Terms and Conditions

These Terms and Conditions ("Terms") govern your access to and use of the Nest by Oumni website, forms, digital tools, content, communications, programs, concierge services, and related offerings (collectively, the "Platform").

For the purposes of these Terms, "Nest by Oumni", "Nest", "we", "us", and "our" mean HSL Gram Sewa Private Limited including its affiliates, subsidiaries, group entities, successors, assigns, and permitted transferees, as applicable.

By accessing or using the Platform, submitting any form, requesting a callback, or otherwise interacting with Nest, you agree to be legally bound by these Terms. If you do not agree, do not use the Platform.

1. Nature of the Platform

Nest by Oumni is a reproductive health and continuity-focused platform that may provide:

• informational and educational content
• digital tools, assessments, and summaries
• callback and inquiry forms
• concierge and navigation support
• retreat and program information
• care coordination support
• referrals or introductions to third-party providers (including clinics, hospitals, doctors, labs, therapists, wellness professionals, travel/logistics partners, or other service providers)

1.1 Platform Role Only

Nest acts as a platform, facilitator, coordinator, and information provider, except where expressly stated otherwise in writing. Nest is not a hospital, clinic, diagnostic centre, emergency responder, or treating medical provider.

1.2 No Professional Medical Service Through Website Use

Using the Platform, filling forms, using tools, or speaking to our concierge team does not by itself create a doctor-patient, therapist-patient, hospital-patient, fiduciary, or similar professional treatment relationship with Nest.

2. Eligibility and User Representations

By using the Platform, you represent and warrant that:

• you are at least 18 years of age, or are using the Platform with lawful parental/guardian supervision where permitted
• you have the legal capacity to enter into binding terms
• all information you provide is true, accurate, current, and complete
• you will update information where necessary
• you will use the Platform only for lawful purposes and in accordance with these Terms

If you submit information on behalf of another person (including a spouse, family member, or parent), you represent that you are authorized to do so and, where required, have obtained their consent.

3. No Medical Advice, No Diagnosis, No Emergency Services

3.1 Informational and Educational Use Only

All content on the Platform, including articles, recommendations, wellness information, digital tools, assessments, summaries, reports, and outputs, is provided for general informational and educational purposes only.

Such content does not constitute:

• medical advice
• diagnosis
• treatment
• prescription
• emergency guidance
• clinical decision support

3.2 Not a Substitute for Licensed Professionals

Nothing on the Platform is intended to replace consultation with qualified healthcare professionals, including doctors, gynecologists, fertility specialists, mental health professionals, obstetricians, endocrinologists, or other licensed providers.

You are solely responsible for obtaining appropriate medical advice before making any healthcare or treatment decisions.

3.3 No Emergency Support

Nest does not provide emergency medical services or emergency response support.

If you are experiencing a medical emergency, call emergency services immediately or visit the nearest hospital.

3.4 Tool Output Disclaimer

Any digital tool, form result, assessment, summary, score, or output provided through the Platform:

• is based only on the information you provide
• may be incomplete or inaccurate if your inputs are incomplete or inaccurate
• is indicative only
• is not diagnostic
• must not be relied on as a sole basis for treatment or medical decisions

4. User Information, Inputs, and Responsibility

When you submit information, content, or materials through the Platform, you agree that:

• you will not provide false, misleading, or fraudulent information
• you will not impersonate another person or entity
• you will not submit unlawful, abusive, defamatory, obscene, or harmful content
• you will not upload viruses, malware, or malicious code
• you are solely responsible for your submissions and their consequences

You acknowledge that inaccurate, incomplete, or delayed information provided by you may affect service quality, recommendations, coordination, or outcomes, and Nest shall not be responsible for consequences arising therefrom.

5. Privacy, Data Rights and Commercial Use

Your use of the Platform is also governed by our Privacy Policy.

By using the Platform, submitting any information, undergoing assessments, interacting with digital tools, enrolling in services, or otherwise engaging with Nest, you acknowledge and agree that:

• Nest or its affiliated or group entities or partner entities may collect, store, process, analyse, profile, structure, combine, and derive insights from your information.
• Such processing may include health-related, wellness-related, behavioural, demographic, device, usage, and interaction data, subject to applicable law.

5.1 Aggregated, De-Identified and Derived Data

You expressly agree that Nest or its affiliated or group entities shall have a perpetual, irrevocable, worldwide, royalty-free right to:

• anonymize and de-identify your data
• aggregate it with other users' data
• generate statistical models, benchmarks, trends, analytics, scoring systems, and derivative insights
• use such aggregated or de-identified data for research, analytics, product development, AI training, commercial strategy, reporting, partnerships, investor disclosures, marketing insights, and business expansion purposes

Such aggregated/de-identified data shall not be considered personal data where it no longer identifies you under applicable law.

5.2 Data Transfer, Business Transfers and Commercial Transactions

You acknowledge and agree that your data (including personal data, subject to applicable law) may be:

• transferred to affiliates, subsidiaries, group entities, partner entities
• shared with service providers and technology vendors
• transferred as part of a merger, acquisition, restructuring, investment, financing, asset sale, business transfer, or corporate reorganization
• licensed, assigned, or otherwise commercially exploited in connection with the Platform or business operations

You expressly consent to such transfers and transactions.

5.3 Commercial Insights and Partnerships

Nest may develop commercial partnerships, research collaborations, analytics products, benchmarking tools, or industry reports derived from user data in aggregated or anonymized form.

You waive any claim to ownership, compensation, royalty, or revenue share arising from such derivative use.

5.4 No Data Valuation Claim

You acknowledge that by using the Platform you are not entitled to:

• compensation for data use
• audit rights over aggregated analytics
• revenue share from derived commercial insights
• proprietary interest in statistical outputs

All rights in analytics, models, derivatives, and commercial outputs belong exclusively to Nest.

6. Third-Party Providers and External Services

Nest may connect, refer, coordinate, or facilitate interactions with third-party providers, including but not limited to:

• clinics and hospitals
• doctors and specialists
• labs and diagnostic centres
• therapists and mental health professionals
• wellness and allied service providers
• retreat venues, travel, transport, and hospitality partners
• payment processors, scheduling tools, CRM platforms, and form providers

6.1 Independent Third Parties

Unless explicitly stated in writing, all such providers are independent third parties and are not employees, agents, partners, joint-venture entities, or representatives of Nest.

6.2 No Control Over Third Parties

Nest does not control and is not responsible for:

• clinical judgment or treatment decisions
• acts or omissions of third-party providers
• provider qualifications, credentials, conduct, negligence, or malpractice
• provider availability, pricing, scheduling, or service quality
• treatment outcomes or complications
• third-party cancellations, delays, or failures

6.3 Separate Terms Apply

Your engagement with any third-party provider is subject to that provider's own terms, conditions, privacy policy, medical protocols, and legal obligations. You are responsible for reviewing and accepting those separately.

7. Bookings, Programs, Retreats, Concierge and Paid Services

If you inquire about, book, enroll in, or purchase any Nest service (including concierge programs, retreats, consultations, or packages), additional terms may apply, including but not limited to:

• eligibility criteria
• medical screening requirements
• payment schedules and taxes
• cancellation/refund terms
• rescheduling terms
• conduct and participation rules
• waivers, declarations, and consents
• provider-specific conditions

Where service-specific terms are issued, those terms are incorporated by reference and will apply in addition to these Terms. In case of conflict, the service-specific terms will prevail for that service.

Nest reserves the right to refuse, pause, or cancel any booking or onboarding if required for legal, operational, compliance, safety, or medical-screening reasons.

8. Payments, Pricing, Taxes, and Refunds

8.1 Pricing

All prices, fees, and charges displayed on the Platform are subject to change at any time without prior notice, unless expressly confirmed in writing for a specific booking.

8.2 Taxes

Prices may be exclusive of applicable taxes, levies, or statutory charges unless stated otherwise. You agree to pay all applicable taxes and charges associated with your purchase.

8.3 Payment Processing

Payments may be processed through third-party payment gateways/processors. Nest does not store full payment card details unless explicitly stated and legally/technically supported.

Nest is not responsible for payment gateway downtime, transaction failures, bank declines, or third-party payment disputes beyond our reasonable control.

8.4 Refunds and Cancellations

Refunds, cancellations, charge reversals, and rescheduling are governed by the applicable service-specific policy communicated at the time of booking or purchase.

Unless expressly stated otherwise in writing, no refund is guaranteed.

9. Intellectual Property and Platform Rights

All rights, title, and interest in and to the Platform and its content are owned by or licensed to Nest, including:

• text, articles, reports, summaries
• visual design, layout, UI/UX, graphics, logos
• trademarks, names, taglines, branding elements
• images, videos, audio
• software, forms, workflows, and digital tools
• assessment structures and outputs
• downloadable materials and resources

These are protected under applicable intellectual property laws.

9.1 Limited License

Subject to your compliance with these Terms, Nest grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for personal, non-commercial use only.

9.2 Restrictions

You may not, without prior written consent:

• copy, reproduce, republish, or distribute Platform content
• modify, adapt, translate, or create derivative works
• scrape, mine, extract, or harvest data at scale
• reverse-engineer any software or tool functionality
• use Nest branding, marks, or assets for commercial purposes
• use automated systems/bots to access the Platform in a manner that burdens infrastructure

10. Communications Consent and Electronic Records

By submitting your details or interacting with the Platform, you consent to receive communications from Nest (directly or through authorized service providers) via:

• phone calls
• SMS
• WhatsApp
• email
• push notifications or other digital channels (if applicable)

These communications may relate to:

• callback requests and inquiry responses
• service coordination and scheduling
• reminders and updates
• support and follow-up
• promotional and marketing communications (subject to applicable law)

You may opt out of marketing communications, but not essential service, legal, or transactional communications.

10.1 Electronic Consent

You agree that your acceptance of these Terms and your interactions through the Platform (including clicks, form submissions, checkboxes, OTP verification, or digital acknowledgements) constitute valid electronic records and consent, to the extent permitted under applicable law.

11. Acceptable Use and Platform Misuse

You agree not to:

• use the Platform for unlawful, fraudulent, abusive, or harmful purposes
• interfere with or disrupt Platform security, infrastructure, or performance
• attempt unauthorized access to systems, data, or accounts
• transmit malware, viruses, or malicious code
• misuse forms or submit spam/fake inquiries
• post or transmit content that is defamatory, obscene, harassing, hateful, or infringing
• violate rights of any third party
• use the Platform in a manner that may expose Nest to legal/regulatory risk

Nest may monitor, restrict, suspend, or terminate access in its sole discretion where misuse, abuse, risk, or legal exposure is suspected.

12. Disclaimer of Warranties

12A. Platform Reliability, Clinical Limitation and System Performance

The Platform operates within technological, operational, and informational limitations inherent to digital health and wellness systems.

You acknowledge that:

• The Platform is not a regulated medical device unless expressly stated.
• Digital tools and assessments are indicative, screening-oriented, or educational in nature.
• Algorithms may evolve over time and are not guaranteed to be clinically validated for diagnostic use.
• Outputs may vary depending on user inputs, system updates, or third-party integrations.
• Temporary outages, data synchronization delays, communication failures, or software bugs may occur.
• Nest does not guarantee uninterrupted availability, error-free performance, or permanent data storage.

You agree not to rely on the Platform as a substitute for independent professional judgment or emergency medical care.

Nest shall not be liable for losses arising from reliance on digital assessments, system downtime, third-party integrations, or infrastructure interruptions beyond reasonable control.

13. Limitation of Liability

13.1 Exclusion of Certain Damages

To the fullest extent permitted by applicable law, Nest and its affiliates, founders, directors, officers, employees, consultants, licensors, service providers, successors, and assigns shall not be liable for any:

• indirect, incidental, special, exemplary, punitive, or consequential damages
• loss of profits, revenue, goodwill, data, or opportunity
• emotional distress or mental anguish claims
• treatment complications or medical outcomes
• delays, cancellations, or acts/omissions of third-party providers
• reliance on Platform content or tool outputs
• unauthorized access beyond Nest's reasonable control
• telecom, payment gateway, internet, or infrastructure failures

13.2 Aggregate Liability Cap

To the fullest extent permitted by law, Nest's total aggregate liability arising out of or related to the Platform or these Terms shall not exceed:

• the total amount actually paid by you to Nest for the specific paid service giving rise to the claim, in the three (3) months preceding the event giving rise to liability; or
• INR 10,000, whichever is lower,

except where a higher minimum liability is required by non-waivable law.

13.3 No Liability for Third Parties

Nest shall not be liable for any acts, omissions, negligence, misconduct, malpractice, breach, or failure of any third-party provider, platform, vendor, or partner.

13.4 Statutory Carve-Out

Nothing in these Terms excludes or limits liability to the extent such exclusion or limitation is prohibited under applicable law.

14. Indemnity

You agree to defend, indemnify, and hold harmless Nest and its affiliates, group entities, founders, directors, officers, employees, consultants, service providers, successors, and assigns from and against any and all claims, demands, actions, proceedings, liabilities, damages, losses, costs, and expenses (including legal fees and enforcement costs) arising out of or relating to:

• your use or misuse of the Platform
• your breach of these Terms
• your violation of applicable law
• your violation of rights of any third party
• information submitted by you (including inaccurate, unauthorized, or misleading information)
• disputes between you and any third-party provider referred/connected via the Platform

15. Suspension, Restriction, and Termination

Nest may, at its sole discretion and without prior notice, suspend, restrict, or terminate your access to the Platform or any part of it if:

• you breach these Terms
• we suspect fraud, abuse, or unlawful activity
• your use creates legal, regulatory, operational, or security risk
• required by law, regulatory direction, or third-party infrastructure constraints

Termination or suspension shall not affect rights and obligations accrued prior to such action, including payment obligations, indemnity obligations, and liability limitations.

16. Force Majeure

Nest shall not be liable for failure, delay, interruption, or degradation in performance caused by events beyond its reasonable control, including but not limited to:

• natural disasters
• pandemics/epidemics
• acts of government or regulatory authorities
• war, terrorism, civil unrest
• labor disputes
• telecom/internet outages
• power failures
• cyberattacks
• failures of third-party platforms, cloud providers, payment gateways, or service providers

17. Assignment, Transfer, and Business Sale

Nest may assign, transfer, novate, subcontract, or otherwise deal with its rights, obligations, or business (in whole or in part), including under these Terms, to any affiliate, successor, purchaser, acquirer, investor, transferee, or as part of any merger, restructuring, financing, sale of shares, sale of assets, or business transfer.

You expressly consent to such assignment/transfer.

You may not assign or transfer your rights or obligations under these Terms without our prior written consent.

18. Governing Law, Dispute Resolution, and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of India.

18.1 Good Faith Resolution

Before initiating formal proceedings, the parties shall attempt to resolve disputes in good faith through written notice and discussion for at least 30 days.

18.2 Arbitration (Recommended)

Any dispute, controversy, or claim arising out of or relating to these Terms or the Platform, including validity, interpretation, performance, or termination, shall be referred to and finally resolved by arbitration in accordance with the Arbitration and Conciliation Act, 1996 (as amended).

• Seat and venue of arbitration: New Delhi, India
• Language: English
• Tribunal: Sole arbitrator appointed by Nest, subject to applicable law

18.3 Court Jurisdiction for Limited Matters

Subject to the arbitration clause above, courts at New Delhi, India shall have exclusive jurisdiction for interim relief, enforcement, or matters not arbitrable under law.

19. Changes to the Terms

Nest may modify or update these Terms at any time by posting the revised version on the Platform and updating the "Last Updated" date.

Your continued use of the Platform after such update constitutes acceptance of the revised Terms, to the extent permitted by law.

If you do not agree to revised Terms, you must stop using the Platform.

20. General Provisions

20.1 Entire Agreement

These Terms, together with the Privacy Policy and any service-specific terms, constitute the entire agreement between you and Nest regarding the Platform.

20.2 Severability

If any provision of these Terms is held invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.

20.3 Waiver

No failure or delay by Nest in exercising any right or remedy shall constitute a waiver.

20.4 Survival

Provisions that by nature should survive termination shall survive, including but not limited to: intellectual property, disclaimers, limitation of liability, indemnity, dispute resolution, and general provisions.

20.5 Language

In case of translated versions, the English version of these Terms shall prevail to the extent permitted by law.

21. Contact Details

For questions regarding these Terms, please contact:

HSL Gram Sewa Private Limited
1301/38, Ansal Tower, Nehru Place, New Delhi - 110019