Terms of Use

This document/agreement/understanding is a computer-generated electronic record published in terms of Information Technology Act, 2000 and rules thereunder as applicable and the amended provisions pertaining to electronic records in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical or digital signatures.

These are the Terms of Use (“Terms”) of Popclub Vision Tech Private Limited (formerly known as Preebee Lifestyle Private Limited), a company incorporated under the provisions of the Companies Act, 2013, with its registered office at [•] (“POPclub” or “We” or “Our” or “Us” or “Company”).

These Terms are a binding contract between you (“Participant” or “You” or “Your”) and POPclub and governs your access to and the use of our Services (defined hereinafter) any other linked pages, API keys, features, content or application services (including but without limitation to any mobile application, mobile site services) (“Application”) owned and operated by us. By registering for an account, or by accessing or using our Services, you (a) acknowledge that you have read and understood these Terms; (b) represent and warrant that you have the right, power, and authority to enter into a valid contract and, if entering into this contract for an organization, that you have the legal authority to bind that organization; and (c) accept these Terms and agree that you are legally bound by its terms.

By using our Services, you understand and agree that we will treat your use of the Services as acceptance of these Terms from such a point of usage. You agree that we reserve the right to update the Services from time to time. We reserve the right to change, modify, add, or remove portions of these Terms, at any time. It is strongly recommended for you to return to this page periodically to review the most current version of the Terms in force. Your continued usage or access to our Services signifies your assent/ratification of the updated or modified Terms. 

If You do not agree to be bound by these Terms, you must not access or use this Application or our Services. We may require You to agree to additional terms (if any) in connection with specific services that You may avail from time to time. 

 

  1. Proprietary Rights:

 

  1. You acknowledge and agree that POPclub owns all rights, title and interest in and to the Application including any intellectual property rights which subsist in the Services (whether registered or not). You shall obtain no right, title or interest whatsoever in and to the POPcoin Loyalty Program, POPcoins Ecosystem (including our Intellectual Property and the Loyalty Data), unless such right, title or interest has been specifically conferred by POPclub to You.
  2. You further acknowledge that the Services may contain information which is designated confidential by us (including POPcoin balance details, POPcoin expiry details etc.) and that you shall not disclose such information without our prior written consent.
  3. We grant you a personal, non-exclusive, non-transferable, limited privilege to avail the Services. This license does not confer any right to download, copy, create a derivative work, modify, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sub-license, grant a security interest in or otherwise transfer any right in the Services. You do not have the right to remove, obscure, or alter any proprietary rights notices (including trademark and copyright notices), which may be affixed to or contained within the Services. You will not copy or transmit any of the Services.

 

  1. Use of Our Services

 

  1. Definitions:

In these terms and conditions, unless the context specifies otherwise:

Applicable Laws shall mean (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, us or the subject matter in question, as may be amended from time to time.

Customers shall mean such individuals who are enrolled into the POPcoin Loyalty Program through Partners, including the Participant.

Customer Data shall mean data related to a particular customer provided by such customer through the Participant such as name, address, mobile number, e-mail address, IP address, etc. wherein such Customer Data shall always be deemed to be in possession and control of both, the Participant and us, and the Participant and POPclub both may process the same, subject to applicable laws.

Establishments shall mean the physical and/ or virtual establishments of Partners.

Life of POPcoins shall mean the validity period of 12 (twelve) months from the date of issuance of POPcoins.

Lock-in-Period shall mean a period of 12 months from the date of first use of our Services by you.

Loyalty Data means the data self-generated by us relating to the Customer and based on the Transaction Data procured from the Partners, and any aggregation, amalgamation or other results created including analysis thereof, data procured and processed by us for the purposes of the POPcoin Loyalty Program. Such Loyalty Data shall always be owned by the Company.

Partner(s) shall mean such legal entities including Participant who are participating/ shall take part in the POPcoin Loyalty Program.

POPcoin(s) means the loyalty unit for issuance and redemption under the POPcoin Ecosystem.

POPcoin Benefits shall mean, including but not limited to the promotional offers, Rewards (defined hereinafter) offered to Customers from time to time.

POPcoin Ecosystem refers to a platform whereby POPcoins are issued to Customers, and POPcoins are redeemed by Customers, as per applicable terms and conditions.

“POPcoin Loyalty Program” or “Services” refers to a multi partner coalition program owned and operated by us whereby you shall enrol your customers to the POPcoin Ecosystem under the name of POPcoin Loyalty Program, as may be amended by us from time to time.  

"Redemption" means any activity, which results in exchange of POPcoin by Customer.

“Rewards” shall mean the benefits issued to the Customer against POPcoin(s) at the time of Redemption.

“Transaction Data” shall mean such data pertaining to the customer provided to the Company by Participant or the Participant’s customer.

 

 

  1. You shall register to become a user of our Services only if You are of the age of 18 or above and can enter into binding contracts as per Applicable Laws. You are responsible for maintaining the secrecy of Your passwords, login and account information. You will be responsible for all use of the Application and/ or Services by You and anyone using Your password and login information (with or without our permission). You are responsible for maintaining the confidentiality of any login information and secure access credentials associated with Your account for using our Services. Accordingly, You are responsible for all activities that occur under Your account/in using Your secure credentials and we shall not be liable for any such change or action performed by using Your secure credentials on the Application.

 

  1. You agree to provide true, accurate, current and complete information about Yourself as and when prompted. If You provide any information that is untrue, inaccurate, not updated or incomplete (or becomes untrue, inaccurate or incomplete), or we have reasonable grounds to suspect that such information is untrue, inaccurate, not updated or incomplete, we shall have the right to suspend or terminate Your account and/or refuse any and all current or future use of the Application (or any portion thereof) or Services in connection thereto.

 

 

  1. You specifically understand and agree that by using the Application and/or our Services, You authorize us, our partners and third parties to contact You for any follow up calls in relation to the Services provided and/ or for offering or inviting Your interest in availing any other services offered by us or such third parties. You agree and consent to receive communications relating to all of the above on Your phone/mobile number/e-mail id (if any provided) by you.

 

  1. You agree and authorize us to share Your information and make Your details available to our Partners and other third parties, in so far as required for providing the Services to You.

 

  1. You agree and authorize us that we will be using the information shared by you for marketing and advertising to you.

 

 

  1. You agree and covenant that before the commencement of any Service(s) under these Terms, You shall provide the necessary documents to enable us to provide Services and you expressly consent to us to rely on the documents provided by You for providing Services. You further acknowledge and agree that we reserve the right at all times to monitor, review, retain and/or disclose any information in relation to the Service(s) as necessary pursuant to satisfy any Applicable Laws or legal process. 

 

  1. You agree that we shall not be responsible for any delivery, after-sales service, payment, invoicing or collection, customer enquiries (not limited to sales enquiries), technical support maintenance services and/or any other obligations or services relating to or in respect of Your products or services. Such obligations shall be Your sole responsibility. You shall indemnify us against any claim arising from such services or obligations and shall bear any and all expenses and/or costs relating thereto.

 

 

  1. You agree not to use the Application and/ or Services for any purpose that is unlawful, illegal or forbidden by these Terms, or any local laws that might apply to You. You agree to comply with Applicable Laws. We may, at our sole discretion, at any time and without advance notice or liability, suspend, terminate or restrict Your access to all or any component of the Application and/ or Services.

 

  1. You agree that all the POPcoins issued by us to You or to your customers within the POPcoin Loyalty Program are valid for the Life of the POPcoin and shall expire after a time determined by us and the customers shall not be entitled to Redemption of such lapsed POPcoins.

 

  1. You shall offer the issuance and redemption of POPcoins at your Establishments for all POPcoin Loyalty Program transactions. 

 

  1. You agree that any user eligible to earn POPcoins (as determined by you) that is not an existing Customer shall be enrolled into the POPcoin Loyalty Program through the POPcoins Ecosystem.   

 

  1. The issuance of POPcoins to Customers shall be in accordance with the Terms and You shall pay us for the POPcoins issued to the Customers as set out under these Terms.

 

  1. You agree that Redemption of POPcoins shall follow the FiFo-principle (first in - first out) meaning that the POPcoins shall be redeemed in chronological order without regard as to the Partner who issued them.

 

  1. You grant us a non-exclusive right to use your intellectual property for the following purposes, (a) presentations made by us to the Partners or third parties with an objective to enroll them for the POPcoin Loyalty Program and/ or promoting the POPcoins in general; (b) creatives designed by us for the purpose of promoting the POPcoin Ecosystem.

 

  1. You agree that the first <years> from the date of your first use of the Services shall be considered as the Lock-in Period and You shall be bound to seek our Services during such time. In the event that you decide to terminate your agreement with us during the Lock-in Period for any reason whatsoever, you acknowledge that that would constitute a breach of the Terms that would cause damage to us and agree to pay to us, within 7 days from the date of such termination, as liquidated damages and not as penalty, the amounts listed below:

 

[•]

 

  1. Representations and Warranties:

 

  1. You represent and warrant that:

 

  1. You are duly incorporated or established under the laws of Your jurisdiction and have all requisite power and authority to own and operate Your business.

 

  1. You have the full legal capacity and power to enter into, exercise Your rights under, and perform Your obligations under these Terms.

 

  1. The execution, delivery and performance of these Terms has been authorized by all necessary corporate and organizational actions including but not limited to board resolution and/or power of attorney and/or letter of authority to bind Your business and Your company/firm/organization.

 

 

  1. You have duly accepted these Terms, which form a legal, valid and binding obligation, enforceable in accordance with its clauses.

 

  1. You further covenant and agree that You shall ensure that:

 

  1. Your use of the Services and sale of Your products/services are solely for Your own bona fide business activities which are in compliance with the Applicable Laws.

 

  1. You shall not resell or assign the Services, in whole or in part, or otherwise allow the use of the Services by any third parties.

 

 

  1. Your use of Services does not facilitate any activity which is unlawful, illegal, unauthorised, is carried on with the intent to defraud, or is likely to result in Your unjust enrichment and/or unlawful gain.

 

  1. You hold informed consent of Your customers to share customer’s information with us and our Partners in connection with the Services and/or for the purposes of sharing with governmental authorities as and when demanded under Applicable Laws.

 

 

  1. In order to avail the Services, You shall take all necessary steps to facilitate the integration of the POPcoin Loyalty Program solutions with Your platform. 

 

  1. Rights and Obligations:

 

  1. You shall offer POPcoins to your customers, subject to the customer(s) fulfilling the eligibility criteria for participation in the POPcoin Loyalty Program. 

 

  1. You will advertise the POPcoin Loyalty Program prominently across all your marketing assets including your physical and digital assets. 

 

 

  1. The issuance of the POPcoins shall be as per the terms provided by us.

 

  1. You shall bear any amounts due in the event a goods and service tax liability arise, whether raised against you or the Company, pertaining to any POPcoins issued by you. 

 

  1. You shall transfer the data pertaining to the transactions resulting in issuance of POPcoins, transaction details to us in the mode and frequency required us. This shall be subject to applicable laws and regulations. 

 

  1. You shall ensure that all the information, data, intellectual property, and other content that You supply to us directly or indirectly within these Terms and that are meant to be included in the communication or otherwise communicated by us within the frame of the POPcoins Ecosystem: (i) are correct in terms of their contents, (ii) corresponds to the applicable legal regulations (in particular of the applicable data protection law), and (iii) do not offend the rights of third parties. 

 

  1. Fee and Payment Terms:

 

  1. Applicable fees for the provision of Services shall be levied by us from time to time. You agree that the fees shall be charged according to the manner, rates and frequency determined by us. We reserve the right to update the amount of the fees charged at our sole discretion and any such change/update in the amount shall be duly communicated by us to you in advance.

 

  1. Fees are exclusive of applicable taxes and we will charge such applicable taxes on the fees from time to time. You agree that any statutory variations in applicable taxes during the subsistence of these Terms shall be borne by You. Any delay in making payments shall be subject to an interest @ 18% per annum for any delay.

 

  1. We will raise monthly invoices in respect of fees charged for Services. You must make payment under each invoice within a period of 30 days from the date of creation of IRN (Invoice Receipt Note – generated at the time the invoice is received and acknowledged by you) and receipt of the same by us.

 

  1. Any dispute in respect of an invoice must be communicated by You to Us via a notice no later than two (02) days from the date of the invoice. We shall use good faith efforts to reconcile any reasonably disputed amounts.

 

  1. All payments made by you shall be made free and clear of and without any deduction, except to the extent you are required by law to make payments subject to any tax deduction at source under applicable laws. Provided that, all taxes required by law to be deducted by you from any amounts paid or payable under these Terms including but not limited to interest, commission, service charges and any fee, shall be paid by You within the statutory timeframe prescribed under the applicable laws, and shall deliver to us satisfactory evidence in accordance with the prevailing tax laws as may be amended from time to time, that the tax has been deducted at source and duly remitted to the applicable authority. You shall provide the necessary TDS certificate to us within 15 days from the end of each quarter.

 

  1. For the purpose of these Terms, place of supply under GST shall be your location and locations (in case of multiple registrations) as registered under GST or required by us. 

 

  1. We have the right to raise invoice from single or multiple states wherever we are registered. Further, unless otherwise agreed in writing, our invoices will be issued to your GST registered as mentioned to us by You.

 

  1. Any advance (if any) received with respect to supply of services will be subjected to GST i.e., IGST/CGST/SGST/UTGST, as the case may be.

 

  1. Data:

 

  1. All Transaction Data and Customer Data provided by Participant to us shall be in our possession and control, and we shall retain the right to process the same the same, subject to applicable laws. All data relating to the POPcoins Ecosystem shall be owned by us at all times. 

 

  1. Data Privacy and Security:
    1. POPclub will never share, distribute or sell any information provided by You to any third party except to provide Services or under the following circumstances:
      1. Information requested under court orders, or legal process, or to establish or exercise our legal rights or defend against legal claims. 
      2. Information required in order to investigate, prevent, or take action regarding illegal activities, suspected fraud, situations involving potential threats to the physical safety of any person, violations of POPclub’s Terms, or as otherwise required by law. 
    2. If POPclub transfers information about your account to another company due to acquisition or merger, POPclub will notify you before information about you is transferred and becomes subject to a different privacy policy. 
    3. We may make information available on an aggregated level to Partners or advertisers in the form of reports, provided that this information does not contain personally identifiable information.

 

  1. Privacy Policy:

 

  1. By using the Application and/or our Services, You hereby consent to the use of Your information as we have outlined in our Privacy Policy.

 

  1. Disclaimer of Warranties:

 

The Services are provided on an “as is” basis. You acknowledge that we do not warrant that the Services will be uninterrupted or error free or fit for Your specific business purposes.

 

  1. Limitation of Liability:

 

We (including our officers, directors, employees, representatives, affiliates, and service providers) will not be responsible or liable for (a) any injury, death, loss, claim, act of God, accident, delay, or any direct, special, exemplary, punitive, indirect, incidental or consequential damages of any kind (including without limitation lost profits or lost savings), whether based in contract, tort, strict liability or otherwise, that arise out of or is in any way connected with (i) any failure or delay (including without limitation the use of or inability to use any component of the Application or our Services), or (ii) any use of the Application or content, or (iii) the performance or non-performance by Us, or (iv) any damages to or viruses that may infect Your computer equipment or other property as the result of Your access to the Application or Services.

 

  1. Indemnity:

 

You agree to indemnify and hold us (and our officers, directors, agents and employees) harmless from any and against all claims, whether or not brought by third parties, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature, including reasonable attorneys' fees, or arising out of or related to Your breach of these Terms, Your violation of any Applicable Laws or the rights of a third party, or Your use of the Application or any disputes between You and any third party.

 

  1. Other Terms and Conditions:

 

  1. POPcoins cannot be converted to cash or used in lieu of cash.

 

  1. POPcoins are not transferable. Any wrongful transfer of POPcoins shall be void ab initio.

 

 

  1. POPclub reserves the right to disqualify you or your customers from using our Services and.or any POPcoin if any fraudulent/abuse activity is identified as being carried out for the purpose of the use of POPcoins or if you have violated any Terms or applicable laws.

 

  1. These Terms are subject to the prevailing laws of India.

 

 

  1. You acknowledge and confirm that you are aware of the nature of telecommunications/ internet services and that an email transmission may not be received properly and may be read or be known to any unauthorised persons. You agree to assume and bear all the risks involved in respect of such errors and misunderstanding and POPclub shall not be responsible in any manner.

 

  1. POPclub disclaims all liability that may arise due to any violation of the applicable laws by you.

 

 

  1. POPclub reserves the right to suspend the issue of POPcoins temporarily or permanently at any time without notice.

 

  1. In case of any dispute or difference arising concerning POPcoins or any alleged defect or deficiency of service availed, the same shall be adjudicated by Courts in Mumbai, Maharashtra.

 

  1. You shall not host, display, upload, modify, publish, transmit, store, update or share any information that:

 

  1. belongs to another person and to which the user does not have any right;
  2. is defamatory, obscene, pornographic, paedophilic, invasive of another‘s privacy, including bodily privacy, insulting or harassing on the basis of gender, libellous, racially or ethnically objectionable, relating or encouraging money laundering or gambling, or otherwise inconsistent with or contrary to the laws in force;
  3. is harmful to child;
  4. infringes any patent, trademark, copyright or other proprietary rights;
  5. violates any law for the time being in force;
  6. deceives or misleads the addressee about the origin of the message or knowingly and intentionally communicates any information which is patently false or misleading in nature but may reasonably be perceived as a fact;
  7. impersonates another person;
  8. threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign States, or public order, or causes incitement to the commission of any cognisable offence or prevents investigation of any offence or is insulting other nation;
  9. contains software virus or any other computer code, file or program designed to interrupt, destroy or limit the functionality of any computer resource;
  10. is patently false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person;

 

  1. In accordance with Information Technology Act 2000 and rules made thereunder, the name and contact details of the Grievance Officer are provided below:

[•]

 

  1. Waiver:

Any failure or delay by us to enforce or exercise any provision of these Terms, or any related right, shall not constitute a waiver by us of that provision or right. The exercise of one or more of our rights hereunder shall not be a waiver of, or preclude the exercise of, any rights or remedies available to us under these Terms or in law or at equity. Any waiver of any provision shall only be effective if made in writing and executed by us.

 

  1. Headings:

 

The section and paragraph headings in these Terms are for convenience only and shall not affect their interpretation.

 

  1. Notices:

Unless otherwise specified in these Terms, all notices under these Terms will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Electronic notices should be sent to [•].

 

  1. Agency: 

No agency, partnership, joint venture, or employment relationship is created as a result of these Terms and neither party has any authority of any kind to bind the other in any respect.

 

  1. Assignment:

 

These Terms are personal to you, and are not assignable, transferable or sublicensable by you except with our prior written consent. We may assign, transfer or delegate any of our rights and obligations hereunder without consent.

 

  1. Force Majeure: 

 

We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation.

 

  1. Entire Agreement and Severability:

These Terms are the entire agreement between you and us with respect to the Services, including use of the Application, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and us with respect to the Services. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable.