Last Updated: 27 December, 2022 

1. GENERAL

This document is an electronic record in terms of Information Technology Act, 2000 and rules there under as applicable and the amended provisions pertaining to electronic records in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical or digital signatures. You can find this document when you sign-in to https://megapointsrewards.com/become-a-merchant or MegaPoints Merchant Partner. 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 Terms of Use for access or usage of the Website "https://megapointsrewards.com/become-a-merchant” and "http://getmegapoints.com" (hereinafter referred to as the "Website" or "App" or "MegaPoints Merchant Platform") which is owned and operated by Instore Commerce LLP (hereinafter referred to as the "Company"), having its registered office at House No 553/1, Sr. No. 400/1-A, Kachigam, Kachigam Char Rasta, DAMAN Daman DNH&DD 396210 IN.

• Where such expression shall, unless repugnant to the context thereof, be deemed to include its respective representatives, administrators, employees, directors, officers, agents and their successors and assigns.
• For the purpose of these Terms of Use ("Terms"), wherever the context so requires,
  • The term “You”, ”User” and , “Affiliate Partner", shall mean any legal person or entity accessing or using the services provided on this Website or App for MegaPoints Merchant Platform who can be an individual or a company who is competent to enter into binding contracts, as per the provisions of the Indian Contract Act, 1872.
  • The terms "We", "Us", "Our", "MegaPoints", “MegaPoints Team”, "MegaPoints Company” shall mean the Website, App or the Company, as the context so requires.
  • The term “Merchant Platform Services", and“Merchant Services” shall mean the services provided by through and not limited to the medium of website, mobile apps, desktop apps. The service includes collecting data from the users and providing users with a loyalty program software to earn rewards and win gifts. The service also includes providing a platform for managing customer loyalty services and distribution of customer loyalty points. 
  • The Term “Merchant Platform User", “Merchant Partner” shall mean the MegaPoints Merchant Platform that the User will be associated with. The Merchant Partner users are also characterised as normal user governed by Merchant Partner Platform Terms and Conditions.
  • The terms "Business Party" & "Business Parties" shall respectively be used to refer to the Merchant Partner and the Company individually and collectively, as the context so requires.
• The headings of each section in these Terms are only for the purpose of organising the various provisions under these Terms in an orderly manner, and shall not be used by either Party to interpret the provisions contained herein in any manner. Further, it is specifically agreed by the Parties that the headings shall have no legal or contractual value.
• The use of MegaPoints Merchant Platform Services by the Merchant Partner is solely governed by these MegaPoints Merchant Partner Platform Terms as well as the MegaPoints Merchant Partner Platform Privacy Policy and any modifications or amendments made thereto by MegaPoints Company, from time to time, at its sole discretion. If You continue to access and use MegaPoints Merchant Services, You are agreeing to comply with and be bound by the following Merchant Partner Platform Terms and Condition of use and Our Merchant Partner Platform Privacy Policy. The Merchant Partner expressly agrees and acknowledges that these Merchant Partner Platform Terms and Policy is co-terminus, and that expiry/termination of either one will lead to the termination of the other.
• The Merchant Partner unequivocally agrees that these Merchant Partner Platform Terms and Services and the aforementioned Merchant Partner Platform Privacy Policy constitute a legally binding agreement between the Merchant Partner and MegaPoints Company, and that the Merchant Partner shall be subject to the rules, guidelines, policies, terms, and conditions applicable to any service that is provided by MegaPoints Company, and that the same shall be deemed to be incorporated into these Merchant Platform Terms, and shall be treated as part and parcel of the same. The Merchant Partner acknowledges and agrees that no signature or express act is required to make these Merchant Partner Platform Terms and the Policy binding on the Merchant Partner and that the Merchant Partner's act of visiting or using any part of MegaPoints or MegaPoints Merchant Services constitutes the Merchant Partner's full and final acceptance of these Merchant Partner Platform Terms and Condition and the aforementioned Merchant Partner Platform Privacy Policy.
• MegaPoints reserves the sole and exclusive right to amend or modify these Terms without any prior permission or intimation to the Merchant Partner, and the Merchant Partner expressly agrees that any such amendments or modifications shall come into effect immediately. The Merchant Partner has a duty to periodically check the Merchant Partner Platform Terms and Services (available online on https://megapointsrewards.com/merchant/terms-and-conditions) and Merchant Partner Platform Privacy Policy (available online on https://megapointsrewards.com/merchant/privacy-policy) and stay updated on its requirements. If the Merchant Partner continues to use the MegaPoints Merchant Platform Services following such a change, the Merchant Partner will be deemed to have consented to any and all amendments/modifications made to the Merchant Partner Platform Terms and Services and Merchant Partner Platform Privacy Policy. In so far as the Merchant Partner complies with these Merchant Platform Terms, it is granted a personal, non-exclusive, non-transferable, revocable, limited privilege to access and use MegaPoints and MegaPoints Merchant Services. If the Merchant Partner does not adhere to the changes, You must stop using MegaPoints Merchant Services at once. Your continuous use of MegaPoints Merchant Services will signify your acceptance of the changed terms.

2. REGISTRATION

• To fully avail the use of MegaPoints Merchant Services, a one-time user registration is required. The access to the service will be granted after providing information which may include and is not limited to your name, your address, your contact information, your photo, your business name, your business address, your business contact information, your business photo and other personal and business information. The information collected is used to provide you with important informational services and also to help us serve you better.
• MegaPoints will reserve rights to accept or reject the Merchant Platform Services registration on basis of genuinity and reliability of the documents submitted while registration.
• A successful and accepted registration account of a Merchant Partner will give the Merchant Partner access to the “MegaPoints Merchant Services".
• Registration for MegaPoints Merchant Services is available only to those who has a legal business.
• Further, at any time during Your use of MegaPoints Merchant Services, including but not limited to the time of registration, You are solely responsible for protecting the confidentiality of Your Username and Password, and any activity under the account shall be deemed to have been done by You. In the case that You provide Us with false and/or inaccurate details or We have reason to believe You have done so, We hold the right to permanently suspend Your MegaPoints Merchant Services Account. You are responsible for safeguarding your own password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your Merchant Platform Account, whether or not you have authorised such activities or actions. You will immediately notify us of any unauthorised use of your Merchant Platform Account to contact@megapointsrewards.com

3. SERVICE OVERVIEW AND SERVICE USE CONDITION

• MegaPoints Merchant Platform enables the Merchant Partners to reward the cash paying consumer.
• MegaPoints Merchant Services is a free service.
• The Merchant Partner can manage and distribute MegaPoints Rewards Points (Loyalty Points) to your customers.
• MegaPoints Merchant Services charges a prepaid charge for acquiring the MegaPoints Rewards Points (Loyalty Points). Rewards Points acquired through the prepaid purchase can be later distributed to the customers of the Merchant Partners.
• The prepaid charges charged for the purchase of MegaPoints Rewards Points are similar to the charges charged by the credit or debit card provider to the merchants (businesses) who use Payment Terminal to collect payments.
• The Reward Points should only be distributed for the purpose of increasing the customer loyalty.
• The Merchant Partner can choose the strategy for disbursement of Reward Points. Two examples are mentioned below
  • Example 01: The Merchant Partner can select a scheme that a customer who is a MegaPoints Rewards Member can earn 5MP (Five MegaPoints) for shopping value of ₹100 at their store/business.
  • Example 02: The Merchant Partner can distribute Rewards Points to encourage the customers to just visit their store. A Merchant Partner can distribute 10MP (MegaPoints) to just visit the store.
  • The MegaPoints Affiliate Partner can select the scheme to disburse/reward loyalty points as they desire.
• The Merchant Partner understands that the Rewards Points (Loyalty Points/MegaPoints) is not a tradable commodity or a buyable commodity. A Merchant Partner should not exchange the Rewards Points (Loyalty Points/MegaPoints) for any type of legal tender.
• A Merchant Partner can also update announcement which is like a status about their business. Announcements helps Merchant Partner to promote their business by communicating with MegaPoints Rewards Member.
• The Rewards Points can only be used by the customers of the Merchant Partner who are using the MegaPoints Rewards App.
• The users of MegaPoints Rewards App who are called as Rewards Member can redeem these points to get rewards, gifts, discount vouchers etc
• MegaPoints Rewards App will host contest where the Rewards Member can participate to win big prizes.
• MegaPoints Company can use the name & logo of its Merchant Partner as a sponsor of these contests. The sponsor title used of a Merchant Partner will help promote the Merchant Partners Business.
• Merchant Partner cannot by any means cannot influence any contests held by MegaPoints Rewards App.
• The Merchant Partner agrees that they will not breach any rules of The Consumer Protection Act, 1986.

4. ELIGIBILITY

• The Merchant Partner represents and warrants that they are competent and eligible to enter into legally binding agreements and that they have the requisite authority to bind themselves to these Merchant Partner Platform Terms and Conditions, as determined solely by the provisions of the Indian Contract Act, 1872. The Merchant Partner may not use the MegaPoints Merchant Platform Services if they are not competent to contract under the Indian Contract Act, 1872, or are disqualified from doing so by any other applicable law, rule or regulation currently in force.

5. CONTENT

• All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music and artwork, loyalty products, promotions, advertisements and other materials or information (collectively, "Content"). We guarantee the quality, accuracy, integrity and genuineness of such Content.
• MegaPoints Company shall be responsible for the integrity, authenticity, quality and genuineness of the services displayed on the Website/App and sold to the Users, and shall endeavour to take all complaints and feedback of Users via the Website, and take appropriate reparative action, if possible, to negative feedback.
• The Merchant Partner have a personal, non-exclusive, non-transferable, revocable, limited privilege to access the content on MegaPoints Merchant Platform Services. Merchant Partner shall not copy, adapt, and modify any content without written permission of the MegaPoints Company.

6. TERM

• These Merchant Partner Platform Terms shall continue to form a valid and binding contract between the Parties, and shall continue to be in full force and effect until the Merchant Partner continues to access and use MegaPoints and MegaPoints Merchant Platform Services.
• A Merchant Partner may terminate their use of MegaPoints Merchant Services at any time. MegaPoints Company may terminate these Merchant Partner Platform Terms and close a Merchant Partner Account at any time without notice and/or suspend or terminate a Merchant Partner Account access to the Website/App and Merchant Services at any time and for any reason, in its sole discretion. Such suspension or termination shall not limit our right to take any other action against you that we consider appropriate.
• It is also hereby declared that MegaPoints Company may discontinue the services without any prior notice.

7. TERMINATION

• MegaPoints Company reserves the right, in its sole discretion, to unilaterally terminate the Merchant Partner’s access to the Merchant Platform Services, or any portion thereof, at any time, without notice or cause. MegaPoints Company also reserves the universal right to deny access to particular Merchant Partner, to any/all of its Merchant Services without any prior notice/explanation in order to protect the interests of the Website/App and/or other visitors to the Website/App. MegaPoints Company reserves the right to limit, deny or create different access to the Merchant Platform Services and its features with respect to different Merchant Partner(s), or to change any of the features or introduce new features without prior notice. The Merchant Partner shall continue to be bound by these Terms, and it is expressly agreed by the Parties that the Merchant Partner shall not have the right to terminate these Terms till the expiry of the same.

8. COMMUNICATION

• By using MegaPoints and providing his/her contact information to the Company through the Website/App, the Merchant Partner hereby agrees and consents to receiving calls, autodialled and/or pre-recorded message calls, emails, and SMSs from the Company and/or any of its affiliates or partners at any time, subject to the Policy. In the event that the Merchant Partner wishes to stop receiving any such marketing, special offers or promotional calls/email messages/text messages, the Merchant Partner may unsubscribe via email at contact@megapointsrewards.com. The Merchant Partner agrees and acknowledges that it may take up to fifteen (15) business days for MegaPoints Company to give effect to such a request by the Merchant Partner.
• The Merchant Partner expressly agrees that notwithstanding anything contained herein above, it may be contacted by MegaPoints Company or any of its affiliates/partners relating to any service availed of by the Merchant Partner on MegaPoints Merchant Platform or anything pursuant thereto and the Merchant Partner agrees to indemnify MegaPoints Company from any and all harassment claims. It is expressly agreed to by the Parties that any information shared by the Merchant Partner with MegaPoints Company shall be governed by the Policy.

9. MEMBERSHIP & CHARGES

• MegaPoints Merchant Service is free however a Merchant Partner has to buy loyalty points solely from MegaPoints Merchant Platform.

10. MERCHANT PARTNER OBLIGATIONS

The User agrees and acknowledges that he/she is a restricted Merchant Partner of MegaPoints Merchant Services and MegaPoints Merchant Platform, and that he/she:

• Agrees to provide genuine credentials during the process of registration on MegaPoints Merchant Platform. You shall not use a fictitious identity to register. We are not liable if the Merchant Partner has provided incorrect information.
• Agrees to ensure the email address, address and mobile number provided during account registration are valid at all times and shall keep your information accurate and up-to-date. The Merchant Partner can update their details anytime.
• Agrees that You are solely responsible for maintaining the confidentiality of your account password. You agree to notify us immediately of any unauthorised use of your account. We reserve the right to close your account at any time for any or no reason.
• Understands and acknowledges that the data collected from the Merchant Partner is backed up on our servers. We may store the backup in multiple serves allocated by us. We store data in multiple backup to offer uninterrupted service to the Users/Rewards Member/MegaPoints Merchant Partners. The Merchant Partner also acknowledges that the data collected and stored into the database are for the purpose of easy and ready reference.
• Authorises MegaPoints Company to use, store or otherwise process Your personal information and information for marketing and promotions of MegaPoints.
• Understands and agrees that, to the fullest extent permissible by law, MegaPoints Company and their successors and assigns, or any of their affiliates or their respective officers, directors, employees, agents, licensors, representatives, operational service providers, advertisers or suppliers shall not be liable for any loss or damage, of any kind, direct or indirect, in connection with or arising from use of the Website/App or from this Merchant Partner Platform Terms of Use, including, but not limited to, compensatory, consequential, incidental, indirect, special or punitive damages.
• Is bound not to cut, copy, modify, recreate, reverse engineer, distribute, disseminate, post, publish or create derivative works from, transfer, or sell any information obtained from MegaPoints Company. Any such use/limited use of MegaPoints will only be allowed with the prior express written permission of the Company. For the removal of doubt, it is clarified that unlimited or wholesale reproduction, copying of the content for commercial or non-commercial purposes and unwarranted modification of data and information contained on MegaPoints is expressly prohibited.
• Agrees not to access (or attempt to access) MegaPoints and/or the materials or services by any means other than through the interface provided by MegaPoints Company. The use of deep-link, robot, spider or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of MegaPoints or its content, or in any way reproduce or circumvent the navigational structure or presentation of MegaPoints, materials or any content, or to obtain or attempt to obtain any materials, documents or information through any means not specifically made available through MegaPoints will lead to suspension or termination of the Merchant Platform Services and Merchant Partner access to the Website/App, as detailed in Section 11 herein below. The Merchant Partner acknowledges and agrees that by accessing or using MegaPoints Merchant Platform or any of the Services provided therein, it may be exposed to content that it may consider offensive, indecent or otherwise objectionable. The Company disclaims any and all liabilities arising in relation to such offensive content on MegaPoints Merchant Platform.
• If at anytime MegaPoints permits the Merchant Partner and Users to post, or upload data/information as user submissions, and the Merchant Partner undertakes to ensure that such material is not offensive or objectionable, and is in accordance with applicable laws. The Merchant Partner expressly agrees that any such material that is deemed to be objectionable/offensive may be removed from MegaPoints Merchant Platform or MegaPoints Rewards App immediately and without notice, and further that the Merchant Partner access to MegaPoints may also be permanently revoked, at the sole discretion of the Company. The Merchant Partner further undertakes not to:
  • Threaten, defame, disillusion, erode, abrogate, demean or otherwise violate the legal rights of any other person or entity;
  • Engage in any activity that interferes with or disrupts access to MegaPoints Merchant Platform or the services provided therein (or the servers and networks which are connected to MegaPoints Merchant Platform);
  • Impersonate any person or entity, or falsely state or otherwise misrepresent his/her affiliation with a person or entity;
  • Publish, post, disseminate, any information which is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, pedophilic, libelous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever under any law, rule or regulation currently in force; or unlawfully threatening or unlawfully harassing including but not limited to "indecent representation of women" within the meaning of the Indecent Representation of Women (Prohibition) Act, 1986;
  • Post or share any image/file/data with the Company that infringes the copyright, patent or trademark of another person or legal entity;
  • Upload or distribute files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of the Website;
  • Probe, scan or test the vulnerability of MegaPoints Merchant Platform or MegaPoints Rewards App or any network connected to the Website, nor breach the security or authentication measures on the Website or any network connected to the Website. The Affiliate Partner may not reverse look-up, trace or seek to trace any information relating to any other User/Merchant Partner of, or visitor to, MegaPoints Merchant Platform, or any other User/Merchant Partner/of MegaPoints Merchant Platform, including any User/ Merchant Partner account maintained on MegaPoints Merchant Platform not operated/managed by the User/Merchant Partner, or exploit the Website or information made available or offered by or through MegaPoints Merchant Platform, in any manner;
  • Disrupt or interfere with the security of, or otherwise cause harm to, MegaPoints Merchant Platform, systems resources, accounts, passwords, servers or networks connected to or accessible through MegaPoints Merchant Platform or any affiliated or linked platforms;
  • Collect or store data about other User/Rewards Member/Merchant Partner of MegaPoint Merchant Platform. Except for the data of User(s) herein who are the customers of Merchant Partner(s).
  • Use MegaPoints Merchant Platform or any material or content therein for any purpose that is unlawful or prohibited by these Terms, or to solicit the performance of any illegal activity or other activity which infringes the rights of this Website or any other third party (ies);
  • Violate any code of conduct or guideline which may be applicable for or to any particular service offered on MegaPoints Merchant Platform.
  • Violate any applicable laws, rules or regulations currently in force within or outside India;
  • Violate any portion of these Terms or the Policy, including but not limited to any applicable additional terms of MegaPoints Company contained herein or elsewhere, whether made by amendment, modification, or otherwise;
  • Threaten the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public Order, or cause incitement to the commission of any cognizable offence, or prevent the investigation of any offence, or insult any other nation.
  • Publish, post, or disseminate information that is false, inaccurate or misleading;
  • Directly or indirectly offer, attempt to offer, trade, or attempt to trade, any item the dealing of which is prohibited or restricted in any manner under the provisions of any applicable law, rule, regulation or guideline for the time being in force.
  • Commit any act that causes MegaPoints Merchant Services to lose (in whole or in part) the services of its Internet Establishment ("ISP") or in any manner disrupts the services of any other supplier/service provider of the Company/Website,
• The Merchant Partner hereby expressly authorises the MegaPoints Merchant Platform to disclose any and all information relating to the User in the possession of MegaPoints Company to law enforcement or other government officials, as MegaPoints Company may in its sole discretion, believe necessary or appropriate in connection with the investigation and/or resolution of possible crimes, especially those involve personal injury and theft/infringement of intellectual property. The Merchant Partner further understands that MegaPoints Merchant Platform might be directed to disclose any information (including the identity of persons providing information or materials on MegaPoints Merchant Platform) as necessary to satisfy any judicial Order, law, regulation or valid governmental request.

11. SUSPENSION OF MERCHANT PLATFORM ACCESS AND ACTIVITY

• Notwithstanding other legal remedies that may be available to it, MegaPoints Merchant Platform may in its sole discretion limit the Merchant Partner access and/or activity by immediately removing the Merchant Partner access credentials either temporarily or indefinitely, or suspend/terminate the and Merchant Partner's association with MegaPoints, and/or refuse to usage of MegaPoints to the User, without being required to provide the User with notice or cause:
  • If the Merchant Partner is in breach any of these Terms or the Policy;
  • If the Merchant Partner has provided wrong, inaccurate, incomplete or incorrect information
  • If the Merchant Partner actions may cause any harm, damage or loss to the other Merchant Partner or Rewards Member or to the MegaPoints, at the sole discretion of the Company.

12. INDEMNITY

• You agree to indemnify, defend and hold harmless MegaPoints Merchant Platform, its independent service providers, third party Suppliers, and consultants, and their respective directors, officers, employees and agents (collectively, "Parties"), from and against any and all losses, liabilities, claims, damages, demands, costs and expenses (including legal fees and disbursements in connection therewith and interest chargeable thereon) asserted against or incurred by us that arise out of, result from, or may be payable by virtue of, any breach or non-performance of any representation, warranty, covenant or agreement made or obligation to be performed by you pursuant to these terms of use. further, you agree to hold us harmless against any claims made by any third party due to, or arising out of, or in connection with:
  • Your use of our Services,
  • Any Discussions or Messages you provide;
  • Your violation of these Terms and Conditions;
  • Your violation of any rights of another;
  • Your conduct in connection with MegaPoints;
  • Your internal disputes amongst other Reward Members/ Merchant Partner User(s) and Users; or
• You agree to fully cooperate in indemnifying Us at Your expense. You also agree not to reach a settlement with any party without Our consent.
• In no event shall MegaPoints Company be liable to compensate the Merchant Partner or any third party for any special, incidental, indirect, consequential or punitive damages whatsoever, including those resulting from loss of use, data or profits, whether or not foreseeable, and whether or not the Company had been advised of the possibility of such damages, or based on any theory of liability, including breach of contract or warranty, negligence or other tortuous action, or any other claim arising out of or in connection with the Merchant Partner's use of or access to MegaPoints Merchant Platform and/or the services or materials contained therein.

13. LIMITATION OF LIABILITY

• The Founder/ Associated people of MegaPoints Merchant Platform are not responsible for any consequences arising out of the following events:
  • If MegaPoints Merchant Platform is inoperative/non-responsive due to any connectivity errors associated with the internet connection such as but not limited to slow connectivity, no connectivity, server failure.
  • If the Merchant Partner has fed incorrect figures or data or for any deletion of data
  • If there is undue delay or inability to communicate through email
  • If there is a failure in the functioning of any other service provided by MegaPoints Company.
• MegaPoints Company accepts no liability for any errors or omissions, whether on behalf of itself or third parties, or for any damage caused to the Merchant Partner’s or User, the Reward Member's or User's belongings, or any third party, resulting from the use or misuse of MegaPoints Merchant Platform or service availed of by the Merchant Partner and User through MegaPoints Merchant Platform. The service and any content or material displayed on the service is provided without any guarantees, conditions or warranties as to its accuracy, suitability, completeness or reliability. MegaPoints Merchant Platform will not be liable to you for the unavailability or failure of MegaPoints Merchant Platform Services.
• Merchant Partner may be held legally responsible for damages suffered by other Rewards Members/Merchant Partner, MegaPoints Merchant Platform or any third party as a result of legally actionable or defamatory comments, remarks, or other information or content posted to MegaPoints Rewards App or MegaPoints Merchant Platform.
• Merchant Partner are to comply with all laws applicable to them or to their activities, and with all Policies, which are hereby incorporated into this Agreement by reference.
• MegaPoints Company expressly excludes any liability for any loss or damage that was not reasonably foreseeable by MegaPoints Merchant Platform Services and which is incurred by you in connection with MegaPoints Merchant Platform Services, including loss of profits; and any loss or damage incurred by you as a result of your breach of these terms.
• To the fullest extent permitted by law, MegaPoints Company shall not be liable to You or any other party for any loss or damage, regardless of the form of action or basis of any claim. You acknowledge and agree that your sole and exclusive remedy for any dispute with us is to terminate your use of MegaPoints Merchant Platform Services.

14. INTELLECTUAL PROPERTY RIGHTS

• Unless expressly agreed to in writing, nothing contained herein shall give the Merchant Partner a right to use any of the MegaPoints Companies trade names, trademarks, service marks, logos, domain names, information, questions, answers, solutions, reports and other distinctive brand features, save according to the provisions of these Terms. All logos, trademarks, brand names, service marks, domain names, including material, designs, and graphics created by and developed by MegaPoints Company and other distinctive brand features of MegaPoints Company are the property of the Instore Commerce LLP (The Company). Furthermore, with respect to the App and the Website created by the Company, the Company shall be the exclusive owner of all the designs, graphics and the like, related to MegaPoints.
• The Merchant Partner may not use any of the intellectual property displayed on MegaPoints Services in any manner that is likely to cause confusion among existing or prospective Users of MegaPoints Merchant Platform or MegaPoints Rewards App, or that in any manner disparages or discredits the Company, to be determined in the sole discretion of the Company.
• The Merchant Partner is further aware that any reproduction or infringement of the intellectual property of the Company by the Merchant Partner will result in legal action being initiated against the Merchant Partner by the Company. It is agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy.

15. DISCLAIMER OF WARRANTIES AND LIABILITIES

• The Merchant Partner agrees and undertakes that they are accessing MegaPoints Merchant Platform Services and transacting at his/her sole risk and are that it is using his/her best and prudent judgment before availing any service listed on MegaPoints Merchant Platform Services.
• It is the Merchant Partner’s duty in all circumstance that they will completely be aware of the Partner Platform Terms and Condition of MegaPoints Merchant Platform mentioned in https://megapointsrewards.com/merchant/terms-and-conditions.
• The Merchant Partner agrees that any kind of information, resources, recommendations obtained/availed from MegaPoints relating to the Services, whether written or oral, will not create any warranty and the Website disclaims all liabilities resulting from these.
• MegaPoints Company does not guarantee that the functioning of the Company/Website/App will be uninterrupted or error-free, or that the Company/Website/App or its server will be free of viruses or other harmful components, and the Merchant Partner hereby expressly accepts any and all associated risks involved with the Users use of MegaPoints Rewards App & MegaPoints Merchant Platform Services.
• MegaPoints may avail services from third party entities to serve you better and these services will be provided on “as is” basis and the Company/Website/App disclaims any liabilities resulting from these third party services. The Company/Website/App will not be responsible for any internet delays and damages caused by such problems.
• It is further agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Partner Platform Terms and condition and/or Merchant Partner Platform Privacy Policy.

16. FORCE MAJEURE

• Neither MegaPoints nor the Website/App shall be liable for damages for any delay or failure to perform its obligations hereunder if such delay or failure is due to cause beyond its control or without its fault or negligence, due to Force Majeure events including but not limited to acts of war, acts of God, earthquake, riot, fire, festive activities sabotage, labour shortage or dispute, internet interruption, technical failure, breakage of sea cable, hacking, piracy, cheating, illegal or unauthorised.

17. DISPUTE RESOLUTION AND JURISDICTION

• It is expressly agreed to by the Parties hereto that the formation, interpretation and performance of these Terms and any disputes arising there from will be resolved through a two-step Alternate Dispute Resolution (“ADR”) mechanism. It is further agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Merchant Partner Platform Terms and Conditions and/or Merchant Partner Platform Privacy Policy.
  • Mediation: In case of any dispute between the Parties, the Parties will attempt to resolve the same amicably amongst themselves, to the mutual satisfaction of both the Parties. In the event that the Parties are unable to reach such an amicable solution within thirty (30) days of one Party communicating the existence of a dispute to the other Party, the dispute will be resolved by arbitration, as detailed herein below;
  • Arbitration: In the event that the Parties are unable to amicably resolve a dispute by mediation, said dispute will be referred to arbitration by a sole arbitrator to be appointed by the Proprietorship, and the award passed by such sole arbitrator will be valid and binding on both the Parties. The Parties shall bear their own costs for the proceedings, although the sole arbitrator may, in his/her sole discretion, direct either Party to bear the entire cost of the proceedings. The arbitration shall be conducted in English, and the seat of Arbitration shall be the city of Daman.
• The Parties expressly agree that the Merchant Partner Platform Terms and Conditions, Merchant Partner Platform Privacy Policy and any other agreements entered into between the Parties are governed by the laws, rules and regulations of India.

18. NOTICES

• Any and all communication relating to any dispute or grievance experienced by the Merchant Partner May be communicated by writing an email to contact@megapointsrewards.com

19. MISCELLANEOUS PROVISIONS

• Entire Agreement: These Merchant Partner Platform Terms and Conditions, read with the Merchant Partner Platform Privacy Policy form the complete and final contract between the Merchant Partner and the Company with respect to the subject matter hereof and supersedes all other communications, representations and agreements (whether oral, written or otherwise) relating thereto.
• Waiver: The failure of either Party at any time to require performance of any provision of these Terms shall in no manner affect such Party's right at a later time to enforce the same. No waiver by either Party of any breach of these Terms, whether by conduct or otherwise, in any one or more instances, shall be deemed to be or construed as a further or continuing waiver of any such breach, or a waiver of any other breach of these Terms.
• Severability: If any provision/clause of these Terms is held to be invalid, illegal or unenforceable by any court or authority of competent jurisdiction, the validity, legality and enforceability of the remaining provisions/clauses of these Terms shall in no way be affected or impaired thereby, and each such provision/clause of these Terms shall be valid and enforceable to the fullest extent permitted by law. In such case, these Terms shall be reformed to the minimum extent necessary to correct any invalidity, illegality or enforceability, while preserving to the maximum extent the original rights, intentions and commercial expectations of the Parties hereto, as expressed herein.
• Contact Us: If you have any questions about this Agreement, the practices of the App, or your experience with the Service, you can email us at contact@megapointsrewards.com.