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Terms & Conditions

By downloading or using the app, these terms will automatically apply to you – you should make sure therefore that you read them carefully before using the app. You’re not allowed to copy, or modify the app, any part of the app, or our trademarks in any way. You’re not allowed to attempt to extract the source code of the app, and you also shouldn’t try to translate the app into other languages, or make derivative versions. The app itself, and all the trade marks, copyright, database rights and other intellectual property rights related to it, still belong to ONB Technologies Pte Ltd.

ONB Technologies Pte Ltd is committed to ensuring that the app is as useful and efficient as possible. For that reason, we reserve the right to make changes to the app or to charge for its services, at any time and for any reason. We will never charge you for the app or its services without making it very clear to you exactly what you’re paying for.

The 21North Ambassador app stores and processes personal data that you have provided to us, in order to provide our Service. It’s your responsibility to keep your phone and access to the app secure. We therefore recommend that you do not jailbreak or root your phone, which is the process of removing software restrictions and limitations imposed by the official operating system of your device. It could make your phone vulnerable to malware/viruses/malicious programs, compromise your phone’s security features and it could mean that the 21North Ambassador app won’t work properly or at all.

The app does use third party services that declare their own Terms and Conditions.

Link to Terms and Conditions of third party service providers used by the app

Google Play Services https://policies.google.com/terms

You should be aware that there are certain things that ONB Technologies Pte Ltd will not take responsibility for. Certain functions of the app will require the app to have an active internet connection. The connection can be Wi-Fi, or provided by your mobile network provider, but ONB Technologies Pte Ltd cannot take responsibility for the app not working at full functionality if you don’t have access to Wi-Fi, and you don’t have any of your data allowance left.

If you’re using the app outside of an area with Wi-Fi, you should remember that your terms of the agreement with your mobile network provider will still apply. As a result, you may be charged by your mobile provider for the cost of data for the duration of the connection while accessing the app, or other third party charges. In using the app, you’re accepting responsibility for any such charges, including roaming data charges if you use the app outside of your home territory (i.e. region or country) without turning off data roaming. If you are not the bill payer for the device on which you’re using the app, please be aware that we assume that you have received permission from the bill payer for using the app.

Along the same lines, ONB Technologies Pte Ltd cannot always take responsibility for the way you use the app i.e. You need to make sure that your device stays charged – if it runs out of battery and you can’t turn it on to avail the Service, ONB Technologies Pte Ltd cannot accept responsibility.

With respect to ONB Technologies Pte Ltd’s responsibility for your use of the app, when you’re using the app, it’s important to bear in mind that although we endeavour to ensure that it is updated and correct at all times, we do rely on third parties to provide information to us so that we can make it available to you. ONB Technologies Pte Ltd accepts no liability for any loss, direct or indirect, you experience as a result of relying wholly on this functionality of the app.

At some point, we may wish to update the app. The app is currently available on Android – the requirements for system(and for any additional systems we decide to extend the availability of the app to) may change, and you’ll need to download the updates if you want to keep using the app. ONB Technologies Pte Ltd does not promise that it will always update the app so that it is relevant to you and/or works with the Android version that you have installed on your device. However, you promise to always accept updates to the application when offered to you, We may also wish to stop providing the app, and may terminate use of it at any time without giving notice of termination to you. Unless we tell you otherwise, upon any termination, (a) the rights and licenses granted to you in these terms will end; (b) you must stop using the app, and (if needed) delete it from your device.

Changes to This Terms and Conditions

We may update our Terms and Conditions from time to time. Thus, you are advised to review this page periodically for any changes. We will notify you of any changes by posting the new Terms and Conditions on this page.

These terms and conditions are effective as of 2020-00-17

Contact Us

If you have any questions or suggestions about our Terms and Conditions, do not hesitate to contact us at hr@21north.in.

TERMS AND CONDITIONS

WELCOME TO 21NORTH EUROP ASSISTANCE

PLEASE READ THESE CUSTOMER TERMS CAREFULLY BEFORE DOWNLOADING THE APPLICATION AND/OR USING THE SERVICE AND WEBSITE.

DEFINITIONS

ONB Technologies India Pvt. Ltd. including its subsidiaries, affiliates, group companies and assignees or “21North“ or “Us” or “We” or ”Service Provider” or “Company” is a company incorporated under the laws of the Republic of India, whose registered office is at Sy no 73/1, 73/2, 74(p), 75(p),, md pura village, md pura, BANGALORE, Karnataka, India, 560048, and is the owner of the website https://www.21north.world/ (the “Website”), related domains to the Website and mobile application “21North” (the “Application”). (collectively, the “Platform”).

“You” or “Customer” or “Registered Customer”: refers to the Customer or viewer of the Platform. Customer(s) means any individual or business entity/organization that legally resides or operates in India, and uses or has the right to use the Services provided by 21North. The term “Customer” includes the assignees, Affiliates, agents, successors and legal representatives.

“Affiliate” refers to any entity that directly or indirectly Controls, is Controlled by, or is in under common

Control with, another entity;

“Ambassador” refers to an individual assigned by 21North for rendering 21N Driver Service

“Control” means the beneficial ownership of more than 50% of the issued share capital of a company or the legal power to direct or cause the direction of the management of the company and Controls and Controlled will be interpreted accordingly OR has the meaning given in section 5 of the Companies Act (Cap 50) and Controls and Controlled will be interpreted accordingly.

If You continue to browse and/or use the Platform or use the Services (as described below) provided by the Service Provider, You are agreeing to comply with and be bound by the following terms and conditions (“Terms and Conditions”), which together with Our Privacy Policy will govern the relationship between Service Provider and You.

The Customer’s access and use of the Services constitutes his/her irrevocable acceptance of these Terms and Conditions, which establishes a contractual relationship between the Service Provider and the Customer. The Service Provider may immediately terminate these Terms and Conditions or any Services with respect to the Customer, or generally cease offering or deny access to the Services or any portion thereof, at any time upon written notice without assigning any reason.

SERVICES

The Service Provider offers the Platform wherein Customer can choose the kind of service Customer requires i.e. My Driver Service (defined below), 21N Driver Service (defined below), find third parties to provide TP Services (defined below) and any other service that may be available through the Platform . It is up to the third party service provider to offer their third party services, which may be scheduled through use of the Website, related domains, Application or any other medium.

“My Driver Service” is a service where the Customer or its representative will drive the Customer Vehicle (defined below) to the third party service center to avail the services offered by the third party service center.

“21N Driver Service” means where an Ambassador will pick up the Customer Vehicle, drop the same to the third party service center and then pick up the serviced Customer Vehicle from the third party service center location and take it back to the Customer location.

All services (including My Driver Service/21N Driver Service) provided by the Service Provider, through the Platform, to the Customer by means of the Customer’s use of the booking channel (Website and related domains/Application/call center etc.), for booking purposes, are hereinafter referred to as the “Services”. Furthermore, the term Services shall include any service for which any consideration is paid /not paid to the Service Provider by the Customer and will be covered by these Terms and Conditions.

The Services may be requested through phone via call center, Website and related domains, the Application or through any other channel made available by the Service Provider for booking purpose.

The Services offered by the Service Provider are sourced from third parties who have a contractual relationship with the Service Provider. The Service Provider offers information and a method to obtain such third party services from third party service providers, but does not, and does not intend to, provide third party services or act in any way as a third party service provider, and has no responsibility or liability for any third party services provided (or failed to be provided) nor for the actions or inactions of any third party service providers.

The services provided by third party service providers is termed as “TP Services” and include servicing of Customer’s vehicle for scheduled/unscheduled, maintenance/accidental or for any other kind of repair and maintenance work of customer’s vehicle (“Customer Vehicle ”).

The Website and related domains/Application also provides Customer with the option of hiring of Ambassadors with facility to track Vehicle movement, that tracks the Customer Vehicle from Customer’s residence/office or any other location as specified by the Customer to the registered Service Network Partner of the third party service provider and from the registered Service Network Partner to a location as specified by Customer. Movement of vehicle facility provides Customer the ability to track the movement of Customer Vehicle during pickup and delivery service.

We do not guarantee or warrant, and make no representations regarding, the reliability, quality or suitability of such third party service providers or TP Services. The Service Provider shall reasonably provide sufficient training, quality control procedures and processes to ensure commercially reasonable services by third party service providers. However, under no circumstance does the Service Provider accept liability in connection with and/or arising from the services or any acts, action, behavior, conduct, and/or negligence on the part of the third party service provider whether online or offline. Any complaints about the services provided by the third party service provider should be directly submitted to the concerned third party service provider. By using the Services, You agree to hold the Company free from any responsibility, liability or damages that may arise out of or in relation to the Services . The Company and its Affiliates and licensors shall not be liable for any claim, injury or damages arising out of or in connection with Your use of the Services or the TP Services.

You may only access the Services using authorized means. It is Your responsibility to check and ensure You have accessed or downloaded the correct Website/Application for Your device. The Company is not liable if You do not have a compatible device.

ELIGIBILITY

Our Services are available only to those individuals or companies who can form legally binding contracts under applicable . Therefore, Customer(s) must be at least eighteen (18) years of age to be eligible to use Our Services.

21North advises its Customers that while accessing the Platform, You must follow/abide by all applicable laws, failing which We shall not be responsible for any possible consequences caused.

YOUR CONTENT ON WEBSITE/APPLICATION

As a Customer You are required to register before using the Services w by creating Your profile. Profile can be created by providing Your name, email address and telephone/mobile number. In order to avail our Services You will be requested to submit additional information such as vehicle details (including vehicle no., vehicle make, vehicle model no.), vehicle insurance details, last date of service, service due date, PUC for the vehicle etc. On completion of Service and prior to receiving Your vehicle You will be required to make payments online or through other modes of payment. For this purpose, You will have to further provide debit/credit card information such as the debit/credit card number, card verification value etc. All the above information provided by You on the Website/Application is referred to as “Your Content” or “Customer Content”.

Customer hereby grants a worldwide, irrevocable, non-exclusive, unlimited, perpetual, transferable, royalty-free license, to use the Customer Content for the purpose of using the Services provided hereunder.

We may, in our sole discretion, permit you to post, upload, publish, submit or transmit user content such as comments, photographs, videos etc (“User Content”). By providing or making available any User Content on or through the Platform, You hereby grant Us a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such User Content on, through, by means of or to promote, market or advertise the Platform or Service, or for any other purpose in our sole discretion, except that private messaging through the Platform will not be used by Us in public advertising or marketing material. For the avoidance of doubt, the license granted to Us shall survive termination of the Platform or your account.

You acknowledge and agree that You are solely responsible for all User Content that you make available on or through the Platform. Accordingly, you represent and warrant that: (a) you either are the sole and exclusive owner of all User Content that you make available on or through the Platform or you have all rights, licenses, consents and releases that are necessary to grant Us the rights in such User Content, as contemplated under these Terms and Conditions; and (b) neither the User Content nor your posting, uploading, publication, submission or transmittal of the User Content or Our use of the User Content (or any portion thereof) on, through or by means of the Platform will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. You agree that We may proofread, summarize or otherwise edit and/or withdraw User Content provided by You, and You understand it remains your sole responsibility to monitor your User Content and ensure that such edited Content is accurate and consistent with your representations and warranties in these Terms and Conditions.

The following types of content are not allowed on our Platform:

• Content that is unlawful, threatening, abusive, libellous, pornographic, obscene, vulgar, indecent, offensive or which infringes on the intellectual property rights or other rights of any third party; and

• Content that contains any viruses and/or other code that has contaminating or destructive elements.

We reserve the right to define the above guidelines and add more restrictions. Users are encouraged to use their common sense and discretion while following the above guidelines. We also hold no responsibility for user actions or content and hold the right to remove any content which violates our guidelines.

If you believe that any content on the Platform violates these Terms and Conditions, please email to feedback@21north.in.

We are not obliged to maintain, keep or provide a copy of any User Content provided by you or others, otherwise than for compliance with applicable law and Our Privacy Policy. If you wish to be provided a copy of Your User Content, and We are agreeable to providing such a copy, You agree that We have the sole discretion to charge an administration fee.

APPLICABILITY

These Terms and Conditions apply to Customers who access the Platform for any purpose. It also applies to any legal entity which may be represented by the Customer under actual or apparent authority. These Terms and Conditions apply to all Services offered on the Platform, collectively with any additional terms and conditions that may be applicable to the specific Service used/accessed by the Customer.

In the event of a conflict or inconsistency between any provision of the Terms and Conditions mentioned herein with those of any Specific services, the provisions of the terms and conditions applicable to such Specific Services shall prevail.

SUBSEQUENT AMENDMENTS, MODIFICATIONS AND RESTATEMENTS

The Service Provider reserves the right to change, modify, amend, or update these Terms and Conditions from time to time without any prior notification to the Customer and the amended Terms and Conditions shall be effective immediately on posting them on Website/Application. If the Customer does not adhere to the changes, the Service Provider shall terminate these Terms and Conditions with respect to such Customer and deny access to Services in Service Provider’s sole discretion. The continued use of the Services by the Customer will signify the unequivocal acceptance of the changed Terms and Conditions.

COMMUNICATION

To improve the Services that We provide to You, You may need to communicate with Us through emails or any other mode of communication. When You use the Website/Application or send emails or other data and information You agree and understand that You are communicating with Us through electronic records and You hereby provide Your express consent to receive communications via electronic records from Us periodically and as and when required. We may communicate with You by email, short messaging service or such other mode of communication, electronic or otherwise. It is important You understand that any such mode of communication, inter alia, helps Us provide You with information that We think You require from time to time such as confirmation of a Service booked on the Website/Application or knowing the status of delivery of Your vehicle.

You acknowledge that there is inherent risk in the use of the Internet and that information transmitted through the Internet in general may not be confidential. We cannot and do not guarantee the privacy or protection of any electronic communications through the Internet.

LICENSE GRANT & RESTRICTIONS

The Company hereby grants You a non-exclusive, non-transferable, right to use the Platform to access the Services, solely for your own personal, non-commercial purposes, subject to the Terms and Conditions. All rights not expressly granted to you are reserved by the Company and/or its licensors.

You shall not:

  • license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Services or the Platform in any way;
  • modify or make derivative works based upon the Service or the Platform;
  • create Internet “links” to the Service or “frame” or “mirror” any part of the Platform on any other server or wireless or Internet-based device;
  • reverse engineer the Platform;
  • access the Platform or Services in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Service or Platform, or (c) copy any ideas, features, functions or graphics of the Service or Platform,
  • launch an automated program or script, including, but not limited to, web spiders, web crawlers, web robots, web ants, web indexers, bots, viruses or worms, or any program or scripts which may make multiple server requests per second, or for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Platform or Services, or unduly burdens or hinders the operation and/or performance of the Service or Platform.

You shall not:

  • send spam or otherwise duplicative or unsolicited messages in violation of applicable laws;
  • send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including material harmful to children or in violation of third party privacy rights;
  • send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs;
  • interfere with or disrupt the integrity or performance of the Platform or Service or the data contained therein;
  • attempt to gain unauthorized access to the Platform or Service or its related systems or networks.

Finally, You may not authorize or assist any third party to do any of the things described in this section.

INTELLECTUAL PROPERTY RIGHTS

The Service Provider is the sole owner or lawful licensee of all the rights in the Platform, and its content (the “Content”). Website/Application content means the Website’s/Application’s design, layout, text, images, graphics, sound, video, etc. The Website/Application, content embody the Company’s trade secrets and intellectual property rights protected under applicable copyright and other laws. Intellectual property rights include rights such as: copyright, trade marks, domain names, design rights, database rights, patents and all other intellectual property rights of any kind whether or not they are registered or unregistered (anywhere in the world). All title, ownership and intellectual property rights in the Content shall remain with the Service Provider, its Affiliates or licensors of content, as the case may be. You acknowledge such ownership of the intellectual property rights and will not take any action to jeopardize, limit or interfere in any manner with our and our licensors’ ownership the intellectual property rights to the Platform and the Services.

All rights not otherwise claimed under these Terms and Conditions are hereby reserved by the Service Provider. The information contained in the Website/Application is intended, solely to provide general information for Your personal use, and You accept full responsibility for its use.

The Service Provider does not represent or endorse the accuracy or reliability of the Content contained on, distributed through, or linked, downloaded or accessed from any of the Services contained on Website/Application, or the quality of any products, information, Services, or other materials displayed, or obtained by the Customer as a result of an advertisement or any other information or offer in or in connection with the Services.

The Service Provider reserves the right, in its sole discretion and without any obligation, to make improvements to, or correct any error or omissions in any portion of the Service or the Website/Application.

All related icons and logos are registered trademarks or trademarks or service marks of the Service Provider and/or its licensors and are protected under applicable trademark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited. All Content on the Website/Application is the copyright of the Service Provider except the third party content and links to third party website on Our Website/Application.

Links to third party sites are provided by Website as a convenience only and the Service Provider does not have any control over such sites i.e. content and resources provided by such third parties. The Service Provider shall not be held responsible or liable to anyone for such third party sites, or any Content contained therein, or products or Services made available on the Platform or via such third party sites.

INDEMNIFICATION

By accepting these Terms and Conditions and/or by using the Service, the Customer agrees to defend, indemnify and hold the Service Provider, its Affiliates, its licensors, and each of their officers, directors, other Customers, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) arising out of or in connection with: (a) any breach of these Terms and Conditions or any applicable law or regulation, whether or not referenced herein; (b) any allegation that Your information infringes or otherwise violates the copyright, patent, trademark, trade secret, or other intellectual property or other rights of any third party; (c) the Customer’s use or misuse of the Website/Application or Service; (d) false/incorrect Customer Content; or (d) Your negligence or willful misconduct.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, which will not excuse your indemnity obligations under this Section.

LIMITATION OF LIABILITIES

In no event shall the Service Provider, any of its partners, licensors, sponsors, successors, assigns, its directors, officers, employees, consultants or other representatives, be liable for any indirect, punitive, incidental, special, exemplary, consequential damages or other damages (including without limitation any damages for loss of use, data, savings or profits) or liabilities under any contract, negligence, strict liability, or other theory, arising out of or in any way connected with the access, use or performance of the Content or Services provided on or through the Website/Application whether or not We have been informed of the possibility of such damages or liabilities. Your sole remedy with respect to Content, Services provided on or through Website/Application is to stop using the Website/Application as applicable. Neither Service Provider nor any of its partners, licensors, sponsors, successors, or assigns, nor our directors, officers, employees, consultants, or other representatives will have any liability to You for any damages, expenses or other liability incurred by You as a result of (1) Your access to or use of or inability to access or use Website/Application; (2) any inaccurate, incomplete or misrepresented Content, or Services posted on the Website/Application; (3) Your hiring or engagement of any third party service provider through the Website/Application; (4) unauthorized access or use of Your account or Your information or (5) for any interrupted communications, delay, acts/omissions of the Ambassadors.

The Service Provider shall not be liable to pay any amount for any damages caused due to an accident while the Customer Vehicle is picked up or delivered. The Customer agrees to personally bear such risks, assuming full responsibility for any harm or damage that may result from the acts or omissions of the Ambassadors or third party service providers. In case the Customer requests the Service Provider to repair the vehicle, the Service Provider will at its sole discretion have the vehicle repaired using the existing insurance policy bought and paid by Customer. The Service Provider will neither be liable to pay any shortfall in the amount settled by insurance company nor for loss of no claim bonus.

In addition, to the fullest extent under the applicable law, in no event will the Service Provider’s total liability arising out of or in connection with these Terms and Conditions, whether in contract, tort (including negligence, product liability, or other theory), warranty, or otherwise, exceed the greater of the amount paid by You, if any, for accessing this Platform in the prior twelve (12) months.

WARRANTIES AND REPRESENTATIONS

The Customer hereby warrants that:

  • the Customer Vehicle is insured as per the law, has not been used for any illegal or unlawful purpose at any time in the past. The Customer also warrants that no case has been registered under any applicable law against the Customer Vehicle in the past.
  • the Customer will produce documents showing legal ownership of the Customer Vehicle in its name and insurance certificate indicating the Customer Vehicle is duly insured, as and when required or requested by the Service Provider or by any third party service provider.
  • the Customer Vehicle is under no legal restriction from being plied on the roads and is not violating any other regulatory requirement as per the applicable laws.
  • all Customer Content is accurate and complete at all times.
  • in the event Customer uses My Driver Service, the Customer or his representative will clear all dues owed to the Service Provider in relation to the performance of Services, including, but not limited to, payment of all fees for the Services rendered to Customer, before Customer or his representative pick up the Customer Vehicle from the location of third party service provider

The Customer hereby confirms that:

  • the registration certificate, pollution under control (PUC) certificate, and insurance policy for the Customer Vehicles are current and compliant with applicable law;
  • the Customer Vehicle has no defects or conditions that may cause it to be unsafe to drive;
  • no illegal or prohibited items or substances are contained in the Customer Vehicle;
  • the Customer Vehicle shall have sufficient fuel for proper performance of the Services;
  • Customer will pay for any required fuel, toll taxes, towing or other emergency roadside charges and expenses resulting from mechanical failure of the Customer Vehicle or any other charges required for transporting the Customer Vehicle to its specified destination;
  • Customer authorizes the Ambassador to seek emergency medical care in case of any emergency including but not limited to parking the Customer Vehicle at the hospital, etc.;

The Service Provider makes no representation regarding the quality of Ambassador or requisite skills of the Ambassadors. Service Provider shall make reasonable efforts to ensure that the Ambassador so provided is verified and safe. The Service Provider takes no responsibility for the actions of the Ambassador or any other agent of any third party service provider and is not accountable for any action or lack of skill on the part of the Ambassador.

The Service Provider shall use all reasonable endeavor to ensure timely Service but makes no representation or warranty regarding the time in which the Service would be completed and shall not be held liable for any loss that may be suffered by the Customer on account of any delay caused by traffic jams on roads or acts and omissions on part of third party service providers. .

21North does not warrant that Services will always be available. 21North assumes no liability in the event that all Ambassadors be engaged or booked at the precise time when Service is requested by the Customer. 21North shall not be liable for delays or failure to provide Service as a result of inclement weather, traffic conditions, construction, or other causes beyond the reasonable control of 21North and/or the Ambassador.

DISCLAIMER OF WARRANTIES

The Company makes no representation, warranty, or guaranty as to the reliability, timeliness, quality, suitability, availability, accuracy or completeness of the Content or Service or Website/Application or any third party services. The Company does not represent or warrant that (a) the use of the Website/Application will be secure, timely, uninterrupted or error-free or operate in combination with any other hardware, software, system or data, (b) the Website/Application or any third party services will meet Your requirements or expectations, (c) any stored data will be accurate or reliable, (d) the quality of any Content, Services, information, or other material purchased or obtained by You through the Website/Application including any third party services will meet Your requirements or expectations, (e) errors or defects in the Content, Service or Website/Application will be corrected, or (f) the server(s) that make the Service available are free of viruses or other harmful components. The Content and Service through Website/Application including Website/Application is provided to You strictly on an “as is” basis. All conditions, representations and warranties, whether express, implied, statutory or otherwise, including, without limitation, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third party rights, are hereby disclaimed to the maximum extent permitted by applicable law by the Company. The Company makes no representation, warranty, or guaranty as to the reliability, safety, timeliness, quality, suitability or availability of any third party services. You acknowledge and agree that the entire risk arising out of Your use of the Website/Application and Service, and any third party services, remains solely with You, to the maximum extent permitted by law.

Because We are not involved in the transactions between Customers and third parties, each Customer will release us from any and all claims, demands, and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes between Customers and third parties.

TERMS OF USE

The Customer shall clear all dues before receiving possession of the Customer Vehicle after performance of Services. In the event of default in payment by the Customer, Service Provider reserves the right to lien over the Customer Vehicle among other legal rights and proceedings under applicable law.

The Ambassador will only wait for 15 (fifteen) minutes at the time of pickup or delivery of the Customer Vehicle. In case the Customer fails to deliver or collect possession of the Customer Vehicle within such time, the Services being provided shall be terminated and the Service Provider reserves the right to charge a “no show” fee while picking up the Customer Vehicle or may take back the Customer Vehicle to Service Network Partner and the appropriate cost would be chargeable to the Customer.

By using the Application/Website, You further agree that:

  • You will neither resell it to a third party nor authorize others to use your account;
  • You will not assign or otherwise transfer your account to any other person or legal entity;
  • You will not use an account that is subject to any rights of a person other than you without appropriate authorization;
  • You will not use the Service or Website/Application for unlawful purposes, including but not limited to sending or storing any unlawful material or for fraudulent purposes;
  • You will not use the Service or Website/Application to cause nuisance, annoyance or inconvenience;
  • You will not post any Platform, links or content that directly or indirectly contains viruses, corrupted files or any other similar mechanism that may adversely affect the operation of the network, Platform or its Services;
  • You will not try to reverse engineer, disassemble, alter, decompile, duplicate, create derivative works from, make copies of, extract information from, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Platform or Services, in whole or in part, except as expressly permitted by us;
  • You will keep secure and confidential your account password or any identification We provide you, which allows access to the Service through any booking channel;
  • You will provide Us with any proof of identity that We may reasonably request;
  • Your vehicle will only be delivered by Us after the payment of all fees for the Services rendered to You. The acknowledgement of the paid invoice has to be shown to the Ambassador at the time of delivery, in order to receive Your vehicle from the Ambassador;
  • We reserve the right to immediately terminate the Service and the use of the Application/Website should You not comply with any of the above provisions; and
  • 21North shall, upon receiving the booking request from You, proceed to confirm or decline the booking based on the availability/ unavailability of time slot or Ambassadors. You shall be informed of the status of the Service by message and email.

REGISTERED CUSTOMERS COVENANTS AND AUTHORIZATIONS

Registered Customers hereby covenants, agrees, and authorizes 21North and Ambassador as follows:

  • To permit the Ambassador to drive Registered Customers Vehicle for the purposes set forth in this Agreement;
  • To permit the usage of tracking device in the Customer Vehicle;
  • To assist the Service Provider and Ambassador in photography of the Customer Vehicle to be showcased on the Website;
  • To pay a cancellation fee as billed by 21North for failure to cancel reservation or meet the Ambassador at pre-arranged pick-up point, unless Customer cancels the Service in accordance with the cancellation provisions;
  • To avoid all unnecessary physical contact with the Ambassador, before, during and after the pick-up and drop-off, and to treat the Ambassadors with respect and courtesy at all times;
  • To pay any expenses required to get the Customer’s Vehicle to its destination, including but not limited to: (i) fuel costs if Ambassador, in his or her sole discretion, concludes that based on the Vehicle’s fuel gauge reading, the Vehicle has insufficient fuel to reach the desired drop-off point; (ii) towing or other emergency roadside expenses resulting from mechanical failure of the Vehicle; and (iii) parking fees and/or tolls and valet charges;
  • To seek emergency medical care in the event Ambassador is injured or becomes ill during transport from the pick-up location to the drop-off location; and
  • Customer hereby authorizes 21North to leave the Vehicle locked and parked in the hospital or urgent care parking lot in the event of an emergency, as contemplated in above paragraph.

CUSTOMER ACKNOWLEDGEMENTS

Customer hereby releases Ambassador, managers, employees, independent contractors, agents and from any and all liability, including negligence, for any injury, including death or property damage that may occur in connection with the Service. Further, Customer agrees not to initiate any legal proceedings against Ambassadors, managers, employees, independent contractors, with respect to any such claims for damages, which Customer is releasing. Customer is aware that various risks are involved in the 21North Service. Despite these and the other risks, Customer agrees to accept the Service and is willing to agree to personally bear such risks, assuming full responsibility for any harm or damage that may result.

Customer will indemnify, defend and hold Ambassador, employees, independent contractors, agents harmless from and against any and all losses, claims, liabilities, damages, fines, penalties and expenses (including attorney’s fees) arising from or resulting from any breach by Customer of the representations, warranties or covenants contained in this Agreement.

INTERNATIONAL USAGE

The Platform and the Services are directed to residents of the Republic of India. Those who choose to access the Platform or use the Services from outside of India do so at their own risk and may be subject to securities and tax regulations within their applicable jurisdictions that are not addressed on this Platform. You agree to comply with all local rules regarding online conduct, including all laws, rules, codes and regulations of the country in which you reside and the country from which you access the Platform. In addition, you agree to comply with all applicable laws, rules, codes and regulations regarding the transmission of technical data exported from India.

RESERVATION OF RIGHTS BY 21NORTH

21North reserves the right to refuse to provide the Service to Customer if, in the Ambassador‘s sole discretion, such Service would be unsafe to the Ambassador because: (a) Customer or such other person is armed, belligerent, violent, verbally or physically threatening or abusive; (b) the Customer Vehicle is unsafe to drive; or (c) any other facts or circumstances relevant to Ambassador‘s safety, as determined in Ambassador‘s sole discretion, including but not limited to a request to pick up Customer Vehicle in a location deemed unsafe by Ambassador.

TERMINATION/SUSPENSION

The Company reserves the right to (i) modify or discontinue, temporarily or permanently, the Service (or any part thereof) and (ii) refuse any and all current and future use of the Service, suspend or terminate Your account (any part thereof) or use of the Service, for any reason. The Company shall not be liable to You or any third party for any modification, suspension or discontinuation of the Service.

If you violate these Terms and Conditions in any way, we shall have the right, in addition to terminating or suspending your account, to investigate violations of these Terms and Conditions and may involve and cooperate with law enforcement authorities in taking legal action against Users who are involved in such violations, including without limitation pursuing civil, criminal and injunctive redress. You hereby waive and hold us harmless from any claims resulting from any action we take during or as a result of our investigation and from any actions taken as a consequence of such investigations by us or any law enforcement authorities.

PAYMENTS

You shall pay the amount due for Services rendered through online payment only vide Net Banking, Credit Card, Debit card or Mobile Wallet. Kindly note We do not accept cash for Services rendered. You may choose amongst any of the payment methods offered on the Website/Application. When You choose to make an online payment, 21North shall collect the money on behalf of the Ambassador and third party service provider. Collection of the fare on behalf of the Ambassador and third party service provider shall in no way imply that We are an agent of such third party service provider or Ambassador, or that We are providing such services on Our own account. We also offer You the facility of making an online payment through an electronic wallet powered by a third party payment processor (the “Payment Processor”). The processing of payments or credits, as applicable, in connection with Your use of the electronic wallet will be subject to the terms, conditions, and privacy policies of the Payment Processor that We engage for the purpose. We will not be responsible for any errors by the Payment Processor. In connection with Your use of the Services, We will obtain certain transaction details, which We will use solely in accordance with Our Privacy Policy. In the event the payment cannot be accepted through any of the methods offered on the Website or Application, You shall be required to deposit the amount due for the Services in cash to Our designated bank before receiving the delivery of the Customer Vehicle. We will generate the invoice on behalf of the Ambassador and third party service provider servicing Your request, which will be sent across to Your registered e-mail. Please note that the charges mentioned in the invoice are exclusive of waiting charges. Any payment made is non-refundable.

WAIVER & SEVERABILITY

Our failure to exercise or enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. If any provision of the Terms and Conditions is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms and Conditions will continue in full force and effect.

ENTIRE AGREEMENT

These Terms and Conditions and any other terms and conditions of service constitute the sole and entire agreement between you and Us with respect to the Platform and Services and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Platform and Services.

DISPUTE RESOLUTION

For any complaint against any of the Services provided by the Service Provider through the Website/Application, the Customer can file an initial complaint to the Service Provider by submitting the complaint form available on the Website. Complaint form can be duly filled by logging into Your account on the Website/Application, and such complaint will be addressed in 30 (thirty) days from the date of receipt of such complaint.

FORCE MAJEURE

The Service Provider shall not be responsible for any loss or deficiency in Services where such loss or deficiency of Service is due to acts or circumstances which are beyond the control of the Service Provider, which subject to the foregoing shall include but not be limited to: acts of god such as fire, storm, flood, earthquake, explosion or accident; acts of public enemy; acts of war or terrorism; rebellion; insurrection; sabotage; epidemic; quarantine restrictions; transportation embargoes or failure or delays in transportation; strikes and lockouts; acts (including laws, regulations, disapproval or failure to approve) of any government, whether national, municipal or otherwise, or any agency thereof; and acts of third parties where such third parties are neither employees nor agents of the Service Provider.

RIGHTS OF THIRD PARTIES

A person who is not a party to these Terms and Conditions shall have no right under the Contracts (Rights of Third Parties) Act (Chapter 35B) to enforce any of its terms, regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description.

GOVERNING LAW AND JURISDICTION

The law governing the interpretation of these Terms and Conditions shall be India law and subject to the arbitration provisions stated above, Customers agree to be subject to the non-exclusive jurisdiction of the Courts of India over any disputes arising out of, or in connection with these Terms and Conditions or with regard to the Services provided.

This Agreement made on 12th day of June 2019 (“Effective Date”) at Delhi between:

ONB Technologies India Private Limited, a company incorporated under the Companies Act, 1956 and having its registered office at Sy no 73/1, 73/2, 74(p), 75(p),, md pura village, md pura, BANGALORE, Karnataka, India, 560048 (hereafter referred as “21North” which expression shall, unless it be repugnant to the subject or context hereof, include its successors entities and assigns);

AND

____________, a company incorporated under the Companies Act, [1956/2013] and having its registered office at __________ (hereafter referred to as “Network Partner” which expression shall, unless repugnant to the context or meaning hereof is deemed to mean and include successor entities).

21North and Network Partner are hereafter referred individually as a “Party” and collectively as “Parties”.

WHEREAS
  1. 21North is in the business of providing assistance to including but not limited auto dealerships and workshops using a software technology enabled platform for managing including but not limited to pick up and drop facility, chauffeur services and roadside assistance in relation to Vehicles of Users and provides other services in relation to the Vehicles.

  1. Network Partner owns and/or manages a Service Center / showroom and is in the business of providing retailing, maintenance, replacement, body repair and other services in relation to Vehicles.

  1. Network Partner desires to use the Platform to gain better access to Users and receive other Services and agrees to abide by the terms herein.

NOW, THEREFORE, in consideration of the mutual promises set forth herein, 21North and the Network Partner agree as follows:

Definitions:

Ambassador” is an individual assigned by 21North for rendering 21N Driver Service;

Business Day” means any day other than a Sunday, bank holiday or public holiday in Bangalore;

Commercial Schedule” means the schedule of Fees and other commercial terms as set out in Schedule 1.

Fees” means License Fees and /or Service Fees, as the context permits;

Hosting Servers” means those servers, hardware and software resources used to host the Platform, User data or any other information as determined by 21North in its sole discretion;

Intellectual Property Right” means and includes, without limitation, any patents, copyrights, trademarks, trade secrets, service marks, designs, database right, design right, moral right or any other property rights that grant similar rights as the foregoing, whether registered or not;

My Driver Option” means an option exercised by the User not to use 21N Driver Service and to transport the Vehicle himself/herself to the Service Center and back;

Operating Guidelines” means the guidelines given by 21North as set out in Schedule 2 of this Agreement;

Platform” is 21North’s technology enabled software platform through which Service Bookings can be submitted and Services be rendered;

Repeat Services” means services rendered by Network Partner to remedy any grievance arising out of Vehicle Services that is registered within 7 (seven) days of completion of the said Vehicle Service;

Services” means the capability provided by 21North to Network Partner to use the Platform in such manner as set out in Clause 3 hereof;

Service Booking” means a request for Vehicle Services, which is registered on the Platform;

Service Center” means the address out of which the Network Partner provides Vehicle Services to Users;

Vehicle Services” means the services provided by the Network Partner to the Users in relation to the Vehicles including maintenance of Vehicles, mechanical repair, body repair, tyre replacement, glass repair/replacement, any other service requested by the User;

User” refers to the individual or a company for whom Network Partner have completed the Service Booking or who completes the Service Booking on the Platform and receives Vehicle Services provided by the Network Partner;

Vehicle” means a private passenger or commercial motor vehicle belonging to the User;

21N Driver Service” means transportation by a self-driving Ambassador of a Vehicle from an address notified by the User to the Service Center or from a Service Center to an address notified by the User;

Scope of License

2.1 In consideration of the Network Partner paying Fees as specified herein, and subject to the terms of this Agreement, 21North hereby grants the Network Partner a non-exclusive, limited, revocable, non-transferable, non-assignable, non-severable right and license to use the Platform for the purposes as set out herein. The Parties acknowledge that the User will interface with 21North and the Network Partner in the manner as set out in Schedule -2 (“Operating Guidelines”).

2.2 The Platform shall only be made available on a fully hosted basis and nothing herein shall permit the Network Partner to have any other access to it. 21North shall host the Platform on the Hosting Servers in a manner it deems sufficient to meet its obligations under this Agreement.

2.3 All Intellectual Property Rights in the Platform shall vest in 21North and any other rights not expressly granted are hereby reserved by 21North.

Scope of Services

3.1 The Services will allow the Network Partner to create new Service Bookings where Users directly approach the Network Partner for Vehicle Services and accept Service Bookings that are submitted by the Users on 21North platform directly by the Users as well as.
3.2 21North shall assign Ambassador(s) to execute pick up and drop facility. 21North shall not be responsible for any liability that may arise in relation to the Vehicles except any material damage to the Vehicle when it was in possession of an Ambassador. However the total liability of 21North shall not exceed the lesser of, (i) actual cost (net dealer price) basis to the Network Partner incurred towards remedying the said damage (ii) INR 20,000 (Rupees Twenty Thousand Only). A valid tax invoice shall be submitted in favor of 21North to enable to make payment of the liability amount. Illustratively, 21North shall not be liable if any claim arises due to any issue in registration, road tax payment, past penalties etc. of the Vehicle. 21North’s responsibility in relation to a Vehicle shall terminate upon handover of the keys to the Service Center or the User as the case may be. Except as set out in this Clause 3.2, 21North shall have no other liability in relation to the Vehicles.

3.3 The Services allow the Network Partner to (i) create Service Bookings, (ii) initiate stock yard transfer, (iii) set up test drive and road side assistance requirements, (iv) verify Vehicle details via registration number, (v) manage and review Service Bookings (including schedule) and access such other information about the Service Bookings as prescribed therein, (vi) create access accounts for Network Partner’s service manager, service advisors, (vii) access details of Ambassador including name, photograph and real time location, (vii) view reports performance of User relationship executives and service advisors (viii) view management information system for Service Center and (ix) access such other information about performance and capacity utilization of the Service Center.

3.4 21North shall collect amounts payable under an invoice for Vehicle Services directly from the Users. Network Partner agrees that it shall in relation to all the Users, authorize 21North to collect the outstanding amount and must communicate to the User of such authorization. 21North shall rely on the invoice uploaded and the invoice amount entered by the Network Partner on the Platform for this purpose and shall be liable to collect only the amount entered on the Platform. 21North’s obligation to collect the outstanding amount shall be discharged once it receives (whether by cash or credit in its bank account) such amount (“Collection”) that appear as invoice amount on the Platform. If any User disputes an invoice, 21North’s responsibility shall be to communicate it to the Network Partner.

3.5 21North will address all general questions including in relation to invoicing and payment raised by Network Partner within 2 (two) Business Days of query being raised.

Network Partner’s Obligations

4.1 Network Partner undertakes to provide Vehicle Services in accordance with the terms and conditions offered by the original equipment manufacturer or 21North (as the case may be) to Users as well as the Operating Guidelines and the Service Charter.

4.2 Network Partner shall assign appropriate representative(s) (“Service Advisor”) to render the Vehicle Services and will not act in any manner that is detrimental to 21North’s reputation or brand image.

4.3 The Network Partner shall submit on the Platform, information and details (including contact details, location etc.) of the Service Center and the assigned representatives as prescribed therein. The Network Partner shall also input the completion status of the Vehicle Services in the Platform so that it can be accessed by the Users.

4.4 In case of a Service Booking made on 21North platform by the User directly, the Network Partner shall only release the Vehicle to a User (where User opts for My Driver Option) once the payment from the User is shown as received on the Platform or upon a written confirmation from 21North of having received the Collection.

4.5 The Network Partner acknowledges that the User has the ability to assess the Vehicle Services through a rating/other similar measurement system provided on the Platform. The Network Partner further acknowledges that the aggregate rating/assessment provided by the Users shall be visible to any person that accesses the Platform to initiate a Service Booking.

4.6 The Network Partner shall not refuse to provide Vehicle Services to any User unless incapacitated by any force majeure event pursuant to clause 13.12 below in which case the Service Booking may be directed to an alternative network partner service center with consent of the Network Partner else Vehicle will be returned to the User.

Payment

5.1 The Network Partner is liable to pay 21North fees for use of Platform (“License Fees”) as set out in the Commercial Schedule.

5.2 The Network Partner is liable to pay other fees towards the Services (“Services fee”) as set out in the Commercial Schedule.

5.3 The Parties agree that the Fees shall be deducted by 21North from the Collection. The amount of Collection remaining after deduction of the Fees and other charges towards any discount/payout/charges shall be remitted to the Network Partner. In case there are outstanding Fees or any other sum payable by the Network Partner to 21North but no outstanding Collection, the Parties agree that such outstanding amount shall be adjusted by 21North on future payable to the Network Partner or be payable to 21North by Network Partner within 7 (seven) days of its notification by 21North. There shall be no change in the Service Fee in such cases .

5.4 The Network Partner agrees that it shall not authorize or enter into an arrangement with the Users that allow/envisage the Users paying the Fees directly to it or in any other payment mechanism that is not in accordance with Clause 3.4 unless in a reasonably unavoidable circumstance.

5.5 In case of any Repeat Services, Service fee will be levied on the repeat service in accordance with the payment terms for Repeat Service Fee set out in the Commercial Schedule.

5.6 The Parties agree that prior to expiry of 30 (thirty) days of each anniversary of the Effective Date, they will convene and agree upon any changes if any to this Clause 5 and the Commercial Schedule.

5.7 Agreed Commercials shall be increased by the ten percentage in every succeeding January month.

Disclaimers and Exclusions

6.1 21North does not represent that the Platform will be uninterruptedly available or be error free.

6.2 The Parties expressly agree and understand that the Vehicle Services are executed by Network Partner pursuant to an independent arrangement between User and the Network Partner. 21North acts in the capacity of a facilitator and has no responsibility towards rendering of Vehicle Services and payment therefor.

6.3 The Network Partner expressly agrees that it is solely liable for rendering of the Vehicle Services and for any complaint or grievance of the Users therefor. The Network Partner also acknowledges that it is the sole liability of the Users to make payments towards the Vehicle Services. The Network Partner expressly agrees that it shall not make 21North a party to or liable in any manner with respect to any dispute pertaining to the Vehicle Services.

6.4 The Network Partner acknowledges that the Ambassadors are authorized to drive private use Vehicles only. The Network Partner agrees not to use or assign the Ambassadors to render 21N Driver Service for Vehicles meant for commercial use and in case it does so it shall be solely liable for all consequences arising therefrom.

6.5 The Network Partner acknowledges that the Ambassadors are authorized to drive private use Vehicles only. The Network Partner agrees not to use or assign the Ambassadors to render 21N Driver Service for Vehicles meant for commercial use and in case it does so it shall be solely liable for all consequences arising therefrom.

Confidentiality

7.1 Each Party (“Receiving Party”) shall not disclose to any person (other than its employees and representatives who have a need to know) any information (“Confidential Information”) that it receives from the other Party (“Disclosing Party”) including information about the Disclosing Party’s business, operations, service models, customers, business partners or such other information that is reasonably deemed to be commercially sensitive without the prior written consent of the Disclosing Party.

7.2 The restriction set out in Clause 7.1 above shall not apply to Confidential Information that is (i) available freely in public domain without breach by the Receiving Party of its obligations under Clause 7.1 or (ii) made available to the Receiving Party by a third party independent of this Agreement and is not subject to any confidentiality restrictions or (iii) required to be submitted to any governmental or judicial authority in accordance with due process of law provided that the Receiving Party provides the Disclosing Party sufficient notice and opportunity to defend such action.

Representations and Warranties

8.1 Both Parties represent and warrant to the other that it is duly authorized and has the requisite power and capacity to enter in to this Agreement and to undertake the obligations and transactions contemplated herein.

8.2 The Network Partner represents and warrants that:

  1. The Vehicle Services will be performed in accordance with specifications set out by the Users and in a proper, workmanlike and professional manner in accordance with standards applicable to similar service providers;

  2. Vehicle Services will be provided using manufacturer approved parts only;

  3. It has robust security measures in place to ensure that the Vehicle or any of its parts are protected from theft or such other damage.

Indemnity

9.1 21North agrees to defend, indemnify and hold harmless the Network Partner from and against any and all third-party claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys’ fees) brought against the Network Partner by third parties alleging that the Network Partner’s use of the Platform infringes such third party’s intellectual property rights. Such indemnity shall not apply if the alleged infringement arises due to any act or omission of the Network Partner or due to any violation of this Agreement.

9.2 Network Partner agrees to defend, indemnify and hold harmless 21North from and against any and all claims (including claims by Users), actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys’ fees) arising out of or accruing from Network Partner’s violation of this Agreement or any applicable laws or regulations.

9.3 The indemnified Party under this Clause 10 shall promptly notify the indemnifying Party in writing of any claim that is subject to indemnification and the indemnifying Party shall have sole control of the defence and any settlement of such claim.

Limitation of Liability:

10.1 21North shall not be responsible under this Agreement if the Platform is not used in accordance with its instructions; or (ii) if a defect is caused by the Network Partner’s computing environment, or (iii) by interfacing third-party software not authorized by 21North.

10.2 In no event shall either Party be liable to the other, whether in contract, tort (including negligence) or otherwise for any loss of profits, business, contracts, data, or revenues, goodwill or for any, special, indirect, incidental punitive or consequential damage of any nature whatsoever or howsoever arising out of this Agreement.

10.3 The total, aggregate amount that Network Partner or any party claiming through it can recover from the 21North and its Affiliates, for all claims arising from, under or relating to this Agreement (whether in contract, tort including negligence or otherwise) shall in no event exceed an amount equal to the Fees paid in the preceding 1 (one) month of the date when the claim is made.

Term and Termination:

11.1 This Agreement shall take effect from the Effective Date for a minimum period of 1 (one) year and thereafter will auto renew every year until either Party gives to the other not less than 1 (one) calendar months’ notice in writing to terminate the Agreement.

11.2 If either Party commits a material breach of the terms or conditions of this Agreement and fails to remedy such breach within thirty (30) days of receipt of a written notice thereof from the non-breaching Party, or such material breach is incapable of remedy then the non-breaching Party may terminate this Agreement forthwith by providing a written notice to the breaching Party.

11.3 21North shall be entitled to terminate this Agreement if the Network Partner is subject to any bankruptcy or insolvency proceedings or is unable to pay its creditors.

Miscellaneous:

12.1 This Agreement does not constitute, or be deemed to constitute partnership, association, joint venture or agency between the Parties or create any obligations on the part of either Party to deal exclusively with the other Party.

12.2  This Agreement shall be governed by and construed in accordance with laws of India. The Parties agree that all disputes arising out of this Agreement shall be subject to exclusive jurisdiction of competent courts in Bangalore, India.

12.3 Network Partner shall not assign its rights or delegate its duties under this Agreement without prior written consent of 21North. 21North may assign its rights or delegate its duties under this Agreement.

12.4This Agreement and Schedules hereto comprise the entire agreement between the Parties in respect to the subject matter of this Agreement and supersede all previous understandings between the Parties in this respect, whether written or oral.

12.5 Any notice given under this Agreement must be in writing. Notices shall be sent by (i) registered post or speed post acknowledgment due or (ii) internationally recognized courier service providers. All notices under this Agreement shall be sent at the registered offices of Parties mentioned herein.

12.6 If a provision of this Agreement is or becomes illegal, invalid or unenforceable, it shall not affect the validity or enforceability of any other provision of this Agreement.

12.7 This Agreement can be amended only if both Parties agree to amend it in writing.

12.8 No waiver of any breach of any provision of this Agreement shall constitute a waiver of any prior, concurrent or subsequent breach of the same or any other provisions of this Agreement.

12.9 This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be an original.

IN WITNESS WHEREOF, the Parties have executed this Agreement by their authorized representatives as of the date first written above.


For and on behalf of                                                              For and on behalf of

ONB TECHNOLOGIES INDIA PRIVATE LIMITED                              Network Partner

______                                                                                     _______

Name:                                                                                        Name:

Title:                                                                                           Title:

SCHEDULE – 1

COMMERCIAL SCHEDULE

  1. Fees

Fees

Payment (INR)

License Fee

NA

Services Fee

As per the Commercial Proposal Annexure.

Repeat Services Fee

To be calculated in the same manner as Services Fee

  1. Payment & User Invoicing Terms:

  • All invoices shall be in the name of User and be submitted on the Platform.

  • The invoice issued to the User shall include the following:

    • User Name, Address, Odometer reading and Vehicle Registration Number

    • Date when work was completed

    • Description of work completed and parts used

    • Service Center Name, Address and PAN No.

    • Taxes as applicable must be applied against appropriate charges only.

  • Invoice shall be uploaded on the Platform, at least thirty (30) minutes before completion of the Vehicle Service.

  • 21North shall update the Platform on a biweekly basis to reflect the payments made to the Network Partners with respect to Vehicle Services rendered to the respective User(s).

  • 21N Driver Service charges shall be two times the charges stated herein if the distance between User location and Service Center is more than 20kms.

  • The Collections (subject to the deductions as set out under Clause 5 hereof) made shall be remitted by 21North to Network Partner on a biweekly Business Day of the week.

  • In event of Cancellation of Service Booking or no show by Network Partner, a no show fee as mentioned in commercial proposal shall be charged by 21North.

  • Network Partner should liaise with the respective relationship manager at 21North to verify any query or issue with respect to any invoice or payment of it.

SCHEDULE – 11

SERVICE CHARTER

21North Performance

 

Technology

KPI SR01

95% of the times digital inventory should be available

100% availability of appointment manager

95% 21North Platform uptime

100% Floor Manager uptime

Service & Quality

KPI SR02

Support – Answer incoming calls within 30 seconds

Dedicated account manager per center subject to minimum 30 bookings per day.

KPI SR03

Support available between 6am – 11pm

KPI SR04

90% of issues/complaints to be resolved within forty-eight (48) hours of receiving the complaint

KPI SR05

10% incremental slot availability

80% on time pick up and drop off

< 1% accident rate

More than 90% inventory clearance

92% digital instant customer feedback

100% Daily performance report

Finance

100% of the times payment settlement as per terms agreed

Invoice and payment advice to be submitted with 2 days from receipt of payment

Less than 3% of the invoice should be queried

99% of the invoices should be accurate

Respond to a question within 2 working days

21North will be liable for any traffic penalties and challans during transit of the vehicle by a 21North Ambassador