TERMS OF SERVICE

This Terms of Services Agreement, Customer Orders and the Privacy Policy (http://whizzwifi.com/privacypolicy) (together, this “Agreement”) are entered into by OptiTrans Solutions Private Limited - Whizz WiFi (“Whizz WiFi” or “we”) and the entity or individual using the Service ("Customer" or “you”). This Agreement governs Customer’s access to and use of Whizz WiFi Services. By clicking the “Continue” button, completing the registration process, or using the service, you acknowledge that you have reviewed and accept this Agreement and are authorized to act on behalf of, and bind to this Agreement, the owner of this service account.

Whizz WiFi may revise this Agreement from time to time by updating and uploading the same on the Whizz WiFi Site and you agree to abide and bound by such Agreement. Your continued use of Whizz WiFi Services affirms your consent to accept any new or revised terms of Agreement. These terms will always be available for Customers to read on this page.

1.     “Activation” means when after making requisite initial payments the relevant Service specified in the Customer Order is made available by Whizz WiFi to the Customer.

2.      “Initial Period” means the initial billing period as stated in the Customer Order.

3.     “Minimum Term” means the minimum period for which the Customer must pay to avail of the Service. For the avoidance of doubt, this is 12 months from the date of Activation.

4.   “Notice” means the period for which the Customer must give notice to terminate the Service upon completion of the Minimum Term. Notice period is 30 days from date of completion of Minimum Term.

5.     “Customer Order” means any request made by the Customer whether online or offline or via email to provide the Service.

6.   “Recurring Charges” means those amounts payable by the Customer to Whizz WiFi, upon renewing Services after elapse of Minimum Term, on a recurring basis for the Service as set out in the Customer Order.

7.     “Service” means the services or products offered by Whizz WiFi and specified in the Customer Order.

8.    “Website” means the website at http://whizzwifi.com or http://whizzwifi.net.

1.    Whizz WiFi enables the Customer to make available to their guests (“User”) the use of wireless internet access via installing Whizz WiFi’s service at their venue (the “Service”).

2.    Customer has to place a Customer Order to access Services. Specific details of the Services, deliverables, payment schedules shall be set out in each Customer Order. Services shall be provided to the Customer by Whizz WiFi in accordance with details set out in the Customer Order. The Customer Order and this Agreement will constitute the complete agreement for the Services and will supersede any prior discussions or representations regarding the Services.

3.     Whizz WiFi reserves the right not to accept a Customer Order at its discretion.

4.     Customer Orders must not be considered as accepted by Whizz WiFi unless the Customer has received acknowledgement by telephone or email from Whizz WiFi.

5.      If the Service cannot be activated Whizz WiFi will notify the Customer as soon as possible and the Customer Order will be cancelled.

6.     Whizz WiFi will render its Service to the Customer on a non-exclusive basis. You hereby undertake to use the Service of Whizz WiFi for your commercial, business purposes only and not for personal and non-commercial use.

7.     You undertake to use the Service in compliance with the Agreement and any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions.

8.    You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).

9.     Access to the Service on trial basis or free of cost should not be considered by you as your right to access and use the same. Whizz WiFi reserves its right to terminate or withdraw any access to the Services on trial basis or free of cost at any point of time.

1.    The Services shall be provided based on Term specified in the Customer Order. It is incumbent upon the Customer to avail of the Services for a Minimum Term. After elapse of the Minimum Term the Service can be renewed on an annual basis upon payment of annual Recurring Charges as specified in the Customer Order.

2.     Termination by either party requires thirty days’ notice. This shall be calculated from the next day, after completion of the Minimum Term.

3.     If the Customer terminates this Agreement during the Minimum Term they will regardless be charged for the remainder of the Minimum Term.

4.     In event of termination, all payments for the Services successfully completed shall be paid by Customer.

5.     Any notification of termination by the Customer must be given in writing to Whizz WiFi and must be authorised by the contact mentioned for this purpose on the Customer Order or a staff member with suitable authority and must specify the Service to be terminated and the date on which Service is to be terminated.

6.     Termination notification by Whizz WiFi to the Customer will be made by email to the contact stated on the Customer Order. The Customer must inform Whizz WiFi if the contact needs to be updated.

7.   Termination by Whizz WiFi shall take effect forthwith if the Customer has not cleared pending invoices following suspension, the Customer has committed a material breach of this Agreement, the Customer fails to pay its debts when they become due or any meeting is convened for the purpose of considering a resolution, or any petition is presented or any other steps taken, for the purpose of making an administration order against the Customer, or for the Customer’s winding-up or dissolution, or any similar action or steps are taken in relation to the Customer and such action or steps are not withdrawn within 30 days; or any administrator, administrative or other receiver or trustee or similar officer is appointed over the Customer or any steps are taken to do the same to the Customer.

The termination or expiry of this Agreement shall be without prejudice to the rights and liabilities of either of Whizz WiFi or the Customer accruing up to such date.

1.     Effective provision of the Service requires an active, working broadband connection at all times. The provision of a working broadband connection at the venue is the sole responsibility of the Customer.

2.    The Customer must use the equipment including but not limited to the WiFi router supplied by Whizz WiFi (“Equipment”) to enable the Service to function effectively. The Customer agrees not to tamper with or dismantle the Equipment or related software in any way.

3.    The Customer agrees not to install or use, or let any third party install or use, any device on Whizz WiFi’s network with the intention of monitoring or intercepting data passing into or out of the Whizz WiFi hardware.

4.    If the Customer cancels the Service within the Minimum Period, the Customer agrees to return promptly to Whizz WiFi all Equipment provided by Whizz WiFi.

1.     Services rendered by Whizz WiFi to the Customer shall be subject to the payment of fees as set out in the Customer Order. You shall be allowed access to the Services only after making payment of prescribed fees to Whizz WiFi. You are responsible for paying all fees and applicable taxes in a timely manner in accordance with a payment mechanism as set out in the Customer Order. Fees may vary based on your location and other factors, and Whizz WiFi reserves the right to change any fees at any time at its sole discretion. Any change, update, or modification will be effective immediately upon posting through the relevant Services. The determination of the fee shall be the sole discretion of Whizz WiFi.

2.     The Customer agrees that upon elapse of the Initial Period, the Services shall be charged for on an annual basis. The Recurring Charges for the Services shall be paid by the Customer in advance.

3.    All amounts due under this Agreement to be paid by the Customer to Whizz WiFi shall be paid in full (without deduction or withholding except as required by law) and the Customer shall not be entitled to assert any credit, set-off or counterclaim against Whizz WiFi in order to justify withholding payment of any such amount in whole or in part.

4.     Whizz WiFi may, at their discretion, charge interest on any overdue amounts payable from the due date at the rate of 24% per annum.

5.     Whizz WiFi accepts payment by most debit cards, credit cards and direct bank transfer. Whizz WiFi uses third party payment gateways to receive payments from Customer. Whizz WiFi is not responsible for delays or erroneous transactions execution or cancellation of orders due to payment issues. Whizz WiFi takes utmost care to work with third party payment gateways providers, but does not control their systems, processes, technology and work flows, hence cannot be held responsible for any fault at the end of payment gateways providers.

You agree to bear all applicable taxes, charges, cess etc. levied on the Services being rendered to you as notified by the relevant government authority from time to time, unless already included in the fee.

1.    Subject to the acceptance of these terms or the Agreement, Whizz WiFi grants the Customer a limited, non-exclusive, non-assignable, revocable license to access and make commercial use of the Service.

2.     The foregoing licenses do not include any rights to:

·     License, sub license, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Services in any way;

·       modify, download (other than page caching), reproduce, copy, or resell the Services or any portion or derivative thereof;

·       create any links to the Services;

·       copy or download Services, Content and/or any User's account or profile information for the benefit of any third party;

·       use any robot, spider, data miner, crawler, scraper or other automated means to access or index the Services, the Content or any portion or derivative thereof for any purpose;

·        access or permit access to infringing, obscene, threatening, libelous, or otherwise unlawful or tortuous material via the Service, including material harmful to other Users or violative of any applicable laws and/or third party privacy rights;

·         interfere or attempt to interfere with the proper working of the Service;

·        frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Whizz WiFi;

·        Reverse engineer the Service;

·        use Whizz WiFi name, trademarks, services marks or logos or any other "hidden text".

3.     The foregoing is expressly prohibited; the right to do any of the foregoing shall require Whizz WiFi’s express written consent (which may include a written agreement signed by an authorized representative of Whizz WiFi).

4.   You hereby agree and undertake that while using Whizz WiFi Service, You shall restrict yourself from hosting, displaying, uploading, modifying, publishing, transmitting, updating or sharing any information or share /list (s) any information or item that:

• Belongs to the another person and to which You do not have any right ;
• Is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, paedophilic, libelous, invasive of anothers privacy, hateful or racially, ethically, objectionable, disparaging, relating or encouraging money laundering or gambling or otherwise unlawful in any manner whatever; or unlawfully threatening or unlawfully harassing including but not limited to “indecent representation of women”;
• Harm Minors in any way;
• Infringes any patent, trademark, copyright or other proprietary rights or third patry’s trade secrets or right of publicity or privacy or shall not be fraudulent or involved the sale of counterfeit or stolen items;
• Involves the transmissions of “junk mails”, “chain letters”, or unsolicited mask mailing or “spamming”;
• Violates any law for the time being in force;
• Deceives or misleads addressee/ users about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;
• Impersonate another person;
• Contains software viruses or any other computer code, file or programs designed to interrupt, destroy or limit the functionality of any computer resources;
• Threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the communication of any cognizable offence or prevents investigation of any offence or is insulting any other nation;
• Is illegal in the jurisdictions that concern it.

1.     Your use of the Service is subject to all applicable local, state, national and international laws and regulations in existence in the state and country from where you are accessing the Whizz WiFi Site.

2.     Whizz WiFi retains the right, at Whizz WiFi's sole discretion, to determine whether or not your conduct is consistent with this Agreement and Whizz WiFi's operating rules or policies and may terminate your access to and use of the Service if your conduct is found to be inconsistent with this Agreement, such rules or policies.

1.    Every Customer that has an account on the Whizz WiFi Site is responsible for (i) keeping his or her account password confidential and secured, (ii) avoiding unauthorized access to such Customer’s computer; and (iii) keeping the e-mail address associated with that account current. In no event will Whizz WiFi be liable for the unauthorized use or misuse of your password.

2.     By registering on the Whizz WiFi Site, you certify that all information you provide, now or in the future, is accurate. You also accept that we may contact you by SMS or email for verification and communication purposes.

1.    By using Whizz WiFi Site, you represent and warrant that you have the right, authority, and capacity to enter into this Agreement and to abide by all of the terms of an Agreement under your applicable local laws.

1.    By registering and creating an online account on Website for use of Whizz WiFi Services, You accept and agree to be bound by and comply with the Agreement. If you are acting on behalf of a company or any other artificial legal entity, such company or artificial legal entity is also bound by the Agreement.

2.     After registration and creation of an online account on the Website, You shall be responsible for any and all activities under your user id. You shall ensure and it shall be your duty to ensure that You provide true, accurate, current and complete information about yourself. You shall promptly update on Website or notify us, any subsequent change or modification in the information provided about yourself. You hereby undertake to not to disclose your credentials of online account with Whizz WiFi to any person and/or to notify immediately any unauthorised use of your online account with Website.

3.    The Customer agrees to allow Whizz WiFi to use its name and logo for representing the venue as a customer of the Company. The name and logo will always remain the property of the Customer and it will not be used by the Company for any other purpose.

1.    Changes may be made to the technical specification of the Service from time to time; if these changes will detrimentally affect the Service, Whizz WiFi will inform the Customer in advance.

2.      Neither Whizz WiFi (including it and its’ directors, employees, affiliates, agents, representatives or subcontractors) shall be liable for any loss or liability resulting, directly or indirectly, from any deficiencies, delays or interruptions due to electronic or mechanical equipment failures, telephone interconnect problems, defects, weather, strikes, walkouts, fire, acts of God, riots, armed conflicts, acts of war, or other like causes.

1.    The Services are provided on an "as is" basis, without warranty of any kind. Whizz WiFi expressly disclaims all warranties of any kind, whether express or implied, including without limitation any warranties concerning the availability of Services. Whizz WiFi makes no warranty that the Service will meet your requirements, or that the Service will be uninterrupted, timely, secure, or error free; nor does Whizz WiFi make any warranty as to the results that may be obtained from the use of the Service or as to the accuracy or reliability of any information obtained through the Service. You understand and agree that any material and/or data downloaded or otherwise obtained through the use of the Service is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system or loss of data that results from the download of such material and/or data. Whizz WiFi makes no warranty regarding any Services licensed or obtained through the service or any transactions entered into through the service. No advice or information, whether oral or written, obtained by you from Whizz WiFi or through the service shall create any warranty not expressly made herein.

2.     Neither Whizz WiFi nor any of its partners, agents, affiliates or content providers shall be liable for any direct, indirect, incidental, special or consequential damages arising out of use of the service or inability to gain access to or use the service or out of any breach of any warranty.

3.     When Users connect to the internet through the Service they will visit a “Login page” which contains access information and may contain information about the Customer. Whizz WiFi is not responsible for any content contained on the “Login page”. The Customer confirms that it owns or is authorised to use all materials appearing on the “Login page” and that it gives permission for Whizz WiFi to use such material in the creation of the “Login page” and in any other way necessary to deliver the Service.

4.      In any event Whizz WiFi’s liability shall not exceed the amount actually received by it as payment for the Services.

You agree to indemnify and hold Whizz WiFi, its parents, subsidiaries, affiliates, officers, agents, employees, partners, licensors and content partners harmless from any dispute which may arise from a breach of terms of this Agreement. You agree to hold Whizz WiFi harmless from any claims and expenses, including reasonable legal fees and court costs, related to your violation of this Agreement.

It is the responsibility of the Customer to ensure that the Service at its venue complies with the legal requirements of the applicable jurisdictions at their venue. Whizz WiFi will provide the necessary software to comply with local laws such as the requirement for SMS verification in certain jurisdictions and compliance with the General Data Protection Regulation 2016/679 in the European Union countries. Regardless, Whizz WiFi will not be responsible for any compliance required to be done by the Customer at their venue. Each party remains responsible for complying with laws, rules and regulations applicable to its business. The Customer hereby indemnifies the Whizz WiFi against all claims brought against the Whizz WiFi for any non-compliance of the requirements for offering the Services to the User.

The materials provided on the Whizz WiFi Site for Service are for personal use only. You acknowledge that the Service provides you access to information, software, photos, video, graphics, music, sounds or other material (collectively, "Content") that are protected by copyrights, trademarks, trade secrets or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. You may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the Content, in whole or in part. You may not upload, post, reproduce or distribute Content protected by copyright, or other proprietary right, without obtaining permission of the owner of the copyright or other proprietary right. Whizz WiFi or its affiliates, or third parties from whom Whizz WiFi has permission, own the trademarks or service marks that are used on the Whizz WiFi website. All rights are reserved. These and other graphics, logos, service marks, trademarks and trade dress of Whizz WiFi and its licensors may not be used without prior written consent of Whizz WiFi or its licensor, as the case may be. Without limiting the foregoing, no Whizz WiFi trademark or trade dress may be used in connection with any product or service that is not Whizz WiFi's, in any manner that is likely to cause confusion among Users, or in any manner that disparages or discredits Whizz WiFi.

1.     Please read the Privacy Policy to better understand how we deal with data. The Privacy Policy (http://whizzwifi.com/privacypolicy) forms an intrinsic part of this Agreement.

2.   Whizz WiFi complies as far as reasonable with applicable local laws such that of SMS verification and General Data Protection Regulation 2016/679 with respect to the European Union countries. Whizz WiFi agrees to provide you notice of any unauthorized third party access to your content of which we become aware and to provide reasonable efforts to remediate identified security vulnerabilities.

3.     Whizz WiFi shall not disclose your proprietary content except to you or your affiliated company as requested by you or as required under any law or in the course of a transaction where a potential investor is conducting due-diligence on Whizz WiFi. Whizz WiFi reserves the right to charge for certain activities performed at your request or direction (such as delivering content in a specific format).

4.     Whizz WiFi shall be entitled to store and process personal data provided on the Customer Order for its internal use and for the purposes of providing the Service. The Customer has the right to request a copy of information relating to the Customer that is held by Whizz WiFi, by written request to Whizz WiFi and the Customer may change appropriate personal information relevant to them held by Whizz WiFi at any time, by informing Whizz WiFi in writing.

5.    From time to time Whizz WiFi may contact the Customer about similar products and services which we believe may be of interest to Customer. If the Customer does not wish Whizz WiFi to contact them, it is their responsibility to inform Whizz WiFi.

6.     The Customer agrees to use any User data in accordance with all guidelines and regulations covering the use of data including but not  limited to General Data Protection Regulation 2016/679 with respect to the European Union countries and direct marketing guidelines.

7.     The Customer represents and warrants to take all reasonable care to protect and safeguard User data.

8.     The Customer represents and warrants to maintain high standards of privacy policy.

9.     Whizz WiFi may be required by certain jurisdictions to delete certain personal data of the User. The Customer agrees to cooperate with Whizz WiFi in all measures to protect and safeguard User’s personal data. User privacy is of utmost importance to Whizz WiFi.

10.  In any event, the Customer agrees to indemnify and hold harmless Whizz WiFi for breach of data security or Privacy Policy by the Customer.

You may not reproduce, copy or redistribute the design or layout of this website, individual elements of the web site design, Whizz WiFi logos or other logos appearing on this website, without the express written permission of Whizz WiFi. Reproduction, copying or redistribution for commercial purposes of any materials or design elements on the Whizz WiFi website is strictly prohibited without the express written permission of Whizz WiFi, Inc. Images and descriptions of products may be supplied to us by third parties, who reserve all rights in those materials.

1.     Whizz WiFi may suspend the provision of the Services or any part thereof if and to the extent that Whizz WiFi has reasonable grounds to believe that the Services are being used in breach of this Agreement or the Customer has not paid Whizz WiFi’s invoices when due. Whizz WiFi shall give the Customer as much notice of suspension as is reasonably practicable in these circumstances.

2.    Whizz WiFi shall be entitled to terminate or modify the Service, without any liability whatsoever, if any licence or authorisation which Whizz WiFi requires in order to provide the Service is not obtained, or is withdrawn or cancelled. In the event of a modification that is detrimental to the Service, the Customer shall have the right to terminate this Agreement by giving Notice in writing.

Whizz WiFi may give notice by means of a general notice on the Website, or by electronic mail to your e-mail address on record in Whizz WiFi’s account information, or by written communication sent by regular mail to your address on record in Whizz WiFi’s account information.

You agree that all the agreements, notices, disclosures and other communications that we provide to you electronically shall be deemed adequate service of notice/ electronic record.

The terms of this agreement are exclusively based on and subject to Indian law. You hereby consent to the exclusive jurisdiction and venue of courts in Mumbai, India in all disputes arising out of or relating to the use of this website. Use of this website is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this paragraph.

The provisions of these Terms of Use are intended to be severable. If for any reason any provision of these Terms of Use shall be held invalid or unenforceable in whole or in part in any applicable jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without in any manner affecting the validity or enforceability thereof in any other jurisdiction or the remaining provisions hereof in any jurisdiction. The failure of Whizz WiFi to exercise or enforce any right or provision of these Terms of Paid Services shall not operate as a waiver of such right or provision.

Whizz WiFi shall be excused from performing its obligations under this Agreement to the extent its performance is delayed or prevented by a force majeure event.