Terms & Conditions

Last Updated: 01/12/2020

This document is an electronic record in terms of the Indian Contract Act 1872, the Information Technology Act 2000, the rules made thereunder, and the amended provisions pertaining to the electronic records in various other 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.

This document is published in accordance with the provisions of Rule 3 (1) of the Information Technology (Intermediaries Guidelines) Rules 2011, which requires publishing of the rules and regulations, privacy policy and terms of service for the access or usage of Platform (as defined hereunder).

AGSC Technologies Private Limited (“Company” or “we” or “us”), is the owner of the website domain at www.smit.fit and mobile application “Smit.fit” available at Google Play /Apple AppStore (collectively referred as “Platform”).
Company is offering a Platform which offers its User (as defined below) with health and wellness services. The Company requests the User to carefully go through these terms & conditions (“Terms of Service” or “Agreement” or “TOS”) prior to accessing the Platform or availing Services (as defined below) using the Platform. If User continues to browse and use the Platform to avail Services, User irrevocably and unconditionally are agreeing to comply with, abide by and be bound by all these obligations as stipulated in this TOS, which together read with our privacy policy available at http://php74projects.local/smitfitold/privacy/ (“Privacy Policy”); and any other applicable policies referred to herein or made available on the Platform (collectively referred as “Terms and Conditions”). The Terms and Conditions shall govern the Company’s relationship with User in relation to the usage of the Platform. These Terms and Conditions supersede all previous oral, written terms and conditions (if any) communicated to User and shall act as a binding agreement between Company and the User.

IF YOU DO NOT AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS CAPTURED IN THE TOS, PLEASE DO NOT USE THE PLATFORM OR SERVICES.

Definitions
“Company,” “we,” “us,” or our” means AGSC Technologies Private Limited and any other companies that are its subsidiaries and affiliates.

“Health Navigator” shall refer to the coach and counsellors who have been assigned to the User for enabling the health plan.

“Service(s)” means services provided through the Platform, as described in further detail under clause 3 below. The Services provided through the Platform may change from time to time, at the sole discretion of the Company.

“you” or “User” shall mean any registered user of the Platform, or his/her representatives or affiliates who are registered on the Platform.

Updation of Terms and Conditions
Your use of the Platform is subject to the Terms and Conditions, which may be updated, amended, modified or revised by us from time to time without notice to you. To ensure that you are aware of any additions, revisions, amendments or modifications that we may have made to these Terms and Conditions, it is important for you to refer to the Terms and Conditions from time to time.

Service(s) provided to Users
Services offered through Platform are as follows:
diverse portfolio of health and wellness services;
personalized health journeys through the state-of-the-art integrated health and wellness program;
personal assistance to achieve the health goals and ensure adherence to the medical advice given by User’s physician;
various other services as made available by us in the Platform.

Kindly note that the list provided herein is not exhaustive. The Services may vary as per the plan which you have subscribed.

The aforementioned Services shall be provided through Company, or through its associated partners (which includes consultants, vendors, third party service providers etc.).

Company is offering the Platform for the usage of the User(s) who are residing in India and Company expects that the Services shall be availed only by the User (s) residing in India. Company disclaims all the responsibilities/liabilities arising out of or in relation to any claim arising out of or in relation to the (a) usage of the Platform outside the territory of India; (b) availing Services from outside the territory of India. In the event if User breaches the aforesaid condition, User hereby agrees to defend, indemnify and hold Company, its directors, employees, successors, assigns harmless from any claims arising out of or in relation to the breach of the said condition in relation to the usage of the Platform.

Eligibility
By using Platform, you affirm that you are at least eighteen (18) years of age and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, warranties set forth in the Terms and Conditions, and to abide by and comply with the terms stated therein. Registration of User in the Platform is available only to persons who can form legally binding contracts under Indian Contract Act, 1872. Persons who are “incompetent to contract” within the meaning of the Indian Contract Act, 1872 including minors, un-discharged insolvents, or person with unsound mind etc. are not eligible to use the Platform.

User Account Registration
Users who are at least eighteen (18) years of age may create an account and purchase the Services. Any purchase of Services by anyone under eighteen (18) is expressly prohibited and by doing so you represent and warrant that you are eighteen (18) years or older. In order to use the Platform, you have to create an account (“Account”) and in order to avail Services, you need to subscribe to a plan which is made available to the User in the Platform (“Plan”).
You can create Account by logging into your account with certain third-party social networking websites (“SNS”) including, without limitation, Apple and Google, a “Third Party Account”, via our Platform, as described below:
As part of the functionality of the Platform, you may link your Account with Third Party Accounts, by either: (i) providing your Third-Party Account login information to Platform; or (ii) allowing Platform to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third Party Account login information to Platform and/or grant Platform access to your Third Party Account (including, but not limited to, for use for the purposes described herein), without breach of any of the terms and conditions that govern your use of the Third Party Account and without obligating Company to pay any fees or making Company subject to any usage limitations imposed by such third party service providers.
By granting Company access to any Third-Party Account, you understand that the Company will access, make available and store (if applicable) any content that you have provided to and stored in your Third-Party Account, so that it is available on and through the Platform. Unless otherwise specified in these TOS, all SNS Content, if any, will be considered to be User’s data for all purposes of these TOS. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personal information that you post to your Third-Party Account will be available on and through your Platform.
Please note that if a Third-Party Account becomes unavailable, or User’s access to such Third-Party Account is terminated by the third-party service provider, then SNS Content will no longer be available on and through the Platform. You have the ability to disable the connection between your Account and your Third-Party Accounts, at any time, by accessing the “Settings” section of the Platform and Application. However, under such circumstances, the Services may be disrupted.
Please note that your relationship with any third-party service providers associated with your third-party accounts is governed solely by your agreement(s) with such third-party service providers. Company makes no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality or non-infringement and Company is not responsible for any SNS Content. In the event if any of the parent/guardian intends to create Account for the usage of minor [who has attained minimum age of twelve (12) years], parent/guardian of such minor can create an Account for and/on behalf of such minor to facilitate the usage of the Platform for such minor. However, such parent/guardian hereby agrees and acknowledges that he/she shall be solely and jointly responsible for the acts/omissions of such minor.
Platform License
Subject to your compliance with the Terms and Conditions, Company grants you a limited, non-exclusive, non-transferable license: (i) to view, download and print any content of Platform solely for your personal and non-commercial purposes; and (ii) to access, modify, edit and download any User content, to which you are permitted access solely for your personal and non-commercial purposes. You have no right to sublicense the license rights granted herein.
You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Platform and Services, except as expressly permitted in the TOS. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Platform or its licensors, except for the licenses and rights expressly granted in the TOS.

Fees and Cancellation Policy
I. The usage of the Platform is free of cost for the first thirty (30) days (“Trial Period”).
II. Post expiry of the Trial Period, User can choose to pay for either of the Plans provided by the company from time to time. Payment against plans can be made by online mode through credit Card/internet banking etc. or any mode of payment which is made available to the User in the Platform.
III. The user will be provided a defined cancellation period of seven (7) days to cancel the payment.

Use of Your Information and Content and other content displayed on the Platform
If You create, transmit, submit, display or otherwise make available any information while using the Service, you may provide only information that you own or have the right to use. We may only use the information you provide as permitted by our Privacy Policy and applicable law. For example, we will never share your personally identifiable information without your prior permission. Please closely review our Privacy Policy for more information regarding how we use and disclose your personal information. Our Privacy Policy is hereby incorporated into these Terms of Use by this reference.
We reserve the right to maintain, delete or destroy all information and materials posted or uploaded through the Service(s) pursuant to our internal record retention and/or destruction policies. We (may/may not) make use of third-party cloud services providers or use our own service infrastructure for hosting the servers and databases. While we make commercially reasonable efforts to ensure that the data stored on our servers is persistent and always available to the User, we will not be responsible in the event of failure of the third-party servers or any other factors outside our reasonable control that may cause the User’s data to be permanently deleted, irretrievable, or temporarily inaccessible.
You acknowledge and agree that we may preserve your information and may also disclose your related information if required to do so by law; or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these TOS; (c) respond to claims that any of your usage of the Platform violates the rights of third parties; (d) detect, prevent, or otherwise address fraud, security or technical issues; or (e) protect the rights, property, or personal safety of the Platform, its users, or the public.
Third Party Services
The Company shall provide Users to connect with third party vendors. The Company is not responsible for, and does not endorse, any third-party services mentioned on the Platform. It is hereby stated that Company shall in no way be responsible for any acts or omissions of third parties. Any transaction, dealings or communication otherwise that the User may have with such third parties are at the User’s own risk and we make no warranties, express or implied regarding the quality or suitability of the services or products of such third-party vendors.

Rules and Conduct
As a condition of use, you promise not to use the Service for any purpose that is prohibited by the TOS; or other rules or policies implemented by us from time to time; or in violation of any applicable laws. The Services (including, without limitation) is provided only for your own personal and non-commercial use.
By way of example, and not as a limitation, you shall not (and shall not permit any third party to) take any action that: (i) would constitute a violation of any applicable law, rule or regulation; (ii) infringes on any intellectual property or other right of any other person or entity; (iii) is threatening, abusive, harassing, defamatory, libellous, deceptive, fraudulent, invasive of another’s privacy, tortuous, obscene, offensive, or profane; or (iv) impersonates any person or entity. The Company reserves the right to disable any Account from the Platform at any time for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities; or if Company is concerned that you may have violated the Terms of Use), or for no reason at all with or without notice to the User/Users.
Additionally, you shall not share any information that: (i) may be harmful to minors or children below the age of eighteen (18) years; (ii) threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states or public order or causes incitement to the commission of any cognisable offence or prevents investigation of any offence or is insulting any other nation; (iii) is 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; (iv) harms minors in any manner; (v) infringes any patent, trademark, copyright or other proprietary rights; (vi) violates any laws for time being; and (vii) impersonate any person.
Furthermore, you shall not (directly or indirectly): (i) take any action that imposes or may impose an unreasonable or disproportionately large load on Company’s (or its third party providers’) infrastructure; (ii) interfere or attempt to interfere with the proper working of the Platform or any activities conducted on the Platform; (iii) bypass any measures we may use to prevent or restrict access to the Platform (or parts thereof); (iv) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Platform, except to the limited extent applicable laws specifically prohibit such restriction; (v) modify, translate, or otherwise create derivative works of any part of the Platform; (vi) copy, rent, lease, distribute, or otherwise transfer any or all of the rights that you receive hereunder.

Alerts Provided by The Company
The Company provides you with multiple automatic alerts while providing Service.
You understand and agree that any alerts provided to you through the Platform may be delayed or prevented by a variety of factors. We will do our best to provide alerts in a timely manner with accurate information. However, we neither guarantee the delivery nor the accuracy of the content of any alert. You also agree that we shall not be liable for any delays, failure to deliver, or misdirected delivery of any alert; for any errors in the content of an alert; or for any actions taken or not taken by you or any third party in reliance on an alert.
Contact You
You agree that we may contact you through telephone, email, SMS, or any other means of communication for the purpose of:
Obtaining feedback in relation to Platform or our Services; and/or
Obtaining feedback in relation to any other Users listed on the Platform; and/or
Resolving any complaints, information, or queries by other Users regarding your Critical Content; and/or
You agree to provide your fullest cooperation further to such communication by Company.

By submitting suggestions or other feedback regarding our Services/Platform, you agree that we can use and share such feedback for any purpose without any compensation to you and we are under no obligation to keep such feedback confidential.

Profile Ownership and Editing Rights
We ensure easy access to the Users by providing a tool to update your profile information. We reserve the right to moderate the changes or updates requested by you and we shall take an independent decision whether to publish or reject the requests submitted for the respective changes or updates in your profile. You hereby represent and warrant that you are fully entitled, under applicable law, to provide information as part of your profile or otherwise while using our Services, and that no such information breaches any third-party rights, including intellectual property rights and applicable data protection laws. Upon becoming aware of a breach of the foregoing representation, we may modify or delete parts of your profile information at our sole discretion with or without notice to you.

Rights and Obligation relating to the usage of the Platform
Users shall be prohibited from carrying out the any illegal acts in the Platform including but not limited to acts mentioned below:
violating or attempting to violate the integrity or security of the Platform;
transmitting any information on or through the Platform that is disruptive or competitive to the provision of our Services;
intentionally submitting on the Platform any incomplete, false or inaccurate information;
making any unsolicited communications to other Users;
using any engine, software, tool, agent or other device or mechanism (such as spiders, robots, avatars or intelligent agents) to navigate or search the Platform;
circumventing or disabling any digital rights management, usage rules, or other security features of the Platform;
Any unlawful activities in the Platform which are prohibited by laws of India.

The Company shall, upon obtaining knowledge by itself or been brought to actual knowledge by an affected person in writing or through email signed with electronic signature about any such information as mentioned above, be entitled to disable such information that is in contravention of this Clause. We shall also be entitled to preserve such information and associated records for at least ninety (90) days for production to governmental authorities for investigation purposes.

In case of non-compliance with any applicable laws, rules or regulations, or the Agreement (including the Privacy Policy) by a User, we shall have the right to immediately terminate your access or usage rights to the Platform and Services and to remove non-compliant information from the Platform.

We may disclose or transfer User-generated information to our affiliates or governmental authorities in such manner as permitted or required by applicable law, and you hereby consent to such transfer. In accordance with the applicable laws, we shall transfer sensitive personal data or information including any information, to any other body corporate or a person in India, or located in any other country, that ensures the same level of data protection that is adhered to by us, only if such transfer is necessary for the performance of the lawful contract between Company or any person on its behalf and the User or where the User has consented to data transfer.

Support
The Company offers email-based and online support tools. You may access support resources or contact our support by emailing at customersupport@smit.fit. In some regions or associated with certain partners, we may direct you to obtain support from third party service providers. The Company does not make any promises regarding how quickly we will respond to your request for support, or that we will be able to fix any problems, which you may be having. Any suggestions by Company regarding use of the Services shall not be construed as a warranty.
Termination
We may terminate your usage of the Platform at any time for any reason, including breach of the terms and conditions of the TOS. We have the right (but not the obligation) to refuse to grant access to Platform. Except for the rights and license granted in these terms, we reserve all other rights and grant no other rights or licenses, implied or otherwise.

Once temporarily suspended, indefinitely suspended or terminated, the User may not continue to use the Platform under the same account, a different account or re-register under a new account. On termination of an account due to the reasons mentioned herein, such User shall no longer have access to data, messages and other material kept on the Platform by such User. All provisions of the TOS, which by their nature should survive termination, shall survive termination, including, without limitation, warranty disclaimers, indemnity and limitations of liability.

Disclaimer
THE SERVICE (INCLUDING, WITHOUT LIMITATION, ANY CONTENT) IS PROVIDED “AS IS” AND “AS AVAILABLE” AND IS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. THE COMPANY and SERVICE PROVIDER (INCLUDING) ITS DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, SPONSORS AND PARTNERS DO NOT WARRANT THAT: (A) THE SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Indemnification
You shall defend, indemnify, and hold harmless the Company, its affiliates/subsidiaries/joint venture partners and each of its, and its affiliates’/subsidiaries/joint venture partners’ employees, contractors, directors, suppliers and representatives from all liabilities, losses, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to (i) your use or misuse of, or access to, the Service and Platform; or (ii) your violation of the Terms of Use or any applicable law, contract, policy, regulation or other obligation. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in connection therewith.

Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COMPANY (INCLUDING ITS DIRECTORS, EMPLOYEES, AGENTS, SPONSORS, PARTNERS, SUPPLIERS, CONTENT PROVIDERS, LICENSORS OR RESELLERS,) BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICE (I) FOR ANY LOST PROFITS, DATA LOSS, LOSS OF GOODWILL OR OPPORTUNITY, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, (II) FOR YOUR RELIANCE ON THE SERVICE (III) FOR ANY DIRECT DAMAGES IN EXCESS (IN THE AGGREGATE) OF THE INR 1000/- (IV) FOR ANY MATTER BEYOND ITS OR THEIR REASONABLE CONTROL, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF ANY OF THE AFOREMENTIONED DAMAGES.

Exemptions to liability of Company
You further agree and confirm that Company shall not be responsible, in any manner whatsoever, for any delay in performance of Service (s) or failure to meet its obligations under this TOS, which may be caused, directly or indirectly, due to:
Your failure to cooperate;
Your unavailability and/or unresponsiveness;
Your failure to provide accurate and complete medical records;
Your failure to provide or facilitate the submission of, medical records or samples in a proper and timely manner;
any event beyond Company’s reasonable control including, but not limited to, due to any force majeure event.

It is important to state that the Company through its Platform or through any other means, does not provide any kind of medical advice or instructions. Company acts as a guide to ensure that you have a healthy lifestyle, adhering to instructions offered by your medical physician. Company shall not be liable for any losses/claims/injuries, which may occur on account of the medicines/diets/other advice prescribed by any third party (including your physician).

The User acknowledges that the information disclosed to User by Company or Health Navigators, as a part of rendering the Services may not be a substitute for a doctor’s medical judgment or advice. The Company recommends that the Users discuss their specific, individual health concerns with their respective doctor or health care professional.

Governing Law
This Agreement shall be governed by and construed in accordance with the laws of India without regard to the conflict of law provisions thereof. All claims, differences and disputes arising under or in connection with or in relation hereto the Platform or Services, the Terms or any transactions entered into on or through the Platform or Services shall be subject to the exclusive jurisdiction of the courts at Mumbai, Maharashtra, India and you hereby accede to and accept the jurisdiction of such courts.

Miscellaneous
The Terms and Conditions are the entire agreement and understanding between you and Company with respect to the Service and usage of Platform.
If any provision of the Terms and Conditions are found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms and Conditions will otherwise remain in full force and effect and enforceable.
The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
The Terms and Conditions are personal to you, and are not assignable or transferable by you except with Company’s prior written consent. Company may assign, transfer or delegate any of its rights and obligations hereunder without consent.
No agency, partnership, joint venture, or employment relationship is created as a result of the TOS and neither party has any authority of any kind to bind the other in any respect. All notices under the TOS will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or two days after it is sent, if sent for next day delivery by recognized overnight delivery service.
Grievance Redressal Mechanism
Any discrepancies or grievances with regard to content and or comment or breach of the Terms and Conditions shall be taken up with the designated Grievance Officer as mentioned below via in writing or through email signed with the electronic signature to
Attention: Janahvi Pandey
Email ID: janahvi@smit.fit
Phone: +91-9321551042
Address: 91 Springboard Business Hub Private Limited,
74/II, “C” Cross Road, Opp Gate No 2, Seepz,
Andheri East, Mumbai, Maharashtra 400093

We shall ensure that the Grievance Officer acknowledges the receipt of any consumer complaint within forty-eight (48) hours and redress the complaint within one (1) month from the date of the receipt of the complaint/grievance.

Contact
If you have any questions regarding the Service, please contact Company at customersupport@smit.fit. Please note that for the purpose of validation, you shall be required to provide information (including, but not limited to contact number or registered mobile number, etc.) for the purpose of validation and taking your service request.