Platform Terms of Service Agreement

This Platform Terms of Service Agreement ("Agreement") is a legally binding electronic contract executed at Gurugram, Haryana, India, in accordance with the provisions of the Information Technology Act, 2000 and related rules. It is made between:

Triphoria Private Limited, a company duly incorporated under the Companies Act, 2013, having its registered office in India (hereinafter referred to as "Triphoria", which expression shall include its successors and permitted assigns), and

The Client (any user, company, or organization registering or availing corporate or personal travel services on the Triphoria platform).

Triphoria and the Client are hereinafter collectively referred to as the "Parties" and individually as a "Party".

1. Purpose and Scope

Triphoria operates a digital booking, hospitality and management platform for business travel ("Platform") that enables Clients to manage travel bookings including flights, hotels, cabs, and related services. The Client wishes to utilize these services, and Triphoria agrees to provide them in accordance with the terms set forth herein.

2. Term and Effectiveness

This Agreement becomes effective from the date of its electronic acceptance ("Effective Date") and remains valid until terminated by either Party with due notice as specified under Clause 12.

3. Services and Platform Use

a) Triphoria shall facilitate business travel and hospitality services through its Platform, allowing Clients to make and manage bookings as per their travel requirements.

b) The Client will receive secure login credentials to access its business travel account. The Client shall be solely responsible for the confidentiality and authorized use of such credentials.

c) Triphoria acts solely as a technology intermediary between the Client and third-party suppliers (airlines, hotels, cab operators, etc.). Each supplier's individual terms of service will govern the respective booking, and Triphoria shall not be held liable for any supplier's service failures.

4. Fees and Payment

a) The Client shall pay applicable service and transaction fees ("Transaction Fees") as displayed or agreed upon electronically.

b) In addition, the Client shall pay the full cost of travel bookings charged by third-party suppliers.

c) Triphoria shall issue invoices electronically, and payments shall be made directly on the Platform at the time of travel bookings using any mode of payment available.

d) Triphoria reserves the right to introduce or modify payment mechanisms at its sole discretion for either any or all of its clients.

5. Representations and Warranties

Each Party represents that:

a) It has full legal authority to enter into this Agreement.

b) This Agreement does not breach any applicable law or prior obligation.

c) It holds and will maintain all licenses and approvals required to perform its obligations hereunder.

6. Client Obligations

The Client agrees to:

a) Use Triphoria as its designated business travel management platform.

b) Ensure accurate and timely information for all bookings.

c) Comply with all applicable laws, company policies, and third-party terms of use.

d) Promptly report any unauthorized access or misuse of its account.

7. Intellectual Property Rights

All intellectual property, including the Triphoria platform, software, content, design, trademarks, and related materials, shall remain the sole property of Triphoria Private Limited.

The Client is granted a limited, non-transferable license to use the platform solely for availing business travel services. No ownership rights are transferred. Client data remains the property of the Client; however, Triphoria may use it as required to operate and improve its services, in accordance with its Privacy Policy.

The Client shall not copy, modify, reverse-engineer, or use any part of the platform or its content beyond the agreed purpose.

8. Data Privacy and Security

Triphoria is committed to protecting user data in accordance with its Privacy Policy. All personal and non-personal information collected during usage of the Platform will be processed as per the Triphoria Privacy Policy. By using the Platform, the Client consents to such data collection, usage, and sharing practices.

9. Confidentiality

Both Parties shall maintain the confidentiality of all business, financial, and proprietary information ("Confidential Information"). Disclosure is permitted only when required by law or to advisors bound by confidentiality obligations. Publicly available information shall not be considered confidential.

10. Indemnification

Each Party agrees to indemnify and hold harmless the other Party and its affiliates, directors, and agents from any loss, liability, or damages arising from negligence, misconduct, or breach of this Agreement.

11. Limitation of Liability

a) Neither Party shall be liable for indirect, consequential, or incidental damages including loss of profit or business.

b) Triphoria shall not be responsible for the performance or failure of any third-party supplier.

c) The maximum liability of Triphoria under this Agreement shall not exceed the Transaction Fees paid for the specific booking concerned.

12. Termination

a) Either Party may terminate this Agreement with 30 days' prior written notice.

b) Either Party may terminate immediately if the other Party breaches this Agreement and fails to cure such breach within 15 days of written notice.

c) Termination shall not affect any accrued rights or obligations existing prior to the effective date of termination.

13. Refund and Cancellation Policy

All refunds, cancellations, or booking modifications under this Agreement shall be governed by the respective supplier's or service provider's individual terms and conditions. Triphoria acts solely as an intermediary between the Client and third-party service providers (including but not limited to airlines, hotels, and transport operators) and shall not be held liable for any delays, denials, or variations in refund amounts processed by such suppliers.

Refund eligibility, processing timelines, and deductions (including cancellation or Transaction Fees) shall strictly follow the policies of the concerned supplier. Triphoria will initiate refund or cancellation requests to the respective supplier on behalf of the Client and shall credit any approved refund amount to the Client's designated account only after receiving the same from the supplier.

For any cancellation, modification, or change to a travel booking, Triphoria will process the request on behalf of the Client and may levy a Transaction Fees for such assistance, in addition to any charges imposed by the supplier.

All communications, confirmations, and refund updates shall be made electronically. The Client acknowledges that Triphoria shall not be responsible for any supplier's refusal, delay, or partial settlement of refunds beyond its control.

14. Assignment

Neither Party may assign or transfer its rights and obligations under this Agreement without prior written consent. However, Triphoria may assign this Agreement to its affiliates or group entities without prior approval.

15. Governing Law and Jurisdiction

This Agreement shall be governed by the laws of India. Any disputes arising from or related to this Agreement shall be subject to the exclusive jurisdiction of the competent courts in Gurugram, Haryana, India.

16. Notices

All communications and notices shall be sent by email to the official registered contact addresses of the Parties and shall be deemed received within one (1) business day of dispatch.

17. Grievance Redressal

In accordance with the Information Technology Act, Triphoria has appointed the following Grievance Officer for data protection and service-related concerns:

18. Entire Agreement

This document represents the entire agreement between Triphoria and the Client and supersedes any prior discussions, proposals, or agreements regarding the subject matter herein.