Our Service Provider Terms & Conditions

This Site/ Application/ Services is/are operated /provided by Bike Wards Services Private Limited.

IF THIS DOCUMENT IS NOT IN A LANGUAGE THAT YOU UNDERSTAND, YOU SHALL CONTACT BIKE-WARDS AT SUPPORT@BIKEWARDS.COM. FAILURE TO DO SO WITHIN 12 (TWELVE) HOURS FROM THE TIME OF RECEIPT OF THIS DOCUMENT AND YOUR ACCEPTANCE OF THIS DOCUMENT BY CLICKING ON THE ‘I ACCEPT’ BUTTON SHALL BE CONSIDERED AS YOUR UNDERSTANDING OF THIS DOCUMENT.

This Agreement is made between Bike Wards Services Private Limited, a Company registered under the Companies Act, 2013 having its CIN:U50400RJ2020PTC069230 and having its registered office at Rawta Ka Bass, Ghoron Ka Chowk, Jodhpur, Rajasthan 342001, India (hereinafter referred to as “Bike-wards”) which expression shall mean and include its representatives, successors in office, affiliates and assigns) on the one part; And A Service Provider (more particularly mentioned in the Exhibit A to this Agreement) with respect to automobiles like two-wheeler/three-wheeler/four-wheeler who is a garage proprietor(s), workshop owner(s) or owner of service station(s), which provides repairing and maintenance services for vehicles including moped, motorcycle, scooter, scooty, bikes, bicycle, auto-rickshaw, taxi, car etc. by whatever name called and is desirous of listing itself on website portal or app portal of the Bike-wards which aimed to achieve the object of the Bike-wards mentioned in the main object clause of its memorandum of association and is in compliance with all applicable laws for the provision of repair and maintenance services through the portal. WHEREAS the service provider has represented that it fulfills the eligibility criteria annexed hereto as Exhibit D and is in compliance with all applicable laws for the provision of services through the portal (hereinafter referred to as the “service provider”) of the other part. WHEREAS Bike-wards and the service provider shall hereinafter individually be referred to as “party” and collectively as “parties”. WHEREAS Bike-wards owns and operates an online market place called “Bike-wards” an online booking platform, and any upgrades from time to time and any other software that enables the use of the application or such other URL as may be specifically provided by Bike-wards portal that lists and aggregates the service providers registered with it. And whereas on the basis of the “representations and warranties” provided by the service provider, Bike-wards has agreed to list the service provider on the portal (“service provider app”) to enable the service provider to provide repair and maintenance services through ‘service provider’s app’ in accordance with the terms and conditions as hereinafter provided.

NOW THEREFORE THE PARTIES HERETO AGREE AS FOLLOWS: -

I. SCOPE AND OBLIGATIONS

1. The execution of this agreement and providing the details in Exhibit A (hereinafter referred to as “registration data”) shall effect in the registration of the service provider with Bike-wards and shall make the service provider eligible for an online account on the service provider’s app (“account”) for providing services through the service provider’s app.
2. The service provider shall at all times be subject to compliance with the requirements set out in Exhibit B. The service provider shall further be subject to such other details and documents in respect of the service provider as is more fully described in Exhibit A. The service provider hereby understands and consents to the collection, storage and sharing of Pan Card as well as Aadhaar Card and such other ID and Address documentary proof as may be prescribed time to time and any information extracted therefrom with third party vendors and/or government authorities, for the process of on boarding and background verification.
3. (i) The service provider acknowledges and agrees that all rights, obligations and liabilities of the service provider and Bike-wards shall be governed in accordance with this agreement and the service provider terms and conditions available at the offices of Bike-wards (“service provider terms & conditions”) and, a copy of which is annexed as Exhibit B to this agreement. The service provider hereby represents that the service provider has read and understood this agreement and the service provider terms & conditions fully and the terms contained therein are agreeable to the service provider.

II. DEVICE FOR REGISTRATION ON THE SERVICE PROVIDER APP

1. The device of such model and functionality as may be specified and notified by Bike-wards to the service provider, more specifically set out under the commercial term segment in Exhibit C, which shall be brought by service provider his own. The service provider hereby agrees that device registered with Bike-wards shall be switched on during the performance of the service without being any exceptions whatsoever. For registration on the service provider app, the service provider shall bring his own device, of such model and functionality as may be specified and notified by Bike-wards from time to time. In such event Bike-wards will assist the service provider in installing the service provider app in the device brought by the service provider after Bike-wards verifies that the device meets the requirements and specifications as required by Bike-wards. Moreover, Bike-wards shall also instruct the service provider the use of the device in respect of the service provider app and portal, if required. If the device where the service provider app is installed is stolen, the service provider shall ensure that the service provider app and his account get immediately blocked, suspended or deactivated. In such event, the service provider shall approach Bike-wards’ designated offices with a new device for installation of the service provider app in the new device and charge such fee as may be determined by Bike-wards under clause ii(4) of this agreement.
2. The service provider shall not use the device which is registered with Bike-wards and where the service provider app is installed for any identical service or similar service through device which are not registered with Bike-wards or any illegal or unlawful purposes and shall use the device solely in accordance with the terms of this agreement. The service provider shall solely be responsible and liable for any violations of law committed by the service provider, misuse of the device, network and misuse of the sim card used in the device.
3. In the event the service provider app is not functioning properly on device, the service provider shall immediately inform to Bike-wards’s designated offices for any malfunctions with the service provider app and compatibility of the device with the service provider app.
4. If the device is damaged and is not repairable due to any act or omission of the service provider, the service provider shall immediately approach only Bike-wards’ designated offices with a new device for installation of the service provider app on the new device. In this connection, Bike-wards may charge such fee as may be determined by Bike-wards for re- installation of the service provider app in the device. Additionally, the service provider may also request Bike-wards to provide a Bike-wards device, as set out in clause ii(5) below. If the service provider is unable to bring a new device or obtain a Bike-wards device in accordance with clause ii(5) below, Bike-wards shall be entitled to terminate this agreement along with the Exhibits with immediate effect.
5. Bike-wards device: For registration on the service provider app, if the service provider does not have a device, Bike-wards will provide a device, of such model and functionality as may be required by Bike-wards at prescribed charges. Further, Bike-wards may provide other additional devices to the service provider including but not limited to devices for ‘Bike-wards play’, the usage and purposes of which will be determined and notified by Bike-wards to the service provider from time to time. All the devices provided by Bike-wards to the service provider shall be collectively referred to as “Bike-wards device(s)”. ‘Bike-wards play’ means a proprietary in- car and cloud technology platform owned and operated by Bike-wards, which is intended to provide a fully connected interactive experience to the customer.
6. Bike-wards will assist the service provider in installing the service provider app and other programs including but not limited to software, applications, and content, as may be solely determined by Bike-wards, in the Bike-wards device(s) provided by Bike-wards. Bike-wards will instruct and train the service provider for use of the Bike-wards device(s), if required.
7. The service provider shall not use the Bike-wards device(s) for any identical service or similar service or any illegal or unlawful purposes including but not limited to playing / watching pornographic content on the Bike-wards device and shall use the Bike-wards device(s) solely for purposes determined by Bike-wards and strictly in accordance with this agreement. The service provider shall solely be responsible and liable for any violations of law committed by the service provider, misuse of the Bike-wards device(s) and misuse of the sim card provided, if any, with the Bike-wards device(s).
8. The service provider shall ensure that the device(s) is maintained in his possession in a proper manner. Bike-wards may, at its sole discretion, charge such amounts as may be determined by Bike-wards, as a non-interest-bearing security, for the Bike-wards device(s) provided to the service provider. Further, Bike-wards may, at its discretion, return the security amount to the service provider at the expiration or termination of this agreement.
9. In the event the Bike-wards device(s) is not functioning properly or if there is any technical or safety issue in relation to the Bike-wards device(s), the service provider shall immediately deposit the Bike-wards device(s) only at Bike-wards’s designated office for checking the Bike- wards device(s) for any malfunctions. If the Bike-wards device(s) is damaged and is not repairable due to any act or omission of the service provider, the service provider shall pay to Bike-wards amounts, as may be determined by Bike-wards. In order to resolve whether the Bike- wards device(s) is damaged due to any act or omission of the service provider, Bike-wards will enquire and investigate the matter in the manner determined by Bike-wards and in this connection, Bike-wards ’s decision shall be final and binding. Upon payment of the foregoing amount, Bike-wards shall provide the service provider with a new Bike-wards device(s). If the service provider is unable to pay such amount as specified above, the service provider shall return the damaged Bike-wards device(s) and Bike-wards shall be entitled to terminate the agreement with immediate effect.
10. In the event the device registered with Bike-wards or Bike-wards device(s) is misplaced by the service provider or if it is stolen from service provider’s vehicle, the service provider shall promptly notify Bike-wards in writing and immediately proceed to file an F.I.R. in the police station within the jurisdiction. Once F.I.R. is filed, service provider shall submit the F.I.R. copy along with amounts, as may be determined by Bike-wards. The service provider shall fully cooperate with Bike-wards and the authorities during investigation process in relation to the misplaced or stolen Bike-wards device(s). In the event service provider fails to file an F.I.R. for loss of device registered with Bike-wards or Bike-wards device(s) or if in Bike-wards ’s opinion, fails to cooperate with Bike-wards and authorities, Bike-wards shall be entitled to terminate the agreement with immediate effect, without prejudice to Bike-wards’ rights under this agreement and under applicable law.
11. Upon termination of this agreement or deactivation of your account, the service provider shall immediately return the Bike-wards device(s) and in any event not later than 24 (twenty- four) hours from the date of such termination or deactivation.
12. The service provider shall not create any lien, pledge, encumbrance or other third-party security interests in any manner on device registered with Bike-wards or Bike-wards device(s).
13. The service provider shall be responsible for the safety and security of the Bike-wards device(s).
14. The service provider shall use the Bike-wards device(s) with due care and caution and not do anything or permit anything to be done that may cause damage to the Bike-wards device(s) or that is contrary to the instructions and training provided to the service provider in relation to the use of Bike-wards device(s). 15. Bike-wards shall be entitled to call upon the service provider for review and inspection of the Bike-wards device(s). On being called upon, service provider shall report to the designated offices of Bike-wards within two (2) days from the date of request from Bike-wards. The service provider shall fully cooperate with Bike-wards in conducting such inspection of the Bike-wards device(s). In the event, the service provider fails to produce the device for inspection within the timeline as communicated each time before conducting inspection or doesn’t cooperate with Bike-wards for inspection, Bike-wards shall be entitled to take legal action under this agreement and applicable laws.

III. REPRESENTATIONS AND WARRANTIES

1. The service provider represents and warrants that the service provider is the registered owner or the lessee, as the case may be, of the property(ies) or legal possession on the property(ies) and permit holder for the provision of repair and maintenance services of the vehicle(s).
2. The service provider represents and warrants that the service provider has all requisite power and authority to deliver and perform the obligations imposed herein.
3. The service provider represents and warrants that entering into and performance of the transactions contemplated by this agreement and service provider terms &conditions does not and will not conflict with any law or regulation applicable to the service provider or any guidelines, rules, regulations including any judicial, official, governmental and/or statutory and/or regulatory orders and/or judgments whether interim, final or otherwise or with any other contract to which the service provider is a party.
4. The service provider warrants that the device registered with Bike-wards or Bike-wards device(s) given to him by Bike-wards will be maintained in his possession in a proper manner. The service provider shall ensure service provider’s continued performance under this agreement is not compromised with.
5. The service provider hereby expressly agrees that the service provider shall not use the device for any illegal purposes.
6. The service provider warrants that the device registered with Bike-wards or Bike-wards device(s) will be used only for the purpose set out under this agreement.
7. The service provider represents and warrants that the service provider has not been convicted by any court in India for any cognizable offence or an offence punishable with imprisonment for more than 3 years, under the laws of India.

IV. DISCLAIMER

1. The parties agree that Bike-wards’ role is limited to:
(a) managing and operating the portal and the service provider app and being a market place solely for the display of the repair and maintenance services to vehicle(s)/automobile(s) in the manner decided by Bike-wards unilaterally;
(b) being an online booking platform facilitating the provision of services by the service provider to the users of the portal; and
(c) payment collection through an e-wallet or by cash/ bank to facilitate the transactions between service provider and the users of portal. Accordingly, Bike-wards is merely an intermediary providing online marketplace services and the service provider app is only a platform where service provider shall offer repair and maintenance services to vehicle(s)/automobile(s) of the users on execution of the agreement and registration and acceptance by users of the customer terms and conditions on the portal.
2. Bike-wards disclaims and shall disclaim all representations and warranties to the service provider, of any kind, whether express or implied as to condition, suitability, quality, merchantability and fitness for any purposes in respect of the device registered with Bike-wards or Bike-wards device(s), service provider’s app and portal or the services provided through the service provider app on the portal and accordingly, disclaims all liabilities, whether civil, criminal, tortious, or otherwise, that may accrue as a consequence of the use and access of Bike- wards device(s), service provider’s app and portal.
3. To the extent permissible under applicable laws, Bike-wards disclaims and shall disclaim all liabilities, whether civil, criminal, tortious, or otherwise, that may accrue as a consequence of the breach by the service provider (a) of the applicable laws in respect of the services; (b) of the terms of the applicable licenses and permits that are issued by the authorities; (c) of the terms of the service provider terms & conditions; or (d) of the duty of care the service provider owes to the users of the portals.
4. Bike-wards does not warrant to the service provider that the service provider will be able to use the Bike-wards device(s), service provider app on the portal at all times or locations or that the Bike-wards device(s) and service provider app on the portal and the services provided through the service provider app on the portal will be uninterrupted or virus free or error-free or free from any technical glitches or malicious software and that the defects will be corrected by Bike-wards .

V. PAYMENT TERMS

In consideration of Bike-wards providing the service provider’s information on the portal, and for enabling the service provider to provide services through service provider app on the portal, various payments, more particularly set out in the commercial terms segment annexed hereto as Exhibit C, between the service provider and Bike-wards (“fee”) shall be settled in the manner set out and paid in the manner set out in the commercial terms segment annexed hereto as Exhibit C.

VI. CONFIDENTIALITY

The service provider acknowledges that pursuant to this agreement, the service provider will have access to confidential information of Bike-wards and its affiliates, which has been provided by Bike-wards. The service provider undertakes to keep confidential all data and other confidential information of Bike-wards and shall not sell or otherwise make that information available to any third party. Confidential information shall mean and include all information, whether verbal or written, disclosed to the service provider by Bike-wards or portal users, as the case may be, but not limited to portal users details (i.e., personal information and sensitive personal information as defined under the information technology (reasonable security practices and procedures and sensitive personal information) rules, 2011), phone numbers, market information, all work products and documents related thereto, the contents of the service provider app / portal or any other information, whether provided orally or in writing, received or to be received by the service provider. Further, the confidential information at no times can be disclosed to any party in the same or similar business as that of Bike-wards’ (“competitor”). In the event, Bike-wards becomes aware that the confidential information has been disclosed to a competitor or has been used for the benefit/interest of the competitor, Bike-wards can claim such direct and indirect damages as it may suffer due to such losses.

VII. LICENSE AND PROPRIETARY RIGHTS

1. License grant: Subject to the terms and conditions of this agreement, Bike-wards hereby grants the service provider a limited, non-exclusive, non-transferable, non-sub licensable, non- assignable license, during the term of this agreement, to the service provider app on the portal of Bike-wards solely for the purpose of providing services to the portal users and also for settlement of fee between Bike-wards and service provider. All rights not expressly granted to the service provider are reserved by Bike-wards.
2. Ownership: The portal, service provider app and confidential information, including but not limited to all intellectual property rights such as company name, logos, product and service names, trademarks, services marks or other indicia of ownership (“Bike-wards intellectual property”), shall remain (as between the service provider and Bike-wards) the property of Bike- wards. Neither this agreement, the service provider terms & conditions nor service provider’s use of the portal and service provider app conveys or grants to the service provider any rights: (a) in or related to the portal and service provider app, except for the limited license granted above; or (b) to use or reference in any manner Bike-wards ’s intellectual property.
3. The service provider agrees that it shall not reproduce, transcribe or make any copies of the Bike-wards intellectual property, in any form or manner and not copy or reverse engineer, or attempt to derive the composition or underlying information, structure or ideas of any such Bike- wards intellectual property.

VIII. INDEMNIFICATION

1. The service provider agrees and undertake to indemnify and to hold harmless Bike-wards and other parties determined by Bike-wards , Bike-wards affiliates, successors, agents, assigns, and each of their directors, officers, employees, associates, agents, and representatives from and against any losses, damages, liability, claims, costs, penalty and expenses (including, without limitation, reasonable attorneys’ fee) incurred by reason of
(i) any breach or alleged breach by the service provider of the service provider’s obligations, responsibilities, representations, or warranties under the subscription agreement and/or service provider terms & conditions;
(ii) breach of any service level commitments provided in Exhibit B; (ii) any infringement or unauthorized use of intellectual property rights of Bike-wards including but not limited to infringement of intellectual property rights of Bike-wards in the service provider app or portal
(iii) any breach of the confidentiality obligations of the service provider under this agreement or service provider terms &conditions
(iv) any of the applicable law, applicable license and permit terms of the authorities;
(v) any of the Bike-wards policies by the service provider;
(vi) any harm to the reputation and goodwill of Bike-wards directly attributable to the service provider; (v) damage, unauthorized use or loss of the service provider app in the device;
(vii) death, fraud, theft, misconduct, negligence or deficiency of services by the service provider; any negligent act or omission committed in the course of services hereunder, or any misrepresentation made during the course of services hereunder; (xi) personal injury to or property damage of user of portal including but not limited motor accident claims, if any, asserted against Bike-wards and its associates by reason of the use and operation of user’s vehicle(s);
(viii) civil or criminal offense under law or in the opinion of Bike-wards ;
(xii) failure of the service provider to make tax payments in accordance with applicable laws.
2. The service provider shall be liable to indemnify and hold Bike-wards harmless against all damages, losses, costs and expenses incurred by Bike-wards as a consequence of any complaint from any user of the portals received by Bike-wards with respect to deficient services.
3. Notwithstanding anything contained in this agreement, however, subject to applicable laws, the total aggregate liability of Bike-wards under this agreement or service provider terms & conditions whether in contract (including in respect of the indemnity), tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising out of or in connection with the performance or contemplated performance of this agreement shall be limited to INR 100/- (rupees one hundred).

IX. SPECIFIC INDEMNITY

The service provider shall be solely liable for any and all accidents/incidents involving the vehicle, while providing the services. Bike-wards shall not be held liable for any such accidents/ incidents involving the service provider’s / customer’s vehicle. All miscellaneous expenses pertaining to the vehicle, such as maintenance expenditures, penalty for violation of traffic rules, etc., shall be borne solely by the service provider, and Bike-wards shall not be held liable or responsible for the same.

X. ENTIRE AGREEMENT

This agreement along with, Exhibits and service provider terms & conditions, which Exhibits and service provider terms & conditions will be e-contracts, shall form the entire agreement between the parties and shall supersede and override all previous communications, either oral or written, between the parties with respect to the subject matter of this agreement, and no agreement or understanding varying or extending the same shall be binding upon any party hereto unless arising out of the specific provisions of this agreement or service provider terms & conditions. In the event of any contradiction between the terms contained under this agreement and the service provider terms & conditions, the terms of the service provider terms & conditions, including any amendment or modification or correction in this agreement / terms & conditions made or any instruction /notice/corrigendum issued by Bike-wards from time to time, shall prevail.

XI. TERM AND TERMINATION

1. This agreement shall be valid for a period of 5 (five) years and shall be renewed automatically, unless otherwise agreed between the parties.
2. The parties to this agreement shall be entitled to terminate this agreement with a prior written notice of 7 (seven) business days to the other party without assigning any reason for the termination.
3. Bike-wards shall be entitled to terminate this agreement immediately for breach of any terms in this agreement by the service provider.
4. Upon termination of this agreement, the registration of the service provider with Bike-wards shall stand cancelled and the account shall be terminated and the service provider shall not be eligible to provide its service on the service provider app on Bike-wards’s portal.
XII. NOTICE

1. Any notices, requests and other communications required or permitted hereunder shall be in writing and may be sent by any of the following means to the receiving party at the relevant addresses set forth in this agreement:
i. By electronic mail. For the purposes of this sub-clause the parties’ electronic mail addresses shall be the following, unless otherwise intimated by the parties to each other, Bike-wards: support@bikewards.com; service provider: as provided during attachment.
ii. By sms sent to mobile number or message through mobile app as provided by Bike-wards; service provider: as provided during attachment.
iii. By hand, against a written acknowledgement of receipt by the receiving party.
iv. By registered mail.
2. In the event the delivery of the notice is attempted to be made by means set out in clauses xi(1)(iii) and (iv) by the party, the notice shall be deemed delivered on the third day from the date of the notice.
3. Either Party can change the communication address by giving a written Notice to the Party.
XIII. RELATIONSHIP BETWEEN PARTIES
1. During the term of this agreement, the service provider shall operate as and have the status of an independent contractor and shall not act as, be or construed to be an agent or employee of Bike-wards. The relationship between the parties is on a principal-to-principal basis, and none of the provisions of this agreement shall be interpreted as creating the relationship of employer and employee between the service provider and Bike-wards at any time, under any circumstances or for any purpose. Therefore, the service provider will not be entitled to any employee benefits, statutory or otherwise, offered by Bike-wards to its employees including but not limited to wages, vacation pay, sick leave, retirement benefits, social security, worker's compensation, health or disability benefits, or provident fund or insurance or bonus or employee benefits of any kind. The service provider shall be responsible for the payment of all applicable taxes to which he may be subject as an independent contractor.
2. The service provider agrees not to assume or create any obligation or responsibility, express or implied, on behalf of or in the name of Bike-wards. The service provider does not have the authority to create, modify or terminate a contractual relationship(s) between Bike-wards and any third party or act for or bind Bike-wards in any respect. Any act of the service provider on behalf of Bike-wards which may be regarded as over and above the duties and responsibilities as provided in this agreement, shall be deemed to be unauthorized, unlawful and the service provider shall be personally liable for the same.
XIV. GOVERNING LAW AND DISPUTE RESOLUTION
1. If any dispute arises between the service provider and Bike-wards, in connection with, or arising out of, this agreement, the dispute shall be referred to arbitration under the arbitration and conciliation act, 1996 (Indian) to be adjudicated by a sole arbitrator to be appointed by Bike- wards. Arbitration shall be held in city of Jodhpur, state Rajasthan, country India. The proceedings of arbitration shall be in the English language. The arbitrator’s award shall be final and binding on the parties.
2. This agreement shall be governed by and construed in accordance with the laws of India. Subject to clause XIV (1), the tribunal(s) / court(s) in Jodhpur shall have the exclusive jurisdiction in connection with this agreement.
3. In addition to above remedies, Bike-wards shall be entitled to an interim injunction, restraining order or such other equitable relief as a court of competent jurisdiction may deem necessary or appropriate to restrain service provider from committing any violation of the covenants and obligations set out in this agreement. These injunctive remedies are cumulative and are in addition to any other rights and remedies Bike-wards may have at law or in equity.
XV. AMENDMENT
Bike-wards may amend the provisions of this agreement and Exhibits annexed to this agreement at its own discretion and notify in accordance with the means provided in clause xii such amendments to the service provider.
Exhibit-A
Details of the service provider - Individual
Name: permanent address: current address: phone no.: email id: bank account details of the service provider (bank name, account number and IFSC code); bank account details of the beneficiary (if any); contact details of 2 (two) family members of the service provider; PAN and Aadhar Number and such other documents/ information as may be required by Bike-wards.
Part II- details of the service provider – Non- Individual:
A. Information to be provided: Name of Proprietorship / Firm / Body Corporate / Company : registered address: current address: phone no.: email id: bank account details (bank name, account number and IFSC code); bank account details of the guarantor (if any); and such other documents/ information as may be required by Bike-wards.
B. Documents to be provided: - a passport size photograph of the service provider; - copy of valid driving license of service provider or representative who will be employed by service provider to provide services on Bike-wards platform; - copy of the public service badge issued by the relevant department of representative who will be employed by service provider to provide services on Bike-wards platform; - copy of the police verification report of the representative who will be employed by service provider to provide services on Bike-wards platform. Provided that, for purposes of the police verification, if Bike-wards or Bike-wards ’s authorized agency is assisting the service provider with police verification process, the service provider authorizes Bike-wards or Bike-wards’ authorized agency, as the case may be, for appearing, signing and executing documents in respect of police verification of the service provider from time to time; - self attested copy of the epic card; - self attested copy of pan card and aadhar card of service provider, the service provider shall authorize Bike-wards to verify the aahhar card details; - copy of residential proof such as utility bill, ration card, passport etc. Of the service provider’s and representative employed by service provider to provide services on Bike- wards platform; - passbook or cancelled cheque of service provider; - garage, work center, workshop, or work station ownership / lease / rent document or documentary proof of legal possession and - such other documents / information as required by law and/or as may be required by Bike-wards. Notes: Complete details on the Bike-wards registration page at partners.www.bikewards.com.
In case of operator attachments, for part
i) and part ii
(b), please provide information / documents of all the establishments, shops, workshops, garages, work stations, representatives, workers, employees, officers proposed to be used for services. Exhibit-B Service Provider terms and conditions:
These terms and conditions (as defined) shall be applicable as set out below - 1. If the service provider (as defined in the subscription agreement) is an operator providing services to the customers through the representatives, workers, employees, officers employed by the operator, these terms and conditions shall be interpreted in the manner so as to apply to the operator as well as to the representatives, workers, employees, officers employed by the operator; and
2. If the service provider is an individual providing services to the customers directly, these terms and conditions shall be interpreted in the manner so as to apply to an individual service provider operator. Definitions:
All of the defined and capitalized terms in these service provider terms &conditions will have the meaning assigned to them herein below. Any term not defined here shall have the meaning assigned to it in the subscription agreement. “acceptance” means your affirmative action of clicking on the box against the words “accept & continue” provided at the end of these service provider terms & conditions, by which action, you unequivocally accept the service provider terms & conditions and any modifications thereof. “account” refers to the account created by Bike-wards at its sole discretion, for the service provider subsequent to the service provider submitting and Bike-wards verifying the registration data “applicable laws” shall mean and include all applicable statutes, enactments, acts of the legislature or the parliament, laws, ordinances, rules, by-laws, regulations, notifications, guidelines, policies, directions, directives and orders of any governmental authority, tribunal, board, or a court, in India. “booking” shall mean the allotted service request. “business day” means a day on which banks are open for business in the city of operation. “cancellation fee” shall mean the service charges payable by the customer towards cancellation of a booking made by a customer / service provider. “charges” shall mean the charges payable to the service provider as is also reflected on the device after completion of the service. The service provider permits Bike-wards to review and revise the charges as per the market conditions. “city of operation” shall mean the city in which the subscription agreement is executed by and between the service provider and Bike-wards and such other places agreed among the contracting parties. “commercial term segment” shall mean Exhibit C of the subscription agreement, which contains the commercial terms for service provided by the representatives, workers, employees, officers of service provider. “convenience fee” shall mean the fee payable by the customer for availing the technology services offered by Bike-wards. Convenience fee will be charged for each service request placed by the customer on the portal. “customer” shall mean such person, who places a service request on the portal and has accepted the customer terms of use and privacy policy of the portals (as applicable). “customer’s terms of use” shall mean the customer terms and conditions as provided on the Bike-wards portal for availing the service. “device” shall mean Bike-wards device or device, as the case may be, used for performance of the services which included but not restricted mobile phone, tablet, computer, laptop or any other electronic devices which use the portal of Bike-wards. “force majeure” shall have the meaning given to in clause 16.4. “information” shall mean the details furnished by the service provider at the time of signing the subscription agreement and/or otherwise during and after the registration on the service provider app on the portal and successful creation of an account. “Bike-wards” or “we” or “us” or “our” shall mean Bike Wards Services Private Limited, a Company registered under the Companies Act, 2013 having its CIN:U50400RJ2020PTC069230 and having its registered office at Rawta Ka Bass, Ghoron Ka Chowk, Jodhpur, Rajasthan 342001, India, which expression shall, unless it be repugnant to the context or meaning thereof, be deemed to mean and include all its successors, affiliates and permitted assigns. “Bike-wards play” shall mean a proprietary in-vehicle and cloud technology platform owned and operated by Bike-wards, which is intended to provide a fully connected interactive experience to the customer. “Bike-ward App” means the electronic interface on the Bike-ward portal from where the Service provider’s account is accessible to the Service Provider. Login credentials (User ID and Password) for the Bike-ward App shall be provided by Bike-ward. “operator” shall mean a service provider who has listed himself / itself on the portal to provide services to the customers through himself / itself or representatives, workers, employees, officers employed by the operator. Parties” shall mean, collectively, the service provider and Bike-wards and “party” shall refer to any one of them. “portal” shall mean such features of the Bike-wards mobile application or other programs, software, mobile applications including but not limited to Bike-wards play, Bike-wards tunes and service provider app, owned by, licensed to and controlled by Bike-wards , and other URLs as may be specified by Bike-wards from time to time. “posted content” shall have the meaning given to in clause 7.4. “service” means the repairing and maintenance services for vehicles / automobiles including moped, motorcycle, scooter, scooty, bikes, bicycle, auto-rickshaw, taxi, car etc. by whatever name called by way of listing itself on website portal or app portal of the Bike-wards. “Service Provider” or “You” or “Your” or “Yourself” shall mean an individual / non-individual, who has an Account with Bike-wards. “total service charges” shall include the repair and maintenance service charges, cost of automobile parts of all kinds and descriptions, automotive and other gears, transmission and other axles, universal joints, springs, leaves, head lamps, sealed beams, induction hardened pins, axles, alloy springs, wires, cables, accessories, lubricant, oil, petrol, gas, electric power, batteries and fittings of all kinds, the convenience fee, additional fee (if any) and the cancellation fee (if any), reflected on the device and such other fee, as may be applicable. “service request” means a request placed by the customer on the portal to avail the service offered by the service provider. “subscription agreement” shall mean the agreement entered into between Bike-wards and the service provider pursuant to which the representatives, workers, employees, officers employed by service provider has agreed to provide services in accordance with these service provider terms & conditions, as amended from time to time. “subscription amount” shall mean the amount paid by the service provider at the time of subscription to portal of Bike-wards, if any. “Bike-wards policies” means the “privacy policy”, zero tolerance policy & such other policies (including any amendments thereof), which Bike-wards may issue and make applicable to service provider from time to time. “term” means the period commencing from the date of acceptance of the service provider terms & conditions by the service provider up to the date of termination of the subscription agreement and/or these service provider terms & conditions. “terms and conditions” or “service provider terms & conditions” refers to these service provider terms & conditions which are available at the portal, as may be amended from time to time. “wallet or e-wallet” shall mean the payment instruments available for payments in the Bike- wards portal. “zero tolerance policy” shall mean the policy of Bike-wards as detailed under the annexure to these service provider terms & conditions, as may be amended from time to time.
1. APPLICABILITY OF SERVICE PROVIDER TERMS & CONDITIONS These service provider terms & conditions together with the subscription agreement, commercial term segment, zero tolerance policy, Bike-wards policies, shall be deemed to be incorporated by reference into these service provider terms & conditions and shall form the complete understanding between the parties. By accepting the service provider terms & conditions, service provider acknowledge and agree to the subscription agreement and various Exhibits to the subscription agreement, Bike-wards policies and any other policy that Bike-wards makes applicable to service provider from time to time, to the fullest extent possible. Additionally, service provider hereby understands and consent to the collection, storage and sharing of Aadhaar card, other acceptable ID and address proof and any information extracted therefrom with third party vendors and/or government authorities, for the process of onboarding and background verification.
2. SCOPE OF SERVICES
2.1 you agree that Bike-wards’s role is limited to being a market place solely for managing and operating the portal for the display of the service in the manner decided by Bike-wards unilaterally, payment collection through cash, or wallet to facilitate the transactions between you and the customers. Accordingly, Bike-wards is merely an intermediary providing online marketplace services and the portal is only a platform where you shall offer service to the customers. The contract for availing the service shall be a contract solely between you and the customer. At no time shall Bike-wards have any obligations or liabilities in respect of such contract.
2.2 the service provider confirms and undertakes that Bike-wards does not own or in any way control the vehicle being used by a customer for which service is provided. Bike-wards shall not be held liable or responsible in any manner whatsoever for any insufficiency or deficiency of the service rendered by the service provider to the customer. Bike-wards does not make any representations or warranties regarding the quality of the service provided by you.
3. SERVICE REQUESTS
3.1 On receipt of a service request, it will be allotted to the service provider on the device or in such other manner as may be agreed between the service provider and Bike-wards from time to time.
3.2 The service provider shall duly complete all requests allotted in connection with the services and promptly notify Bike-wards immediately by means of short message service/telephonic calls
of any changes / deviations to the service request, which may affect the provision of the service.
3.3 In the event the service provider requires any assistance in connection with the portal, service requests, service etc., therein, he should contact the Bike-wards call center. If the assistance pertains specifically to the device, service provider app, portal or anything therein, then such issue may be directed to the call centers of Bike-wards.
3.4 Upon a service request being allotted to the service provider on the service provider app, Bike-wards may provide to the customer, mobile phone number / contact details of the service provider and such other information as required under applicable laws or as Bike-wards may deem fit, as the case may be, required by the customer to identify the service providers.
3.5 Once a service request is allotted, Bike-wards will provide the service provider with the necessary customer information in order to enable the service provider to satisfactorily provide the service. Such information shall be treated as confidential information in terms of clause 13 below.
3.6 In the event, the service provider is a female; the service provider shall not accept service requests from 20:00 hours in the evening to 08:00 hours in the morning.
4. COMMUNICATION
4.1 when you use the service provider app on Bike-wards’ portal or send emails or other data, information or communication to Bike-wards, you agree and understand that you are communicating with Bike-wards through electronic records and you consent to receive communications via electronic records from Bike-wards periodically and as and when required. Bike-wards may communicate with you by email or by such other mode of communications, electronic or otherwise.
4.2 you hereby expressly consent to receive communication from Bike-wards through your registered phone /mobile number and/or e-mail id. You consent to be contacted by Bike-wards via phone calls/ sms notifications. You agree that any communication so received by you from Bike-wards will not amount to spam, unsolicited communication or a violation of your registration on the ‘national do not call registry’.
4.3 by registering with Bike-wards, you hereby agree to
(i) provide information that Bike-wards has a legal duty to request from a service provider on account of the know your customer norms under applicable laws including without limitation your Aadhar Number (Aadhar) & Permanent Account Number (PAN); and
(ii) undertake due diligence and update yourself on applicable laws that may have implications on your liability as a service provider.
(iii) provide an Affidavit duly notarized, alongwith necessary documents as required by Bike- wards.
4.4 you acknowledge and agree that your information may be transferred or stored in a server outside India or the country where you are located in order to perform Bike-wards ’s obligations under these service provider terms & conditions.
5. OBLIGATIONS OF THE SERVICE PROVIDER
5.1 the service provider shall ensure and confirm that he understands the language of the service provider app / portal and shall ensure that he chooses the language that he bests understands from amongst the languages that the service provider app / portal supports.
5.2 the service provided through the portal by the service provider shall be of the highest quality as per industry standards and in accordance with the oral and written requirements of Bike- wards. The service provider shall be liable for any loss caused to Bike-wards and/or the customer due to negligence of the service provider in the performance of the service.
5.3 the service provider be deemed to be informed and shall also strive to stay informed about conditions such as bandhs, strikes, curfews, traffic disruptions, weather conditions and the like that could affect the service. The service provider shall, immediately intimate Bike-wards, and disclose any such aforesaid calamity that he may become aware of.
5.4 the service provider shall provide the service to the customers in a courteous, effective and timely manner.
5.5 the service provider shall ensure registration of its place at all times and shall hold and keep updated / renewed all licenses, insurance and permits necessary for the use of place on the portals. 5.6 the service provider shall not undertake or allow or assist in any unlawful or illegal activity
while performing services.
5.7 the service provider, or any service provider shall not allow unauthorized persons to use the vehicle / automobile of customer. Bike-wards reserves the right to take any action at its sole discretion for violation by the service provider or the service provider, which may extend to but not limited to termination and/or other legal action.
5.8 the service provider or any service provider shall ensure the privacy, integrity, safety and security of the customers, his own self and that of the vehicle at all times. The service provider shall immediately bring to the notice of Bike-wards any deviation from the provision of the service/s as required under the terms of these service provider terms & conditions, including but not limited to any accidents, damage to life or property.
5.9 the service provider agrees that any breach of the subscription agreement or these service provider terms & conditions by him/her is likely to cause Bike-wards substantial and irreparable damage and therefore, in the event of any such breach, in addition to such other remedies which may be available Bike-wards shall have the right to specific performance and injunctive relief.
5.10 the service provider, keeping in view the present Covid 19 pandemic situation, shall ensure comprehensive safety of himself/ authorized representatives/workers/officers/employees and customers etc. required by applicable law and guidelines issued by government from time to time and always maintained. The vehicle /automobile in custody with service provider whether at location of customer or at road or at service center of service provider shall be sole responsibility of service provider and the customer and/or Bike-wards shall not be liable for any damage, theft, lost etc. of such vehicle / automobile or any liability arising out there to until such vehicle / automobile is handed over after completion of service to customers only.
5.11 the service provider shall ensure that he is not using the device for any purpose other than for providing service in the manner provided under these service provider terms & conditions. The service provider shall ensure that the device is not busy for long, unavailable or switched off while the service is being performed on the portal.
5.12 the service provider shall not use / access video / interactive content on the portal when the service provider is providing the service.
5.13 on allotment of a service request in response to a service request, the service provider shall ensure that the authorized person of service provider whose information is registered with Bike- wards reach at location of the customer with valid id wearing mask, hand gloves and also keeps sanitizer which are required for safety keeping in view the Covid-19 pandemic situation. Service provider shall also sanitize the vehicle / automobile of the customer before and after service.
5.14 the service provider shall ensure that the customer pays the total service charge / fee as well as additional surcharge (if applicable) and any fee or levy presently payable or hereinafter imposed by applicable law. In the event, the customer pays by cash for the services, the service provider shall collect the total fee and remit the service cancellation fee (if any), to Bike-wards in the manner solely determined by Bike-wards. 5.15 the service provider will have a functioning mobile number / contact number and also have the ability to read text messages and messages sent by Bike-wards, regarding the customer details and to convey customer feedback.
5.16 service provider will not change any part of vehicle / automobile without prior permission of the customer. Service provider shall ensure the service as requested and accepted by customer. No hidden charges shall be levied by service provider. In the event the service provider change the parts of vehicle without prior permission of customer or damage the same or pilfers or tampers with the property of the customer, the service provider shall be solely liable for any damages claimed by the customer and Bike-wards may at its sole discretion terminate the service provider’s registration and disable the service provider’s access to the portal. Bike-wards shall in no event be liable for loss of or damage caused to the property of the customer.
5.17 service provider hereby acknowledges and agrees that Bike-wards shall alone be authorized for settling any payment related issues between customer and service provider. In case of any conflict, the service provider shall seek instructions from Bike-wards. The service provider agrees that the decision taken by Bike-wards shall be final and binding on the service provider in the aforesaid case.
5.18 the service provider shall make himself available for such trainings as Bike-wards may be required to organize pursuant to applicable law or as Bike-wards may deem necessary from time to time.
5.19 the vehicle of customer during the service (starts from picking the vehicle/automobile from customer’s location and end at handed over to customer) shall be at the sole responsibility of the service providers and the service provider shall be liable or responsible for any loss or damage to the vehicle caused by a himself/ his authorized person/ his employee/ his worker/ his officer or any other third party for any reason whatsoever.
5.20 the service provider or his authorized person/ his employee/ his worker/ his officer shall ensure that while picking and delivering the vehicle /automobile of the customer and shall not drive rashly, shall follow traffic regulations and all applicable laws during the performance of the services, wear seat belt or helmet, not consume liquor / cigarette / bidi, or any other kind of intoxicant while performing the service/(s) and shall have and hold a valid driving license and copy of registration/insurance papers for the vehicle/automobile of customer as /if provided by customer for purpose of service at all times. The service provider shall not take any personal calls except in the event of an emergency, without prejudicing the safety of the vehicle of the customer. Service provider shall take all calls from the customer and Bike-wards during the services, without being a hindrance to the traffic around him or without violating any traffic rules.
5.21 any cancellation of the service request is prohibited except in exceptional circumstances based on a justifiable explanation provided by the service provider. The service provider shall immediately inform Bike-wards in case of any cancellation or refusal of allotted request. Further, the service provider hereby agrees such cancellation or refusal to provide service may, lead to a deduction in form of withholding of part or whole of the service provider proceeds which shall be Rs. 50/- or such amount or range notified from time to time by Bike-wards.
5.22 The Service Provider shall only provide repairs and maintenance service to the Vehicle / Automobile of Customer(s) registered with portal of Bike-wards through Bike-wards’ app portal / web portal.
5.23. Service Provider shall deposit a security money with Bike-wards minimum Rs. 500/- or such amount as intimated by Bike-wards from time to time. The Security Money may be reverse credited in form of wallet Credit of Service Provider or Coupon Code or Gift Vouchers or Articles or Materials or any other mode as decided by Bike-wards. The Service Provider shall have option to deposit the security money by adjusting amount/payment due from Bike-wards.
5.24. All payments due to/from the Service Provider shall be made through NEFT/RTGS or Cash transaction etc., or in such mode as mutually agreed from time to time after adjusting the followings by Bike-wards:
(i) Applicable Tax, TDS, GST as per prevailing law as amended from time to time.
(ii) Amount of Commission to Bike-wards which shall be calculated on total value of services charged by Service Provider (excluding cost of material used), subject to minimum rate of 10% of value of services or such rate as may be intimated by Bike- wards from time to time.
(iii) Conveyance fee / charges.
(iv) Cancellation fee / charges.
(v) Any compensation or such other amount as decided by Bike-wards.
5.25 the service provider agrees that service to vehicle(s)/ automobile(s) of customer is provided at location of the customer as much as possible however the costs associated with the pricking and delivery of the vehicle/automobile shall be borne by the service provider. Service Provider never charge for visiting only.
5.26 The service provider shall be solely responsible for:
i. Any failure to complete a service request accepted by the service provider;
ii. Any failure to pick up as well as delivery of the vehicle(s)/ automobile(s) of customer(s) at the allotted time and/or place;
iii. Any act or omission on the part of its service providers including any rash and negligent driving, verbal, physical or harassment of any nature;
iv. Any violation or non-adherence to the applicable law by it;
v. Any nuisance or damage caused to the property of Customer(s) or Bike-wards by the service provider or any misbehavior with Customer(s) or Bike-wards representatives; misbehavior shall include within its purview using abusive language, causing physical harm and making indecent gestures;
vi. Any physical and/or mortal danger caused to the vehicle/automobile or customers whilst using or in connection with the service;
vii. Any delay of service; and
viii. Charging excess total fee from the customer or charging the customer more than what is displayed on the job sheet as agreed by customer; and
5.27 the service provider, shall not either directly or indirectly: i. Engage in any conduct that damages the reputation or causes inconvenience in any manner, to Bike-wards; or ii. Be the reason for Bike-wards to be a part of any negative publicity.
5.28 the service provider hereby agrees that any complaint/s by customers regarding the vehicle or service provider will be considered to be a breach of the obligations by the service provider hereunder for which Bike-wards shall not be responsible in any manner. If there is any serious complaint regarding any particular vehicle and/or service provider, Bike-wards may, in its sole discretion, immediately terminate the account of such service provider, by providing a written notice to service provider to this effect.
5.29 service provider will maintain all relevant books, records and accounts relating to the services provided by service provider and payments collected. Upon reasonable notice, Bike- wards may audit, special check or may appoint a qualified independent auditor to audit, the books and records of the service provider to verify the accuracy of the amount of payments collected by the service provider. If such audit reveals any discrepancies with respect to the payment collected and submitted to Bike-wards, then in addition to Bike-wards retaining the right to exercise other remedies, may require the service provider to promptly pay Bike-wards an amount equal to the discrepancy and may ask for an additional amount as fine from the service provider. The audits will be conducted at Bike-wards ’s expense; provided, however, that if the audit reveals an underpayment by the service provider with respect to collection and submission of payments to Bike-wards in excess of 5% (five percent), then service provider, in addition to payment obligations described above, will promptly reimburse Bike-wards for all reasonable, third party audit fees. Bike-wards may organize special audit or inspection or physical verification for garage, service center, work station or shop of the service provider.
5.30 Bike-wards may require the service provider to affix Bike-wards brand including but not limited to its logo / sticker on the garage, service center, work station, shop or on vehicle / automobile. In such event, service provider shall extend all necessary support and assistance to Bike-wards for affixing Bike-wards brand. It is hereby clarified that service provider will not be entitled for any additional payments for the Bike-wards logo / sticker affixed on the vehicle, if any. Bike-wards logo / sticker / brand will be affixed subject to the provisions of clause 14.4(v) of these service provider terms & conditions.
6. DEVICE
The provisions relating to Bike-wards device(s) and device shall be as set out in the subscription agreement.
7. CONTENTS POSTED ON PORTAL / SERVICE PROVIDER APP
7.1 all text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, “content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such content, contained on the portal / service provider app is owned, controlled or licensed by or to Bike-wards and is protected under the applicable law.
7.2 except as expressly provided in these service provider terms & conditions, the service provider shall not:
(i) copy, reproduce, modify, damage, disassemble, decompile, reverse engineer or create derivative works including, without limitation, translations, transformations, adaptations or other recast or altered versions) from the portal / service provider app, or any portion thereof;
(ii) breach, disable, tamper with, or develop or use (or attempt) any workaround for any security measure provided in the portal / service provider app;
(iii) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws, send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortuous material, including material harmful to children or violative of third-party privacy rights;
(iv) store or disseminate material containing software viruses, worms, trojan horses or other harmful computer code, files, scripts, agents or programs;
(v) use the portal / service provider app in a way that infringes or misappropriates a third party’s intellectual property rights or personal rights;
(vi) use any device, software, or routine to interfere or attempt to interfere with the proper working of the portal / service provider app or any activities conducted on the Bike-wards ’s servers;
(vii) copy, sell, sub-license or assign the portal / service provider app, and its rights under these service provider terms & conditions, without the prior written consent of Bike-wards;
(viii) distribute, disclose or allow use of the portal / service provider app by any third party in any format, through any timesharing service, service bureau, network or by any other means; or
(ix) merge or combine the portal / service provider app with any other technology not provided by Bike-wards.
7.3 you may use information on the portal / service provider app purposely made available by Bike-wards for downloading from the portal / service provider app, provided that you:
(i) do not remove any proprietary notice language in all copies of such documents; or
(ii) use such information only for your personal, non-commercial informational purpose and do not copy or post such information on any networked computer or broadcast it in any media; or
(iii) make no modifications to any such information; or (iv) do not make any additional representations or warranties relating to such documents.
7.4 service provider shall be solely responsible for any notes, messages, e-mails, billboard postings, photos, drawings, profiles, opinions, ideas, images, videos, audio files or other materials or information posted or transmitted to the portal / service provider app (“posted content”), provided that such posted content is not restricted or prohibited under applicable laws or such posted content is not infringing any third party’s proprietary rights. Subject to the foregoing, such posted content will become Bike-wards ’s property and you grant Bike-wards the worldwide, perpetual and transferable rights in such posted content. Bike-wards shall be entitled to, use the posted content or any of its elements for any type of use forever, including but not limited to promotional and advertising purposes and in any media whether now known or hereafter devised, including the creation of derivative works that may include posted content. You agree that any posted content may be used by Bike-wards in the manner that Bike-wards deems fit, consistent with applicable laws and you are not entitled to any payment or other compensation for such use of posted content by Bike-wards. Bike-wards will use such information in accordance with the service provider terms & conditions including any Bike- wards policies. You hereby represent and warrant that you have necessary rights to all the posted content and information you provide and are authorized to provide such posted content and information for the portal. Notwithstanding anything contained in this section, you shall be solely responsible for any liability arising out of the posted content on the portal.
8. BIKE-WARDS ’S RESERVED RIGHTS
8.1 Bike-wards may, upon notice to the service provider, delist or remove the information pertaining to the service provider from the portal / service provider app.
8.2 bile-wards may/shall charge such commission, fee, cost from service provider as informed by Bike-wards to service provider.
9. PRIVACY TERMS
9.1 Bike-wards stores and processes service provider’s information, including any sensitive financial information, in accordance with the information technology act, 2000 and the rules made there under as well as the privacy policy of Bike-wards as will be notified to you via text message/message or email from time to time. If you object to your information being used in the manner prescribed by law or under Bike-wards’s privacy policy, please refrain from continuing to use and registering on the portal / service provider app.
9.2 notwithstanding the foregoing, Bike-wards shall be entitled to disclose to all companies within its group, or any government body as may be required by law or by any official directive or request from such government body or any third party through a court process or other official agency, particulars or service provider, in any way as Bike-wards, in its absolute discretion, deems fit or if it considers it in its interests to do so.
10. REPRESENTATIONS AND WARRANTIES
10.1 You represent and warrant that:
i. You are eligible for registration on the portal / service provider app and creation of an account in terms of these service provider terms & conditions.
ii. You have all requisite power and authority to, deliver and perform the obligations imposed herein;
iii. The execution and performance of the obligations do not and will not violation of any provision of any existing agreement, law, rule, regulation, any order or judicial pronouncement to which you are a party;
iv. You are the rightful owner of the garage, service center, shop, service station or have legal possession or valid rent/lease agreement with legal owner of such property or have the requisite authority or assignment to run the business and there are no restrictions with respect to the use of such property for purpose of providing services that will hinder you from the performance of the services;
v. You have all rights, licenses and permits as may require by applicable laws to perform the service in accordance with the terms of the service provider agreement and these service provider terms & conditions. The service provider hereby represents that he shall maintain and continue to maintain all local licenses, permits, approvals in respect of the concerned services. You shall be responsible and liable for any violation of any law, rule or regulation in the performance of its obligations under these service provider terms & conditions. vi. You have not been convicted by any court in India or any other country of any crimes including but not limited to involving moral turpitude. Further, you are not a party to any pending litigation which shall materially affect your obligations under these service provider terms & conditions.
10.2 you undertake that, at all times during the term, you will:
i. Abide by these service provider terms & conditions, zero tolerance policy and the Bike-wards policies, as may be made applicable to you from time to time;
ii. Perform the service/(s) in accordance with all applicable laws;
iii. Not violate the intellectual property rights of Bike-wards or of any third party and for any breach or violation of such intellectual property rights,
iv. Be solely responsible to comply with Bike-wards policies and adopt appropriate processes to prevent offering any illegal gratification in the form of bribes or gifts either in cash or in kind in the course of all dealings with Bike-wards or the customer or any other third parties.
11. DISCLAIMER
11.1 you understand and acknowledge that Bike-wards disclaims and shall disclaim all representations and warranties to the customer, of any kind, whether express or implied as to condition, suitability, quality, merchantability and fitness for any purposes in respect of any and all vehicles of the service provider that are used by the customers as a part of the services and services offered by the service provider through the portal.
11.2 Bike-wards does not warrant that you will be able to use the portal / service provider app and/ or will be able to provide the service/(s) at all times or locations on the portal or that the portal / service provider app and the services provided through the portal / service provider app will be uninterrupted or error-free or that the defects will be capable of being corrected by Bike- wards in a timely fashion. Bike-wards’s portal, and all other technology developed and installed on the device by Bike-wards are provided on an “as is” and “as available” basis and Bike-wards specifically disclaims all warranties and indemnities, express, implied or statutory, including without limitation any warranty of merchantability, fitness for a particular purpose, accuracy, completeness, or any other warranty arising from the course of performance or course of dealing. Bike-wards also does not provide any warranties as regards the compatibility of Bike-wards ’s portal, service provider app or any other installed technology with the device of the service provider and the results as well as performance of the portal / service provider app may vary depending on the model of the device.
12. CONFIDENTIALITY
12.1 you acknowledge that pursuant to this service provider terms & conditions, you will have access to confidential information of Bike-wards and its affiliates which has been provided by Bike-wards. You undertake to keep confidential all data and other confidential information of Bike-wards and shall not sell or otherwise make that information available to any third parties.
12.2 except as otherwise agreed, the data of customers will be the exclusive property of Bike- wards, and you will not use the same for your own purpose or distribute such data in any form or means except for the purpose of these service provider terms & conditions and shall keep it confidential at all times. Confidential information would include but not be limited to customer details, market information, all work products and documents related thereto, the contents of the portal, service provider app or any other information which is treated as confidential by Bike- wards , and any other information, whether orally or in writing, received or to be received by you which is agreed to be treated as confidential, whether expressly or by implication.
13. INDEMNIFICATION AND LIMITATION OF LIABILITY
13.1 you agree and undertake to indemnify and to hold harmless Bike-wards its affiliates, successors, agents, assigns, and each of their directors, officers, workers, employees, associates, agents, and representatives from and against any losses, damages, liability, claims, costs, penalty and expenses (including, without limitation, reasonable attorneys’ fees) incurred by reason of (i) any breach or alleged breach by you of the your obligations, performance or observance of your role, functions, responsibilities, representations, or warranties under the service provider terms & conditions; (ii) any violation of Bike-wards policies or any other policies provided by Bike- wards ; (iii) any harm to the reputation and goodwill of Bike-wards ; (iv) any claim of violation of intellectual property of a third party by service provider’s usage of Bike-wards ’s intellectual property in a manner not permitted under these service provider terms & conditions; (v) service provider’s misconduct or unauthorized access to data on the portal or permitting in any way by the service provider the transfer of such data to the competitors of Bike-wards or its affiliates or to any third party; and (vii) fraud, negligence and misconduct of the service provider.
13.2 you shall be liable to indemnify and hold Bike-wards harmless against all damages, losses, costs and expenses incurred by Bike-wards as a consequence of any complaint from any customer received by Bike-wards with respect to defective service/(s).
13.3 in addition to the indemnification rights of Bike-wards under these service provider terms & conditions, Bike-wards shall also be entitled to such other remedies available under applicable laws.
13.4 in no event will Bike-wards be liable for any losses arising from or in connection with these service provider terms & conditions, pursuant to any claim by the service provider against Bike- wards under contract, tort or otherwise, if such losses could have been avoided by the service provider using reasonable efforts to mitigate them. Further, Bike-wards shall also not be liable to the service provider in contract, tort or otherwise for indirect, special, incidental, exemplary, punitive, or consequential damages of any kind whatsoever even if advised of the possibility of such damages. Notwithstanding anything contrary contained elsewhere in the agreement, the total cumulative liability of Bike-wards to the service provider or to any person claiming under or through it, shall not exceed INR 1000/- (rupees one thousand only).
13.5 Bike-wards shall not be responsible or liable for any loss or damage, howsoever caused or suffered by the service provider arising out of the use of the service offered by Bike-wards to the service provider directly or indirectly, for any reason whatsoever, including but not limited to damage or loss caused to you as a result of a customer’s non-compliance, which includes, but is not limited to, any incorrectly placed voice instructions, malfunction, partial or total failure of any network terminal, data processing system, computer tele-transmission or telecommunications system or other circumstances whether or not beyond the control of Bike- wards or any person or any organization involved in the above mentioned systems. The service provider shall also be liable to Bike-wards for any loss caused to Bike-wards due to the negligence of service provider or any unlawful act or omission in the performance of the service. Without prejudice to the above, Bike-wards shall not be liable for any direct or indirect loss or damage, which may be suffered by the service provider as a result of any failure by a customer to show up within any stipulated time even if Bike-wards has agreed to such timing or even if the customer has advised Bike-wards of the possibility that he may not show up within the stipulated time.
14. TERMINATION OF SERVICE PROVIDER REGISTRATION
14.1 the parties to these service provider terms & conditions shall be entitled to terminate these service provider terms & conditions with a prior written notice of 7 (seven) business days to the other party without assigning any reason for the termination.
14.2 the parties to these service provider terms & conditions shall be entitled to terminate these service provider terms & conditions for any breach of any obligations, representations or warranties, or any other material terms as contained in this service provider terms & conditions by a party which is not the party proposing to terminate the service provider terms & conditions at the end of 5 (five) days from the intimation of such breach to the breaching party, if such breach is not rectified within 5 (five) days.
14.3 upon termination of these service provider terms & conditions in the manner set out in clause 14.1 and 14.2 above, the registration of the service provider on the portal shall stand cancelled and the account shall be terminated and the service provider shall not be eligible to provide its service on the portal.
14.4 upon the expiry or early termination of these service provider terms & conditions:
i. The service provider shall pay to Bike-wards all amounts due and owing to Bike-wards.
ii. Bike-wards may, at its own discretion, return the subscription amount with such deductions as may be required to be made for the amounts and penalties/ suspect charges due to be paid by the service provider to Bike-wards under these service provider terms & conditions.
iii. On the termination of your registration, Bike-wards will settle the service provider proceeds which have become due to you on account of the service to the customers through the portal and for other activities agreed under the subscription agreement, prior to the date of termination.
iv. Each party shall promptly return to the other party all property and materials including all devices and including confidential information and materials, furnished to it by the other party pursuant to these service provider terms & conditions and/or the subscription agreement between the parties. Where the confidential information cannot be returned in material form, the party shall destroy the other party’s confidential information.
v. The parties shall cease acting in a manner that would imply a continuing relationship between the parties and shall cease all marketing and other activities contemplated under these service provider terms & conditions and/or the subscription agreement. Bike-wards disclaims all liabilities, whether civil, criminal, tortious, or otherwise, that may accrue as a consequence of continued use of any branding by the service provider after expiry or termination of the subscription agreement and service provider terms & conditions.
14.5 clauses 7 (contents posted on mobile application), 9 (privacy terms), 11 (disclaimer), 12 (confidentiality), 13 (indemnification and limitation of liability), 14 (termination of service provider registration) and 15 (dispute resolution, governing law and jurisdiction) shall survive the expiry/termination of these service provider terms & conditions in accordance with their terms.
14.6 expiry or earlier termination of this agreement will not prejudice any rights of the parties that may have accrued prior to expiry or termination.
14.7 without prejudice to the foregoing, the termination of your registration pursuant to any of the provisions contained herein above shall not limit or otherwise affect any other remedy (including a claim for damages), which Bike-wards may have, arising out of the event which gave rise to the right of termination.
15. DISPUTE RESOLUTION, GOVERNING LAW AND JURISDICTION
15.1 if any dispute arises between you and Bike-wards, in connection with, or arising out of, these service provider terms & conditions, the dispute shall be referred to arbitration under the arbitration and conciliation act, 1996 (Indian) to be adjudicated by a sole arbitrator to be appointed by Bike-wards. Arbitration shall be held in Jodhpur, state Rajasthan. The proceedings of arbitration shall be in the English language. The arbitrator’s award shall be final and binding on the parties.
15.2 these service provider terms & conditions shall be governed by and construed in accordance with the laws of India.
15.3 subject to clause 15.1, the courts in Jodhpur shall have the exclusive jurisdiction in connection with this agreement.
15.4 in addition to above remedies, Bike-wards shall be entitled to an interim injunction, restraining order or such other equitable relief as a court of competent jurisdiction may deem necessary or appropriate to restrain you from committing any violation of your covenants and obligations. These injunctive remedies are cumulative and are in addition to any other rights and remedies Bike-wards may have at law or in equity.
16. MISCELLANEOUS
16.1 Entire Agreement: The parties hereby agree that the subscription agreement, Exhibits and these service provider terms and conditions along with commercial term segment, Bike-wards policies, zero tolerance policy and any other policy that Bike-wards notifies to the service provider from time to time shall constitute the entire agreement between them and shall supersede and override all previous communications, either oral or written, between the parties with respect to the subject matter of this agreement. In the event of any contradiction or inconsistency between the service provider terms and conditions and any other agreement executed between the parties, the terms of the service provider terms and conditions notified by the Bike-wards shall prevail unless the exception has been expressly agreed to in writing by making reference to the relevant clause sought to be modified under these service provider terms and conditions.
16.2 Independent Contractor Status: The relationship created by service provider terms and conditions is that of independent contractors, and not partners, franchisees or joint ventures. No employees, consultants, sub-contractors or agents of one party is or will be deemed to be employees, consultants, contractors or agents of the other party, nor do they have any authority to bind the other party by contract or otherwise to any obligation, except as expressly set forth herein. The service provider shall not be deemed for any purpose to be an employee of Bike- wards or any of its affiliates. Bike-wards shall not be responsible to the service provider or any governing body for any payroll-related taxes related to the performance of services hereunder, including but not limited to, withholding or other taxes related to central or state tax, income tax, goods and service tax, social security benefits or unemployment compensation.
16.3 Assignment: Neither these service provider terms and conditions nor any of the rights, interests nor obligations hereunder shall be assigned by the service provider to any third party, without the prior written consent of Bike-wards. Bike-wards may, at its sole discretion, assign the rights, interests or obligations hereunder to any person whosoever.
16.4 Force Majeure: Any delay in or failure to perform any obligations by either party under the service provider terms and conditions shall not constitute default hereunder if and to the extent caused by force majeure, which is defined to be occurrences beyond the reasonable control of such party committing default, including and limited to acts of the government authorities, acts of god, fire, flood, explosion, riots, war, rebellion, insurrection (“force majeure”). Provided, however, you shall give prompt written notice within a period of 7 (seven) days from the date of the force majeure occurrence to Bike-wards. You shall use all reasonable efforts to avoid or remove such cause of non-performance and shall continue performance hereunder whenever such causes of force majeure are removed. In the event the force majeure event continues for a period of 7 (seven) days from the date on which Bike-wards receives the notice from you as above, Bike-wards shall have the right to terminate these service provider terms and conditions.
16.5 Notices: Any notices, requests and other communications required or permitted hereunder shall be in writing and may be sent by any of the following means to the receiving party at the relevant addresses set forth in these service provider terms and conditions: i. By electronic mail. For the purposes of this sub-clause the parties’ electronic mail addresses shall be the following, unless otherwise intimated by the parties to each other, Bike-ward: support@bikewards.com; service provider: as submitted with Bike-wards and as also provided in attachment. ii. By sms sent to mobile number at: Bike-wards not applicable; service provider: as provided during attachment. iii. By hand, against a written acknowledgement of receipt by the receiving party. Bike-wards: Rawta Ka Bass, Ghoron Ka Chowk, Jodhpur Rajasthan 342001 India. service provider: as submitted with Bike-wards and as also provided in attachment. iv. By registered mail. Same as mentioned in
16.5(iii) above. In the event the delivery of the notice is attempted to be made at all the contact addresses provided by the party, the notice shall be deemed delivered on the third day from the date of the notice.
16.6 Waiver: Either party may exercise a right, power or remedy at its discretion and separately or concurrently with another right, power or remedy. No failure or delay on part of any party hereto exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other rights, powers or privileges by such party.
16.7 Severability: Any provision that is prohibited or unenforceable in any jurisdiction will, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining portions hereof or affecting the validity or enforceability of such provision in any other jurisdiction.
16.8 Amendment: These service provider terms and conditions may be modified or amended by Bike-wards at its sole and absolute discretion. Zero tolerance policy service provider will strictly follow zero tolerance policy which shall be subject to change and any changes shall be intimated to the service provider from time to time via sms or e-mail. Zero tolerance policy is mentioned below: breach/fine consequences: as informed by Bike-wards from time to time breach cases.
17. Service provider shall not reject a booking or a customer once he has accepted the duty and logged in and shall not switch off his mobile under any circumstances.
18. Extra ordinary circumstances: Any instance of service provider’s behavior that directly or indirectly impacts the company’s “brand image”.
19. Exhibit-C commercial terms segment details of the following commercial terms will be informed by Bike-wards from time to time: description of commercial terms
1. Service provider registration no.
2. Platform subscription fees for the use of Bike-wards technology platform (Rs.)
3. Incentives
4. Commission payable to Bike-wards (percentage) [Bike-wards]
5. Commission payable to Bike-wards (percentage) for Bike-wards share
6. Security deposit for Bike-wards device details: to be informed by Bike-wards from time to time. Key terms:
(i) all payments due to the service provider shall be made through NEFT/RTGS or Cash transaction etc., as mutually agreed from time to time.
(ii) incentive (if any) may be given to the service provider by Bike- wards from time to time. The incentives shall be determined after taking into consideration all dues, fines, charges, interest, claims, costs, expenses etc. For the sake of clarity, both the parties acknowledge and agree that the foregoing amounts are only for limited purposes of arriving at the value of incentives.
(iii) you authorize Bike-wards to make deductions from the service provider proceeds which includes the following:
(a) tax deduction at source (TDS) as per the income tax act, 1961, where applicable;
(b) service tax/GST and other applicable taxes; and
(c) and any other amounts due and payable by the service provider to Bike-wards as per applicable law.
(iv) the terms in this commercial term segment is subject to change and will be communicated to the service provider via sms/call to registered mobile number.
(v) the service provider hereby agrees that discounts given to the users of the portal, if any, will be decided by Bike-wards on a case-to-case basis which shall be informed to the service provider by Bike- wards, and the fee finally appearing on the device configured by Bike-wards for settlement between the service provider and Bike-wards shall be final and binding on the service provider. The service provider shall agree to the same without demur or protest.
(vi) Bike-wards reserves the right to change the rates and payment terms between the service provider and Bike-wards mentioned in the commercial term segment at any given point in time, which shall be notified to the service provider.
(vii) notwithstanding anything contained in this agreement, where Bike- wards has reason to believe that any charges/debits in respect of the fee have been fraudulently incurred (“suspect charge”), Bike-wards will always be entitled to deduct an amount equivalent to suspect charge from the subscription amount or in the event of insufficient subscription amount, Bike-wards will be entitled to require the service provider to remit the suspect charge in cash with Bike-wards .
Exhibit-D Eligibility Criteria
i. The service provider must be competent to contract within the meaning of the Indian Contract Act, 1872.
ii. The service provider must have a ‘reserve bank of India KYC compliant’ bank account.
iii. The service provider must not be convicted of any offence for the preceding 10 years.
iv. The service provider must be a man of good repute and character and must never have been convicted of an offence involving moral turpitude and that no warrant, summons, fir or any other process must have been initiated against or issued in service provider’s name by any court of law, governmental authority or law enforcement agency. Further, no proceeding must be pending against the service provider regarding and neither have service provider been convicted of (a) driving under the influence of drugs or alcohol or (b) any cognizable offence under the code of criminal procedure, 1973, including fraud, sexual offences, use of a motor vehicle to commit cognizable offence, or of any crime involving property damage, theft, acts of violence, or acts of terror.
v. The service provider must have identity proof / badge and commercial driving license as required under the motor vehicles act, 1988 and the rules made thereunder or the service provider must provide identity proofs / badges and commercial driving licenses in respect of the service providers proposed to be used for the services and as required under the motor vehicles act, 1988 and the rules made thereunder.
vi. The service provider must have garage, work center, workshop, or work station ownership / lease / rent document or documentary proof of legal possession and - such other documents / information as required by law and/or as may be required by Bike-wards to perform the service(s) under this agreement.