TERMS OF SERVICE

United For Her Private Limited, a private limited company duly incorporated under the Companies Act 2013 and having its registered office at Tower 2-9A, Sector 50, Gurugram, Haryana 122018 India (“UWC”) provides this website, www.unitedwecare.com/in (“Website”) and the UWC mobile application (“Application”) (collectively to be referred to as “Platforms”) to the Service Providers subject to the conditions enumerated herein. By registering on the Platforms, the Service Provider accepts the terms and conditions enumerated herein (“Terms of Service”). Please read them carefully.

For the purpose of these Terms of Service, wherever the context so requires, “You”, “Your” and “Service Provider” shall mean any natural or legal person who has undertaken a partnership with UWC for providing professional services pertaining to clinical psychology, psychiatric services, life coaching, counselling, consulting, therapy, advisory, yoga, meditation and mindfulness and has agreed for providing and/or delivering such services to User (s) on the Platforms from time to time and has agreed to undertake this partnership with UWC by providing data required to register as a registered Service Provider on the Platform via the Website and/or mobile Application or other electronic and social media portals including Facebook, Twitter and be bound to the terms and conditions thereof.

This Terms of Service constitutes an electronic record within the meaning of the Information Technology Act, 2000 (as may be amended, modified, re-enacted, consolidated or replaced from time to time) and rules thereunder. By impliedly or expressly accepting the terms of this Terms of Service, You also accept and agree that You have read, understood and agree to be bound by this Terms of Service, regardless of how You or anyone on Your behalf has installed, accessed or used the Platforms. If You do not want to be bound by this Terms of Service, You must not retain, access or use the Platforms in any manner whatsoever. Anything done, caused to be done, whether expressly or impliedly in contravention of this Terms of Service may render You liable for legal action. 

In addition to these Terms of Service, please understand that You shall be bound by the terms of a service agreement with UWC and such service agreement shall be entered upon between the You and UWC upon Your registration on the Platforms for the purpose of fulfilling obligations as a registered Service Provider. (“Service Agreement”) Kindly note that the Terms of Service shall be in consonance and furtherance to the terms, conditions and obligations incorporated under the Service Agreement between UWC and the Service Provider.

Please go through the Terms of Service and the privacy policy available at [https://www.unitedwecare.com/privacy-policy/] (“Privacy Policy”) carefully before accessing the Platforms or undertaking any arrangement with UWC through the Platforms. The Terms of Service, Service Agreement and Privacy Policy constitute a legal agreement between You and UWC in connection with Your access and use of the Platforms and by accepting the Terms of Service, either through clicking ‘proceed’ or clicking a box indicating acceptance on the Website or Application, You represent and warrant that You have read, understood, and agree to be bound by this Terms of Service. 

By downloading and /or accessing the Website, the Service Provider irrevocably accepts all the conditions stipulated in the Terms of Service and the Privacy Policy as available on the Website and the Service Provider hereby agrees to abide such Terms of Service, Google Play Terms of Service or Apple App Store Terms of Service, as applicable, respectively. If there is any conflict between Google Play Store Terms of Service or Apple App Store Terms of Service and these Terms of Service with respect to a Service Provider’s use of the android and/or iOS mobile platform Application, then, these Terms of Service shall prevail.

1. SCOPE AND OBJECT.
   1. The Platforms are designed to facilitate interaction between an individual in need of help, distress with professionals, with the intent of providing assistance to such individual. The Website i.e. www.unitedwecare.com/in is a global platform where the gap is bridged between those requiring help and those giving it. It is a one stop shop for: grievance sharing with professional yet empathetic counselors and psychologists, emotional stress and mental trauma healing through life coaches, physical maltreatment relief through medical experts and gynecologists for divorce trials and procedures, legal help and guidance for financial stability and footing, job assistance. This Platform is intended to not only support but also provide resolutions to issues faced by an individual, through the qualified experts in its network. 
   2. A Service Provider intending to be associated to the UWC network is expected to work for the cause, on free calls, for a nominal fees, in a sensitive and empathetic manner, at the appointed time, submit the case studies and resolve the issues by cause in an altruistic manner.
   3. The object of UWC is to connect Service Providers with customers as aggregators and facilitate payments for Service Providers.
   4. Process

The first call is made to the counselor through the Application. This is to understand the cause of worry. An individual in distress often finds themselves in the middle of nowhere. Hence, a call to the counselor will give them clarity and direction. Once that individual has clarity over the next probable action, such individual will have all the Service Providers listed on this Application where they can simply book an appointment with the respective Service Provider and take their case forward. All this is done in confidence while maintaining the privacy of all parties in an entirely ethical manner according to the code of conduct required of professionals. 

1. DEFINITIONS 
   1. “Business” shall mean and refer to the business in which UWC is engaged pertaining to providing professional assistance to individuals thereby assisting in combating mental and emotional challenges through its Platforms by connecting its Users to a network of professionals as determined by UWC for the purpose of availing Services; 
   2. “User(s)” shall mean the persons accessing the Platforms and availing the Services as available on the Platforms of UWC.
   3. “Intellectual Property Rights” shall mean and include whether collectively or individually, the following worldwide rights relating to intangible property, whether or not filed, perfected, registered or recorded and whether now or hereafter existing, filed, issued or acquired: (i) patents, patent disclosures, patent specifications, patent rights, know-how, including any and all continuations, continuations-in-part, divisions, reissues, re-examinations, utility, model and design patents or any extensions thereof; (ii) rights associated with works of authorship, including without limitation, copyrights, copyright applications, copyright registrations; (iii) rights in trademarks, trademark registrations, and applications thereof, trade names, service marks, service names, logos, or trade dress and other distinctive brand features or Business identifiers, technical information, rights in get-up, goodwill and the right to sue for passing off or unfair competition, rights in computer software, rights to preserve the confidentiality of information (including know-how and trade secrets); (iv) rights relating to the protection of trade secrets and Confidential Information; and (v) internet domain names, internet and world wide web URLs or addresses; (vi) mask work rights, mask work registrations and applications thereof; (vii) personal data and its processing and (viii) all other intellectual or proprietary rights anywhere in the world including rights of privacy and publicity, whether or not requiring registration and whether or not such registration has been obtained including rights in any applications or registrations and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist, now or in the future in any state, country or jurisdiction.
   4. “Platform” means the website(s), apps, tools, platforms and/or other devices of www.unitedwecare.com/in and its affiliated companies and business Service Providers on or through which the Service is (made) available.
   5. “Services” means all services as available, including but not limited to services made available for Users for license, for a fee or otherwise, including any online services and other web-based services identified on the services list mentioned under the Platforms. Services also include consulting, counseling, job search and applications, and other services or advice provided through the Platforms; and any service that the Service Provider provides to the User through the Platform. 
2. TERMS AND CONDITIONS 
   1. Services 
      1. You acknowledge and agree that UWC shall solely act as enablers or facilitators between the User(s) and the Service Providers. The opinions, statements, answers (collectively “consultation”) provided by the Service Providers via the Platforms are solely individual and independent opinions and statements of such individuals/Service Providers alone, and in no way reflect the opinions of UWC, its affiliates or any other organizations or institutions of UWC to which such Service Provider is affiliated and/or provides services.
      2. The Service Provider shall duly and timely inform UWC of all Services that will be provided by him/her through the Platform during the term of the engagement of the Service Provider with UWC. Further, the Service Provider shall, at all time, be solely liable and responsible for all liabilities and obligations in relation to the Services accrued during the term of the engagement with UWC and after termination or delisting as Service Provider from the Platform.
      3. The Service Provider is responsible for informing UWC about applicable taxes, fees, charges and levies (and any changes thereof) which will be charged to the User by the Service Provider for pre-paid reservations. Unless mutually agreed otherwise in writing between UWC and the Service Provider or permitted otherwise by law, the rate shown to Users on the Platforms shall be inclusive of tax charges and all such other (national, governmental, provincial, state, municipal or local) taxes, fees, charges or levies and the convenience fee charged by UWC on the Platform.
      4. The Service Provider commits to make available a minimum number of appointments in a week for reservation via Website ("Minimum Allocation") which shall be duly intimated to UWC upon his/her registration on the Platform. The Service Provider agrees to provide at least a minimum of 12 (twelve) hours of service in each year during the term of the engagement of the Service Provider with UWC on pro bono basis / without consideration.
      5. The Service Provider agrees and acknowledges that UWC reserves the right to remove any Service Provider from the Platform, without any intimation for any reason including but limited to the price being charged by such Service Provider from the users for per session, the number of years’ experience a Service Provider possess etc.
      6. By participating in any aspect of the Platform, the Service Provider acknowledges that rules of professional conduct which shall apply to all aspects of the Service Provider’s participation and that the Service Provider shall abide by such rules. The rules include, but are not limited to, the rules relating to advertising, solicitation of clients, unauthorized practice of the Service Provider’s respective profession, and misrepresentations of facts. UWC disclaims all responsibility for the Service Provider’s compliance with these rules. 
      7. The Service Provider agrees that he/she shall be solely liable for any grievance received by UWC regarding the Service Provider’s conduct or quality of the session while providing services to the Users. UWC reserves the right to remove/delist such Service Provider from the Platform and may take any legal action against such Service Provider.
      8. UWC reserves the right to change the rules and regulations as provided under the Platforms at any given time without prior notice. If a Service Provider violates any of the above-referenced rules in connection with his/her Services or use of the Platforms, UWC, in its sole discretion, may take any of the following actions: (a) cancel the registration; (b) limit the Service Provider’s Account privileges; (c) suspend the Service Provider Account; (d) cause the Service Provider to forfeit any fees earned on a cancelled booking; and/or (e) lower the Service Provider’s ranking earned via the User reviews.
      9. The Service Provider acknowledges and agrees that UWC does not endorse any Services offered by the Service Provider on the Platforms or any opinion, recommendation, or advice expressed therein, and UWC expressly disclaims any and all liability in connection with all such Services.
      10. Service Provider is solely liable and responsible to discharge the liability pertaining to payment of gateway charges, convenience fees and goods and services tax arising from the Services provided by the Service Provider through UWC. In no manner, UWC shall be held liable and responsible for claims arising out of or in relation with any of the actions, defaults and/or faults and/or frauds and/or error and/or omission done by or caused by the Service Provider regarding discharge of payment of gateway charges, convenience fee and goods and services tax liabilities which pertains to Service Provider. In case, any penalty, damages, claims or any other costs are incurred by UWC because of any non-compliance of and/or defaults of the Service Provider, the Service Provider shall be liable to indemnify UWC for the same. In addition to the above, UWC reserves the right to recover such costs and expenses incurred by it for and on behalf of the Service Provider.
   2. Information
      1. Information provided by the Service Provider for inclusion on the Platforms shall include information relating to the Services (including pictures, years of experience, and other description, details of the rates (including all applicable taxes, levies, surcharges and fees) and availability, cancellation and no-show policies and other policies and restrictions as may be required by UWC (the “Service Provider Information") and shall provide such Service Provider Information in the form and manner acceptable to UWC and shall comply with formats and standards provided by UWC. The Service Provider Information shall not contain any telephone or fax numbers or email (including skype) address or social media website/app/platform (including Twitter and Facebook), with direct references to the Service Provider or its websites, apps, platform, tools or other devices, or to websites, apps, platform, tools or other devices of third parties. UWC reserves the right to edit or exclude any information on becoming aware that it is incorrect or in complete violation of the terms and conditions mentioned herein. Upon successful registration on the Platforms of the Service Provider, the Service Provider shall be entitled to a virtual space (“Service Provider Account”) which shall be utilized solely to enlist the Services that may be offered by the Service Provider to the Users, and is not to be utilized for re-sale or other non-permitted business purposes.
      2. The Service Provider represents and covenants that the Service Provider Information shall at all times be true, correct and not misleading. The Service Provider is at all times responsible for a correct and up-to-date statement of the information relating to the Services being offered by the Service Provider including additional availability of reservation slots for certain periods or any extraordinary (material adverse) events or situations (e.g. renovation or construction at or near the facility). If the Service Provider wishes to change any information provided to UWC pursuant to registering on the Platforms, the same can be updated by visiting the Service Provider Account on the Platforms provided by UWC. 
      3. The term ‘Service Provider Information’ includes both ‘Personal Information’ and ‘Sensitive Personal Information’ as are defined under the Information Technology (Reasonable Security Practices & Procedures & Sensitive Personal Data or Information) Rules, 2011 (“SPI Rules”) and are reproduced in the Privacy Policy. The Privacy Policy sets out, inter alia, (i) the type of Service Provider Information collected from the Service Provider; (ii) the purpose, means and modes of usage of such information (iii) modes of disclosure of Service Provider Information by UWC and (iv) such other mandates as required under the SPI Rules. The Service Provider is expected to thoroughly peruse and understand the contents of the Privacy Policy mentioned under this link [https://www.unitedwecare.com/privacy-policy/] (“Privacy Policy”)
      4. UWC shall not be responsible in any manner for the authenticity of the Service Provider Information supplied by the Service Provider to UWC on the Platform to any person.
      5. The Service Provider is responsible for maintaining the confidentiality of the Service Provider Account information and password with respect to the registration undertaken by the Service Provider on the Platform. The Service Provider shall be responsible for all usage of the Service Provider’s Account and password, whether or not authorized by the Service Provider. The Service Provider shall immediately notify UWC of any actual or suspected unauthorized use of the Service Provider’s Account or password. In no event, UWC shall be liable to the Service Provider for the losses caused by any unauthorized use of the Service Provider Account, the Service Provider may be liable for the losses of UWC or such other parties as the case may be, due to any unauthorized use of the Service Provider Account.
      6. If the Service Provider provides any information that is untrue, inaccurate, not current or incomplete (or becomes untrue, inaccurate, not current or incomplete), or UWC has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, UWC has the right to discontinue the engagement with the Service Provider and further delist the Service Provider from the Platforms at its sole discretion.
      7. UWC may use such Service Provider Information collected from the Service Providers from time to time for the purposes of debugging customer support related issues.
      8. The information provided by the Service Provider for the Platforms shall remain the exclusive property of the Service Provider. However, the Service Provider acknowledges and agrees that information provided by the Service Provider may be edited or modified by UWC and subsequently be translated into other languages, and such translations shall remain the exclusive property of UWC. 
      9. The Service Provider agrees to give for each calendar date (subject to his/her availability) some availability for the Services offered by the Service Provider and is encouraged to provide UWC with fair access to the time slots as agreed per week and rates available during the term of the Agreement. 

Agreement to share information. In addition to the above, UWC will periodically request the following types of data in order to adequately assess the value of the Services delivered by the Service Provider and the Service Provider agrees and undertakes to provide such information to UWC: 

1. Customer/User name (optional) 
2. Customer/User information 
3. A feedback on the engagement undertaken between UWC and the Service Provider with respect to provision of Services.

Service Provider will periodically request feedback on Users experience with the Services: 

(Value/quality of the Service Providers Services.

1. Quality of support 

User’s perceptions 

Impact on program’s business 

1. Commission
   1. For each reservation or booking made on the Platforms by a User for a Service, the Service Provider shall pay to UWC an amount as commission (the "Commission”), i.e., for every successful booking of an appointment by a User, UWC shall charge 15% (fifteen percent) Commission. It is clarified and the Service Provider agrees that UWC shall charge the complete amount due to the Service Provider against the Services rendered, from the User and deduct the Commission and pay rest of the amount via direct deposit to the Service Provider’s account. Commission will be charged on booked appointments as specified in this section. 
   2. Payment of Commission accrued in a calendar month shall be paid by UWC to the Service Provider within 45 (forty-five) days of receipt by UWC of payment for Services from its Users. 
   3. In the event there was a cancellation or a no show, or failure to reschedule a booked appointment, by either the Service Provider or the User, then the Service Provider shall inform UWC within 48 (forty-eight) hours of the appointment. However, in the event the booking of Services through the Platforms is cancelled by a User by not showing up for the appointment made by the said User, UWC shall make a payment of 25% (twenty five percent) of the amount due with respect to the said booked appointment to the Service Provider.
   4. The Service Provider is not allowed to cancel any online reservation. In the event of an emergency, Service Provider shall inform UWC at least 2 (two) hours prior to the appointment booked by a User. In case, it is noted that there have been multiple cancellations by the Service Provider, then UWC reserves the right to terminate the engagement with the Service Provider without any notice.
2. Intellectual Property Rights 
   1. Service Provider grants to UWC a non-exclusive, nontransferable, limited, royalty-free license to use the applicable Intellectual Property Rights in relation to the Services. 
   2. Advertising and publicity. UWC shall be entitled to use Service Providers’ Intellectual Property Rights including but not limited to the name, logos, or any identification marks in advertisements or promotions for the Platforms with prior consent from the Service Provider and as needed for the engagement with UWC. Service Provider will not unreasonably withhold or delay its consent.
   3. UWC will: 
3. Not acquire any right, title or interest in the Service Provider Intellectual Property Rights because of its use of the Service Provider Intellectual Property Rights.
4. Not register, adopt or use any name, trademark, domain name or other designation that includes any part of a Service Provider Intellectual Property Rights, or any term that is confusingly similar to a Service Provider Intellectual Property Rights. This includes a translation or transliteration of a Service Provider Intellectual Property Rights. 
5. Use the Service Provider Intellectual Property Rights only in connection with materials: 

• in the form the Service Provider provides; 
• for Platform advertising and promotion activities; and 
• according to the terms of this Terms of Service. 

1. RANKING, USER REVIEWS, MARKETING AND FACILITATED PAYMENT MODEL
   1. Ranking

The order in which the Service Provider is listed on the Platforms (the "Ranking"), is determined automatically and unilaterally by UWC. Ranking is based on and influenced by various factors, including but not limited to the minimum availability stated by the Service Provider, the number of bookings, the number of visits to the relevant Service Provider page on the Platform (the "Conversion"), the volume realized by the booking, the ratio of cancellations, the User review scores, the customer service history, the number and type of complaints from Users and the on-time payment record of the Service Provider. 

1. User reviews
   1. Users who have availed the Services of the Service Provider will be asked by UWC to comment and provide feedback on their experience with respect to their Services and to provide a score for certain aspects of the Services used.
   2. UWC reserves the right to post these comments and scores on the Platforms.

SECTION 5.  GOVERNING LAW AND DISPUTE RESOLUTION

These terms shall be governed by and constructed in accordance with the laws of India without reference to conflict of laws, principles and disputes arising in relation hereto shall be subject to the exclusive jurisdiction of courts, tribunals, for a, applicable authorities at Gurugram, India.

SECTION 6. CONTACT AND COMPLAINT

1. In the event the Service Provider has any questions, feedback, suggestions, experience, comments and requests (“Feedback”) regarding these Terms of Service such Service Provider may address the same to the designated grievance officer in respect of the Platform. Any complaints or concerns with regard to any content on the Platform or any breach of the Privacy Policy or Terms of Service or any other policy can be directed to the designated officer in writing and the details are as follows:

United For Her Private Limited, 

Tower 2-9A, 

Sector 50, Gurugram, Haryana 122018,

1. A complaint or concern may also be raised through an email to contactus.india@unitedwecare.com.
2. The Feedback, complaint or concern shall be deemed to be non-confidential and non-compensatory in nature. UWC reserves the right, at its sole discretion to use such information in any manner as may be deemed appropriate by UWC and such use shall be entirely unrestricted.
3. Service Provider further represents and warrants that while posting any Feedback for the Platforms, Service Provider shall not use any offensive, libelous, derogatory, hateful or racially or ethnically objectionable language. Further, Service Provider shall not post any content on any part on the Platform that is obscene, pornographic and that all such Feedback will be in accordance with the applicable law.

☐ By clicking the check box, you indicate that you have read and agree to this Terms of Service.