1. Eligibility and Registration

1.1 Distributors: To register as a distributor, you must provide a valid retail or bulk license number and an FSSAI number. Supporting documents such as Aadhaar, PAN, and bank details must be uploaded during registration.

1.2 Retailers: Retailers must provide a valid license number and upload supporting documents including Aadhaar, PAN, and bank details during registration.

1.3 Approval Process: UGOGENERIC will verify the documents submitted by Users. Registration will only be approved upon successful validation of the documents. UGOGENERICS reserves the right to reject any registration that does not meet the requirements.

2. Distributor and Retailer Assignment

2.1 Each retailer will be assigned a distributor by UGOGENERICS based on geographical location.

2.2 UGOGENERICS facilitates transactions between distributors and retailers but is not responsible for any issues, delays, or malfunctions in the transactions between these parties.

3. Credit Balance and Payments

3.1 Credit Balance Allocation: Each retailer will be assigned a credit balance by UGOGENERICS. Retailers can place orders up to the assigned credit limit.

3.2 Payment Obligations: Retailers must pay their outstanding credit balance within the specified time limit. Failure to do so will result in the retailer being blocked from using the platform until the dues are cleared.

3.3 Payment Mode: All payments must be made through the Z-Wallet. Cash on delivery is not permitted.

4. Order Placement and Quantities

4.1 Minimum and Maximum Order Quantities: Products available on the platform have predefined minimum and maximum purchase quantities. These limits will be specified on the product page.

4.2 Offers and Discounts: Users may be eligible for offers or discounts based on the order value, as specified on the Website.

5. Order Cancellation Policy

5.1 Cancellation Before Dispatch: Orders can be canceled before dispatch, and the amount will be credited back to the User’s Z-Wallet.

5.2 Cancellation Post Dispatch: Orders cannot be canceled after they have been dispatched.

6. Role of UGOGENERICS

6.1 UGOGENERICS acts solely as a platform provider, facilitating transactions between distributors and retailers. UGOGENERICS is not responsible for any disputes, malfunctions, or issues arising between distributors and retailers.

7. User Responsibilities

7.1 Accurate Information: Users must ensure that all information provided during registration and subsequent use of the platform is accurate and up-to-date.

7.2 Compliance with Laws: Users must comply with all applicable laws, regulations, and licensing requirements.

7.3 Prohibited Activities: Users must not engage in fraudulent activities, misuse the platform, or attempt to bypass the policies and systems implemented by UGOGENERICS.

8. Limitation of Liability

UGOGENERICS shall not be liable for any loss, damage, or inconvenience caused due to the actions or inactions of distributors or retailers using the platform.

9. Modification of Terms

UGOGENERICS reserves the right to modify these Terms of Use at any time. Changes will be posted on the Website, and continued use of the platform signifies acceptance of the updated Terms.

1. Website

You agree and acknowledge the following:

1.1 That we are not a Seller of the products listed on this Website; that we are not an advertiser of any of the items listed on this Website; that we are not a party to the transactions between registered users on this Website. The Website only provides the venue for registered users to privately transact for trade of pharmaceutical products, medicines, supplements, equipment, and healthcare products and devices (“Items”).

1.2 We are not involved in the actual transaction or transfer of Items between users. We recommend that you take precautionary measures when communicating with other users and entering into any transaction.

1.3 We make no representation as to the truthfulness of other users on this Website. We recommend that you take precautionary measures to determine another user’s age, identity, location, and authority to enter into contracts.

1.4 We make no representation that users on this Website shall complete the transfer of the Item or deliver the Item to the buyer; nor that a user has truthfully and accurately described an Item posted on the Website; or that the transfer of an Item complies with applicable legal requirements for the transaction.

1.5 Although we may provide references to relevant laws, nothing on this Website is meant to constitute legal advice. You should check with your country’s laws to ensure you are in full compliance with legal requirements. If you are unsure about proper compliance, seek the assistance of a licensed and qualified attorney. You shall be permitted to access the Website Services (as defined below) only upon creating an Account (as defined below) and obtaining a registration on the Website.

2. Registration

2.1 You shall be permitted to access the Website only upon creating an Account (as defined below) and obtaining a registration on the Website.

2.2 Your ability to continue using the Website is subject to Your continued registration on the Website.

3. Services

The Website provides the following services (collectively, “Website Services”):

3.1 To the Users:

• It allows Users to view the profiles of all service providers registered on the Website (hereinafter referred to as “Registered Service Providers”) for the sale of Items and related services, along with their service offerings, offers, packages, and prices;
• It enables Users to locate the nearest and preferred Registered Service Providers factoring in the User’s location, requirement, and preference;
• It facilitates regular interface of Users with their chosen Registered Service Provider to purchase the Items and online payment for services through the Website;
• It provides Users with the option to post feedback and ratings in relation to any Registered Service Provider products that may have been purchased by the User;
• It facilitates periodic reminders from Registered Service Providers to the Users; and
• It serves as a medium to drive improvements in the quality of service provided by Registered Service Providers based on User feedback.

3.2 To the Service Providers:

• It allows the Users to access all Items offered by the Service Providers on the Website;
• It enables the Service Providers to effectively communicate their service offerings, with respect to Items for sale, packages, promotions, and prices to the registered customers of the Website;
• It facilitates regular interface of the Service Providers with the registered customers for receiving and accepting the orders to purchase the Items, provided the Service Provider has availed of the facility to accept bookings and payment for the Items through the Website; and
• It facilitates improvement in the quality of the services provided by the Service Providers on the basis of customer reviews and feedback.

The Company may, at its discretion, add, modify, or remove any of the Website Services listed above from time to time without notice.

3.3 The Company is only a facilitator between You and the Registered Service Provider. Any contract for Items purchased between You and the Registered Service Provider shall strictly be a bipartite contract between You and the Registered Service Provider, and the Company shall not be a party to the same. The Company shall not and is not required to mediate or resolve any dispute or disagreement between You and the Registered Service Providers.

3.4 The Company has not independently verified and does not guarantee the truthfulness of the credentials of the Registered Service Provider and any description of their business, authorizations, Items offerings including the nature of services, pricing, location, contact details, etc., provided by the Registered Service Provider. Such information has been collected from the concerned Registered Service Provider, who has guaranteed the truthfulness and completeness of the same and the Company shall not, in any manner, be responsible or liable for such information.

3.5 The Website shall also display the cost of the Items for sale by the Registered Service Providers including the applicable taxes payable.

3.6 Any Items once paid for purchases on the Website cannot be canceled or modified by you after the goods are in the dispatch state. The Company shall refund all amounts (adjusting for charges, if any) collected from You towards such Items purchased that were canceled by you and/or the Registered Seller, in the form of Z-wallet in credits, within 15 business days of such cancellation.

3.7 It shall be the responsibility of the Registered Service Provider to honor the purchase of the Items made by You. The Company is not responsible and has no liability for the genuineness, quality, or completeness of such transactions provided by the Registered Service Providers to You, including any delay in services by the Registered Service Providers or cancellation of any Items purchase made with a Registered Service Provider by You through the Website, or any offers, discounts, or service packages communicated by the Registered Service Providers, or for any misconduct or fraud committed by a Registered Service Provider or its employees, representatives, etc. The Company cannot be called upon to provide any guarantee/security with respect to the Items sold by the Registered Service Provider/purchased by the User.

3.8 You may conduct searches on the Website to look for Registered Service Providers to process Your requirements. The results for searches are derived on the basis of an algorithm which considers various factors, including but not limited to, the proximity to location from where the service request has been made, User reviews and feedback, pricing, etc. Alternatively, the Registered Service Providers may be listed on the basis of User-selected search criteria. In either case, the Company does not have any control over the results of searches carried out by You on the Website. The result of any search for Registered Service Providers conducted by You on the Website shall not be construed as the opinion or preference of the Company.

3.9 As part of the Website Services provided to You, after making any purchase of any Item(s) from a Registered Service Provider, You agree to provide honest feedback/review about the concerned Registered Service Provider. You agree and accept that the ratings provided on the Website are on the basis of the feedback and comments of the Users and that the Company is no way responsible or liable for the same. All views and opinions expressed on the Website, are those of the individual Users only, and do not in any way reflect the opinion of the Company.

3.10 Any purchase of Items made by You through the Website may be subject to the additional terms and conditions mentioned therein, which You are presumed to have read and accepted at the time of making the service booking.

3.11 Currently, all Website Services are provided to you at no cost. However, the Company reserves the right to charge a fee for any of the Website Services at any time, without specifically informing You of the same. Any revision of fee shall be notified on the Website and shall be applicable for Website Services availed after such notification.

4. Payment Services

4.1 With respect to Item/s purchased by You through the Website, the amount and manner of payment will either be on the basis of wallet made directly to the distributers, appointed by the Company. In the event that full payment of any Registered Service Provider is not undertaken on the Website at the time of order booking, it shall be Your responsibility to pay the amounts due, in the manner agreed while placing the order on the Website.

4.2 To the extent permitted by applicable law and subject to the Company’s Privacy Policy, you acknowledge and agree that the Company may use certain third-party vendors and service providers, including payment gateways, to process payments and manage payment card information.

4.3 In order to make payments online, You undertake to use a valid payment card, to have sufficient funds or credit available to complete the payment, and to have an Account on the Website in good standing. By providing payment card information, You represent, warrant, and covenant that: (1) You are legally authorized to provide such information; (2) You are legally authorized to perform payments from the payment card account; and (3) such action does not violate the terms and conditions applicable to Your use of such payment card account or applicable law. You agree that You are responsible for any fees charged by Your mobile carrier in connection with Your use of the payment services through Your mobile. The Company shall use the payment card information as described in the Company’s Privacy Policy. You may add, delete, and edit the payment card account information You have provided from time to time through the Website.

4.4 Except to the extent otherwise required by applicable law, the Company is not liable for any payments authorized through the Website using Your payment card information. Particularly, the Company is not liable for any payments that do not complete because: (1) Your payment card account does not contain sufficient funds to complete the transaction or the transaction exceeds the credit limit of the payment card account; (2) You have not provided the Company with correct payment card information; (3) Your payment card has expired; or (4) circumstances beyond the Company’s control (such as, but not limited to, power outages, interruptions of cellular service, or any other interferences from an outside force) prevent the execution of the transaction.

1. Use of Website

1.1 Use of and access to the Website is offered to You upon the condition of acceptance of all the terms, conditions, and notices contained in these Terms of Use, along with any amendments made by the Company at its sole discretion and posted on the Website.

1.2 The Company shall not be required to notify You, whether as a registered User or not, of any changes made to the Terms of Use. The revised Terms of Use shall be made available on the Website. You are requested to regularly visit the homepage to view the most current Terms of Use. You can determine when the Company last modified the Terms of Use by referring to the “Last Updated” legend above. It shall be Your responsibility to check these Terms of Use periodically for changes. The Company may require You to provide Your consent to the updated Terms of Use in a specified manner prior to any further use of the Website and Website Services. If no such separate consent is sought, Your continued use of the Website, following the changes to the Terms of Use, will constitute Your acceptance of those changes. Your use of the Website and the Website Services is subject to the most current version of the Terms of Use made available on the Website at the time of such use.

1.3 By (i) using this Website or any Website Services in any way; or (ii) merely browsing the Website, You agree that You have read, understood, and agreed to be bound by these Terms of Use and the Website’s Privacy Policy available at https://www.ugogeneric.com/.

2. Eligibility to Use

2.1 The Website Services are not available to minors under the age of 18 (eighteen) years or to any Users suspended or removed by the Company for any reason whatsoever. If You do not conform to the above qualification, You shall not be permitted to avail of the Website Services or use or register on the Website. You represent that You are of legal age to form a binding contract and are not a person barred from receiving Website Services under the applicable laws.

2.2 The Company reserves the right to refuse access to the Website or Website Services to new Users or to terminate access granted to existing Users at any time without according any reasons for doing so.

2.3 You shall not have more than one active Account (as defined hereinafter) on the Website. Additionally, You are prohibited from selling, trading, or otherwise transferring Your Account to another party.

3. User Account, Password, and Security

3.1 In order to avail the Website Services, You will have to register on the Website and create an account (“Account”). If you are using the Website on a compatible mobile or tablet, you will have to install the application and then proceed with registration. You agree to provide details about Yourself, including Your name, address, contact details, email, and KYC documents such as a valid drug license, valid food license, valid GST (if applicable), and/or other documents related to your business as necessary.

3.2 You shall ensure and confirm that the Account information provided by You is complete, accurate, and up to date. If there is any change in the Account information, You shall promptly update Your Account information on the Website. If You provide any information that is untrue, inaccurate, not current, or incomplete (or becomes untrue, inaccurate, not current, or incomplete), or if the Company has reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, the Company has the right to suspend or terminate Your Account and refuse any and all current or future use of the Website (or any portion thereof) at its discretion, in addition to any right that the Company may have against You at law or in equity, for any misrepresentation of information provided by You.

3.3 You will be responsible for maintaining the confidentiality of the Account information and are fully responsible for all activities that occur under Your Account. You agree to (a) immediately notify the Company of any unauthorized use of Your Account information or any other breach of security, and (b) ensure that You exit from Your Account at the end of each session. The Company cannot and will not be liable for any loss or damage arising from Your failure to comply with this provision. You may be held liable for losses incurred by the Company or any other user of or visitor to the Website due to authorized or unauthorized use of Your Account as a result of Your failure in keeping Your Account information secure and confidential.

3.4 Use of another User’s Account information for availing the Website Services is expressly prohibited.

4. User Representations and Obligations

4.1 Subject to compliance with the Terms of Use, the Company grants You a non-exclusive, limited privilege to access and use this Website and the Website Services.

4.2 You agree to use the Website Services, Website, and the materials provided therein only: (a) for purposes that are permitted by the Terms of Use; and (b) in accordance with any applicable law, regulation, or generally accepted practices or guidelines.

4.3 You agree to not engage in activities that may adversely affect the use of the Website by Registered Service Providers/Company/other Users.

4.4 You agree not to access (or attempt to access) the Website and the materials or Website Services by any means other than through the interface that is provided by the Company. You shall not use any deep-link, robot, spider, or other automatic device, program, algorithm, or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of the Website or Content (as defined below), or in any way reproduce or circumvent the navigational structure or presentation of the Website, materials, or any Content, to obtain or attempt to obtain any materials, documents, or information through any means not specifically made available through the Website.

4.5 You acknowledge and agree that by accessing or using the Website or Website Services, You may be exposed to content from others (including but not limited to, Registered Service Providers and other Users) that You may consider offensive, indecent, or otherwise objectionable. The Company disclaims all liabilities arising in relation to such offensive content on the Website.

4.6 If the Website allows You to post and upload any material on the Website, You hereby undertake to ensure that such material is not offensive and is in accordance with applicable laws. All material added, created, uploaded, submitted, distributed, or posted to the Website by You is Your sole responsibility.

4.7 You hereby do and shall grant the Company a worldwide, non-exclusive, perpetual, royalty-free, sublicensable, and transferable license to use, reproduce, disclose, distribute, translate, and otherwise fully exploit any such material, in connection with the Website and the Company’s (and the Company’s successors’ and assigns’) businesses, including without limitation, for promoting the Website in any media formats and through any media channels. You represent and warrant that You have all rights to grant such licenses to the Company without infringement or violation of any third-party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other intellectual property or proprietary rights.

4.8 Further, You undertake not to: defame, abuse, harass, threaten, or otherwise violate the legal rights of others; impersonate any person or entity, or falsely state or otherwise misrepresent Your affiliation with a person or entity; publish, post, upload, distribute, or disseminate any information that is harmful, harassing, blasphemous, defamatory, obscene, pornographic, paedophilic, libellous, hateful, or racially, ethnically objectionable, disparaging, inappropriate, profane, infringing, or otherwise unlawful in any manner whatever; or that 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 cognizable offence or prevents investigation of any offence or is insulting any other nation; upload files that contain software or other material protected by applicable intellectual property laws unless You own or control the rights thereto or have received all necessary consents; upload or distribute files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of the Website or another’s computer; engage in any activity that interferes with or disrupts access to the Website or the Website Services (or the servers and networks which are connected to the Website); attempt to gain unauthorized access to any portion or feature of the Website, any other systems or networks connected to the Website, to any Company server, or to any of the Website Services offered on or through the Website, by hacking, password mining or any other illegitimate means; probe, scan or test the vulnerability of the Website or any network connected to the Website, nor breach the security or authentication measures on the Website or any network connected to the Website; disrupt or interfere with the security of, or otherwise cause harm to, the Website, systems resources, accounts, passwords, servers or networks connected to or accessible through the Website or any affiliated or linked sites; collect or store data about others (Registered Service Providers and Users) in connection with the prohibited conduct and activities set forth in this Section; use any device or software to interfere or attempt to interfere with the proper working of the Website or any transaction being conducted on the Website, or with any other person’s use of the Website; use the Website or any material or Content for any purpose that is unlawful or prohibited by these Terms of Use, or to solicit the performance of any illegal activity or other activity which infringes the rights of the Company or other third parties; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded; violate any code of conduct or other guidelines, which may be applicable for or to any particular Website Service; violate any applicable laws or regulations for the time being in force within or outside India; violate the Terms of Use contained herein or elsewhere; and reverse engineer, modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information or software obtained from the Website.

4.9 The Company reserves the right to review any information/data uploaded by You on the Website and delete any information/data that is inconsistent with these Terms of Use. You agree that You are solely responsible to the Company and to any third party for any breach of Your obligations under the Terms of Use and for the consequences (including any loss or damage which the Company or its affiliates may suffer) for any such breach.

4.10 You agree that the Company may, at any time, modify or discontinue all or part of the Website, charge, or offer opportunities to some or all Users.

5. Use of Materials

5.1 Except as expressly indicated herein, the Company hereby grants You a non-exclusive, freely revocable (upon notice from the Company), non-transferable access to view, download and print any materials available on the Website, subject to the following conditions: You may access and use the materials solely for personal, informational, and internal purposes, in accordance with the Terms of Use; You may not modify or alter the materials available on the Website; You may not distribute or sell, rent, lease, license or otherwise make the materials on the Website available to others; and You may not remove any text, copyright or other proprietary notices contained in any materials available on the Website.

5.2 The rights granted to You in the materials as specified above are not applicable to the design, layout or look and feel of the Website. Such elements of the Website are protected by intellectual property rights and may not be copied or imitated in whole or in part.

5.3 Any software that is available on the Website is the property of the Company. You may not use, download or install any software available on the Website, unless otherwise expressly permitted by these Terms of Use or by the express written permission of the Company.

5.4 Use of another User’s Account information for availing the Website Services is expressly prohibited.

6. Usage Conduct

6.1 You shall solely be responsible for maintaining the necessary computer equipments and internet connections that may be required to access, use and transact on the Website.

7. Intellectual Property Rights

7.1 Subject to Section 8 below, the Website and the processes, and their selection and arrangement, including but not limited to, all text, graphics, user interfaces, visual interfaces, sounds and music (if any), artwork and computer code (collectively, the “Content”) on the Website is owned and controlled by the Company and the design, structure, selection, coordination, expression, look and feel and arrangement of such Content is protected by copyright, patent and trademark laws, and various other intellectual property rights.

7.2 The trademarks, logos and service marks displayed on the Website (“Marks”) are the property of the Company or other respective third parties, as the case may be. You are not permitted to use the Marks without the prior consent of the Company, or the third party that may own the Marks.

7.3 Except as expressly provided herein, You acknowledge and agree that You shall not copy, republish, post, display, translate, transmit, reproduce or distribute any Content through any medium without obtaining the necessary authorization from the Company.

8. Third Party Content

The Website makes available general third party information and other data from external sources (“Third Party Content”). The provision of Third Party Content is for general informational purposes only. You acknowledge that the Third Party Content provided to You is obtained from sources believed to be reliable. The Company does not provide any guarantee with respect to the truthfulness, credibility and the genuineness of any Third Party Content and the Company shall not be held liable for any loss suffered by You based on Your reliance on or use of such Third Party Content.

9. Disclaimer Of Warranties & Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

9.1 THE WEBSITE, WEBSITE SERVICES, AND OTHER MATERIALS ARE PROVIDED BY THE COMPANY ON AN “AS IS” BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, THE COMPANY MAKES NO WARRANTY THAT (I) THE WEBSITE OR THE WEBSITE SERVICES WILL MEET YOUR REQUIREMENTS OR YOUR USE OF THE WEBSITE OR THE WEBSITE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (II) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE, OR WEBSITE SERVICES WILL BE EFFECTIVE, ACCURATE OR RELIABLE; (III) THE QUALITY OF THE WEBSITE OR WEBSITE SERVICES WILL MEET YOUR EXPECTATIONS; OR (IV) ANY ERRORS OR DEFECTS IN THE WEBSITE OR WEBSITE SERVICES WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE COMPANY OR THROUGH USE OF THE WEBSITE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF USE. THE WEB SITE DOES NOT FACILITATE THE PURCHASE OF PHARMACEUTICAL PRODUCTS, AND ONLY ADVERTISES AND/OR SHOWCASES THE PHARMACEUTICAL PRODUCTS POSTED BY USERS(S). USER(S) INVOLVED IN THE PURCHASE AND SUPPLY OF PHARMACEUTICAL PRODUCTS HEREBY AGREE TO ABIDE BY AND BE COMPLIANT OF ANY APPLICABLE LAWS, RULES, REGULATIONS, NOTIFICATIONS OR ORDERS ISSUED BY THE GOVERNMENT OF INDIA OR ANY OF ITS AGENCIES FROM TIME TO TIME IN THIS REGARD INCLUDING BUT NOT LIMITED TO DRUGS AND COSMETICS ACT, 1940, DRUGS AND COSMETICS RULES, 1945 (“DRUG RULES”), DRUGS AND MAGIC REMEDIES (OBJECTIONABLE ADVERTISEMENTS) ACT, 1954 (“DRUG AND MAGIC REMEDIES ACT”).

9.2 THE COMPANY WILL HAVE NO LIABILITY RELATED TO ANY REGISTERED SERVICE PROVIDER/USER CONTENT ARISING UNDER INTELLECTUAL PROPERTY RIGHTS, LIBEL, PRIVACY, PUBLICITY, OBSCENITY OR OTHER LAWS. THE COMPANY ALSO DISCLAIMS ALL LIABILITY WITH RESPECT TO THE MISUSE, LOSS, MODIFICATION OR UNAVAILABILITY OF ANY REGISTERED SERVICE PROVIDER/USER CONTENT.

9.3 THE COMPANY WILL NOT BE LIABLE FOR ANY LOSS THAT YOU MAY INCUR AS A CONSEQUENCE OF UNAUTHORIZED USE OF YOUR ACCOUNT OR ACCOUNT INFORMATION IN CONNECTION WITH THE WEBSITE OR ANY WEBSITE SERVICES, EITHER WITH OR WITHOUT YOUR KNOWLEDGE.

9.4 THE COMPANY HAS ENDEAVORED TO ENSURE THAT ALL THE INFORMATION ON THE WEBSITE IS CORRECT, BUT THE COMPANY NEITHER WARRANTS NOR MAKES ANY REPRESENTATIONS REGARDING THE QUALITY, ACCURACY OR COMPLETENESS OF ANY DATA, INFORMATION, OR WEBSITE SERVICE. THE COMPANY SHALL NOT BE RESPONSIBLE FOR THE DELAY OR INABILITY TO USE THE WEBSITE OR RELATED FUNCTIONALITIES, THE PROVISION OF OR FAILURE TO PROVIDE FUNCTIONALITIES, OR FOR ANY INFORMATION, SOFTWARE, FUNCTIONALITIES AND RELATED GRAPHICS OBTAINED THROUGH THE WEBSITE, OR OTHERWISE ARISING OUT OF THE USE OF THE WEBSITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE. FURTHER, THE COMPANY SHALL NOT BE HELD RESPONSIBLE FOR NON-AVAILABILITY OF THE WEBSITE DURING PERIODIC MAINTENANCE OPERATIONS OR ANY UNPLANNED SUSPENSION OF ACCESS TO THE WEBSITE THAT MAY OCCUR DUE TO TECHNICAL REASONS OR FOR ANY REASON BEYOND THE COMPANY’S CONTROL. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE WEBSITE IS DONE ENTIRELY AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEMS OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.

10. Indemnification and Limitation of Liability

10.1 You agree to indemnify, defend and hold harmless the Company and its affiliates including but not limited to its (and its affiliates’) officers, directors, consultants, agents and employees (“Indemnitees”) from and against any and all losses, liabilities, claims, damages, demands, costs and expenses (including legal fees and disbursements in connection therewith and interest chargeable thereon) asserted against or incurred by the Indemnitees that arise out of, result from, or may be payable by virtue of, any breach or non-performance of any representation, warranty, covenant or agreement made or obligation to be performed by You pursuant to these Terms of Use. Further, You agree to hold the Indemnitees harmless against any claims made by any third party due to, or arising out of, or in connection with, Your use of the Website or Website Services, Your violation of the Terms of Use, or Your violation of any rights of another, including any intellectual property rights.

10.2 In no event shall the Company, its officers, directors, consultants, agents and employees, be liable to You or any third party for any special, incidental, indirect, consequential or punitive damages whatsoever, including those resulting from loss of use, data or profits, whether or not foreseeable or whether or not the Company has been advised of the possibility of such damages, arising out of or in connection with (i) Your use of or access to the Website, Website Services or materials on the Website; or (ii) services provided by Registered Service Providers.

10.3 The limitations and exclusions in this Section apply to the maximum extent permitted by applicable laws.

11. Violation of the Terms of Use

11.1 You agree that the Company may, in its sole discretion and without prior notice, terminate Your access to the Website for cause, delist You and block Your future access to the Website if the Company determines that You have violated these Terms of Use. You also agree that any violation by You of these Terms of Use will constitute an unlawful and unfair business practice, and will cause irreparable harm to the Company, for which monetary damages would be inadequate, and You consent to the Company obtaining any injunctive or equitable relief that the Company deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies that the Company may have at law or in equity.

11.2 If the Company does take any legal action against You as a result of Your violation of these Terms of Use, the Company will be entitled to recover from You, and You agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to the Company.

12. Termination

12.1 The Terms of Use will continue to apply until terminated by either You or the Company as set forth below. If You want to terminate Your agreement with the Company, You may do so by (i) closing Your Account on the Website; and (ii) not accessing the Website.

12.2 The Company may, at any time, with or without notice, terminate the Terms of Use with You if: You breach any of the provisions of the Terms of Use, the Privacy Policy or any other terms, conditions, or policies that may be applicable to You from time to time (or have acted in a manner that clearly shows that You do not intend to, or are unable to, comply with the same); The Company is required to do so by law (for example, where the provision of the Website Services to You is, or becomes, unlawful or upon receiving request for termination by law enforcement or other government agencies); The provision of the Website Services to You by the Company is, in the opinion of the Company, no longer commercially viable or in any way detrimental to the Company, its business or the Website; or The Company has elected to discontinue, with or without reason, access to the Website, Website Services or any part thereof.

12.3 The Company may also terminate or suspend all or a portion of Your Account or access to the Website Services with or without reason. Termination of Your Account may include: (i) removal of access to all offerings within the Website or with respect to the Website Services; (ii) deletion of Your records and Account information, including Your personal information, log-in ID and password, and all related information, files and materials associated with or inside Your Account (or any part thereof); and (iii) barring of further use of the Website and Website Services.

12.4 The termination of Your Account shall not relieve You of any liability that You may have incurred or may incur in relation to use of Website Services provided prior to such termination.

12.5 You agree that all terminations shall be made in the Company’s sole discretion and that the Company shall not be liable to You or any third party for any termination of Your Account, or Your access to the Website and Website Services.

12.6 If You or the Company terminate Your use of the Website, the Company may delete any content or other materials relating to Your use of the Website or the Website Services and the Company will have no liability to You or any third party for doing so.

13. Governing Law

13.1 These Terms of Use and all transactions entered into on or through the Website and the relationship between You and the Company shall be governed in accordance with the laws of India without reference to conflict of laws principles.

13.2 You agree that all claims, differences and disputes arising under or in connection with or in relation to the Website the Terms of Use or any transactions entered into on or through the Website or the relationship between You and the Company shall be subject to the exclusive jurisdiction of the Courts at Mumbai, India and You hereby accede to and accept the jurisdiction of such Courts.

14. Report Abuse

In the event You come across any abuse or violation of these Terms of Use or if You become aware of any objectionable content on the Website, please report the same to the following e-mail id.

15. Communications

15.1 You hereby expressly agree to receive communications by way of SMS and/or e-mails from the Company relating to the Website Services provided through the Website.

15.2 You can unsubscribe/ opt-out from receiving communications from the Company through e-mail anytime by writing to us at care@ugogeneric.com.

16. General Provisions

16.1 Notice: All notices from the Company will be served by email to Your registered email address or by general notification on the Website. Any notice provided to the Company pursuant to the Terms of Use should be sent to care@ugogeneric.com with subject line – Attention: TERMS OF USE.

16.2 Assignment: You cannot assign or otherwise transfer the Terms of Use, or any rights granted here under to any third party. The Company’s rights under the Terms of Use are freely transferable by the Company to any third party without the requirement of seeking Your consent.

16.3 Severability: If, for any reason, a court of competent jurisdiction finds any provision of the Terms of Use, or any portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties as reflected by that provision, and the remainder of the Terms of Use shall continue in full force and effect.

16.4 Waiver: Any failure by the Company to enforce or exercise any provision of the Terms of Use, or any related right, shall not constitute a waiver by the Company of that provision or right.

17. IP Infringement

If You believe the Website or any of the Website Services violates Your intellectual property, You must promptly notify the Company’s agent in writing at care@ugogeneric.com. These notifications should only be submitted by the owner of the intellectual property or an agent authorized to act on his/her behalf. However, any false claim by You may result in the termination of Your access to the Website. You are required to provide the following details in Your notice: the intellectual property that You believe is being infringed; the item that You think is infringing and include sufficient information about where the material is located on the Website; a statement that You believe in good faith that the item You have identified as infringing is not authorized by the intellectual property owner, its agent, or the law to be used in connection with the Website; Your contact details, such as Your address, telephone number, and/or email; a statement that the information You provided in Your notice is accurate, and that You are the intellectual property owner or an agent authorized to act on behalf of the intellectual property owner whose intellectual property is being infringed; and Your physical or electronic signature.

18. Feedback and Information

18.1 Any feedback You provide on the Website shall be deemed to be non-confidential. The Company shall be free to use such information on an unrestricted basis. Further, by submitting the feedback, You represent and warrant that (i) Your feedback does not contain confidential or proprietary information of You or of third parties; (ii) the Company is not under any obligation of confidentiality, express or implied, with respect to the feedback; (iii) all information provided in the feedback is true and correct and relates to purchase of Items made by You; and (iv) You are not entitled to any compensation or reimbursement of any kind from the Company for the feedback under any circumstances. The Company reserves the right to initiate any action against You under the applicable laws for a breach of this representation, including appropriate actions for any defamation allegations. When You provide feedback on the Website, You grant to the Company, a non-exclusive, royalty-free, worldwide, transferable, sub-licensable, irrevocable, perpetual and unconditional license to (i) use or reproduce the feedback posted by You on the Website; (ii) delete and remove the entire or such part of any feedback posted by You that, in the opinion of the Company, is not in compliance with these Terms of Use; and (iii) communicate the feedback to other users, including Registered Service Providers.

18.2 Any feedback posted by You on the Website regarding any Item/s purchased availed by You may be required to be substantiated by accompanying evidence, as necessitated or requested by the Company.