Terms
and Conditions for Users Registering with SoOLEGAL:
By
registering yourself with SoOLEGAL, it is understood and agreed by
you that the Terms and Conditions mentioned herein this document
shall be binding on you at all times during the period of
registration and notwithstanding cessation of your registration with
SoOLEGAL certain Terms and Conditions shall survive.
The
Terms and Conditions will govern your access to and use of the
services through an account and/or accounts and will be treated as
your consent to abide by the Terms and Conditions that you or any
firm (including Law Firm, CA/ CS/ ICWAI or any other Firm) you are
attached with or any Body/ Association of Professionals including but
not limited to any Advocate registered with any Bar Council under The
Advocates Act, 1961, Chartered Accountants registered under The
Chartered Accountants Act, 1949, Company Secretary under The Company
Secretaries Act, 1980, Retired Judge of any Court in India, any
Academician (Legal & others) Student (Legal & others),
Publisher, any Intelligence Service; that you represent ("You")
and collectively would be referred as Registered User of SoOLEGAL
Registered User Services Private Limited. By registering for or using
the services, you will be responsible to abide by the Terms and
Conditions. You shall also abide by the Service Terms and Program
Policies for each service you register for or use in connection with
the SoOLEGAL site.
Eligibility
All
professionals mentioned in the foregoing under various Acts and
Statutes who are eligible to be valid professionals under respective
Acts/ Statutes shall be eligible to register and enroll.
Registration
To
begin the Registration process, you must complete the registration
process for one or more of the Services as you may deem fit per your
requirement. As part of the application, you must provide us with
your (or your Firm's) legal name, date of enrollment with applicable
Statutory Authority and applicable Registration number, present and
permanent/ office/ chamber address, valid phone number and e-mail
address. We may at any time cease providing any or all the Services
at our sole discretion and without notice.
Under
certain circumstances a body/ association of Professionals may enroll
with us and you being a part of such body/ association may become a
registered member of our services by virtue of such enrolment and
only to an extent as provided to you by us and your personal
information may be displayed in our portal. In the event, you wish to
discontinue to avail the service wherein you become a default
registered member due to the body/ association of Professionals to
which you are enrolled to, you may request us through email to have
your name struck off.
Service
Fee Payments
Fee
details are described fully in the applicable Service Terms. You are
responsible for all your expenses in connection with these services
you are availing and entitled to by way of your category of
registration, unless any provision under the Terms and Conditions
provide otherwise. For the SoOLEGAL Site that you register for or use
a Service in connection with, we may require you to submit valid
credit card information from a credit card acceptable by SoOLEGAL
(with respect to such SoOLEGAL Site, "Your Credit Card") as
well as valid bank account information for a bank account in your
name that is with a bank located within India and enabled for Your
Account (which functionality may be modified or discontinued by us at
any time without notice) (with respect to the SoOLEGAL Site, "Your
Bank Account"). You will use only a name you are authorized to
use in connection with the Service and will update such information
as necessary to ensure that it at all times remain accurate and
complete. You authorize us to verify your information (including any
updated information), to obtain credit reports about you from time to
time, to obtain credit authorizations from the issuer of Your Credit
Card, and to charge Your Credit Card or debit Your Bank Account for
any sums payable by you to us (in reimbursement or otherwise). At
SoOLEGAL's option, all payments to you will be made to Your Bank
Account, via cheque or electronic transfers or any other means as
specified by us. You agree that SoOLEGAL shall not be liable for any
failure to make payments to you on account of incomplete or
inaccurate information provided by you with respect to Your Bank
Account.
In
addition to charging payable sums to Your Credit Card, we may instead
choose to either (a) off-set any amounts that are payable by you to
us (in reimbursement or otherwise) against any payments we may make
to you, or (b) invoice you for amounts due to us, in which case you
will pay the invoiced amounts upon receipt. Except as provided
otherwise, all amounts contemplated as per these Terms and Conditions
it will be expressed and displayed in the Local Currency, and all
payments contemplated as per the Terms and Conditions will be made in
the Local Currency. If we discover erroneous or duplicate
transactions, then we reserve the right to seek reimbursement from
you by deducting from future payments owed to you, charging Your
Credit Card, or seeking such reimbursement from you by any other
lawful means; provided that the foregoing will not limit your rights
to pursue any good faith dispute with SoOLEGAL concerning whether any
amounts are payable or due.
If
we reasonably conclude based on information available to us that your
actions and/or performance in connection with these Terms and
Conditions,which may result in a significant number of customer
disputes, chargebacks or other claims in connection with the SoOLEGAL
Site, then we may, in our sole discretion and subject to applicable
Law, delay initiating any payments to be made or that are otherwise
due to you under this Agreement for the shorter of: (a) a period of
one hundred and twenty (120) calendar days following the initial
date of suspension; or (b) completion of any investigation(s)
regarding your actions and/or performance in connection with the
Terms and Conditions. You agree that we are entitled to the interest,
if any, paid on balances maintained as deposits in our bank accounts.
Term
and Termination
The
term of this Agreement will start on the date of your completed
registration for one or more of the Services (the "Effective
Date") and continue until terminated by us or you as provided
below (the "Term"). We may terminate or suspend any Service
immediately in our sole discretion by notice to you for any reason at
any time. You may terminate any Service for any reason at any time in
writing. Termination or suspension of a Service will not terminate or
suspend any other Service unless explicitly provided. Upon
termination, all rights and obligations of both SoOLEGAL and you
shall cease. Any term that expressly survives according to the
applicable Service Terms will only survive termination.
Licence
It
is understood by SoOLEGAL that the information or material that you
provide in the SoOLEGAL portal is your original work and advisory
material which you have proprietary rights to which you grant
SoOLEGAL a royalty-free, non-exclusive, worldwide, irrevocable right
and licence during the Term and for as long thereafter as you are
permitted to grant the said licence under applicable Law to use,
reproduce, perform, display (public communication), distribute,
adapt, modify, re-format, create and exploit derivative works of, and
otherwise commercially or non-commercially exploit in any manner, any
and all of Your Materials, and to sublicense the foregoing rights to
our Affiliates and operators of SoOLEGAL Associated Properties;
provided, however, that we will not alter any of Your Proprietary
Right or Intellectual Property from the form provided by you and
will comply with your removal requests as to specific uses of Your
Copyright (provided you are unable to do so using the standard
functionality made available to you via the applicable SoO-LEGAL Site
or Services); provided further, however, that nothing in this
Agreement will prevent or impair our right to use Your Materials
without your consent to the extent that such use is allowable without
a licence from you or your Affiliates under applicable Law (e.g.,
fair use under copyright law, or any other applicable Intellectual
Property Rights, or valid licence from a third party).
Representations
You
represent and warrant to us that: (a) if you are a Professional Firm,
you are duly registered under applicable Laws, validly existing and
in good standing under the Laws of the territory in which your Firm
is registered and are a resident of India for income tax purposes
every financial year; (b) you have all requisite right, power and
authority to agree to the Terms and Conditions & perform your
obligations and grant the rights, licences and authorizations you
grant hereunder; (c) you and all of your affiliates, associates will
comply with all applicable Laws in your performance of your
obligations and exercise of your rights under this Agreement and (d)
you and all your affiliates, associates are registered in applicable
roll under appropriate statute and provide us with valid Registration
Numbers at the time of registration with SoOLEGAL. You further
represent that you or your Firm will not advertise your services on
SoOLEGAL platform or publish any material that is in direct conflict
with any statute under which you are registered where advertising is
an express bar.
Indemnification
You
release us from, and agree to indemnify, defend and hold harmless us
(and our officers, directors, employees, agents and Affiliates)
against, any claim, loss, damage, settlement, cost, taxes, expense or
other liability (including, without limitation, attorneys' fees)
(each, a "Claim") arising from or related to: (a) your
actual or alleged breach of any obligations of any Terms and
Conditions; (b) any personal injury, death or loss of property due to
any advice of provided by you to any client or any damage caused to
any client related thereto; or (c) Any applicable tax accrued and
incidental upon you.
Disclaimer
THE
SoOLEGAL SITE AND THE SERVICES, INCLUDING ALL CONTENT, SOFTWARE,
FUNCTIONS, MA-TERIALS AND INFORMATION AVAILABLE OR PROVIDED IN
CONNECTION WITH THE SERVICES, ARE PROVIDED "AS-IS." YOU
ARE ENTITLED MERELY TO USE THE PORTAL ONLY TO THE EXTENT PERMITTED
BY SoOLEGAL AND AS A USER OF THE SERVICES, YOU ACCESS THE SoOLEGAL
SITE, THE SERVICES AND ANY ONLINE PORTAL OR TOOL PROVIDED BY
SoOLEGAL TO HELP YOU AVAIL THE SERVICES AT YOUR OWN RISK. WE AND OUR
AFFILIATES WAIVE AND DISCLAIM: (1) ANY REPRESENTATIONS, WARRANTIES,
DECLARATIONS OR GUARANTEES REGARDING THE SERVICES OR THE
TRANSACTIONS CONTEMPLATED HEREBY, INCLUDING ANY IMPLIED WARRANTIES,
DECLARATIONS OR GUARANTEES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE OR NON-INFRINGEMENT; (2) IMPLIED WARRANTIES
ARISING OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF
TRADE; AND (3) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY IN
TORT, WHETHER OR NOT ARISING FROM OUR NEGLIGENCE. WE DO NOT WARRANT
THAT THE FUNCTIONS CONTAINED IN THE SoOLEGAL SITE OR THE SERVICES
WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE, TIMELY, SECURE,
UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR ANY
SERVICE INTERRUPTIONS, INCLUDING, BUT NOT LIMITED TO SYSTEM FAILURES
OR OTHER INTERRUPTIONS THAT MAY AFFECT THE RECEIPT, PROCESSING,
ACCEPTANCE, COMPLETION OR SETTLEMENT OF ANY TRANSACTIONS OR ANY
OTHER INTERRUPTION CAUSED DUE TO ANY FORCE MAJEURE EVENT WHERE WE DO
NOT GUARANTEE ANY BUSINESS CONTINUITY PLAN TILL THE CESSATION OF
SUCH FORCE MAJEURE EVENT.SOME JURISDICTIONS' LAWS DO NOT ALLOW
EXCLUSION OF AN IMPLIED WARRANTY, IN WHICH CASE THE FOREGOING
DISCLAIMER MAY NOT APPLY TO YOU, AND WE AND OUR AFFILIATES DISCLAIM
TO THE MAXIMUM EXTENT PERMITTED UNDER SUCH APPLICABLE LAW, ALL
WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY,
INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY,
SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-
INFRINGEMENT OR QUIET ENJOYMENT.
SoOLEGAL
IS NOT RESPONSIBLE FOR ANY TRANSACTIONS BETWEEN CLIENTS AND
REGISTERED USERS OR ANY OTHER PARTICIPANT DEALINGS, IF A DISPUTE
ARISES BETWEEN ONE OR MORE PARTICIPANTS, EACH OF YOU RELEASE
SoOLEGAL (AND ITS AGENTS, AFFILIATES AND EMPLOYEES) FROM CLAIMS,
DEMANDS, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND
NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND
UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH
DISPUTES BETWEEN YOU AND YOUR CLIENT(S) OR ANY OTHER PARTICIPANT(S)
IN SUCH TRANSACTION OR DEALING.
SoOLEGAL
SHALL NOT BE RESPONSIBLE FOR ANY PROFESSIONAL MISCONDUCT BY YOU OR
YOUR FIRM OR YOUR AFFILIATES OR ASSOCIATES AS PER THE PROVISIONS
UNDER ANY APPLICABLE ACT THROUGH WHICH YOUR FIRM OR YOU ARE
REGISTERED.
Limitation
of Liability
SoOLEGAL
WILL NOT BE LIABLE (WHETHER IN CONTRACT, WARRANTY, TORT, (INCLUDING
NEGLIGENCE, DOCUMENTS LIABILITY, ANY TYPE OF CIVIL RESPONSIBILITY OR
OTHER IN THEORY OR OTHER-WISE) TO YOU OR ANY OTHER PERSON FOR ANY
COST OF COVER, RECOVERY OR RECOUPMENT OF ANY IN-VESTMENT MADE BY YOU
OR YOUR AFFILIATES IN CONNECTION WITH THE SERVICES PROVIDED, OR FOR
ANY LOSS OF PROFIT, REVENUE, OR DATA OR PUNITIVE OR CONSEQUENTIAL
DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT, EVEN IF
SoOLEGAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH COSTS OR
DAMAGES. SoOLEGAL IN FURTHERANCE SHALL NOT BE LIABLEFOR ANY GROSS
NEGLIGENCE OR WILFUL MISCONDUCT.
Tax
Matters
As
between the parties, you will be responsible for the collection and
payment of any and all of Your Taxes together with the filing of all
relevant returns, such as service tax, PAN/CST and issuing PAN/CST
invoices/credit memos where required. SoOLEGAL is not responsible for
collecting, remitting or reporting any service tax, PAN/CST or other
taxes arising from such transaction you do with your client using
SoOLEGAL service. You are solely responsible for preparing, making
and filing any tax audit report and statutory reports and other
filings and responding to any tax or financial audits.
Unless
stated otherwise, any and all fees payable by you pursuant to your
availing SoOLEGAL Services are exclusive of all value added, service,
sales, use, goods and services and similar taxes, and you will pay
any taxes that are imposed and payable on such amounts. If we are
required by law or by administration thereof to collect any value
added, service, sales, use, goods and services or similar taxes from
you, you will pay such taxes to us.
If
for any reason, any income tax or withholding tax is determined to be
deducted and deposited on any payments or remittances to you,
SoOLEGAL will have the right to deduct and deposit any such
applicable taxes with the appropriate regulatory authority. No claim
in respect of the taxes deposited would be made by you against
SoOLEGAL.
It
is your responsibility as a REGISTERED USER on the SoOLEGAL.in
platform to choose the most applicable Documents tax codes for your
Documents, such that the correct tax rate is applied on all
Documentsoffered for transaction by you on SoOLEGAL.in. If we
determine that you are not in compliance with this provision, then we
may suspend the services provided to you on the SoOLEGAL.in platform.
Confidentiality
During
the course of your use of the Services, you may receive information
relating to us or our Affiliates or to the Services that is not known
to the general public ("Confidential Information"). You
agree that: (a) all Confidential Information will remain SoOLEGAL's
exclusive property; (b) you will use Confidential Information only as
is reasonably necessary for your participation in the Services and
ensure that persons who have access to Confidential Information will
be made aware of and will comply with the obligations in this
provision; and (c) you will not otherwise disclose Confidential
Information to any individual, company, or other third party,
including any Affiliates. You may not issue any press release or make
any public statement related to the Services, or use our name,
trademarks or logo in any way (including in promotional material)
without our advance written permission, or misrepresent or embellish
the relationship between us in any way.
Relationship
of Parties
You
and SoOLEGAL are independent contractors, and nothing in this
document will be construed to crete a partnership, joint venture,
association of persons, agency, franchise, sales representative, or
employment relationship between the parties. SoOLEGAL is not an
auctioneer, neither is it an intermediary between your client and you
being the REGISTERED USER. You will have no authority to make or
accept any offers or representations on our behalf. You will not make
any statement, whether on your site or otherwise, that would
contradict anything in this section. This Agreement will not create
an exclusive relationship between you and us.
Use
of SoOLEGAL Transaction Information
You
will not, and will cause your Affiliates not to, directly or
indirectly: (a) disclose or convey any SoOLEGAL Transaction
Information (except you may disclose this information as necessary
for you to perform your obligations under this Agreement and provided
that you ensure that every recipient uses the information only for
that purpose and complies with the restrictions applicable to you
related to that information); (b) use any SoOLEGAL Transaction
Information for any marketing or promotional purposes whatsoever
(except as permitted below), or otherwise in any way inconsistent
with our or your privacy policies or applicable Law; (c) contact a
Person that has ordered Your Documents that has not yet been
delivered with the intent to collect any amounts in connection
therewith, to influence such Person to make an alternative purchase,
or to harass such Per-son; (d) disparage us, our Affiliates, or any
of their or our respective Documentsor services or any customer; or
(e) target communications of any kind on the basis of the intended
recipient being an SoOLEGAL Site user. The terms of this provision do
not prevent you from using other information that you acquire without
reference to SoOLEGAL Transaction Information for any purpose, even
if such information is identical to SoOLEGAL Transaction Information,
provided that you do not target communications on the basis of the
intended recipient being an SoOLEGAL Site user.
Suggestions
and Other Information
If
you or any of your Affiliates elect to provide or make available
suggestions, comments, ideas, improvements, or other feedback or
materials to us in connection with or related to the SoOLEGAL Site or
Services (including any related Technology), we will be free to use,
disclose, reproduce, modify, licence, transfer and otherwise
distribute, and exploit any of the foregoing information or materials
in any manner. In order to cooperate with governmental requests, to
protect our systems and customers, or to ensure the integrity and
operation of our Law Firm and systems, we may access and disclose any
information we consider necessary or appropriate, including but not
limited to user contact details, IP addresses and traffic
information, usage history and posted content.
Modification
We
may amend any of the terms and conditions contained in this document
(including the Service Terms and Program Policies) at any time and
solely at our discretion. Any changes will be effective upon the
posting of such changes on REGISTERED USER Central or on the SoOLEGAL
Site, and you are responsible for reviewing these locations and
informing yourself of all applicable changes or notices. All notice
of changes to the Agreement will be posted for at least 30 calendar
days. Changes to Program Policies may be made without notice to you.
You should refer regularly to Your Account or REGISTERED USER
Central, respectively, to understand the current Terms and Conditions
and Program Policies and to be sure that the items you offer for
transaction to your client can be sold via the Service in connection
with the SoOLEGAL Site. YOUR CONTINUED USE OF A SERVICE AFTER
SoOLEGAL'S POSTING OF ANY CHANGES WILL CONSTITUTE YOUR ACCEPTANCE OF
SUCH CHANGES OR MODIFICATIONS.
Password
Security
Any
password we provide to you may be used only during the Term to access
Your Account or REGISTERED USER Account, respectively, (or other
tools we provide) to use the Service, electronically accept Your
Transactions, and review your completed transactions. You are solely
responsible for maintaining the security of your password. You may
not disclose your password to any third party (other than third
parties authorized by you to use Your Account in accordance with this
Agreement) and are solely responsible for any use of or action taken
under your password. If your password is compromised, you must
immediately change your password.
Miscellaneous
The
Terms and Conditions are as per the prevalent Laws of India and any
dispute regarding these terms, shall be referred to applicable laws
of India or the Convention on Contracts for the International Sale of
Goods. The exclusive jurisdiction will be with the courts at New
Delhi regarding any dispute with SoOLEGAL relating in any way to the
Terms and Conditions or your use of the Services. You may not
transfer or assign all or any portion of this Agreement, by operation
of law or otherwise, without our prior written consent. Subject to
that restriction, this Agreement will be binding on, inure to, and be
enforceable against the you and your respective successors and
assigns or affiliates, associates. We may perform any of our
obligations or exercise any of our rights under this Agreement
through one or more of our Affiliates. Our failure to enforce your
strict performance of any provision of this Agreement will not
constitute a waiver of our right to enforce such provision or any
other provision of this Agreement subsequently.
SoOLEGAL
retains the right to immediately halt any transaction, prevent or
restrict access to the Services or take any other action to restrict
access to or availability of any inaccurate listing, any
inappropriately categorized items, any unlawful items, or any items
otherwise prohibited by the applicable Program Policies.
The
authentic language of this Agreement and subsidiary or associated
documentation shall be English and any translations provided are for
convenience only. In the event of any conflict or difference in
interpretation between the English language version of this Agreement
and subsidiary or associated documentation and any translation of
them, the English language version and interpretation shall prevail.
You agree we may communicate with you in English during the Term of
this Agreement.
You
agree that we may, in our sole discretion, disclose or make available
any information provided or submitted by you or related to your
participation under this Agreement (including information regarding
Your Documents or Your Transactions) to any judicial, quasi-judicial,
governmental, regulatory or any other authority as may be required by
us to co-operate and / or comply with any of their orders,
instructions or directions or to fulfill any requirements under
applicable Laws.
We
will send all notices and other communications (including
transactional, promotional and/or commercial communication) to you at
the e-mail addresses you designated for notifications and updates in
your program application or within REGISTERED USER or Your Account
respectively, or at the valid phone number provided by you or any
other means then specified by SoOLEGAL. You consent to receive such
communications through any mode including SMS, e-mail, phone calls
etc. You may change your e-mail addresses or phone numbers via Your
Account. You will up-date your e-mail addresses (as well as your
legal name, address and phone number) as often as necessary to ensure
that they are accurate. You must send all notices and other
communication relating to SoOLEGAL to us.
You
hereby accept the applicable Service Terms and the applicable Program
Policies, which SoOLEGAL may modify from time to time. In the event
of any conflicts between the Program Policies and this Agreement, the
Program Policies will prevail. This Agreement represents the entire
agreement between the parties with respect to the Services and
related subject matter described herein and supersedes any previous
or contemporaneous oral or written agreements and understandings.
You
accept these Terms and Conditions by clicking the Agree button.
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