet/premises or through the Application. You shall use the Customer's data in accordance with Applicable Laws including but not limited to the Information Technology Act, 2000 and the rules made thereunder and use the data only for the purpose of completing the transaction for which it was furnished and shall not sell or otherwise furnish such information to any third party. You agree and acknowledge to indemnify Us against any direct and indirect damages, losses or claims incurred by Us due to non-compliance of this Clause.
f) You shall be solely responsible for the accuracy of all information and/or validity of the prices and any other charges and/or other information relating to the Products offered to the Customers through the Application.
g) You hereby agree and acknowledge that all risks associated with the sale of the Products in relation to a Successful Transaction (as defined hereinafter) shall be solely at your risk and We shall have no liability thereof, in any manner whatsoever. For the purposes of this Agreement a “Successful Transaction” shall mean a transaction undertaken by a Customer for which the payment has been processed and received by Us at the time of such order (deeming the sale of the Product to have taken place at Your licensed outlet / premises). Any and all disputes regarding quality and quantity of the Products offered for sale by You shall be resolved directly with the Customer without making the Us a party to such disputes, in any manner whatsoever.
h) You hereby agree and acknowledge that the Company including its personnel or auditors (internal or external) or legal advisors and regulators (including but not limited to the Reserve Bank of India) shall have the right to physically inspect and/or audit all Your records that relates to the arrangement captured in this Agreement and such agreements incidental thereto and You shall permit entry into such premises where such records are maintained upon receipt of a reasonable prior notice from Us or such other third parties, from time to time.
i) You agree that We reserve the right to suspend the Services or suspend your Thirsty Crow Account under this Agreement in the event You fail to observe any of the terms of this Agreement.
j) You agree and acknowledge that the price of the Product(s) displayed on the Application shall be the Maximum Retail Price or applicable surcharge, if any.
k) You shall be solely responsible to provide/specify validity period of the Products and the prices and You shall also be responsible for honouring such offers during the existence of the validity period and in the event You fail to honour such offer/transaction, then such non-performance shall be deemed to constitute a breach of this Agreement.
l) You hereby agree and acknowledge that in view of the Services provided by us under this Agreement, to the extent as may be applicable, at all times during the term of this Agreement, the Company shall have the right to receive payments from the Customers through the Thirsty Crow Wallet. You hereby assign all rights in relation thereto to Us.
m) You shall be solely responsible and liable for any complaints and queries of the Customers with respect to the Products, including any complaints with respect to the quality or quantity of the Products.
n) You agree, undertake and confirm that You deal only in original, legitimate and genuine Products and in which You own the rights, which are either self-manufactured and/or procured from the Sellers in accordance with Applicable Laws. You further undertake that You shall not provide the Customers with fake/spurious/non-authentic Products, or Products past their expiry date.
o) Your execution of this Agreement does not and will not violate any provision of Applicable Law or agreement or understanding with any third party, and you shall indemnify the Company from any third party claims in this regard.
p) You shall maintain all valid licenses, registrations, authorizations and clearances under Applicable Laws with respect to the Products and/or services and the business carried on by You from time to time, including but not limited to all municipal, local, state and central registrations and permits for safe storage of the Products within the designated area.
q) You shall at all times comply with all statutory requirements and make timely payment of all statutory dues, including and not limited to taxes, cesses etc. relating to sale of the Products under all Applicable Laws.
r) You acknowledge that the Company may be required to comply with the applicable provisions of the foreign exchange laws, rules, regulations, notifications, guidelines and other requirements, and accordingly agree that the Company shall be at liberty to display or remove from display, on its Application and / or the Company's website, any of Your licensed outlets registered with the Company, at its discretion, in order for the Company to remain in compliance with such regulatory requirements.
You agree to indemnify, save, and hold Us, our promoters, directors, affiliates, contractors, service providers, employees, officers, agents and third party suppliers, licensors, and partners harmless from any and all claims, losses, damages, and liabilities, costs and expenses, including without limitation legal fees and expenses, arising out of or related to Your use or misuse of the Application, violation by You of the terms and conditions of this Agreement, or any breach of the representations, warranties, and covenants made by You herein. We reserve our right, at Your expense, to assume the exclusive defence and control of any matter for which You are required to indemnify us, including rights to settle, and You agree to cooperate with Us to defend and settle the claims. We will make reasonable efforts to notify You of any claim, action, or proceeding brought by a third party that is subject to the foregoing indemnification upon becoming aware of it. This clause shall survive termination of this Agreement.
10. Liabilities and Damages
The Company or its contractors, directors, officers, agents, licensors, partners shall not in any event or circumstances be liable to You for any special, indirect, incidental, consequential, punitive, or exemplary damages, including but not limited to lost business opportunities, lost revenues, or loss of anticipated profits or any other pecuniary or non-pecuniary loss or damage of any nature
whatsoever, arising out of or relating to (i) this Agreement, and (ii) the use or inability to use the Application.
11. Disclaimer: No Warranties
YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTES WITH US IS THE CANCELLATION OF YOUR THIRSTY CROW ACCOUNT WITH US.
THE COMPANY's APPLICATION, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE PLATFORM, IS PROVIDED 'AS IS.' TO THE FULLEST EXTENT PERMISSIBLE BY LAW, COMPANY AND ITS SUBSIDIARIES AND AFFILIATES MAKE NO REPRESENTATION OR WARRANTIES OF ANY KIND WHATSOEVER FOR THE CONTENT/SERVICES ON THE PLATFORM, OR THE MATERIALS, INFORMATION AND FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH PLATFORM, FOR ANY PRODUCTS OR SERVICES OR HYPERTEXT LINKS TO THIRD PARTIES OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH PLATFORM OR ANY LINKED SITE. FURTHER THE COMPANY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. COMPANY DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN PLATFORM, OR ANY MATERIALS OR CONTENT CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR FREE. THE COMPANY SHALL NOT BE LIABLE FOR THE USE OF PLATFORM, INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY ERRORS CONTAINED THEREIN.
IN NO EVENT SHALL THE COMPANY’S TOTAL CUMULATIVE LIABILITY TOWARDS YOU FOR ANY AND ALL CLAIMS UNDER THIS AGREEMENT REGARDLESS OF THE FORM OF ACTION, EXCEED INR 100. YOU AGREE THAT IRRESPECTIVE OF THE NATURE OF CLAIM YOU MAY HAVE, WHETHER FOR DAMAGES, IN CONTRACT, TORT OR OTHERWISE, THE LIABILITY SHALL NOT EXCEED THE AMOUNT SPECIFIED IN THIS CLAUSE.
12. Ownership: Proprietary Rights
All rights, including copyright, in the content Application are owned or controlled for these purposes by Us. Except where expressly stated otherwise, you are not permitted to do any derivative work, copy, download, store (in any medium), transmit, broadcast, show or display in public, adapt or change in any way the content on the Application for any purpose whatsoever without Our prior written permission. Violators will be prosecuted to the maximum extent possible under applicable law. Any other rights, not expressly granted herein, are reserved.
The Application includes a combination of content that We create, that our partners or licensors or associates create, and that the Sellers may create. All materials published on the Application, including, but not limited to software(s), advertisement(s), written content, views, reviews, photographs, graphics, images, illustrations, marks, logos, sound or video clips, and flash animation, are protected by our copyrights or trademarks or those of our partners or licensors or associates. You are not permitted to copy, modify, publish, transmit, reproduce, create derivative works of, distribute, publicly perform or display, or in any way exploit any of the materials or content on the Application in whole or in part.
If we find any contents or materials published on our Application as obscene, offensive, indecent, racial, hatred to religion or objectionable or that is inaccurate, you shall refrain from use of such materials or contents and shall bear all risks associated with using that content. You unequivocally agree not to publish or post such material in Your content. We have the right, but not the obligation, to remove any content that may, in our sole discretion, violate these Terms or that is otherwise objectionable.
All names, logos, marks, labels, trademarks, copyrights or intellectual and proprietary rights on the Application belonging to any person, entity or third party are recognized as proprietary to the respective owners and any claims, controversy or issues against these names, logos, marks, labels, trademarks, copyrights or intellectual and proprietary rights must be directly addressed to the respective parties with notice to Us. You irrevocably confirm and undertake that We shall not be liable for any claims, expenses and liabilities for display or use of the names, logos, marks, labels, trademarks, copyrights or intellectual and proprietary rights on the Application under license or rights or affiliation with the said person, entity or third party.
You hereby authorize Us to include Your Intellectual Property, as mutually agreed upon, including trademarks , on the Application and in any promotional material produced by Us in relation to the promotion of the Application.
13. Termination of Agreement
Termination by Us: You agree that We, in our sole discretion, for any or no reason, and without penalty, may suspend or terminate Your Thirsty Crow Account (or any part thereof) or terminate this Agreement, at any time without assigning any reason. You agree that any termination may be effected with prior notice of 15 days, and You agree that We will not be liable to You or any third party for any such termination. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies We may have at law or in equity.
Termination by You: You may terminate this Agreement by giving the Us prior written notice of at least 15 days
14. Consequence of Termination
Upon termination of this Agreement for any reason:
a) We will block Your access to the Application;
b) We shall forthwith but not later than 30 (thirty) days of termination of this Agreement, remove all material in any form, in electronic form or otherwise, bearing Your name or any other representations of Yours; and
c) You shall return all our Confidential Information and all other properties and materials belonging to Us. In case such Confidential Information cannot be returned in a material form, You shall destroy all such information and provide a certification to this effect.
15. Modification of this Agreement
We reserve the exclusive right to change, modify, add, delete or remove portions of this Agreement at any time by posting notification on the Application or otherwise communicating the said notification to You. The changes will become effective, and shall be deemed to have been accepted by You 24 (twenty-four) hours after the initial posting and shall be applicable immediately on a going-forward basis. If You do not agree with any such modification, Your sole and exclusive remedy is to terminate this Agreement in accordance with clause 13 above. If you continue to use the Application, it will be deemed as your acceptance of the terms.
Our failure to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. Any waiver of any provision of this Agreement will be effective only if in writing and signed by our authorised signatory, expressly stating that We are exercising a waiver of any right or provision.
We may provide You with notices and communications by email, regular mail or postings on the Application or by any other reasonable means. Except otherwise communicated, notice to Us must be sent by courier or registered mail to our address provided to You from time to time.
You and/or the Company agree that any dispute arising out of or relating to this Agreement including its interpretation, shall be settled only by arbitration in accordance with the provisions of the Indian Arbitration & Conciliation Act, 1996. You agree that the disputes shall be decided by a sole arbitrator and We shall have the sole right to appoint the arbitrator. Any such dispute shall be decided and determined on an individual basis and shall not be consolidated in any arbitration with any claim or controversy concerning any other party. The arbitration proceedings shall be conducted in Mumbai, India. Either of us may, subject to the provisions of the Arbitration & Conciliation Act, 1996, and to the extent permitted thereunder, seek any interim or preliminary relief from a court of competent jurisdiction in Mumbai, India, necessary to protect the rights or the property of You or Company (or its agents, suppliers, service providers and subcontractors), pending the completion of arbitration. Any arbitration shall be confidential, and neither of Us shall disclose the existence, content or results of any such arbitration proceedings, except as may be required by law or for purposes of enforcing or challenging the arbitration award. In all arbitrations, each party will bear the expense of its own lawyers and preparation. The language of Arbitration shall be English.
19. Laws and Disputes Redressal
Subject to Clause 18, You agree that courts in Mumbai, India, shall have exclusive jurisdiction in respect of disputes between us. This Agreement shall be governed by the laws of India.
If any provision of this Agreement is held to be unlawful, void, invalid or otherwise unenforceable, then that provision will be limited or eliminated from this Agreement to the minimum extent required, and the remaining provisions will remain valid and enforceable.
This Agreement, and any rights granted hereunder, may not be transferred or assigned by You without our prior written consent which may be withheld in our sole discretion, but may be assigned by us without restriction. Any assignment attempted to be made in violation of this provision shall be void and of no effect.
Upon termination of this Agreement, any provision which, by its nature or express terms should survive, will survive such termination or expiration as applied to transfers and relationship prior to such termination or expiration.
23. Entire Agreement
This is the entire agreement between us relating to the subject matter hereof and will not be modified except in writing, signed by both parties, or by a change to this Agreement made by Us in accordance with the terms of this Agreement.
24. Contact Information
If You have any question, issue, complaint, please contact our support services at firstname.lastname@example.org