This ‘KALP STUDIO PLATFORM- Terms and Conditions of Use’, contains terms and conditions (“Platform Terms”) that constitute a legally binding agreement by and between MUNEEMJI CONNECTIONS PRIVATE LIMITED, a private limited company incorporated under the Companies Act of India 2013, (“Company “or “we”) and each end user (which includes a visitor/surfer) (“You”, “you” or “user”) of the comprehensive platform of the Company that empowers developers to create and extend decentralized applications Kalp Studio (“Platform”) available at https:/kalp/studio or such other URL (“Site”) as may be designated by the Company from time to time.THESE PLATFORM TERMS CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND THE MUNEEMJI CONNECTIONS PRIVATE LIMITED.
BY SUBMITTING A REQUEST TO CREATE, STREAMLINE PROJECT, DISPLAY, VIEW, ACCESS ANY PLATFORM FEATURE, YOU ARE DEEMED TO HAVE READ, ACCEPTED, EXECUTED AND AGREED TO BE BOUND BY THESE PLATFORM TERMS AND THE OTHER TERMS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO ANY PROVISION OF THIS PLATFORM TERMS, YOU SHALL NOT USE/ACCESS THE KALP STUDIO IN ANY MANNER.1. KALP STUDIO1.1The Company created a robust and comprehensive Platform, enabling users to streamline project management, enhance transparency and provide capability to independently deploy and manage smart contracts within the confines of the Company’s public permissioned blockchain. (“Kalp DLT”).
1.2The Company’s Platform has been made available solely for the people who have registered on the Site as users by satisfying the eligibility criteria detailed under Clause 2 and completing the On-Boarding KYC Process (“Registered Users”). A visitor or surfer of the Site being an unregistered user shall also comply with all the applicable provisions of this Site’s policy which primarily includes but is not limited to the eligibility criteria detailed under Clause 2.
1.3Kalp Studio is not a payment gateway, wallet provider, broker, financial institution or creditor. The Company has engaged certain third-party payment gateways or aggregators (“PG”) to facilitate payment between the users and the Company. Such payments shall be governed by the policies and terms and conditions of the authorized PG which we deem that you have consented to. If you have any issues related to payments, please contact the PG directly.
1.4The Company is proud to unveil Kalp Studio, an intuitive user interface meticulously developed to accommodate a diverse range of skill levels, from aspiring enthusiasts to individual professionals and entities. This innovative platform is designed to streamline access to blockchain technology and simplify the process of deploying smart contracts within a well-organized framework. Kalp Studio offers a comprehensive suite of services to its users, including developer onboarding, smart contract management, project management, and the generation of API endpoints and authentication keys (“Services”), all aimed at providing a user-friendly experience.
1.5The Company shall not allow any unregistered user to post, sell, rent, lease, transfer, distribute, buy, create, sell, access, any features on the Kalp Studio.
2. ELIGIBILITY CRITERIA2.1By accessing the Kalp Studio, you agree and warrant that:
(i)You are at least 18 years old;
(ii)You are capable of entering and authorized to enter into a legally binding agreement;
(iii)All information that you share on the Kalp Studio or provide to us is true and accurate;
(iv)You have the authority and capability to enter into this Agreement abiding by all the provisions of these Platform Terms;
(v)You are not impersonating any person or entity;
(vi)You are not subject to any financial sanctions, embargoes or other restrictive measures imposed by the UK Treasury, US Office of Foreign Assets Control (OFAC), United Nations Security Council, European Union, any EU country. or any governmental or inter country authority (“Sanctions”);
(vii)You are not currently suspended or banned by the Company from accessing the KALP Studio;
(viii)You are not a politically exposed person;
(x)The jurisdiction in which you are situated does not prohibit you from using the platforms such as this Kalp Studio
2.2Kindly note that if a user is an entity and not an individual, such user warrants that it, as an entity and all the stakeholders (shareholders, directors, ultimate beneficial owners) in their individual capacity are eligible to access the Kalp Studio based on the above-mentioned criteria and the individual accessing the Kalp Studio on behalf of an entity is authorized to do so by the entity who is the ultimate user.
3. REGISTERED USER’S ACCOUNT3.1In order to use features on Kalp Studio, an account of user shall be created on the Kalp Studio Site for every Registered User after successfully completing all the On-Boarding KYC Process (“Account”).
3.2By registering on the Site you understand that the Company reserves the right, in its sole discretion, to deny you access to this Platform or any portion thereof without notice for the following reasons (a) any unauthorized access or use by you; (b) if you violate any provision of the Company’s policies which includes this Platform Terms, Privacy Policy, or any other policy enacted and posted by the Company from time to time; (c) a direction from any governmental authority; (d) if the Company is of the opinion that your Account is being used for immoral or unlawful purposes or the financial transaction being made through your Account are suspicious; or (e) you fail to adequately response to the Company’s intimations or queries raised with respect to your Account.
3.3If you feel the security of your Account has been compromised or any unauthorized or suspected unauthorized use of your Account, you shall immediately report it to us at care@kalp.studio. The Company bears no responsibility or liability for any unauthorized access or use of the Account or any loss or damage arising out of, or in relation to such unauthorized access or use.
3.4Take a notice of in the event a user's Account is deleted from the Site, all data related to the user will be removed. However, it is important to acknowledge that information on the Kalp DLT cannot be deleted.
4. PAYMENT4.1The user is obligated to remit the fee for the Services provided by Kalp Studio (“Subscription Fee”). The Subscription Fee is non-refundable under any circumstances.
4.2The Company will impose a transaction fee for every API request and each smart contract uploaded Kalp Studio. (“Transaction Fee”).
4.3After the subscription period expires, users will have a grace period of 15 (fifteen) days to renew their subscription. If the Account remains unpaid beyond this period, it will be suspended. Consequently, all information and data collected on Kalp Studio will be deleted no later than 30 (thirty) days from the commencement of non-payment
5. USER REPRESENTATIONS AND WARRANTIESBy acting as a user, you make the following representations and warranties:
5.1Compliance with Applicable Laws: When utilizing the Site or Services, user must adhere to all relevant laws, including, but not limited to, those pertaining to the safeguarding of personally identifiable information and other regulations related to the protection of customer data
5.2Accuracy of Information: You assure that all information provided about the code, including their description, and associated documents, is accurate and not misleading.
5.3Indemnification: You agree to indemnify and hold the Company harmless from any claims, losses, or damages arising out of your breach of these obligations and representations.
6. USER CONDUCT6.1Unless specified otherwise, we offer you access to the Kalp Studio solely for your personal and non-commercial uses. You agree to access or use the Kalp Studio only for legal purposes that are permitted by these Kalp Studio Terms. To protect our community and comply with legal obligations, we reserve the right to take action, with or without advance notice, if we believe you have violated the Platform Terms. This may include: terminating your Account on the Kalp Studio; limiting or disabling your access to the Kalp Studio and/or its services; disabling your ability to use the Kalp Studio and/or services in conjunction with transacting through Kalp Studio; removing your ability to onboard on the Kalp Studio or use our services to interact with the Company.
6.2As a Registered User, you undertake that all the information provided by you during the On-Boarding KYC Process was true and accurate and that there has been no unreported change in such details till date.
6.3As a user of the Kalp Studio, you agree to uphold all relevant laws, contractual obligations, and the rights of third parties. You are prohibited from:
(i)Engaging in any activities that may harm, disable, overburden, or disrupt the normal functioning of the Kalp Studio, or impede the enjoyment of other users.
(ii)Attempting to obtain materials or information through unauthorized means that are not made explicitly accessible by the Company through the Kalp Studio.
(iii)Promoting your own professional services, particularly if you are associated with real estate agencies, brokers, salespersons, or other professional entities, without proper authorization.
(iv)Inappropriately accessing, collecting, storing, disclosing, transferring, or using any information acquired or derived from a user's access to or use of the Kalp Studio without explicit consent or authorization.
(v)Disseminating software or interacting with any Application Programming Interface (API) in a manner that could potentially harm, disable, overburden, or impair the regular operation of the Kalp Studio.
(vi)Attempting to reverse engineer, duplicate, decompile, disassemble, decode, or engage in any activity that might lead to the discovery of source code or bypassing measures implemented to prevent or restrict access to any Kalp Studio service, section, or code.
(vii)Engaging in any form of fraudulent or deceptive activity on the Kalp Studio, including but not limited to manipulating prices, engaging in scams, or misrepresenting information.
(viii)Violating the privacy rights of other users or disclosing their personal information without their explicit consent.
(x)Creating, distributing, or promoting content that is illegal, defamatory, threatening, harassing, hateful, discriminatory, or otherwise offensive or harmful.
(xi)Using the Kalp Studio for any illegal or unauthorized purpose, including activities related to money laundering, terrorist financing, or other illicit financial practices.
(xii)Encouraging or facilitating any activity that violates the Kalp Studio’s Terms or any applicable laws.
(xiii)Engaging in any form of unauthorized advertising or spamming on the Kalp Studio.
(xiv)Violating any policies, guidelines, or rules established by the Kalp Studio that are communicated to you through the platform or through official channels.
(xv)Evading or attempting to evade any restrictions or limitations imposed by the Kalp Studio on your account or usage, including but not limited to creating multiple accounts without proper authorization.
7. THIRD PARTY SERVICES7.1Certain services on the Kalp Studio may display, include or make available content, data, information, applications, or materials from third parties ('Third Party Materials') or provide links to certain third-party websites. By using Kalp Studio, you acknowledge and agree that the Company is not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third-Party Materials or websites
7.2Company and its officers, affiliates, and subsidiaries do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third party Materials or websites, or for any other materials, products, or services of third parties. Third Party Materials and links to other websites are provided solely as a convenience to you. The use of such third-party services shall be strictly in accordance with the respective terms and conditions of such third parties.
8. INTELLECTUAL PROPERTY RIGHTS8.1Unless otherwise stated by the Company, the Site, all content, and other materials contained therein, including, without limitation, the Company’s logo, and all designs, text graphics, pictures, information, data, software, and files relating to the Kalp Studio (“Our Content”) are the proprietary property of the Company or our affiliates, licensors, or users, as applicable.
8.2The Company logo and any Kalp Studio product or service names, logos, or slogans that may appear on the Site or elsewhere are the proprietary property of the Company and may not be copied, imitated or used, in whole or in part, without our prior written permission. Unless otherwise stated, you may not use any Our Content without our express written permission.
9. COMPLAINTS TO THE GRCWe, as a Company, recognize the paramount importance of establishing an effective and fair dispute resolution mechanism. To this end, we have instituted a Grievance Redressal Committee (GRC) dedicated to addressing and adjudicating on complaints and feedback from our valued users. If, at any point, you believe that a Kalp Studio is in violation of any conditions outlined in these Platform Terms, we encourage you to promptly submit a complaint to the GRC, providing all pertinent facts, supporting evidence, relevant documents, and any other materials necessary to facilitate a comprehensive review. Such complaints should be submitted via email to the address specified at grievance@kalp.studio
9.1Investigation and Response: Following the receipt of a complaint, the GRC will initiate an investigation into the alleged violation. In the interest of fairness and transparency, the GRC will also extend an opportunity to the user to provide a response or explanation in connection with the allegations.
9.2Adjudication and Remedial Action: Upon careful and impartial review, the GRC will issue a final order. If, in the opinion of the GRC, the alleged violation is substantiated and found to be in contravention of these Platform Terms, we expressly reserve the right to take appropriate remedial actions.
9.3Remedial Actions: Remedial actions may include, but are not limited to, any or all of the following:
(i) Issuing warnings to the users
(ii)Temporarily or permanently suspending the access from the Kalp Studio.
(iii)Any other measures deemed necessary by the GRC to address the violation and uphold the integrity of the Kalp Studio
10. ASSUMPTIONS OF RISK10.1General Assumptions of Risk:
(i)The Company will not be liable for any loss of any kind from any action taken or taken in reliance on material or information contained on the Kalp Studio. The Company does not represent or warrant that any content on the Kalp Studio is accurate, complete, reliable, current or error-free.
(ii)The user acknowledges and agrees that hosting data online carries inherent risks of unauthorized disclosure or exposure. By accessing and utilizing the Services, the Customer accepts these risks. The Company makes no representation, warranty, or guarantee that user data will remain undisclosed or secure against exposure due to errors or actions by third parties.
(iii)The Company makes no warranty that the services provided through the Kalp Studio will meet your requirements, or that the Kalp Studio will be uninterrupted, timely, secure, or error free. This includes loss of data or any service interruption caused due to any reason whatsoever. The Company is not responsible for transmission errors, corruption of data.
(iv)Under no circumstances, the operation of all or any portion of the Kalp Studio will be deemed to create a relationship that includes the provision or tendering of an investment advice.
(v)The Company shall act within the bounds of the applicable laws. The Company endeavours to abide by the AML and CTF standards set by the FATF and hence, may report the suspicious financial transactions done by you on the Kalp Studio to the appropriate authorities.
10.2Risks of Smart Contracts and Blockchain technology
(i)The user represents and warrants that the user is knowledgeable, experienced and understands the usage of blockchain technology and that user acknowledges, understands and is willing to accept the risks associated with related technological and cryptographic systems such as blockchains, smart contracts, decentralized or peer-to-peer networks and systems etc
(ii)The user further acknowledge and agree that such technological systems (inclusive of the examples listed in the preceding sentence) may be subject to malfunctions, bugs, timing errors, hacking and theft, changes to the protocol rules of the blockchain (i.e., ‘forks’), hardware, software and/or Internet connectivity failures, unauthorized third party data access, and other technological risks, any of which can adversely affect the relevant smart contracts and may expose user to a risk of loss.
(iii)The user accepts the inherent security risks of providing information and conducting business over the Internet and acknowledge that Company assumes no liability or responsibility for any such failures, risks, or uncertainties, nor for any communication failures, disruptions, errors, distortions or delays that the user may experience when using the Kalp Studio, however so caused
(iv)The Kalp Studio may experience or be the target of sophisticated cyber-attacks, unexpected surges in activity or other operational or technical difficulties that may cause interruptions to or delays on the platform
(v)The user acknowledges that the smart contracts once executed over the blockchain are permanent and immutable and there shall be no cancellation or refund of any transaction that has once been executed through the smart contract.
11. AMENDMENT TO THIS POLICYAny changes to be made to these Platform Terms will be effective once published on the website or upon release to the users of Kalp Studio. Your continued use of the Kalp Studio or the Services available therein is considered your acceptance of such amended terms. If you do not agree to any amendments in these Platform Terms, you must stop using the Kalp Studio effective immediately. A frequent viewing of these Platform Terms is recommended for a better understanding of the Platform Terms that apply to access and use of the Kalp Studio.
12.PROHIBITION OF USUPON THE ACCESS AND USE OF THE KALP STUDIO, YOU REPRESENT AND CONFIRM THAT YOU ARE NOT A PART OF ANY TRADE EMBARGOES OR ECONOMIC SANCTIONS LIST (SUCH AS THE UNITED NATIONS SECURITY COUNCIL SANCTIONS LIST), ETC. RESERVES THE RIGHT TO DECIDE MARKETS AND JURISDICTIONS TO CONDUCT BUSINESS, AND MAY RESTRICT OR PROHIBIT, AS PER DISCRETION, THE USE OF THE KALP STUDIO IN CERTAIN COUNTRIES OR REGIONS
13.DISCLAIMER13.1THIS KALP STUDIO IS PROVIDED BY THE COMPANY ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS KALP STUDIO OR THE INFORMATION, CONTENT INCLUDED ON THIS KALP STUDIO. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS KALP STUDIO IS AT YOUR SOLE RISK. THE COMPANY RESERVES THE RIGHT TO WITHDRAW OR DELETE ANY INFORMATION FROM THIS KALP STUDIO AT ANY TIME IN ITS DISCRETION.
13.2YOU AGREE THAT YOUR USE OF THE KALP STUDIO SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS EXCLUDE ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE KALP STUDIO AND YOUR USE THEREOF
13.3WE HAVE EXERTED REASONABLE EFFORTS TO ENSURE THAT ALL INFORMATION PUBLISHED ON THE KALP STUDIO IS ACCURATE AT THE TIME OF POSTING; HOWEVER, THERE MAY BE ERRORS IN SUCH INFORMATION FOR WHICH WE SHALL HAVE NO LIABILITY. WE RESERVE THE RIGHT TO REMOVE OR ALTER ANY OF THE INFORMATION CONTAINED ON THE KALP STUDIO AT OUR SOLE DISCRETION.
13.4WE SHALL MAKE BEST ENDEAVOURS TO ENSURE THAT THE SERVICES PROVIDED ON THE KALP STUDIO ARE ERROR-FREE AND SECURE, HOWEVER, NEITHER THE COMPANY NOR ANY OF ITS PARTNERS, LICENSORS OR ASSOCIATES MAKES ANY WARRANTY THAT (I) THE KALP STUDIO WILL MEET USERS' REQUIREMENTS; (II) KALP STUDIO WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; (III) THE QUALITY OF THE KALP STUDIO, INFORMATION, OR OTHER MATERIAL THAT USERS OBTAIN THROUGH THE KALP STUDIO WILL MEET USERS' EXPECTATIONS.
13.5TO THE EXTENT PERMITTED BY LAW, THE COMPANY SHALL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, WHETHER ARISING FROM OR RELATING TO THESE PLATFORM TERMS, THE KALP STUDIO, OUR CONTENT OR THIRD-PARTY MATERIALS, OR FOR ANY DAMAGES RELATED TO LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES
13.6TO THE FULLEST EXTENT PERMISSIBLE BY LAW AND NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE PLATFORM TERMS, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE COMPANY EXCEED USD 10,000
13.7YOUR USE OF THE KALP STUDIO AND/OR ANY TRANSACTION OF ANY SERVICES DOES NOT CONSTITUTE ANY FORM OF PARTNERSHIP/VENTURE/INVESTMENT/VOTING SHARE/COLLECTIVE INVESTMENT/FINANCIAL ASSISTANCE OR ANY OTHER COLLOBORATION BETWEEN YOU AND US. BUYING A SERVICES DOESN’T ENTITLE YOU TO ANY RIGHTS IN THE KALP STUDIO AND THE COMPANY OR ANY OF ITS ASSETS
14.COMPLIANCE14.1You are responsible solely for making sure that your use of the Kalp Studio is compliant with all laws, rules and regulations applicable to you
14.2Your right to access the services is automatically revoked where its use is prohibited or to the extent that the offering of the services on the Kalp Studio violates any law, rule or provision applicable to you.
15.LICENSESubject to compliance with these Platform Terms and the applicable laws, the Company grants you a non-transferable, nonexclusive, revocable and limited license to use and access the Kalp Studio for your personal purposes. This license is given explicitly for you to use the Services provided on the Kalp Studio and the other platforms of the Company. The Company shall revoke this license if there is any unauthorized use of the license.
16.PRIVACY POLICY16.1We respect the privacy of every individual and endeavor to establish best practices while processing personal data which is collected, transferred, collated, accesses by us.
16.2At the time of your registration/sign-up and during your use of our Platform, we collect data, information which may be personal or sensitive personal data. The information is processed according to the category of data and in compliance with the applicable data privacy laws.
5.3Indemnification: You agree to indemnify and hold the Company harmless from any claims, losses, or damages arising out of your breach of these obligations and representations.
17.MODIFICATIONThe Company reserves the right at any time to change, suspend, or discontinue the Kalp Studio in whole or in part with or without notice to the users. You agree that the Company will not be liable to you for any such act.
18.TAX COMPLIANCEYou agree that you are solely liable for determining what, if any, taxes apply to your transactions on the Kalp Studio, as per the applicable laws of any country in which you are residing or are situated. Neither the Company nor any other Third Party is responsible for determining the taxes that may apply to your transactions on any platform or service offered by the Company.
19.INDEMNIFICATIONYou agree to indemnify, defend, and hold harmless the Company, its affiliates, officers, directors, employees, agents, partners, and licensors from and against any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys' fees), and judgments arising from or relating to:
20.ARBITRATION CLAUSE20.1All or any disputes, controversy or claim, arising out or touching upon or in relation to the Platform Terms, including the interpretations and validity of the terms hereof and respective rights and obligations of the Parties, shall be settled amicably by mutual discussion, failing which the same shall be settled through Arbitration of a sole Arbitrator appointed mutually by the Parties. The Arbitration shall be subject to the Arbitration and Conciliation Act, 1996 as may be amended from time to time.
21.1The Seat and Venue of the Arbitration shall be in New Delhi, and the arbitration shall be conducted in English language
21. MISCELLANEOUS21.1Waiver: The remedies herein reserved shall be cumulative, and in addition to any other remedies provided at law or equity. Any failure by the Company to enforce or insist upon strict compliance with any provision of these Platform Terms shall not be deemed to constitute a waiver of rights to demand strict compliance with the terms hereof. No waiver of any term or condition of these Platform Terms shall be deemed or construed to be a waiver of any subsequent such term or condition in the future.
21.2Severability: Each of the above restrictions is separate and severable from the other. Any provision which is invalid or unenforceable, shall be ineffective to the extent of such invalidity or unenforceability, without affecting in any way the remaining provisions hereof.
21.3Entire Agreement: These Platform Terms and the terms and conditions set out in these Platform Terms by reference, constitute the entire agreement between the user and the Company with respect to the subject matter hereof.
21.4Notice: Any notice, consent or other communication permitted or required by these Platform Terms, unless otherwise states, is to be given in writing and forwarded by email and/or registered post with acknowledgement due or hand delivery to the following address:\FC -19, Sector 16 A, Gautam Budha Nagar, Uttar Pradesh - 201301
