These terms and conditions (“Terms of Use” or “Terms of Service” or “Terms”) are a computer-generated electronic record published under Rule 3 of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 (as amended from time to time) read with Information Technology Act, 2000 (as amended from time to time) and does not require any physical or digital signatures.

These Terms are legally binding and govern your use of “Tramo Platform” created, owned and operated by Tramo Technolab Private Limited, a limited company incorporated under the laws of India, having registered office at H-87, Sector 63 Rd, H Block, Sector 62, Noida, Uttar Pradesh 201301 (“Tramo” or “Company”). Please read these Terms carefully before using the Platform and/or availing any of the Services provided by Tramo through its Platform.

By accessing or using the Platform or Services, you agree to be bound by these Terms and Tramo’s Privacy Policy. If you do not agree to be bound by these Terms and the Privacy Policy, you shall not use the Platform and Services in any manner whatsoever.

These Terms are in addition to and not in derogation of any other terms stipulated by Tramo from time to time. In case of any conflict between these Terms and such other terms, these Terms shall prevail. Throughout these Terms, “we” and “our” shall refer to Tramo and “you” and “your” shall refer to you, i.e., the User (defined below) of the Platform. Both Tramo and the User are collectively referred to as “Parties” and individually referred to as “Party” hereof.

Notwithstanding anything contained elsewhere, Tramo reserves the right to modify, alter, amend, revise these Terms, update the Platform and Services at any time, without prior notice, to improve your experience on the Platform and on account of changes in Applicable Law. It is strongly recommended that you visit the Platform periodically to review the latest and updated version of the Terms. If you do not agree with any changes made by us, you may stop using the Platform and Services. Your continued access or use of the Platform or Services after such modifications/updation shall constitute your acceptance of the modifications/updation.

ACCEPTANCE

These Terms were last updated on 12 November 2023. By accessing, signing-up and/or accepting or using the Platform or the Services in any manner whatsoever, you acknowledge that you have read these Terms and agree to be bound by them. You also acknowledge that you have read our Privacy Policy and agree to be bound by it. By accessing or using the Platform or Services, you represent that you have provided us with valid credentials which may be used to verify your identity. We reserve the right to restrict, suspend, or terminate your access to the Platform or Services, at any time without prior notice, if we believe that you are in breach of these Terms. For the security of your account and to enhance your overall experience on the Platform, we may use certain technologies to monitor your activities on the Platform. Tramo reserves the right to make your details available to its affiliates and partner institutions and you may be contacted by them for information and sales enquiries through e-mail, telephone and/or SMS. You agree to receive promotional materials and/or special offers from Tramo its affiliates and partner institutions. These promotional materials and/or special offers will be consent based and you will have the option to unsubscribe.

ELIGIBILITY

You shall register or become a User of the Platform or Services only if you are 18 years or above, and can enter into legally binding contracts as per Applicable Law. To access/use the Platform or Services, you need a valid e-mail address and Indian mobile phone number. Users who have been previously suspended or removed from availing any of the Services shall not be eligible to access/use the Platform or Services at any time. Users shall not impersonate any person or entity, or falsely state or otherwise misrepresent identity, age or affiliation with any person or entity and you may not have more than one active Account (defined below).

 

DEFINITIONS

For the purpose of these Terms including General Terms and Conditions, Digi Kendra Terms and Conditions and Prepaid Card Terms and Conditions, the following words and phrases shall have the meaning assigned to them here in below.

• “Account” shall have the same meaning as ascribed to it under Clause 1.2 of these Terms;
• “Affiliate” shall mean and include any individual, entity, firm, body corporate, which directly or indirectly, controls, is controlled by, or is under common control with Tramo;
• “Applicable Law” shall mean and include (i) any law, statute, rule, regulation, order, circular, decree, directive, judgment, decision or other similar mandate of any applicable central, national, state or local governmental/regulatory authority having competent jurisdiction and force of law over, or applicable to you, Tramo or the subject matter in question, as may be amended from time to time, and (ii) any notification, circular, directive or other similar instructions issued by a financial sector regulator including but not limited to the Reserve Bank of India (“RBI”) and/or rules, regulations, roles, responsibilities and processes laid down by National Payments Corporation of India (“ NPCI ”) and other law enforcement agencies or regulatory authorities from time to time;
• “Chargeback” shall mean and include reversal of any transaction made by Service Provider’s User on account of, including but not limited to:
• any alleged forgery of the User’s account, card or other details pertaining to the transaction;
• any charge/debit made on Account or card that has been listed as a hot listed card or otherwise listed on the card association warning bulletins; duplicate processing of the transaction; any amount required to be refunded due to denial of a transaction by the User/valid card holder as wrongly charged payment/extra payment and/or due to fraudulent use/misuse of personal and financial information of the Service Provider’s User by any unauthorized person(s) and/or; any other reason as required/approved by the concerned banks, as the case may be;
• “Confidential Information” shall mean and include any and all business, technical and financial information of Tramo or of any of its Affiliates that is related to any of the arrangements contemplated in these Terms or any other document in which these Terms are incorporated by reference or otherwise disclosed by Tramo to the User; any information which relates to its financial and/or business operations, including but not limited to, specifications, models, merchant lists/information samples, reports, forecasts, current or historical data, computer programs or documentation and all other technical, financial or business data, information related to its internal management, customers, products, services, anticipated products/services, processes, financial condition, employees, merchants, Intellectual Property (defined below), marketing strategies, experimental work, trade secrets, business plans, business proposals, customer contract terms and conditions, compensation/commission/service charges payable to the User, and other valuable confidential information and materials that are customarily treated as confidential or proprietary, whether or not specifically identified as confidential or proprietary;
• “Effective Date” or “Registration Date” shall mean the date of registration of Account of the User on Tramo’s platform.
• “Tramo Platform or Platform” shall mean and include without limitation, Tramo’s websites or web applications including Tramo.in, Tramo.pro with all its sub-domains and any other linked web pages, mobile applications (Android and iOS), mobile site services, API keys, features or content and other digital assets or properties developed, owned and operated by the Company, as the case may be, to facilitate the User to access and/or use the Services;
• “Tramo Policies” “Tramo Policies” shall mean and include these Terms, Privacy Policy, Grievance Policy and any other terms and conditions/policies available and updated from time to time on the Platform;
• “Intellectual Property” shall mean all intellectual property used for the purpose of or in association with or in relation to the performance of these Terms and applicable agreement, and includes without limitation, (a) software, operating manuals, software code, program, instructions, specifications, processes, input methods, data or information used in relation to, or in association with, or for the operation of the software installed by Tramo, (b) patents, copyrights, designs, trademarks, service marks, trade names, business names, logos, symbols, styles, colour combinations used by Tramo during the course of its business and all depictions, derivations and representations, graphics, images, content, and the “look and feel” of all of the above (whether registered or not), (d) all information, data or material in whatever form, whether tangible or not, provided by Tramo to the User on the Platform; and (e) all techniques, formulae, patterns, compilations, processes, inventions, practices, methodology, techniques, improvement, utility model, procedures, designs, skills, technical information, notes, experimental results, service techniques, samples, specifications of the products or Services, labelling specifications, rights on software, and any other knowledge or know-how of any nature whatsoever.
• “KYC” or “Know Your Customer” shall mean the process prescribed under the Applicable Law to collect and authenticate a User’s personal or business identification details before offering Services to the User;
• “Services” shall mean the services provided, either directly or indirectly, by Tramo and/or any Service Provider to the User including, but not limited to, access and use of the Platform, banking services, non-banking services and other such services;
• “Service Provider” shall mean any banking and/or non-banking entity with which Tramo has, directly or indirectly, executed an agreement for facilitating transactions between such entity and its customers;
• “Users” shall mean and include individuals, body corporate, partnership, limited liability partnership, Tramo, merchants, etc., who accessing the Platform and/or using the Services.

 

GENERAL TERMS AND CONDITIONS

These General Terms and Conditions govern the User’s access and use of the Services.

INFORMATION SUPPLIED TO TRAMO

Users agree that the information provided by the Users to Tramo on registration and at all other times, including payment, shall be true, accurate, current, and complete. If you provide any information that is untrue, inaccurate, not updated or incomplete (or becomes untrue, inaccurate or incomplete), or Tramo has reasonable grounds to suspect that such information is untrue, inaccurate, not updated or incomplete, Tramo shall have the right to suspend or terminate your Account and/or refuse any and all current/future access/use of the Platform or Services or any portion thereof.

SECURITY OF ACCOUNT

Users’ mobile number, Permanent Account Number (“PAN”) and e-mail shall be used to identify their Account with Tramo through which Services shall be dispensed (“Account”). The User is recommended to choose a strong password and Personal Identification Number (“PIN”) to protect their Account. The User shall not share their password and PIN with anyone. Neither Tramo nor its Service Providers, under any circumstances, will ever ask for a User’s Account password, PIN or OTP or any other Confidential Information. If a User has any reason to believe that his/her Account is no longer secure, the User shall immediately change the Account password and PIN. In case the User is unable to secure his/her Account or has sufficient reason to believe that his/her Account might be compromised, the User shall inform Tramo promptly.

PRIVACY POLICY

All information collected from a User pursuant to provision of Services under these Terms is subject to Tramo’s Privacy Policy. By using our Platform and/or Services, you hereby consent to the use of your information as outlined in our Privacy Policy

 

RECLAIMING INACTIVE ACCOUNTS

Tramo reserves the right to reclaim an Account without any prior notice to the concerned User if the Account is found to be inactive. For the purpose of this clause, an Account is considered as inactive if the concerned User has not signed in and/or has not done any transaction(s) for more than three (3) consecutive months.

 

THIRD PARTY SITES, PRODUCTS AND SERVICES

Tramo’s Services and/or Platform may include links or references to third-party websites or services solely for User’s convenience (“Reference Sites”). Tramo has no control over the Reference Sites and does not endorse any such Reference Sites or the information, materials, products, or services contained on or accessible through them. Correspondence or business dealings between Users and the concerned Reference Sites are solely between such User and the concerned Reference Site. Access and use of Reference Sites, including the information, materials, products, and services on or available through Reference Sites is solely at the concerned User’s own risk. You acknowledge and agree that Tramo shall not be liable, directly, or indirectly, for any loss or damage caused or alleged to be caused by your use of or reliance on any materials, products, and services on or available through Reference Sites. It is also clarified that Tramo shall have no liability with respect to any acts, omissions, errors, representations, warranties, breaches, or negligence of the Reference Sites or for any personal injuries, death, property damage, or other damages or expenses resulting from your interactions with the Reference Sites.

 

COMMUNICATION POLICY

The User hereby accepts that:

Tramo may send transactional or non-transactional business communication in the form of SMS or email or push notifications as part of its efforts to fulfil your request or service your Account. A User may continue to receive transactional and critical communication from Tramo even after opting out of marketing communications. You expressly waive any registration or preference made under DND/NCPR list under applicable TRAI regulations.

Tramo will make the best efforts to provide notifications and it shall be deemed that the User shall have received the information sent from it during the course of, or in relation to, using the Platform or availing any Services. Tramo shall not be under any obligation to confirm the authenticity of the person(s) receiving the alert. The User shall not hold the Company liable for non-availability of any notification service in any manner whatsoever.

 

LIMITATION OF LIABILITY

In no event will Tramo or its directors, agents, officers, or employees be liable to a User for any special, indirect, incidental, consequential, punitive, or exemplary damages (including without limitation lost business opportunities, lost revenues, or loss of anticipated profits or loss of goodwill, or any other pecuniary or non-pecuniary loss or damage of any nature whatsoever) of any kind arising out of or relating to:

• these Terms or any other agreement entered between the User and Tramo;
• the Services, Platform, or Reference Sites;
• User’s use or inability to use the Services, Platform, or any Reference Sites, even if Tramo or its authorized representative has advised of the possibility of such inaccessibility;
• unauthorized access to or alterations or transmission of data, any material or data sent or received or not sent or received;
• any transaction(s) entered into by any third person or conduct of any other third-party or any infringement of another’s intellectual property rights;
• the use of counterfeit or stolen cards, or stolen devices, or;
• fraudulent electronic transactions.

It shall be at the sole discretion of Tramo to reverse any transaction subject to approval of the concerned Service Provider. Notwithstanding the above, if any court of law finds that Tramo or its directors, officers, or employees, are liable to indemnify a concerned User despite the existence of this Clause 1.7, such liability shall not exceed the amount paid by the concerned User, if any, for using the portion of the Services or the Platform giving rise to such cause of action.

Users acknowledge and agree that Tramo has offered its products and Services, set its prices, and entered into these Terms and applicable agreement in reliance upon the warranty, disclaimers, and the limitations of liability set forth herein.

Users acknowledge that the warranty, disclaimers, and the limitations of liability set forth herein reflect a reasonable and fair allocation of risk between Users and Tramo, and that the warranty, disclaimers, and the limitations of liability set forth herein form an essential basis of the bargain between Users and Tramo. Tramo would not be able to provide the Services to Users on an economically reasonable basis without these limitations.

Users understand that Tramo or the Service Providers may reject authentication and/or authorization of transaction placed by Users for any reason including but not limited to insufficient funds, incorrect authentication details provided, expired card/bank account, risk management, suspicion of Fraudulent Transaction (defined below), selling of restricted or banned items, use of compromised cards or bank account numbers, use of banned/blacklisted cards or bank account numbers, use of suspicious API or in accordance with Applicable Law.

Users further acknowledges that as a security measure Tramo and/or the Service Providers may at their sole discretion, and in accordance with Applicable Law, permanently or temporarily, block any or all Services from any specific blocked or blacklisted group of IP addresses, devices, geographic locations and/or undertake any such risk mitigation measures as deemed necessary.

As a risk management tool, Tramo and/or the Service Providers reserve the right to limit or restrict the transaction size, amount and/or monthly volume at any time. Tramo considers various factors and such determination will be at its sole discretion.

 

FRAUDULENT TRANSACTIONS

If Tramo identifies any unauthorized transaction and/or use case (“Fraudulent Transaction”), the User shall be notified by Tramo. The User shall furnish documents and information pertaining to the transaction within one (1) day (or such other period specified by the bank).

The User agrees and acknowledges that:

• if the User is unable to furnish relevant documents, or
• the bank is not satisfied with the documents furnished by the User, then the bank shall be entitled to order Tramo to affect a reversal of the amount associated with the Fraudulent Transaction.

Tramo shall also be entitled to suspend the settlement of the amount under dispute or hold the value of transaction under dispute from following the settlement of the transaction during the pendency of inquiries, investigations, and resolution thereof by the Service Provider to the User.

If the amount in respect of the Fraudulent Transaction has already been settled to you pursuant to these Terms, any dispute arising in relation to the said Fraudulent Transaction, following settlement, shall be resolved in accordance with notifications, circulars and guidelines issued by the RBI in this regard from time to time.

The User also agrees and acknowledges that it shall be liable to pay fines, penalties and charges imposed by banks, card payment networks or any regulatory authority on account of transactions that are in violation of Applicable Law.

The User further agrees and acknowledges that following Tramo incurring the charge stipulated in clause 1.8 (ii), if the available transaction amounts are insufficient for deduction of the Amount associated with the transaction, then Tramo is entitled to issue a debit note seeking reimbursement of the amount from the User. The User shall reimburse the amount within three (3) working days of receipt of the debit note.

The Parties hereto agree that the User shall be solely liable for any payment instructions for transactions accepted by the User as per the Terms hereof which are subsequently disputed due to (a) authorization by the User of any Transaction with an amount exceeding the User’s account balance or credit limit, or (b) authorization by the User of a Fraudulent Transaction.

The User hereby acknowledges and agrees that Tramo is a facilitator for payment processing services which are requested by the User. Tramo shall not be responsible for any unauthorized transactions done by any person including a third-party which may cause infringement of such third-party’s rights or loss of any amounts claimed by the customers. Users shall be responsible to ensure due protection while transacting online or otherwise. Tramo will assist the Users in settling any queries related to the Services that arise between the Users, and their customers. However, Tramo shall bear no responsibility with respect to any dispute or query related to payment made to the Users by their customers.

You agree and acknowledge that Tramo shall not be liable for any liability arising in respect of a Fraudulent Transaction whether it is domestic or international.

 

SECURITY OF YOUR ACCOUNT

While accessing/using the Platform and Services, Users shall comply with these Terms and Applicable Law including without limitation pertaining to data security and management, data storage, sharing and data protection, and shall ensure the same level of compliance by all its employees, agents, and representatives.

User confirms and certifies that it shall not engage in any act that violates Applicable Law. It shall also ensure that financial data or any other information of the customers received by the User are stored in a system only in India. This data shall include full end to end transaction details/information collected/carried/processed as part of the message/payment instructions. The User also acknowledges and agrees that the Account balance maintained by the Users on the Platform shall be non-interest bearing and shall be forfeited by Tramo if found lying unused for more than three hundred and sixty-five (365) days.

User hereby grants and confirms the existence of the right of lien and set-off with Tramo, which Tramo may exercise at any time without prejudice to any of its specific rights under any other agreements with the User. Tramo may at its sole discretion and without notice to User, utilize and/or appropriate any monies belonging to such User which are lying/deposited with Tramo or due by Tramo to such User and/or any balance monies lying and/or any monies deposited and/or any future receivables by way of deposit of the monies in the Account/wallet in order to recover funds for transactions which are incorrectly or erroneously processed.

Tramo shall also be entitled to freeze operations of the Account of any User and/or exercise the right of lien and/or set-off with or without notice, if Tramo is of the view and/or suspects any omission and/or commission of any act including but not limited to any malafides/ fraud/ mischief/ impersonation/ phishing/ hacking/ unauthorized access etc., for such period as it may deem fit until it has received to its satisfaction necessary clarifications as sought from the User and/or until it is convinced that operations in that Account can recommence. The User shall forthwith furnish all clarifications/information sought by Tramo and Tramo shall not be held responsible or liable for any losses, expenses, costs etc. suffered or incurred by the User by reason of freezing of the Account and/or due to exercise of the right of lien and set-off by Tramo. Tramo shall also be entitled to defreeze the Account or remit the amount standing to the credit of such Account(s) whether jointly or singly, as the case may be, to the concerned authority without any notice to the User pursuant to the receipt of any notice or direction to that effect from any statutory/regulatory/legal/investigative authorities.

 

USER’S REPRESENTATIONS AND WARRANTIES

The User represents and warrants that:

• it is eligible and has the legal capacity or authority to enter into, exercise rights under, and perform obligations under these Terms.
• it has read and reviewed these Terms and had sufficient time to evaluate and investigate the provision of Services under the applicable agreement and the financial requirements and risks associated with the same.
• it has duly accepted these Terms, which form a legal, valid, and binding obligation, and are enforceable in accordance with the clauses stipulated herein.
• its use of the Services is solely for its own bona fide use and in compliance with Applicable Law as well as any directions issued by Tramo from time to time.
• it shall immediately intimate Tramo of any violation or potential violation of these Terms or of other circumstances that may cause damage to Tramo’s goodwill and reputation.
• it shall be responsible to obtain any and all consents and approvals that are required from regulatory or governmental authorities, including any consent from customers required to transfer personal data to the User and/or Tramo or its Affiliates required for the access/use of the Platform or Services, as the case may be, in accordance with Applicable Law.
• it shall be solely responsible for and hereby undertakes to strictly comply with Tramo’s Privacy Policy, and Applicable Law including but not limited to data protection, security, piracy, and directions issued by the regulators relating to payment data, and shall obtain and maintain in full force and effect all registrations required under Applicable Law for the operation of the business in terms of the applicable agreement. It shall also not deal in any of the products or services as mentioned in list of Restricted Services of these Terms. Please note that this list of Restricted Services is subject to addition/change without prior intimation to you.
• it shall not access (or attempt to access) the Platform and the Services by any means other than through the interface that is provided by Tramo. It shall not use any deep-link, page scrape, robot, spider or other automated device, program, algorithm, or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of the Platform, or in any way reproduce or circumvent the navigational infrastructure or presentation of the Platform.
• it shall not attempt to gain unauthorized access to any portion or feature of the Platform, or any other systems or networks connected to the Platform or to any server, computer, network, or to any of the services offered on or through the Platform, by hacking, password mining or any other illegal means.
• it shall inform the Company in case income tax return is not filed by the User for the previous financial years starting from FY 2020-2021 and undertake to indemnify and keep indemnified Tramo against any and all losses, claims, liabilities, costs, taxes, interest, penalties imposed by any government and regulatory authority for non-complying with Section 206AB or any other provisions of Income Tax Act, 1961. The User also agrees that in case of any non-compliance as per the above-mentioned section, Tramo shall recover TDS amount from the User along with interest and penalty.
• it shall assist Tramo in furnishing to its auditors, Service Providers, governmental authorities, or law enforcement agencies, forthwith upon request from time to time, KYC Documents, relevant books, the original copy/copies of proof of transactions, invoices, or other records, and shall retain records relating to transactions for a period of 10 (ten) years from the relevant date of the order placed on the Platform.

 

INDEMNIFICATION

User agrees to indemnify, save, and hold Tramo, its Affiliates, contractors, employees, officers, directors, agents and its third-party suppliers, licensors, and partners harmless from any and all claims, demands, actions, suits which may be threatened or brought against Tramo, and also against all losses, damages, liabilities, costs, charges, and expenses, including without limitation, legal fees and expenses arising out of or related to:

• Users’ use or misuse of Platform/Services;
• User’s use or misuse of the Account;
• any violation by the User of these Terms or applicable agreement;
• any breach of representations, warranties and covenants made by the User in these Terms or applicable agreement;
• any claim or legal notice or quasi-legal proceedings to which Tramo may be required to become party or to which Tramo may be subjected by any person including any governmental authority, by reason of breach of any Applicable Law;
• due to failure of a User to obtain any required statutory or regulatory approval necessary for the performance of its obligations in the applicable agreement with Tramo;
• all liability, claims, damages, costs, expenses suffered or incurred by Tramo as a result of any act or violation by User under Section 269ST of the Income Tax Act, 1961 while acting as collection agent of Tramo;

Tramo reserves the right, at User’s expense, to assume the exclusive defence and control of any matter, including rights to settle, for which concerned User is required to indemnify Tramo. The User agrees to cooperate with Tramo’s defence and settlement of these claims. Tramo will use reasonable efforts to notify the User of any claim, action, or proceeding brought by a third party that is subject to the foregoing indemnification upon becoming aware of it.

 

DISCLAIMER OF WARRANTY

To the fullest extent permissible under Applicable Law, Tramo and its Affiliates, officers, directors, employees, and agents disclaim all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement of proprietary rights. No advice or information, whether oral or written, obtained by a User from Tramo or through Tramo’s Services or the Platform will create any warranty not expressly stated herein. Tramo does not authorize anyone to make any warranty on its behalf and Users should not rely on any such statement. Users acknowledge that Tramo is a reseller and is not liable for any third-party seller’s obligations. It is User’s responsibility to evaluate the accuracy, completeness and usefulness of all opinions, advice, merchandise, and other information provided through the Platform or on the internet generally. Tramo does not warrant that the Services will be provided uninterrupted, or free of errors, viruses, or other harmful components, and that any of the foregoing defects will be corrected. Tramo’s Services and the Platform and any data, information, third-party software, Reference Sites, or software made available in conjunction with or through its Services and the Platform are provided on an “as is” and “as available” and “with all faults” basis and without warranties or representations of any kind either express or implied. Tramo and its third-party suppliers, licensors, and partners do not warrant or make any representations regarding the use or the results of the use of the Services, the Platform or any Reference Sites in terms of correctness, accuracy, reliability, or otherwise.

 

INTELLECTUAL PROPERTY

Tramo’s Services and the Platform are owned and operated by Tramo and/or third-party licensors. The visual interfaces, graphics, design, compilation, information, computer code (including source code and object code), products, software, services, and all other elements of the Services and the Platform provided by Tramo (the “Materials”) are protected by Applicable Law.

As between User and Tramo, all Materials and Tramo’s Intellectual Property are the property of Tramo and/or third-party licensors or suppliers as applicable. User agrees not to remove, obscure, or alter Tramo or any third-party’s copyright, patent, trademark, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Services.

Either Party does not accrue any rights or interest in the other Party’s Intellectual Property and use of any Intellectual Property by either Party shall be strictly for the fulfilment of and in compliance with the terms of the agreement between the Parties.

The Parties undertake that they shall not, nor will they allow others to, reverse engineer or disassemble any parts of the other’s Intellectual Property.

If Users’ have comments regarding the Services and the Platform or ideas on how to improve it, please write to our 24×7 Helpdesk at help@Tramo.in. Please note that by doing so, concerned User hereby irrevocably assign to Tramo, and shall assign to Tramo, all right, title and interest in and to all ideas and suggestions and any and all worldwide intellectual property rights associated therewith. The concerned User agrees to perform such acts and execute such documents as may be reasonably necessary to perfect the foregoing rights.

User acknowledges that Tramo has granted the User a personal, non-exclusive, non-transferable, limited privilege to avail the Services and make personal use of the Platform and/or the Services. Therefore, the User undertakes that:

they shall use the Intellectual Property solely for discharge of their duties under the applicable agreement;

they shall use Intellectual Property of other party only in the form and manner stipulated by such party;

they shall not sell, license, distribute, copy, modify, publicly perform, or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials or Tramo’s Intellectual Property;

they shall seek prior written consent from other party for use of such party’s Intellectual Property which is not previously provided for by such Party;

they shall bring to other party’s notice all cases concerning such party’s Intellectual Property’s (a) infringement, (b) passing off, (c) registration, or (d) attempted registration;

they shall render to other party all assistance in connection with any matter pertaining to the protection of such party’s Intellectual Property whether in courts, before administrative agencies, or otherwise;

they shall refrain from taking any action which shall or may impair other party’s right, title, or interest in the Intellectual Property, or create any right, title, or interest therein or thereto, adverse to that of the other party;

they shall not use or permit to be used the Intellectual Property by any unauthorized person;

they shall not misuse the Intellectual Property or use it together with any other mark(s);

they shall not use any of Tramo’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand features;

they shall not remove, obscure, or alter any proprietary rights notices (including trademark and copyright notices), which may be affixed to or contained within the Services; and

they shall not copy or transmit any of the Services.

 

AMENDMENT

1. Modification of Terms

Tramo Technolab reserves the right to amend, modify, or update these Terms and Conditions at any time without prior notice. Users are encouraged to review this page periodically to stay informed about any changes. Continued use of our services after amendments constitutes acceptance of the modified terms.

2. Notification of Changes

In the event of significant changes that may affect user rights or alter the way personal information is handled, Tramo Technolab will make reasonable efforts to notify users via email or through prominent announcements on our platform. It is the user’s responsibility to ensure that their contact information is accurate and up-to-date.

3. User Consent

By using Tramo Technolab’s services, users acknowledge and agree that it is their responsibility to regularly review these Terms and Conditions. The continued use of our services following modifications indicates acceptance of the amended terms. If a user does not agree with the updated terms, they should discontinue the use of our services.

4. Governing Version

The latest version of the Terms and Conditions will supersede all previous versions. The effective date of the current version will be clearly stated at the beginning of this document.

 

CONFIDENTIALITY

The User shall keep Confidential Information as confidential. The User confirms that it shall protect Confidential Information with such security, confidentiality, and degree of utmost care as it would prudently apply to its own confidential information and use it solely in connection with the transaction to which the Confidential Information relates. The User acknowledges and agrees that it is aware of the sensitivity & secrecy involved in keeping the customer data/information and transaction records and shall ensure that neither the User nor their employees, directors etc. will do any act to violate the same.

Notwithstanding anything contained in this Clause 1.16 (i), Confidential Information shall exclude any information: (a) which is already in the possession of the receiving Party and not subject to any other duty of confidentiality; (b) that is at the date hereof, or subsequently becomes, public otherwise than by reason of a breach by the receiving Party of these Terms; (c) information that becomes legally available to the receiving Party and/or its Affiliates or professional advisors on a non-confidential basis from any third-party, the disclosure of which does not, to the knowledge of that Party, violate any contractual or legal obligation which such third-party has to the other Party with respect to such information; and (d) information that is independently acquired or developed by the receiving Party and/or its Affiliates or professional advisors.

The User hereby agrees that it shall not disclose any Confidential Information received by it without the prior written consent of Tramo to any third-party at any time. Provided however, that either Party may make the following disclosures for which no consent shall be required from the other Party:

Disclosures to its directors, officers, employees, Affiliates/subsidiaries/group/holding companies, third party service providers and any employees thereof that it reasonable determines need to receive the Confidential Information;

Disclosures to its legal and other professional advisers, instructed by it that it reasonably determines need to receive the Confidential Information; or

Disclosures to any person to whom it is required under Applicable Law or any applicable regulatory, supervisory, judicial, or governmental order, to disclose such information, or at the request of any regulatory or supervisory or judicial or government authority. 

 

TERMINATION

Tramo reserves the right to terminate/suspend these Terms or User’s access to the Platform and Services without prior notice and without any liability to the User or any third-party. In the event the User wants to terminate the Terms, it can email at help@Tramo.in with a prior notice of thirty (30) days to stop the Services. Any suspension/termination of the User’s access to the Platform and Services shall be without prejudice to Tramo’s right to exercise any other remedy available to it under the Applicable Law.

 

GOVERNING LAW AND DISPUTE RESOLUTION

These Terms shall be governed by and construed in accordance with the laws of India, without regard to its conflict of law provisions and the exclusive jurisdiction of competent courts in Noida – Uttar Pradesh, India.

 

FORCE MAJEURE

Tramo shall not be liable for failure to perform its obligations under these Terms to the extent such failure is due to causes beyond its reasonable control. In the event of a force majeure event, Tramo if unable to perform shall notify the User in writing of the force majeure event and the performance obligations of the Company will be extended by a period of time equal to the length of the delay caused by such force majeure event; provided that if any such delay exceeds ninety (90) days, then following such ninety-day period, either Party hereto may terminate the unperformed portions of these Terms with a ten (10) days prior written notice to the other Party. For the purposes of these Terms, force majeure events shall include, but not be limited to, acts of God, failures or disruptions, orders or restrictions, war or warlike conditions, hostilities, sanctions, mobilizations, blockades, embargoes, detentions, revolutions, riots, looting, strikes, stoppages of labour, lockouts or other labour troubles, earthquakes, fires or accidents and epidemics and/or pandemics.

 

MISCELLANEOUS

SEVERABILITY. If any provision of these Terms is held to be unlawful, void, invalid or otherwise unenforceable, then such provision shall be limited or eliminated from these Terms to the minimum extent required, and the remaining provisions shall remain valid and enforceable.

ASSIGNMENT. These Terms and any rights granted hereunder, shall not be assignable by the User, but may be assigned by Tramo without any restriction. Any assignment attempted to be made in violation of this clause 1.19 shall be void and of no effect.

HEADINGS The heading references herein are for convenience purposes only, and do not constitute a part of these Terms, and shall not be deemed to limit or affect any of the provisions hereof.

NOTICE. Tramo may provide Users with notices and communications through registered e-mail, regular mail, or posts on the Tramo website(s) or Platform or by any other reasonable means. Except as otherwise set forth herein, notice to Tramo must be sent by courier or registered post to Tramo Technolab Private Limited, H-87, Sector 63 Rd, H Block, Sector 62, Noida, Uttar Pradesh 201301.

WAIVER. The failure of Tramo to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms, express or implied, shall be effective only if in writing and signed by Tramo.

RELATIONSHIP BETWEEN THE PARTIES. The Terms are not intended by the Parties to constitute or create a joint venture, pooling arrangement, partnership, agency, or formal business organization of any kind. Tramo and the User shall be independent contractors with each other for all purposes at all times and neither Party shall act as or hold itself out as an agent or representative of the other Party nor shall create or attempt to create liabilities for the other Party by acting or holding itself out as such.

 

TERMINATION

1. Termination by Tramo Technolab

Tramo Technolab reserves the right to terminate or suspend your access to and use of the services, in whole or in part, at its sole discretion, with or without cause and without prior notice. Reasons for termination may include, but are not limited to:

 

1. Breach of Terms: Violation of any terms and conditions outlined in this agreement.
2. Illegal or Improper Use: Engaging in activities that are illegal, fraudulent, or improper.
3. Abuse of Services: Misuse or abuse of Tramo Technolab’s services or resources.
4. Security Concerns: If there are security concerns related to your account or activities.
5. Non-Payment: Failure to pay for services rendered as per the Payments and Billing Policy.

 

2. Effect of Termination

Upon termination:

1. Account Access: You will no longer have access to your account and associated services.
2. Data and Content: Any data, content, or information associated with your account may be deleted or retained, as per Tramo Technolab’s data retention policies.

Termination does not relieve you of any obligations or liabilities incurred before termination.

3. User Termination

You may terminate your account and stop using Tramo Technolab’s services at any time. Termination by the user does not release them from any outstanding obligations or liabilities.

4. Survival of Terms

Sections pertaining to Intellectual Property, Privacy, Payments and Billing, Disclaimer of Warranties, Limitation of Liability, and Governing Law and Dispute Resolution shall survive the termination of this agreement.