Terms & Conditions

This Terms and Conditions (hereinafter referred to as ‘Conditions’) is made and executed by and between M/s Wavefuel Solutions LLP (hereinafter referred to as ‘First Party’) and the User:

WHEREAS:

M/s Wavefuel Solutions LLP is a Limited Liability Partnership in the business of enhancing the infrastructure of the global electrical automotive industry by improving the supply-chain dynamic of the current market, introducing newer and more efficient technologies in view of the Make in India campaign. It is primarily engaged in the business of providing EV charging stations, e- Rickshaw battery chargers & lithium batteries with effective & timely delivery.

NOW THEREFORE, in consideration of the mutual covenants, terms, conditions and understandings set forth in this Agreement, the Parties hereby agree as follows:

1. DEFINITIONS AND INTERPRETATIONS

To help explain things as clearly as possible in this Terms & Conditions, every time any of these terms are referenced, are strictly defined as:

• 1.1. The following terms used in this Agreement shall have the meanings given hereunder:


• 1.1.1. “Charging Station” means a device or station that supplies power to charge the batteries of an electric vehicle including electrical infrastructure i.e., charging point, assemblies, inverters, converters, switches, PSS, earthing, wiring devices and wiring, canopy/kiosk and other material comprising the Installation Work;


• 1.1.2. “Cookie” means small amount of data generated by a website and saved by the User’s web browser. It is used to identify the User’s browser, provide analytics, remembers information about the User such as language preference or login information.


• 1.1.3. “Firm” means when this policy mentions “Firm”, “we”, “us”, or “our”, it refers to First Party, that is responsible for your information under this Terms & Conditions.


• 1.1.4. “Country” means where the owners/founders of Firm are based.


• 1.1.5. “Device” means any internet connected device such as phone, tablet, computer or any other device that can be used to visit and use the services.


• 1.1.6. “Dispute” means, any dispute, action, or other controversy between the User and the Firm.


• 1.1.7. “Service” means, refers to the service provided by us as described in the relative terms (if available) and on this platform.


• 1.1.8. “Third-party service” means, refers to advertisers, contest sponsors, promotional and marketing partners, and others who provide our content or whose products or services we think may interest the Users.


• 1.1.9. “Website” means a site of the Firm which can be accessed via the Unique Resource Locator.


• 1.1.10. “User” means a person or entity that is registered with us to use the Services.

2. PAYMENT TERMS

2.1. The following terms apply when the User accesses Wavefuel Solution LLP Web Application obtained from either the Wavefuel official website or by scanning the QR code on the authorised Wavefuel Solutions LLP Electric Vehicle charging devices, to access the Application:

• 2.1.1. The license granted to the User for our Web Application is limited to a non-transferable license to use the Application on a device that utilizes the Apple iOS or Android operating systems and any relevant electrical device, as applicable, and in accordance with the usage rules set forth in the applicable App Distributor’s terms of service.


• 2.1.3. In the event of any failure of the Web Application to conform to any applicable warranty, the User may notify the applicable App Distributor, and the App Distributor, in accordance with its terms and policies, may refund the purchase price, if any, paid for the Web Application, and to the maximum extent permitted by applicable law, the App Distributor will have no other warranty obligation whatsoever with respect to the Web Application.


• 2.1.4. The User must comply with applicable third-party terms of Agreement when using to Web application, e.g., if the User has a VoIP application, then the User must not be in violation of their wireless data service agreement when using the Web Application.


• 2.1.5. The User hereby acknowledges and agrees that the app distributors are third- party beneficiaries of the Terms and Conditions in this Web Application licence contained in these terms of use, and that each distributor will have the right (and will be deemed to have accepted the right) to enforce the terms and conditions in this web application licence contained in these terms of use against the User as a third- party beneficiary thereof.


• 2.2. The User will be intimated in advance with respect to the expiry of the amount in the wallet. The closure of such wallet solely remains at the Users discretion and we cannot inform the User for such closure in that case.


• 2.3. The User can utilise the balance amount in their account prior to the closure or expiry of Spotlight wallet. In case the User does not utilise the balance amount and the account is closed with outstanding balance, the User can approach us for renewal of the wallet. In case the User does not approach us within a specified period as prescribed by the regulator, the outstanding balance will be transferred to the Users source account or to any other permissible account as per RBI guidelines.

3. REFUNDABLE DEPOSIT

3.1. In certain circumstances, we may require the User to pay refundable deposit when our services are activated or reactivated. If we illegally disconnect your running service or otherwise are required by law to refund your deposit, we will within forty-five (45) days (or any shorter period required by law) return the Users deposit(s) to the User (without interest unless otherwise required by law) after deducting any outstanding amount (including, but not limited to any amount owed for using our services for any charging station that is damaged, altered, or not left in place by the User and any costs of collection).

4. SUSPENSION (or) TERMINATION (or) CANCELLATION (or) DISCONTINUANCE OF SPOTLIGHT WALLET

4.1. We may at any time and on such conditions as we think fit, suspend, or deny, or terminate the User’s Wavefuel Wallet (also referred to as “Spotlight Wallet”) under the following circumstances:

• 4.1.1. In the event the User is declared insolvent or in the event the User ceases to exist.


• 4.1.2. In the event of the User committing breach of any of the terms, conditions, stipulations or its obligations under these Conditions.


• 4.1.3. In the event of any restriction imposed on the User by an order issued by any regulatory authority, or a court in India, or any investigating agency.

5. RESTRICTIONS

5.1. User agrees not to, and the User will not permit others to:

• 5.1.1. License, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit or make the platform available to any third- party.


• 5.1.2. Modify, make derivative works of, disassemble, decrypt, reverse compile, or reverse engineer any part of the platform.


• 5.1.3. Remove, alter, or obscure any proprietary notice (including any notice of copyright or trademark) of the platform or of its affiliates, partners, suppliers or the licensors of the platform.

6. YOUR SUGGESTIONS

6.1. Any feedback, comments, ideas, improvements or suggestions (collectively, “Suggestions”) provided by the User to us with respect to the platform shall remain the sole and exclusive property of us.

6.2. We shall be free to use, copy, modify, publish, or redistribute the suggestions for any purpose and in any way without any credit or any compensation to the User.

7. YOUR CONSENT

7.1. We have updated our Conditions to provide the User with complete transparency into what is being set when the User visits our website and how it is being used.

7.2. By using our platform, registering an account, or making a purchase, the User hereby consents to our Terms & Conditions.

8. LINKS TO OTHER WEBSITES

8.1. This Terms & Conditions applies only to the services provided by the First Party and its assignees only. The services may contain links to other websites not operated or controlled by us. We are not responsible for the content, accuracy or opinions expressed in such websites, and such websites are not investigated, monitored or checked for accuracy or completeness by us.

8.2. Kindly remember, when the User uses a link from our website to go from the services to another website, our Terms & Conditions are no longer in effect.

8.3. Users browsing and interaction on any other website, including those that have a link on our platform, is subject to that website’s own rules and policies. Search 3 rd parties may use their own cookies or other methods to collect information about the User.

9. COOKIES

9.1. Our website uses “Cookies” to identify the areas of our website that the User has visited.

9.2. We use cookies to enhance the performance and functionality of our website, but are non-essential to their use. However, without these cookies, certain functionality like videos may become unavailable or the User would be required to enter their login details every time User visits the website as we would not be able to remember that you had logged in previously.

9.3. Most web browsers can be set to disable the use of cookies. However, if you disable cookies, you may not be able to access functionality on our website correctly or at all.

9.4. We never place personally identifiable information in cookies.

10. CHANGES TO OUR TERMS & CONDITIONS

10.1. The User acknowledges and agrees that we may stop (permanently or temporarily) providing the service (or any features within the service) to the User(s) generally at our sole discretion, without prior notice to the User.

10.2. The User may stop using the service at any time. The User does not need to specifically inform when the User stops using these service.

10.3. The User acknowledge and agree that if we disable access to your account, the User may be prevented from accessing the service, the Users account details or any files or other materials which are contained in the Users account.

10.4. If we decide to change our terms and conditions, we will post those changes on this page, and/or update the terms and conditions modification date below.

11. Updates/Modifications to our Website

11.1. We reserve the right to modify, suspend or discontinue, temporarily or permanently, the platform or any service to which it connects, with or without notice and without liability to the User.

11.2. We may from time to time provide enhancements or improvements to the features/ functionality of the platform, which may include patches, bug fixes, updates upgrades and other modifications (Updates).

11.3. Updates may modify or delete certain features and/ or functionalities of the platform.

11.4. You agree that we have no obligation to:

• 11.4.1. Provide any updates, or


• 11.4.2. Continue to provide or enable any particular features and/or functionalities of the platform to the User.

11.5. User further agrees that all updates will be:

• 11.5.1. Deemed to constitute an integral part of the platform.


• 11.5.2. and, subject to the terms and conditions of this agreement.

12. THIRD-PARTY SERVICES

12.1. We may display, include or make available third-party content (including data, information, applications and other products services) or provide links to third-party websites or services (“Third- Party Services”).

12.2. The User hereby acknowledges and agrees that we shall not be responsible for any Third-Party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof, does not assume and shall not have any liability or responsibility to User or any other person or entity for any Third-Party Services.

12.3. Third-Party Services and links thereto are provided solely as a convenience to User. The User agrees to access and use them entirely at Users own risk and subject to such third parties’ terms and conditions.

13. TERM AND TERMINATION

13.1. This agreement shall remain in effect until terminated by the User or us.

13.2. Company may, in its sole discretion, at any time and for any or no reason, suspend, or terminate this Agreement with or without prior notice.

13.3. This Agreement will terminate immediately, without prior notice from us, in the event that User fails to comply with any provision of this Agreement.

13.4. The User may also terminate this Agreement by deleting the account and all copies thereof from the Users computer. Upon termination of this Agreement, the User shall cease all use of the platform and delete all copies of the platform from the Users computer.

13.5. Termination of this Agreement will not limit any of company’s rights or remedies at law or in equity in case of breach by the User (during the term of this Agreement) of any of your obligations under the present Agreement.

14. COPYRIGHT INFRINGEMENT NOTICE

14.1. If the User is a copyright owner or such owner’s agent and believe any material on our platform constitutes an infringement on owner’s copyright, please contact us setting forth the following information:

• 14.1.1. A physical or electronic signature of the copyright owner or a person authorized to act on his behalf.


• 14.1.2. Identification of the material that is claimed to be infringing.


• 14.1.3. Contact information, including address, telephone number, and an e-Mail.


• 14.1.4. A statement by such owner or owner’s agent stating that you have a good faith belief that the use of the material is not authorized by the copyright owners.


• 14.1.5. And a statement stating that the information in the notification is accurate, and under penalty of perjury by such owner, you are authorized to act on behalf of the owner.

15. INDEMNIFICATION

15.1. User agrees to indemnify and hold company and its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (if any) harmless from any claim or demand, including reasonable attorneys’ fees, due to or arising out of the Users:

• 15.1.1. Use of the platform,


• 15.1.2. Violation of this Agreement or any law or regulation, or


• 15.1.3. Violation of any right of a third- party.

16. NO WARRANTIES

16.1. The Service is provided to the User “AS IS” and “AS AVAILABLE” and with all faults and defects without warranty of any kind.

16.2. To the maximum extent permitted under applicable law, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Service, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice.

16.3. Without limitation to the foregoing, company provides no warranty or undertaking, and makes no representation of any kind that the company will meet the Users requirements, achieve any intended results, be compatible or work with any other software, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.

16.4. Without limiting the foregoing, neither nor any of our provider makes any representation or warranty of any kind, express or implied:

• 16.4.1. As to the operation or availability of the Service, or the information, content, and materials or products included thereon;


• 16.4.2. That the service will be uninterrupted or error-free;


• 16.4.3. As to the accuracy, reliability, or currency of any information or content provided through the service;


• 16.4.4. Or that the service, its servers, the content, or e-mails sent from or behalf of us are free of viruses, scripts, trojan horses, worms, malware, timebombs, or other harmful components.

17. LIMITATION OF LIABILITY

17.1. Notwithstanding any damages that User might incur, the entire liability of company and any of its suppliers under any provision of this Agreement and Users exclusive remedy for all the foregoing shall be limited to the amount actually paid by User for the same.

17.2. To the maximum extent permitted by applicable law, in no event shall company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, for loss of data or other information, for business interruption, for personal injury, for loss of privacy arising out of or in any way related to the use of or inability to use the services, Third- party software and/or third-party hardware used with the services, or otherwise in connection with any provision of this Agreement), even if company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

18. SEVERABILITY

18.1. If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

18.2. This Agreement, together with the Privacy Policy and any other legal notices published by us on the services, shall constitute to be the entire agreement between the User and concerning the services.

18.3. If any provisions of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.

18.4. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and company’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.

18.5. User and company agree that any cause of action arising out of or related to the services must commence withing one (1) year immediately after the cause of action occurs. Otherwise, such cause of action is permanently barred.

19. WAIVER

19.1. Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Agreement shall not affect a party’s ability to exercise such right or require such performance at any time thereafter nor shall be deemed to be the waiver of a breach or constitute waiver of any subsequent breach.

19.2. Failure to exercise, and no delay in exercising, on the part of either party, any right or any power under this Agreement shall operate as a waiver of that right or power. Nor shall any single or partial exercise of any right or power under this Agreement preclude further exercise of that or any other right granted herein.

19.3. In the event of a conflict between this Agreement and any applicable purchase or other terms, the terms of this Agreement shall govern.

20. AMENDMENTS TO THIS AGREEMENT

20.1. Company reserves the right, at its sole discretion, to modify or replace this Agreement at any time.

20.2. If a revision is material, we will provide atleast thirty (30) days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

20.3. By continuing to access or use our services after any revision becomes effective, User agrees to be bound by the revised terms. If the User does not agree to the new terms, User is no longer authorized to use the services.

21. ENTIRE AGREEMENT

21.1. The Agreement constitutes the entire agreement between the User and us regarding Users’ use of the services and supersedes all prior and contemporaneous written or oral agreements between the User and company.

21.2. The User may be subject to additional terms and conditions that apply when the User uses or purchases others’ service, which will be provided to User at the time of such use or purchase.

22. UPDATES TO OUR TERMS

22.1. We may change our service and policies, and we may need to make changes to these terms so that they accurately reflect our Service and policies.

22.2. Unless required by law, we will notify User (for example, through our Services) before we make changes to these Terms and give the User an opportunity to review them before they go into effect. Then, if the User continues to use the Services, the User will be bound by the updated Terms. If the User does not want to agree to these or any updated Terms, User can delete their account.

23. INTELLECTUAL PROPERTY

23.1. The Services and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by us, its licensors or other providers of such material and are protected by all international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.

23.2. This material may not be copied, modified, reproduced, downloaded or distributed in any way, in whole or in part, without the express prior written permission of company, unless and except as is expressly provided in these Terms and Conditions. Any unauthorized use of the material is prohibited.

24. DISPUTE RESOLUTION

24.1. This Clause applies to any dispute, except it doesn’t include a dispute relating to claims for injunctive or equitable relief regarding the enforcement or validity of Users’ or company’s intellectual property rights.

24.2. The term “dispute” means any dispute, action or other controversy between User and company concerning the Services or this Agreement, whether in contract, warranty, tort, statute, regulation, ordinance, or any other legal or equitable basis.

24.3. “Dispute” will be given the broadest possible meaning allowed under law.

25. NOTICE

25.1. In the event of a dispute, the User or company must give the other a notice of Dispute, which is a written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the dispute, and the relief requested.

25.2. User must send any notice of Dispute via e-Mail/Registered Post to : M/S WAVEFUEL SOLUTIONS LLP Address: H. No. 1/63/6/13, Plot No 13, 3 rd Floor, Survey No 40 (Part) and 41, Guttala Begumpet, Hyderabad, Telangana-500081. e-Mail ID:info@wavefuel.in

25.3. Company will send any Notice of Dispute to the User by mail to their address if we have it, or otherwise to their email address.

25.4. The User and company will attempt to resolve any dispute through informal negotiation within sixty (60) days from the date the Notice of Dispute is sent. After sixty (60) days, the User or the company may commence arbitration.

26. BINDING ARBITRATION

26.1. All disputes between the Firm and the User or their representatives in relation to any matters whatsoever affecting the affairs or the constitution or interpretations of this Agreement and whatsoever before and after the determination of the Agreement shall be referred to a sole arbitrator who is to be appointed by the consent of First Party and the Second Party and the decisions of such Arbitrator shall be final and binding on all the Parties hereto. The Arbitration and Conciliation Act, 1996 shall be the binding law.

26.2. During the pendency of the Arbitration, Parties shall be bound to comply with their obligations hereunder during the course of such proceedings.

26.3. The Agreement shall be governed by and construed in accordance with the laws of the Republic of India.

27. SUBMISSION AND PRIVACY

27.1. In the vent that User submit or post any ideas, creative suggestions, designs, photographs, information, advertisements, data or proposals, including ideas for new or improved products, services, features, technologies or promotions, you expressly agree that such submissions will automatically be treated as non-confidential and non-proprietary and will becomes the sole property of company without any compensation or credit to User whatsoever.

27.2. And its affiliates shall have no obligations with respect to such submissions or posts and may use the ideas contained in such submissions or posts for any purposes in any medium in perpetuity, including, but not limited to, developing, manufacturing, and marketing products and services using such ideas.

28. PROMOTIONS

28.1. Company may, from time to time, include contests, promotions, sweepstakes, or other activities (“Promotions”) that require the User to submit material or information concerning the User.

28.2. All Promotions may be governed by separate rules that may contain certain eligibility requirements, such as restrictions to age and geographic location.

28.3. The User is responsible to read all Promotions rules to determine whether or not user is eligible to participate. If the User enters any Promotion, the User agrees to abide by and to comply with all Promotions Rules.

28.4. Additional terms and Conditions may apply to purchases of goods and services on or through the Services, which terms and conditions are made a part of this Agreement by this reference.

29. TYPOGRAPHICAL ERRORS

29.1. In the event a product and/or service is listed at an incorrect price or with incorrect information due to typographical error, we shall have the right to refuse or cancel any orders placed for the product and/or service listed at the incorrect price.

29.2. We shall have the right to refuse or cancel any such order whether or not the order has been confirmed and the Users’ credit card charged. If such credit card has already been charged for the purchase, and Users’ order is cancelled, we shall immediately issue a credit to Users’ credit card account or other payment account in the amount of the charge upon knowledge of such.

30. MISCELLANEOUS

30.1. If for any reason a Court of competent jurisdiction finds any provision or portion of these Terms and Conditions to be unenforceable, the remaining of these Terms and Conditions will continue in full force and effect.

30.2. Any waiver of any provision of these Terms and Conditions will be effective only if it is in writing and signed by an authorized representative of the The Firm.

30.3. The Firm will be entitled to injunctive or ither equitable relief (without the obligations of posting any bond or surety) in the event of any breach or anticipatory breach by User.

30.4. The Firm operates and controls the Service from its offices in abroad.

30.5. The service is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation.

30.6. Accordingly, those persons who choose to access the services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

30.7. These Conditions (which include and incorporate the Privacy Policy) contains the entire understanding, and supersedes all prior understanding, between the User and the Firm concerning its subject matter, and cannot be changed or modified by the User.

31. DISCLAIMER

31.1. The Firm is not responsible for any content, code, or any other imprecision.

31.2. The Firm does not provide warranties or guarantees.

31.3. In no event shall the Firm be liable for any special, direct, indirect, consequential, or incidental damages or any damages whatsoever, whether in an action of contract, negligence or other tort, arising out of or in connection with the use of the service or the contents of the service.

31.4. The Firm reserves the right to make additions, deletions, or modifications to the contents on the service at any time without prior notice.

31.5. The service and its contents are provided “as is” and “as available” without any warranty or representations of any kind, whether express or implied.

31.6. The Firm is a distributor and not a publisher of the content supplied by third parties; as such exercises no editorial control over such content and makes no warranty or representation as to the accuracy, reliability or currency of any information, content, service, or merchandise provided through or accessible via the service.

31.7. Without limiting the foregoing, the Firm specifically disclaims all warranties and representations in any content transmitted on or in connection with the service or on sites that may appear as links on the service, or in the products provided as a part of, or otherwise in connection with, the service, including without limitation, any warranties of merchantability, fitness for a particular purpose or non-infringement of third-party rights.

31.8. No oral advice or written information given by the Firm or any of its affiliates, employees, officers, directors, agents, or the like will create a warranty.

31.9. Price and availability information is subject to change without notice.

31.10. Without limiting the foregoing, the Firm does not warrant that the service will be uninterrupted, uncorrupted, timely, or error-free.

32. Shipping Policy

32.1. This Firm would like to inform our valued customers that, as a service and software provider we do not offer shipping services for physical products. All our products and services are delivered electronically via email, downloads, or other digital means. Therefore, shipping charges, delivery times, and related shipping policies are not applicable to transactions made on our website.