Terms of Service

• "Services" means the Genie Bazaar web platform, mobile applications, APIs, and any related products provided by Genie Bazaar Private Limited.
• "Customer" means the enterprise entity that has entered into a subscription agreement with Genie Bazaar.
• "User" means any individual who accesses the Services under a Customer account or as a registered visitor.
• "Customer Data" means all data uploaded to or generated within the Services by or on behalf of the Customer.
• "Subscription" means the paid plan granting access to the Services as specified in the Order Form.
• "Commercial Terms" means all pricing, discount structures, payment schedules, contractual rates, promotional offers, and any other financial terms agreed between Genie Bazaar and the Customer under the Order Form or any amendment thereto.
• "Confidential Information" means any non-public information disclosed by one party to the other that is identified as confidential or should reasonably be understood to be confidential, including (without limitation) Commercial Terms, product roadmaps, technical architecture, and Customer Data.
• "Genie Bazaar IP" means all software, algorithms, interfaces, documentation, trademarks, and other intellectual property owned by or licensed to Genie Bazaar Private Limited.
• "Force Majeure Event" has the meaning given in Section 14.

• You must be at least 18 years of age and have the authority to bind your organisation to these Terms.
• You agree to provide accurate, complete registration information and keep it up to date.
• You are responsible for maintaining the confidentiality of your credentials. Notify us immediately at support@geniebazaar.com if you suspect unauthorised access.
• Each licence is personal to the named user. Sharing credentials with multiple individuals is not permitted unless explicitly allowed under your plan.

Subject to payment of applicable fees, Genie Bazaar grants you a limited, non-exclusive, non-transferable right to access and use the Services for your internal business operations.

You must not:

• Copy, modify, distribute, sell, or sublicense any part of the Services.
• Reverse engineer, decompile, or disassemble any software component.
• Use the Services to build a competing product or benchmark against competitors without our written consent.
• Upload data that infringes third-party intellectual property rights, is unlawful, or contains malware.
• Attempt to gain unauthorised access to any system, account, or data.
• Use automated scraping or data-extraction tools against the Services.
• Circumvent usage limits, rate limits, or billing mechanisms.

• Subscription fees are as specified in the Order Form or pricing page and are due in advance.
• Subscriptions automatically renew unless cancelled at least 30 days before the renewal date.
• All fees are exclusive of applicable taxes (including GST). You are responsible for any taxes applicable in your jurisdiction.
• Overdue invoices accrue interest at 1.5% per month (or the maximum rate permitted by law, whichever is lower).
• We reserve the right to suspend access for accounts more than 30 days overdue after written notice.
• Refunds are governed by the refund policy set out in your Order Form. In the absence of a specific term, fees are non-refundable except where required by applicable consumer law.

• You retain full ownership of Customer Data. We do not claim any intellectual property rights over it.
• You grant us a limited licence to process Customer Data solely to provide and improve the Services.
• You are solely responsible for the accuracy, legality and quality of Customer Data uploaded.
• Upon termination, we will make Customer Data available for export for 30 days, after which it will be securely deleted.

All right, title, and interest in and to the Services — including all software source code, object code, algorithms, interfaces, APIs, databases, documentation, trademarks, service marks, trade names, and all derivative works, improvements, or modifications thereof — are and shall remain the exclusive property of Genie Bazaar Private Limited or its licensors. These Terms do not transfer, convey, or assign any Genie Bazaar IP to you beyond the limited usage licence expressly granted in Section 3.

No implied licence: No right or licence in Genie Bazaar IP is granted to you by implication, estoppel, or any other doctrine beyond the express usage licence in Section 3. You shall not represent yourself as the owner of any part of the Services.

Your protection obligations:

• Take reasonable steps to protect Genie Bazaar IP from unauthorised disclosure or use.
• Promptly notify us in writing if you become aware of any actual or threatened infringement of Genie Bazaar IP.
• Cooperate with us at our cost in enforcing our intellectual property rights.
• Not remove, alter, or obscure any proprietary notices, watermarks, or labels on or within the Services.

Customer IP and data: You retain all rights in Customer Data and any intellectual property you owned prior to using the Services. The processing licence you grant Genie Bazaar under Section 5 does not confer any ownership of your pre-existing IP.

Feedback: Any feedback, suggestions, or feature requests you voluntarily provide ("Feedback") are given on a non-confidential basis. You irrevocably assign to Genie Bazaar all rights in any Feedback, and Genie Bazaar may use it without restriction or compensation.

Each party agrees to hold the other party's Confidential Information in strict confidence, applying at least the same degree of care as for its own most sensitive confidential information (and in no event less than reasonable care). Neither party shall disclose Confidential Information to any third party without the other's prior written consent, except to employees, advisors, or contractors who have a need to know and are bound by obligations no less protective than those herein.

Commercial Terms confidentiality (critical obligation): All Commercial Terms — including pricing, per-unit rates, discounts, promotional offers, payment schedules, and any special arrangements in the Order Form — constitute Genie Bazaar's Confidential Information. The Customer shall:

• Not disclose, share, or communicate Commercial Terms to any other Genie Bazaar customer, competitor, third party, industry forum, online community, or review platform without our prior written consent.
• Limit access to Commercial Terms strictly to personnel who require it for the Customer's internal operations.
• Promptly notify Genie Bazaar upon becoming aware of any actual or threatened breach of this obligation.

A breach of the Commercial Terms confidentiality obligation entitles Genie Bazaar to terminate the Subscription immediately (without the cure period in Section 12) and to seek injunctive relief and damages, without the requirement to demonstrate actual financial loss.

Standard confidentiality exceptions: Obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party without restriction prior to disclosure; (c) is independently developed without use of Confidential Information; or (d) must be disclosed by law or court order, provided reasonable prior written notice is given where permitted.

• We target 99.5% monthly uptime for the core platform (excluding scheduled maintenance).
• Scheduled maintenance will be notified at least 24 hours in advance where possible.
• Service credits for downtime below the SLA target are available as specified in your Order Form or our SLA documentation.

We warrant that the Services will materially conform to their published documentation. Except as expressly stated, the Services are provided "as is" and "as available" without warranties of any kind, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

We do not warrant that the Services will be error-free, uninterrupted, or free of security vulnerabilities, or that any errors will be corrected.

To the maximum extent permitted by applicable law, Genie Bazaar's total liability to you arising out of or related to these Terms shall not exceed the fees paid by you in the 12 months immediately preceding the event giving rise to the claim.

In no event will Genie Bazaar be liable for indirect, incidental, special, consequential, or punitive damages — including loss of profits, data, goodwill, or business opportunity — even if advised of the possibility of such damages.

Some jurisdictions do not allow limitation of certain warranties or liabilities; in such cases, the above limitations apply to the fullest extent permitted by law.

Customer indemnity: You agree to indemnify, defend (at Genie Bazaar's election), and hold harmless Genie Bazaar Private Limited and its officers, directors, shareholders, employees, contractors, and agents (each an "Indemnified Party") from and against all third-party claims, actions, proceedings, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from:

• (a) your or your Users' use of the Services in breach of these Terms or applicable law;
• (b) Customer Data, including any claim that Customer Data infringes, misappropriates, or violates any third-party intellectual property, privacy, or other right;
• (c) your breach of any representation, warranty, or obligation under these Terms;
• (d) breach of the Commercial Terms confidentiality obligation in Section 7;
• (e) wilful misconduct or gross negligence of you or your Users; or
• (f) any product or service you provide that incorporates or relies on the Services.

Genie Bazaar IP indemnity: Subject to the exclusions below, Genie Bazaar will indemnify, defend, and hold you harmless against any third-party claim alleging that the Services (used in accordance with these Terms) infringe a registered intellectual property right in India, the EEA, the UK, the USA, the UAE, Singapore, or Australia. If such a claim arises, Genie Bazaar may at its sole option: (i) modify the Services to be non-infringing; (ii) obtain a licence for your continued use; or (iii) if neither is commercially practicable, terminate the affected Subscription and refund pre-paid fees for the unused portion.

IP indemnity exclusions: Genie Bazaar's IP indemnity does not apply to claims arising from: (i) Customer's modification of the Services; (ii) combination with third-party products not provided by Genie Bazaar; (iii) continued use after Genie Bazaar notified Customer of a required modification; or (iv) Customer Data.

Indemnification procedure: The Indemnitee must: (i) give prompt written notice of the claim (delay only reduces the Indemnitor's obligation to the extent of actual prejudice); (ii) grant the Indemnitor sole control of the defence and settlement, provided any settlement that imposes obligations on the Indemnitee requires the Indemnitee's prior written consent; and (iii) provide reasonable cooperation at the Indemnitor's cost.

Term: These Terms remain in effect for the duration of your Subscription and any renewal periods.

Cure period: Before either party may terminate for material breach, the non-breaching party must provide written notice specifying the breach in reasonable detail. The breaching party has 30 days from receipt of that notice (the "Cure Period") to remedy the breach. If substantially remedied within the Cure Period, the right to terminate for that breach lapses. No Cure Period applies to breaches that are by nature incapable of remedy (e.g., insolvency, fraud, deliberate IP infringement, or commercial terms disclosure).

Immediate termination by Genie Bazaar (no Cure Period):

• Breach of the Commercial Terms confidentiality obligation in Section 7;
• Customer's use presents a security or legal risk to Genie Bazaar or other customers;
• Fraud, wilful misconduct, or deliberate infringement of Genie Bazaar IP;
• Insolvency, winding-up, or similar proceeding commenced by or against the Customer and not dismissed within 30 days;
• Required by applicable law or order of a competent authority.

Effect of termination: Your licence ceases immediately. Customer Data is available for export for 30 days post-termination, then securely deleted. Fees paid are non-refundable except where Genie Bazaar terminates without cause, in which case a pro-rated refund for the unused billing period will be issued.

Survival: Sections 1, 5 (deletion obligations), 6, 7, 9, 10, 11, 12 (effect of termination), 13, 14, and 15 survive expiry or termination.

These Terms are governed by and construed in accordance with the laws of the Republic of India, without regard to conflict-of-law provisions. The parties submit to the exclusive jurisdiction of the courts at Mumbai, Maharashtra, India for matters not referred to arbitration.

Any dispute, controversy, or claim arising out of or relating to these Terms — or the breach, termination, or validity thereof — shall first be subject to a 30-day good-faith negotiation period from written notice identifying the dispute. If unresolved, the dispute shall be referred to and finally resolved by binding arbitration under the Arbitration and Conciliation Act, 1996 (as amended). The sole arbitrator shall be mutually agreed, or if not agreed within 15 days, appointed by the Mumbai Centre for International Arbitration (MCIA). The seat and venue shall be Mumbai, Maharashtra, India. Proceedings shall be in English. The award shall be final, binding, and enforceable in any competent court.

Either party may apply to the courts at Mumbai for urgent interim or conservatory relief (including injunctive relief) without prejudice to the arbitration.

Neither party shall be liable for any delay in performing, or failure to perform, its obligations (other than payment obligations) to the extent caused by a Force Majeure Event: any circumstance beyond the party's reasonable control, including acts of God; flood, fire, earthquake, or other natural disaster; war, armed conflict, terrorism, riot, or civil unrest; actions or omissions of government authorities, embargoes, sanctions, or changes in law; epidemics or pandemics declared by a competent authority; internet or telecommunications infrastructure failures not attributable to the affected party; or failures of third-party sub-processors or cloud providers to the extent the affected party has exercised reasonable contractual oversight.

The affected party must: (i) promptly notify the other party in writing with reasonable detail and anticipated duration; (ii) use commercially reasonable efforts to mitigate the impact and resume performance as soon as possible.

If a Force Majeure Event persists for more than 60 consecutive days, either party may terminate the affected Subscription on 14 days' written notice without further liability, except Genie Bazaar shall refund pre-paid fees covering the period during which Services were not delivered due to the Force Majeure Event.

• Entire agreement: These Terms, together with the Order Form and Privacy Policy, constitute the entire agreement and supersede all prior agreements relating to the subject matter hereof.
• Amendments: We may update these Terms. Material changes will be communicated 30 days in advance by email or website notice. Continued use after the effective date constitutes acceptance.
• Severability: If any provision is found invalid or unenforceable, it shall be modified to the minimum extent necessary; remaining provisions continue in full force.
• Waiver: Failure to enforce any provision is not a waiver. A waiver is effective only if in writing and signed by an authorised representative.
• Assignment: You may not assign these Terms without our prior written consent. Genie Bazaar may assign them in connection with a merger, acquisition, or sale of substantially all assets, with notice to you.
• Notices: Notices shall be in writing, delivered by email (to the address on record) or courier to 101, Siddhivinayak CHS, Plot No. 20, Sector 42A, Nerul, Navi Mumbai - 400706, Maharashtra, India. Notices are effective upon confirmed receipt.
• No third-party beneficiaries: These Terms benefit only the parties and do not create rights enforceable by any third party.
• Relationship of parties: The parties are independent contractors. Nothing herein creates an employment, partnership, joint venture, or agency relationship.