DEVELOPER DISTRIBUTION AGREEMENT

LAST UPDATED: [July] 2019

This developer distribution agreement (“Agreement”) constitutes a binding and enforceable legal contract between Instamojo Research and Development Private Limited (“Instamojo”) and You. Before You upload any App (defined below) on the Instamojo Appstore (“Appstore”), please read this Agreement as well as the privacy policy available at https://www.instamojo.com/privacy/

(“Privacy Policy”) and any guidelines, additional terms, policies, or disclaimers made available or issued by Instamojo from time to time (“Additional Terms”).

By availing the Services, You confirm that You have read, understood, and agree to be bound by this Agreement as amended from time to time, and that You comply with the requirements listed herein. If You do not agree to all of the terms of this Agreement or Additional Terms or comply with the requirements herein, You are not permitted to utilise the Services.

DEFINITIONS

“Account” shall have the meaning ascribed to it in Paragraph 3.1.

“App” shall mean the software application that You develop and make available to end uses for download, through the Appstore.

“App Information” shall mean any information You provide Instamojo about Your Content or App, including App name, description, icon, image, logo, and other descriptive or identifying information and materials associated with You or Your App.

“App Testing Services” shall have the meaning ascribed to it in Paragraph 7.9.

“Commission” shall mean a fixed percentage of the revenue generated by You that is payable to Instamojo. The fixed percentage shall be mutually agreed upon by the parties in writing.

“Confidential Information” shall have the meaning ascribed to it in Paragraph 16.1(a).

“Content” shall mean, all content, ads, services, technology, data and other digital materials included in or made available through Your App, including but not limited to Your App Information.

“EULA” shall have the meaning ascribed to it in Paragraph 7.1.

“In-App Purchases” shall mean purchases that end users make within Your App after they have begun using Your App.

“Payment Platform” shall have the meaning ascribed to it in Paragraph 7.5.

“Platform Fee” shall mean a fixed percentage of every transaction made on the Payment Platform. The fixed percentage shall be notified to You in writing and may change from time to time. Any revision made to the Platform Fee shall be effective from the date such a revision is made.

“Services” shall mean Instamojo facilitating the upload of Your App on the Appstore in order to make it available to end users.

“Similar Service” shall mean any online service that makes digital products similar to those sold, distributed or promoted through the Appstore available to end users using a mode of distribution similar to those used by the Appstore, including any mobile or internet-based application marketing, sales and distribution service.

“Submission Guidelines” refers to the guidelines available at [App Submission guidelines] that You need to comply with prior to submitting an App.

“Takedown Policy” shall have the meaning ascribed to it in Paragraph 11.1.

“Term” shall have the meaning ascribed to it in Paragraph 21.1.

“Test App” shall have the meaning ascribed to it in Paragraph 7.9.

“Testers” shall have the meaning ascribed to it in Paragraph 7.9.

“You” or “Your” shall refer to individuals who wish to upload Apps to the Appstore.

INTERPRETATION

Reference to any statute or statutory provision shall include: (a) any previous legislation or statute relating to that statute or statutory provision to the extent applicable under the relevant Paragraph or Schedule; (b) any subordinate legislation, rules and regulations under the specific statute or statutory provision framed from time to time; and (c) such statute or provision as may be amended, modified, repealed, re-enacted, or consolidated.

Any reference to writing includes typing, printing, lithography, photography, and email but excludes any other form of electronic communication.

Pronouns in masculine, feminine, and neutral genders shall be construed to include any other gender, and words in the singular form shall be construed to include the plural and vice versa, unless the context otherwise requires.

DEVELOPER ACCOUNT

Account: In order to avail the Services and upload Your App to the Appstore, You will be required to create a developer account (“Account”) by setting up a username and password which will be linked to Your phone number and email address. You agree that You shall implement reasonable measures to secure access to:

any device associated with the email address or phone number, linked to Your Account with the Appstore;
the username, password and other login or identifying credentials to access the Appstore.

Account Security: You are responsible for maintaining the confidentiality of Your username and password, assigned during the Account registration process. You agree to immediately notify Instamojo of any disclosure or unauthorised use of Your Account, or any other breach of security with respect to Your Account. You are entirely responsible for maintaining the confidentiality of Your user login details and password of Your Account and Your user profile details.

Personal Information: All personal information shared on the Appstore is governed by Instamojo’s Privacy Policy.

Unauthorised Access: You are responsible for Your Account’s activity on the Appstore. You agree that Instamojo shall not be responsible for unauthorised access to or alteration of Your data, any App, material or data sent or received or not sent or received, or any transactions entered into through Your Account.

MOJO DEVELOPER PROGRAM APPSTORE

Instamojo’s Appstore allows end users to purchase, download, and access Apps that are developed by You and uploaded on the Appstore subject to Instamojo’s approval.

SUBMISSION OF APPS

App Details: In order to submit the App to the Appstore, You have to enter the details of the App that Instamojo requires and comply with the Instamojo Submission Guidelines.

Configuration of User Permission Requirements: On completion of submission as per the Paragraph above, You are required to configure all of the end users’ permission requirements for the App.

App Approval: Instamojo will evaluate Your App and intimate You if it requires any further clarifications or details with respect to the App. On completion of the evaluation, Instamojo will strive to either approve or reject Your App within 3 (Three) days from Your completion of Paragraph 5.2. Such approval or rejection of Your App will be done at Instamojo’s sole discretion and notified to You via Your registered email address and Your Account.

GRANT OF RIGHTS

Distribution: You grant Instamojo all rights to distribute Your App on the Appstore.

Promotional Activities: You grant Instamojo a non-exclusive, irrevocable, royalty-free, worldwide right to use, reproduce, distribute, reformat, modify, create excerpts from, promote, advertise, transmit, and publicly display and perform, in any and all digital and other formats of the App, for promotional purposes.

Additional Rights: You grant Instamojo additional rights reasonably necessary to affect the intent of the grants of rights contained in this Agreement.

Reservation of Rights: While You own rights in the App, Instamojo retains all rights in the technology, content, intellectual property used in connection with the Appstore.

DISTRIBUTION TERMS

EULA: You understand and agree that You must compulsorily provide a sales contract or an end user license agreement (“EULA”) to all end users of the App. The end users’ use of the App will be subject to the terms of the EULA prescribed by You.

Such a EULA must compulsorily address and clarify the following aspects amongst others:

that You are the licensor of the App;
that Instamojo is not a party to the EULA;
that Instamojo will not have any responsibility or liability related to compliance or non-compliance by You or any end user under the EULA.

Embedded Advertising: You shall ensure that any advertising presented to the end users of Your App complies with all requirements of this Agreement. Such as:

Your access to and use of information related to end users’ use of embedded advertising must comply with Instamojo’s privacy requirements provided at [https://www.instamojo.com/privacy/];
embedded advertising must comply with the terms of this Agreement at the time such advertising is accessed by any end user;
embedded advertising must not contain any ‘spyware’, ‘malware’ or harmful code and must not cause injury to any person or damage to any property;
You shall not display advertising, marketing, or promotional messaging to end users through the device notification bar or any other device-level notification system.

Native Payments: You shall ensure that any payments for using Your App (or for any In-App Purchase) that is downloaded from the Appstore are collected exclusively and at all times using Instamojo’s proprietary payment solution (“Payment Platform”). For the avoidance of doubt, You shall not use any payment system or in any manner provide payment options to any user other than the Payment Platform.

Platform Fee: You shall be charged the Platform Fee for every transaction made on the Payment Platform.

Digital Rights Management (DRM):

You may choose whether to enforce Instamojo’s DRM. If You decide not to enforce DRM for an App, that means Instamojo’s systems will not restrict end users who have purchased the App from downloading and/or making unlimited copies of the App.
If You decide to enforce DRM for an App, that means You will allow end users who have purchased the App to download unlimited free copies of the App only to devices that are authenticated to their accounts or linked to their account maintained with Instamojo.
You will not incorporate any DRM technologies into Apps, other than any DRM technologies that only restrict end users’ access to media content distributed through an App (and not access to, or use of, the App itself).

Support to End Users: You will provide reasonable technical and product support for Your App and Content as requested by end users. Your technical support will include levels of availability, response times and technical skills that are at least equivalent to those for the support You provide to end users of Similar Services. Notwithstanding the foregoing, at the least You will respond to any support request that Instamojo identifies as critical within a minimum of 24 (Twenty Four) hours, and in all other cases within 3 (Three) business days of request from an end user or Instamojo.

App Quality Assurance: Your App must be put through a reasonable quality assurance process with adequate testing performed to eliminate defects and to assure an adequate level of quality before being submitted to Instamojo for review.

App Information: You are responsible for providing accurate App Information, and will not make any false, inaccurate, or misleading claims or statements regarding any Content or otherwise mislead end users regarding any Content. If any App Information is inaccurate or needs to be updated or modified, You will promptly provide us with corrections, updates, or modifications.

RESTRICTIONS

You shall:

Not sell, rent, lease, redistribute, broadcast, transmit, communicate, modify, sublicense, transfer, assign any content to any third party with respect to any App except as specifically permitted;
Not attempt to, or assist, authorise or encourage others to circumvent, disable or defeat any of the security features or components that protect, obfuscate or otherwise restrict access to the Appstore or Your App;
Not remove any watermarks, labels or other legal or proprietary notices included in any content provided on the Appstore or App or attempt to modify any content obtained through the Appstore, including any modification for the purpose of disguising or changing any indications of the ownership or source of content;
Ensure there is no device and network abuse;
Not participate or undertake any malicious behaviour;
Not indulge in deceptive, fraudulent, or any illegal activities;
Not present any Inappropriate advertisements on the App;
Not misrepresent Yourself or Your App to be someone or something that it is not.

RESTRICTED CONTENT

The following content shall not be present in Your App:

Sexually Explicit Content: Your App shall not provide for any sexually explicit content, including but not limited to:

Any content that is violative of the Indian Penal Code, 1860, Indecent Representation of Women (Prohibition) Act, 1986 or the Young Persons (Harmful Publication) Act, 1956.
Depictions of sexual acts or sexually suggestive poses.
Promotional images of sex toys.
Content that depicts, describes, or encourages bestiality.
Promotion of escort services or other services that may be interpreted as providing sexual acts in exchange for compensation.

Hate Speech: Your App shall not promote violence or incite hatred against individuals or groups based on race or ethnic origin, religion, disability, age, nationality, veteran status, sexual orientation, gender, gender identity, or any other characteristic that is associated with systemic discrimination or marginalisation.

Violence: Your App shall not depict or facilitate gratuitous violence or other dangerous activities. Including but not limited to:

Graphic depictions or descriptions of realistic violence or violent threats to any person or animal.
Apps that promote self-harm, suicide, eating disorders, choking games or other acts where serious injury or death may result.

Sensitive Events: Your App shall not lack reasonable sensitivity towards or capitalise on a natural disaster, atrocity, conflict, death, or other tragic event. Such as:

Lack sensitivity regarding the death of a real person or group of people due to suicide, overdose, natural causes, etc.
Deny a major tragic event.
Appear to profit from a tragic event with no discernible benefit to the victims.

Dangerous Products:

Your App shall not facilitate the sale of explosives, firearms, ammunition, or certain firearms accessories.
Restricted accessories include those that enable a firearm to simulate automatic fire or convert a firearm to automatic and belts carrying more than 30 (Thirty) rounds.
Your App shall not provide instructions for the manufacture of explosives, firearms, ammunition, restricted firearm accessories, or other weapons.
Your App shall not provide instructions on how to convert a firearm into an automatic, or a simulated automatic.

Bullying and Harassment: Your App shall not contain or facilitate threats, harassment, or bullying. Such as:

Bullying victims of international or religious conflicts.
Content that seeks to exploit others, including extortion, blackmail, etc.
Posting content in order to humiliate someone publicly.
Harassing victims, or their friends and families, of a tragic event.

Terrorist Content:

Your App shall not be affiliated with any terrorist, terrorist organisation or any related activities.
Your App shall not have content related to terrorism, content that promotes terrorist acts, incites violence, or celebrates terrorist attacks.
If You post content related to terrorism for an educational, documentary, scientific, or artistic purpose, You shall be mindful to provide enough information so users understand the context.

INTELLECTUAL PROPERTY INFRINGEMENT

Subject to the rights granted in this Agreement and Instamojo’s ownership of the Appstore, as between You and Instamojo, You retain all rights, title and interest in and to Your Content and App. Subject to Your rights in such Content and App, Instamojo retains all rights, titles and interests in and to the Appstore and all other technology, content, information, services, trademarks and other intellectual property used in connection with the Appstore. All goodwill associated with the use of a party’s (or its affiliates’) brand features in connection with this Agreement will inure solely to the party owning such brand features. Instamojo will be free to exercise all rights in any suggestions, ideas, or other feedback You provide to Instamojo about the Appstore, without restriction and without compensating You.

APP TAKEDOWNS

If Instamojo believes any material made available on the Appstore infringes third party intellectual property, is violative of any applicable laws, has obscene or indecent material that may be harmful or derogatory in nature, Instamojo shall take down the App in accordance with its takedown policy available at [_Takedown policy_].

USER RATINGS AND REVIEWS

Ratings: Instamojo may provide ratings for Apps. Such ratings shall be based on the reviews, feedback and information provided to Instamojo by third party and end users. Instamojo shall not take any responsibility for the accuracy of such ratings.

You must not attempt to manipulate the placement of any Apps in the Appstore. This includes, but is not limited to, inflating App ratings, reviews, or install counts by illegitimate means such as fraudulent or incentivised installs, reviews and ratings.

COMMISSION

Instamojo reserves the right to charge You a Commission on the revenue generated through the services rendered by You to End Users. For the purpose of this Agreement, it is clarified that the Platform Fee is deducted for every transaction on the Payment Platform, or per purchase of Your App and per In-App Purchase on Your App.

REPRESENTATION AND WARRANTIES

You represent and warrant to Instamojo that:

You are at least the legal age of majority and that You are able to form a legally binding contract. If You are not an individual but an entity or business, then You, entering into this Agreement represent that You have all necessary legal authority to bind Your company to this Agreement;
You have the full right, power, and authority to enter into and fully perform this Agreement;
Before providing Instamojo or any end user with any App and Content, You have obtained the rights necessary for the exercise of all rights granted under this Agreement, and You will be solely responsible for and will pay any licensors or co-owners any royalties or other monies due, related to such Content;
None of the following will violate any applicable law; require Instamojo to obtain any license, authorisation, or other permission from any governmental agency or other third party; contain any defamatory material; or violate or infringe any intellectual property, proprietary, or other rights of any person or entity (including contractual rights, copyrights, trademarks, patents, trade dress, trade secret, common law rights, rights of publicity or privacy, or moral rights): (i) the exercise of any rights granted under this Agreement; (ii) any of Your Content; or (iii) Your sale, distribution, or promotion of any Content;
Your Content and App will not contain any viruses, spyware, trojan horses, or other malware or harmful code, and will not cause injury to any person or damage to any property;
You will comply with the terms governing any open source software or other intellectual property used in any of Your Content or App, including by providing all required attributions and notices;
Your Content may be imported into, exported from, and lawfully used in India and Your Content is in full compliance with all applicable laws governing use, including those applicable to software that incorporates or makes use of information security technology, including but not limited to encryption technology;

PRIVACY AND SECURITY OBLIGATIONS

If You have access to any name, password, other login information, or personally identifiable information or personal data of any end user based on any use of or interaction with Your App, You will comply with the applicable privacy laws including but not limited to Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011 and:

Provide a legally adequate privacy policy to such end users;
Obtain any necessary consent from the end user for the collection, use, transfer, and storage of the information and ensure that such explicit consent includes consent for evaluation of the end users’ data by Instamojo and the right to maintain records of such personal data;
Use and authorise others to access and use the information only for the purposes permitted by the end user;
Ensure such information is stored within India; and
Ensure the information is collected, used, transferred in accordance with applicable laws.

If You suspect or become aware of any security vulnerability related to Your App that may adversely affect the Appstore or end users’ use of or access to the Appstore/App, then You will immediately notify Instamojo and will take all appropriate steps to remedy such vulnerability, including cooperating with Instamojo.

CONFIDENTIALITY

You will:

Protect and not disclose any information made available by Instamojo including but not limited to End Users’ data, shipping data, email addresses or any contact information, software specifications, software source code, inventions, designs, business records, user lists, project records, market reports, information relating to processes, technologies or theory and all other information which may be disclosed or You may be provided access to, or which is generated as a result of or in connection with this Agreement (“Confidential Information”);
Use Confidential Information only to fulfil Your obligations or exercise Your rights under this Agreement; and
Either destroy or return all Confidential Information to Instamojo promptly when the Agreement terminates (and, upon request, confirm such destruction in writing).

INDEMNITY

You agree that You shall indemnify, defend at Instamojo’s option, and hold Instamojo, its parent companies, subsidiaries, affiliates, officers, associates successors, assigns, licensors, employees, directors, agents, and representatives, harmless from and against any claim, demand, lawsuits, judicial proceeding, losses, liabilities, damages and costs (including, without limitation, from all damages, liabilities, settlements, costs and attorneys’ fees) due to or arising out of Your access to the Appstore, use of the Appstore, or violation of these Terms, or due to any infringement of these Terms by You or any third party using Your Account or any claim from end users with respect to Your App, or any third party claim for infringement of intellectual property.

DISCLAIMERS

YOU UNDERSTAND THAT INSTAMOJO MAY REMOVE THE APPSTORE AND YOUR APP FOR INDEFINITE PERIODS OF TIME, WITHDRAW THE APP AT ANY TIME, OR OTHERWISE LIMIT OR DISABLE YOUR ACCESS TO THE APPSTORE WITHOUT ANY PRIOR NOTICE TO YOU.

YOU UNDERSTAND THAT INSTAMOJO SHALL NOT BE HELD LIABLE WITH RESPECT TO ANY REFUNDS FOR ANY SUSPENSION, RESTRICTED ACCESS TO OR DISCONTINUATION OF YOUR APP.

YOU UNDERSTAND AND EXPRESSLY AGREE THAT YOUR USE OF THE APPSTORE IS AT YOUR SOLE RISK AND THAT IT IS PROVIDED TO YOU "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND.

YOUR USE OF THE APPSTORE AND ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE APPSTORE IS AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH USE.

INSTAMOJO DOES NOT REPRESENT OR GUARANTEE THAT THE APPSTORE AND SERVICES WILL BE FREE FROM LOSS, CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION, AND YOU HEREBY RELEASE INSTAMOJO FROM ANY LIABILITY RELATING THERETO. YOU SHALL BE RESPONSIBLE FOR BACKING UP YOUR OWN SYSTEM, INCLUDING ANY CONTENT ACQUIRED OR RENTED THROUGH THE APPSTORE.

INSTAMOJO FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

INSTAMOJO HAS NO RESPONSIBILITY OR LIABILITY WITH RESPECT TO YOUR APP OR ANY CONTENT OR FUNCTIONALITY IN THE APP. INSTAMOJO IS NOT RESPONSIBLE FOR ANY END USERS COMPLAINT WITH RESPECT TO YOUR APP.

TO THE MAXIMUM EXTENT POSSIBLE UNDER THE APPLICABLE LAW, INSTAMOJO’S DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, OR LICENSORS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR USE OF THE APPSTORE, SERVICES OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE APPSTORE, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN THE APPSTORE, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE APPSTORE, EVEN IF ADVISED OF ITS POSSIBILITY.

LIMITATION OF LIABILITY

Neither Instamojo nor its partners, affiliates or related parties shall be liable for any incidental, special, or consequential damages or any loss of revenue or profits arising, whether directly or indirectly, out of this Agreement. To the maximum extent permitted by law, You agree to waive, release, discharge, and hold harmless Instamojo, its affiliates and related parties, and each of their directors, officers, employees, and agents from any and all claims, losses, damages, liabilities, expenses, and causes of action arising out of the Services.

Notwithstanding anything to the contrary, the maximum aggregate liability of Instamojo and its affiliates, for any loss shall not exceed INR 1000/- (Indian Rupees One Thousand).

LIVE APP SERVICES

Edit and Pause: You may edit and create interfaces on Your existing App that is live on the Appstore, and hide the App or make it unavailable on the Appstore, at any time during the Term: (a) on Your own will; (b) at Instamojo’s instructions; or (c) on users’ complaints.

Preview: You can view the details of Your App at any time during the Term.

Update: You shall ensure any updates, variation or new versions of the App (or any patch, alteration or modification of the App made available to users via a Similar Service), shall be made available on the Appstore at the same time and on the same terms at which it is made available or distributed through a Similar Service.

Delete: You may delete the App at any time from the Appstore either at Your own will or upon Instamojo’s instructions.

TERM

Subject to other provisions of the Agreement, the Agreement shall commence on the date You accept the terms of this Agreement and shall be effective until Your App is available on the Appstore (“Term”).

TERMINATION; SUSPENSION OR WITHDRAWAL

If You fail, or Instamojo suspects that You have failed, to comply with this Agreement, Instamojo may, without notice to You either terminate or suspend Your access to the Appstore. In case of such termination or suspension, Instamojo may immediately revoke or disable Your access to the Appstore without notice to You.

Instamojo may determine in its discretion to make any App available through the Appstore. Instamojo may stop any transaction, or take other actions as needed to restrict access to or availability of any Content/App that does not comply with this Agreement or that otherwise might adversely affect end users.

If Instamojo revokes or disables access to Your Account in accordance with the Terms, You may be prevented from accessing the Appstore, Your Account or any files or other information that is stored on Your Account.

Any withdrawal of an App does not relieve You of the responsibility to ensure the App complies with this Agreement or to perform other obligations under this Agreement that survive withdrawal, suspension or termination.

Withdrawal:

Subject to other terms of this Agreement, You may withdraw an App from further sale through the Appstore as of a specified date by giving Instamojo notice.
Instamojo will use commercially reasonable efforts to stop distributing the App within 10 (Ten) business days after it receives such notice, and within 5 (Five) business days after such receipt in connection with a withdrawal request which You have designated as necessary because of an unexpected loss of (or third party claim related to) the rights required under this Agreement.
You will immediately notify Instamojo if You unexpectedly lose any rights to Your App or become aware of a third-party claim related to the rights to Your App.
Any withdrawal by You will apply only to future end user purchases after the withdrawal by Instamojo as per terms of the Paragraph 1.1(b) and not to purchases that have already occurred, unless Instamojo otherwise determines in its discretion.

MISCELLANEOUS PROVISIONS

Modification: Instamojo reserves at any time to add or modify the Appstore and Services with or without notice or cause. You agree and acknowledge that Instamojo shall not be liable to You or to any third party for any such addition, modification, suspension or discontinuation of the Appstore. Instamojo further reserves the right to amend these Terms at any time. These revisions shall be effective from the date such revisions are made.

Entire Agreement: This Agreement and the Additional Terms constitutes the entire agreement between the Parties relating to this subject matter and supersedes all prior or simultaneous representations, discussions, negotiations and agreements, whether written or oral.

Severability: If any provision of this Agreement is or becomes invalid, illegal or unenforceable, the provision shall be deemed to be modified to the extent necessary to make it valid, legal and enforceable and the paragraph shall be read and interpreted in a manner that achieves the intended commercial result of the original provision. Any such modification of a provision shall not affect the validity, legality and enforceability of the rest of this Agreement.

Waiver: Instamojo’s failure to enforce at any time or for any period of time the provisions hereof in accordance with its terms shall not be construed to be a waiver of such provisions or of its rights thereafter to enforce each and every such provision. A waiver shall not be valid and effective unless the same is in writing.

Assignment: You shall not distribute, licence, sell, transfer or assign Your rights or obligations hereunder to others in any manner without Instamojo’s prior written consent. Instamojo may grant or withhold this consent in its sole discretion and subject to any conditions Instamojo deems appropriate.

Survival: Any provisions that explicitly or implicitly may survive, shall survive the termination or expiry of this Agreement.

GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of India. Subject to Paragraph 24.2, the courts of Bangalore shall have exclusive jurisdiction in connection with any disputes arising under this Agreement.

Any controversies, conflicts, disputes and/or differences arising out of this Agreement shall be resolved by arbitration in Bangalore in accordance with the Arbitration and Conciliation Act, 1996 for the time being in force, the rules of which are deemed to be incorporated by reference in this Paragraph. The tribunal shall consist of 1 (One) arbitrator mutually appointed by the parties. The language of the arbitration shall be English.

The parties shall keep the arbitration confidential and not disclose to any person, other than those necessary to the proceedings, any information, transcripts or award unless required to do so by law. The decision of the arbitrator shall be final and binding on all the parties hereto.

Each party to the arbitration shall bear its own costs with respect to any dispute.

CONTACT

If You have any questions, complaints, or claims with respect to this Agreement or Appstore, You may contact Instamojo at support@instamojo.com. All contact details are available at instamojo.com/contact/.