TERMS AND CONDITIONS

This document is an electronic record in terms of Information Technology Act, 2000 and rules framed thereunder, as applicable.

This document is published in accordance with the provisions of Rule 3(1) of the Information Technology (Intermediaries guidelines) Rules, 2011 that require publishing the rules and regulations, privacy policy and User Agreement for access or usage of www.gadgets360.com website.

The domain name www.gadgets360.com (hereinafter referred to as "Website") is owned by Red Pixels Ventures Limited, a company incorporated under the Companies Act, 2013 with its registered office at Red Pixels Ventures Limited, Office No. 8, First Floor, Scindia House, Connaught Circus, New Delhi - 110001, India (hereinafter referred to as "Red Pixels").

At Red Pixels, We try our best to create a space where You can explore and shop for all Your favorite things in a safe and secure environment. So, We have created our terms of service keeping You in mind - no matter where in the world You may be.

For the purpose of these Terms of Use, wherever the context so requires "You" or "User" shall mean any natural or legal person who has agreed to become a buyer on the Website by providing Registration Data while registering on the Website as Registered User using the computer systems. Red Pixels allows the User to surf the Website or making purchases without registering on the Website. The term "We", "Us", "Our" shall mean Red Pixels Ventures Limited, owning and operating the Website www.gadgets360.com.

Your use of the Website and services and tools are governed by the following terms and conditions ("Terms & Conditions") as applicable to the Website including the applicable policies which are incorporated herein by way of reference. If You transact on the Website, You shall be subject to the policies that are applicable to the Website for such transaction. By mere use of the Website, You shall be contracting with Red Pixels and these Terms & Conditions including the policies constitute Your binding obligations with Red Pixels.

In using the service of Red Pixels You are deemed to have accepted the terms and conditions listed below-

1. Eligibility For Membership

   Use of the Website is available only to persons who can form legally binding contracts under applicable law. Persons who are "incompetent to contract" within the meaning of the Indian Contract Act, 1872 including un-discharged insolvents etc. are not eligible to use the Site. If You are a minor i.e. under the age of 18 years but at least 13 years of age, You may use this Site only under the supervision of a parent or legal guardian who agrees to be bound by these Terms of Use. If Your age is below that of 18 years Your parents or legal guardians can transact on behalf of You if they are registered users.

   Red Pixels reserves the right to terminate Your membership and refuse to provide You with access to the Website if Red Pixels discovers that You are under the age of 18 years. The Site is not available to persons whose membership has been suspended or terminated by Red Pixels for any reason whatsoever. If You are registering as a business entity, You represent that You have the authority to bind the entity to this User Agreement.

   Except where additional terms and conditions are provided which are product specific, these terms and conditions supersede all previous representations, understandings, or agreements and shall prevail notwithstanding any variance with any other terms of any order submitted. By using the services of Red Pixels You agree to be bound by the Terms and Conditions.

2. Account And Registration Obligations

   "Your Information" is defined as any information You provide to us in the registration, buying or listing process, in the feedback area or through any email feature. We will protect Your Information in accordance with our Privacy Policy. If You use the Site, You are responsible for maintaining the confidentiality of Your Account and Password and for restricting access to Your computer, and You agree to accept responsibility for all activities that occur under Your Account or Password. Red Pixels shall not be liable to any person for any loss or damage which may arise as a result of any failure by You to protect Your password or account. If You know or suspect that someone else knows Your password, You should notify us by contacting us immediately through the address provided below. If Red Pixels has reason to believe that there is likely to be a breach of security or misuse of the Red Pixels Site, We may require You to change Your password or We may suspend Your account without any liability to Red Pixels.

   You also agree to:

   • Provide true, accurate, current and complete information about Yourself in Red Pixels's registration form (such information being the "Registration Data").
   • Maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If You provide any information that is untrue, inaccurate, incomplete, or not current or if Red Pixels has reasonable grounds to suspect that such information is untrue, inaccurate, not current or not in accordance with the User Agreement, Red Pixels has the right to indefinitely suspend or terminate Your membership and refuse to provide You with access to the Site.

3. Electronic Communications

   When You visit the Site or send emails to us, You are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with You by email or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that We provide to You electronically satisfy any legal requirement that such communications be in writing.

4. Contents Posted On Site

   While some texts, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music and artworks (collectively, "Content"), maybe third party user generated Content and Red Pixels may have no control over such third party user generated Content; there might be certain Content which is posted by in-house teams of Red Pixels. In any case, You are encouraged to make a prudent, reasoned decision towards purchasing any particular Product.

   Except as expressly provided in these Terms of Use, no part of the Website and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including "mirroring") to any other computer, server, Website or other medium for publication or distribution or for any commercial enterprise, without Red Pixels's express prior written consent.

   You may use information on the products and services purposely made available on the Website for downloading, provided that You (1) do not remove any proprietary notice language in all copies of such documents, (2) use such information only for Your personal, non-commercial informational purpose and do not copy or post such information on any networked computer or broadcast it in any media, (3) make no modifications to any such information, and (4) do not make any additional representations or warranties relating to such documents.

   You shall be responsible for any notes, messages, emails, billboard postings, photos, drawings, profiles, opinions, ideas, images, videos, audio files or other materials or information posted or transmitted to the Website (collectively, "Content"). Such Content will become Our property and You grant Us the worldwide, perpetual and transferable rights in such Content. We shall be entitled to, consistent with Our Privacy Policy as adopted in accordance with applicable law, use the Content or any of its elements for any type of use forever, including but not limited to promotional and advertising purposes and in any media whether now known or hereafter devised, including the creation of derivative works that may include the Content You provide. You agree that any Content You post may be used by us, consistent with Our Privacy Policy and Rules of Conduct on Site as mentioned herein, and You are not entitled to any payment or other compensation for such use.

5. You Agree And Confirm

   You shall at all times ensure full compliance with the applicable provisions of the Information Technology Act, 2000 and rules thereunder as applicable and as amended from time to time and also all applicable domestic laws, rules and regulations (including the provisions of any applicable Exchange Control Laws or Regulations in force) and International Laws, Foreign Exchange Laws, Statutes, Ordinances and Regulations (including, but not limited to Sales Tax/ VAT, Income Tax, Octroi, Service Tax, Central Excise, Custom Duty, Local Levies) regarding Your use of Our service and Your listing, purchase, solicitation of offers to purchase, and sale of products or services. You shall not engage in any transaction in an item or service, which is prohibited by the provisions of any applicable law including exchange control laws or regulations for the time being in force.

   It is possible that other users (including unauthorized users or "hackers") may post or transmit offensive or obscene materials on the Website and that You may be involuntarily exposed to such offensive and obscene materials. It also is possible for others to obtain personal information about You due to Your use of the Website, and that the recipient may use such information to harass or injure You. We do not approve of such unauthorized uses, but by using the Website You acknowledge and agree that We are not responsible for the use of any personal information that You publicly disclose or share with others on the Website. Please carefully select the type of information that You publicly disclose or share with others on the Website.

6. You May Not Use The Site For Any Of The Following Purposes

   • Disseminating any unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable material.
   • Transmitting material that encourages conduct that constitutes a criminal offense, results in civil liability or otherwise breaches any relevant laws, regulations or code of practice.
   • Gaining unauthorized access to other computer systems.
   • Interfering with any other person's use or enjoyment of the Site.
   • Breaching any applicable laws.
   • Interfering or disrupting networks or Web sites connected to the Site.
   • Making, transmitting or storing electronic copies of materials protected by copyright without the permission of the owner.

   Without limiting other remedies, We may, in our sole discretion, limit, suspend, or terminate our services and user accounts, prohibit access to our sites, services, applications, and tools, and their content, delay or remove hosted content, and take technical and legal steps to keep users from using our sites, services, applications, or tools, if We think that they are creating problems or possible legal liabilities, infringing the intellectual property rights of third parties, or acting inconsistently with the letter or spirit of our policies. We also reserve the right to cancel unconfirmed accounts or accounts that have been inactive for a period of 3 months, or to modify or discontinue Red Pixels Site's services.

7. Modification of Terms & Conditions of Service

   Red Pixels may at any time modify the Terms & Conditions of Use of the site without any prior notification to You. You can access the latest version of the User Agreement at any given time on Red Pixels. You should regularly review the Terms & Conditions on Red Pixels. In the event the modified Terms & Conditions is not acceptable to You, You should discontinue using the service. However, if You continue to use the service You shall be deemed to have agreed to accept and abide by the modified Terms & Conditions of Use of this site.

   Red Pixels.com will not be liable for delays resulting from incomplete address listings. In such cases the customer will have to bear the reshipping charges.

8. Governing Law And Jurisdiction

   This User Agreement shall be construed in accord with the applicable laws of India. The Courts at Delhi shall have exclusive jurisdiction in any proceedings arising out of this agreement.

   Any dispute or difference either in interpretation or otherwise, of any terms of this User Agreement between the parties hereto, the same shall be referred to an independent arbitrator who will be appointed by Red Pixels and his decision shall be final and binding on the parties hereto. The above arbitration shall be in accordance with the Arbitration and Conciliation Act, 1996 as amended time to time. The arbitration shall be held in Delhi. The High Court of judicature at Delhi alone shall have the jurisdiction and the Laws of India shall apply.

9. Reviews, Feedback, Submissions

   All reviews, comments, feedback, postcards, suggestions, ideas, and other submissions disclosed, submitted or offered to Red Pixels on or by this Site or otherwise disclosed, submitted or offered in connection with Your use of this Site (collectively, the "Comments") shall be and remain Red Pixels's property. Such disclosure, submission or offer of any Comments shall constitute an assignment to Red Pixels of all worldwide rights, titles and interests in all copyrights and other intellectual properties in the Comments. Thus, Red Pixels owns exclusively all such rights, titles and interests and shall not be limited in any way in its use, commercial or otherwise, of any Comments. Red Pixels will be entitled to use, reproduce, disclose, modify, adapt, create derivative works from, publish, display and distribute any Comments You submit for any purpose whatsoever, without restriction and without compensating You in any way. Red Pixels is and shall be under no obligation (1) to maintain any Comments in confidence; (2) to pay You any compensation for any Comments; or (3) to respond to any Comments. You agree that any Comments submitted by You to the Site will not violate this policy or any right of any third party, including copyright, trademark, privacy or other personal or proprietary right(s), and will not cause injury to any person or entity. You further agree that no Comments submitted by You to the Site will be or contain libelous or otherwise unlawful, threatening, abusive or obscene material, or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings or any form of "spam".

   Red Pixels does not regularly review posted Comments, but does reserve the right (but not the obligation) to monitor and edit or remove any Comments submitted to the Site. You grant Red Pixels the right to use the name that You submit in connection with any Comments. You agree not to use a false email address, impersonate any person or entity, or otherwise mislead as to the origin of any Comments You submit. You are and shall remain solely responsible for the content of any Comments You make and You agree to indemnify Red Pixels and its affiliates for all claims resulting from any Comments You submit. Red Pixels and its affiliates take no responsibility and assume no liability for any Comments submitted by You or any third party.

10. Copyright & Trademark

    Red Pixels and its suppliers and licensors expressly reserve all intellectual property rights in all text, programs, products, processes, technology, content and other materials, which appear on this Site. Access to this Site does not confer and shall not be considered as conferring upon anyone any license under any of Red Pixels or any third party's intellectual property rights. All rights, including copyright, in this Website are owned by or licensed to Red Pixels or third party suppliers. Any use of this Website or its contents, including copying or storing it or them in whole or part, other than for Your own personal, non-commercial use is prohibited without the permission of Red Pixels. You cannot modify, distribute or re-post anything on this Website for any purpose.

    The Red Pixels names and logos and all related product and service and Red Pixels slogans are the trademarks or service marks of Red Pixels. All other marks are the property of their respective companies. No trademark or service mark license is granted in connection with the materials contained on this Site. Access to this Site does not authorize anyone to use any name, logo or mark in any manner.

    All materials, including images, text, illustrations, designs, icons, photographs, programs, music clips or downloads, video clips and written and other materials that are part of this Site (collectively, the "Contents") are intended solely for personal, non-commercial use. You may download or copy the Contents and other downloadable materials displayed on the Site for Your personal use only. No right, title or interest in any downloaded materials or software is transferred to You as a result of any such downloading or copying. You may not reproduce (except as noted above), publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of or exploit in any way, in whole or in part, any of the Contents, the Site or any related software. All software used on this Site is the property of Red Pixels or its suppliers and protected by Indian and international copyright laws. The Contents and software on this Site may be used only as a shopping resource. Any other use, including the reproduction, modification, distribution, transmission, republication, display, or performance, of the Contents on this Site is strictly prohibited. Unless otherwise noted, all Contents are copyrights, trademarks and/or other intellectual property owned, controlled or licensed by Red Pixels, one of its affiliates or by third parties who have licensed their materials to Red Pixels and are protected by Indian and international copyright laws. The compilation (meaning the collection, arrangement, and assembly) of all Contents on this Site is the exclusive property of Red Pixels and is also protected by Indian and international copyright laws.

11. Objectionable Material

    You understand that by using this Site or any services provided on the Site, You may encounter Content that may be deemed by some to be offensive, indecent, or objectionable, which Content may or may not be identified as such. You agree to use the Site and any service at Your sole risk and that to the fullest extent permitted under applicable law, Red Pixels and its affiliates shall have no liability to You for Content that may be deemed offensive, indecent, or objectionable to You.

12. Indemnity

    You agree to defend, indemnify and hold harmless Red Pixels, its employees, directors, officers, agents and their successors and assigns from and against any and all claims, liabilities, damages, losses, costs and expenses, including attorney's fees, caused by or arising out of claims based upon Your actions or inactions, which may result in any loss or liability to Red Pixels or any third party including but not limited to breach of any warranties, representations or undertakings or in relation to the non-fulfillment of any of Your obligations under this User Agreement or arising out of the Your violation of any applicable laws, regulations including but not limited to Intellectual Property Rights, payment of statutory dues and taxes, claim of libel, defamation, violation of rights of privacy or publicity, loss of service by other subscribers and infringement of intellectual property or other rights. This clause shall survive the expiry or termination of this User Agreement.

13. Termination

    This User Agreement is effective unless and until terminated by either You or Red Pixels. You may terminate this User Agreement at any time, provided that You discontinue any further use of this Site. Red Pixels may terminate this User Agreement at any time and may do so immediately without notice, and accordingly deny You access to the Site, Such termination will be without any liability to Red Pixels. Upon any termination of the User Agreement by either You or Red Pixels, You must promptly destroy all materials downloaded or otherwise obtained from this Site, as Well as all copies of such materials, whether made under the User Agreement or otherwise. Red Pixels's right to any Comments shall survive any termination of this User Agreement. Any such termination of the User Agreement shall not cancel Your obligation to pay for the product already ordered from the Site or affect any liability that may have arisen under the User Agreement.

14. Limitation Of Liability And Disclaimers

    The Site is provided without any warranties or guarantees and in an "As-Is" condition. You must bear the risks associated with the use of the Site.

    While Red Pixels tries to ensure that material included on the Site is correct, reputable and of high quality, it cannot accept responsibility if this is not the case. Red Pixels will not be responsible for any errors or omissions or for the results obtained from the use of such information or for any technical problems You may experience with the Site. This disclaimer constitutes an essential part of this User Agreement. To the fullest extent permitted under applicable law, Red Pixels or its suppliers shall not be liable for any indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses arising out of or in connection with the Site, its services or this User Agreement. Without prejudice to the generality of the section above, the total liability of Red Pixels to You for all liabilities arising out of this User Agreement be it in tort or contract is limited to the value of the product ordered by You. Red Pixels, its associates and technology partners make no representations or warranties about the accuracy, reliability, completeness, currentness and/or timeliness of any content, information, software, text, graphics, links or communications provided on or through the use of the Site or that the operation of the Site will be error free and/or uninterrupted. Consequently, Red Pixels assumes no liability whatsoever for any monetary or other damage suffered by You on account of the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Site; and/or any interruption or errors in the operation of the Site.

    In no event shall Red Pixels be liable for any special, incidental, indirect or consequential damages of any kind in connection with these terms of use, even if user has been informed in advance of the possibility of such damages.

15. Site Security

    You are prohibited from violating or attempting to violate the security of the Site, including, without limitation, (a) accessing data not intended for You or logging onto a server or an account which You are not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) attempting to interfere with service to any other user, host or network, including, without limitation, via means of submitting a virus to the Site, overloading, "flooding," "spamming," "mailbombing" or "crashing;" (d) sending unsolicited email, including promotions and/or advertising of products or services; or (e) forging any TCP/IP packet header or any part of the header information in any email or newsgroup posting. Violations of system or network security may result in civil or criminal liability. Red Pixels will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of this Site or any activity being conducted on this Site. You agree, further, not to use or attempt to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search this Site other than the search engine and search agents available from Red Pixels on this Site and other than generally available third party Web browsers (e.g., Netscape Navigator, Microsoft Explorer).

16. Entire Agreement:

    If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed to be superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect. Unless otherwise specified herein, this agreement constitutes the entire agreement between You and Red Pixels with respect to the Red Pixels sites/services and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between You and Red Pixels with respect to the Red Pixels sites/services. Red Pixels's failure to act with respect to a breach by You or others does not waive its right to act with respect to subsequent or similar breaches.