Terms of Service

1 Acceptance of Terms

By registering for, accessing, or using any part of the Services, you confirm that you have read, understood, and agree to be bound by these Terms, as well as any additional guidelines, policies, or rules applicable to specific features of the Services (which are incorporated herein by reference). These Terms apply to all visitors, users, location partners, advertisers, and others who access or use the Services.

If you are using the Services on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms, and "you" shall refer to that entity.

2 Description of Services

HYGH operates a digital out-of-home (DOOH) advertising network that connects advertisers with high-footfall locations through digitally enabled advertising displays ("Advertising Displays"). Our Services include:

• A platform for advertisers to create, manage, and deliver targeted advertising campaigns through our network of Advertising Displays
• A partner program for property and location owners to host HYGH Advertising Displays and earn revenue
• Audience analytics, campaign reporting, and performance measurement tools
• Our website, mobile applications, and associated APIs and tools

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time, with or without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuation of the Services.

3 Eligibility

To access or use the Services, you must:

• Be at least 18 years of age
• Have the legal capacity to enter into a binding agreement under applicable law
• Not be barred from receiving services under any applicable laws or regulations
• For business accounts: be a duly incorporated or registered legal entity in good standing

By using the Services, you represent and warrant that you meet all eligibility requirements. HYGH may refuse to offer the Services to any person or entity at any time, in its sole discretion.

4 Account Registration

To access certain features of the Services, you must register for an account. When registering, you agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information to keep it accurate and complete
• Keep your login credentials confidential and not share them with any third party
• Notify us immediately at support@hygh.co.in if you suspect any unauthorized access to your account
• Accept responsibility for all activities that occur under your account

HYGH reserves the right to suspend or terminate accounts that contain inaccurate information, violate these Terms, or are used for fraudulent or illegal purposes.

5 Location Partners

5.1 Partner Obligations

• You must own, lease, or otherwise have the legal right to permit installation of the Advertising Display at the proposed location
• You must obtain all necessary permits, consents, or approvals from relevant authorities, landlords, or co-owners prior to installation
• You must ensure the display remains powered on, accessible, and undamaged during the term of your agreement with HYGH
• You must not tamper with, remove, cover, obstruct, or deface the Advertising Display or its content
• You must promptly notify HYGH of any damage, theft, vandalism, or technical issues

5.2 HYGH's Rights

HYGH retains full ownership of all Advertising Displays and all content displayed on them. HYGH reserves the right to control all advertising content, remove or deactivate any display, terminate the partner relationship, and recover its equipment at any time for any reason with reasonable notice.

5.3 Compensation

Location partners receive compensation as agreed in the applicable partner agreement. HYGH may adjust compensation structures with reasonable notice. Compensation is contingent on compliance with these Terms and the partner agreement. HYGH is not liable for delays in payment caused by inaccurate banking information provided by the partner.

6 Advertisers

6.1 Content Standards

All advertising content ("Ad Content") submitted through the Services must comply with HYGH's content guidelines and applicable law. Ad Content must not:

• Be false, misleading, deceptive, or fraudulent
• Infringe any third party's intellectual property, privacy, or other rights
• Contain obscene, defamatory, hateful, or discriminatory material
• Advertise illegal products or services, or promote illegal activities
• Violate the Advertising Standards Council of India (ASCI) guidelines or applicable Indian advertising laws
• Target minors with age-inappropriate content

6.2 HYGH's Content Rights

HYGH reserves the right to review, approve, reject, modify, or remove any Ad Content at its sole discretion, without liability to the advertiser. By submitting Ad Content, you grant HYGH a non-exclusive, worldwide, royalty-free licence to display, transmit, and distribute your Ad Content solely in connection with the Services.

6.3 Advertiser Warranties

You represent and warrant that: (a) you have all rights necessary to submit and display the Ad Content; (b) the Ad Content complies with all applicable laws and regulations; and (c) the Ad Content does not violate any third-party rights.

7 Prohibited Conduct

You agree not to engage in any of the following when using the Services:

• Violating any applicable local, state, national, or international law or regulation
• Attempting to gain unauthorized access to any part of the Services or its related systems or networks
• Using automated tools (bots, scrapers, crawlers) to access the Services without HYGH's express permission
• Interfering with or disrupting the integrity or performance of the Services
• Impersonating any person or entity, or misrepresenting your affiliation with a person or entity
• Uploading or transmitting viruses or other malicious code
• Attempting to reverse-engineer, decompile, or disassemble any portion of the Services
• Using the Services for any unauthorized commercial solicitation or spam
• Collecting or harvesting personal data of other users without consent

HYGH reserves the right to immediately suspend or terminate your access if we determine, in our sole discretion, that you have engaged in any prohibited conduct.

8 Intellectual Property

The Services and all content, features, and functionality thereof — including but not limited to software, text, graphics, logos, icons, images, audio clips, data compilations, and the compilation thereof — are the exclusive property of HYGH or its licensors and are protected by applicable Indian and international intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable licence to access and use the Services solely for their intended purposes and in accordance with these Terms. You may not reproduce, distribute, modify, create derivative works of, publicly display, or exploit any part of the Services without HYGH's prior written consent.

All HYGH trademarks, service marks, trade names, and logos are the property of HYGH. Nothing in these Terms grants you any right to use them.

9 Payments and Fees

9.1 Advertiser Payments

Advertisers agree to pay all fees for campaigns as specified at the time of booking or as set out in a separate insertion order or agreement. All fees are quoted exclusive of applicable taxes (including GST), which will be charged additionally. Payments are non-refundable except as expressly provided in these Terms or required by law.

9.2 Location Partner Payouts

HYGH will disburse earnings to location partners in accordance with the partner agreement. HYGH reserves the right to withhold payment if there is a reasonable suspicion of fraud, breach of these Terms, or inaccurate banking information. Disputed amounts will be resolved in good faith within 30 days of written notice.

9.3 Taxes

Each party is solely responsible for all taxes, levies, or duties applicable to it in connection with the Services. Location partners receiving payments acknowledge that HYGH may be required to report payments to tax authorities and may deduct applicable taxes at source (TDS) as required by Indian law.

10 Disclaimers

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, HYGH DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

HYGH does not warrant that: (a) the Services will be uninterrupted, timely, secure, or error-free; (b) the results obtained from using the Services will be accurate or reliable; or (c) any errors in the Services will be corrected.

HYGH is not responsible for the conduct of any user, location partner, or advertiser, whether online or offline.

11 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HYGH AND ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES — INCLUDING LOSS OF PROFITS, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES — ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICES.

IN NO EVENT SHALL HYGH'S AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID TO HYGH IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) INR 10,000.

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability shall be limited to the maximum extent permitted by law.

12 Indemnification

You agree to defend, indemnify, and hold harmless HYGH and its directors, officers, employees, agents, and successors from and against any claims, liabilities, damages, losses, and expenses — including reasonable legal fees — arising out of or in connection with:

• Your use of or access to the Services
• Your violation of any provision of these Terms
• Your violation of any third-party rights, including intellectual property or privacy rights
• Any Ad Content you submit, including claims that it infringes third-party rights or violates applicable law
• Any actions or omissions relating to your premises or property as a location partner

HYGH reserves the right to assume the exclusive defence and control of any matter subject to indemnification by you, at your expense, and you agree to cooperate with our defence of such claims.

13 Termination

HYGH may suspend or terminate your access to the Services, with or without cause, and with or without notice, effective immediately. Grounds for termination include but are not limited to breach of these Terms, fraudulent activity, non- payment, or conduct harmful to HYGH or other users.

You may terminate your account at any time by contacting us at support@hygh.co.in. Termination does not relieve you of any obligations incurred prior to termination, including outstanding payment obligations. Sections relating to intellectual property, disclaimers, limitation of liability, indemnification, and governing law shall survive termination of these Terms.

14 Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of India, without regard to its conflict of law provisions.

Any dispute, controversy, or claim arising out of or relating to these Terms or the Services shall first be attempted to be resolved through good-faith negotiation. If the dispute is not resolved within 30 days, it shall be referred to binding arbitration in accordance with the Arbitration and Conciliation Act, 1996, as amended. The seat of arbitration shall be Bengaluru, Karnataka. The arbitration shall be conducted in English.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm. Subject to the arbitration clause, the courts of Bengaluru, Karnataka shall have exclusive jurisdiction.

15 Changes to These Terms

HYGH reserves the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website with a new effective date, and where appropriate, by sending an email notification to registered users. Your continued use of the Services after such notice constitutes your acceptance of the revised Terms.

We encourage you to review these Terms periodically. If you disagree with any changes, your sole remedy is to stop using the Services and close your account.

16 Contact Us

For questions, concerns, or notices regarding these Terms, please contact us: