Effective on 12th November 2020

PLEASE READ THIS TERMS AND CONDITIONS DOCUMENT, ALSO KNOWN AS USER AGREEMENT, AND ALL OTHER POLICIES ASSOCIATED WITH IT CAREFULLY BEFORE YOU START USING OUR PRODUCTS AND SERVICES.

This User Agreement is a contract between you (User), our affiliates and us (SmarterBiz Pvt Ltd). You must read, accept and agree to all our terms and conditions, privacy policy and cookie policy before you start using our products and services.

This User Agreement, which incorporates by reference some linked information, enunciates the terms and conditions for you to avail our products and services. We reserve the right to modify the terms and conditions and the policy documents (Privacy Policy and Cookie Policy) without notifying you from time to time if required by posting the amended version on our website.

Eligibility?

You will not be using our application (web and mobile) if you:

• Are unable to honour the contract
• Are unable to form legally binding contracts with us
• Are under the age of 18
• Do not have a valid email address and phone number
• Have been stopped by law to avail our services
• Are deactivated or suspended from using our application

All accounts are associated with either individual users or agents. The users must not share their login credentials with anyone, including the people at Smarterbiz accidentally or otherwise. All actions taken by the user from their account are the sole responsibility of the user without exception.

The users may provide the name of the business or an organisation they are associated with. This agreement is strictly with the user and not with his associated organisation or business.

A business, company, organisation, trust or any other non-individual corporate entity may have a business account with us as a ‘user’, subject to them meeting eligibility requirements. All such users come under the category of Agents or Contact Center.

We have full authority to use our discretion to deny registration to any user- individual or agent.

Account Types

We offer different types of accounts. They are:

Client Account You can register an account to use our application as a Client. Each user under a client account (Team Member) can be provided different levels of access and permissions to use the account on behalf of the client.

Independent User, Agency and Agency member account

You can register with us as an individual user independently using our platform.

Agency registration is also allowed on our platform and members of the agency can also be registered along with the agency. Agency members will be provided varying levels of access and permissions to use our platform on behalf of the agency.

You as an agency member agree that the agency is solely responsible and liable for:

• Classification of agency members
• Paying the agency members for their work on projects on behalf of the agency under the law applicable by jurisdiction of the land.

You further acknowledge that:

• The agency reserves the right to determine the profile visibility and payment terms for any of the agency members.
• The agency may retain and use information such as work history even after you quit as an agency member.

Account Permissions

You agree to not allow unauthorized access to your account intentionally. This includes not sharing your account with any other individual or group and not allowing anyone to create an account on your behalf except if you are an agency member or a team member of a client. By granting permissions of your account to others including your agency and client where you are a member, you warrant that:

• You have authorized the user to act on your behalf
• You accept all responsibility and liability for the user’s actions in relation to entering into contracts, availing payment services, and accepting terms and conditions.
• Any violation of contracts or terms and conditions by the user will be treated as violation of your account, thereby affecting your usage of the account.
• Upon closure, we, under our sole discretion, may close any or all related accounts along with your account.

Identity Verification

Due to the nature of the platform where we offer professional work and payment services, your account will be subject to verification of your official and legal document(s) that proves your identity, location and your eligibility to act on behalf of your business on our platform. SmarterBiz is authorized to verify and validate you directly or via third parties subject to jurisdiction. The account can have access to all features provided on our application only after successful verification.

Terms of Service

You, as a user, agrees to adhere to the following terms of service:

• SmarterBiz is not a party to the relationship or deals between you and the client that offers you work. We merely act as a connecting platform.
• Users have the sole responsibility to accept or reject work offered by clients on our platform. While we do proper screening and take great care when onboarding clients, we are not liable to the actions taken by you or by client in relation to the project work. We do not dictate how you or the client use the platform.
• You are solely responsible for taking care of taxes incurred due to income from our services. We do not withhold any taxes from the user while facilitating payments. During audits, you should be able to provide your tax certificates to us if required for compliance purposes.
• The users are free to enter into contracts with clients or agencies as long as they do not interfere with our policies or violate the rights of SmarterBiz.
• In case of a dispute between parties, you agree to abide by the due process for raising and addressing disputes basis the terms of contract. You are within your rights to raise dispute independently if the dispute process on the platform does not fulfill your requirements.
• Users must adhere to all agreements of confidentiality with the agency or the client.

Consent to Use Electronic Records

In addition to the terms of service, you may be entitled to receive or be provided certain information or documents as a written record by Smarterbiz or any of its affiliates, clients and agencies on board. To facilitate our site services, you agree to us providing such information to you electronically instead of paper form.

Indemnification

You will defend, indemnify and hold harmless SmarterBiz and people associated with it (Indemnified Party) for all indemnified claims defined below and indemnified liabilities defined below in relation to:

• The use of application and our services by you or by client
• Payment obligations between you and client
• Non-payment of dues incurred through use of our Site of service
• Any service contract entered into by you and your agency or client.

Any infringement or violation of Intellectual Property Rights owned by Smarterbiz will lead to serious legal proceedings for the individual(s), agencies or clients found guilty.

“Indemnified Claim” means any and all claims, damages, liabilities, costs, losses, and expenses (including reasonable attorneys’ fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by you or a third party or other User against an Indemnified Party.

“Indemnified Liability” means any and all claims, damages, liabilities, costs, losses, and expenses (including reasonable attorneys’ fees and all related costs and expenses) arising from or relating to any claim, suit, proceeding, demand, or action brought by an Indemnified Party against you or a third party or other User.

Termination

SmarterBiz reserves the right to terminate agreements and contracts based entirely on its own discretion. You reserve the equal right to terminate agreements and contracts unless agreed otherwise. Smarterbiz is not party to any contracts between users, clients and agencies. SmarterBiz is free and well within its rights to revoke access to features, permanently or temporarily remove your account, deny registration, dishonour payments if we become aware of any suspicious activity or a breach of contract.

Account Data On Closure

Unless legally required by law, you will not have access to data, files or any information on your account once the account is terminated. In its sole discretion, Smarterbiz may retain some or all of your data even after account closure.

Definitions

Application: Application refers to our web and mobile applications that we offer as part of our products and services offerings.

Site: Site refers to the website and application site that belongs to SmarterBiz

Client: Client refers to businesses or individual partners that SmarterBiz onboards on their platform to facilitate and generate work for users.

Intellectual Property Rights: It refers to all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights.