Terms of Service

1. Background

• These Terms of Service for Users (“Terms”) are a binding legal agreement between the Users and Cognity Life India Private Limited, a private limited company incorporated and registered under the Companies Act, 2013. Cognity Life India Private Limited offers a platform “WisdomCircle”.
• These Terms govern your right to use the websites, applications, and other offerings from WisdomCircle (collectively, the “Platform”).
• WisdomCircle aims to create the largest Platform for retired professionals, typically around the age of 50 (fifty) years or more (“WisGen”), to find meaningful engagements (i.e., work related engagements, social events and/ or learning opportunities) post retirement. It is a marketplace solution where individuals and body corporates/organizations or individuals authorized by such body corporates/organizations (collectively, “Recruiters”) can engage WisGen for specific projects or work assignments, as the case may be.
• The Recruiters list requirements (“Opportunities”) on the Platform and accordingly approach WisGen or can be approached by WisGen who then provide services to fulfil the requirements against the listed Opportunities. Recruiters and WisGen are collectively referred to as “Users”.
• In order to avail the services offered on the Platform, the Users must register an account to access and use the features of the Platform and must keep their account information accurate at all times. As the provider of the Platform, WisdomCircle does not own, control, offer or manage any Opportunities listed by the Recruiters, and fulfilled by the WisGen.

2. Relationship with WisdomCircle

• WisdomCircle offers a platform that enables Users to find one another, enter into service relationships and agreements, receive and provide services, and make and receive payments as per the terms of the agreement. WisdomCircle neither performs nor employs individuals to perform services. The Users acknowledge and agree that WisdomCircle does not supervise, direct, control, or monitor Users in the performance of any contractual obligations they may have entered into pursuant to these Terms. Further, WisdomCircle is not responsible for (a) ensuring the accuracy or legality of any User content, for which Users are solely responsible; (b) the offering, performance, or procurement of WisGen services; (c) WisdomCircle does not make any representations about or guarantee any particular User’s offered services; and (d) nothing will create an employment, agency, or joint venture relationship between WisdomCircle and any User offering services.
• The Users further acknowledge and agree that Users, and not WisdomCircle, are solely responsible for (a) evaluating and determining the suitability of any project, Recruiter or WisGen (as the case may be); (b) assessing whether to enter into an agreement with another User and for verifying any information about another User; and(c) negotiating, agreeing to, and executing any terms or conditions of the contracts and for performing and monitoring performance under them. All agreements between Users are directly between the Users and WisdomCircle is not a party to those contracts.
• Users’ relationship with WisdomCircle is that of an independent individual or entity and not of an employee, agent, joint venturer, or partner of WisdomCircle, except that WisdomCircle only acts as a facilitator between the WisGen and Recruiter. WisdomCircle does not direct or control the Recruiters listing on the Platform or WisGen offers on the Platform and the Users understand that they have complete discretion whether and when to list Opportunities/when to offer services and at what compensation and on what terms.

3. Registration on the Platform

• The Users must register on the Platform to have access to the platform provided by WisdomCircle. The Users can register on the Platform as a ‘Recruiter’ or as a ‘WisGen’ as applicable. To register for an Account to use our Platform/service, the User must complete a user profile by providing details such as First Name, Last Name, Name of the Organization, Website, Designation, Email, and Mobile Number (for Recruiters) and First Name, Last Name, Age Range, Email, and Mobile Number (for WisGen), and expressly agree to these Terms and the Privacy Policy by clicking on “Submit”.
• The Users must register an account with us (“Account”) to access and use our Platform/services. Unregistered Users of our Platform are referred to as “Platform Visitors” and only have the right to browse the website or publicly available resources like social media handles.
• The Users must register on their Account with an email and password. The Users are responsible and liable for all activity that occurs on their Account and for safeguarding and maintaining the confidentiality of their email and password and agree not to share their credentials with anyone. The Users agree to notify us immediately if they suspect or become aware of any unauthorized use of their Account or any unauthorized access to their password. The Users also agree not use the Account or log in with the credentials of another User.
• The Users agree to provide accurate and complete information on their profile — and on all registration and other forms they access while using our Platform/services and agree to keep that information current. The Users agree not to provide any false or misleading information about their identity or location, their business, skills, or the services their business provides, and the Users agree to correct any information that is or becomes false or misleading.
• The Users Account is subject to approval by WisdomCircle. WisdomCircle reserves the right to suspend or terminate the Account, or access to our Platform/services, of anyone who provides false, inaccurate, or incomplete information in creating, marketing or maintaining a profile or an Account.
• We reserve the right to decline a registration for any reason whatsoever at our sole discretion.
• There are no fees to be paid by the Users for registration on the Platform.

4. Account Eligibility

• By making any use of the Platform and by accessing/browsing the Platform or by registering for an Account or by using the services on the Platform, the Users (i) accept these Terms and agree to be bound by them; (ii) agree that WisdomCircle offers the services for your business purposes only and not for personal or consumer use; (iii) agree that they are doing business under their own name as a self-employed individual/sole proprietor/or a company/LLP/or any other entity; (b) agree that they will use our services for business purposes only; (c) will comply with any licensing, registration, or other requirements with respect to their business; (d) are either a legal entity or an individual who is at least 18 (eighteen) years old (or the age of majority in your country if the age of majority is over 18 (eighteen)), and that they can form legally binding contracts; and (e) have read our Privacy Policy and agree to abide by the Privacy Policy.
• If membership or use of the Platform is void where prohibited by applicable law, the right to access the Platform will be deemed to be revoked in such jurisdictions ab initio.

5. Listing on the Platform by Recruiters

• WisdomCircle offers the Recruiters, upon registration, the conditional right to use the Platform to list their Opportunities, with our vibrant community of WisGen. The Recruiters will be required to list the Opportunities in accordance with the terms and conditions set out hereinafter. While posting an Opportunity, the Recruiter will be liable to provide all relevant details/description in respect of the said Opportunity including but not limited to its legal entity name, registered office or principal place of business and further details like job description, eligibility criteria, minimum qualification, term/tenure, compensation offered, etc. Notwithstanding the above, the Recruiters will be in control of the offered compensation against the Opportunities and specific requirements for each Opportunity
• WisdomCircle charges a fixed fee (“Listing Fee”) per Opportunity for posting/publishing an Opportunity on the Platform from Recruiters. At the time of publishing an Opportunity, the Recruiter will be liable to pay this Listing Fee. This Listing Fee and the Service Fee (defined below) will be different for different Recruiters. Please note that WisGen are not required to pay any Listing Fee.
• For more details regarding the pricing structure of the Listing Fee (defined below), you may refer to our ‘Plans & Pricing’ document here: https://app.wisdomcircle.com/pricing.
• The ‘Plans & Pricing’ document shall become accessible to you only upon your registration on the Platform. By providing a payment method, you expressly authorize us to charge the applicable Listing Fee on the said payment method as well as taxes and other charges incurred thereto at regular intervals, all of which depend on your particular utilized services. It is hereby clarified that the Listing Fee has to be paid 100% (one hundred percent) in advance before you can publish your Opportunity on the Platform and WisGen can view your published Opportunity and apply to them. We may offer discounts on the Listing Fee on a case-by-case basis, at our sole discretion.

6. Offering Services by WisGen

• WisdomCircle offers you the conditional right to use the Platform to offer services to the Recruiters. You will agree to perform the services for Opportunities published by the Recruiters in accordance with these Terms. If you are creating an Account or claiming to be providing services for a listed Opportunity, then you represent to us that you are authorized to do so. You acknowledge that any false claim may cause WisdomCircle, relevant Recruiter or third parties to incur substantial economic damages and losses for which you will be solely held liable and accountable. In addition to the above, you will be subject to, and responsible for complying with, all requirements of the Opportunities, including without limitation, the full scope of services required and any other rules, standards, policies, or requirements identified by the Recruiter in the Opportunities. It is your responsibility to read and understand these requirements prior to offering services to the Recruiter for any Opportunities.

7. Contracting between Users

• Default: Model 1: Contract between Users
  • Upon payment of Listing Fee by the Recruiter, the Opportunity as created by the Recruiter, will be visible/published on the Platform and all registered WisGen will have access /visibility to such an Opportunity. The details of an Opportunity as posted by the Recruiter such as job description, roles and responsibilities, salary, tenure, nature of employment will be visible on the Platform and the WisGen will have the ability to apply for such an Opportunity on the Platform by submitting their interest/proposal (“Application”) on the Platform as sought by the Recruiter.
  • This Application once submitted on the Platform will be visible to the Recruiter (for the Opportunities listed by them). The Recruiter will have a right to choose/select a candidate/ WisGen who is best suited to its requirements. Upon acceptance of such Application by the Recruiter, a valid agreement will come in force between the Recruiter and WisGen. This agreement will be directly entered into between the Recruiter and WisGen and they will be solely responsible for the adherence to the terms and obligations contained therein.
  • WisdomCircle is not a party to the contracts entered into directly between WisGen and Recruiters, nor is WisdomCircle a recruitment agency, or an adviser. WisdomCircle is not acting as an agent in any capacity for any WisGen or Recruiter.
  • The Users will enter into a separate binding agreement pursuant to these Terms, the Users hereby agree that WisdomCircle shall not be a party to such agreement and WisdomCircle shall not be liable for breach of any contractual obligations arising out of such agreement. Any terms or conditions that the Users include in any agreement between them must: (i) be consistent with these Terms, our Privacy Policy, and the information provided in the listing, and (ii) be prominently disclosed in your description of the Opportunities on the Platform. A renewal of such agreement between Users should be informed to WisdomCircle and must comply with these Terms.
  • As far as the Platform is concerned as soon as the Recruiter changes the WisGen’s Application status to “Hired”, a valid agreement comes into existence between Users and upon such action by the Recruiter, he/ she will be required to make a payment of 20% of the total annual compensation as agreed between the Users for a project/assignment to WisdomCircle (“Service Fee”). Service Fee to be paid by the Recruiter to WisdomCircle immediately upon hiring the WisGen on the Platform. Wisdom Circle has the right to provide concession/discount to Recruiters on the Service Fee as per its own discretion.
  • The Recruiter agrees and acknowledges that the payment of the Listing Fee and Service Fee is mandatory, and any breach of this obligation will entitle WisdomCircle to terminate its relationship with the Recruiter as per the Terms and forfeit the amount of Listing Fee as paid by the Recruiters. Such nonpayment would result in a breach of these Terms, for which WisdomCircle will have the right to seek appropriate remedy in court of law.
  • If the Recruiters after appointment/engagement of the WisGen, are not satisfied with the performance of the WisGen, the Recruiters may terminate the services of such WisGen as per the terms of the agreement as entered between the Users. In such a scenario, WisdomCircle shall have no obligation towards the WisGen to enable them to find a suitable alternate Opportunity or for any loss of income. On the other hand, WisdomCircle shall have no obligation towards the Recruiters to refund them the Listing Fee and the Service Fee for such an Opportunity.

    In such a scenario, Wisdom Circle’s sole responsibility towards the Recruiter will be to relist the Opportunity of the Recruiter on the Platform (without payment of any Listing Fee), to enable the Recruiter to select another WisGen as per its own requirement by following the steps as mentioned in Clause 7.1. WisdomCircle may, in case the Recruiter hires the WisGen at a higher compensation/salary, collect the additional Service Fee from the Recruiters.

    In case, the Recruiter is not satisfied or wants to terminate the services of the WisGen second time for the same Opportunity, the Recruiter can proceed with the same as per the terms of the agreement between the Users. WisdomCircle in such as case shall not have any liability/responsibility towards the Recruiters and/or the WisGen. WisdomCircle will in such a case, take down the Opportunity as listed by the Recruiter on the Platform. If the Recruiter wants to relist its Opportunity again on WisdomCircle’s Platform, it will be required to repay the Listing Fee and follow the steps as mentioned in Clause 7.1 (including payment of Service Fee).

• Model 2: Consultancy Arrangement via WisdomCircle

• • By default, Model 1 applies to all Users. Recruiters have the option to opt for/avail for Model 2 (“Consultancy Arrangement”) by discussing this with the WisdomCircle team at the time of payment of the Listing Fee. WisdomCircle has the sole discretion to agree or not agree to the Consultancy Arrangement.

• • In the case that WisdomCircle allows the Recruiter to avail for the Consultancy Arrangement model, the terms of such Consultancy Arrangement will be governed by the following terms [Model 2 T&Cs.] (“Model 2 Terms”). The Model 2 Terms will be visible to all Users. However, once the Recruiters enroll in /opt for the Consultancy Arrangement model, the Model 2 Terms will become effective/applicable vis-a-vis the Recruiters. In the case of WisGen, once the WisGen are hired under the Consultancy Arrangement model, the Model 2 Terms will apply to the WisGen as well.

8. Use of Platform

• The Users agree, undertake and confirm that their use of the Platform shall be strictly governed by the following binding principles:
  • A User shall not host, display, upload, modify, publish, transmit, update or share any information or item that:
  • • belongs to another person and to which you do not have any right to;
    • is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic,
    • 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;
    • infringes any intellectual property rights of any person including but not limited to patent, trademark, copyright or other proprietary rights;
    • violates any law for the time being in force;
    • deceives or misleads the addressee/Users 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;
    • threatens the unity, integrity, defence, 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;
    • shall not be false, inaccurate or misleading; and
    • shall not create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers.
• The Users shall not use the Platform to collect any information about other Users including Platform Visitors (including usernames and/or email addresses) for any purpose other than to solicit applications for project/assignment listings; or modify, adapt, translate, or reverse engineer any portion of the Platform and/or services offered on the Platform.
• The Users agree and acknowledge that any violation of this Clause will lead to an automatic cancellation of the defaulting User’s Account.
• By registering the Account, the Users agree to communicate only through the Platform and make and receive payments only through the Platform till the Account is not cancelled/ terminated as per these Terms. In case any User is found to have entered into any side agreement with respect to any Opportunity listed on the Platform with another User, it shall be considered as a serious breach and may result in cancellation of the relevant Account.

• COMMUNICATING THROUGH THE SITE; NOT SHARING CONTACT DETAILS:

  For Users subject to this Section, Users agree to use the communication services available on the Site to communicate with other Users prior to entering into a Service Contract. You agree that prior to entering into a Service Contract, you (a) will use WisdomCircle as the sole manner to communicate with other Users; (b) will not provide your Means of Direct Contact (defined below) to any other User or another person that you identified or were identified by through the Site; (c) will not use Means of Direct Contact of another user to attempt to or to communicate with, solicit, contact, or find the contact information of a User outside of WisdomCircle; (d) will not ask for, provide, or attempt to identify through public means the contact information of another User; and (e) will not include any Means of Direct Contact or means by which your contact information could be discovered in any profile, proposal, job posting, invitation, or pre-hire communication through the Site’s communications services (including in each case in any attached file), except as otherwise provided on the Site.

  For purposes of the Terms of Service, “Means of Direct Contact ” means any information that would allow another person to contact you directly, including, without limitation, phone number, email address, physical address, a link to a contact form or form requesting contact information, any link to an applicant management system or means to submit a proposal or application outside of the Site, or any information that would enable a user to contact you on social media or other website or platform or application that includes a communications tool, such as Skype, WhatsApp, Slack, Wechat, or Facebook. Information is a Means of Direct Contact if it would enable another user to identify any of the information above through other sources, such as going to a website that included an email address or identifying you through social media.

  You acknowledge and agree that a violation of this Section is a material breach of the Terms of Service and your Account may be permanently suspended for such violations.

9. Managing Listing/Accounts of Recruiters and WisGen

• Recruiters: WisdomCircle provides tools that make it easy for Recruiters to set up their Accounts and manage Opportunities published by them. The listings provided by Recruiters must include complete and accurate information about their requirements such as the compensation amount they are willing to pay to the prospective WisGen, the timeline for the payment of compensation, i.e., weekly basis, monthly basis, tenure of employment etc., as the case may be, and any other requirements that apply to their listing. The Recruiters are responsible for their acts and omissions as well as for keeping their Opportunities’ description up-to-date and accurate at all times.
• WisGen: WisdomCircle provides tools that make it easy for WisGen to set up and manage their Accounts on the Platform. The profile description provided by WisGen must include complete and accurate information about their expertise, the kind of services they offer, and any other requirements that apply to their account on the Platform. The WisGen are responsible for their acts and omissions as well as for keeping their user description up-to-date and accurate at all times. 

10. Ownership

• Except for the content submitted by the Users on the Platform, any material, content or logos, marks, software on or part of the Platform and all aspects thereof, including all copyrights and other intellectual property or proprietary rights therein, is owned by WisdomCircle. The Users acknowledge that the Platform and any underlying technology or software on the Platform or used in connection with rendering the services are proprietary information owned or duly licensed to WisdomCircle, except where it is indicated otherwise. The Users are prohibited to modify, reproduce, distribute, create derivative works of, publicly display or in any way exploit, any of the content, software, marks, logos, and/or materials available on the Platform in whole or in part except as expressly allowed under the Terms. The Users have no other express or implied rights to use, in any manner whatsoever, the content, software, marks, logos, and/or materials available on the Platform.

11. License

• The Users hereby grants WisdomCircle an unrestricted, non-exclusive, royalty-free licence in respect of all content and information provided to WisdomCircle by the Recruiters/WisGen for the purposes of inclusion on the Platform, the WisdomCircle website, official social media handles and as may be otherwise required. This includes, but is not limited to a) use of the Users’ names and logos in the context of online and offline advertisements to support marketing and promotional campaigns which may be undertaken by WisdomCircle; and b) preparation of derivative works of, or incorporate into other works, all or any portion of the marketing materials which will be made by WisdomCircle for the purposes of its business including but not limited to creation of analytical reports or databases. Any material the Users transmit or submit to WisdomCircle either through the Platform or otherwise (“Material”) shall be considered and may be treated by WisdomCircle as non-confidential, subject to WisdomCircle’s obligations under relevant data protection legislation. The Users also grants to WisdomCircle a royalty-free, perpetual, irrevocable, non-exclusive licence to use, copy, modify, adapt, translate, publish and distribute world-wide any Material for the purposes of providing services to the Users of the Platform or for the purposes of advertising and promotion of the Platform. The Users agree that all information provided to WisdomCircle that is published, may be relied upon and viewed by Users to enable them to make decisions and constitute a legally binding contract.

12. Link to third party sites
    

• The Platform may contain links to other websites (“Linked Sites”). The Linked Sites are not under the control of WisdomCircle and WisdomCircle is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. The Platform is not responsible for any form of transmission, whatsoever, received by the Users from any Linked Site. The Platform is providing these links to the Users only as a convenience, and the inclusion of any link does not imply endorsement by WisdomCircle of the Linked Sites or any association with its operators or owners including the legal heirs or assigns thereof.
• WisdomCircle is not responsible for any errors, omissions or representations on any Linked Site. WisdomCircle does not endorse any advertiser on any Linked Site in any manner. The Users are requested to verify the accuracy of all information on their own before undertaking any reliance on such information.

13. Confidentiality

• Users may agree to any terms they deem appropriate with respect to confidentiality of their information. In no manner, should WisdomCircle be liable for any breach of confidentiality obligations between the Users.
• The Users shall keep confidential and secret and not disclose to any third party the Confidential Information of WisdomCircle. Further no use, reproduction, transformation or storage of the Confidential Information of WisdomCircle shall be made by the Users without the prior written permission of WisdomCircle. All information and data submitted by the Users shall become the property of the Platform and all such information shall be disclosed in accordance with the Terms and Privacy Policy.

  For the purpose of these Terms, “Confidential Information” means all financial, commercial, technical, operational, staff, management and other information, methods developed for analysis, verification and recruitment, data and know-how relating to WisdomCircle/Platform or, which may be supplied to or may otherwise come into the possession of the Users, whether orally or in writing or in any other form, and which is confidential or proprietary in nature or otherwise expressed by WisdomCircle to be confidential and is not generally available to the public.

14. Maintenance

• WisdomCircle may at its sole discretion and without assigning any reason whatsoever at any time deactivate or/and suspend the User’s access to the Platform and/or the services (as the case may be) without giving any prior notice, to carry out system maintenance or/and upgrading or/and testing or/and repairs or/and other related work. Without prejudice to any other provisions of these Terms, WisdomCircle shall not be liable to indemnify the Users for any loss or/and damage or/and costs or/and expense that the Users may suffer or incur, and no fees or/and charges payable by the Users to the Platform shall be deducted or refunded or rebated, as a result of such deactivation or/and suspension.

15. Term and Termination
    

• These Terms, with modifications, shall remain in full force and effect during the use of the Platform for all Users.
• The agreement between the Users and WisdomCircle reflected by these Terms remains in effect until either the Users or we terminate the agreement in accordance with these Terms. The Users may terminate this agreement at any time by sending us an email or by deleting their account. WisdomCircle may terminate this agreement for any reason by giving the Users 30 (thirty) days’ notice via email or using any other contact information the Users have provided for their account. WisdomCircle may also terminate this agreement immediately and without prior notice and stop providing access to the Platform if the Users (i) materially breach these Terms or Policies; or (ii) violate applicable laws; or (iii) if such action is necessary to protect the personal safety or property of WisdomCircle, its users, or third parties (for example in the case of fraudulent behavior with a User ); or (iv) account has been inactive for more than two (2) years.
• Upon termination of these Terms, any rights or obligations of the Users existing at the time of expiration or termination, which, by their nature, survive the expiration or termination of these Terms and such other provisions as specifically identified in this Terms, shall survive.
• The Users agree and acknowledge that termination of these Terms (or attempt to terminate these Terms) does not terminate or otherwise impact any service contract or Opportunity entered into between Users. If you attempt to terminate these Terms while having one or more open Opportunities, you agree that (a) you thereby instruct WisdomCircle to close any open contracts; (b) you will continue to be bound by these Terms and the Privacy Policy until all such Opportunities have closed on WisdomCircle and your access to WisdomCircle has been terminated; (c) WisdomCircle will continue to perform those services necessary to complete any open transaction between you and another User; and (d) you will continue to be obligated to pay any amounts accrued but unpaid as of the date of termination or as of the closure of any open service contracts, whichever is later, to WisdomCircle for any services or such other amounts owed under the Terms of Service and to any WisGen for their services.
• The Users acknowledge and agree that the value, reputation, and goodwill of the Platform depend on transparency of Users’ Account status to all Users, including the agreements that have been entered by the Users pursuant to Clause 7.1.3 above. The Users therefore agree that: if WisdomCircle decides to temporarily or permanently close their Account(s), WisdomCircle has the right (but no obligation) where allowed by law to: (a) notify other Users that have entered into agreements with the first User of its closed account status, and (b) provide those Users with a summary of the reasons for your Account closure. The Users agree that WisdomCircle will have no liability arising from or relating to any notice that it may or may not provide to any User regarding closed account status or the reason(s) for the closure.

16. Disclaimer

• We do not endorse or warrant the existence, conduct, performance, safety, quality, legality, suitability of any WisGen or payment ability of any Recruiter, or any third party and we do not warrant that verification, identity or background checks conducted on WisGen and/or Recruiters (if any) will identify past misconduct or prevent future misconduct.
• We are not responsible for outages or disruptions of the internet and telecommunications infrastructure which are beyond our control and can lead to interruptions in the availability of the Platform. WisdomCircle may, temporarily and under consideration of the Users’ legitimate interests (e.g. by providing prior notice), restrict the availability of the Platform or certain features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the Platform. WisdomCircle makes no representation or warranty about the services, including that the services will be uninterrupted or error-free, and provide the services (including content and information) on an “as is” and “as available” basis. To the maximum extent permitted by applicable law, WisdomCircle disclaims any implied or statutory warranty, including any implied warranty of title, accuracy of data, non-infringement, merchantability or fitness for a particular purpose.
• All the contents of the Platform are only for general information or use and do not constitute advice and should not be relied upon in making (or refraining from making) any decision. It shall be the sole responsibility of the Users to update information and/or resume and the Platform does not take any responsibility of the accuracy or validity or truth of the information posted on the Platform and WisdomCircle shall not be liable on this account.
• Since the Platform acts only as a project/assignment searching and publishing portal for the Users, it shall not have any liability whatsoever for any aspect of the arrangements between Recruiter and the WisGen as regards the terms of the Opportunities offered by the Recruiter. In no circumstances shall the Platform be liable for the any arrangements between the Recruiter and the WisGen.

17. Limitation of Liability

• For the purposes of this Section, “Liability” means liability in or for breach of contract, negligence, misrepresentation, tortious claim, restitution or any other cause of action whatsoever relating to or arising under or in connection with these Terms and the contractual obligations that WisGen and Recruiter may enter into separately. WisdomCircle shall not be under any Liability for the breach in contractual obligations that WisGen and Recruiter may enter into separately, loss of actual or anticipated profits, loss of goodwill, loss of business, loss of revenue or of the use of money, loss of contracts, loss of anticipated savings, loss of data and/or undertaking the restoration of data, any special, indirect or consequential loss, and such liability is excluded whether it is foreseeable, known, foreseen or otherwise. For the avoidance of any doubt, this Section shall apply whether such damage or loss is direct, indirect, consequential or otherwise. Although WisdomCircle will use its best endeavors to ensure that the unintentional operational errors do not occur, WisdomCircle cannot provide any warranty or guarantee in this regard. Notwithstanding anything to the contrary herein set out, in any case, WisdomCircle’s aggregate liability under these Terms for each claim shall not exceed the actual amount of the Listing Fee paid by the relevant Recruiter against an Opportunity.

18. Indemnity

• The Users agree to indemnify and hold WisdomCircle its parents, subsidiaries, affiliates, officers and employees, harmless, including costs and attorneys’ fees, from any claim, liability, losses or demands, including reasonable attorney’s fees, that arise from or relate to (i) the Users access to the Platform; (ii) Use of the services, (iii) the violation of these Terms by the Users, or (iv) the infringement the Users or any third party using the Users Account or Users ID or password, of any intellectual property or other right of any person or entity.

19. Cancellation Policy

• The Users can delete/cancel their Account on the Platform at any time by writing to Ms. Joanna Sundharam at sundharam@wisdomcircle.com. Please note that on cancellation of your Account on the Platform, your access to the offerings of the Platform will be stopped immediately. It is hereby clarified that upon cancellation of the Account on the Platform, the User shall not be entitled to a refund of any portion of the fee that they may have paid to WisdomCircle prior to the cancellation of their account on the Platform.

20. Legal Obligations
    

• The Users are solely responsible for understanding and complying with any laws, rules, regulations and contracts with third parties that apply to their Opportunities/interests. Information that we may provide regarding legal requirements is for informational purposes only and the Users should independently confirm their obligations. The Users are responsible for handling and using personal data of the users/ potential candidates that they interact with in compliance with applicable privacy laws and these Terms, including our Privacy Policy.

21. Release

• In recognition of the fact that WisdomCircle is not a party to any contract between Users, the Users, hereby release WisdomCircle our other affiliates, and our respective officers, directors, agents, subsidiaries, joint ventures, employees and service providers from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute you have with another User, whether it be at law or in equity that exist. This release includes, for example and without limitation, any disputes regarding the performance, functions, and quality of the WisGen services provided to the Recruiter by a WisGen and requests for refunds based upon disputes.

22. Governing Law and Dispute Resolution

• These Terms shall be governed by the laws of India, for the time being in force and the courts of Karnataka shall have the exclusive jurisdiction to preside over matters arising hereunder.

23. General

• Entire Agreement: These Terms and the Privacy Policy constitute the entire agreement between the parties thereto and supersede any and all previous representations, understandings, or agreements between Wisdom Circle and the Users as to the subject matter hereof. In case of any conflict between the provisions of These Terms, the Privacy Policy and the agreement executed pursuant to Clause 7.1.3 above, the provisions of These Terms shall prevail.
• Assignment:These Terms shall not be assigned by the Users without the prior written consent of WisdomCircle. Any purported transfer, assignment, or delegation without such prior written consent shall be null and void. WisdomCircle may assign or transfer these Terms for any reason to any person. Subject to the foregoing, these Terms shall bind and inure to the benefit of each party’s successors and permitted assigns.
• Partial Invalidity:If any provision in these Terms is or becomes illegal, invalid or unenforceable in any respect under applicable law, neither the legality, validity nor the enforceability of the remaining provisions will in any way be affected or impaired. Further, the parties will negotiate, in good faith, a substitute, valid and enforceable provision which most nearly affects the parties’ intent in relation to the provision that has been held to be illegal, invalid or unenforceable.
• Change of Control:The Users acknowledge that the business and assets of WisdomCircle may be sold in the future and consents to the transfer or disclosure of its personal information and these Terms to any purchaser of the business of WisdomCircle or its assets if that outcome occurs.
• Acceptance to WisdomCircle’s Privacy Policy:By registering on the Platform, the Users acknowledge and agree to be bound by WisdomCircle’s privacy policy found at https://wisdomcircle.com/privacy-policy/. The Users will immediately notify WisdomCircle in case they become aware of or suspect any unauthorized use or access to the user data or any other confidential information of WisdomCircle and shall co-operate with WisdomCircle in investigation of such breach and the mitigation of any damage.
• Force Majeure: WisodmCircle is not liable for failure to perform any of its obligations if such failure is as a result of Acts of God (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (regardless of whether war is declared), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout or any interruption or any failure of electricity or server, system, computer, internet or telephone service.
• Modification: WisdomCircle may modify these Terms from time to time, and any such changes will (i) be reflected on WisdomCircle’s Platform, and (ii) be effective immediately upon the changes being reflected on WisdomCircle’s Platform. The Users agree to be bound to any such changes or modifications and understand and accept the importance of regularly reviewing these Terms as updated on the Platform. The Users continued use of the Platform and/or the services following such posting shall constitute your affirmative acknowledgement of the modified and amended Terms and your agreement to abide and be bound by such modified and amended Terms.
• Relationship: The relationship of WisdomCircle and the Users is independent in nature, and nothing contained in these Terms will be construed to (i) give either parties the power to direct and control the day-to-day activities of the other, (ii) constitute the parties as partners, joint ventures, co-owners or otherwise as participants in a joint or common undertaking, or (iii) allow the Users to create or assume any obligation on behalf of WisdomCircle for any purpose whatsoever. All financial obligations associated with Users business is the sole responsibility of the respective User.
• Grievance Officer: In accordance with Information Technology Act, 2000 and the rules made thereunder, the name and contact details of Grievance Officer are as given below:
  Name: Joanna Sundharam
  Email: Joanna.sundharam@wisdomcircle.com
  Phone Number: +91 9953269784
  Address: 56, First floor, Bhive premium, Church street, Bengaluru – 560001

  In the event, the Users wish to make a complaint regarding any violations of the provisions of these Terms, they may send may raise a written complaint with the Grievance Officer. WisdomCircle shall take best possible efforts to redress the complaints within the timelines as prescribed under law.