Terms & Conditions

The electronic platforms, comprising the mobile application and/or website, known as "Kashish Pay App", www.kashishpay.com and referred to as the "Platform or Kashish Pay Platform or Kashish pay," are owned and operated by KASHISHINDIA Private Limited [CIN no. U74999RJ2022PTC081971], a company incorporated under the Companies Act, 2013. These Terms of Use apply to the access and use of the Platform.
The registered office of KASHISHINDIA Private Limited is situated at
NO. 1, SHYAM NAGAR, NEAR OM TOWER HOTEL, Behror, Alwar, Rajasthan, 301701 (Rajasthan, India).

By accessing or using the Kashish Pay Platform, or utilizing any of the Services provided through the Platform, or clicking “I agree” to these Terms of Use, You are acknowledging and agreeing to abide by all the terms and conditions stated in this Terms of Use (the “Terms/Terms of Use”), in addition to our Privacy Policy available at www.kashishpay.com/home/privacy, our Refund Policy available at www.kashishpay.com/home/return_policy.

TThe Company reserves the right to change, add, remove, or modify the Kashish Pay Platform, the Service, these Terms, Privacy Policy, Refund policy or any content or part thereof, at any time, with or without notice, in its sole discretion. The Company may (but it doesn’t assume any such obligation) provide you a notification of any such change, add, remove, or modify. You shall regularly and periodically check these Terms, Privacy Policy, Refund Policy before you make any transaction on the Kashish Pay Platform. The Company shall have no liability or responsibility whatsoever due to any such changes, additions, removals, or modifications.

In these Terms of Use:
Agreement” shall mean and include terms of this Terms of Use, all its schedules, amendments thereto made from time to time and all related documents in connection with the transactions contemplated herein.

“Applicable Law” includes all applicable Indian statutes, enactments, acts of the state legislature or parliament, laws, ordinances, rules, bye-laws, regulations, notifications, guidelines, directions, directives and orders of any governmental authority, statutory authority, board, recognized stock exchange, as may be applicable.

“Users” or “Service Provider” shall mean individuals, including all bodies corporate, partnerships, limited liability partnerships, etc., who are availing services, either as a consumer or service provider, through Kashish Pay Platform.

“Sub-Users” shall mean individuals and / or entities appointed / employed by the User who are either availing the service for consumption or on whose premises / outlets the services shall be disbursed to the Customers as the case may be, for and on behalf of the Service Providers, to facilitate completion of transactions initiated by such Customers, through the User and do not have existing direct relationship with the Company for the provision of any services.

"Company", "Kashish Pay", "Kashish Pay Platform", "Ourselves", "Us", and "We" all refer to KASHISHINDIA Private Limited, including its successors and assigns.

"User", "You", and "Your" refer to any person who uses the Platform or Services, including successors, heirs, receivers, and permitted assigns.

"Party" refers to either You or Us, and "Parties" refers to You and Us collectively, as required by the context.

“Chargebacks” shall mean and include reversal of any transaction made by Service Provider’s customer inter alia, on account of, including but not limited to

any alleged forgery of his or her card or other details
any charge/debit made on a card that has been listed as a hot listed card or otherwise listed on the card association warning bulletins duplicate processing of the transaction.
(iv.)any amount required to be refunded due to, denial of transaction by the User/valid card holder as wrongly charged payment/ extra payments and/or due to the fraudulent use/misuse of the personal and financial information of the Service Provider’s customer by any unauthorized person and/or any other reason as required/approved by the concerned banks, as the case may be. “Code of Conduct” shall mean and include the minimum requirements that need to be adhered by the User prior to undertaking any Services under this Agreement.

“Confidential Information” means and includes the Intellectual Property and any and all business, technical and financial information of Kashish Pay or of any of its affiliates that is related to any of the arrangements contemplated in this Agreement or any other agreement in which this Agreement is incorporated by reference or otherwise disclosed by Kashish Pay to the User any information which relates to its financial and/or business operations, including but not limited to, specifications, models, merchant lists/information samples, reports, forecasts, current or historical data, computer programs or documentation and all other technical, financial or business data, information related to its internal management, customers, products, services, anticipated products/services, processes, financial condition, employees, merchants, Intellectual Property, marketing strategies, experimental work, trade secrets, business plans, business proposals, customer contract terms and conditions, compensation/commission/ service, charges payable to the User, and other valuable confidential information and materials that are customarily treated as confidential or proprietary, whether or not specifically identified as confidential or proprietary. “Customer(s)” shall mean individuals, including all body corporate, partnerships, limited liability partnerships, who are availing services, rendered by the User including banks through the User using Kashish Pay Platform.

“Kashish Pay” shall mean and include, the platforms (website, mobile app, white label application as the case may be) of the Kashish Pay that the User accesses for registration and further for transacting, including all contents, services and technology offered through the Platform. “Intellectual Property” shall mean all intellectual property used for the purpose of or in association with or in relation to the performance of this Agreement, and includes without limitation, (a) Software, operating manuals, software code, program, instructions, specifications, processes, input methods, data or information used in relation to, or in association with, or for the operation of the software installed by the Parties, (b) the trademarks, service marks, trade names, business names, logos, symbols, styles, colour combinations used by the Parties during the course of their business and all depictions, derivations and representations thereof, (c) all promotional material including without limitation, advertisements, literature, graphics, images, content and the ‘look and feel’ of all of the above, (d) all information, data or material in whatever form, whether tangible or not, provided by each party to the other party during the course of the Agreement; and (e) all techniques, formulae, patterns, compilations, processes, inventions, practices, methodology, techniques, improvement, utility model, procedures, designs, skills, technical information, notes, experimental results, service techniques, samples, specifications of the products or services, labeling specifications, rights on software, and any other knowledge or know-how of any nature whatsoever.

“Service Charge” shall mean the charges paid by the Customer or User for the services rendered by the Company in terms of this Agreement.

“Service Facilitator” shall mean any entity, including banks, banking business correspondents with which the Company has, directly or indirectly, executed an agreement for facilitating Transactions between Kashish Payt and its customers/Users.

“Software” shall include custom built software that is owned by the Company, or software that has been licensed from third party suppliers by the Company and in relation to which the Company has obtained the right to sub-license from such third party suppliers.

“Transactions” shall mean and include transactions taking place between Kashish Pay and User or User and its customers including, but not limited to, Domestic Money Transfer, utility bill payments, mobile & DTH recharge and other services of a like nature provided by the Service Provider through the Kashish Pay's Platform.

1.ABOUT THE PLATFORM:
The Kashish Pay Platform is an online platform that provides services to the Users. These services include for the purpose of receiving and/or delivering small value remittances through Aadhaar based payments or through any other payment instruments that may be mutually allowed from time to time as per applicable regulatory guidelines, utility payment services to the User or other service as may be allowed and subject to such conditions as may pe prescribed by the Platform. The User agrees to undertake and perform the roles, responsibilities, operations, duties and functions specified in respect of Services under this Agreement. The Company reserves the right to change / vary / the Services by advising the same to the User in writing and upon such advice, such amended Services shall become effective.

2.CONDITIONS FOR USER PLATFORM ACCOUNT:
2.1 Before using the Kashish Pay Platform or Services and creating a User's Platform Account, you must meet certain Eligibility Criteria, including being at least 18 years old and legally competent to form a binding contract in India, having full legal capacity and authority to enter into these Terms, not having been suspended or removed from using the Services or Platform, being an Indian citizen and a resident of India as defined by the Citizenship Act, 1955 and the Foreign Exchange Management Act, 1999, and physically situated in India during your use of the Platform or Services. Failure to meet these criteria means you cannot use the Platform or Services.
2.2 If you reside outside of India, or are physically situated in a restricted jurisdiction, you are not permitted to use the Platform or Services. Further, you also confirm that you are not prohibited to use the services of Platform as per the law in force in India.
2.3 You / User affirms to comply with RBI Guidelines and other applicable regulations and basis these representations and the affirmations given by the User about it having the requisite capability to provide the services further and to carry out various other activities as mutually agreed to between the Parties, the User is desirous of availing and/or facilitating the sale of services of the Company.
2.4 If you breach any of the above clauses, the Platform may restrict or terminate your access to the Platform or Services. You are responsible for ensuring compliance with these obligations and applicable laws. You may only have one User's Platform Account at a time and must provide current, truthful, authentic, complete, and accurate information to create your account. You may delete your account at any time, but the Platform may retain your information for compliance with applicable laws and law enforcement cooperation.
2.5 You are responsible for maintaining the confidentiality and security of your User's Platform Account and password, and for restricting access to your account and device. The Platform is not liable for any unauthorized use of your account. Transactions initiated or authorized from your account are deemed to be authorized by you and the Platform is not liable for any such transactions.
2.6 There may be different conditions and requirements for availing the services over the platform including but not limited to mandatory KYC for User/Sub-User and other documents and information to be collected from the Customers for enabling the services. You agree to provide the correct and accurate information for using the Platform.

3.PAYMENT MECHANISM
3.1 Parties hereby agree and acknowledge that all payments and settlements between the parties shall be made in accordance with the schedule of charges as agreed between both the parties.
3.2 The User acknowledges that the structure of this schedule of charges fluctuate from time to time due to change in market conditions. The Platform will keep User informed of the change or amendment in the schedule of charges and may at its sole discretion, update this schedule from time to time after informing the User on the Platform account of the User
3.3 If the User/Customer cancels or disputes or rejects a transaction processed on the Platform for which the Company has already paid the User a fee/commission/bonus/ discount based on the transaction, the Platform shall inform the User to provide supporting documents, if required. Thereafter the Company shall deduct the amount of the disputed fee/ commission/ bonus/ discount from the customer wallet balance or next payment due. In the event that there is no subsequent fee/commission/bonus/ discount due to the User, Kashish Pays will send to the User, an invoice for the disputed amount with supporting documents and the User shall be liable to pay such fee in the subsequent calendar month or invoice whichever is applicable.

4.SETTLEMENT
The payment mechanism for settlement of the fee payable by the User or the Company as applicable shall be as follows:
4.1 The Company shall make available to the User a report in electronic form setting forth the following information relating to each Transaction: The Transaction amount, date and time of the Transaction etc. The Report shall be made available to the User via an online portal or over the application. The format and controls on the portal and process will be as provided by the Company and as updated from time to time.
4.2 The User shall maintain sufficient balance on Platform Wallet so as to enable each Transaction to be carried out smoothly. The Company reserves the right to decline any Transactions done over and above the balance of User available on the Platform.
4.3 The account balance maintained by the Users on Kashish Pay Platform shall be non-interest bearing and shall be forfeited by Kashish Pay if found lying unused for more than 365 days.
4.4 In case of any differences in relation to the settlement amount reflected in reports provided by the Company, the difference shall be settled through mutual investigation of the un-reconciled Transactions. Both Parties shall provide their best efforts to settle such disputed Transactions within 30 working days of the transaction.
4.5 The Parties hereto agree that any payment instructions for Transactions accepted by the User as per the terms hereof which are subsequently disputed due to (a) the authorization by the User of any Transaction with an amount exceeding the User’s account balance or credit limit, or (b) the authorization by the User of a fraudulent Transaction, shall always be the liability and responsibility of User.
4.6 The User hereby acknowledges and agrees that Kashish Pay is a facilitator for payment processing services which are requested and authorized by Users for itself or it’s customers and Kashish Pay shall not be responsible for any unauthorized transaction done by any person including third party and amounting to infringement of another’s rights or any chargebacks claimed by the Customers. It will be the responsibility of Users to ensure due protection while transacting online or otherwise. Kashish Pay will assist the Users in settling any queries related to the Services that arise between the Users, and its Customers. However, Kashish Pay shall bear no responsibility with respect to the dispute or query related to payment made by the Customers to the Users.
4.7 On the receipt of the Chargeback from the customer, User shall be notified by the Company. The User shall be entitled to furnish documents and information pertaining to the Transaction associated with the Chargeback within one (1) working day (or such other period as specified by the bank whichever is higher). The User agrees and acknowledges that (i) if the User is unable to furnish Chargeback Documents (ii) the bank is not satisfied with the Chargeback documents furnished by the User, then the bank shall be entitled to order the Kashish Pay to effect a reversal of the debit of the Chargeback Amount associated with the Chargeback such that the said chargeback amount is credited to the Customer’s Payment Instrument.
4.8 All incidental costs, taxes or levies related to the cashback, if any, shall be exclusively borne by the Customer(s), including but not limited to logistics, TDS, gift tax (if any), Insurance and any other taxes applicable by the Central, State or Municipal government.
4.9 The User understands that the transactions are executed on third party platforms, and it is not possible to reverse the same. The user shall be responsible for all the transactions executed through its platform and all the details shall be verified before processing any transaction. No refund shall be made in any case whatsoever.
4.10 The User agrees to pay the service charges, income tax (TDS) for the transactions on the platform as applicable.

5.FRAUDULENT TRANSACTIONS

5.1 If Kashish Pay is intimated, by the bank, that a Customer has reported an unauthorised debit/chargeback of the Customer’s Payment Instrument (“Fraudulent Transaction”), User shall be notified by the Kashish Pay. The User shall be entitled to furnish documents and information pertaining to the Transaction associated with the Chargeback within five (5) days (or such other period specified by the bank). The User agrees and acknowledges that (i) if the User is unable to furnish Chargeback Documents (ii) the bank is not satisfied with the Chargeback documents furnished by the User, then the bank shall be entitled to order the Kashish Pay to effect a reversal of the debit of the Chargeback Amount associated with the Chargeback such that the said chargeback amount is credited to the Customer’s Payment Instrument. Kashish Pay shall also be entitled to suspend the settlement of the amount under dispute or hold the value of transaction under dispute from the following settlement of the transaction during the pendency of inquiries, investigations and resolution thereof by the Service Providers to the User.
5.2 Pursuant to clause above, if the amount in respect of the Fraudulent Transaction has already been settled to the User, any dispute arising in relation to the said Fraudulent Transaction, shall be resolved in accordance with the RBI’s notifications, circulars and guidelines issued in this regard from time to time.
5.3 The User also agrees and acknowledges that it is liable to pay fines, penalties and charges imposed by the Banks, Card Payment Networks or any regulatory authority on account of Transactions that are in violation of Applicable Law.
5.4 The User further agrees and acknowledges that following Kashish Pay incurring the charge stipulated in clause 5.1, if the available Transaction Amounts are insufficient for deduction of the Chargeback Amount, then Kashish Pay is entitled to issue a debit note seeking reimbursement of the Chargeback Amount from the User. The User shall reimburse the Chargeback Amount within three (3) working days of receipt of the debit note.

6.KASHISH PAY OBLIGATIONS
6.1 The Company shall give all the support necessary for the delivery of Services and supply such information as requested by the User for carrying out the User’s obligations under this Agreement.
6.2 The Company if required shall provide the Company’s Training Module, Company’s Promotional Materials to the User.
6.3 The Company shall attend to queries, grievances and disputes emanating from the User or its Customers in relation to the Services.
6.4 The Company shall ensure compliance with RBI Regulations and other statutory and regulatory bodies.

7.USER OBLIGATIONS AND DUTIES
7.1The User shall undertake the activities as set out activities as authorized by the Platform.
7.2 The User shall ensure that is will not appoint any sub-user or personnel, representatives unless expressly authorized by the Company in writing, and who should be selected through a process found suitable by the Company for providing the services in a timely and efficient manner. The User shall provide the details of the Sub-Users or personnel or representatives as and when requested by the Company. The User shall ensure that all the contracts entered between the User and Sub-User, if authorized by the Company to appoint, shall incorporate the terms and conditions contained herein and shall not have any clauses mentioned therein that are against the spirit of this Agreement and/or violative of the arrangement contained herein.
7.3 The User may, if allowed, and subject to prior written approval from the Company, appoint independent Sub-Users. The User shall perform the required due diligence on the Sub-Users as may be requested or required by the Company. The User will provide the Company with a list of proposed new Sub-Users and an accompanying report with the result of the User’s due diligence review conducted as well as its recommendation to approve or reject any such applicant as a Sub-User. The Company may perform an internal review of such proposed Sub-User at its sole cost and shall approve or disapprove any such Sub-User no later than 15 (fifteen) business days after receiving the application and due diligence report from the User. Any Sub-User appointed by the User to provide the Services shall: (a) execute an agreement with the User, which, among other things, shall require the Sub-User to adhere to all the relevant terms and conditions of this Agreement and Applicable Laws and regulations (b) be subject to the Company’s prior written approval, and subject to any due diligence materials reasonably requested by the Company; (c) execute a third- party agency agreement with the Company, if required under Applicable Laws and regulations or otherwise requested by the Company; and (e) execute such other contracts, agreements, and documents and to take all actions necessary to comply with Applicable Laws and regulations to provide Services to the Sub-User.
7.4 The User shall forthwith furnish to the Company, the list of Sub-Users along with their details taken at the time of their on-boarding and KYC documentation, upon such demand made by the Company to that effect.
7.5 The User shall be solely liable for all the acts of the Sub-User(s) and any act done by the Sub-User shall be construed as the act of the User.
7.6 The User undertakes to manage cash on the field, in transit and its outlets and ensure availability of sufficient cash at its outlets, to enable Customer transactions as per the mutually agreed Service program. The User hereby confirms that it assumes all the risks associated with the handling of cash at the ground level.
7.7 The User shall act prudently in accordance with the terms of this Agreement and shall exercise all due diligence in carrying out its duties and obligations under this Agreement. The User agrees that they will preserve the data in accordance with the legal/regulatory obligations of the Company and as required under various circulars, guidelines, notifications etc. issued by the RBI and other regulatory authorities.
7.8 The User shall be solely responsible for providing genuine notes of cash to the Customers towards the transactions, if applicable and the Company shall not assume any responsibility in this regard. It is also clarified that the User shall receive cash from the Customers towards the transactions from time to time and shall ensure utmost care and due diligence thereof. In the event of the User being in receipt of any counterfeit notes, the User shall impound the said notes in accordance with the applicable regulations and/or as per the processes of the Company so communicated to it in this regard.
7.9 The User shall not exercise any lien or right of set off or appropriation on any of the assets, properties, documents, instruments or material belonging to the Company and / or the Customers and / or non-Customers in the custody of the User for any amount due or claimed to be due by the User from the Bank.
7.10 The User shall promptly provide the details provided by the Company indicating the charges (if any) for the Services as and when requested by the Customer. The User shall ensure that the charges for offering Services are made available at the retail outlet.
7.11 The User undertakes to perform the Services in accordance with the instructions provided by the Company from time to time.
7.12 The User undertakes that any equipment or technology used by the User shall comply with the industry standards and updated regularly.
7.13 The User shall not charge any fee from the Customer either directly or indirectly or on behalf of the Company over and above the fee specified by the Company from time to time (for the services rendered by the User).
7.14 The User shall immediately notify the Company of any breach of security and leakage confidential information. In such eventualities, the User shall be liable for all the damages.
7.15 The User shall ensure that any change in its constitution during the subsistence / validity of Agreement shall not impair or discharge the obligations of the User under this Agreement.>
7.16 The User shall familiarize itself with the grievance redressal policy of the Company relating to outsourcing services; the User shall communicate the grievance redressal policy of the Company to the Customers and shall notify the Company within the specified time period of any claims / complaints / grievances made by the Customers.
7.17 The User undertakes that any Customer information taken shall be strictly as per the terms of this Agreement and the User would not source any other personal sensitive information from the Customers.
7.18 The User shall treat all the Customers with dignity and respect and shall not resort to any kind of intimidation or harassment (either verbal or physical) against any person.
7.19 If any legal proceeding is instituted by any Customer, the User shall immediately intimate the same to the Company and provide all documents and information to enable the Company to take appropriate action. The Company shall not be liable for any dispute arising between the User and any other entity / third party. The User shall not make any representation to the Customers or otherwise give any warranties other than those contained in the standard terms and conditions laid down by the Company.
7.20 The User hereby agrees and undertakes that the User is legally entitled and eligible to enter into this e-Agreement and further agrees and undertakes to be bound by and abide by this Agreement and the person accepting this Agreement, by and on behalf of the User, is authorized signatory of the User and is entitled and legally authorized to bind such User on whose behalf this Agreement is being accepted. The User hereby expressly waives all its rights to dispute the legal validity/tenability of this e-Agreement.

8.USER REPRESENTATION AND WARRANTIES
8.1 The User represents and warrants that:
(i.) it has had a full and adequate opportunity to read and review the Agreement and has had sufficient time to investigate and evaluate the provision of Services under the Agreement and the financial requirements and risk associated with the same,
(ii.) it has the requisite capital to set up and maintain the infrastructure as required under the Agreement for the purpose of facilitating sale of services provided by the Company.
(iii.) neither the execution/accepting the terms of the Agreement, nor the performance of the User’s obligations under the Agreement will result in a violation or breach of any other agreement by which the User is bound,
(iv.) neither the User nor any of the User’s employees or agents is under any pre-existing obligation in conflict or in any way inconsistent with the provisions of the Agreement,
(v.) it has the right to disclose or use all ideas, and other information, if any, which the User has gained from third parties, and which the User discloses to the Company in the course of performance of the Agreement, without liability to such third parties,
(vi.) the Company has a right to inspect User’s business premises that are related to the provision of services under the Agreement, and to monitor continued and ongoing compliance of the Agreement,
(vii.) it shall immediately intimate the Company of any violation or potential violation of this Agreement by the User or any Sub-User, or of other circumstances that may cause damage to the goodwill and reputation of the Company,
(viii.) it shall maintain accurate and proper accounts of all transactions between the Customer and itself in relation to discharge of duties under the Agreement,
(ix.) it shall provide periodic reports of business transactions with respect to the services rendered under the Agreement to the Company,
(x.) it shall observe proper ethics and transparency in all its actions in the course of discharge of duties under the Agreement and shall not, in any circumstances, take any action or make any statement that may mislead any Customer or prospective Customer of the Company,
(xi.) it shall make all efforts to settle any disputes that may arise between the consumers and the company amicably and in the event any such dispute is referred to a consumer forum or other competent authority, shall provide all assistance in the settlement of the dispute,
(xii.) it shall bear all costs and expenses for traveling, promotional activities and other similar out-of-pocket expenses incurred in the performance of its duties under the Agreement,
(xiii.) it is a one-point contact for all its Customers and shall be solely responsible for any fraudulent acts of the Customers,
(xiv.) it shall comply with all its obligations pursuant to the Agreement and ensure that all payments due from it to the Company are paid in a timely manner in accordance with the Agreement,
(xv.) it shall be responsible to obtain any and all consents and approvals that are required from regulatory or governmental authorities, including any consent from Customers required to transfer data to the Company Platform, as the case may be, in accordance with Applicable Law,
(xvi.) it shall ensure regular and timely payment and deposit of all taxes, duties and other levies as applicable from time to time with the relevant authorities,
(xvii.) all costs associated with purchasing of software licenses and hardware (if any) are to be absolutely and unconditionally borne by the User,
(xviii.) it has full power and authority to enter into the Agreement and to take any action and execute any documents required by the terms hereof and this Agreement has been duly authorized, duly and validly executed and delivered, and constitutes a legal, valid, and binding obligation, enforceable in accordance with the terms hereof; and the persons executing the Agreement on its behalf are duly empowered and authorized to execute the Agreement and to perform all its obligations in accordance with the terms herein.
(xix.) it acknowledges that the Company shall not be responsible for settling third-party disputes that arise out of the provision of services provided by the User under this Agreement including disputes between the User and its sub-user and Customers if applicable. The Company may assist in settling any disputes that arise between the User and any of its sub-users and Customers, on a commercially reasonable basis. The Company may, at its sole discretion, provide the User access to audit trail documentation from the Company’s system and from the Service Provider’s system, if so requested by the User in order to settle any Transaction disputes or disputes between the User and any of its Customers. Such an audit trail shall be provided to the User within 15 working days of a request, subject to the delivery by the concerned Service Provider to the Company of the required information in a timely manner. The audit trail information provided by the Service Provider, pursuant to all requests for information by the User, shall be final and binding in determining the outcome of Transactions that are disputed between the Company, the and the concerned User’s Customers.
(xx.) it shall promote the sale of the Company’s services in accordance with the publicity and marketing guidelines issued by the Company from time to time. User shall maintain stock and prepare MIS of the promotional material dispatched from the Company and ensure that such material will be displayed at the outlets at prominent eye level locations to promote the business at that outlet.

LIMITATION OF LIABILITY

9.1 In no event will the Company or its directors, agents, officers, or employees be liable to a User or any third party for any special, indirect, incidental, consequential, punitive, or exemplary damages (including without limitation lost business opportunities, lost revenues, or loss of anticipated profits or any other pecuniary or non-pecuniary loss or damage of any nature whatsoever) of any kind arising out of or relating to:
(i.) User’s use or inability to use the Company’s services, the Site or any Reference Sites, even if the Company or a Company authorized representative has advised of the possibility of such damages,
(ii.) unauthorized access to or alterations of transmissions or data, any material or data sent or received or not sent or received,
(iii.) any transactions entered into by any third person or conduct of any other third party or any infringement of another’s rights,
(iv.) the use of counterfeit or stolen devices, or
(v.) fraudulent electronic transactions.
(vi.) It shall be at the sole discretion of the Company to reverse any transaction with or without the approval of the concerned User.

9.2 It shall be at the sole discretion of the Company to reverse any transaction subject to approval of the concerned Service Provider/User. Notwithstanding the above, if any court of law finds that the Company or its directors, officers, or employees, are liable to indemnify a concerned User despite the existence of this Clause 8, such liability shall not exceed the amount paid by the concerned User, if any, for using the portion of the Company’s services or the Site giving rise to the cause of action. Users acknowledge and agree that the Company has offered its services, set its prices, and entered into this Agreement in reliance upon the warranty and the limitations of liability set forth herein. Users acknowledge that the warranty and the limitations of liability set forth herein reflect a reasonable and fair allocation of risk between Users and the Company, and that the warranty and the limitations of liability set forth herein form an essential basis of the bargain between Users and the Company. The Company would not be able to provide the services to Users on an economically reasonable basis without these limitations.


10.INDEMNIFICATION
10.1User agrees to indemnify, save, and hold the Company, its affiliates, contractors, employees, officers, directors, agents and its third party suppliers, licensors, and partners harmless from any and all claims, demands, actions, suits which may be threatened or brought against the Company, and also against all losses, damages, liabilities, costs, charges and expenses, including without limitation, legal fees and expenses arising out of or related to:
(i.) User’s use or misuse of the Company’s services or of the Site/application,
(ii.) any violation by the User of this Agreement,
(iii.) any breach of representations, warranties and covenants made by the User in this Agreement,
(iv.) any claim or legal notice or quasi-legal proceedings to which the Company may be required to become party or to which the Company may be subjected by any person including any governmental authority, by reason of breach of any Applicable Law,
(v.) due to failure of a User to obtain any required statutory or regulatory approval necessary for the performance of its obligations in the Agreement with the Company,
(vi.) all liability, claims, damages, costs, expenses suffered or incurred by the Company as a result of any act or violation of the User under any law or any statutes while acting as collection agent of the Company
10.2 The Company reserves the right, at User’s expense, to assume the exclusive defense and control of any matter, including rights to settle, for which concerned User is required to indemnify the Company. User agrees to cooperate with the Company’s defense and settlement of these claims. The Company will use reasonable efforts to notify concerned User of any claim, action, or proceeding brought by a third party that is subject to the foregoing indemnification upon becoming aware of it.
10.3 User agree fully and effectually to indemnify Kashish Pay against all liability, claims, damages, costs and expenses suffered or incurred by Kashish Pay as a result of breach of any terms and conditions or representations and warranties of this Agreement, which may be as a result of any act or omission of the User or its appointed Sub-User contained or referred to in this Agreement.

11.DATA SECURITY AND STORAGE
11.1The User shall comply with the provisions contained in the Information Technology Act, 2000 and the statutory rules framed there under, from time to time, in so far as the same has application to its operations in accordance with this Agreement, and also with all other Laws, rules and regulations, whether already in force or which may be enacted from time to time, pertaining to data security and management, data storage, sharing and data protection, and various rules, regulation and provisions as may be applicable, as and when the same is enacted into a law and comes into force, and shall ensure the same level of compliance by all its employees.

The User confirms and certifies that it shall adhere to all applicable laws and regulations governing the use of Aadhaar enabled payment system (AePS) issued by UIDAI from time to time. It shall not engage in any acts that violate any laws and regulations. It shall also ensure that the financial data or any other information of the Customers received by the User. This User should ensure that the data collected from the Customer is only used for the purpose of the services provided by Kashish Pay.

12.INTELLECTUAL PROPERTY
12.1The Company’s services and the Site are owned and operated by the Company. The visual interfaces, graphics, design, compilation, information, computer code (including source code and object code), products, software, services, and all other elements of the Company’s services and the Site provided by the Company (the “Materials”) are protected by the Applicable Law. As between User and the Company, all Materials and the Company’s Intellectual Property are the property of the Company. User agrees not to remove, obscure, or alter the Company or any third party's copyright, patent, trademark, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Company’s services. Except as expressly authorized by the Company, the User agrees not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials or Company’s Intellectual Property. Parties do not accrue any rights or interest in the other Party’s Intellectual Property and use of any Intellectual Property by either User or the Company shall be strictly in for the fulfilment of and in compliance with the terms of the agreement between such User and the Company. Parties undertake that they shall not, nor will they allow others to, reverse engineer or disassemble any parts of the other’s Intellectual Property.
12.2 The Company shall seek prior written permission of the User for a non-exclusive license to use User’s name, trademark and logo in any marketing or promotional activities undertaken by the Company. Notwithstanding anything contained herein, the Company shall be under no obligation to advertise, market, or promote User or User’s Intellectual Property.
12.3 The Parties undertake that:
(i.) they shall use the Intellectual Property solely for discharge of their duties under the Agreement,
(ii.) they shall use Intellectual Property of other party only in the form and manner stipulated by such other party,
(iii.) they shall seek prior written consent from other party for use of such party’s Intellectual Property which is not previously provided for by such Party,
(iv.) they shall bring to other party’s notice all cases concerning such party’s Intellectual Property’s (a) infringement, (b) passing off, (c) registration, or (d) attempted registration,
(v.) they shall render to other party all assistance in connection with any matter pertaining to the protection of such party’s Intellectual Property whether in courts, before administrative agencies, or otherwise,
(vi.) they shall refrain from taking any action which shall or may impair other party’s right, title or interest in the Intellectual Property, or create any right, title or interest therein or thereto, adverse to that of the other party,
(vii.) they shall not use or permit to be used the Intellectual Property by any unauthorized person, and
(viii.) they shall not misuse the Intellectual Property or use it together with any other mark or marks.

13.CONFIDENTIALITY

13.1The Parties shall keep Confidential Information as confidential. Each Party confirms that it shall protect Confidential Information with such security, confidentiality and degree of utmost care as it would prudently apply to its own confidential information and use it solely in connection with the transaction to which the Confidential Information relates. Both Parties acknowledge and agree that they are aware of the sensitivity & secrecy involved in keeping the customer data/information and transaction records and shall ensure that neither any of the parties nor their employees, directors etc. will do any act to violate the same. Notwithstanding anything contained in this Clause, Confidential Information shall exclude any information:
(i.) which is already in the possession of the receiving Party and not subject to any other duty of confidentiality,
(ii.) that is at the date hereof, or subsequently becomes, public otherwise than by reason of a breach by the receiving Party of the terms of this Agreement,
(iii.) Information that becomes legally available to the receiving Party and/or its affiliates or professional advisors on a non-confidential basis from any third party, the disclosure of which does not, to the knowledge of that Party, violate any contractual or legal obligation which such third party has to the other Party with respect to such information, and Information that is independently acquired or developed by the receiving Party and/or its affiliates or professional advisors.
(iv.) The User specifically agrees that the confidentiality obligations of the User in terms of this Agreement shall survive termination of this Agreement.
13.2 Each Party hereby agrees that it shall not disclose any Confidential Information received by it without the prior written consent of the other Party to any third party at any time. Provided however, that either Party may make the following disclosures for which no consent shall be required from the other Party;
(i.) Disclosures to its directors, officers, employees, affiliates/subsidiaries/group/holding companies, third party service providers and any employees thereof that it reasonable determines need to receive the Confidential Information;
(ii.) Disclosures to its legal and other professional advisers, instructed by it that it reasonably determines need to receive the Confidential Information; or
(iii.) Disclosures to any person to whom it is required by law or any applicable regulatory, supervisory, judicial or governmental order, to disclose such information, or at the request of any regulatory or supervisory or judicial or government authority.

14.RELATIONSHIP BETWEEN THE PARTIES
This Agreement is not intended by the Parties to constitute or create a joint venture, pooling arrangement, partnership, agency or formal business organization of any kind. The Company and the User shall be always independent contractors with each other for all purposes and neither Party shall act as or hold itself out as an agent or representative of the other Party nor shall create or attempt to create liabilities for the other Party by acting or holding itself out as such.

15.NON-SOLICITATION OF CLIENTS
During the term of this Agreement, the User shall not, either directly or indirectly, solicit, cause in any part of knowingly encourage any existing or potential clients or Customers of the Company to cease doing business or not to do business, in whole or in part with the Company, or solicit, cause in any part or knowingly encourage an existing or potential clients or Customers of the Company to do business with any person other than the Company, or associate with any prospective clients or Customers while they continue to be clients or Customers of the Company.

TAXATION & RELATED LIABILITY
16.1 As a user of the Platform and Service, you are responsible for determining, collecting, reporting, and submitting any applicable taxes related to the payments and transactions you make or receive in connection with the Platform to the relevant tax authority in India or under any other applicable laws. The Platform does not have any responsibility for identifying whether taxes are applicable to your transaction, or any money held by you on the Platform Wallet, or for collecting, reporting, or remitting any taxes resulting from any transaction carried out on the Platform or Services.
16.2 The Platform reserves the right to deduct any applicable taxes on the executed transaction in compliance with the Income Tax Act 1961 or other applicable tax laws.
16.3 In addition to the commission/fee charged by the Platform on executed transactions, users are required to pay any applicable indirect taxes on transactions carried out on the Platform.

17.TERMINATION OF SERVICES
17.1 This Agreement may be terminated by the Company in accordance with the clauses below:
(i.) either User commits any breach of any of the provisions of this Terms of Use and, in the case of a breach capable of remedy, fails to remedy the same within thirty (30) days after receipt of a written notice giving full particulars of the breach and requiring it to be remedied
(ii.) the User is not a fit person/entity to carry out the obligations imposed under these Terms of Use.
(iii.) User or Company becoming subject of a voluntary petition in bankruptcy or any voluntary proceeding relating to insolvency, receivership, liquidation, or composition for the benefit of creditors.
(iv.) if, by the acts or default of the other User, the Company suffers damage to its name and reputation; or (b) User commits any breach of Confidentiality; or (c) upon the occurrence of force majeure of this Terms of Use; or (d) there is a change in shareholding/control or management of User; or (e) any event that would affect the ability of User/Service Provider/Company to perform its obligations under the Agreement occurs; or (f) User or any of the directors/partners/proprietor of the User are convicted of any criminal charge.
(v.) In the event that the Company gives notice that the User’s software or hardware is technically inadequate to support the Connectivity at any stage of development, and the User fails to cure such deficiency within 15 days after receiving notice to such effect, then the Company shall be entitled to give notice of termination as provided,
(vi.) In the event the Company is unable to get necessary permission / license from any Service Provider and any statutory authority and/or any of the Service Provider rescinds its contract with the Company and/or the sale of Services slips down due to any defective service, negligence or omission on part of the User, the Company shall have the right to rescind the Agreement without notice to the User and the rescission shall take effect immediately. Provided that unless otherwise specified by the Company in its notice, any termination of this Agreement, on account of rescission of an existing contract with any Service Provider, shall be effective only in relation to Transactions pertaining to such Service Provider and the Agreement shall continue to remain in force between the Parties in respect of other Service Providers.
17.2 The Parties shall adhere to the following clauses immediately upon termination of this Agreement:
(i.) Upon termination of the Agreement for any reason, the Company may immediately disconnect the availability of Services from its Platform, including related services provided by the platform, and no further Transactions may be affected through the Company.
(ii.) Except as otherwise agreed upon between the Parties, any license to use Intellectual Property Services, of either Party which has been granted by such Party to the other, pursuant to this Agreement, shall stand automatically revoked with the termination of this Agreement by any Party.
(iii.) User shall immediately discontinue and cease to use the trademark, logo and other Intellectual Property provided by the Company and shall immediately hand over any and all copies or documentation of such Intellectual Property.
(iv.) Upon the termination of this Agreement, the concerned User shall return and surrender to the Company any Confidential Information that come into its possession during the course of its engagement by the Company and shall not retain a copy thereof in any form whatsoever. User shall, with the Company’s prior written consent, promptly destroy the Confidential Information in its possession (and any copies, extracts and summaries thereof) and will provide the Company with written certification of destruction.
(v.) immediately return to the Company originals and copies of any and all materials provided to the User pursuant to the Agreement, including publicity and marketing materials in its possession.
(vi.) provide remote access to the Company to disable any software that the Company had installed.
(vii.) remove all sign boards, banners, glow sign boards of the Company from its office and also all such material, which will indicate any association with the Company.
(viii.) cease to promote, market or advertise the Company or its services.
(ix.) the User shall grant the Company, its employees or agents, access to its information technology systems for a period of thirty (30) days after termination.
(x.) Notwithstanding the above, the User shall not, if so directed by the Company discontinue discharging its duties under the Agreement during the notice period and shall continue discharging its duties as per the Agreement until indicated otherwise by the Company.
(xi.) Upon notice of termination from either Party, the User shall ensure that during the notice period leading to the termination, all systems and procedures will be strictly adhered to and all Customers handled properly. All enquiries from Customers will be diverted to the Company by the User.
(xii.) Subject as otherwise provided in this Agreement and to any rights or obligations that have accrued before termination, neither Party shall have any further obligation to the other under this Agreement.
(xiii.) Any termination of this Agreement shall be without prejudice to the Company’s rights under law and equity.

18.ARBITRATION
The parties agree to resolve amicability any dispute, claim, or controversy arising out of or relating to this agreement. Failure to resolve the same amicably within 30 days, the Parties may elect to resolve any dispute, controversy or claim arising out of or relating to the Agreement or Services by binding arbitration in accordance with the provisions of the Indian Arbitration & Conciliation Act, 1996. Any such dispute, controversy or claim shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any claim or controversy of any other party. The sole arbitrator shall be appointed by the director of the Company, who shall preside over the arbitration proceedings between Kashish Pay and concerned User. The arbitration shall be conducted in Jaipur, Rajasthan (India) and judgment on the arbitration award may be entered in any court having jurisdiction thereof. Either Kashish Pay or concerned User may seek any interim or preliminary relief from a court of competent jurisdiction in Jaipur, (Rajasthan) India, necessary to protect the rights or the property of concerned User or Kashish Pay (or its agents, suppliers, and subcontractors), pending the completion of arbitration. Any arbitration shall be confidential, and concerned User, nor shall Kashish Pay disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of the arbitration award. All administrative fees and expenses of an arbitration including the expense of its own lawyers and preparation shall be paid by the concerned User. The language of the arbitration shall be English.

19.FORCE MAJEURE
Kashish Pay shall not be liable for failure to perform its obligations under this Agreement to the extent such failure is due to causes beyond its reasonable control. In the event of a force majeure event, if Kashish Pay is unable to perform it shall notify the User events creating the force majeure and Kashish Pay shall be discharged from such performance to the extent of and during the period of such force majeure event, and such non-performance shall, in no manner whosoever, amount to a breach by the Kashish Pay of its obligations herein. For the purposes of this Agreement, force majeure events shall include, but not be limited to, acts of God, failures or disruptions, orders or restrictions, war or warlike conditions, pandemics, hostilities, sanctions, mobilizations, blockades, embargoes, detentions, revolutions, riots, looting, strikes, stoppages of labor, lockouts or other labor troubles, inducement of any virus, Trojan or other disruptive mechanisms, any event of hacking or illegal use of the platform, utility or communication failures, earthquakes, acts of terrorism, fires or accidents or failure on the part of third parties to provide its services, or any other technical or software failure etc.

20.RECORDS AND AUDIT
Kashish Pay shall be entitled to access the User’s records of transactions for the Financial Services, other necessary information given to, stored or processed by the User in connection with the Financial Services and its obligations hereunder; Following a reasonable notice period of 2 days, Company shall be entitled to conduct audits/inspection by its internal or external auditors, or by Agents appointed to act on its behalf and to obtain copies of any audit or review reports and findings made on the User in connections with the Services undertaken for / on behalf of Company. Any regulatory authority or persons authorised by it shall be entitled to access the documents, records of transactions, and other necessary information given to, stored or processed by the User within a reasonable time. Regulatory Authority shall be entitled to cause an inspection to be made on the User and its books and account by one or more of its officers or employees or other persons.

21.PUBLIC RELATIONS
Upon execution of the Agreement, Parties shall have the right to announce the cooperative arrangement as described in the Agreement, provided that all announcements must be approved in writing by both Parties and such approval shall not be unreasonably withheld.

22.SEVERABILITY
In the event that a court finds a particular word, phrase, sentence, clause, or provision of these Terms to be invalid or unenforceable in a given circumstance or with respect to a party, such a judgment will not affect the validity or enforceability of any other provision of these Terms in any other circumstance. If any provision or part thereof of these Terms is deemed unenforceable due to its duration or scope, the parties agree that the court with jurisdiction may modify the provision by reducing its duration and/or scope or by removing specific words or phrases. The provision, as modified, will be enforceable and will be enforced.

23.ASSIGNMENT
This Agreement, and any rights granted hereunder, may not be transferred or assigned by User without the Company’s prior written consent, but may be assigned by the Company without restriction. Any assignment attempted to be made in violation of this provision shall be void and of no effect.

24.SURVIVAL
The clauses 8, 9, 10, 11, 12, 13, and 17 of this Agreement shall survive the termination or expiration as applied to transfers and relationship prior to such termination or expiration.

25.NOTICE
The Company may provide Users with notices and communications by email, regular mail, or posts on the website, www.kashishpay.com or by any other reasonable means. Except as otherwise set forth herein, notice to the Company must be sent by courier or registered post to the registered address of the Company.

26.WAIVER
The failure of the Company to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. Any waiver of any provision of this Agreement will be effective only if in writing and signed by the Company.

27.GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of India, without regard to its conflict of law provisions and, subject to the arbitration provision, the exclusive jurisdiction of competent courts in Jaipur, India.
If you have any questions regarding these Terms of Use, your rights and obligations arising from them, your use of the Platform and the Service, or any other related matter, please get in touch with our Support team at support@kashishpay.com