Terms of use of the website

Effective Date: January 3, 2019

We recommend that you read these terms of usage carefully before you use our site, our services or products. We've tried to keep it clear and straightforward. If you have any suggestions, do not hesitate to email us at hello@baseaccount.com.

To make the terms more readable, we’ve included annotations throughout the contracts. These annotations aren't a part of the terms itself, but are intended to help you follow the text and break the terms down to their essence. In order to gather a complete understanding of the terms of this Policy, please read the entire contents of the same.

"We are Shadegrown Tech and you're agreeing to these terms. We may change the terms. If we make any significant changes, we'll tell you."

This ‘Terms of Use’ is formulated and published pursuant to the provisions of Rule 3 (1) of the Information Technology (Intermediaries Guidelines) Rules, 2011 that requires the publication of Terms of Use and Privacy Policy for access or usage of a website. This Terms of Use agreement (the "Agreement") governs your use of this website baseaccount.com (the "Website"). The Website is owned and operated by Shadegrown Tech Private Limited, a private limited company registered under the provisions of the [Indian] Companies Act 2013 having its registered office at Flat Number 305, Fortune Residency, Doddanagamangala Main Road, Electronic City Phase II, Bangalore, 560 100, Karnataka, India (the “Company”). The Company reserves the right to modify the terms contained in this Agreement at any time by posting such modifications on the Website.

The modified Agreement would be effective from the date on which the Users are notified of such change. If you do not agree to any term that is contained in this Agreement, please immediately cease your use of the Website.

TERMS

"Base is a platform that enables its users to manage their finances."

Terms of Offer. The Website is an online financial hub which enables users of the Website (the “Users”) to connect their bank accounts, investments and loans. The Website seeks to enable its Users to automate savings, transfers and facilitates their finance planning and management (the “Services”).

"You must get our permission to use our Shadegrown Tech branding and trademarks."

Proprietary Rights. The Company has proprietary rights in the Website and you may not copy or reproduce the Website or any of its components in any manner without obtaining a prior written consent from the Company. The Company also has rights to all trademarks and trade dress and specific layouts of every page of the Website, including calls to action, text placement, images and other information.

"You are responsible for payment of taxes."

Taxes.

You shall be responsible for the payment of any tax that accrues to you under applicable law as a result of your use of the Website.

THE SERVICES

"Eligibility: "You have to be eighteen or older."

This Agreement and the Services provided by the Website are available to any person over the age of eighteen (18) years who registers on the Website in the manner provided herein. Persons below the age of eighteen (18) shall not be entitled to use the Website or the Services, unless such use is through the User account of a parent or legal guardian.

"A user registers on the Base website after providing their basic details and the UPI ID of the bank account they wish to park their savings in. Then they are redirected to IFTTT website after taking their consent. Here a user can choose from a selection of applets to connect their Base account with. Base aggregates the savings and sends out an email to the user every week with a payment transfer link. On clicking the link, a user will be able to transfer money from one account to another.
We also offer the users the option of transferring money to mutual funds based on other financial activities like card swipes at a retail outlet.

Once a User has registered on the Website and provided the details as requisitioned therein, the User is redirected to https://ifttt.com/, a third party service provider platform (the "Service Provider Platform") after obtaining his/her consent for the same. In providing the Services, the Company would require every User registering on the Website to provide all the information as detailed in the Privacy Policy at link. The UPI ID provided by a User shall belong to the bank where the User desires to park his/her savings. The assumption is that each User will have at least two bank accounts – one from which he/she incurs all expenses, and the other where savings are parked.

Once registered on the Website and connected to the Service Provider Platform, the User can activate various applets of his/her choice. Applets are nothing but actions or events that may be chosen or formulated by a User as triggering a saving. This allows the User to connect the occurrence of a specific event to their financial savings. For example, a User can set aside some money each time someone tweets or each time they finish a cycling trip. The Third Party Platform also allows Users to be creative with the events that trigger these saving actions. Users can choose from any event available on Third Party Platform to trigger a saving action. Users can also trigger a transfer action through Third Party Platform to transfer money to someone. At the end of the week, the Website adds up all the savings of a User for that week, and sends the User an email with a link which can be used to transfer the saved money to the account where the User’s savings are parked.

In addition to the above, the Company also facilitates the investment of funds into mutual funds. In order to avail this portion of the Services, a User who visits the Website and signs up using his Google account shall enter his/her PAN number on to the field provided for the same to check if the Know Your Customer (KYC) process for such User has already been completed. If it is not, then such User is lead to a web-form where he/she can schedule for the KYC. If the KYC for the User has already been completed, the process will flow as follows:

Based on the data provided by the User, the Website creates a folio in the records of the asset management company which would be controlled by the Company.
Where the User’s bank account supports a method for automatic debit (such as e-mandate, standing instruction on debit card, NACH/e-NACH etc.), the User is led to a form where the payment processor of the Company obtains the express consent of the User for debiting his/her account as and when a request is presented. (Where the User’s bank account is not supported by the Company for automatic debit, the User would not be led to a form, and the Company would notify the User as and when the same is supported.)
The User thereafter connects to the Service Provider Platform and activates the applets of his/her choice. Based on the applets and amounts chosen by a User, the Company debits the account of the User and credits such funds to the account of the User held with the AMC.
At the end of the week, the Website adds up all the savings of a User based on the applets and amounts chosen by the user and performs the following actions:
1. When a method to automatically debit the User’s account exists: Debits the account of the User and credits such funds to the AMC for purchase of Mutual Fund Units for the User; and
2. When a method to automatically debit the User’s account does not exist: Emails a link to the User which can be used to transfer money to the AMC for purchase of the units.

The Company will provide an option to Users to redeem their savings parked with the AMC at any point in time. The workflow and conditions on such redemption (amount, time of the day, day of the week etc.) shall be subject to the rules and restrictions as imposed by the AMC and the Securities and Exchange Board of India (SEBI).

REPRESENTATIONS, WARRANTIES AND UNDERTAKINGS OF THE USERS

"When you register on our platform, you are responsible for the authenticity of the information you upload and you understand that Base is not a financial advisor. The information that you provide to us is transferred to IFTTT and we rely on their terms to process it further."

Each User registering on the Website represents, warrants and undertakes to the Company as follows:

That all information that has been uploaded by the User on the Website is true, complete and accurate;
Each User agrees and acknowledges that the Company is only a platform that facilitates planning and management of finances by its Users, and that the Company is not a financial advisor or expert on management of finance; and
All information that is provided by a User on the Website is transferred by the Company to the Service Provider Platform, and once so transferred, the Company shall have no control over the use or application of the same.

PERSONAL DATA AND OTHER INFORMATION MADE AVAILABLE ON THE WEBSITE

"You shall read our privacy policy to understand how we collect and process your data to operate Base."

The User shall read and understand the Privacy Policy available at link, so as to ensure that he or she has the knowledge of, (i) certain information that may be collected by the Website; (ii) the purpose of collection and the use that such information is put to; and (iii) the entity that collects and retains the information etc.

"You are responsible for the personal information you provide and the safety your passwords. If we find out that the information provided by you isn’t true, we may disable your account."

The Company is not responsible for the authenticity of the personal information or personal data that is supplied by a User on the Website. The User shall be responsible for maintaining the confidentiality of his/her account access information and password, and the User shall be held solely liable for all usage of his/her user account and password, whether or not authorized by him/her. The User shall be obligated to intimate the Company regarding any misuse or suspected misuse of his/her user Account information.
Where a User provides information that is not authentic or is incomplete, the Company may at its sole discretion discontinue providing the Services to that User by disabling his/her User Account.

"You shouldn’t upload content that belongs to others."

Each User represents and warrants to the Company that the content uploaded by them on the Website shall not infringe the intellectual property rights of any person.

THE WEBSITE AND THE SERVICES

"We use IFTTT to provide our services and follow their terms of usage. We highly recommend that you read their terms."

IFTTT Platform: The Company avails the services of a third party service provider, namely, IFTTT Inc. Please note that the Terms of Use issued by IFTTT Inc. and published at https://ifttt.com/terms would be applicable to the use of the Services. Once the data shared by you with the Company is shared with IFTTT Inc., the Company shall have no control over the same, and the Company disclaims all liability with respect to the use, storage and application of such data by IFTTT Inc.

"Base is a facilitator of financial savings and not necessarily a financial advisor. The purchase & redemption of units, and data shared in relation to the activities are handled according norms laid down by partner AMC and regulating entities."

AMC savings The Company is not an expert on financial savings schemes and should not be considered as an expert advisor on the viability of investments in mutual funds. The Company is only a facilitator that facilitates investments made by Users into the AMC at their own risk. The Company will notify the Users periodically regarding upcoming investment opportunities. The Company would also facilitate the redemption of User funds as per applicable norms. Any data shared by the User with the AMC or the payment partner (irrespective of whether such data is shared on or off the Website) is subject to the Privacy Policy and terms of use issued by the said parties. The Company shall have no control over the same.

"We own all the information created by us. We don’t control the content on third party sites we link to. You cannot use the content on our website without our permission."

Content; Intellectual Property; Third Party Links. In addition to providing the Services as stated above, the Website may also offer other information related to the Services either directly or through indirectly through links to third-party websites. The Company may not be the sole owner of all the information that is made available on the Website. The proprietary rights to all information that is created by the Company and made available on the Website shall belong to the Company alone. Unauthorized use of any content or material that is available on the Website may violate intellectual property rights of other parties. You shall use the content on this Website only for personal, non-commercial use. Any links to third-party websites that are provided on the Website are for convenience and does not amount to the Company being responsible, in any manner, for such third party websites and their content. You may use such third party content at your own risk. The Company may use User generated content / applets created on the Company’s platform to market the Services.

"You won't use Base to do illegal things. You must get our permission to use our content."

The Website shall not be used by you for any illegal or unlawful purpose. Your use of the Website shall be in compliance with all applicable laws and regulations. You shall not interfere or hinder the use of the Website by other Users or Users, and you shall not engage in transmission of "spam", chain letters, junk mail or any other type of unsolicited communication.

By using this Website, you are granted a limited, non-exclusive, non-transferable right to use the content and materials on the Website in a lawful manner. You may not copy, reproduce, transmit, distribute, or create derivative works of such content or information without express written authorization from the Company or the applicable third party (if content belonging to such third party is being used).

"You will be responsible for the content and interactions with other users on the site. We may monitor and remove stuff that we consider inappropriate."

Please note that the Company is only an “intermediary” as defined in Section 2(w) of the Information Technology Act, 2000 and can only control the information and content posted by itself on the Website. The Company does not have the ability to control User/User-generated content on the Website. You are solely responsible for your interactions with other Users/Users and any content you post. The Company may monitor interactions between Users and remove any content from the Website that it considers objectionable or inappropriate.

RESTRICTIONS ON USE

"You won't use Base to cause any harm to us or other users in any way; you also won’t use the site in a way that breaks any applicable Indian laws."

You not host, display, upload, modify, publish, transmit, update or share any information that:

belongs to another person and to which you do not have any proprietary right;
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;
harm minors in any way;
infringes any patent, trademark, copyright or other proprietary rights;
violates any law for the time being in force;
deceives or misleads the addressee about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;
impersonates another person;
contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; or
Threatens the unity, integrity, defense, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation.

The Company retains the right to remove from the Website any content that contravenes any of the above conditions.

DISCLAIMER OF WARRANTIES

"We want Base to be great for you, but it's not warrantied."

Please note that your use of the Website and the services shall be at your sole risk. The Company disclaims all warranties of any kind, whether express or implied, including, but not limited to non-infringement of third party rights with respect to the contents of the Website, or any reliance upon or use of the Website contents or the Services.

IN NO EVENT SHALL THE COMPANY BE LIABLE TO A USER OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY OTHER DIRECT OR INDIRECT DAMAGES, INCLUDING WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE WEBSITE OR OF ANY OTHER WEBSITES REFERENCED OR LINKED TO FROM THE WEBSITE PLATFORM. THE COMPANY SHALL NOT BE LIABLE IN ANY WAY FOR THIRD PARTY GOODS AND/OR SERVICES OFFERED THROUGH THE WEBSITE OR FOR ASSISTANCE IN CONDUCTING COMMERCIAL TRANSACTIONS THROUGH THE WEBSITE, INCLUDING WITHOUT LIMITATION THE PROCESSING OF ORDERS OR PAYMENT OF ANY CONSIDERATION. IN NO EVENT SHALL THE COMPANY BE HELD RESPONSIBLE FOR THE FINANCIAL PLANNING OR FINANCIAL SAVINGS MANAGEMENT OF THE USERS.

"We make no warranties regarding the accuracy of information provided by us or third parties on the site."

Further, the Company makes no warranty:

That the content made available on the Website is complete, updated or accurate; or
That the third party information made available on the Website or the third party links made available on the Website are accurate, reliable or complete.

LIMITATION OF LIABILITY

"If we breach the terms of this agreement, we are liable to indemnify a User to the maximum extent of Rs. 5000."

The aggregate liability of the Company to a User with respect to the Website content and for the services and/or for any breach of this Agreement is limited to a value of [Rupees Five Thousand Only (INR 5,000/-)]. The Company shall not be liable for any direct, indirect, incidental, special or consequential damages in connection with this Agreement.

INDEMNIFICATION

"Shadegrown Tech and its team isn't liable for damages resulting from breach of terms of use."

You shall indemnify, defend and hold harmless the Company as well as each of its representatives, employees, contractors, agents, officers, directors, shareholders, affiliates and assigns from all liabilities, claims, damages, costs and expenses, including reasonable attorneys' fees and expenses in relation to all claims arising out of (a) a breach of the obligations undertaken by you under the terms of this Agreement; (b) use or misuse by you of the Website content; (c) breach of any intellectual property or other proprietary rights of any person or entity; or (d) the inaccuracy or incompleteness of any information or data you supplied on the Website.

"If required, Shadegrown Tech may seek written assurances to indemnify the company. You are required to notify us if there’s a legal proceeding initiated in relation to Base."

If and when so required, the Company may seek written assurances from you regarding your undertaking to indemnify the Company, and your failure to provide such assurances would amount to a material breach of this Agreement. The Company may participate in any legal proceedings where you are defending a third party claim related to your use of any of the Website. You shall notify the Company of any third party legal proceeding that is initiated in relation to the Website or the Services, to which legal proceeding you are a party.

PRIVACY

"We follow our own privacy policy and we recommend you to read it."

Please refer to the Website Privacy Policy here, incorporated by reference herein, for information on the policy of the Company with respect to personal and sensitive information that is provided by the Users to the Website.

REDRESSAL OF GRIEVANCES

"If you have any questions or complaints about Base, email us."

If you have any questions or grievances regarding the Website, or the contents thereof, you may reach out to Praneeth Bodduluri of the Company’s customer support at legal@baseaccount.com (the “Grievance Officer”). The Grievance Officer shall address any complaint or grievance that is raised by a User within a period of one (1) month from when it is raised.

USE OUTSIDE INDIA

"We're in the India, so we'll follow Indian law. If you are using Base outside India, you are doing so at your own risk."

Although the Website may be accessible worldwide, the Company makes no representation that materials on the Website are appropriate or available for use in locations outside India or that the Website complies with the laws that are applicable in any jurisdiction that is outside India. Accessing the Website from territories where the content of the Website and/or the provision of the Services is deemed illegal is prohibited. Users accessing the Website from locations outside India do so at their own risk and are responsible for compliance with local laws that are applicable to them. Any offer for any Service, and/or information made in connection with the Website is void where prohibited.

MISCELLANEOUS PROVISIONS

"If we are affected by a major event like an earthquake, we may not be able to operate."

Force Majeure. The Company shall not be responsible for any cessation, interruption or delay in the performance of its obligations hereunder due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, or boycott. The Company may at any time, in its sole discretion and without advance notice to you, cease operation of the Website.

"This, along with the privacy policy is the whole agreement between us. A delay or failure in exercising any of the terms mentioned here doesn’t imply that we’re giving up on them."

Entire Agreement.This Agreement along with the Privacy Policy comprises the entire agreement between you and the Company with respect to the use of the Website.

No Waiver. A delay or failure by the Company to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision.

"We will email or mail you our notices in English. You can mail us a notice to our registered address."

Notices: All notices given to you by the Company or by you to the Company shall be in writing and in the English language. Such notice shall be sent by e-mail or mailed by a prepaid internationally-recognized courier service to the intended recipient at the address set out below, or any changed address that is notified by either Party:

Notice to the Company:

Shadegrown Tech Private Limited
Flat Number 305, Fortune Residency,
Doddanagamangala Main Road, Electronic City
Phase II, Bangalore, 560 100, Karnataka, India
Email: legal@baseaccount.com

Notice to User:

At the email address provided by you at the time of registration on the Website.

Governing Law; Jurisdiction. This Agreement is governed by the provisions of Indian law, including but not limited to the following:

the Indian Contract Act, 1872;
the (Indian) Information Technology Act, 2000;
the (Indian) Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Information) Rules, 2011; and
the (Indian) Information Technology (Intermediaries Guidelines) Rules, 2011.

"This agreement is covered by Karnataka law. If there is a dispute between us, we'll handle it in Karnataka."

This Website originates from the State of Karnataka in India. This Agreement will be governed by the laws that are applicable in the State of Karnataka. By using this Website, you consent to the jurisdiction and venue of the courts located in Karnataka, India in connection with any action, suit, proceeding or claim arising under or by reason of this Agreement.

"If we think you’ve breached the terms of this agreement, we may terminate your access."

Termination. The Company may terminate your access to the Website without any notice to you if it reasonably believes, in its sole discretion, that you have breached any of the terms and conditions of this Agreement.

"If you have any suggestions about this agreement or Base, email us."

Suggestions / inputs received from Users. Where a User gives a suggestion to the Company regarding the use or functionality of the Website, the Company shall have an unrestricted right (but not an obligation) to use and apply such suggestion without reference to the User giving such a suggestion.