Terms of Use

These Terms of Use (the "Terms") mandate the terms on which the users ("you" or "your" or "yourself" or "Customer" or "User") access, register and avail Services (defined below) on (a) the web-based platform https://www.ionic.in/, and mobile-based application 'Ionic Wealth by Angel One' or another tech based/AI application (the "AOW Platform"), owned and operated by Angel One Wealth Limited (formerly known as Angel One Wealth Management Limited) having its registered office at 601, 6th Floor Ackruti Star, Central Road, MIDC, Chakala, Andheri (East), Mumbai - 400 093, Maharashtra (hereinafter referred to as "AOW" or "the Company"); (b) the web-based platform and mobile-based application (the "AOIMAPL Platform") operated by Angel One Investment Managers & Advisors Private Limited (hereinafter referred to as "AOIMAPL") and (c) the web-based platform and mobile-based application (the "AOISPL Platform") operated by Angel One Investment Services Private Limited (hereinafter referred to as "AOISPL"). The AOW Platform, AOISPL Platform and the AOIMAPL Platform shall collectively be referred to as the "Platform".

These Terms are an electronic record in accordance with the provisions of the Information Technology Act, 2000 and rules framed thereunder, as applicable. The Terms are (i) published in accordance with the provisions of Rule 3(1)(a) of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 ("Intermediary Rules"); and (ii) generated by a computer system and does not require any physical, electronic, or digital signatures from AOW or its Affiliates (defined below).

AOW and its Affiliates retain an unconditional right to modify or amend these Terms and Privacy Policy. You can determine when these Terms were last modified by referring to the "Last Updated" legend above. It shall be your responsibility to check the Terms periodically for changes. Your continued usage of the Platform shall signify your consent to such changes and agreement to be legally bound by the same. Further, by furnishing your Personal Information to the Company or its Affiliates or giving your consent to the Company or its Affiliates to access your Personal Information for the purpose of rendering the Services (as defined below), you also agree that you are interested in availing the Services through the Platform in accordance with these Terms.

Please read these Terms and the Privacy Policy (Privacy Policy) carefully before using or registering on the Platform or accessing any material or information through the Platform. By clicking on the "I accept" button provided at the signup page, you accept these Terms and the Privacy Policy and agree to be legally bound by the same.

Definitions and Interpretation

1.1

Unless expressly otherwise stated, the following terms and expressions used in this Agreement shall have the meanings hereby assigned to them:

1.1.1

"Applicable Law" means all statutes, enactments, acts of legislature or parliament, ordinances, rules, bye-laws, regulations, notifications, policies, directions, directives and orders as such are in effect as of the date hereof or as may be amended, modified, enacted or revoked from time to time hereafter or other governmental restrictions or any similar form of decision of, or determination by any government, statutory authority, tribunal, board, or court having jurisdiction over the matter in question.

1.1.2

"Affiliate(s)" means the subsidiaries of AOW (i.e., AOISPL and AOIMAPL) and includes any other associate or group company of AOW.

1.1.3

"Confidential Information" shall include, third party information, Intellectual Property Rights, proprietary technique, material and any and all information relating to the Disclosing Party, including without limitation, financial results and projections, costs and prices, details of suppliers, employees and consultants (past, present or prospective), technologies, technical and business strategies, marketing, pricing and other strategies, trade secrets, the terms of this Agreement as well as any such information not generally known to third parties or received from others, whether such information has been expressly designated as confidential or otherwise, to which you have or gain access to under these Terms or which is available to you directly or indirectly, whether in writing, oral, graphic, visual or any other tangible, intangible or electronic form.

1.1.4

"Disclosing Party" shall mean the Company or its Affiliates providing you with Confidential Information.

1.1.5

"Governmental Authority" means any nation or government, any state or other political subdivision thereof, any supra-national authority or other self-regulatory or quasi-governmental organisation exercising executive, legislative, judicial, regulatory or administrative functions or pertaining to government (including, in each case, any branch, department or official thereof).

1.1.6

"Intellectual Property Rights" means and includes any and all copyright, images, titles, slogans, and all other literary material, trademarks, tradenames, domain names, designs, all confidential and proprietary information, knowledge, technology, computer programs, software, any licenses, sub-licenses and permissions, goodwill, know-how, concepts, ideas, source code, object code and all other intellectual property and other ancillary assets recognized as such under any jurisdiction, and in industry usage or otherwise.

1.1.7

"Partners" means such third parties in the financial services sector whose products or services are offered on the Platform.

1.1.8

"Person" means a natural person, partnership, domestic or foreign limited partnership, domestic or foreign limited liability company, trust, estate, association, corporation, other legal entity, or Governmental Authority.

1.1.9

"Receiving Party" shall mean you receiving the Confidential Information.

Services

2.1

You acknowledge that the following services are provided to you by the Company and its Affiliates:

2.1.1

Platform Services: The Company provides you a limited, non–exclusive, non–transferable, royalty free licence to use the Platform for the purposes of registering on the Platform and to opt for various financial services provided by the Company's Affiliates or third-party Partners on the Platform including the Services as set out hereinbelow:

2.1.2

Services on the AOIMAPL Platform

(1)

Portfolio Management Services: You may avail the portfolio management services offered to you on the AOIMAPL Platform by AOIMAPL which has been registered with the Securities and Exchange Board of India ("SEBI") for providing such Services. If you choose to avail the portfolio management services of AOIMAPL, AOIMAPL may require you to provide information to evaluate your risk profile, return expectations, liquidity requirements, among others and execute such agreements as required under Applicable Laws and shall provide you with all material information and disclosures required under Applicable Laws as and when relevant for the Services so rendered. You acknowledge and agree that such material information may be provided to you either through the AOIMAPL Platform or otherwise.

(2)

Investment Advisory Services: You may avail the investment advisory services offered to you by AOIMAPL as an investment adviser registered with SEBI on the AOIMAPL Platform. The investment advisory services may be availed by you subject to entering into an investment advisory agreement with AOIMAPL as required under Applicable Laws, providing necessary information required under Applicable Laws to undertake your KYC, evaluate your risk profile and suitability for investment products and other information, as may be required. AOIMAPL shall provide you with all necessary information and make the necessary disclosures as and when relevant for the Services rendered. You acknowledge and agree that such material information may be provided to you either through the AOIMAPL Platform or otherwise.

(3)

Investment in AIF Schemes: AOIMAPL may establish and manage Alternative Investment Funds ("AIF(s)"). AOIMAPL may display schemes of AIF established and/or managed by it on the AOIMAPL Platform. By clicking on a link on the AOIMAPL Platform, you can express your interest for investing in such AIF schemes. Please note that any investments in AIFs made by you based on your expression of interest shall be through means of private placement in accordance with Applicable Laws. Nothing on the AOIMAPL Platform shall be construed as a public offer or making an invitation or solicitation to the public to subscribe to securities.

2.1.3

Services on the AOISPL Platform

(1)

Third-Party Portfolio Management Services: AOISPL may market/distribute the portfolio management services of third-party Partners along with the portfolio management services being provided by AOIMAPL on the AOISPL Platform based on your investment interests, risk profiling and suitability to financial needs. With regard to the portfolio management services of third-party Partners which may be distributed/marketed to you on the AOISPL Platform, you acknowledge, agree and consent to (i) the Company or its Affiliates collecting information regarding of your investment interests, risk appetite, and other financial information; (ii) undertaking an analysis of the information set out in (i) above; (iii) presenting suitable portfolio management services/products to you on the Platform and (iv) sharing such information with third-party Partners for the purpose of enabling them to provide their portfolio management services to you. It is hereby clarified that the role of AOISPL with regard to such third-party portfolio management services is limited to distribution/marketing of such services to you, on behalf of and as an agent of such third parties, on the AOISPL Platform. You hereby acknowledge and agree that in no event shall the Company or any of its Affiliates be responsible or liable for the portfolio management services provided by third-party Partners or for ensuring compliance with Applicable Laws with regard to such services. Please note that such third-party portfolio management services are subject to separate terms and conditions and agreements as may be executed between you and the third-party Partner to which the Company or its Affiliates are not a party. Please read all such documents carefully before availing portfolio management services from third-party Partners. As such, we make no warranty of any kind whether express, implied, statutory, or otherwise, including the implied warranties regarding the third-party portfolio management services displayed to you on the AOISPL Platform.

(2)

Distribution of AIF Units: AOISPL may refer you to AIF(s) or the investment managers of the schemes of such AIFs. Please note that AOISPL may display schemes of AIFs managed by AOIMAPL or schemes of third-party AIFs on the AOISPL Platform wherein you may express your interest to invest in such schemes. Once you express your interest, AOISPL may refer you to the third-party AIF whose scheme you wish to invest in. The schemes of AIFs that you wish to invest in would be subject to the terms and conditions of the relevant third-party AIF including relevant documentation to be executed between you and such AIF. You acknowledge and agree that the role of AOISPL is limited to displaying available AIF Schemes on the AOISPL Platform and referring you to such AIFs. You hereby understand and agree that such display of available schemes of AIFs on the AOISPL Platform shall in no event be construed as solicitation of investments in such schemes by the Company or its Affiliates. Further, you hereby understand that the Company and its Affiliates are in no way responsible or liable for your investments with such third-party AIFs including for compliance with Applicable Laws. As such, we make no warranty of any kind whether express, implied, statutory, or otherwise, including the implied warranties regarding the AIF schemes displayed to you on the AOISPL Platform.

(3)

Mutual Funds: AOISPL may distribute regular mutual funds to you on the AOISPL Platform. Your Investments in mutual fund schemes shall be subject to the separate terms and conditions as may be prescribed by the mutual fund and/or asset management companies. Please note that investments are subject to market risks, read all scheme related documents carefully before investing. Please also note that the Company and/or its Affiliates make no warranty of any kind whether express, implied, statutory, or otherwise, including the implied warranties regarding your investment in mutual fund schemes. The Company or its Affiliates do not guarantee or assure any dividend or profits under any scheme distributed/marketed to you. To the complete extent allowed under Applicable Laws, you hereby understand and agree that neither the Company nor the Affiliate providing the services of distributing regular mutual funds to you shall be liable for any loss or damages caused to you by availing the said service.

(4)

Referral of FDs, Loans, Insurance and Credit Cards: AOISPL may refer you to third-party Partners who provide services such as fixed deposit services, loans, insurance products, credit cards of third party financial institutions and such other financial products. You hereby understand and agree that such services are rendered by third-party Partners and are subject to separate terms and conditions as may be prescribed by such third-party Partners. You understand and agree that the role of the Company and/or its Affiliates (AOISPL in this case) is to merely refer you to relevant third-party partners, in no event shall the Company or its Affiliates be responsible or liable for any services rendered by such third-party Partners.

(5)

Bonds and Equity: AOISPL may facilitate the purchase of certain unlisted bonds and equity. If you are interested in availing such services, you may reach out to connect@ionic.in. The representatives of the Affiliate providing such services will reach out to you separately to assist you.

The services made available on the AOIMAPL Platform and the AOISPL Platform as set out in this paragraph 2.1 shall be collectively referred to as "Services".

2.2

The Platform Services are provided to you by the Company shall be in the capacity of an agent of the respective third-party Partner and/or of the respective Affiliate rendering services on the Platform. Nothing herein is intended to nor be construed to constitute the relationship of a principal and agent, employer and employee, partners, joint venture, co-owners or otherwise as participants in a joint undertaking or representative of the other for any purpose whatsoever.

2.3

As part of the Services provided to you, you agree to provide honest feedback/review about the Services, if required by the Company.

2.4

The Company or its Affiliates does not:

(1)

adopt any 'unfair trade practices' either on the Platform or otherwise; and

(2)

discriminate between Users of the same class or make any arbitrarily classification of the Users.

2.5

The Company may, at its discretion, add, modify, or remove any of the Services listed above from time to time without special notice to you.

2.6

You hereby acknowledge and agree that the Company and/or its Affiliates shall be entitled to collect, store and process your information in accordance with the Privacy Policy and Applicable Laws for the purpose of rendering the Services contemplated in these Terms.

Eligibility

3.1

The User represents and warrants that it is competent and eligible to enter into legally binding agreements and that it has the requisite authority to bind itself to these Terms, as determined solely by the provisions of the Indian Contract Act, 1872. The User may not use the Platform if it is not competent to contract under the Indian Contract Act, 1872, or is disqualified from doing so by any other Applicable Law, rule or regulation currently in force.

Use of Platform

4.1

You are responsible for ensuring that when you access the Platform, you are aware of the Terms and Privacy Policy, and other applicable terms and conditions, and for complying with them to the fullest extent.

4.2

You will only be able to browse the Platform without registering with us. However, in order to avail the Services, you will be required to set up an account with us.

4.3

You may access the Platform only in geographic locations within India or in such geographies where the Company permits. We may limit the availability of the Platform to any Person or geographic area at any time, without any prior notice or consent. If you choose to access the Platform from outside the geographic areas, you do so at your own risk and you may be in breach of these Terms, or Applicable Law. Further, you may not have access to the Platform outside the geographic location where this Platform is made available and, in such cases, the your user experience may vary and some or all features may not be available.

4.4

You agree to use the Platform only: (a) for purposes that are permitted by the Terms; and (b) in accordance with any Applicable Law, regulation or generally accepted practices or guidelines. You agree not to engage in activities that may adversely affect the use of the Platform by the Company or other Users.

4.5

You agree not to access (or attempt to access) the Platform in any means other than through the interface that is provided by the Company. You shall not copy, reproduce, publish, reverse engineer, disassemble, reverse assemble, convert, translate, merge, decompile, create derivative works from, or attempt to create, generate or access source code from the software underlying the Platform.

4.6

You shall not use any deep-link, robot, spider or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Platform, or in any way reproduce or circumvent the navigational structure or presentation of the Platform to obtain or attempt to obtain any materials, documents or information through any means not specifically made available through the Platform.

4.7

Further, you undertake not to upload, transmit, store, or update any information on the Platform that:

4.7.1

belongs to another person and to which the User does not have any right;

4.7.2

is defamatory, obscene, pornographic, paedophilic, invasive of another's privacy, including bodily privacy, insulting or harassing on the basis of gender, libellous, racially or ethnically objectionable, relating or encouraging money laundering or gambling, or otherwise inconsistent with or contrary to Applicable Laws;

4.7.3

is harmful to a child;

4.7.4

infringes any patent, trademark, copyright, or other proprietary rights;

4.7.5

violates any law for the time being in force;

4.7.6

deceives or misleads the addressee about the origin of the message or knowingly and intentionally communicates any information which is patently false or misleading in nature but may reasonably be perceived as a fact;

4.7.7

impersonates another person;

4.7.8

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 another nation;

4.7.9

contains software virus or any other computer code, file or program designed to interrupt, destroy, or limit the functionality of any computer resource;

4.7.10

is patently false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person;

4.7.11

disrupt or interfere with the security of, or otherwise cause harm to, the Platform, systems resources, accounts, passwords, servers, or networks connected to or accessible through the Platform or any affiliated or linked sites;

4.7.12

violate the Terms contained herein or elsewhere and/or the Privacy Policy; and

4.7.13

reverse engineer, modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information or software obtained from the Platform.

4.8

In relation to Platform and/or Services, you must not:

4.8.1

use the Platform and/or Services in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these Terms or any Policy, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into any part of the Platform and/or Services;

4.8.2

infringe Company's Intellectual Property Rights or those of any third party in relation to its use of the Platform and/or Services;

4.8.3

use the Platform in a way that could damage, disable, overburden, impair or compromise Company's systems or security or interfere with other users;

4.8.4

interfere or disrupt the operation of Platform and/or Services or the servers or networks used to make the Platform and/or Services available, including by hacking or defacing any portion of the Platform and/or Services, or violate any requirement, procedure or policy of such servers or networks;

4.8.5

restrict or inhibit any other person from using the Platform and/or Services or any part thereof;

4.8.6

reproduce, modify, adapt, translate, create derivative works of, sell, rent, lease, loan, timeshare, distribute or otherwise exploit any portion of (or use any of) Platform and/or Services except as expressly authorized herein, without our express prior written consent;

4.8.7

reverse engineer, decompile or disassemble any portion of the Platform and/or Services, except where such restriction is expressly prohibited by Applicable Law;

4.8.8

frame or mirror any portion of the Platform and/or Services, or otherwise incorporate any portion of any Platform and/or Services into any frame or service, without our express prior written consent;

4.8.9

systematically download and store any part of the Platform and/or Services in a manner not expressly permitted in writing by the Company;

4.8.10

use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, "scrape", "data mine" or otherwise gather digital content, or reproduce or circumvent the navigational structure or presentation of the Platform and/or Services without Company's express prior written consent; or

4.8.11

attempt to decipher any transmissions to or from the servers running any service.

Intellectual Property

5.1

All Intellectual Property Rights underlying the content, data, design, information or other materials available on and underlying the Platform, including but not limited to software underlying the Platform or which are required for accessing or using the Platform, images, text, layouts, arrangements, displays, illustrations, photographs, graphics, audio and video clips, HTML files and other content, logos, trademarks including the trademark 'Angel One', 'Angel One Wealth' and other trademarks that may be used on the Platform ("Company IP") are the property of the Company, its Affiliates and/or our licensors and are protected by copyright and/or other applicable intellectual property right laws. You may use the said Company IP only for your own personal, non-commercial use in connection with your use of the Services, subject always to these Terms. You are not permitted to copy, reproduce, publish, perform, communicate to the public in any manner whatsoever, transmit, sell, license, distribute or transfer in any manner whatsoever, adapt, modify, translate, disassemble, decompile or reverse engineer, create derivative works from, or in any way use or exploit the Platform, the Service(s), the Company IP or any part thereof except for your personal, non-commercial use in accordance with these Terms.

5.2

You shall not remove or obliterate any copyright, trademark or proprietary rights notices from the Company IP or the Platform and shall reproduce all such notices on all authorized copies of the Company IP. Use of the Platform, the Service(s) and/or Company IP in violation of these Terms may violate copyright, trademark, and other applicable laws, and could result in appropriate legal action.

5.3

All rights, title and interest in the Platform, the Service(s), and the Company IP, except the limited license granted to you as per these Terms, are exclusively reserved by AOW and its Affiliates (if applicable), respectively.

5.4

If any Company IP is held by a court of competent jurisdiction to constitute an infringement of a third-party's Intellectual Property Rights, the Company and/or its Affiliates reserves the right, at their sole discretion to:

5.5

procure for you the right to continue use of the Services;

5.6

provide a modification to the Platform and/or the Services so that its use becomes non- infringing;

5.7

replace the Services with services similar in functionality and performance; or

5.8

if none of the foregoing alternatives is commercially reasonable, terminate our agreement with you (i.e., these Terms).

5.9

The foregoing is your sole remedy and Company's and/or its Affiliates sole obligation with respect to Intellectual Property Rights infringement claims.

5.10

Feedback: If you provide us with any feedback or suggestions regarding the Platform and Services ("Feedback"), you hereby assign to us all rights in such Feedback and agree that we shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. We will treat any Feedback you provide to us as non-confidential and non-proprietary. You agree that you will not submit to us any information or ideas that you consider to be confidential or proprietary.

General Disclaimers of Warranties & Liability

6.1

You expressly understand and agree that, to the maximum extent permitted by Applicable Law:

6.1.1

The Platform and Services are provided by the Company on an "as is" basis without warranty of any kind, express, implied, statutory, or otherwise, including the implied warranties of title, non-infringement, merchantability, or fitness for a particular purpose. No advice or information, whether oral or written, obtained by you from the Company shall create any warranty not expressly stated in the Terms.

6.1.2

Company or its Affiliates will not be liable for any loss, damage, liability that you may incur as a consequence of your use of the Platform, under Applicable Laws or otherwise.

6.1.3

Company has endeavoured to ensure that all the information on the Platform is correct, but the Company neither warrants nor makes any representations regarding the quality, accuracy or completeness of any data, information regarding the Services or otherwise. The Company shall not be responsible for the delay or inability to use the Platform or related functionalities, the provision of or failure to provide functionalities, or for any information, software, functionalities and related graphics obtained through the Platform, or otherwise arising out of the use of the Platform, whether based on contract, tort, negligence, strict liability or otherwise. Further, the Company shall not be held responsible for non-availability of the Platform during periodic maintenance operations or any unplanned suspension of access to the Platform that may occur due to technical reasons or for any reason beyond the Company's control.

6.1.4

Company waives and disclaims, to the maximum extent permissible under Applicable Law, any representations, warranties, declarations or guarantees regarding 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.

6.1.5

The Company or its Affiliates do not warrant that the functions contained in the Platform or Services will meet your requirements or be available, timely, secure, uninterrupted or error free, and the Company will not be liable for any Service interruptions, including, but not limited to system failures or other interruptions.

6.1.6

The Company or its Affiliates shall not be liable for any loss, damage or liability that you incur by or as a result of the use of the Platform and/or any corruption, loss or deletion of your data or information.

6.1.7

In relation to any information or recommendations provided by the Company or its Affiliates, you hereby agree and acknowledge that the Company or its Affiliates provide such Services on a good faith and best-efforts basis. Any such information or recommendations provided is only suggestive in nature and should be adopted at your sole prerogative and basis your own judgement. Any loss or damage caused to you or resulting, directly or indirectly, from such information / recommendation in any manner whatsoever, shall be solely your responsibility, to the total exclusion of the Company or its Affiliates.

6.1.8

The Company and its Affiliates disclaim all liability for any risks, direct, indirect or ancillary, whether in relation to the Platform and/or Services, that may be caused to you flowing from your use of the Platform and/or Services.

6.1.9

All information, materials and documents made available on the Platform regarding the products and services of third-party Partners or Affiliates of the Company are purely for informational purposes and nothing on this Platform shall be construed as solicitation or recommendation of a product or service offered by such third-party Partners or Affiliates.

6.1.10

The Platform does not and shall not be construed to provide any advice in relation to the products and services offered by third-party Partners made available on the Platform.

6.1.11

It is hereby clarified that the role of the Company is limited to providing the Platform for its Affiliates and third-party Partners to offer their respective Services. The Platform provided by the Company is a technology solution which connects Users with third party Partners and Affiliates to enable Users to avail Services.

Indemnification and Limitation of Liability

7.1

You agree to indemnify, defend and hold harmless the Company and its Affiliates including but not limited to its (and its Affiliates') employees, officers, directors and representatives ("Indemnitees") from and against any and all losses, liabilities, claims, damages, demands, costs and expenses (including legal fees and disbursements in connection therewith and interest chargeable thereon) asserted against or incurred by the Indemnitees that arise out of, result from, or may be payable by virtue of, any breach or non-performance of any representation, warranty, covenant or agreement made or obligation to be performed by you pursuant to these Terms and/or the Policy. Further, you agree to hold the Indemnitees harmless against any claims made by any third party including any Governmental Authority due to, or arising out of, or in connection with, your use of the Platform, any misrepresentation with respect to the data or information provided by you, your violation of the Terms, and/or the Policy, your violation of Applicable Laws, or your violation of any rights of another, including any Intellectual Property Rights.

7.2

In no event shall the Company or its Affiliates, its respective directors and its employees, officers and other representatives, be liable to you or any third party for any special, incidental, indirect, consequential or punitive damages whatsoever, arising out of or in connection with your use of or access to the Platform or content on the Platform.

7.3

The Company will not be liable to you for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:

7.4

use of, or inability to use, the Platform and/or Services, or any part thereof; or

7.5

use of or reliance on any content displayed on the Platform.

7.6

Notwithstanding anything to the contrary in these Terms, and to the maximum extent permitted under Applicable Law, Company shall not be liable to you for any damages, claims (including third party claims), losses, demands, actions, cause of action, suits, litigation, costs and expenses (including, without limitation, attorney's and consultant's fees) suffered by you in relation to your use of the Platform or the Services. It is hereby clarified that in the event any liability is attributed to the Company, then the Company's or its Affiliate's aggregate liability, shall not exceed the amount equal to INR 10,000/- (Indian Rupees Ten Thousand Only).

7.7

Unless ordered otherwise by a court of competent jurisdiction, the limitations and exclusions in this Section apply to the maximum extent permitted by Applicable Laws.

Violation of the Terms

8.1

You agree that any violation by you of these Terms will constitute an unlawful and unfair business practice, and will cause irreparable harm to the Company, for which monetary damages would be inadequate, and you consent to the Company obtaining any injunctive or equitable relief that they deem necessary or appropriate in such circumstances. These remedies are in addition to any other remedies that the Company may have at law or in equity.

Confidential Information

9.1

The Disclosing Party may provide to the Receiving Party Confidential information the Disclosing Party may consider essential for your conduct on the Platform and Services. The Receiving Party agrees to safeguard this Confidential Information of the Disclosing Party to the public and third-parties and shall take all reasonable precautions to prevent any unauthorised disclosure of Confidential Information to the public and third parties, and fully comply with all Applicable Laws including data protection laws.

9.2

The Receiving Party agrees to use the Confidential Information exclusively for the purposes of these Terms and shall not make it available to any third party, except as otherwise provided herein.

10.

Suspension and Termination

10.1

The Terms will continue to apply until terminated by either you or the Company as set forth below. If you object to the Terms or are dissatisfied with the Platform, your only recourse is to stop accessing the Platform.

10.2

The Company may block your access to the Platform if it believes, in its sole and absolute discretion that you have infringed, breached, violated, abused, or unethically manipulated or exploited any term of these Terms or the Policy or anyway otherwise acted unethically. Notwithstanding anything in this Section, these Terms will survive indefinitely unless and until the Company chooses to terminate them.

10.3

If you or the Company terminate your use of the Platform, the Company may delete any materials relating to you and the Company shall have no liability to you or any third party for doing so.

10.4

You shall be liable to pay any fees or charges as may be applicable in respect of the Services until the date of termination by either party whatsoever.

11.

Governing Law and Jurisdiction

11.1

These Terms and your use of the Platform and Services shall be governed and construed in accordance with the laws of India. You agree to submit to the exclusive jurisdiction of Courts in Mumbai.

12.

Miscellaneous

12.1

Electronic Communications: The communications between you and us use electronic means, whether you use the Platform or send us emails, or whether we post notices on the Platform or communicate with you via email. For contractual purposes, you (a) consent to receive communications from us in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy as if it were a hardcopy writing.

12.2

Changes to the Terms: We reserve the right to amend these Terms from time to time to ensure that these Terms are consistent with any developments to the Platform and Services. You may determine if any such revision has taken place by referring to the date on which these Terms were last updated.

12.3

Change in Applicable Law: You hereby agree that that where any change in any Applicable Law requires any modification or alteration to these Terms, such alteration or modification shall be made forthwith by us and you will be bound by such Terms as altered or modified.

12.4

No Waiver: You agree that no term or provision under these Terms will be deemed waived. No failure or delay on the part of on Our part in exercising any right, power or privilege under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege, and any one instance shall not be deemed or construed to be a continuing waiver of default or breach of such term or condition for the future or any subsequent breach thereof.

12.5

Severability: Each and every obligation under these Terms shall be treated as a separate obligation and shall be severally enforceable as such and in the event of any obligation or obligations being or becoming unenforceable in whole or in part. To the extent that any provision(s) of these Terms are unenforceable due to any Applicable Laws or by any order passed by a court of law, we endeavour to amend such parts as may be necessary to make such provision or provisions valid and effective. Notwithstanding the foregoing any provision which cannot be amended as may be necessary to make it valid and effective shall be deemed to be deleted from these Terms and any such deletion shall not affect the enforceability of the remainder of these Terms not so deleted.

12.6

Force Majeure Event: Should the whole or any part of the performance of any part of Our obligations or exercise of Our rights hereunder be prevented or delayed by causes, circumstances or events beyond Our control, including delay due to floods, fires, accidents, earthquakes, riots, explosions, wars, hostilities, acts of government, custom barriers, harthals, strikes, epidemic or other causes of like character beyond Our reasonable control ("Force Majeure Event"), then, we shall be excused and absolved from performance of these Terms for so long as such Force Majeure Event continues to prevail.

12.7

Privity of Contract: Save as otherwise expressly provided in these Terms, any person who is not a party to these Terms shall not have any rights to enforce these Terms.

13.

Queries Regarding the Terms

Please feel free to contact us at hello@ionic.in regarding any questions on the Terms.

14.

Grievance Redressal Mechanism

14.1

Grievance Handling: If you have any grievances, or complaints or concerns with respect to the Platform or the Services, you can contact Mr. Nipun Doshi, Lead – Compliance at nipun.doshi@ionic.in.

14.2

The Nodal Grievance Officer of AOW shall acknowledge the User grievances or complaints or concerns with respect to the Platform or the Services, within 24 (twenty-four) hours of receipt of the same and shall endeavour to redresses the same at the earliest and in no event later than timelines prescribed by the relevant Applicable Laws. By lodging a complaint or grievance, you agree to provide complete support to the Nodal Grievance Officer and such reasonable information as may be sought by them from you.

14.3

AOW shall not be responsible to redress grievances of Users with regard to any of the services or products provided by its Partners whether the service or product is availed through the Platform or not. You should read the grievance redressal policy as well as other terms and policies of such Partner, prior to availing their products or service.