General Terms and Conditions

Last updated: October 09, 2022

These terms and conditions outline the rules and regulations for the use of EgalClub Solutions’ Websites, Products and Services.

By accessing this EgalClub Website we assume you accept these terms and conditions. Do not continue to use EgalClub Website if you do not agree to take all of the terms and conditions stated on this page.

The following terminology applies to these Terms and Conditions, Privacy Statement and Disclaimer Notice and all Agreements: “Client”, “You” and “Your” refers to you, the person log on this website and compliant to the Company’s terms and conditions. “The Company”, “Ourselves”, “We”, “Our” and “Us”, refers to our Company. “Party”, “Parties”, or “Us”, refers to both the Client and ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the Client in the most appropriate manner for the express purpose of meeting the Client’s needs in respect of provision of the Company’s stated services, in accordance with and subject to, prevailing law of India. Any use of the above terminology or other words in the singular, plural, capitalization and/or he/she or they, are taken as interchangeable and therefore as referring to same.

A. Definitions

In these EgalClub Solutions General Terms and Conditions and the Product and Service Schedules, unless explicitly stated otherwise, the following words and expressions have the meaning as set out below:

“Affiliates”
means with respect to any Party, any other entity controlling, controlled by or under common control with such Party. The terms “control”, “controlling” and “controlled”, as used in this definition, shall mean the legal, beneficial or equitable ownership, directly or indirectly, of more than 50% of the issued share capital or more than 50% of the voting rights, or the power, directly or indirectly, to appoint a member of the board of directors or similar governing body of such entity;

“Contract”
means collectively the agreement between EgalClub Solutions and the Client for the provision of the EgalClub Service and/or Products, consisting of the Order Form and any attachments thereto, including these EgalClub Solutions General Terms and Conditions, and to the extent selected on the Order Form, Product and/or Service Schedule(s);

“Client”
means the customer stated in the Order Form; “Confidential Information” means (I) all information and documentation that is considered confidential or proprietary at the time of disclosure, and (II) all information and documentation that falls within any of the following categories: information regarding clients, distributors, retailers, agents or Users; financial information (except as may have been publicly disclosed pursuant to regulatory requirements); Product pricing information; Product specifications and designs; and manufacturing processes, and all other information disclosed by either Party, which could be reasonably considered confidential to the extent such Party treats such information as confidential or proprietary;

“Vehicle”
means the single vehicle or single asset to be managed via the EgalClub Service, as requested by the Client in accordance with the Contract;

“Fleet”
means the number of Vehicles to be managed via the EgalClub Service;

“Force Majeure”
means any cause beyond the reasonable control of the Party affected, which affects the performance of the Contract, including but not limited to prolonged break-down of transport, telecommunication or electric current, Mobile Communication Services, late and/or stagnation of deliveries by EgalClub Solutions’ suppliers, incomplete deliveries by EgalClub Solutions’ suppliers, failure to obtain all Products and/or (third party) services required for the proper fulfilment of the Contract by EgalClub Solutions caused by circumstances that cannot in fairness be attributed to EgalClub Solutions;

“Mobile Application”
means an EgalClub Solutions software application, accessible through a User’s device, which may allow obtaining and transmitting Telematics Data and for sending and receiving such data between such User’s device and the EgalClub Fleet Growth Platform via Mobile Communication Services. A Mobile Application may be used in combination with the Product, where applicable.

“Minimum Contract Period”
means the number of months specified in the Order Form commencing on the date stated therein; “Intellectual Property Rights” means all inventions, patents, registered designs, design rights, data base rights, copyrights, know- how, trademarks (including the Trademarks), trade secrets and any other intellectual property rights, and the applications for any of the same and any rights or forms of protection of a similar nature and having equivalent or similar effect to any of them which may subsist anywhere in the world;

“Order”
means an order placed by the Client regarding the type and amount of Products to be delivered to the Client including the requested estimated delivery date and/or subscriptions to the EgalClub Service to be taken by the Client, in accordance with the Contract;

“Order Form”
means the order form pursuant to which EgalClub Solutions will supply and the Client will purchase or rent the Products and/or subscribe to take the EgalClub Service and/or use a Mobile Application in accordance with the terms of the Contract; “Party/Parties” means either EgalClub Solutions or Client or jointly; “Product- or Service Schedules” means the schedules containing product or service specific terms as indicated on the Order Form to apply together with these EgalClub Solutions General Terms and Conditions;

“Product”
means a device, as referred to on the Order Form item list, either purchased or rented by the Client, that can be used for obtaining Telematics Data and for sending and receiving such data and other messages via Mobile Communication Services (either automatically according to a set procedure or by manual information retrieval);

“Telematics Data”
means the data retrieved or captured by the Product and/or User’s device, such as, for example, the geographical position of the Fleet, trip information, driving behavior, working time, driver’s performance, and, where applicable, any other data, messages and video footage displayed on the EgalClub Fleet Growth Platform;

“Territory”
means the territory specified in the Order Form;

“Trademarks”
means the EgalClub Solutions names, trademarks and logos (whether registered or applied for) and any other names, trademarks, logos, designs and symbols designated to be used on or in relation to the Products, Mobile Applications or services provided by EgalClub Solutions; “User” means a person authorized by the Client to access and use the EgalClub Service and/or a Mobile Application;

“User’s device”
means mobile phone, tablet or other portable device with similar functionalities.

“EgalClub Solutions”
EgalClub Solutions, a private company with limited liability, incorporated under the laws of India, with its registered office at C/O Bikkar Singh, Vill: Ghodari, Mahasamund, Chhattisgarh, India 493445;

“EgalClub Solutions General Terms and Conditions”
means these general terms and conditions that apply to the EgalClub Service, Product purchase and Product rental, as applicable;

“EgalClub Fleet Growth Platform”
means the IT systems that run the EgalClub Service;

“EgalClub Service”
means the online service, as available via the EgalClub Website, designed to enable the Client to monitor and control the Fleet, to the extent that such Fleet is located in the Territory, by displaying and facilitating the transmission of Location Telematics Data between the EgalClub Fleet Growth Platform and the Onboard Units Product and/or between the EgalClub Fleet Growth Platform and User’s device by means of a Mobile Application;

“EgalClub Website”
means the websites www.egaltrans.com, www.egal.club, and www.ustaadclub.com.

B. Applicability and Scope

1. These EgalClub Solutions General Terms and Conditions, including to the extent indicated on the Order Form the relevant Product- and/or Service Schedule(s), shall apply to and are expressly incorporated into the Contract and all subsequent agreements entered into between EgalClub Solutions and the Client in connection with the EgalClub Service and/or Products. It is expressly agreed that the general terms and conditions, or any other terms, of the Client do not apply.

2. All quotations submitted by EgalClub Solutions shall be non-binding on its part, unless explicitly stipulated otherwise in writing by EgalClub Solutions. A Contract shall be concluded and binding for the Parties thereto, if and when EgalClub Solutions confirms in writing the Order placed by the Client or EgalClub Solutions performs such Order, whichever occurs first.

C. Term and Termination

1. The term for the subscription to the EgalClub Service, Mobile Application, and for, where applicable, the purchase or rental of Products, commences on the date stated in the Order Form and shall expire after the Minimum Contract Period. Following the Minimum Contract Period, the Contract shall automatically renew for consecutive additional periods of one (1) year each, unless either Party gives the other Party written notice of its intention not to renew at least three (3) months prior to the date on which the Contract would otherwise renew.

2. Either Party may, without prejudice to any of its other rights arising hereunder, upon giving written notice, terminate the Contract with immediate effect, if:

1. the other Party fails to observe or perform any material term or condition hereof, including in any event non- or late payment, and such default or breach (if capable of remedy) is not remedied within twenty (20) calendar days after notice in writing, specifying the breach and requiring the same to be remedied, has been given; or
2. any of the following events occur:
   a. the presentation of a petition for winding up of the other Party;
   b. the other Party is the subject of an order or an effective resolution is passed for winding up the other Party;
   c. the application for an order or application for the appointment of a receiver (including an administrative receiver), administrator, trustee or similar officer in respect of the other Party;
   d. if a receiver, administrative receiver, administrator or similar office is appointed over all or any part of the assets or undertaking of the other Party;
   e. the other Party making a composition or arrangement with its creditors generally or an assignment for the benefit of its creditors or other similar arrangement;
   f. the other Party goes into liquidation;
   g. the other Party becoming unable to pay its debts or otherwise becoming insolvent; or
   h. the other Party ceasing, or threatening to cease, to carry on business.

3. Upon:

1. the Client’s actual or intended petition for insolvency; or
2. the institution of bankruptcy proceedings; or
3. the appointment of a receiver or administrative receiver in respect of the Client; or
4. the petition or award of a suspension of payments order; or 
5. the Client offering its creditors a private repayment arrangement or should its assets be attached; or
6. the Client becoming unable to pay its debts or otherwise becoming insolvent;
7. a default by the Client under any agreement with EgalClub Solutions or any of its Affiliates, then the Client’s debts to EgalClub Solutions shall become immediately due and payable. Subsequent to any such events, EgalClub Solutions shall be entitled to suspend performance of the Contract until such time that the Client has fulfilled all of its obligations under the Contract.

4. All clauses which are either expressly or by implication intended to survive termination shall continue to apply after termination of this Contract. Only Orders placed and accepted by EgalClub Solutions prior to the termination date shall be fulfilled by EgalClub Solutions.

D. Prices, Payment and Default

1. All prices quoted by EgalClub Solutions are in INR (unless stated otherwise), exclusive of VAT, any other taxes and incidental costs and expenses.

2. Payment of the EgalClub Service subscription fees, the rental rates for Products quoted by EgalClub Solutions and the prices quoted by EgalClub Solutions for the purchase of the Products shall be made in INR monthly in advance within 10 days net from invoice date (unless agreed otherwise). EgalClub Solutions shall collect all payments via credit card/ACH Debit/UPI/Bank Transfer and the Client hereby authorizes EgalClub Solutions to collect the payments due from the Client’s credit card as submitted through EgalClub Solutions’ webpage or using ACH Debit as authorized by the ACH recurring payment authorization form attached to the Contract. If another payment method is agreed the fees can be subject to a 10% increase.

3. The fees and rates may be adjusted by EgalClub Solutions once per calendar year, provided that EgalClub Solutions has given the Client at least two (2) months prior notice.

4. If payment is not made on time:

a. the Client shall be in breach of the Contract, without any notice of default being required and all of EgalClub Solutions’ claims against the Client shall become immediately due and payable;

b. the Client shall be obliged to pay the statutory interest rate for commercial debts on the outstanding amount and all judicial and extra-judicial costs incurred by EgalClub Solutions relating to the recovery and collection of any overdue amount;

c. EgalClub Solutions reserves the right to suspend the Client’s access to and use of the EgalClub Service until all outstanding amounts (including interest and costs) are settled; and

d. the costs of suspending and reactivating shall be borne by the Client.

5. EgalClub Solutions may impose credit limits on the Client’s account or require the Client to provide a sufficient security deposit. If the Client exceeds the credit limit or fails to provide the required security deposit, EgalClub Solutions may terminate this Contract with immediate effect and retain any such funds necessary to cover unpaid invoices by the Client concerning the rates for Products and EgalClub Service subscription fees and/or costs related to the failure of the Client to return the rental Products to EgalClub Solutions, as applicable.

6. All payments due to EgalClub Solutions by the Client must be made without set-off, discount and/or suspension of any type whatsoever.

E. Force Majeure

1. Except for payment obligations, if a Party is prevented or delayed in the performance of any of its obligations under the Contract by Force Majeure, then that Party will be excused from the performance or punctual performance, as the case may be, of its obligations, to the extent that such Force Majeure continues, and such Party agrees to use all reasonable endeavours to overcome or work around the Force Majeure so as to be able to perform its obligations under the Contract. In no case shall an event of Force Majeure excuse timely payment of fees and charges due by the Client to EgalClub Solutions for the provision of EgalClub Service, or for the purchase or rental of Products. For the sake of clarity, the Client shall not be entitled to invoke Force Majeure as an excuse for non-payment of the invoices submitted by EgalClub Solutions.

2. Should the period in which a Party cannot fulfil its obligations because of Force Majeure continue for longer than 30 calendar days, either Party shall be entitled to terminate the Contract in writing without there being an obligation to pay any compensation whatsoever arising out of or in connection hereto.

3. Notwithstanding the clause E.2 of these EgalClub Solutions General Terms and Conditions, if, at commencement of Force Majeure, EgalClub Solutions has partly fulfilled its obligations or is only partly able to fulfil its obligations, it shall be entitled to charge all activities carried out prior to the start of the Force Majeure event and costs incurred in this respect separately to the Customer as if such costs related to a separate Contract.

F. Intellectual Property

1. EgalClub Solutions retains all Intellectual Property Rights vested in the EgalClub Service, EgalClub Website, EgalClub Fleet Growth Platform, EgalClub Solutions Mobile Applications and the Products. The Client shall not at any time acquire any rights, title or interest in these Intellectual Property Rights by virtue of any use that the Client may make thereof pursuant to the Contract.
2. The Client shall:
   a. not cause or permit any third party to cause any damage or endanger the Intellectual Property Rights of EgalClub Solutions;
   b. without prejudice to any other rights of EgalClub Solutions, indemnify EgalClub Solutions for any loss suffered by EgalClub Solutions by reason of any use by the Client or User of Intellectual Property Rights of EgalClub Solutions other than in accordance with the Contract;
   c. not in any way alter the packaging or labeling of the Products as supplied by EgalClub Solutions unless such alterations have first been approved by EgalClub Solutions in writing;
   d. not alter, remove, or in any way tamper with the Trademarks or affix any other name, Trademark, logo, design or symbol on a Product or the packaging thereof unless such has been approved by EgalClub Solutions in writing;
   e. not use any Trademarks so as to prejudice the distinctiveness or validity or the goodwill of EgalClub Solutions therein;
   f. not in any way use the Trademarks on or in connection with any products or services other than the Products;
   g. not in any way use the Trademarks in any name, Trademark or logo of the Client, whether or not such name, Trademark or logo is used in connection with the performance of a Contract;
   h. not use any name, Trademark, logo, design or symbol so resembling any of the Trademarks as to be likely to cause confusion or deception;
   i. ensure that all references to, and use of, any Trademarks are approved by EgalClub Solutions;
   j. not challenge the validity or enforceability of or EgalClub Solutions’ entitlement to use any of its intellectual property;
   k. not, and shall not help others, reverse engineer, directly or indirectly, modify the features or functionality of, copy or create derivative works using all or any portion of, analyze or remove components from, decompile, or otherwise reverse engineer or attempt to reverse engineer or derive source code, techniques, algorithms or processes from any Product or any portion of any Product, or permit or encourage any third-party to do so;
   l. promptly notify EgalClub Solutions if Client becomes aware of any attempt to reverse engineer any Product or any portion of any Product.

3. In the event the Client at any time whether directly or indirectly contests EgalClub Solutions’ ownership of the Intellectual Property Rights, or does anything that would jeopardize or diminish EgalClub Solutions’ rights to the EgalClub Service, EgalClub Website, EgalClub Fleet Growth Platform, EgalClub Solutions Mobile Applications or the Products, or the value of the Intellectual Property Rights vested therein, EgalClub Solutions has the right to immediately terminate the Contract.

4. The Client shall not engage in any conduct which in the opinion of EgalClub Solutions is prejudicial or likely in the future to be prejudicial to EgalClub Solutions’ business or marketing of the Products.

G. Liability

1. Subject to clause G.3 of these EgalClub Solutions General Terms and Conditions, EgalClub Solutions’ aggregate liability, whether in contract, tort (including in either case negligence), misrepresentation (other than fraudulent misrepresentation), breach of statutory duty or otherwise pursuant to the Contract, shall be limited to the net price paid or to be paid by the Client for the EgalCLub Service in the full year (12 months) in which the loss or damage occurred, the price paid for those Products that actually caused the damage or the rental rates paid or to be paid by the Client for those Products that actually caused the damage over a preceding period of 12 months, whichever is greater. In all other cases EgalClub Solutions’ liability shall be excluded.
2. EgalClub Solutions shall never be liable for:
   a. any loss of profits, anticipated savings, revenue, business, loss or corruption of data, loss of use, loss of goodwill, loss due to delay; or
   b. any indirect or consequential loss or damage whatsoever.
3. Nothing in this clause G and in the entire Contract shall be deemed to exclude or limit the liability of either Party:
   a. in respect of loss or damage caused by willful intent or gross negligence of a Party or its officers, employees, agents or contractors; or
   b. in respect of injuries to, damages to the health of, or death of any person, caused by a Party or its officers, employees, agents or contractors.
   c. in respect of payment of any sums due under this Contract; or
   d. for any other liability which cannot be excluded by law.
4. To the fullest extent permitted by Applicable Laws, any claim for loss or damages (except a claim for damages arising out of clause G.3 of the EgalClub Solutions General Terms and Conditions) must be notified to EgalClub Solutions within twelve (12) months as from the date on which the damage was caused, failing which such claim is deemed to be waived.
5. All warranties, conditions or other terms implied by statute that are not expressed in the Contract are, to the fullest extent permitted by Applicable laws, excluded from the Contract.

H. Confidentiality

Neither Party shall at any time during or after the term of the Contract divulge, disclose or otherwise furnish, directly or indirectly, to any third party any Confidential Information unless explicitly permitted herein or required by law. The provisions of confidentiality clause shall not apply to any information which the receiving Party can demonstrate

1. is or becomes public knowledge other than by breach of a duty of confidentiality; or
2. is in the possession of the receiving Party without restriction in relation to disclosure before the date of receipt from the disclosing Party; or
3. is received from a third party who lawfully acquired it and who is under no obligation restricting its disclosure; or 
4. is independently developed without access to the Confidential Information.

The receiving Party may disclose the Confidential Information disclosed by the disclosing Party as required by law or to comply with an order of a court or other governmental entities or regulatory authorities that have jurisdiction over the receiving Party, provided that the receiving Party: 

1. gives the disclosing party reasonable written notice to allow it to seek an injunctive order or other appropriate remedies and provide any assistance which the disclosing party may require in order to secure such order or remedies;
2. discloses only such information as is required by the governmental entity or regulatory authority; and 
3. uses its reasonable best efforts to obtain confidential treatment for any Confidential Information so disclosed.

I. Miscellaneous 

1. Neither Party may assign, subcontract, transfer or dispose of any of its rights and obligations under the Contract, either in whole or in part, without the prior written consent of the other Party, provided that EgalClub Solutions may assign, subcontract, transfer or dispose of any of its rights and obligations under the Contract, either in whole or in part, to any of its Affiliates without the Client’s prior consent.
2. The illegality, invalidity or unenforceability of any provision of the Contract shall not affect the legality, validity or enforceability of the remainder of the clause or paragraph which contains the relevant provision or any other provision of the Contract. If the remainder of the provision is not affected, the Parties shall use all reasonable endeavors to agree within a reasonable time upon any lawful and reasonable variations to the Contract which may be necessary in order to achieve, to the greatest extent possible, the same effect as would have been achieved by the clause, or the part of the clause, in question.
3. Except for clause G.4 of these EgalClub Solutions General Terms and Conditions, the rights of either Party under the Contract are without prejudice to all other rights and remedies available to either Party and no failure or delay by either Party to exercise any right under the Contract will operate as a waiver of such right under the Contract.
4. Except as expressly otherwise provided for herein, no amendment to the Contract is valid or binding unless made in writing.
5. EgalClub Solutions may unilaterally change the provisions of these EgalClub Solutions General Terms and Conditions (including the Product and Service Schedules), which amendments shall enter into force on the date that the Client is notified thereof.
6. All notices, consents, waivers and other communications under this Contract must be in writing, in English and delivered by hand or sent by regular mail, registered mail, express courier or e-mail to the appropriate addresses set out in the Contract (or to such addresses as a Party may notify to the other Party from time to time). A notice shall be effective upon receipt and shall be deemed to have been received at the time of delivery (if delivered by hand, registered mail or express courier) or at the time of successful transmission (if delivered by e-mail).
7. EgalClub Solutions shall provide to the Client on request a copy of all such data held by it under the Contract, and shall promptly inform the Client if any such data is lost or destroyed or becomes damaged, corrupted, or unusable. EgalClub Solutions will restore such data at its own expense.

J. Disputes and Applicable Laws

Each dispute arising under the Contract shall, in first instance, be settled by the competent Court of Raipur which will have exclusive jurisdiction in respect of any such disputes. The Contract is subject to the Indian law.

K. Cookies

We employ the use of cookies. By accessing EgalClub Website, you agreed to use cookies in agreement with the EgalClub Solutions’ Privacy Policy.

Most interactive websites use cookies to let us retrieve the user’s details for each visit. Cookies are used by our website to enable the functionality of certain areas to make it easier for people visiting our website. Some of our affiliate/advertising partners may also use cookies.

L. License

1. Unless otherwise stated, EgalClub Solutions and/or its licensors own the intellectual property rights for all material on EgalClub Website. All intellectual property rights are reserved. You may access this from EgalClub Website for your own personal use subjected to restrictions set in these terms and conditions.

   You must not:

   a. Republish material from EgalClub Website
   b. Sell, rent or sub-license material from EgalClub Website
   c. Reproduce, duplicate or copy material from EgalClub Website
   d. Redistribute content from EgalClub Website

2. Parts of this website offer an opportunity for users to post and exchange opinions and information in certain areas of the website. EgalClub Solutions does not filter, edit, publish or review Comments prior to their presence on the website. Comments do not reflect the views and opinions of EgalClub Solutions, its agents and/or affiliates. Comments reflect the views and opinions of the person who post their views and opinions. To the extent permitted by applicable laws, EgalClub Solutions shall not be liable for the Comments or for any liability, damages or expenses caused and/or suffered as a result of any use of and/or posting of and/or appearance of the Comments on this website.
3. EgalClub Solutions reserves the right to monitor all Comments and to remove any Comments which can be considered inappropriate, offensive or causes breach of these Terms and Conditions.

   You warrant and represent that:

   a. You are entitled to post the Comments on our website and have all necessary licenses and consents to do so;
   b. The Comments do not invade any intellectual property right, including without limitation copyright, patent or trademark of any third party;
   c. The Comments do not contain any defamatory, libelous, offensive, indecent or otherwise unlawful material which is an invasion of privacy
   d. The Comments will not be used to solicit or promote business or custom or present commercial activities or unlawful activity.

4. You hereby grant EgalClub Solutions a non-exclusive license to use, reproduce, edit and authorize others to use, reproduce and edit any of your Comments in any and all forms, formats or media.

M. Hyperlinking to our Content

1. The following organizations may link to EgalClub Website without prior written approval:
   a. Government agencies;
   b. Search engines;
   c. News organizations;
   d. Online directory distributors may link to our Website in the same manner as they hyperlink to the Websites of other listed businesses; and
   e. System wide Accredited Businesses except soliciting non-profit organizations, charity shopping malls, and charity fundraising groups which may not hyperlink to our Website.
2. These organizations may link to our home page, to publications or to other Website information so long as the link:
   a. is not in any way deceptive;
   b. does not falsely imply sponsorship, endorsement or approval of the linking party and its products and/or services; and
   c. fits within the context of the linking party’s site.
3. We may consider and approve other link requests from the following types of organizations:
   a. commonly-known consumer and/or business information sources;
   b. dot.com community sites;
   c. associations or other groups representing charities;
   d. online directory distributors;
   e. internet portals;
   f. accounting, law and consulting firms; and
   g. educational institutions and trade associations.
4. We will approve link requests from these organizations if we decide that:
   a. the link would not make us look unfavorably to ourselves or to our accredited businesses;
   b. the organization does not have any negative records with us;
   c. the benefit to us from the visibility of the hyperlink compensates the absence of EgalClub Solutions; and
   d. the link is in the context of general resource information.
5. These organizations may link to our home page so long as the link:
   a. is not in any way deceptive;
   b. does not falsely imply sponsorship, endorsement or approval of the linking party and its products or services; and
   c. fits within the context of the linking party’s site.
6. If you are one of the organizations listed in section M.2 of EgalClub Solutions General Terms and Conditions, and are interested in linking to our website, you must inform us by sending an e-mail to EgalClub Solutions. Please include your name, your organization name, contact information as well as the URL of your site, a list of any URLs from which you intend to link to our Website, and a list of the URLs on our site to which you would like to link. Wait 2-3 weeks for a response.
7. Approved organizations may hyperlink to EgalClub Website as follows:
   a. By use of our corporate name; or
   b. By use of the uniform resource locator being linked to; or
   c. By use of any other description of our Website being linked to that makes sense within the context and format of content on the linking party’s site.
8. No use of EgalClub Solutions’ logo or other artwork will be allowed for linking absent a trademark license agreement.

N. iFrames

Without prior approval and written permission, you may not create frames around our Webpages that alter in any way the visual presentation or appearance of our Website.

O. Content Liability

We shall not be hold responsible for any content that appears on your Website. You agree to protect and defend us against all claims that is rising on your Website. No link(s) should appear on any Website that may be interpreted as libelous, obscene or criminal, or which infringes, otherwise violates, or advocates the infringement or other violation of, any third party rights.

P. Your Privacy

Please read Privacy Policy

Q. Reservation of Rights

We reserve the right to request that you remove all links or any particular link to our Website. You approve to immediately remove all links to our Website upon request. We also reserve the right to amen these terms and conditions and it’s linking policy at any time. By continuously linking to our Website, you agree to be bound to and follow these linking terms and conditions.

R. Removal of links from our website

If you find any link on our Website that is offensive for any reason, you are free to contact and inform us any moment. We will consider requests to remove links but we are not obligated to or so or to respond to you directly.

We do not ensure that the information on this website is correct, we do not warrant its completeness or accuracy; nor do we promise to ensure that the website remains available or that the material on the website is kept up to date.

S. Disclaimer

1. To the maximum extent permitted by applicable law, we exclude all representations, warranties and conditions relating to our website and the use of this website. Nothing in this disclaimer will:
   a. limit or exclude our or your liability for death or personal injury;
   b. limit or exclude our or your liability for fraud or fraudulent misrepresentation;
   c. limit any of our or your liabilities in any way that is not permitted under applicable law; or
   d. exclude any of our or your liabilities that may not be excluded under applicable law.
2. The limitations and prohibitions of liability set in this Section and elsewhere in this disclaimer:
   a. are subject to the preceding paragraph; and
   b. govern all liabilities arising under the disclaimer, including liabilities arising in contract, in tort and for breach of statutory duty.
3. As long as the website and the information and services on the website are provided free of charge, we will not be liable for any loss or damage of any nature.

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Products and Services Schedule

Last updated: October 09, 2022

A. Definitions

“Data Protection Laws”
means the Information Technology Act, 2000 (‘the IT Act’) and Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011 (‘the SPDI Rules’);

“Mobile Communication Services”
means the mobile electronic communication services used for transmitting the Telematics Data;

B. The EgalClub Service

1. Client is granted a non-exclusive and non-transferable right to use the EgalClub Service in the Territory.
2. Client may use the EgalClub Service in connection with the number of Products set out in the Order Form and/or Mobile Application, as the case may be. If, at any time, the Client wishes to increase the then current number of Products, if applicable, or receive access to additional Mobile Application, it must notify EgalClub Solutions thereof and sign a separate Contract.
3. Client is responsible for:
   a. where applicable, equipping the Fleet with properly working Products and ensuring the contactability of such Products, or allowing a third party to do so;
   b. where applicable, ensuring that User’s device is compatible with and supports Mobile Application;
   c. ensuring that has properly functioning browser software and internet access to the EgalClub Service of sufficient capacity; and
   d. the correct configuration of the EgalClub Service.
4. EgalClub Solutions does neither warrant that GPS, the Mobile Communication Services or cloud storage services provided by third parties will continue to support the functionality offered by the EgalClub Service nor that the Client will be able to successfully use the EgalClub Service for the intended use, as referred to in clause B.1 of these EgalClub Service Terms, due to the fact that such use depends partly on circumstances beyond EgalClub Solutions’ reasonable control, including those circumstances for which the Client will be responsible pursuant to clauses B.3 and 4 of these EgalClub Service Terms.
5. EgalClub Solutions reserves the right to change the look and feel of the EgalClub Service and the way the Telematics Data are displayed.
6. For the provision of the EgalClub Service, EgalClub Solutions collects, compiles, stores and uses, and generally processes aggregated and non-aggregated data and system usage information (the “System Data”). The Client acknowledges and agrees that EgalClub Solutions and its Affiliates use the System Data for the following purposes (“Use Purposes”):
   a. to maintain and improve the EgalClub Service and Products;
   b. to conduct technical diagnostics;
   c. to detect fraud and abuse;
   d. to create usage reports and for the creation of new products;
   e. to develop, jointly or together with its Affiliates or third parties, and distribute the creation of new services and products. To the extent the System Data includes Personal Data, EgalClub Solutions shall ensure this data is anonymized to such an extent that it no longer qualifies as ‘personal’ data (the “Anonymised Data”).
7. The Client grants EgalClub Solutions and its Affiliates an irrevocable, perpetual worldwide non-exclusive license to use the System Data and Anonymised Data in accordance with the Use Purposes and to make the same available, directly or indirectly (including via its Affiliates), to customers, distributors, resellers and end users, whether for their own use or for further distribution.

C. Usernames and Passwords

1. EgalClub Solutions shall provide the Client with the necessary access data, such as account names, Usernames and passwords. For security reasons, the Client must change the issued passwords immediately after having accessed the EgalClub Service for the first time and must keep the access data confidential.
2. The Client is responsible and liable for any use of the EgalClub Service if the User obtained access to such service via the Client’s access data, even if the Client did not consent to or was unaware of such use, unless such use takes place three (3) working days after EgalClub Solutions has received a written request from the Client to invalidate the User’s access data.

D. Transmission

EgalClub Solutions will procure the Mobile Communication Services for the transmission of Telematics Data between the Products and the EgalClub Fleet Growth Platform. The Client acknowledges and agrees that EgalClub Solutions is dependent on the performance of the third parties providing these services, and therefore cannot warrant: a. that the Mobile Communication Services will be available on a continuous basis and at any place within the Territory (for instance due to gaps in network coverage, or changes related to infrastructure and/or technology of the relevant Mobile Communication Services and due the fact that these providers reserve the right to suspend their services for maintenance purposes, for security reasons, under instruction of competent authorities etc.); or b. the speed at which the Telematics Data will be transmitted.

E. SIM-cards

1. Where applicable, EgalClub Solutions will provide the Client with SIM-cards preinstalled in each Product, that the Client is licensed to use in connection with the EgalClub Service, which the Client shall use solely:
   a. in combination with the Products; and
   b. for transmitting Telematics Data between the Fleet and the EgalClub Fleet Growth Platform.
2. The ownership of SIM-cards provided by EgalClub Solutions is retained by EgalClub Solutions.
3. Client shall indemnify, defend and hold EgalClub Solutions and its Affiliates harmless from and against any losses, damages, fines, costs or expenses (including legal fees) arising from or in connection with claims from third parties with respect to, in particular the underlying wireless service carrier, that the Client’s use of the SIM-cards provided by EgalClub Solutions is not in conformity with the Contract.

F.  Fair Use Policy

1. By accepting these EgalClub Service Terms, the Client agrees to be bound by the Fair Use Policy described in this clause F. EgalClub Solutions’ Fair Use Policy is designed to make sure that the EgalClub Service is of great value, high quality and reliable.
2. EgalClub Solutions has a Fair Use Policy because at peak times, many EgalClub Solutions Clients use the shared network bandwidth of our EgalClub Service. The vast majority of EgalClub Solutions’ Clients use the EgalClub Service considerately and their usage levels do not disproportionately affect the shared network capacity. Only a very small number of our Clients use the EgalClub Service inappropriately, for example units that are consuming a large amount of data due to automated systems that generate large messaging traffic via EgalClub.track. As a result of this excessive use, the quality of the EgalClub Service for all Users may be affected. The Fair Use Policy manages inappropriate and/or excessive use and makes sure the EgalClub Service can be used by everyone.
3. If the Client regularly uses the EgalClub Service inappropriately and/or excessively and EgalClub Solutions believes this is affecting the EgalClub Service, EgalClub Solutions will notify the Client about this usage and EgalClub Solutions will ask the Client to change or decrease this kind of usage. If the Client continues to use the EgalClub Service inappropriately, EgalClub Solutions reserves the right to suspend (a part of) the EgalClub Service or unilaterally terminate the Contract by providing written notice thereof to the Client.
4. EgalClub Solutions’ Fair Use Policy applies to all Clients but will only affect the Client if the Client is one of the very few Clients who make inappropriate or excessive use of the EgalClub Service.

G. Data Protection

1. Each Party shall at all times comply with its respective obligations under the provisions of Data Protection Laws. This clause G is in addition to, and does not relieve, remove or replace, a Party’s obligations under the Data Protection Laws. References to “ Processor”, “Controller”, “Data Subject” and “Personal Data” shall have the meanings defined in the Data Protection Laws.
2. Without prejudice to the generality of clause G.1 of these EgalClub Service Terms, the Client will ensure that it has all necessary notices in place and has secured the appropriate legal basis to enable lawful transfer of Personal Data to EgalClub Solutions for the duration and purposes of the Contract.
3. Where EgalClub Solutions or any of its subcontractors, as part of the fulfilment of its obligations under the Contract, processes Personal Data as a Processor on behalf of the Client acting as a Controller, EgalClub Solutions shall, and shall procure that its subcontractors as Sub-Processors shall during the term of the Contract: 
   a. comply with the obligations of a Processor under the Data Protection Laws;
   b. process the Personal Data only on the written instructions from the Client when processing Personal Data provided to it under the Contract, unless EgalClub Solutions is required to do so by the laws of a Member State or by the laws of the Indian Court  (“Applicable Law”) in which case EgalClub Solutions shall inform the Client of that legal requirement before processing, unless Applicable Law prohibit such notification to the Client;
   c. comply with the Client’s instructions in relation to the processing of Personal Data as such instructions are given and varied from time to time by the Client;
   d. at all times take all appropriate technical and organizational measures, to protect against unauthorized or unlawful processing of Personal Data and against accidental loss or destruction of, or damage to, Personal Data. A detailed description of the technical and organizational measures shall be available to the Client through the EgalClub Fleet Growth Platform or on request;
   e. ensure that only appropriately trained personnel have access to and/or process Personal Data and they are obliged to keep the Personal Data confidential;
   f. not transfer any Personal Data outside India to a third country that does not ensure an adequate level of protection without the Client’s prior written consent.
   g. notify the Client if it receives any complaint, notice or communication that relates directly or indirectly to the processing of Personal Data under the Contract, provide full cooperation and assistance in relation to any such complaint, notice or communication;
   h. notify the Client without undue delay and no later than within 5 days if it receives a request from a Data Subject for access to that person’s Personal Data and it shall provide the Client, at the Client’s cost, with full co-operation and assistance in responding to any request from a Data Subject;
   i. maintain complete and accurate records and information to demonstrate its compliance with this clause G.3 and allow the Client and its authorized representatives to audit compliance by EgalClub Solutions or by its subcontractors with EgalClub Solutions’ obligations to the Client under the Contract in connection with its processing of Personal Data as a Processor; and
   j. notify the Client without undue delay after becoming aware of a Personal Data breach;
   k. at the written direction of the Client, delete Personal Data and copies thereof to the Client on termination of the Contract unless required by Applicable Law to retain the Personal Data.
4. EgalClub Solutions shall inform the Client of its intention to engage a sub-processor and the Client shall have the right to reasonably oppose the appointment of a new sub-processor if the Client has substantive and legitimate reasons for opposing the specific sub-processor and shall notify EgalClub Solutions of such objections in writing as soon as possible after receipt of the notice relating to such sub-processor. EgalClub shall ensure that Sub-Processor undertakes, by way of written agreement, substantively the same obligations as imposed on EgalClub Solutions in the Contract. The addition or removal of a Sub-Processor should not negatively affect the level of security within the Contract to less than that which existed at the time of signing the Contract.
5. The Client shall have the right to obtain information from EgalClub Solutions, upon written request, on the substance of the contract and the implementation of the data protection obligations within the Sub-Processor relationship.
6. The Parties acknowledge that they have agreed that the Client will respond to enquiries from Data Subjects and relevant supervisory authority concerning the processing of Personal Data by EgalClub Solutions.
7. Notwithstanding any obligations EgalClub Solutions has as a Processor, EgalClub Solutions will immediately notify the Client upon any legal request from any governmental and/or judicial body, where this request relates to the Client’s Personal Data. The Client may, at its sole discretion, decide to handle this request.
8. If EgalClub Solutions has or should have any reason to doubt the qualification of any data set or individual piece of data or information as Personal Data or vice versa, it will take direction from the Client prior to making any decision on the processing of said data or information.
9. The Client is aware that the legality of the use of certain Products depends on the intended scenario of usage, and that in some cases it may not be legal to use a Product. Furthermore, in some cases, additional compliance measures (such as the collection of consent) will be required from the Client. The Client is solely responsible for ensuring that the installation, maintenance and use of the Products, such as dashcams, and EgalClub Service is in accordance with all applicable laws (including Data Protection Laws).

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Shipping and Delivery Schedule

Last updated: October 09, 2022

A. Delivery of Products

1. Delivery by EgalClub Solutions shall be deemed to have taken place as agreed upon in the Contract and/or usually takes upto 20 days from placing of the order. Transport of the Products to Client shall be performed in accordance with the terms of the Contract. Delivery shall be Carriage, unless explicitly otherwise agreed. EgalClub Solutions is entitled to carry out the delivery in stages and each stage of the delivery may be invoiced separately.
   
   
2. The Products that shall be delivered by EgalClub Solutions to Client are listed on the Order confirmation and all Orders placed by the Client are subject to stock being available. An agreed delivery date is not a final deadline, unless expressly agreed otherwise in writing. EgalClub Solutions will use its best endeavors to timely deliver the Product. 
   
   
3. If the Client refuses or neglects to take possession of the Products, it nevertheless remains obliged to fulfil its payment obligations. In such case, the Products will be stored at the risk and expense of the Client.

B. Limited Warranty

EgalClub Solutions warrants to the Client that the Products delivered meet the agreed upon qualities for a period of 12 months after delivery, provided that this warranty does not apply to normal wear and tear, and does not cover any damage caused by misuse, neglect or abnormal storage or usage, including any physical damage to the surface of the Product. In addition, EgalClub Solutions warrants to the Client that the Product will be free from defects in workmanship and materials under normal use in accordance with its Limited Warranty, as communicated in the Order Form.

C. Inspection and Claims

1. The Client is obliged to inspect, or to arrange inspection of, the Products on delivery, or at least as soon as possible thereafter. In this respect the Client is obliged to ascertain whether the Products meet the requirements of the Contract, namely:
   a. that the correct Products have been delivered;
   b. that the quantity meets the quantity stipulated in the Contract; and
   c. that the Products delivered meet the agreed quality requirements or, in the absence of such agreement, meet the requirements stipulated for normal usage or trade purposes. Should defects be discovered then the Client is obliged to promptly notify EgalClub Solutions in writing thereof, specifying the nature and type of the claim and in accordance within the Contract.
   
   
2. The Client is obliged, after timely notification of the claim, to retain the Products until EgalClub Solutions has had the opportunity to inspect such Products or until EgalClub Solutions notifies the Client that it waives its right to inspect. The Products can only be returned to EgalClub Solutions after it has granted its prior written approval (e-mail acceptable) and pursuant to conditions stipulated by EgalClub Solutions. If EgalClub Solutions finds the claim to be legitimate, it shall, at its sole discretion, replace the Products or issue a credit note.
   
   
3. The Client shall at all times be obliged to keep the Products delivered in good and proper order. Should the Client fail to comply with this provision, its right of recovery will lapse.

D. Retention of Title

1. EgalClub Solutions shall retain all legal and beneficial title to the Products until the Client has paid all amounts outstanding to EgalClub Solutions, including but not limited to the price for Products delivered and all other sums due to EgalClub Solutions under the Contract or any other agreements.
   
   
2. Should the Client be in default under the Contract or should there be good reason to suspect that the Client may default on any of its obligations, EgalClub Solutions shall be entitled to remove the Products belonging to it from the Client’s possession or from the possession of a third party holding the Products on behalf of the Client at the Client’s expense. The Client is obliged to render all assistance necessary relating to the removal and will be liable for any reasonable costs in relation to the removal.
   
   
3. Until title to the Products has passed to the Client, the Client shall store the Products separately from all other goods held by the Client so that they remain readily identifiable as EgalClub Solutions’ property; and
   a. not remove, deface or obscure any identifying mark or packaging on or relating to the Products; and 
   b. maintain the Products in satisfactory condition and keep them insured against all risks for their full price from the date of delivery;
   c. notify EgalClub Solutions immediately if it becomes subject to any of the events listed in clause C.2 or clause C.3 of the EgalClub Solutions General Terms and Conditions; and
   d. give EgalClub Solutions such information relating to the Products as EgalClub Solutions may require from time to time.

E. Prohibition to resell

1. Due to the fact that the Products are linked to Subscriptions, the Client shall not be entitled to sell or rent the Products without the prior written consent of EgalClub Solutions.
   
   
2. A violation of the provision under E.1 shall entitle EgalClub Solutions to suspend the access of the Client to the EgalClub Service and/or terminate the Contract with immediate effect.

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Return and Refund Policy

Last updated: October 09, 2022

Thank you for shopping at EgalClub Solutions.

If, for any reason, You are not completely satisfied with a purchase We invite You to review our policy on refunds and returns. 

The following terms are applicable for any products that You purchased with Us.

Your Order Cancellation Rights

You are entitled to cancel Your Order within 7 days without giving any reason for doing so.

The deadline for cancelling an Order is 7 days from the date on which You received the Goods or on which a third party you have appointed, who is not the carrier, takes possession of the product delivered.

In order to exercise Your right of cancellation, You must inform Us of your decision by means of a clear statement. You can inform us of your decision by:

• By email: hello@egaltrans.com

We will reimburse You no later than 21 days from the day on which We receive the returned Goods. We will use the same means of payment as You used for the Order, and You will not incur any fees for such reimbursement.

In case where We fail to deliver the promised product, we shall refund your amount within 21 days from the date on which You placed the order.

Conditions for Returns

In order for the Goods to be eligible for a return, please make sure that:

• The Goods were purchased in the last 7 days
• The Goods are in the original packaging

The following Goods cannot be returned:

• The supply of Goods made to Your specifications or clearly personalized.
• The supply of Goods which according to their nature are not suitable to be returned, deteriorate rapidly or where the date of expiry is over.
• The supply of Goods which are not suitable for return due to health protection or hygiene reasons and were unsealed after delivery.
• The supply of Goods which are, after delivery, according to their nature, inseparably mixed with other items.

We reserve the right to refuse returns of any merchandise that does not meet the above return conditions in our sole discretion.

Only regular priced Goods may be refunded. Unfortunately, Goods on sale cannot be refunded. This exclusion may not apply to You if it is not permitted by applicable law.

Returning Goods

You are responsible for the cost and risk of returning the Goods to Us. You should send the Goods at the following address:

C/O: Bikkar Singh, Vill: Ghodari, Mahasamund, Chhattisgarh, 493445

We cannot be held responsible for Goods damaged or lost in return shipment. Therefore, We recommend an insured and trackable mail service. We are unable to issue a refund without actual receipt of the Goods or proof of received return delivery.

Gifts

If the Goods were marked as a gift when purchased and then shipped directly to you, You’ll receive a gift credit for the value of your return. Once the returned product is received, a gift certificate will be mailed to You.

If the Goods weren’t marked as a gift when purchased, or the gift giver had the Order shipped to themselves to give it to You later, We will send the refund to the gift giver.

Contact Us

If you have any questions about our Returns and Refunds Policy, please contact us:

• By email: hello@egaltrans.com

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