DEFINITIONS

1.“gurujipay” o will mean gurujipay "agent.gurujipay.com" a private company registered under the Companies Act 1956 having registered address at Address: Tower-B, Floor-8th, Office No-819, KLJ Noida One B 8, Block B, Industrial Area, Sector 62, Noida, Uttar Pradesh 201301;
2. “Card Member” or “Member” means a person holding a Valid Card and making payment using a Valid Card;
3. “Card Organization” includes VISA, MasterCard, Rupay (gurujipayCI) and any other card organization as acceptable to gurujipay presently or in future, offering cred debit or any other card program to Issuers.
4. “Cash @PoS”/ “Cash Withdrawal at PoS” is payment of cash by the gurujipay Retailer to the card member as per RBI guidelines circulated from time t
5. “Card” means a credit/debit card or a Prepaid wallet Bank under a Card Program which will function as
a. an ATM card requiring a PIN to validate Cardholder’s identity for access to ATMs,
b. a debit/prepaid card which may be used at merchant locations that are equipped to accept PIN based cards, and
c. as a debit/prepaid card which will function on either the VISA or MasterCard or Rupay payment networks.
d. E Wallet/ M Wallet or such other prepaid Payment Instrument covered under Reserve Bank of India (RBI) guidelines
6. “Cardholders” will mean holders of valid Cards;
7. “Issuer” means any organization(s) issuing a Card, Wallet or any kind of Prepaid Instrument
8. “POS” a device (including PSTN terminals, GPRS terminals and MPOS) which accepts Card data for payments;
9. “Law” will include all applicable statutes, enactments, acts of legislature, laws, ordinances, rules, bye-laws, regulations, guidelines, directions, directive and orders of any government, tribunal, board, court or recognized stock exchange and applicable international treaties and regulations, in force at the relevant time, and having the force of law;
10. “Licensed Rights” will mean the distinguishing characteristics of the System include, without limitation, the names and marks together with such othe trademarks, service marks, trade symbols, emblems, designs, slogans, insignia and copyrights as gurujipay has or may hereafter acquire or develop and designate for use in connection with the System.
11. “gurujipay Wallet” is a prepaid instrument issued by gurujipay in partnership with a Bank
12. “Wallet holders” will mean holders of gurujipay/Third Party wallets
13. “gurujipay” or “System” will mean the payment solution that provides the Suite of Services (as defined below);
14. “gurujipay Retailer” will mean the merchant, agent and/or Business Correspondent who has licensed the use of the application and pursuant to these terms and conditions provides gurujipay Services at his/her premises(gurujipay Retailer Outlet);
15. “gurujipay Services” will mean the set of services offered by the gurujipay System;
16. “Suite of Services” will mean the suite of services forming part of the System. This suite of services may be updated from time to time by gurujipay with prom notification to the gurujipay Retailer;
17. “gurujipay Retailer Outlet” will mean the premises of operation of the gurujipay Retailer
18. “gurujipay Retailer Guidelines” will mean the guidelines, terms of use, manuals and or instructions furnished by gurujipay and/or the partners of gurujipay from ti to time
19. “Partners” will mean the entities that gurujipay partners with for the provision of the gurujipay Services
20. “Payment Instruments” will mean all types of modes of payment such as gurujipay Wallet, Credit Cards, Debit Cards, or any type of Prepaid Instrument 21. “RBI” will mean the Reserve Bank of India as established by the Reserve Bank of India Act,1934.

SUITE OF SERVICES

1. The gurujipay Services offered by the gurujipay Retailer are as set out in the document specific to each gurujipay Retailer.
2. The nature of services may be added/ modified based on market needs.

COMMISSION & CHARGES

1. The details of the commission payable to the gurujipay Retailer and charges due for services will be provided through a separate letter. Any change in th commission details will be communicated by way of the System or a separate letter.
2. Where commissions are due, gurujipay will withhold applicable taxes and pay the balance to the gurujipay Retailer.

LEGAL AND REGULATORY COMPLIANCE

1. gurujipay grants to the gurujipay Retailer a non-exclusive license to use the gurujipay System to operate and deliver the Suite of Services.
2. The gurujipay Retailer will operate the System and his operations as a Business Correspondent in compliance with relevant Law, including but not limit to the relevant rules and regulations as prescribed by RBI (as amended from time to time).

COMPLIANCE OF TERMS OF USE

In addition to the obligations set out elsewhere in this Agreement, the gurujipay Retailer undertakes to operate the System and its operations at the gurujipay Retailer Outlet in accordance with the gurujipay Retailer Guidelines.

STIPULATIONS OF USE

gurujipay will PROVIDE:
1. Such assistance, training and services as gurujipay, in its discretion, determines what is required by the gurujipay Retailer including assistance by way of planning and implementation of market development and promotional programs, in the manner it so chooses. The gurujipay Retailer understands that such training and services may require payment of fees as may be separately communicated.
2. Such other resources and assistance as may hereinafter be developed and offered by gurujipay to its other outlets/transaction points, if any;

Licensed Rights

1. A sign board using the Licensed Rights for displaying outside the shop in a prominent manner and a set of customer information display material for display outside and inside the store;
2. The use of literature, brochures and basic technical data and training aids as may be deemed fit and revised by gurujipay from time to time;

AUDIT AND INSPECTION

1. Both Parties recognize and acknowledge that the maintenance of proper records of the transactions carried out by a gurujipay Retailer and onsite inspection of a gurujipay Retailer’s premises and records are prerequisites towards obtaining approval for appointment of gurujipay Retailers by gurujipay Partners.
2. gurujipay, its Partners or any other person on behalf of gurujipay may conduct an on-site inspection of the gurujipay Retailer Outlet, at any time. The gurujipay Retailer undertakes to maintain up to date, accurate and true records and required registers in compliance with applicable Law and gurujipay Retailer Guideline

USAGE OF MOBILE NUMBER, COMMUNICATIONS RELATED TO USAGE & CONSENT

1. gurujipay may send transaction information, transaction confirmation information, Services related information, Company information or promotional information or any such other information relevant for the transaction via SMS, internet-based messaging applications like WhatsApp, Voice call and email any other alternate communication detail provided by the user.
2. The user hereby unconditionally consents that such communications via SMS, internet-based messaging applications like WhatsApp, voice call, email any other mode by gurujipay are: a. upon the request and authorization of the user; b. 'transactional' and not an 'unsolicited commercial communication' as per the guidelines of Telecom Regulation Authority of India (TRAI), and c. in compliance with the relevant guidelines of TRAI or such other authority in India and abroad.
3. gurujipay Retailers may upload information relating to transactions with customers, including the sale of goods or services, costs, amounts paid and payable, and details of goods and services, on the gurujipay Systems (such information is referred to as “Transaction Information”). Transaction Information may be exchanged between gurujipay Retailer and customers through telephonic calls, text message, WhatsApp, email, or other electronic mediums that would depend on the contact details of gurujipay Retailers and customers provided on gurujipay Systems.

UNDERTAKINGS

gurujipay as follows:
1. to operate the System and its operations at the gurujipay Retailer Outlet in accordance with applicable Law and the gurujipay Retailer Guidelines to the gurujipay Retailer Outlet open and operating for the time period as stipulated by the relevant laws.
2. to observe such requirements with respect to use of gurujipay and gurujipay’s Licensed Rights. The gurujipay Retailer will always and unequivocally mention a state that the gurujipay Retailer is a retailer of the System.
3. to authorize gurujipay to raise invoices on its behalf.
4. to deduct the Merchant Discount Rates (as agreed with gurujipay) when making the final settlement to gurujipay Retailer‘s wallet and or Bank Account as communicated by the retailer
5. to ensure security of cash maintained at the gurujipay Retailer Outlet that will be used in the course of operations.
6. to not deviate in any manner from the plans and specifications stipulated by gurujipay.
7. to conduct all transactions in Indian Rupees unless otherwise agreed.

Card specific Undertakings

1. to honor and accept every valid Card when properly presented for payment for a transaction. The gurujipay Retailer will not engage in acceptance or practices that discriminate against, or discourage the use of any valid Card in favor of any other Card or any other payment mode. The gurujipay Retail will not, of his own accord, levy any charges on the holder of any of the above mentioned payment instruments for permitting the customer to use a valid payment instrument. The gurujipay Retailer will not place any minimum transaction limit for using a valid Card unless specified by gurujipay.
2. To conduct the transaction such that after ensuring that the instrument is a valid Card instrument , swipe the card on the PoS terminal or enter the data of the prepaid instrument on the gurujipay app and enter the details of the transaction as displayed and ensure that applicable Reserve Bank of India guidelines are followed. Where relevant, the gurujipay Retailer will ensure entering of PIN by the payment instrument holder and to ensure that while entering of PIN sufficient privacy is given to the payment instrument holder.
3. To make best efforts to recover and retain any card
a. in respect of which a request has been made by a Card Organization to recover the card; or
b. which the gurujipay Retailer has sufficient and reasonable grounds to believe to be counterfeit, fraudulent or stolen.
4. to promptly notify gurujipay of any such recovery and retention and deliver the card so recovered to gurujipay/ Card Organization within 24 (Twenty-Four) hours of such recovery and retention.
5. to permit gurujipay through its banking Partner for installation of the PoS terminal/device at his premises and for de-installation of the PoS terminal in case of de-boarding at the registered address herewith. Prior to such installation, the details of the locations will be provided by gurujipay in writing to the relevant Partner.
6. to under no circumstances, adopt unethical transaction practices such as doing transactions with his own card, doing transactions without a valid purchase etc.
7. to under no circumstances, shift the equipment from its designated location without prior consent of gurujipay.
8. To immediately notify gurujipay about any changes in the contact details like address, phone /mobile number, email id etc., for updating in gurujipay’s records. gurujipay w ant be responsible for any loss to the gurujipay Retailer due to non-informing gurujipay for any change in communication details.
9. To ensure that authorization in respect of charges will be obtained by swiping/dipping the valid Card using the PoS terminal (online authorization) provided /or by gurujipay using the number of prepaid instruments in case of gurujipay Wallet as approved by gurujipay. If the gurujipay Retailer accepts charges with authorization/printing of chargte slip, neither gurujipay nor the relevant Partner will be responsible for such charges or any part thereof.
10. To, under no circumstances, split the swipe/transaction amount for a single purchase into 2(Two) or more transactions/charge slips.
11. By presentation of the Charge Slip(s) (or its equivalent electronic version), the gurujipay Retailer represents and warrants that:
1. No other Charge Slip has been or will be issued or presented in respect of the same transaction.
2. The relevant Charge Slip represents a genuine business Transaction undertaken by a Card Member using a valid card.
12. To ensure that in case of unsettled (open) transactions, gurujipay Retailer will settle the transactions at the end of the day+1. Non settlement of transactions for more than 3 days from the date of transaction attracts a penalty of 0.50% over and above the agreed MDR payable in terms of VISA/MasterCard/Rupay guidelines or Rs.500/- whichever is higher. It is also understood that such penalties may be changed, with or without prior notice as per regulatory/Card association guidelines from time to time.
13. To settle the transaction in any case before 7 days failing which gurujipay Retailer loses the claim on the unsettled amount. In case the gurujipay Retailer unable to settle the transaction due to software/ hardware issues, he needs to log a complaint with gurujipay within one hour of any such complaints.
14. To understand the period of unsettled transactions and interchange are subject to change as per Card Organization/Bank/RBI/Rupay/gurujipay merchant Services etc. and will be notified to the gurujipay Retailer from time to time.

Licensed Rights

1. To not at any time or in any manner misuse or use the Licensed Rights contrary to the specifications of use.
2. To cooperate with gurujipay in preventing infringement of the System and the Licensed Rights including taking such action as may be necessary in defense.
3. To not have or acquire any right or interest of any kind in, or in any part of, the Licensed Rights of gurujipay or gurujipay used or applied by the gurujipay Retail under the provisions of this Agreement.

ACCEPTANCE OF CHARGES WITH RECOURSE-CHARGEBACKS

The gurujipay Retailer agrees that any charges accepted by itself, which proves to be uncollectible, and which were incurred in any of the following circumstances will be the exclusive financial responsibility of gurujipay Retailer. The gurujipay Retailer agrees to the non-payment of such charges or the chargeback debit of such uncollectable charges (as the case may be) by gurujipay, without any demur or protest:
1. Any charge which is not a valid charge and/or which is made by a payment instrument, which is not a valid instrument at the time of incurring of the charge by the holder.
2. Any charge incurred outside the territory authorized for the use of a valid Payment Instrument
3. Any charge incurred involving the forgery of the Card holder signature/Wallet Holder PIN on the Charge Slip/gurujipay Application and/ or where gurujipay or its Bank reasonably believes the transaction to be irregular and/ or fraudulent.
4. Any charges for merchandising or services in an amount in excess of the advertised price.
5. The Payment Instrument presented to the gurujipay in respect of the transaction was listed in a warning list or any other communication or advice from time to time.
6. Any charges with respect to which a Payment Instrument holder refuses to pay because the merchandising or services purchased from gurujipay were n delivered or are not as promised or the merchandise was defective or services deficient in any respect subject to VISA/MasterCard/Rupay/gurujipay Dispute Resolution Rules.
7. Charges which the Card Organization/gurujipay disputes or reports as a retrieval request/fraud/chargeback.
8. There is a violation of the terms and conditions in relation to a transaction or any gurujipay Retailer operating instructions/guidelines.
9. Change of business activity/ business name/ business location without informing gurujipay

TERMINATION

1. If, at any time, gurujipay determines that the gurujipay Retailer has not complied or conformed to the terms herein, gurujipay will, upon giving the gurujipay Retailer fifteen (15) days’ prior written notice to remedy / rectify the same, may direct the gurujipay Retailer to suspend operations and use of the System.
2. In the event, the gurujipay Retailer does not comply, gurujipay will have the right to obtain an injunction from a Court of competent authority against such continuing non-compliance, non-conforming with and/or operation of the gurujipay Retailer Outlet and the gurujipay Retailer hereby consents, and will not object, to any such injunction proceedings, if any, initiated by gurujipay.
3. Notwithstanding the grounds set out in clause IX above; the occurrence of any of the following events will constitute a default by the gurujipay Retailer under this Agreement:

1. If the gurujipay Retailer misuses/misrepresents the System or any of the Licensed Rights of gurujipay or otherwise impairs the goodwill associated therewith or gurujipay’s rights or interests therein.
2. If the gurujipay Retailer allows the operation of any other Business Correspondent or any other competing business of gurujipay in the same outlet as committed for the gurujipay Retailer
3. If the gurujipay Retailer fails to remit any payment or part thereof when due to gurujipay.
4. If the gurujipay Retailer assigns or allows any unauthorized persons to operate the System.
5. If the gurujipay Retailer will be in default under any lease or sublease of the gurujipay Retailer Outlets’ site / premises or loses the right to possession thereof for any reason whatsoever.
6. If the gurujipay Retailer makes, or has made, any misrepresentation to gurujipay in connection with this Agreement or in conducting the business licensed hereunder.
7. If the gurujipay Retailer defaults in performance of any other obligation under this Agreement.
8. If the gurujipay Retailer Outlets ceases operations, without the written consent of gurujipay, for any reason for a period of more than seven days except as a result of Act of God.
9. If the gurujipay Retailer, or any other person controlling, controlled by, or under common control with the gurujipay Retailer, will be adjudged in solve or tried or convicted under any Law
4. Upon the occurrence of any the events set forth in Clause VI c. above, gurujipay may, without prejudice to any other rights or remedies contained in this Agreement or provided by law or equity, terminate this Agreement. Such termination will become effective after written notice is given by gurujipay to the gurujipay Retailer.
5. Notwithstanding anything contained in this Agreement, the gurujipay Retailer will be entitled to terminate this Agreement by giving to gurujipay not less than thirty (30) days’ prior notice in writing of its intention to do so and the cause for which the termination is occurring. At any time, gurujipay reserves the right to waive such notice period.
6. Upon giving the notice of termination, as set out in Clauses VI a. or c. above, or upon termination of this Agreement for any reason, or upon expiration o the term hereof the gurujipay Retailer agrees as follows.
1. To immediately cease to carry out all the gurujipay business platform transactions.
2. To forthwith cease and desist from using the System and the Licensed Rights or other rights & procedures or methods of gurujipay or similar thereto,
3. To return all material in relation to the Licensed Rights, all information including operational manuals, data, instructions, literature, directions, and other manuals, plans and specifications, designs, records, samples, models, programs, handbooks, or drawings touching or concerning gurujipay’s operations or business, without retaining any copies by the gurujipay Retailer;
4. To cease and forthwith desist from holding itself in any way as a gurujipay Retailer of gurujipay or to show anything which would indicate any relationship between it and gurujipay.
5. To permit gurujipay’s representatives/agents/employees to enter the gurujipay Retailer’s premises and to remove or permanently cover all signs or advertisements or effects identifiable in any way to gurujipay’s name or image.

CONFIDENTIALITY

The gurujipay Retailer acknowledges that during the pendency of this Agreement, it will have access to proprietary information and trade secrets and or information concerning the business or financial affairs of gurujipay and or of gurujipay’s Partners (the “Confidential Information”). The gurujipay Retailer agrees a undertakes to treat the Confidential Information as strictly secret and confidential and the gurujipay Retailer will, not without gurujipay’s prior written consent disclose or divulge the same or any part thereof to any person or otherwise make any use of the same. This confidentiality covenant will survive the termination of this Agreement without any limit in point of time.

ASSIGNMENT

1. The gurujipay Retailer understands and agrees that gurujipay retains the right to transfer all assets, including the technology, in relation to the System to any party it so deems fit (the “Transferee”) and upon such transfer, the obligations, rights and duties owed by the gurujipay Retailer towards gurujipay pursuant this Agreement will stand transferred to the Transferee. For the avoidance of doubt, it is clarified that upon such transfer being effective, the relationship between the gurujipay Retailer and gurujipay will stand terminated.
2. The gurujipay Retailer understands and agrees that the responsibilities, rights, obligations and interests accruing to him pursuant to this Agreement are not transferable.

INDEMNITY

The gurujipay Retailer hereby agrees to indemnify gurujipay, and keep gurujipay indemnified and hold gurujipay harmless against all damages: actions, proceedings, costs and expenses incurred by gurujipay as a result of, or in consequence of, arising from, or otherwise connected with any default, failure or non-compliance or contravention by the gurujipay Retailer, in relation to the System (including maintenance and operation of the gurujipay Retailer Outlets by the gurujipay Retailer) and or the Licensed Rights. In addition, the gurujipay Retailer will indemnify (and not hold gurujipay or its Bank responsible), and hereby keeps gurujipay and the Bank indemnified and harmless from and against any claims, Chargebacks, demand, action, suits or proceeding, liabilities, losses, costs, expenses, taxes, legal fees, fines, penalties or damages asserted against or incurred or suffered by gurujipay or his Bank on account of acts or omissions of gurujipay Retailer in connection with the sale of goods and/or services (by gurujipay Retailer), the performance of this Agreement, breach of a contract or duty by gurujipay Retailer , mis of the PoS terminal/gurujipay Application or any other device provided/approved by gurujipay, gurujipay Retailer’s failure to observe any of the procedures, requirements or obligations to be complied with in accordance with the Rules/ by-laws or regulations of any Card Schemes/RBI, negligence or fraud of any employee/servant/contractor etc. of gurujipay Retailer, any of the representations or warranties of gurujipay Retailer becoming false or untrue or on account of any dispute of gurujipay Retailer with any customer or other third party. gurujipay Retailer and not gurujipay or its Bank will be responsible for the payment of any non-compliance fines or other penalties resulting from non- completion or non-compliance of the PCIDSS validation program or any other security standards as laid

CHEQUE CASHING, CASH ADVANCES AND/OR CASH REFUNDS

1. gurujipay Retailer will not allow or make any cash advances and/or cash refunds directly to the Card Members/Wallet Holders and further that gurujipay its Bank will not be responsible or held liable for such actions except for making transactions under Cash at PoS
2. Cash @ PoS: Disbursement of cash to the maximum limit prescribed by RBI under the Cash @ PoS scheme at identified gurujipay Retailer Outlets. gurujipay Retailer needs to accept the terms and conditions under for doing the same.

TENOR

This Agreement will come into force from the date of this Agreement and remain in force for a period of 1 (One) year. gurujipay may, however reappoint or ren based on business performance, by issuing a renewal letter signed by an authorized representative of gurujipay, before expiry of the agreement. If the gurujipay Retailer wishes to renew his, you will be required to comply with the terms and conditions as will be made available on the renewal application

NOTICE

All notices required to be provided for by or under this Agreement will be given in writing by prepaid registered post, or by hand or courier or by register mail and will be forwarded to gurujipay or the gurujipay Retailer at the addresses set out below unless other address has been specified by a party hereto by written notice thereof to the other party. To gurujipay Tower-B, Floor-8th, Office No-819, KLJ Noida One B 8, Block B, Industrial Area, Sector 62, Noida, Uttar Pradesh 201301 To gurujipay Retailer To the Address as available on the records of gurujipay

LIABILITY

gurujipay will not be liable for any errors, misrepresentations or false entries by the gurujipay Retailer with respect to the System. gurujipay is not liable in case of loss of cash from the gurujipay Retailer Outlet.

LIMITATION OF LIABILITY

Under no circumstances will gurujipay, its officers or directors be liable to the gurujipay Retailer or anyone else for any loss or injury or any direct, indirect, or other consequential damages arising out of or in connection with the use of the System, and the operations as a gurujipay Retailer. Without limiting the generality of the foregoing, gurujipay’s total aggregate liability arising from or related to your operations as a gurujipay Retailer whether in contract or tort will not exceed Rs.1000/- (Rupees One Thousand only).

GOVERNING LAW AND JURISDICTION

This Agreement is governed by and will be construed in accordance with the laws in force in India and the Courts at Noida Uttar Pradesh, India will have exclusive jurisdiction to try disputes arising under this Agreement. Each Party waives any right it has to object to an action being brought in those courts including by claiming that the action has been brought in an inconvenient forum, or that those courts do not have jurisdiction

EXTRACT OF MOBILE APPLICATION END USER LICENSE AGREEMENT- Version 1.0

Please see below an extract of EULA- Version 1.0.

In case of any discrepancy between this extract and the version of the EULA as displayed on the application, the latter will prevail over this extract. PLEASE READ THIS END USER LICENSE AGREEMENT (“AGREEMENT”) CAREFULLY BEFORE CLICKING THE “ACCEPT” BUTTON, DOWNLOADING OR USIN THE MOBILE APPLICATION (“APPLICATION”) ACCOMPANYING THIS LICENSE. BY CLICKING THE “ACCEPT” BUTTON OR DOWNLOADING OR USING THE APPLICATION, YOU ARE ENTERING INTO AND AGREEING TO BE BOUND BY TERMS OF THIS AGREEMENT. IF YOU DON’T AGREE WITH THE TERMS OF THE AGREEMENT, DO NOT CLICK THE “ACCEPT” BUTTON OR DOWNLOAD THE APPLICATION. The Agreement is in addition to any other written agreement, contract, communication or arrangement that has been/will be entered into or executed between the Company and yourself (collectively the “Master Agreement”). The Master Agreement will contain detailed provisions with respect to the rights and obligations of both the parties as well as the guide to use the Application. In case of any conflict between the provisions of this Agreement an the provisions of the Master Agreement, the provisions of the Master Agreement will prevail over this Agreement and the same will be binding on both the parties.

GENERAL

The Application is licensed, not sold, to you by gurujipay (gurujipay), a company incorporated under the provisions of the Companies Act, 1956 and has its registered office at Tower-B, Floor-8th, Office No-819, KLJ Noida One B 8, Block B, Industrial Area, Sector 62, Noida, Uttar Pradesh 201309 (the “Company”) for use strictly in accordance with the terms and conditions of this Agreement.

LICENSE GRANT

The Company grants you a revocable, non-exclusive, non-transferrable, limited right to install and use the Application on a mobile telephone or other device controlled by you (a “Mobile Device”), and to access and use the Services on such Mobile Device strictly in accordance with the terms and conditions of this Agreement.

CONSENT TO USE OF DATA

You agree that Company may collect and use data and related information, including but not limited to information about and on your Mobile Device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to you (if any) related to the Application. The Company may also use this data, in any matter it deems fit, to improve any of its products, service or technologies. Further, gurujipay may send transaction information, transaction confirmation information, services related information, Company information or promotion information or any such other information relevant for the transaction via SMS, internet-based messaging applications like WhatsApp, voice call, e-mail any other alternate communication detail provided by the user. The user hereby unconditionally consents that such communications via SMS, internet-based messaging applications like WhatsApp, voice call, email any other mode by gurujipay are: a. upon the request and authorization of the user. b. 'transactional' and not an 'unsolicited commercial communication' as per the guidelines of Telecom Regulation Authority of India (TRAI), and c. in compliance with the relevant guidelines of TRAI or such other authority in India and abroad.

RESTRICTION ON USE

You will use the Application strictly in accordance with the terms and conditions of the Agreement and will not: (a) decompile, reverse engineer, disassemble, attempt to derive the source code, or decrypt the Application; (b) make any modification, adaptation, improvement, enhancement, derivative work from the Application; (c) violate any applicable laws, rules or regulations in connection with your access or use of the Application; (d) remove or alter any proprietary information of the Company or affiliates, partners, suppliers; (e) use the Application for revenue generating endeavor commercial enterprise or any other purpose of which the Application is not designed or intended; (f) make the application available over a network or other environment permitted access or use by multiple Mobile Devices or users at the same time; (g) use the Application for creating a product, service software that is, directly or indirectly, competitive with or in any way substitute for any services, product or software offered by the Company; (h) use the Application to send automated queries to any website or to send any unsolicited commercial e-mail.

PROPRIETARY RIGHTS

The Application is licensed, not sold to you. You acknowledge and understand that the Company owns all right, title and interest in and to the Application including without limitation all intellectual property rights therein. You will not delete or in any manner alter the copyright, trademark, and other proprietary rights notices or markings appearing on the Application as downloaded by you.All rights in the third party software, including all ownership rights are reserved and remain with such third parties. You agree that such third parties may enforce their rights against you directly in their own name. The Company is not liable for your failure to comply with any applicable local, state, national and foreign laws, treaties and regulations or any contracts, rules, policies or procedures applicable to your use of any third party software.

THIRD PARTY BENEFICIARIES

Please note that when accessing the Application, you may also be subject to the terms of use of other third parties. You acknowledge that third party application marketplaces (including but not limited to the Apple App Store, the Google Android Marketplace, the Microsoft Windows Phone 7 Marketplace) may be third party beneficiaries of this Agreement and upon your acceptance of this Agreement such stores or marketplaces may have the right to enforce this Agreement against you as a third party beneficiary . You further acknowledge and agree that such parties are not parties to this Agreement other than as third-party beneficiaries and are not responsible for providing maintenance and support services with respect to the Application.

CHANGES

The Company reserves the right to update, revise, supplement and otherwise modify this Agreement from time to time. Any such changes to this Agreement will be effective immediately for new users and thirty (30) days after due notification for current users. Registered users are encouraged to review this Agreement periodically for changes. If you do not wish to accept any change, please uninstall and discontinue using the Application. Your continued use of the Application following the thirty (30) day notice period constitutes your acceptance of those changes.

SECURITY

The information that the Application collects may be stored locally on your Mobile Device and may be transmitted to our servers in India and other countries where the Company, its affiliates or any of their service providers operate. The transmission of information over wireless and wired networks I not inherently secure. The Company uses many tools to help protect your personal information against unauthorized access and disclosure. However, do not guarantee that your personal information or private communications will always remain private when using the Application.

TERM AND TERMINATION

The Agreement is effective for an indefinite period of time, until the Company terminates it, or until you provide notice to the Company your decision to terminate it. Your rights under this Agreement will terminate automatically without notice to you if you fail to comply with any of the provisions of this Agreement. The Company reserves the discretionary right to suspend, discontinue, enhance, update or otherwise modify the Application, or its availability to you, at any time without notice. Upon termination of the license to the Application, you will cease all use of the Application.

WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY.

The application is provided on an “as is” basis, without warranty of any kind. to the maximum extent permitted by applicable law, the company disclaim all warranties, express, implied, statutory or otherwise, including but not limited to implied warranties of fitness for a particular purpose, merchantability title, quality, and non-infringement. the company expressly disclaims any warranties of any kind with respect to the accuracy, validity, or completeness any information or features available through the service, or the quality or consistency of the service.

LIMITATION OF LIABILITY

Under no circumstances will the company, its officers or directors be liable to you or anyone else for any loss or injury or any direct, indirect, special or other consequential damages arising out of or in connection with your access or use of, or inability to access or use the application, service and any information available thereon, even if the company has been advised of the possibility of such damages, and notwithstanding any failure of essential purpose of any limited remedy. Without limiting the generality of the foregoing, the company’s total aggregate liability arising from or related to your us of the application, service, whether in contract or tort, will not exceed Rs.1000/- (Rupees One Thousand only).

INDEMNIFICATION

To the maximum extent permitted by law, you agree to defend, indemnify and hold the company and its officers harmless from any and all claims, suits losses, liability, costs or expenses (including, but not limited to reasonable attorney’s fees) arising from or incurred as a result of your use of the application or any breach by you of this agreement.

COMPATIBILITY

The Company does not warrant that the Application will be compatible with your Mobile Device or any other piece of hardware, software, equipment or device installed on your Mobile Device. You acknowledge and agree that Company and its affiliates will have no liability for any losses suffered resulting from or arising in connection with compatibility or interoperability problems.

PRODUCT CLAIMS

The Company does not warrant that the Application will be compatible with your Mobile Device or any other piece of hardware, software, equipment or device installed on your Mobile Device. You acknowledge and agree that Company and its affiliates will have no liability for any losses suffered resulting from or arising in connection with compatibility or interoperability problems.

Inactive Retailer/Distributor

For any retailer & distributor with a balance in the gurujipay Agent virtual account that is unutilized in the previous calendar quarter & retailer/distributor has not done any transaction via gurujipay Retail platform
1. A SMS communication will be sent by gurujipay to the non-transacting Retailer/Distributor’s registered mobile no asking the Retailer/Distributor to utilis the Balance in the gurujipay Agent virtual account within the next 30 days, at the end of every calendar quarter.
2. At the end of 30 days extended utilization period, Retailer/distributor will be marked inactive on the gurujipay Retail Platform and will be barred from do any transactions on the gurujipay Platform. Reactivation possible after contacting gurujipay Support/Customer Care team.
3. Retailer/distributor balances will be forfeited after 30 days of extended utilization period at the end of a calendar quarter.
4. On discontinuation of any Bank related services/any service running on gurujipay Retail Platform
5. On discontinuation of any Bank related services /any service running on gurujipay Retail Platform due to any reason, A SMS communication will be sent gurujipay to the non-transacting Retailer registered mobile no asking the Retailer/Distributor to utilize the Balance in the gurujipay Agent virtual account within the next 30 days.
6. At the end of 30 days extended utilization period, Retailer/distributor will be marked inactive on the gurujipay Retail Platform and will barred from doing any transactions on the gurujipay Platform. Reactivation possible after contacting gurujipay Support/Customer Care team.

MISCELLANEOUS

Entire Agreement

Severability

Governing Law

NEGATIVE CATEGORIES LIST
LIST OF PROHIBITED & RESTRICTED ITEMS (NEGATIVE LIST OF MERCHANTS)

Following items are not allowed to be sold by the Merchant using the gurujipay Wallet. Please note that the Merchant and/or Company will be responsible for any legal issues and other liabilities arising if it tries to sell these below mentioned items at the Merchant Website or outlet, gurujipay will in no way b held responsible for the same. 1. Adult Material which includes pornography and other sexually suggestive materials (including literature, imagery and other media); escort or prostitution services
2. Alcohol including alcoholic beverages such as beer, liquor, wine or champagne)
3. Animals and Wildlife Products – examples include live animals, mounted specimens, and ivory
4. Artifacts prohibited for sale
5. Beta Software
6. Bootleg/Pirated Recordings
7. Brand Name Misuse
8. Bulk marketing tools which include email lists, software, or other products enabling unsolicited email messages (spam)
9. Cable descramblers and black boxes which includes devices intended to obtain cable and satellite signals for free.
10. Catalogue and URL Sales
11. Child pornography which includes pornographic materials involving minors
12. Copies of unauthorized Copyrighted materials whether in electronic or physical form or any other medium which may not be in existence at present.
13. Counterfeit Currency and Stamps.
14. Drugs and drug paraphernalia which includes illegal drugs and drug accessories, including herbal drugs like salvia and magic mushrooms.
15. Drug test circumvention aids which includes drug cleansing shakes, urine test additives, and related items.
16. Embargoed Goods and Prohibited Countries.
17. Endangered species which includes plants, animals or other organisms (including product derivatives) in danger of extinction.
18. Event Tickets.
19. Firearms, Ammunition, Militaria and Knives.
20. Fireworks, Explosives and Explosive Substances; toxic, flammable and radioactive materials and substances.
21. Gaming/gambling which includes lottery tickets, sports bets, memberships/ enrolment in online gambling sites, and related content.
22. Government IDs and Licenses which includes fake Ids, passports, diplomas and noble titles.
23. Hacking and cracking materials which includes manuals, how-to guides, information, or equipment enabling illegal access to software, servers, watomites, or other protected property.
24. Hazardous and Restricted Items,
25. Human Parts and Remains.
26. Items Encouraging Illegal Activity – examples include an eBook describing how to create methamphetamine,
27. Miracle cures which includes unsubstantiated cures, remedies or other items marketed as quick health fixes,
28. Multi-level marketing collection fees,
29. Copyright unlocking items that includes Mod Chips or other devices designed to circumvent copyright protection;
30. Movie Prints,
31. Offensive Material – examples include ethnically or racially offensive material or any literature, products or other materials that: a) Defame or slander an person or groups of people based on race, ethnicity, national origin, religion, sex, or other factors b) Encourage or incite violent acts c) Promote intolerance or hatred;
32. Offensive goods, crime which includes crime scene photos or items, such as personal belongings, associated with criminals,
33. Police, Army, Navy and Air force Related Items
34. Pre-Sale Listings.
35. Prescription drugs or herbal drugs or any kind of online pharmacies which includes drugs or other products requiring a prescription by a licensed medical practitioner,
36. Promotional Item,
37. Real Estate,

gurujipay Wallet Terms and Conditions

1. Definitions:

a. “Charge(s)” or “Service Charge” shall mean the charges which gurujipay may levy upon the gurujipay Customer for the availing of certain gurujipay Money services.
b. “Deals and offers” here refers to all the promotional activities, including but not limited to discounts and gifts, that will be made available to customer of gurujipay Wallet.
c. “KYC” shall mean know your customer and refers to the various norms, rules, laws and statutes issued by the RBI from time to time under which gurujipay is required and may be required to procure personal identification details and proof of documents from the customer as may be required at the time of enrolling for gurujipay Services and / or on a later date, for availing and / or continuation of the gurujipay Services.
d. “Law” shall include all applicable statutes, enactments, acts of legislature, laws, ordinances, rules, bye-laws, regulations, guidelines, directions, direct and orders of any government, tribunal, board, court or recognized stock exchange and applicable international treaties and regulations, in force at the relevant time, and having the force of law;
e. “gurujipay Customer” or “gurujipay Wallet user” shall mean a customer who avails of the gurujipay Wallet services, has registered for the same with gurujipay and has agreed to the terms of service requisite to make him a gurujipay Subscriber.
f. “gurujipay App” shall mean the Android, iOS or web application of the gurujipay Wallet product.
g. “gurujipay Retailer” shall mean any and all retailers/merchants signed up by gurujipay to offer gurujipay Wallet services at the Retail Point.
h. “gurujipay” shall mean gurujipay
i. “RBI” shall mean the Reserve Bank of India
j. “Retail Point” shall mean the shop premises of the gurujipay Retailer.
k. “Stored Credentials” shall mean storing the details of the card/Bank Account on the Secured Payment Gateway platform (PCIDSS Compliant) for future use for making payment to the Offline and Online merchants for goods and services without using the wallet
2. Undertakings:You undertake that
a. You shall register your own mobile number (the “Registered Mobile Number”) with gurujipay to avail of the Wallet services and that you shall in intimate gurujipay or any gurujipay Retailer in case of change to the Registered Mobile Number or in case of change of the ownership of the Registered Mobile Number. t
b. You undertake that you will not carry out any transactions with the gurujipay Brand that are deemed to be or may be found to be in violation of the Law
c. You will ensure that your personal information as submitted to gurujipay at the time of the creation of the Wallet shall be accurate and updated at all points of time. You shall also support required supporting documentation to support the updating of information.
d. You shall not assign or transfer the Wallet or the services or otherwise grant any third party a legal or equitable interest over it.
e. You shall not hold multiple Wallet in violation of the applicable laws and regulations.
3. You understand and agree that: Security
a. You will maintain the confidentiality of your Wallet Login credentials and will be fully responsible for the disclosure of such credentials and the transactions as a result thereof. You agree to (i) immediately notify gurujipay of any unauthorized use of your password or the Wallet or any other breach security and (ii) ensure that you exit from the gurujipay App at the end of each session.
b. Information in relation to all transactions made will be sent vide SMS to the Registered Mobile Number. gurujipay is not liable for any direct or indirect losses that may be caused to you by the sending of such messages to the Registered Mobile Number.
c. In case of payment through Stored Credentials offering you will ensure that you will input your CVV number and the OTP/Pin on the gurujipay App and n disclose the details to the gurujipay Retailer accepting the payment
Intellectual Property
a. The user interfaces, graphics, logos, design, compilation, information, computer code (including source code and object code), products, software, services, and all other elements of the Wallet is protected by copyright, designs, patent, and trademark laws, international conventions and other applicable intellectual property and proprietary rights of either gurujipay and/or its related Parties.
b. You agree that you shall have no claims/rights of whatsoever nature in the intellectual property rights arising out of or in connection with the Wallet an services thereto. You undertake that you shall not attempt to modify, alter, obscure,
Charges
a. gurujipay undertakes to intimate you of any changes to the charge structure or charges levied on gurujipay Subscribers.
b. gurujipay reserves the right to levy charges on any of the services offered under the gurujipay Suite of Services. However, such levying of charges will be adequately intimated to you by way of SMS/phone call or by way of notice on gurujipay App and at your Retailer Point. For a complete list of charges leviable, please refer to the gurujipay website http://gurujipay.com)
Miscellaneous
a. You may receive messages that educate you and provide information to you on the gurujipay services and related terms and conditions.
b. You confirm that you allow gurujipay to make available to you, relevant Deals and Offers and you agree to receive SMS on your registered mobile number and in-App messages informing you of such Deals and Offers.
c. You shall be solely responsible for any transaction that is conducted from your Wallet. gurujipay will not be held liable for any transactions fraudulently/negligently conducted by you using your information and you cannot demand a refund on the occurrence of any such incident.
d. gurujipay cannot and will not be liable for any loss, damage or other liability arising from your failure to comply with the above Clauses or from any unauthorized access to or use of your Wallet.
4. Representations
a. For the purpose of using Wallet, you confirm that you:
i. Are 18 (Eighteen)) years of age or older.
ii. Are an Indian citizen or a legal resident of India
iii. Have ensure that the information disclosed to gurujipay is true and to the best of your knowledge.
iv. Will ensure that no action or transaction conducted by you is in violation of any law.
v. Are not ‘incompetent to contract’ within the meaning of the Indian Contract Act, 1972; and
vi. Are entering into and performing this Agreement, as per applicable law.
b. You further represent and confirm that you are not a person debarred from using the Wallet, the gurujipay website and/or receiving the Wallet under the laws of India or other applicable laws.
c. You confirm that the Wallet Account will only be used in India.
d. You confirm that your Wallet will maintain the minimum required balance as may be mandated by gurujipay from time to time.
5. Rights, Obligations and Conditions by gurujipay
a. gurujipay reserves the right to retain all information that it may be privy to with respect to transactions conducted. However, gurujipay undertakes that i shall ensure the safety of the information at all times and that if such information is shared with any entity, it will be so shared under strict confidential regimes. gurujipay also undertakes that at no point will it share or use any sensitive personal data as defined under the Information Technology (Reasonable security practices and procedures and sensitive personal data or information) Rules 2011.
b. gurujipay reserves the right to discontinue this service or disallow you from accessing this service without assigning any reasons or without any prior intimation whatsoever.
c. gurujipay reserves the right to refuse service to any customer and/or gurujipay Customer of its choice.
d. RBL shall be responsible for to the Wallet Customers for all acts of omissions and commissions as regards the Wallet account carried out in pursuance t these terms and conditions
6. Information Security and Systems
a. Information collected
i. Wallet is committed to protecting your personal information and strives to maintain the privacy of all personal information that gurujipay will have access .
ii. Personal information refers to any information from which your identity is apparent or can be reasonably ascertained. For the purpose of this policy, sensitive personal data or information has been considered as a part of Personal Information.
iii. We may also collect information related to your location, frequency of transactions etc. in the interest of bettering your experience with Wallet. This shall be considered as Additional Information

Together the Personal Information and Additional Information being collected shall be referred to as the Information
b. Utilization of the Information
The Information collected will be used for the following purposes:
i. Verify your identity (in line with the standards as expected by the UIDAI)
ii. Complete your on boarding procedure for Wallet
iii. Respond to requests for service or assistance
iv. Perform market analysis, market research, business and operational analysis.
v. Internal assessments, operations and related activities
vi. Ensure adherence to legal and regulatory requirements for prevention and detection of frauds and crimes
c. Accessing and updating your information
i. You can access your relevant personal information on record by accessing the Your Profile/Your Account section.
ii. If the information so linked to your profile/account is incorrect, you are required to update the information at the earliest. This can be done by editing Y profile information or communicating the same to gurujipay.
d. Disclosure of Information
i. Internal Use: gurujipay and its employees may utilize the Information for the purposes as set out in the â Utilization of the Information section.
ii. Authorized Third Parties: gurujipay may at its discretion employ, contract or include Third Parties external to itself for strategic, tactical and operational purposes. Such sharing of Information is governed by contractual agreements that are in compliance with our Privacy Policy and any other appropriate confidentiality and security measures. The agreements ensure that the Information can be utilized by the Third Party only in a manner and for purpose that are specifically contemplated by us in the governing agreement.
iii. Government agencies: gurujipay may share any and all parts of the Information with Government agencies, administrative bodies, authorized law enforcement agencies, court, regulatory/governmental authority or any other organization, individual or entity for the following reasons Verification of identity iv. gurujipay may share some or all of the information you provide with the Payment System Providers, Card Associations,
Prevention, detection, investigation including but not limited to cyber incidents, prosecution and punishment of oneness Issuing
To comply with any applicable law, order, regulation, or government request Institutions, other financial institutions and governmental
To enforce applicable Terms of Service, including investigation of potential violation authorities.
v. To detect, prevent, or otherwise address fraud, security or technical issues gurujipay may request for additional documentation/information

For any other purpose as required by law, judicial or administrative order or regulation
of the information provided or to satisfy legal, regulatory or policy requirements.
e. Security Practices and Procedures

any time in order to verify your identity, the accuracy

i. gurujipay adopts reasonable security practices and procedures, in line with international standard IS/ISO/IEC 27001, to include, technical, operational, managerial and physical security controls in order to protect the Information from unauthorized access, or disclosure while it is under control.
ii. Internal access to the Information is on a need- only basis. Further, employees and personnel of gurujipay are bound by Code of Conduct and Confidentiality Policies which obligate them to protect the confidentiality of the Information.
iii. Adequate steps are taken to ensure that third parties to whom the Information is shared adopt reasonable level of security practices and procedures to ensure security of the Information
iv. The Information will be retained for as long as is required to provide the services to you or as may be required for internal operations or as may be required by law.
7. Right to terminate
a. gurujipay reserve the right to suspend and/ or discontinue the Wallet services at any time, without giving prior intimation to you, for any one of the following reasons, including but not limited to:
i. For any suspected violation of any rules, regulations, orders, directions, notifications issued by RBI from time to time or for any violation of these Terms and Conditions or the policies of gurujipay.
ii. For any discrepancy or suspected discrepancy in the particular(s) or documentation or personal information provided by you.
iii. To combat potential fraud, sabotage, willful discretion, threat to national security or for any other force majeure etc.
iv. In order to comply with applicable laws and regulations.
v. For any technical failure, modification, upgradation, variation, relocation, repair, and/or maintenance due to any emergency or for any other technical reasons.
vi. On account of your ineligibility under any criteria as mandated by gurujipay.
b. However, prior to such suspension/discontinuance of the Wallet services, you shall, at the sole discretion of gurujipay, be provided with the ability to transfer/utilize the balances lying in the Wallet Account
c. In the event of occurrence of transactions that may be considered as dubious or undesirable, gurujipay reserve the right to freeze the operation in such Wallet accounts and/or close the Wallet accounts including reporting to authorities as may be required as per applicable regulations and as may be deemed fit and proper.

8. Severability If any part of these Terms and Conditions are adjudged illegal or inoperable for any reason, the same shall be severed from the remainder this document and only that portion of this document that is specifically adjudged illegal or inoperable shall cease to govern the relationship between gurujipay and you.
9. Indemnity You shall be liable to gurujipay for any losses, expenses or damages and agree to indemnify, defend and hold harmless Wallet and R and/ or the gurujipay Retailer harmless from any and all claims, losses, damages, liabilities, costs and expenses, including and without limitation legal f and expenses arising out of or related to its use or misuse of the Wallet services, violation of these terms and conditions or any breach of the representations, warranties and covenants made by you. You shall indemnify gurujipay against any fraud or any loss or damage suffered by gurujipay and/or RBL due to the failure on your part to communicate accurate Personal information.
10. Limitation Of Liability Under no circumstances will gurujipay be liable to you for any loss or injury or any direct, indirect, special or other consequential damages arising out of or in connection with your access or use of, or inability to access or use the application, service and any information available thereon and notwithstanding any failure of essential purpose of any limited remedy. Without limiting the generality of the foregoing, gurujipay as total aggregate liability arising from or related to your use of the application, service, whether in contract or tort, shall not exceed Rs.1000/- (Rupees One Thousand only) or the value of the transaction -whichever is lesser.
11. Term This Agreement shall commence from the creation of the Wallet account for you and shall be deemed to be renewed on an annual basis upon eve transaction.
12. Dispute Redressal In case of any dispute arising out of or in connection with the Wallet account, you may notify gurujipay of the same, pursuant to why gurujipay will take the requisite steps to convene mediation proceedings or will take steps in accordance with the grievance redressal policy as applicable
13. Governing law and jurisdiction It is mutually agreed between the Parties hereto that this Agreement shall be construed according to the laws of the Republic of India, and any dispute or claim arising under this Agreement shall be subject to the exclusive jurisdiction of the Courts at Noida.