Terms of Use

Terms of Use

  • Background

Infinyte.club (“Website”) or Infinyte Owners (“Product”), web interfaces, mobile applications, APIs, documentation, servers and all other intellectual property, software and infrastructure (collectively referred to as the “Platform”) is owned, registered and operated by Infinyte Club Private Limited, a company, incorporated in India (herein referred to as “We” or “Us” or “Infinyte Club” or “Company” or “Our” which expression shall mean and include its affiliates).

These terms and conditions (“Terms of Use”), which include and hereby incorporate the privacy policy at infinyte.club/owners/privacy-policy (“Privacy Policy”) are a legal agreement between the Company and you ("You" or “Your” or “User” or“ Customer”). By using or accessing the Platform, You agree that You are 18(eighteen) years of age or older and You have read, understood, and accepted to be bound by the Terms of Use and the Privacy Policy.

We reserve the right to make changes to these (“Terms of Use”) at any time. Any such modifications will become effective immediately upon posting to the Website/Platform and Your continued usage of the Website/Platform, and/or the Services (as defined below) constitutes Your agreement to such modifications. You agree to periodically review the current version of these Terms of Use as posted on the Website/Platform.

  • What We do

The Company, through its software product “Infinyte Owners” provides various features and services such as ESOP and cap table management software for companies, its shareholders and employees along with informational articles on its blog (collectively referred as “Services”).

  • Registration

You can access the Platform without registering for an account. However, to use Our Services and several features, You will need to register and create a profile with accurate and complete information. Your profile must be Your own or of a person or entity You are entitled to represent.

The person who first completes the registration on behalf of any organization is the initial administrator for purposes of such organization’s (“Organization”) use of the Service, and exercises certain options to initially determine the level of access, privacy, and security for the Service related to the Organization (“Administrator Account”).

The Platform may be accessed and used solely by the number of persons authorized by the Administrator Account to access and use the Services which may include the employees (present and former) of the Customer, shareholders of the Customer and representatives, agents, officers, directors, advisor, consultant, and other personnel of the Customer (“Authorised Users”) as specified in the applicable pricing plan. Sharing of Authorised User accounts (user identification and password) is prohibited. Authorised User accounts may only be reassigned to a new individual replacing one who will no longer use the Services.

  • Customer Data

The Platform allows You to submit, store, and access certain business data such as employee stock option policy, board and shareholders’ resolutions, grant letters, acceptance letters, nomination forms, shareholding details, and other information related to You, Your employees, Your shareholders, or Your business collectively (“Customer Data”).

The Customer shall not host, display, upload, modify, publish, transmit, update or share any information that: (i) is grossly harmful, harassing, libellous, invasive of another’s privacy or otherwise unlawful in any manner whatsoever; (ii) harms minors in any way; (iii) infringes any patent trademark, copyright, license or other intellectual property rights; or (iv) violates any law for the time being in force.

By submitting Customer Data to the Company, You hereby represent and warrant that You have all lawful rights necessary to provide the Customer Data required for the Company and its service providers to provide the Services through our Platform.

  • How We use Customer data

Authentication and Authorization: We use Your data to authenticate and authorize access to Our Services on the Platform.

To provide Services: We process Customer Data to provide Services to You through the Platform.

To improve Services: We analyse and process Customer Data to improve the Services. We may use third party applications and external analytic tools for optimizing performance. We do not share Your Customer Data with any User outside Your Organization. In the event that you utilize products offered by the Company and subsequently request supplementary services from the Company, it is hereby understood and agreed that we reserve the right to share your customer data with other products owned by the Company, as necessary, in accordance with your request, for the purpose of enhancing the quality of services provided.

To send emails and other communications: We may send You Service, technical and other administrative emails, messages and other types of communications. We may also contact You to inform You about changes in Our Services and Our Services offerings. These communications are considered part of the Services and You may not opt out of them unless You choose to not use Our Services.

Customer Support: If You send Us a request (for example via a support email or via one of Our feedback mechanisms), We respond to Your request and assist You in resolving the issue faster.

Other purposes: The Company shall collect Customer Data for such other purposes as provided in any separate service agreement between the Companyand the Customer, or as otherwise authorized by the Customer in accordance with applicable law.

Aggregated Anonymised Data: The Company may share or publicly disclose information (e.g., in marketing materials, or in application development) that is derived from Customer Data, provided that such data will be aggregated or anonymised to reasonably avoid identification of a specific individual or the Customer. You further agree that the Company will have the right, both during and after the termination of this Terms of Use, to store, transmit, distribute, modify, copy, display, sublicense, and create derivative works of the anonymised, aggregated data.

Data Retention Policy: We shall retain Your information as long as You use Our Platform for any Services. We may also retain Your personal information for an extended period under applicable statutory laws. When You decide to stop using Our Services, You may request us, in writing, to either delete or return all Customer Data, whereupon We shall comply with such written instructions. We may be provided with Your personal information by Your employer, or other users on the Platform, which information will be retained on the Platform until such time as the User who uploaded such information requests for the removal of said information. In such case, We shall communicate Your request to such user. In case no request to return Customer Data or confidential information is received within 90 (ninety) days, the Company may at its sole discretion delete Your Customer Data and other confidential information.

Data Backup Policy: The Company shall be responsible for backing up Customer Data by ensuring Our database server has scheduled backups.

  • Security Measures to Protect Customer Data

We shall implement reasonable security controls and features to prevent breaches and unauthorized access to Your data and strict access control for database server (IP whitelisting based). In the event of any breach of Customer Data, the Company shall take appropriate measures to remedy such data breach and will also inform the Customer about such breach within 24 (twenty four) hours.

  • Privacy and Confidentiality

Your use of the Platform is also governed by Our Privacy Policy, which can be located at infinyte.club/owners/privacy-policy. Please read Our Privacy Policy to understand Our information collection and usage practices.

  • Publicity

The Company can use Your “logo” or “name” as part of list You as Our Customer in various media.

  • Payment

For paid Products, payment needs to be made within 30 (thirty) days after raising the invoice for payment, or immediately upon such payment becoming due as per the applicable pricing plan, to Our bank account as mentioned in the invoice or through Our online payment mechanism, where applicable. If there are any withholding taxes in respect of payments made to us applicable to Your jurisdiction, the billing shall be deemed to have been grossed up by an amounts such that after deduction of such applicable taxes, We receive the same amount from You as We would have received had there been no such withholding or deduction.

Certain features and Services available on the Platform are accessible only upon payment including those features set out in. The consideration for the Services and any other charges due from You shall be as per the rates in effect at the time at which it is charged. The Services may differ geographically and the plans and pricing may also vary with time and place. We reserve the right to introduce or remove or modify plans and pricing from time to time. We store the username, name, e-mail address, contact number and payment information such as credit card details, for continued and uninterrupted Services. When You purchase a Service, You must provide us with complete and accurate payment information thereby authorizing Us to charge you for the Service availed. We use the services of third party payment service providers to process Your payment and share the payment information and other identifiers with such third parties in accordance with their terms and conditions. Accordingly, Your payments to Us through such third party services shall be in accordance with the terms and conditions adopted and implemented by such service provider and the Company shall not be responsible for failed or incomplete transactions or non-fulfilment of any payment instructions issued by You through such service provider or any other actions taken by You in respect of the same. At the time of payment, Your bank or other third party payment intermediaries may charge You currency conversion fees, bank charges and other transaction fees which shall be payable by You.

You may select one of the various options provided in the pricing plan of the Company, as may be modified from time to time, to suit your needs. Based on the pricing plan selected by You, You would need to make the payment corresponding to such plan online using Our third-party payment service provider or such other gateway as we may designate from time to time). When You select a monthly or annual subscription plan, your subscription will automatically be renewed for another month or year on a recurring basis, as applicable, upon the expiry of each subscription term. In the event You fail to make the payment within 15 (fifteen) days of such payment falling due, the Company reserves the right to discontinue your Services after providing 10 (ten) days’ notice.

  • Refund and Cancellation

Access to the Services commences on the assigned start date after the realization of payment of the subscription fees, and there can be no cancellation once access to the Services is active. If you wish to request a refund for any reason, You shall send a detailed request for refund to [email protected], highlighting the reasons for the same. The Company reserves the right to approve or reject such refund requests at its sole discretion, and the decision of the Company on this matter shall be final. If approved, the refund may be issued to You through the original payment method or directly to Your bank account. In any case where such a request is not approved by the Company, all subscription fees and charges are non-refundable.

You may refer to the Termination section below for our account cancellation policy. Please note, however, that if You cancel the subscription midway through Your subscription term, You will not be entitled to a refund of any prorated portion of the Subscription Fee already paid for such term.

  • Intellectual Property

The Company hereby grants a limited, revocable, non-exclusive, non-sub licensable, non-transferable license to You to access and use the Services for non-commercial purposes within Your Organization to the sole extent necessary for Your use of the Services in accordance with these Terms of Use. Except as explicitly provided herein You do not obtain any rights to the Services or the software included in the Platform including intellectual property rights thereto under these Terms of Use. All contents that are available on the Platform including text, audio, video and software, other than the Customer Data, is Our property.

  • Prohibited Uses

You shall use the Platform in good faith and shall not use the Platform for any unlawful purposes including but not limited to: modifying, altering, tampering with, repairing, or otherwise creating derivative works of any software; reverse engineer, disassemble or decompile any software included in the Platform; remove, modify, obscure or create derivative works of any intellectual property or proprietary rights of the Company and its licensors or affiliates. You shall ensure that Your use of Services and the Platform shall not interfere with the normal operation of or integrity of the Services and/or Platform in any manner.

  • Modifications and Interruptions

The Company reserves the right to modify the configuration of the software, including updation and upgradation, provided always that such modification shall not materially and adversely reduce the Services provided to You unless prior notice is provided.

The Company does not warrant that the Services will be uninterrupted or error free at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Platform, resulting in interruptions, delays, or errors.

Also, the Company shall not be liable for unavailability of the Services caused by circumstances beyond the Company reasonable control, such as, but not limited to, acts of God, acts of government, acts of terror or civil unrest, technical failures beyond the Company’s reasonable control (including, without limitation, inability to access the internet), or acts undertaken by third-parties, including without limitation, distributed denial of service attacks.

  • Representations and Warranties

You hereby represent and warrant:

  • ~~That You have the right, authority, and capacity to enter into this Terms of Use on Your own behalf and on behalf on any entity for whom You are acting and to abide by all of the terms and conditions contained herein;
  • ~~That You shall be solely responsible for maintaining the confidentiality of Your password and login credentials;
  • ~~That all the representations made by You to Us including in accordance with these terms and conditions are true, correct and complete;
  • ~~That Your usage of the Platform will not, in any manner, directly or indirectly, violate terms of any contractual arrangement or applicable law binding on You and Your Organization.
  • Termination
  • ~~You may terminate the Service of the Company after providing a 30 (thirty) days’ written notice to the Company by sending a mail to [email protected]. The subject line of the email shall be: Termination; Cancellation. For any reason.
  • ~~Customer may terminate the Services upon the failure of the Company in a material way to provide the Services in accordance with the Terms of Use and does not cure the failure within 30 (thirty) days after the Customer’s written notice describing the failure in reasonable detail;
  • ~~The Company reserves the right to discontinue Services if payments are not paid within the 15 (fifteen) days after providing 10 (ten) days’ notice;
  • ~~In the event it is determined by Us that You have violated any of these Terms of Use, We shall have the right, at Our sole discretion, to suspend Your use of the Platform if such violation has not been resolved within 15 (fifteen) days. Our rights under this Terms of Use shall survive any termination;
  • ~~The Company shall terminate the Services if the Customer or Authorised User interferes with the normal operation of the Services and/or the Platform;
  • ~~The Company may suspend the Services if necessary for protecting the integrity of the Services or Platform;
  • ~~The Company shall terminate the Service for the Customer if the approvals, consents, governmental authorizations and permits as may be required or reasonable deemed necessary by the Company for the performance of Services is terminated;
  • ~~The Company shall terminate the Services after providing a notice of at least 15 (fifteen) days if the Customer threatens with a legal claim for copyright or patent infringement related to provision of the Services;
  • ~~In the event of termination of Services, Customer Data will be dealt with in accordance with Our Data Retention Policy.

  • Disclaimer of Warranties and Limitation of Liability

The Company makes no representations about the results to be obtained from using the Platform. The use of the Company's Platform is not warranted to be fit for any particular purpose. The Platform, the information, the Services and the content are provided on an "as is" basis. Infinyte Club, its licensors, and its suppliers, to the fullest extent permitted by law, disclaim all warranties, express or implied, statutory or otherwise, including but not limited to, the implied warranties of merchantability, non-infringement of third party rights, and fitness for a particular purpose.

The Company shall have no liability for any losses, direct or indirect, in contract, tort, or otherwise, incurred in connection with the Company content on the Platform, including but not limited to loss of revenue or profit or any other commercial or economic loss or for any decision made or action taken by any third party in reliance upon the Company's content.

To the maximum extent permitted by law, We disclaim all warranties of any kind whatsoever, whether express, implied, oral or written, including without limitation, accuracy of content, non-infringement, non-interference, merchantability or fitness for a particular purpose or that the Services (including the Platform) will be uninterrupted, timely or error-free.

Any content or Services provided through the Platform shall not be construed as investment or transaction advice by the Company or an opinion provided by the Company regarding the appropriateness or suitability of any investment, transaction or holding insecurities of a company, or a recommendation or an offer or solicitation by the Company for the purchase or sale of any securities, nor otherwise an endorsement, inducement, or solicitation of any type.

  • Indemnity

You hereby agree to indemnify, defend and hold harmless Us or Our affiliates and each of their respective officers, directors, attorneys, agents and employees to the fullest extent from and against any and all losses, liabilities, costs, demands, cause of action, damages, penalties, interest and expenses (including reasonable attorney’s fees) arising out of or by virtue of:

  • ~~Authorised User claims concerning the unauthorised use of the Services by You;
  • ~~any misrepresentation of this Terms of Use or violation of applicable laws by You;
  • ~~Authorised User claims concerning infringement or misappropriation of their rights by Customer Data that is transmitted, uploaded or stored on the hosted infrastructure by You in relation to the use of Services; and
  • ~~a dispute between the Organisation, Administrator Account and/or Authorised Users;
  • ~~material breach of this Terms of Use or material violation of applicable laws by the Customer or Authorised Users.
  • ~~Customer Data shared by Authorised Users not being in compliance with any legal or statutory or any other provisions or policies, as may be applicable to the User and whether or not they are foreseeable.

The Company or the Customer shall not be made liable for any indirect, incidental, non-material, special, punitive, consequential or other similar damages, including loss of profits, revenue or income, whether or not such damages are foreseeable.

  • Limited License

We grant You a limited, revocable, and non-exclusive license to access and make personal use of the Platform. All licenses granted under this Terms of Use are conditional on Your continued compliance of these Terms of Use and licenses will automatically and immediately be terminated if You fail to comply with these Terms of Use.

The limited license set forth in this Clause does not include the right to: (i) make any use of the Platform or its content other than personal use; (ii) create any derivative work based upon either the Platform or its content; (iii) collect account information for the benefit of another party; (iv) use any meta-tags or any other "hidden text" utilizing Our name or the trademarks without Our express written consent; or (v) use software robots, spiders, crawlers, or similar data gathering and extraction tools, or take any other action that may impose an unreasonable burden or load on Our infrastructure.

  • Party Content

At Our discretion, We may include, embed or offer third party products or Services on Our Platform. The inclusion of a link does not imply any endorsement by Us of the third party website, the website's provider, or the information on the third party website. If You follow a link to any of these websites, please note that these websites may be governed by their own privacy policies and We disclaim all responsibility or liability with respect to these policies or the websites. Please check these policies and the terms of the websites before You submit any information to these websites.

  • Severability

    If any term, provision, covenant or restriction of these Terms of Use is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of these Terms of Use shall remain in full force and effect and shall in no way be affected, impaired or invalidated.
  • Foreign Jurisdictions

    The Company makes no representation that the content contained on the Platform is appropriate or to be used or accessed outside the Republic of India. You are expressly notified that, many countries have their own regulations that must be observed in relation to Your use or access of the Platform. You must make Your own assessment regarding, and be responsible for compliance with, regulatory requirements as may be applicable to Your use and access of the Platform in such jurisdictions.
  • Governing Law and Dispute Resolution

This Terms of Use shall be governed and construed in accordance with applicable laws of the Republic of India and shall be subject to the jurisdiction of the competent courts of Bangalore, India.

Any action, dispute or difference arising under or relating to this Terms of Use (“Dispute”) shall at the first instance be resolved through good faith negotiations between the parties hereto. If the parties are unable to resolve the Dispute in question within 15 (fifteen) days of the commencement of negotiations, such Dispute shall be referred to and finally resolved by arbitration in accordance with the (Indian) Arbitration and Conciliation Act, 1996, as amended from time to time and rules prescribed thereunder. When any Dispute is under arbitration, except for the matters under dispute, the Company and You shall continue to exercise the remaining respective rights and fulfil the remaining respective obligations under this Terms of Use. 

The arbitration shall be conducted by a sole arbitrator appointed by the Company. The seat and venue of arbitration shall be Bangalore, India and the arbitration proceedings shall be conducted in English language.

  • General

    These Terms of Use comprise the full and complete agreement between You and the Company with respect to the use of the Platform and supersedes and cancels all prior communications, understandings and agreements between You and the Company, whether written or oral, expressed or implied with respect thereto.

    The Company shall be entitled to assign their rights and obligations hereunder to any affiliate, third party or as part of any restructuring, business combination, merger or acquisition.

    Any notice to be given in connection with these Terms of Use shall be delivered via email from the Company at [email protected] to You at the email address provided by You in Your profile. You consent to the use of electronic communications in order to the electronic delivery of notices in relation to any matter under these Terms of Use.