GarageBox's Terms of Service

Last updated: January 01, 2025

I. General Terms of Service

1. About these Terms of Service

These Terms of Service constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”, “Shop”, or “End User”) and GarageBox, Inc., including its affiliates ("GarageBox", the “Company,” “we”, “us”, or “our”), concerning your access to and use of our websites (including garagebox.io and our mobile websites, referred to as the “Sites”), applications and mobile applications (“Mobile App”), software services and professional services, as well as any media, information, or content made available therein, therefrom or otherwise related to or connected therewith (collectively, the “Services”).

YOU AGREE THAT BY CLICKING “I ACCEPT” OR BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY ALL OF THESE TERMS OF SERVICE, INCLUDING GARAGEBOX’S PRIVACY POLICY (TOGETHER WITH ANY OTHER SPECIFIC AGREEMENTS BETWEEN YOU AND GARAGEBOX, INCLUDING BUT NOT LIMITED TO ANY SHOP SERVICES AGREEMENT, THE “AGREEMENT”). IF YOU DO NOT AGREE WITH THE AGREEMENT, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE IMMEDIATELY.

YOU AGREE TO RECEIVE TEXTS/CALLS FROM OR ON BEHALF OF GARAGEBOX AT THE PHONE NUMBER YOU PROVIDE TO US. THESE TEXTS/CALLS WILL INCLUDE OPERATIONAL MESSAGES OR PROMOTIONAL CONTENT. YOU UNDERSTAND AND AGREE THAT THESE TEXTS/CALLS MAY BE CONSIDERED TELEMARKETING UNDER APPLICABLE LAW, THEY MAY BE SENT USING AN AUTOMATIC TELEPHONE DIALING SYSTEM OR OTHER AUTOMATED TECHNOLOGY, AND YOUR CONSENT IS NOT A CONDITION OF ANY PURCHASE.

Supplemental terms and conditions or documents that may be posted on the Sites from time to time are hereby expressly incorporated herein by reference. We may make changes to this Agreement from time to time. Please check this Agreement periodically for changes. Revisions will be effective immediately except that, for existing users, material revisions will be effective 30 days after posting or notice to you of the revisions (unless otherwise stated). We may also require that you accept modified Terms in order to continue to use the Service. We will further alert you about any changes by updating the “Last updated” date of this Agreement. If you do not agree to the modified Agreement, then you should remove your User Content and discontinue your use of the Service. Except as expressly permitted in herein, this Agreement may be amended only by a written agreement signed by authorized representatives of the parties to these Terms.

Additional terms and conditions with respect to new and add-on products and services may also be added to this Agreement at any time by appending them hereto. Such terms and conditions are “Product Specific Terms” as set forth below.

2. Privacy Policy

Please refer to GarageBox's Privacy Policy (found here: https://garagebox.io/privacy-policy) which explains how we collect, use, and disclose information that pertains to your privacy. By using the Services or the Sites, you agree to be bound by our Privacy Policy, which is incorporated into, and made part of, this Agreement.

3. Registration; Rules For User Conduct And Use Of The Services

You must register for and maintain an account with us to access the Services. When registering, you may be required to provide us with some information about yourself, such as your name, email address, or other contact information. You must provide accurate and complete information and promptly update this information. If you provide any information that is inaccurate or incomplete, or we have reason to believe that the information is inaccurate or incomplete, we may suspend or terminate your account and your use of the Services. Only authorized users may use your account to use the Services and conduct other activities with us. When you register, you will be asked to create a password. You agree to keep your password confidential and will be responsible for all use of your account and password. You will not allow use of your credentials to access the Services through automated or non-human means, whether through a bot, script or otherwise. We reserve the right to remove, reclaim, or change a username or any end-customer facing names, slogans, or other content you select if we determine, in our sole discretion, that is inappropriate, obscene, or otherwise objectionable. You agree to notify us immediately of any unauthorized use of your password and/or account. GarageBox will not be responsible for any losses or damages arising out of or related to the unauthorized use of your account name, password and/or account. If you believe that your account is no longer secure, then you should immediately notify us at [email protected].

By agreeing to this Agreement, you represent and warrant to us that: (a) you are at least 18 years old; (b) you have not previously been suspended or removed from the Services; and (c) your registration and your use of the Services is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company (“Corporate Entity”), the individual accepting this Agreement on your behalf represents and warrants that they have authority to bind the Corporate Entity to this Agreement and the Corporate Entity agrees to be bound by this Agreement. You may allow individuals working for you or your affiliates as End Users to use the Services under your subscription to the Services, but must maintain subscriptions for individual business locations and the total number of End Users for each business location must not exceed the number of users that you are paying for under your subscription for that individual business location. If you allow your End Users to use the Services under one or more subscriptions that you maintain, you agree that: (a) you will at all times be liable and responsible for all acts and omissions of these End Users that use the Service as though those acts and omissions were committed by you; and (b) you agree that your affiliates and their End Users may have access to all data and information that you can access through your account and we are not responsible for enforcing any data access restrictions between you and your affiliates. Failure to do so will constitute a breach of your obligations pursuant to this Agreement. An “affiliate” means any entity that, directly or indirectly, through one or more intermediaries, you control, by way of ownership or otherwise. If you registered for the Services under a name other than the legal name of a business, we may from time to time require you to verify that all subscriptions purchased by you are used only by you and your affiliates and in the operation of the business locations specified in your subscriptions. If you are using individual End User accounts in connection with the operation of more than one business location, you must disclose this fact to us at the time of registration and renewal for the Services, as separate business locations require separate agreements with us. Failure to do so will constitute a breach of your obligations.

4. Software Subscription Service; Professional and Other Services

The Service includes certain subscription-based plans with automatically recurring payments for periodic charges (“Subscription Service”). The “Subscription Billing Date” is the date when you purchase your first subscription to the Service and on the date of each recurring charge. Unless otherwise agreed, the Subscription Service will begin on the Subscription Billing Date and continue for the subscription period described on your individual Shop Services Agreement (“SSA”) (such period, the “Initial Subscription Period”), and will automatically renew for successive periods of the same duration as the Initial Subscription Period (the Initial Subscription Period and each such renewal period, each a “Subscription Period”) unless you cancel the Subscription Service or we terminate it. GarageBox may allow you to access and use the Subscription Services during the Initial Subscription Period on a free trial basis (if applicable). No refunds will be given for partially completed subscription Periods.

If you are on a legacy monthly subscription plan, the Subscription Period shall commence upon the successful processing of your payment on the Subscription Billing Date and renew on the same day of each successive month thereafter, unless and until you provide GarageBox with notice of your intent to cancel, or as otherwise may be terminated by GarageBox in accordance with the terms set forth herein. Monthly subscriptions, once terminated, will not be re-offered, as annual commitments are required for new service.

Professional Services. GarageBox may offer certain data migration or related professional services (“Professional Services”). If you elect to purchase Professional Services, GarageBox will provide you with a scope of work, and payment shall be due on or prior to the commencement of Professional Services and shall be non-refundable following payment. Payment for services in addition to the scope of work will be due upfront. Additional professional services may be agreed upon in writing with specific terms and conditions.

Support and Service Levels. If you are current with payment of your subscription and usage fees, and subject to any other agreement you may have for support for the Services, GarageBox will provide you with its standard technical support services relating to the Services, subject to published standard support and service levels.

Other Fees. Certain features and other current or future GarageBox services and products may involve usage-based fees or costs, including applicable taxes and governmental fees; such costs and fees will be published or otherwise disclosed to you when you sign up for or activate the use of such services or products. Some such fees may be billed to you in arrears. You are responsible for usage and other fees and taxes incurred by your usage of GarageBox services and products.

5. Payments

(a) General Payment Terms. Before payment is processed, you will receive an invoice and have an opportunity to review the fees that you will be charged. Unless otherwise agreed, all fees are in U.S. Dollars and are non-refundable and non-recoupable unless otherwise specifically provided for in this Agreement. GarageBox reserves the right to change the required method of payment at any time, upon notice to you. You are responsible for updating your account information should the required payment method change. If you agreed to purchase a minimum number of End User subscriptions as part of registering for the Services (the “Minimum Subscription Level”), you must pay for at least that number of subscriptions during the applicable term. Additional subscriptions may be purchased at the same pricing during the term, with fees prorated for partial months, and you may make adjustments in the actual number of licenses from time to time, provided that you must always purchase a number of licenses equal to or greater than the Minimum Subscription Level. You agree that your purchases under this Agreement are neither contingent on the delivery of any future functionality or features of the Services nor dependent on any oral or written public comments made by us regarding future functionality or features.

(b) Price. GarageBox reserves the right to determine pricing for the Services. GarageBox will make reasonable efforts to keep pricing information published on the Sites up to date. We encourage you to check our Sites periodically for current pricing information. GarageBox may change the fees for any feature of the Service, including additional fees or charges, if GarageBox gives you advance notice of changes before they apply (i.e., in future or renewal terms). If new fees or taxes are imposed on Services by governmental, regulatory or similar third parties, GarageBox shall be entitled to pass on such fees or taxes to the extent it is legal to do so, even prior to a renewal of the current term. GarageBox, at its sole discretion, may make promotional offers with different features and different pricing to any of GarageBox ’s customers. These promotional offers, unless made to you, will not apply to your offer or this Agreement.

(c) Authorization. The Subscription Services are billed as automatically recurring payments for periodic charges. If you activate a Subscription Service, you authorize GarageBox to periodically charge, on a going-forward basis and until cancellation of either the recurring payments or your account, all accrued sums on or before the payment due date for the accrued sums. Your account will be charged automatically on the Subscription Billing Date for all applicable fees and taxes for the next subscription period and for usage-based fees and taxes payable with respect to prior periods in arrears. The subscription will continue unless and until you cancel your subscription or we terminate it. You must cancel your subscription before it renews in order to avoid charging of the next periodic Subscription Services fee to your account. You may cancel the Subscription Service at a termination point determined by your SSA and by contacting us at:[email protected]. Termination will not affect amounts due and payable at the time of termination, including amounts owed in arrears. YOUR CANCELLATION MUST BE RECEIVED BEFORE THE RENEWAL DATE OR THE NOTICE DATE SPECIFIED IN YOUR AGREEMENT IN ORDER TO AVOID CHARGE FOR THE NEXT SUBSCRIPTION PERIOD.

6. Term and Termination.

(a) Term. The term of this Agreement begins when you accept the Terms or first download, install, access, or use the Service, and ends when terminated as described in this Section. Subscriptions will automatically renew for additional successive terms unless terminated as specified in this Section. For annual subscriptions, notice of non-renewal must be given at least thirty (30) days prior to the renewal. Monthly subscriptions may be terminated at any time with written notice, but no refund will be provided for partial months. To terminate, email us at [email protected]. Upon termination, your access to the Service and stored information will also end, as per Section 9. GarageBox may terminate this Agreement with 30 days’ notice for convenience and refund any pro-rata unused, prepaid fees, less applicable deductions.

(b) Termination. GarageBox may immediately suspend or terminate your access to the Services, without notice, for any of the following reasons: (i) breach of any provision of this Agreement; (ii) posing a security risk; (iii) introducing a malicious program; (iv) causing network interference; (v) using the Services abusively; or (vi) using the Services for illegal activities or violating third-party rights. GarageBox may also terminate the Agreement for any reason, with or without notice, without liability to you.

(c) Early Termination. If you terminate the Agreement before the current Subscription Period ends, you will owe all remaining payments for the Subscription Period. The only exception is if GarageBox materially breaches its obligations and fails to cure within thirty (30) days of notice.

(d) Effect of Termination. Upon termination: (i) your license rights end immediately, and you must stop using the Service; (ii) you will no longer have access to your account, except during any applicable data retrieval period; (iii) you must pay any amounts due before termination; (iv) liabilities incurred before termination will survive; and (v) certain provisions of this Agreement will continue to apply after termination, including those related to payment and legal liabilities. If your account is terminated due to a breach, you cannot create a new account using different credentials.

7. Ownership.

The Service is owned and operated by GarageBox. GarageBox retains all rights, title, and interest in and to the Services and the Sites, including without limitation all computer code (source code and object code), databases, functionality, products, software, website designs, interfaces, compilation, audio, video, text, photographs, information, and graphics integrated with the Services, as well as the trademarks, service marks, and logos contained therein ("Materials"). All Materials are owned or controlled by GarageBox or licensed to GarageBox and are protected by copyright, trademark laws, and other intellectual property rights and unfair competition laws in India and relevant jurisdictions. Except as expressly authorized by GarageBox, you may not make use of the Materials. There are no implied licenses in this Agreement, and GarageBox reserves all rights to the Materials not expressly granted in this Agreement. Except as provided in this Agreement, no part of the Services, Sites, or Materials may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or exploited for any commercial purpose without our express prior written permission.

8. License.

Subject to your complete and ongoing compliance with the terms and conditions of this Agreement, GarageBox grants you a limited, worldwide, non-exclusive, non-transferable, non-sublicensable right during the term of this Agreement to: (a) install and use one object code copy of any Mobile App associated with the Services obtained from a legitimate marketplace (whether installed by you or pre-installed on your mobile device by the device manufacturer) on a mobile device that you own or control; and (b) access and use the Services solely in connection with the internal business operations of a number of business locations specified in your subscription Agreement, solely for use by a number of End Users that does not exceed the number of paid subscriptions associated with your account, with no substitution of such End Users except as expressly permitted.

By way of example only, if you have 10 employees and a sole shop location in your company, and if you have only paid for 3 End User subscriptions, you are granted a limited non-exclusive license to have up to 3 employees only access the Services, without substitution. Use of the Services by any number of individuals above the number of End User subscriptions you have purchased is a violation of your Agreement. Any number of individuals using the Services in excess of the number of End User subscriptions you have will be subject to immediate additional subscription purchases charged to the payment method on file, pro-rated for any partial period. Further, if GarageBox provides you with any API or software outside the Services (“Ancillary Software”), GarageBox hereby grants you a limited, non-exclusive, non-transferable right to use one object code copy of that Ancillary Software solely in connection with your use of the Services. You may not, and you must ensure that your End Users do not, share accounts with each other or any other individuals. You are responsible and liable for ensuring that your End Users (or anyone else using your accounts or the accounts of your End Users) comply with the terms of this Agreement.

Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, publicly perform, or create derivative works of the Service; (b) make modifications to the Service; or (c) interfere with or circumvent any feature of the Service, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, then you may not use it.

9. Data Retention.

Unless this Agreement is terminated due to your breach, upon termination of your subscription, GarageBox will give you limited access to the Service for a period of up to thirty (30) days, at no additional cost, solely for purposes of retrieving your Customer Data (“Retrieval Period”). “Customer Data” means electronic data or information or business data submitted to the Services by you or any authorized End User or directly created by any such person for your use in connection with the use of the Service.

Notwithstanding the foregoing, Customer Data does not include non-identifiable or aggregated data compiled by GarageBox in connection with your use of the Services. After such Retrieval Period and subject to GarageBox’s legal obligations, GarageBox has no obligation to maintain or provide any Customer Data and shall be entitled to, unless legally prohibited, delete Customer Data by deleting your account; provided, however, that GarageBox will not be required to remove copies of the Customer Data from its backup media and servers until such time as the backup copies are scheduled to be deleted in accordance with our Privacy Policy, provided further that in all cases GarageBox will continue to protect the Customer Data in accordance with the Agreement.

Customer Data will be made available to authorized points of contact in industry-standard formats. For clarity, during the term of this Agreement, you may extract Customer Data using GarageBox standard Services, via reports and data export functionality.

10. Trials; Early Access

If you obtain a subscription to a trial or new feature or any add-on to the Services designated by us as “Trial,” “Preview,” “Beta,” “Early Access,” or “Evaluation Services” which we may provide for free or not (an “Early Access Service”), notwithstanding any other terms to the contrary, you may use such Early Access Service only for your internal demonstration, test, or evaluation purposes.

NOTWITHSTANDING ANY TERMS TO THE CONTRARY IN THE AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL REPRESENTATIONS, WARRANTIES, CONDITIONS, GUARANTEES, AND OTHER KINDS OF PROMISES, EXPRESS OR IMPLIED, FOR EARLY ACCESS SERVICE, AND THEY ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.

EARLY ACCESS SERVICES HAVE A NON-PERPETUAL TIME LIMITED SUBSCRIPTION TERM, AND WE MAY “TIME OUT” AND DISABLE THE EARLY ACCESS SERVICES OR OTHERWISE DISCONTINUE YOUR ACCESS AND USE OF THE EARLY ACCESS SERVICE AT ANY TIME WITHOUT PRIOR NOTICE. You will not attempt to defeat or circumvent any duration mechanism for the Early Access Service and will not use any Early Access Service beyond the prescribed term of early access. Your use of an Early Access Service may be subject to additional terms and conditions that you must agree to when accessing the Early Access Service.

11. Customer Data

You may upload Customer Data and other User Content to the Services and link other services to the Service to integrate your Customer Data and User Content from those other services. In addition, we may collect registration and other information about your use of the Services and the Sites.

You hereby grant us a non-exclusive, worldwide, royalty-free, perpetual, irrevocable license to host, store, use, reproduce, modify, transmit, format for display, create derivative works as authorized in this Agreement, distribute, and otherwise exploit all such Customer Data and User Content: (a) to provide the Service to you; (b) internally in any way subject to GarageBox’s obligation of non-disclosure; and (c) internally or externally in any way in aggregate or anonymous format or otherwise in conformity with our Privacy Policy.

“User Content” means text, photographs, videos, other audiovisual or informational content, and any other works of authorship or other works. You may only upload User Content to the Services if you own the rights to that User Content or if another rights holder has given you permission.

You retain any copyright and other proprietary rights that you may hold in the User Content that you upload to the Service, subject to the licenses granted in this Agreement. You agree that GarageBox may use your name, logo, and marks to identify you as a GarageBox customer on GarageBox’s Sites and other marketing materials.

12. Confidentiality

1. Definition of Confidential Information. “Confidential Information” means all information disclosed by a party (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Your Confidential Information includes Customer Data; Confidential Information of GarageBox includes the Services and Materials, the terms and conditions of all customer agreements, and order forms (including pricing).

Confidential Information of each party includes business and marketing plans, technology and technical information, product plans and designs, and business processes disclosed by such party. However, Confidential Information does not include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party, (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party, (iii) is received from a third party without breach of any obligation owed to the Disclosing Party, or (iv) was independently developed by the Receiving Party.

2. Disclosure of Confidential Information. Subject to GarageBox’s rights under Sections 11, 14, and 15, GarageBox will not disclose to any third party, without your consent, Customer Data or User Content you upload to the Service. This includes information about the pricing of the products and services that you might sell and promote through the Services. GarageBox may disclose Customer Data or User Content if required by Indian law or if GarageBox reasonably determines that disclosure is necessary to prevent harm to GarageBox or any third party. Your consent to disclosure shall be deemed given in the event that you access GarageBox or your GarageBox data through a third-party application, solely with respect to disclosure in connection with your use of such third-party application. If GarageBox is required by Indian law to disclose any information or material, GarageBox will make reasonable efforts to provide you prompt written notice of that requirement prior to disclosure. Further, if you register for the Service through a referral or other promotional partner, we may disclose information about your account to that referral partner or industry group in connection with our direct commercial relationship with them. For the avoidance of doubt, except to the extent required for compliance with applicable law or in the delivery of the Services or support for the Services, GarageBox will not directly contact your end customers or make personally identifying or contact data regarding your end customers available to any third party without your consent. Such consent will be deemed given, however, in the event that you access GarageBox or your GarageBox data through a third-party application, solely with respect to disclosure in connection with your use of such third-party application.

3. Protection of Confidential Information. The Receiving Party shall take reasonable measures to protect the secrecy of and avoid disclosure and unauthorized use of the Confidential Information of the Disclosing Party. Without limiting the foregoing, the Receiving Party shall take at least those measures that it employs to protect its own confidential information of a similar nature (but in no event less than a commercially reasonable standard of care). The Receiving Party shall ensure that its representatives who have access to the Confidential Information of the Disclosing Party have signed a nonuse and nondisclosure agreement that is at least as protective of the Disclosing Party’s Confidential Information as the provisions of this Agreement, prior to any disclosure of Confidential Information to such Receiving Party. The Receiving Party shall reproduce the Disclosing Party’s proprietary rights notices on any copies made by the Receiving Party in the same manner in which such notices were set forth in or on the original Confidential Information. The Receiving Party shall promptly notify the Disclosing Party of any unauthorized use or disclosure, or suspected unauthorized use or disclosure, of the Disclosing Party’s Confidential Information of which the Receiving Party becomes aware.

13. Feedback

If you provide input and suggestions regarding existing functionalities, problems with, or proposed modifications or improvements to the Service (“Feedback”), you authorize GarageBox to use that Feedback without restriction and without payment to you. Accordingly, you hereby grant GarageBox a non-exclusive, fully-paid, royalty-free, perpetual, and irrevocable license to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services. GarageBox will have no obligation to provide you with attribution for any Feedback you provide.

14. Assignability

You may not assign this Agreement or any right, duty, or obligation under this Agreement without GarageBox’s prior written consent, including, for the avoidance of doubt, to any acquirer of your business. If consent is given, this Agreement will bind your successors and assigns. Any attempt by you to transfer any right, duty, or obligation under this Agreement except as expressly provided in this Agreement is void. GarageBox may assign this Agreement or any right, duty, or obligation under this Agreement at any time without your consent.

15. Subcontractors

GarageBox may utilize one or more subcontractors or other third parties to perform its duties under this Agreement, provided that GarageBox remains responsible for all of its obligations under this Agreement.

16. Warranties and Disclaimers

You represent and warrant that: (a) you will not upload or request that GarageBox import any information (including personal information) or User Content to the Service unless you have all consents, permissions, and licenses necessary to do so and to authorize GarageBox’s collection, use, disclosure, and retention of that information in accordance with this Agreement; and (b) your use of the Service will not subject GarageBox to any liability or cause GarageBox to violate any law, rule, regulation, or guideline.

THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. GARAGEBOX DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, CONDITIONS, GUARANTEES, AND PROMISES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, RELATING TO THE SERVICES AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED REPRESENTATION, WARRANTY, CONDITION, GUARANTEE, OR PROMISE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY REPRESENTATION, WARRANTY, CONDITION, GUARANTEE, OR PROMISE ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. GARAGEBOX DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND GARAGEBOX DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR GARAGEBOX ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY REPRESENTATION, WARRANTY, CONDITION, GUARANTEE, OR PROMISE REGARDING ANY OF THE GARAGEBOX ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THIS AGREEMENT. GARAGEBOX IS NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM YOUR DEALINGS WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND GARAGEBOX IS NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING CUSTOMER DATA AND USER CONTENT.

THE LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. GARAGEBOX DOES NOT DISCLAIM ANY WARRANTY OR OTHER RIGHT THAT GARAGEBOX IS PROHIBITED FROM DISCLAIMING UNDER APPLICABLE LAW.

17. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL GARAGEBOX BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS, ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, OR ARISING OUT OF OR WITH RESPECT TO ANY PRODUCTS OR SERVICES (INCLUDING PROFESSIONAL SERVICES) PROVIDED BY GARAGEBOX, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE, GROSS NEGLIGENCE, OR WILLFUL MISCONDUCT), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT GARAGEBOX HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF GARAGEBOX TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THIS AGREEMENT, WHETHER IN CONTRACT, (INCLUDING NEGLIGENCE, GROSS NEGLIGENCE, OR WILLFUL MISCONDUCT), STATUTE, OR ANY OTHER LEGAL THEORY, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO GARAGEBOX FOR ACCESS TO AND USE OF THE SERVICE IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO CLAIM; OR (B) ₹7,500.

EACH PROVISION OF THIS AGREEMENT THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THIS AGREEMENT. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THIS AGREEMENT. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

18. Indemnity

To the fullest extent permitted by law, you are responsible for your use of the services, and you will defend and indemnify GarageBox and its officers, directors, employees, consultants, affiliates, subsidiaries, and agents (together, the “GarageBox Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the services or the sites; (b) your violation of any portion of this agreement, any representation, warranty, or agreement referenced in this agreement, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right, in connection with your use of the services, the sites, or any data, materials, or information you provide to the services; or (d) any dispute or issue between you and any third party (including, but not limited to, any disputes with your end customers or any financial institution with respect to services provided by your shop).

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.

19. Force Majeure

GarageBox shall not be liable to you for any delay or failure to fulfill any obligation under this Agreement if the delay or failure is caused by circumstances beyond GarageBox’s reasonable control.

20. Notices

Except as otherwise expressly stated in this Agreement, any notice required or permitted under this Agreement will be effective if it is in writing and sent by certified or registered mail, or insured courier, return receipt requested, to the appropriate party at the address set forth below for GarageBox and at the address provided in your account for you, with the appropriate postage affixed. Either party may change its address for receipt of notice by notifying the other party in accordance with this Section. Notices are deemed given two business days after the date of mailing or one business day after delivery to a courier.

GarageBox, Inc.

1st Floor, Grace Plaza, behind Marvel Jewellers, Chhapi, Gujarat, India - 385210

21. Dispute Resolution

(a) Generally. In the interest of resolving disputes between you and GarageBox in the most expedient and cost-effective manner, and except as described in Sections 21(b), (c), and (g), you and GarageBox agree that every dispute arising in connection with this Agreement, the Sites, the Service, or communications from us will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of this Agreement, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of this Agreement. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND GARAGEBOX ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

(b) Exceptions. Despite the provisions of Section 21(a), nothing in this Agreement will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, provincial, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) file suit in a court of law to address an intellectual property infringement claim.

(c) Opt-Out. If you do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section 21 within 30 days after the date that you agree to this Agreement by sending a letter to GarageBox, 1st Floor, Grace Plaza, behind, Marvel Jewellers, Chhapi, Gujarat, India that specifies: your full legal name, the email address associated with your account on the Service, and a statement that you wish to opt out of arbitration (“Opt-Out Notice”). Once GarageBox receives your Opt-Out Notice, this Section 21 will be void, and any action arising out of this Agreement will be resolved as set forth in Section 22. The remaining provisions of this Agreement will not be affected by your Opt-Out Notice.

(d) No Class Actions. YOU AND GARAGEBOX AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and GarageBox agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.

(e) Modifications to this Arbitration Provision. If GarageBox makes any future change to this arbitration provision, other than a change to GarageBox’s address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to GarageBox’s address for Notice of Arbitration, in which case your account with GarageBox will be immediately terminated, and this arbitration provision, as in effect immediately prior to the changes you rejected, will survive.

22. Waiver

The waiver by either party of any breach of any provision of this Agreement does not waive any other breach. The failure of any party to insist on strict performance of any covenant or obligation in accordance with this Agreement will not be a waiver of such party’s right to demand strict compliance in the future, nor will the same be construed as a novation of this Agreement.

23. Severability

If any part of this Agreement is found by a court of competent jurisdiction to be illegal, unenforceable, or invalid, the remaining portions of this Agreement will remain in full force and effect. If any material limitation or restriction on the use of the Services under this Agreement is found to be illegal, unenforceable, or invalid, your right to use the Services will immediately terminate.

24. Consent to Electronic Communications

(a) By using the Services, you consent to receive certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

(b) By entering into this Agreement, you agree to receive calls and text (SMS) messages from GarageBox and persons acting on our behalf to the telephone number you provided to us. You understand and agree that these calls and text messages may be made using an autodialer, artificial or prerecorded voice, or other automated technology. These communications may include operational communications concerning your account, communications regarding the Service, and marketing communications. Standard text messaging rates will apply. Your agreement to receive promotional calls and texts is not a condition of any purchase or use of the Services.

(c) When you install our app on your mobile device, you agree to receive push notifications, which are messages an app sends you on your mobile device when you are not in the app. You can turn off notifications by visiting your mobile device’s “settings” page. We may also send you emails concerning our products and services, as well as those of third parties.

(d) IF YOU WISH TO OPT OUT OF COMMERCIAL EMAILS FROM GARAGEBOX, YOU CAN UNSUBSCRIBE BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE EMAIL ITSELF. IF YOU WISH TO OPT OUT OF MARKETING CALLS AND TEXT MESSAGES FROM GARAGEBOX, YOU CAN EMAIL [email protected] OR TEXT THE WORD “STOPALL” TO THE NUMBER FROM WHICH YOU ARE RECEIVING THE MESSAGES, HOWEVER, YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL MESSAGES MAY IMPACT YOUR USE OF THE SERVICE. You may continue to receive calls and text messages for a short period while we process your request, including a message confirming the receipt of your opt-out request.

25. Third-Party Services and Websites.

(a) Third-Party Services. The Services may provide links or other access to services, sites, technology, and resources that are provided or otherwise made available by third parties (the “Third-Party Services”). Your access and use of the Third-Party Services may also be subject to additional terms and conditions, privacy policies, or other agreements with such third party, and you may be required to authenticate to or create separate accounts to use Third-Party Services on the websites or via the technology platforms of their respective providers. Some Third-Party Services will provide us with access to certain information that you have provided to third parties, including through such Third-Party Services, and we will use, store and disclose such information in accordance with our Privacy Policy. For more information about the implications of activating Third-Party Services and our use, storage, and disclosure of information related to you and your use of such Third-Party Services within the Services, please see our Privacy Policy. We have no control over and are not responsible for such Third-Party Services, including for the accuracy, availability, reliability, or completeness of information shared by or available through Third-Party Services, or on the privacy practices of Third-Party Services. We encourage you to review the terms of use and privacy policies of the third parties providing Third-Party Services prior to using such services. You, and not GarageBox, will be responsible for any and all costs and charges associated with your use of any Third-Party Services. We enable these Third-Party Services merely as a convenience and the integration or inclusion of such Third-Party Services does not imply an endorsement or recommendation. Any dealings you have with third parties while using the Service are between you and the third party. We will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any Third-Party Services.

(b) Google Maps. Google Maps presented to you through the Services are powered by Google. Your use of Google Maps is subject to the Google Maps Terms of Service, available online at https://www.google.com/intl/en-US_US/help/terms_maps.html, and https://www.google.com/intl/ALL/policies/privacy/index.html, and by using the Service, you are agreeing to be bound by such terms.

(c) Chat Functionality. By communicating with us through our website chat functionality (one of our Third-Party Services), you agree that our third-party service provider will receive and process your communications on our behalf.

26. Third-Party Distribution

(a) Distribution Channels. This Section 29 only applies to the extent you are using our Mobile App on a mobile device. GarageBox makes available our Mobile App through the Google Play Store, or other distribution channels (“Distribution Channels”). If you obtain our Mobile App through a Distribution Channel, you may be subject to additional terms of the Distribution Channel. This Agreement is between you and us only, and not with the Distribution Channel. To the extent that you utilize any other third-party products and services in connection with your use of the Service, you agree to comply with all applicable terms of any agreement for such third-party products and services.

(b) Google-Sourced Software. The following applies to any Mobile App you download from the Google Play Store (“Google-Sourced Software”): (i) you acknowledge that this Agreement is between you and GarageBox only, and not with Google, Inc. (“Google”); (ii) your use of Google-Sourced Software must comply with Google’s then-current Google Play Terms of Service; (iii) Google is only a provider of Google Play where you obtained GarageBox’s Google-Sourced Software; (iv) GarageBox, and not Google, is solely responsible for the Google-Sourced Software; (v) Google has no obligation or liability to you with respect to Google-Sourced Software or this Agreement; and (vi) you acknowledge and agree that Google is a third-party beneficiary to this Agreement as it relates to GarageBox’s Google-Sourced Software.

27. Restrictions

Compliance with Laws. You must comply with all applicable laws, including privacy laws when using the Services; for the avoidance of doubt, you will be responsible to ensure that all SMS/text messages sent through the Services are sent with the recipients’ valid consent and include prescribed information and effective unsubscribe mechanisms to the extent required. Except as may be expressly permitted by applicable law or authorized by us in writing, you will not, and will not permit anyone else to:

a. use the Services for any illegal purpose or in violation of any local, state, national, or international law;

b. harass, threaten, demean, embarrass, or otherwise harm any other user of the Services, including any member of our team;

c. violate, or encourage others to violate, or provide instructions on how to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right;

d. import or transfer to the Services any data that is sensitive financial information (including credit card numbers), health information, medical information, pharmaceutical information, information regarding children under 13 years of age, or other sensitive or regulated information (for example, Social Security Numbers);

e. access, search, or otherwise use any portion of the Service through the use of any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, and data mining tools) other than the software or search agents provided by GarageBox;

f. interfere with security-related features of the Services, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service, except to the extent that the activity is expressly permitted by applicable law;

g. interfere with the operation of the Services or any user’s enjoyment of the Services, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Services; (iii) collecting personal information about another user or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Services;

h. perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission, or falsifying your age or date of birth;

i. sell or otherwise transfer the access granted under this Agreement or any Materials or any right or ability to view, access, or use any Materials; or

j. attempt to do any of the acts described in this Section 30 or assist or permit any person in engaging in any of the acts described in this Section 30.

Further, you may not use our Services to further the goals of an organization that has publicly stated or acknowledged that its goals, objectives, positions, or founding tenets include statements or principles that could be reasonably perceived to advocate, encourage, or sponsor hateful content or a threat of physical harm.

28. Entire Agreement

This Agreement, along with any Product Specific Terms appended hereto, is incorporated by reference into any written agreement between you and GarageBox and, taken together, constitutes the final and complete expression of the agreement between these parties regarding your use of the Service. This Agreement supersedes all previous oral and written communications regarding these matters, all of which are merged into this Agreement; provided, however, that if your Shop Services Agreement or any other written agreement between you and GarageBox directly conflicts with the subject matter of these terms, such other agreement shall control. No employee, agent, or other representative of GarageBox has any authority to bind GarageBox with respect to any statement, representation, warranty, or other expression unless specifically set forth in this Agreement. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter the terms of this Agreement. GarageBox will not be bound by, and specifically objects to, any term, condition, or other provision that differs from or adds to this Agreement (whether or not it materially alters this Agreement) that is proffered by you in any receipt, acceptance, confirmation, correspondence, or otherwise, unless GarageBox specifically agrees to such provision in writing and signed by an authorized agent of GarageBox.

Unless otherwise agreed by GarageBox and provided in Section 4, GarageBox is under no obligation to provide support for the Service. In instances where we may offer support, such support will be subject to published policies. To resolve a complaint regarding the Site or to receive further information regarding the use of the Site, please contact us at: [email protected].