Legal Agreement
Terms & Conditions
Last updated: 8 October 2024 | Effective date: 8 October 2024
Please read these Terms carefully. They form a legally binding agreement between you and Chalvia Ltd. If you have any questions, contact us at legal@chalvia.com before using our Services.
1. Agreement to Terms
By accessing or using the Chalvia platform (available at chalvia.com), the Chalvia mobile driver application, or any associated APIs and services (collectively, the "Services"), you agree to be bound by these Terms and Conditions ("Terms"), our Privacy Policy, and any additional terms applicable to specific features.
If you are using the Services on behalf of a business entity, you represent and warrant that you have authority to bind that entity to these Terms, and "you" refers to that entity.
If you do not agree to these Terms, you must not use our Services.
2. Description of Services
Chalvia provides a cloud-based parcel delivery management platform that enables businesses ("Customers") to:
• Plan, optimise, and dispatch multi-stop collection and delivery routes.
• Track parcels and driver locations in real time via GPS.
• Scan parcels using barcodes and QR codes to maintain chain-of-custody records.
• Capture proof of delivery (e-signatures, photos, GPS coordinates).
• Send automated notifications to parcel recipients.
• Access analytics and performance reporting dashboards.
The specific features available to you depend on your chosen subscription plan. Chalvia reserves the right to modify, suspend, or discontinue any feature of the Services at any time, with reasonable notice where material changes affect core functionality.
3. Accounts & Registration
To use the Services, you must create an account and provide accurate, complete, and current information. You are responsible for:
• Maintaining the confidentiality of your account credentials.
• All activities that occur under your account.
• Promptly notifying us of any unauthorised access at security@chalvia.com.
You must not share account credentials with unauthorised parties, create accounts using automated means, or use another person's account without permission.
Chalvia reserves the right to suspend or terminate accounts that violate these Terms, without prior notice in cases of serious breach.
4. Subscriptions, Fees & Payment
4.1 Subscription Plans
Chalvia is offered on a subscription basis. Plans and pricing are listed at chalvia.com/pricing. You may change your plan at any time; upgrades take effect immediately, and downgrades at the end of the current billing period.
4.2 Billing
Fees are billed monthly or annually in advance, as selected at signup. You authorise Chalvia to charge your payment method on each renewal date.
4.3 Failed Payments
If a payment fails, we will attempt to collect payment for up to 10 days. If payment is not received, we may suspend your account. Access will be restored upon successful payment.
4.4 Taxes
All fees are exclusive of applicable statutory taxes (including Goods and Services Tax / GST at the prevailing rate). Taxes will be added to your invoice in accordance with applicable tax regulations.
4.5 Price Changes
We will provide at least 30 days' written notice before increasing subscription fees. Continued use of the Services after the effective date constitutes acceptance of the new pricing.
5. Cancellation & Refunds
You may cancel your subscription at any time from your account dashboard. Cancellation takes effect at the end of the current billing period; you will retain access to the Services until then.
Monthly subscriptions: No refunds are issued for the remaining days of a billing period.
Annual subscriptions: A pro-rata refund may be issued for full unused months at our discretion if you cancel within 30 days of the annual renewal date.
Free trial periods: No charges are made during the trial. You may cancel before the trial ends without incurring any fees.
To request a refund outside these terms, contact billing@chalvia.com with your account details and reason.
6. Acceptable Use
You agree not to use the Services to:
• Violate any applicable law or regulation, including data protection, export control, or consumer protection laws.
• Deliver illegal goods, controlled substances, hazardous materials, or prohibited items.
• Transmit spam, malware, viruses, or any harmful code.
• Reverse-engineer, decompile, disassemble, or attempt to extract source code from our software.
• Scrape, crawl, or extract data from the platform through automated means without written permission.
• Circumvent security or access controls.
• Use the Services to compete with Chalvia or to build a competing product.
• Impersonate Chalvia, its employees, or another user.
Chalvia may monitor usage to ensure compliance with these Terms and reserves the right to suspend access if a violation is detected.
7. Customer Data & Data Protection
"Customer Data" means all data you upload, input, or generate through your use of the Services (including parcel, recipient, and operational data).
You retain all intellectual property rights in your Customer Data. You grant Chalvia a limited, non-exclusive licence to host, process, and transmit Customer Data solely to provide and improve the Services.
Chalvia will process personal data within Customer Data in accordance with our Privacy Policy and any Data Processing Agreement ("DPA") entered into between us. Our DPA is incorporated into these Terms by reference.
You are responsible for ensuring that you have all necessary consents and rights to provide Customer Data to Chalvia and that such data does not infringe the rights of any third party.
8. Intellectual Property
All intellectual property rights in the Services — including software, algorithms, designs, logos, trademarks, and documentation — are owned by or licensed to Chalvia.
Your subscription grants you a limited, non-exclusive, non-transferable, revocable licence to use the Services for your internal business purposes during the subscription term.
Nothing in these Terms transfers ownership of any intellectual property to you. You must not use Chalvia's branding, trademarks, or logos without prior written consent.
Any feedback, suggestions, or ideas you provide regarding the Services may be used by Chalvia without restriction or compensation to you.
9. Confidentiality
Each party may receive confidential information from the other in connection with the Services ("Confidential Information"). Each party agrees to:
• Keep Confidential Information strictly confidential.
• Use it only for purposes of exercising rights or fulfilling obligations under these Terms.
• Disclose it only to employees or contractors who need to know and are bound by equivalent confidentiality obligations.
This obligation does not apply to information that is publicly known through no fault of the receiving party, independently developed, or required to be disclosed by law (with prompt notice to the disclosing party where legally permitted).
10. Limitation of Liability
To the maximum extent permitted by applicable law:
10.1 Exclusions
Neither party shall be liable for indirect, incidental, special, consequential, or punitive damages, or loss of revenue, profits, business, data, or goodwill, even if advised of the possibility of such damages.
10.2 Cap on Liability
Chalvia's total aggregate liability arising out of or relating to these Terms shall not exceed the total fees paid by you to Chalvia in the 12 months preceding the claim.
10.3 Exceptions
Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded by law.
Chalvia does not guarantee uninterrupted or error-free access to the Services and shall not be liable for temporary outages, scheduled maintenance, or events beyond our reasonable control.
11. Warranties & Disclaimers
Chalvia warrants that: (a) the Services will perform materially in accordance with applicable documentation; and (b) we will take reasonable steps to protect Customer Data as described in our Privacy Policy.
Except as expressly stated, the Services are provided "as is" and "as available" without any warranty of merchantability, fitness for a particular purpose, non-infringement, or that the Services will meet your specific requirements.
Route optimisation results are provided as guidance only; Chalvia does not guarantee specific delivery time reductions, fuel savings, or other operational outcomes.
12. Termination
Either party may terminate these Terms on written notice if the other party materially breaches these Terms and fails to cure such breach within 30 days of written notice.
Chalvia may immediately suspend or terminate your access if: (a) you fail to pay fees; (b) you violate the Acceptable Use policy; (c) continued access would expose Chalvia or third parties to legal liability; or (d) we are required to do so by law.
Upon termination: Your right to access the Services ends immediately. You may export your Customer Data within 30 days of termination, after which Chalvia will securely delete it in accordance with our data retention policy. Provisions that by their nature should survive termination (including payment obligations, IP rights, confidentiality, and liability limits) shall survive.
13. Governing Law & Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of India. Any disputes or claims arising out of or in connection with these Terms or the Services shall be subject to the exclusive jurisdiction of the competent courts situated in Bengaluru, Karnataka, India.
If a dispute arises, the parties agree to first make reasonable, good-faith efforts to resolve the dispute through mutual discussion within 30 days of written notice before initiating legal proceedings.
14. General Provisions
Entire Agreement: These Terms, together with our Privacy Policy and any applicable DPA or Order Form, constitute the entire agreement between you and Chalvia regarding the Services.
Severability: If any provision is found unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force.
Waiver: Failure to enforce any provision of these Terms shall not constitute a waiver of our right to enforce it in the future.
Assignment: You may not assign these Terms or any rights or obligations without Chalvia's prior written consent. Chalvia may assign these Terms in connection with a merger, acquisition, or sale of assets.
Force Majeure: Neither party shall be liable for delays or failures in performance caused by events beyond their reasonable control, including natural disasters, strikes, or government actions.
Notices: Legal notices to Chalvia should be sent to legal@chalvia.com or our registered address.
15. Changes to These Terms
Chalvia may update these Terms from time to time. We will provide at least 30 days' notice of material changes via email or a notice on our platform. Your continued use of the Services after the effective date of updated Terms constitutes acceptance. If you do not agree to the changes, you must cancel your subscription before the effective date.
Questions About These Terms?
Our legal team is happy to clarify anything in these Terms.
legal@chalvia.comContact Us