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The Artha Platform (hereinafter referred to as
"Artha" or"Artha Platform" or
"the Website") is an independent initiative
supported by Rianta Capital Zurich based in Zurich, Switzerland. It
is designed to enable more efficient due diligence or assessment
Diligence") of high impact social businesses
Enterprises" or "Enterprises" or
"Projects") serving communities at the base of the
These Terms and Conditions ("Terms")
apply to your use of and contributions to the Artha Platform, a
website owned and operated by RCZ ("Rianta Capital
or "RCZ "). By accessing, using, subscribing or
contributing data to Artha, and any pages therein or related
thereto (the "Artha Services"), and/or by checking
completion of your user profile registration, you acknowledge that
you have read, understood and agreed to be bound by these Terms. If
you do not agree to these Terms, you may not use Artha or the
Services. These Terms constitute a contract between you
and RCZ and govern all interactions between you and RCZ, as well as
your use of the websites www.arthaplatform.com or
www.arthaplatform.org and all related services.
If you have any questions or need additional
information, you may reach RCZ at firstname.lastname@example.org.
RCZ is not responsible, and shall have no liability,
for any incorrect or inaccurate content posted on the Website by
any User or for any liability, cost or expense Users may incur in
connection with the Artha Platform caused by any User or other
All Users of the Website will be expected to conform
to a code of conduct guided by the principles of transparency,
trust and integrity ("Honor Code").
The Website includes features and
functionality whereby a User may post and transmit information,
images and other materials. All such information, images and
materials, whether publicly posted or publicly or privately
transmitted, are the sole responsibility of the User who
originates such content. RCZ assumes no obligation to monitor
or control such posted or transmitted content and cannot take
responsibility for such content posted or transmitted by a
User. However, RCZ reserves the right at all times (but will
not have an obligation) to remove or refuse to post or
distribute any content, and to restrict, suspend or terminate
the participation of any User from the Website and from all
Artha Services at any time, with or without prior notice.
Certain areas of the Artha Platform will not be
freely accessible and any information related to active social
businesses in India will be in protected areas of the Website,
requiring passwords for access. Likewise, full investor profiles
and activity information will be protected and secure, visible only
to account owners and to their chosen contacts on the Artha
Platform. You may be asked to complete a form of registration in
order to access certain areas of the Website ("Restricted Areas").
No charge will be requested to obtain access to the Restricted
Areas. (Please see the Fees and Expenses section for a breakdown of
the costs of using the Website, specifically around the closure of
due diligence contracts arising from information posted on the
RCZ reserves the right to terminate your
registration to the Restricted Areas and to restrict your access to
the Website without notice, at any time.
You may cancel your registration with the Website at
any time by sending an email to email@example.com.
Any termination or restriction shall be without
prejudice to any rights accrued to RCZ up to the date of
termination or restriction.
RCZ reserves the right to suspend or terminate the
operation of the Website at any time for the purposes of support
and maintenance or to update the information contained on the
Website. RCZ is not obliged to give any notice of such termination
See Due Diligence process (Section 8a) below for
further detail on how the site operates.
RCZ will accept requests to partake on the Website
contingent upon further discussions, and reserves the right to
control the growth and profile of the Users at its discretion. The
Artha community is formed on the basis of relationships, and it
will be a general rule that new users to the Artha Platform should
have had some prior contact with an existing User in order to
receive an invitation to join, unless they are an
entrepreneur/Promoter. The Artha Platform administrator controls
access to all user requests for membership. For the purposes of the
beta launch of the Website, Investors who want to access the Artha
Platform must be qualified investors within the meaning of article
10 (3) of the Swiss Collective Investment Schemes Act ("CISA"). The
following are deemed to be qualified investors; Supervised
financial intermediaries such as banks, securities dealers and fund
management companies; supervised insurance companies; public
entities and retirement benefits institutions with a professional
treasury; companies with a professional treasury; independent
financial advisors that are subject to anti money laundering
regulations and the code of conduct of an industry organization
recognized by the Swiss Financial Market Supervisory Authority
("FINMA"); high net worth individuals holding directly or
indirectly financial assets in excess of Swiss francs 2 million.)
Artha Platform User types are defined as
The selection and invitation of users is at the sole
discretion of RCZ. RCZ does not have any direct ownership
interest, shareholding/stakeholding, or any other monetary,
investment or other financial connection to any of the independent
entities invited into the Artha Platform.
All Investors engaged in the community on the
Website must register their details, and agree that any contracts
relating to due diligence and arising as a result of connections
formed on the Website will be invoiced offline and between all
parties involved in said due diligence transaction.
No payments for due diligence contracts are executed
through the Website; all payments between parties for due diligence
contracts must be handled offline, but made transparently so as to
benefit all parties involved in a given due diligence 'share'.
The Website presents a collaborative online
environment whereby Users may work together in concert to complete
a due diligence report on any given social business listed in the
Artha Pipeline. There are 15 standardized Due Diligence "modules"
at the disposal of Users of the Website, all of which are optional
and that reflect the aggregation of the due diligence methodologies
of several practitioners in the sector. These modules are inclusive
of a series of questions that fulfill each of the areas of due
diligence query as follows: BUSINESS OPPORTUNITY, COMPANY ANALYSIS,
COMPANY GOVERNANCE/MANAGEMENT, CUSTOMER BASE, FINANCIAL ANALYSIS,
FINANCIAL MANAGEMENT, FUNDING STRATEGY, INDUSTRY/MARKET ANALYSIS,
INVESMTENT PROPOSITION, LEGAL, RISK ASSESSMENT, SOCIAL IMPACT,
TECHNOLOGY, TARGET POPULATION, and REQUIRED DOCUMENTATION
CHECKLIST. Each one of these modules reflects a series of standard
queries and 'information capture' fields under each of the fifteen
The first Investor to "signal interest" in any
opportunity will be considered a 'lead Investor', and will thereon
determine (for a defined period of 30 days) which other Investors
in the community may (or may not) join in to share in the process
of Due Diligence. The Due Diligence process is split into 5 active
stages, where upon an Investor signals interest, initiates Due
Diligence, signals that Due Diligence is underway, signals that Due
Diligence has been completed, and finally signals that an
investment has been completed. The last and final stage of
confirmation is comprised of signaling only, and it is important to
note that funds are not uploaded, transferred or transacted in any
way through the Website at anytime. Furthermore, structuring any
transaction must happen offline and outside the parameters of the
Three options are presented to a given Investor once
initial interest is signaled in an opportunity: 1) Due Diligence
may be conducted by themselves, 2) Due Diligence may be opened to a
bidding/tender process involving a selected network of 3rd Parties
in-country who are Users of the Website, or 3) Due Diligence may be
conducted by a 3rd Party who is directly appointed. The process
thereon is self-explanatory, and the system is designed to maximize
communication and encourage information sharing as it pertains to
impacting the transaction costs of seeing investors achieve comfort
with the social businesses the Website aims to support.
In the event that a User selects the option to
either invite 3rd Parties to bid or appoint a 3rd Party entity
capable of supporting the exercise of Due Diligence in a particular
enterprise, the bid process and the entities party to it function
independently of RCZ and RCZ does not take responsibility in any
form for the outcome of such activities.
3rd Parties receiving information about an
opportunity to conduct Due Diligence on behalf of an Investor on a
social enterprise in India are responsible for their own bid in
terms of content, pricing and structure. They may or may not
receive acknowledgement or a response from Investors in this
process. It is the responsibility of 3rd Parties to negotiate their
own agreements for service rendered to the Investors and to close
their own contracts (including effectuation of invoicing and
payment) as they see fit. RCZ does not have any role, direct or
indirect, in setting the pricing or terms for such work.
All Investors acknowledge that the conclusions drawn
by all Due Diligence reports and analysis (in any form, including
documents, .pdfs, Powerpoints, Excel documents, or media of any
kind) posted by Users or established by a 3rd Party do not
reflect recommendations of RCZ Accordingly, RCZ shall not
under any circumstance be liable to any User for any loss incurred
as a result of reliance on such material.
These reports and analysis are purely informational,
and shared by peers on the Website in the spirit of collaboration
RCZ is not responsible and cannot be held liable for
any misuse of any confidential material provided by the Promoters
or any other person to the Investor in a due diligence process or
posted by any User on the Website.
The Artha Platform is not a transactional platform.
The Website is not involved in investment actions of any kind and
the Users may not use the Website for actual investment
transactions of any kind.
Information posted on the Artha Platform by Users
does not constitute investment advice or an offer to invest and is
not intended for trading purposes. Users need to consult with their
own investment, accounting, legal and tax advisers to evaluate
independently the risks, consequences and suitability of any action
to complete investment made as a result of learning through the
ARTHA IS INTENDED ONLY FOR INFORMATIONAL PURPOSES,
AND IS NOT AN OFFER OF SECURITIES OF ANY KIND BY ANYONE, NOR DOES
IT CONSTITUTE AN OFFER BY RP LTD. OF OTHER SERVICES (SUCH AS
ADVISORY SERVICES) OR PRODUCTS. RIANTA CAPITAL ZURICH DOES NOT
PARTICIPATE IN THE NEGOTIATION OR EXECUTION OF INVESTMENT
TRANSACTIONS OR HANDLE SECURITIES.
Information posted on the Artha Platform may contain
estimates, projections or other statements that are forward looking
in nature ("Forward looking statements"). Any such
forward looking statements are inherently speculative and subject
to numerous risks and uncertainties. Actual results and performance
may be significantly different from historical experience and
present expectations or projections. RCZ undertakes no obligation
to publicly update or revise any forward looking statements.
RCZ incurs financial, administrative and other
expenses associated with the operation of the Website and network
convener. Invited users of the system do not however have to pay
any fees at the current time.
It is the duty of all Users party to the Website to
report on the status of a Due Diligence negotiation and to disclose
whether a contract has been completed to this end; this is part of
our knowledge sharing mandate, and is based on the Honor
Code implicit within the functioning of this online
We simply ask you to inform the Artha community
whether you plan to make an investment based on the due diligence
agreement sourced through the Artha Platform and to indicate the
amount of such planned investment.
RCZ reserves the right to adjust any fees and
percentages at any time on written notice in the future.
In the event that an Enterprise is listed for longer
than twelve months without receiving any signal of interest in
conducting due diligence, the Project may then be "deleted", in
which case all parties responsible for originally posting the
opportunity will be notified.
It is the responsibility of each User to determine
what tax rules and policies may apply to them; RCZ does not accept
any responsibility in any way for issues regarding taxation.
Users are granted limited, revocable, nonexclusive,
nontransferable access to Artha Content conditioned on the Users'
continued compliance with these Terms. Users may view, download and
print Artha Platform content for their personal and internal
business use, provided that all hard copies contain all copyright
notices and trademark legends, and all other applicable
intellectual property and proprietary marks and notices.
Each User represents and warrants that:
Except expressly provided in these Terms, User(s) shall not:
The User warrants that he shall act in a polite,
courteous and law-abiding manner when using the Website.
You may not use the Artha Platform or its Content to
construct a database of any kind. You may not store Content from
the Artha Platform, in its entirety or in any part, in databases
for access by you or any 3rd Party or distribute any database
services containing all or part of the Services. You may not use
Artha in any way to modify or improve the quality of any data sold
by you to any 3rd Party. You will not use Artha or its Content in
unsolicited mailing or spam material.
EACH USER REPRESENTS AND WARRANTS THAT (i) IT HAS
ALL NECESSARY POWER AND AUTHORIZATION TO ACCEPT THESE TERMS AND
CONDITIONS; (II) THESE TERMS AND CONDITIONS ARE LEGAL, VALID,
BINDING AND ENFORCEABLE AGAINST THE USER; (III) THE USER'S
ACCEPTANCE OF THESE TERMS AND CONDITIONS WILL NOT VIOLATE ANY LAW,
RULE, REGULATION, OR ANY AGREEMENT BINDING THE USER; (IV) AND THE
USER WILL OBSERVE ALL APPLICABLE LAWS AND THE PROVISIONS OF THESE
TERMS AND CONDITIONS.
THE LIABILITY OF RP LTD. UNDER OR IN CONNECTION WITH
THESE TERMS AND CONDITIONS AND/OR THE WEBSITE SHALL BE LIMITED TO
THE EXTENT POSSIBLE BY THE GOVERNING LAW.
RP LTD. DOES NOT REPRESENT OR ENDORSE THE ACCURACY
OR RELIABILITY OF ARTHA OR ITS CONTENT. YOU ACKNOWLEDGE THAT ANY
RELIANCE UPON RP LTD. AND THE ARTHA PLATFORM SHALL BE AT YOUR SOLE
THE WEBSITE INCLUDING BUT NOT LIMITED TO THE
SERVICES CONNECTED THEREWITH ARE PROVIDED ON AN "AS IS", "WITH ALL
FAULTS", AND "AS AVAILABLE" BASIS AND THE ENTIRE RISK AS TO
SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORTS IS WITH THE
USER. ARTHA DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES,
EXPRESS OR IMPLIED, UNDER THESE TERMS AND CONDITIONS. ANY AND ALL
REPRESENTATIONS AND WARRANTIES OF RP LTD. UNDER OR IN CONNECTION
WITH THE TERMS AND CONDITIONS ARE EXCLUDED TO THE EXTENT LEGALLY
POSSIBLE, INCLUDING BUT NOT LIMITED TO REPRESENTATIONS AND
THIS DISCLAIMER OF LIABILITY APPLIES TO ANY
DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR,
OMISSION, INACCURACY, INTERRUPTION, DELETION, DEFECT, DELAY IN
OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE
FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO,
ALTERATION OF, OR USE OF THE SERVICES OR ARTHA , WHETHER FOR
BREACH OF CONTRACT, TORTIOUS BEHAVIOR (INCLUDING, WITHOUT
LIMITATION, STRICT LIABILITY), NEGLIGENCE, OR UNDER ANY OTHER
CAUSE OF ACTION, TO THE FULLEST EXTENT PERMISSIBLE BY LAW.
AS THERE MAY BE ERRORS AND DEFICIENCIES IN THE
INFORMATION POSTED ON THE WEBSITE RP LTD. STRONGLY SUGGESTS THAT
THE USER SEEK LEGAL ADVICE PRIOR TO ANY POTENTIAL TRANSACTION. THE
WEBSITE DOES NOT, AND IN NO WAY CONSTITUTES OR IMPLIES THE
ENDORSEMENT, RECOMMENDATION, OR APPROPRIATENESS OF A DEAL OR
RP LTD. PROVIDES THE INFORMATION ON THE WEBSITE
INCLUDING BUT NOT LIMITED TO ITS INFORMATION AS A RESOURCE FOR
USERS BUT DOES NOT GIVE BUSINESS ADVICE, INVESTMENT ADVICE, TAX
ADVICE OR LEGAL ADVICE TO THE USER OR ANYONE ELSE. RP LTD. DOES NOT
CLAIM TO BE AND IS NOT A BROKER, DEALER OR INVESTMENT ADVISOR AND
NOTHING HEREIN SHALL CONSTITUTE A SALE OR OFFER TO BUY OR SELL OR
RECOMMEND ANYTHING. THE USER MAKES ITS OWN INVESTMENT DECISIONS
BASED UPON ITS PERSONAL DUE DILIGENCE INVESTIGATION AND OTHER
PERSONAL INVESTMENT CRITERIA. THE USER AGREES THAT IT USES THE
WEBSITE AT ITS OWN RISK.
THE USER SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS,
TO THE FULLEST EXTENT PERMITTED BY LAW, AGAINST ANY CAUSE OF
ACTION, ALL LIABILITIES, LOSSES, COSTS OR EXPENSES WITH RESPECT TO
ANY CLAIM BY THIRD PARTIES ARISING OUT OF THE USER'S FAILURE TO
PERFORM ITS OBLIGATIONS UNDER THESE TERMS AND CONDITIONS.
USERS WILL NOT HOLD RP LTD. AND ITS AFFILIATES, NOR
THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, OR EMPLOYEES
ACCOUNTABLE FOR ANY LOSS, DAMAGE, COST OR EXPENSE RELATING TO THE
ADEQUACY, ACCURACY OR COMPLETENESS OF THE PROJECT/ENTERPRISE
INFORMATION ACCESSIBLE THROUGH ARTHA OR THE USE OF THAT
INFORMATION. YOU SPECIFICALLY ACKNOWLEDGE THAT ARTHA IS NOT LIABLE
FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS,
CONTRIBUTORS OR THIRD PARTIES OVER WHICH IT HAS NO CONTROL.
Nothing in these Terms shall exclude or in any way
limit RCZ's liability for fraud, or for death and personal injury
caused by its negligence, or any other liability to the extent that
it cannot be excluded or limited as a matter of applicable law.
The works of authorship contained on the Website,
including but not limited to all copyright, designs, trademarks,
logos, data, text and images, whether registered or unregistered,
are the intellectual property rights of RCZ, its affiliates or
third parties who have supplied information to RCZ and are
protected by the applicable laws, including but not limited to
international intellectual property laws, treaties and conventions.
RCZ reserves the right to take legal action in
respect of any infringement of these works of authorship or
information contained on the Website, including any legal action in
respect of any reproduction, copying (other than in accordance with
the Terms), distribution, framing, uploading to a third party,
publication, adaptation, broadcasting, public performance or other
communication to the public of the works of authorship or
information contained on the Website without the prior written
consent of RCZ
RCZ assumes no responsibility, and shall not be
liable for, any damages to, or viruses that may infect, your
computer equipment or other property on account of your access to,
use of, or browsing Artha or your downloading of any materials,
data, text, images, video, or audio from the Website.
You may include a link on your website to the Artha
home page, currently located at [http://arthaplatform.org] ("Home
Page"). You may not link to an internal or subsidiary page of Artha
that is located one or several levels down from the Homepage and in
the internal domain portion of the site, or bring up or present
Artha Platform Content within another website without prior written
approval from RCZ
The Artha Website may contain links to other
websites. These websites are not under the control of RCZ and RCZ
is not responsible for the contents thereof.
These Terms shall survive any termination of your
use of or contribution to the Artha Platform.
If any provision of these Terms shall be deemed
unlawful, void or for any reason unenforceable, then that provision
shall be deemed severable from these Terms and shall not affect the
validity and enforceability of any remaining provisions. In the
place of an invalid provision, a valid provision is presumed to be
agreed upon by the parties, which comes economically closest to the
one actually agreed upon.
These Terms may be modified by RCZ in its sole
discretion from time to time and such modifications shall
automatically become part of these Terms and shall be effective
once posted by RCZ on the Website. Your participation in the use of
the Website will be subject to any such modifications. All users
should review the Website and these Terms from time to time for any
modifications. Neither the course of conduct between parties nor
trade practice shall act to modify any provision of these Terms.
If you have any questions or comments about the
Website and would like to contact the team at RCZ, please email firstname.lastname@example.org.
The parties hereto are and remain independent
parties. It is not the parties' intent to create (and these Terms
do not create) the formation of a partnership, joint venture or
similar relationship between the parties.
Headings are for reference purposes only and in no
way define, limit, construe or describe the scope or extent of such
Failure or neglect by RCZ to enforce any of the
provisions of these Terms shall not be construed or deemed to be a
waiver of RCZ's rights nor shall this affect the validity of the
whole or any part of these Terms, nor prejudice RCZ's rights to
take subsequent action.
All rights not expressly granted herein are hereby
All disputes arising out of or in connection with
these Terms shall be finally settled under the Rules of Arbitration
of the International Chamber of Commerce by three arbitrators
appointed in accordance with the said Rules. The place of
arbitration shall be Zurich, Switzerland. The language of the
arbitral proceedings shall be the English language. Notwithstanding
the foregoing, RCZ may seek recourse in any jurisdiction worldwide
in order to restrain the unlawful use of any of the material
contained in the Website.
Please read the Terms of Service carefully before submitting the form.
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