Term and Conditions of Binocs

This ‘Terms of Use’ is formulated and published pursuant to the provisions of Rule 3 (1) of the Information Technology (Intermediaries Guidelines) Rules, 2011 that requires the publication of Terms of Use and Privacy Policy for access or usage of a website. This Terms of Use agreement (the "Agreement") governs your use of this website https://binocs.co/ and all its subdomains (collectively, the "Website"). The Website is owned and operated by Binocs Labs Private Limited, a private limited company incorporated under the [Indian] Companies Act 2013 and having its registered office at D 5091, Windmills of Your Mind, 331 Road No. 5B, EPIP Zone Whitefield Bangalore Bangalore - 560066, (the “Company”). The Company reserves the right to modify the terms contained in this Agreement at any time by posting such modifications on the Website.

The modified Agreement would be effective from the date of modification that is posted by the Company on the Website. If you do not agree to any term that is contained in this Agreement, please immediately cease your use of the Website.

I. TERMS

Terms of Offer. The Website operates a SAAS platform for users (the “Users”) to report their tax liabilities from crypto currency investments (the “Services”).

Proprietary Rights. The Company has proprietary rights in the Website and you may not copy or reproduce the Website or any of its components in any manner. The Company also has rights to all trademarks and trade adress and specific layouts of every page of the Website, including calls to action, text placement, images and other information.

License to Company. By using the Services, you grant the Company a limited, worldwide, non-transferable, non-exclusive, non-sub licensable, royalty-free license to use, reproduce, electronically distribute, transmit, have transmitted, perform, display, store, archive, and make derivative works of your data solely in order to enable you to use the Services. The Company shall have no right to use your data for any other purpose or share your data with anyone other than you, other than the use of your data on an aggregated and anonymised basis for research, publication of industry reports or articles or for undertaking benchmark studies. The Company may use your name in any of the customer lists and testimonials, solely for the purpose of identifying you as a customer of the Company.

The Company grants you a limited sub-license to access and make personal use of the Website, but not to download (other than page caching or mobile app but from Apple Store and Play Store only) or modify it, or any portion of it, except with express written consent of the Company.

II. THE SERVICES

This Agreement and the Services provided by the Website are available to any person over the age of eighteen (18) years who registers on the Website in the manner provided herein. Persons below the age of eighteen (18) shall not be entitled to use the Website or the Services, unless such use is through the User account of a parent or legal guardian.

All Users have to register and login for using the Website. You must keep your account and registration details current and correct for communications related to you using the Website. By agreeing to the Terms of Use, the User agrees to receive promotional communication and newsletters from the Company and its partners. The User can opt out from such communication and/or newsletters either by unsubscribing on the Website itself, or by writing to support@binocs.co.

III. REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS OF THE USERS

Each User registering on the Website represents, warrants and undertakes to the Company as follows:

(i) That all information that has been uploaded by the User on the Website is true, complete and accurate; and (ii) Each User agrees and acknowledges that the Company is only a platform that provides a license to a User to use its SAAS product on as ‘as is’ basis and does not customize the same for any User unless otherwise expressly agreed to be between that User and the Company.

IV. PERSONAL DATA AND OTHER INFORMATION MADE AVAILABLE ON THE WEBSITE

The User shall read and understand the Privacy Policy available at https://binocs.co/privacy-policy, so as to ensure that he or she has the knowledge of, (i) certain information that may be collected by the Website; (ii) the purpose of collection and the use that such information is put to; and (iii) the entity that collects and retains the information etc.

(i) The Company is not responsible for the authenticity of the personal information or personal data that is supplied by a User on the Website. The User shall be responsible for maintaining the confidentiality of his/her account access information and password, and the User shall be held solely liable for all usage of his/her user account and password, whether or not authorized by him/her. The User shall be obligated to intimate the Company regarding any misuse or suspected misuse of his/her user Account information.

(ii) Where a User provides information that is not authentic or is incomplete, the Company may at its sole discretion discontinue providing the Services to that User by disabling his/her User Account.

Each User represents and warrants to the Company that the content uploaded by them on the Website shall not infringe the intellectual property rights of any person.

V. CONFIDENTIALITY

Each party (as “Receiving Party”) agrees that all code, inventions, know-how, business, technical and financial information it obtains from the disclosing party (“Disclosing Party”, constitute the confidential property of the Disclosing Party, ("Confidential Information”), provided that it is identified as confidential at the time of disclosure or should be reasonably known by the Receiving Party to be confidential or proprietary due to the nature of the information disclosed and the circumstances surrounding the disclosure. Any Company technology, performance information relating to the Services, and the terms and conditions herein shall be deemed Confidential Information of Company without any marking or further designation. Except as expressly authorized herein, the Receiving Party shall (1) hold in confidence and not disclose any Confidential Information to third parties and (2) not use Confidential Information for any purpose other than fulfilling its obligations and exercising its rights under this Agreement. The Receiving Party may disclose Confidential Information to its employees, agents, contractors and other representatives having a legitimate need to know, provided that such representatives are bound to confidentiality obligations no less protective of the Disclosing Party and that the Receiving Party remains responsible for compliance by any such representative with the terms of this Section. The Receiving Party’s confidentiality obligations shall not apply to information that the Receiving Party can document: (i) was rightfully in its possession or known to it prior to receipt of the Confidential Information; (ii) is or has become public knowledge through no fault of the Receiving Party; (iii) is rightfully obtained by the Receiving Party from a third party without breach of any confidentiality obligation; or (iv) is independently developed by employees of the Receiving Party who had no access to such information. The Receiving Party may make disclosures to the extent required by law or court order, provided the Receiving Party notifies the Disclosing Party in advance and cooperates in any effort to obtain confidential treatment. The Receiving Party acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone would not be a sufficient remedy, and therefore that upon any such disclosure by the Receiving Party the Disclosing Party shall be entitled to seek appropriate equitable relief in addition to whatever other remedies it might have at law.

VI. THE WEBSITE AND THE SERVICES

Content; Intellectual Property; Third Party Links. In addition to providing the Services as stated above, the Website may also offer other information related to the Services either directly or indirectly through links to third-party websites. The Company may not be the sole owner of all the information that is made available on the Website. The proprietary rights to all information that is created by the Company and made available on the Website shall belong to the Company alone. Unauthorized use of any content or material that is available on the Website may violate intellectual property rights of other parties. You shall use the content on this Website only for personal, non-commercial use. Any links to third-party websites that are provided on the Website are for convenience and does not amount to the Company being responsible, in any manner, for such third party websites and their content. You may use such third party content at your own risk.

The Website shall not be used by you for any illegal or unlawful purpose. Your use of the Website shall be in compliance with all applicable laws and regulations. You shall not interfere or hinder the use of the Website by other Users or Users, and you shall not engage in transmission of "spam", chain letters, junk mail or any other type of unsolicited communication.

By using this Website, you are granted a limited, non-exclusive, non-transferable right to use the content and materials on the Website in a lawful manner. You may not copy, reproduce, transmit, distribute, or create derivative works of such content or information without express written authorization from the Company or the applicable third party (if content belonging to such third party is being used).

Please note that the Company is only an “intermediary” as defined in Section 2(w) of the Information Technology Act, 2000 and can only control the information and content posted by itself on the Website. The Company does not have the ability to control User/User-generated content on the Website. You are solely responsible for your interactions with other Users/Users and any content you post. The Company may monitor interactions between Users and remove any content from the Website that it considers objectionable or inappropriate.

VII. RESTRICTIONS ON USE

You should not host, display, upload, modify, publish, transmit, update or share any information that:

(i) belongs to another person and to which you do not have any proprietary right;

(ii) is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, pedophilic, libelous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever;

(iii) harm minors in any way;

(iv) infringes any patent, trademark, copyright or other proprietary rights;

(v) violates any law for the time being in force;

(vi) deceives or misleads the addressee about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;

(vii) impersonates another person;

(viii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; or

(ix) Threatens the unity, integrity, defense, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation.

The Company retains the right to remove from the Website any content that contravenes any of the above conditions.

VIII. DISCLAIMER OF WARRANTIES

Other than as expressly set forth herein, the Services are provided “AS IS” and “AS AVAILABLE” and without warranty of any kind. You agree that your use of the Services is at your risk. THE COMPANY MAKES NO WARRANTIES OF ANY KIND TO YOU OR ANY THIRD PARTY WITH RESPECT TO THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OPERABILITY OR NONINFRINGEMENT, AND ALL SUCH WARRANTIES ARE HEREBY EXCLUDED BY COMPANY AND WAIVED BY YOU. FOR EXAMPLE, WE DO NOT MAKE ANY COMMITMENTS ABOUT THE CONTENT WITHIN THE SERVICES, THE OPERATION OF THE SERVICES, THE OUTPUT OF THE SERVICES, OR THE RESULTS FROM THE SERVICES.

Without prejudice to the foregoing, each User shall agree and acknowledge as follows:

(a) The Company and its affiliates do not provide tax, legal or accounting advice. The material available on the Website has been prepared for informational purposes only and is not intended to provide tax, legal or accounting advice.

(b) As tax laws in India with regards to virtual digital assets are in the developmental stages there is ambiguity in the interpretation of law including judicial and administrative interpretation. Tax law is subject to continual change, at times on a retroactive basis and may result in incremental taxes, interest or penalties. The Company and its affiliates are not responsible for any liability arising from the use of this informational guide.

IX. LIMITATION OF LIABILITY

1IN NO EVENT SHALL the COMPANY, ITS AGENTS OR EMPLOYEES, HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR THE COST OF SUBSTITUTE GOODS OR ANY INCIDENTAL, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS, LOSS OF DATA, LOSS OF USE, LOSS OF BUSINESS OPPORTUNITY OR CLAIMS OF THIRD PARTIES) RELATING TO THE SERVICES, HOWEVER CAUSED, WHETHER BY NEGLIGENCE OR OTHERWISE, REGARDLESS OF THE FORM OF ACTION AND REGARDLESS OF WHETHER THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The aggregate liability of the Company to a User with respect to the Website content and for the services and/or for any breach of this Agreement is limited to a value of the service fees paid by you to the Company, subject to a minimum of Rupees Five Hundred Only (INR 500/-).

Further, the Company makes no warranty:

(i) That the content made available on the Website is complete, updated or accurate; or

(ii) That the third party information made available on the Website or the third party links made available on the Website are accurate, reliable or complete.

X. REVIEWS, FEEDBACK, SUBMISSIONS

All reviews, comments, feedback, suggestions, ideas, and other submissions disclosed, submitted or offered on the Website or otherwise disclosed, submitted or offered in connection with use of the Website (collectively, the “Comments”) shall be and remain the property of the Company. Such disclosure, submission or offer of any Comments shall constitute an assignment to the Company of all worldwide rights, titles and interests in all copyrights and other intellectual properties in the Comments. Thus, the Company shall exclusively own all such rights, titles and interests in the Comments and shall not be limited in any way in its use, commercial or otherwise.
The Company will be entitled to use, reproduce, disclose, modify, adapt, create derivative works from any Comments, and publish, display and distribute any Comments submitted for any purpose whatsoever without restriction and without compensating the user in any way.

The Company is and shall be under no obligation to: (i) maintain any Comments in confidence; or (ii) pay compensation for any Comments; or (iii) respond to any Comments. You agree that any Comments submitted by you on the Website will not violate the Terms of Use or any right of any third party, including copyright, trademark, privacy or other personal or proprietary right(s), and will not cause injury to any person or entity. You further agree that no Comments submitted by you on the Website will be or contain libelous or otherwise unlawful, threatening, abusive or obscene material, or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mails or any form of ‘spam’. The Company does reserve the right (but assumes no obligation) to monitor, edit and/or remove any Comments submitted on the Website. You hereby grant the Company the right to use names that you submit in connection with any Comments. You agree not to use a false email address, impersonate any person or entity, or otherwise mislead as to the origin of any Comments you submit. You are, and shall remain, responsible for the content of any Comments you make and you agree to indemnify the Company and its affiliates against all claims, loss and liabilities resulting from any Comments you submit.
Further, any reliance placed on Comments available on the Website from a third party shall be at your sole risk and expense.

XI. INDEMNIFICATION

You shall indemnify, defend and hold harmless the Company as well as each of its representatives, employees, contractors, agents, officers, directors, shareholders, affiliates and assigns from all liabilities, claims, damages, costs and expenses, including reasonable attorneys' fees and expenses in relation to all claims arising out of (a) a breach of the obligations undertaken by you under the terms of this Agreement; (b) use or misuse by you of the Website content; (c) breach of any intellectual property or other proprietary rights of any person or entity; or (d) the inaccuracy or incompleteness of any information or data you supplied on the Website.

If and when so required, the Company may seek written assurances from you regarding your undertaking to indemnify the Company, and your failure to provide such assurances would amount to a material breach of this Agreement. The Company may participate in any legal proceedings where you are defending a third party claim related to your use of any of the Website. You shall notify the Company of any third party legal proceeding that is initiated in relation to the Website or the Services, to which legal proceeding you are a party.

XII. PRIVACY

Please refer to the Website Privacy Policy at https://binocs.co/privacy-policy, incorporated by reference herein, for information on the policy of the Company with respect to personal and sensitive information that is provided by the Users to the Website.

XIII. REDRESSAL OF GRIEVANCES

If you have any questions or grievances regarding the Website, or the contents thereof, you may reach out to Tonmoy Shingal of the Company’s customer support at tonmoy@binocs.co (the “Grievance Officer”). The Grievance Officer shall address any complaint or grievance that is raised by a User within a period of one (1) month from when it is raised.

XIV. USE OUTSIDE INDIA

Although the Website may be accessible worldwide, the Company makes no representation that materials on the Website are appropriate or available for use in locations outside India or that the Website complies with the laws that are applicable in any jurisdiction that is outside India. Accessing the Website from territories where the content of the Website and/or the provision of the Services is deemed illegal is prohibited. Users accessing the Website from locations outside India do so at their own risk and are responsible for compliance with local laws that are applicable to them. Any offer for any Service, and/or information made in connection with the Website is void where prohibited.

XV. MISCELLANEOUS PROVISIONS

Force Majeure. The Company shall not be responsible for any cessation, interruption or delay in the performance of its obligations hereunder due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, pandemic, labor strike, lockout, or boycott. The Company may at any time, in its sole discretion and without advance notice to you, cease operation of the Website.

Entire Agreement. This Agreement along with the Privacy Policy comprises the entire agreement between you and the Company with respect to the use of the Website.

No Waiver. A delay or failure by the Company to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision.

Notices: All notices given to you by the Company or by you to the Company shall be in writing and in the English language. Such notice shall be sent by e-mail or mailed by a prepaid internationally-recognized courier service to the intended recipient at the address set out below, or any changed address that is notified by either Party:
Notice to the Company:
[D 5091, Windmills of Your Mind, 331 Road No. 5B, EPIP Zone Whitefield Bangalore Bangalore - 560066]

Notice to User:
At the email address provided by you at the time of registration on the Website.

Governing Law; Jurisdiction. This Agreement is governed by the provisions of Indian law, including but not limited to the following:

(i) the Indian Contract Act, 1872;
(ii) the (Indian) Information Technology Act, 2000;
(iii) the (Indian) Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Information) Rules, 2011; and
(iv) the (Indian) Information Technology (Intermediaries Guidelines) Rules, 2011.

This Website originates from the State of Karnataka in India. This Agreement will be governed by the laws that are applicable in the State of Karnataka. By using this Website, you consent to the jurisdiction and venue of the courts located in Karnataka, India in connection with any action, suit, proceeding or claim arising under or by reason of this Agreement.

Termination. The Company may terminate your access to the Website without any notice to you if it reasonably believes, in its sole discretion, that you have breached any of the terms and conditions of this Agreement.