Terms of Use for Usage of Website of Freecharge PG

Freecharge Services (as defined below) are provided by Freecharge Payment Technologies Private Limited, a company, incorporated under the Companies Act, 2013 and having its registered and principal office at 11th Floor, DLF Cyber Greens, Tower C, DLF Cyber City, DLF Phase 2, Gurugram-122002 (including its affiliates, successors, and assigns) (hereinafter referred to as “Freecharge”). By accessing, downloading or using the Freecharge Services or any part thereof, the Merchant agree to comply with and be bound by the following

These terms and conditions are collectively referred to herein as the"Freecharge Merchant Terms”.

These Freecharge Merchant Terms are published in compliance with and shall be governed by Indian law, including but not limited to the Indian Contract Act, 1872; (ii) the Information Technology Act, 2000, the rules, regulations, guidelines and clarifications framed thereunder including the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Information) Rules, 2011, and the provisions of Rule 3 (1) of the Information Technology (Intermediaries Guidelines) Rules, 2011; (iii) the Payment and Settlement Systems Act, 2007 and applicable rules, regulations and guidelines made thereunder including policy guidelines on issuance and operation of pre-paid payment instrument in India; and (iv) the Reserve Bank of India Act, 1934 and the applicable rules, regulations and guidelines made thereunder. These Freecharge Merchant Terms are an electronic record in the form of an electronic contract formed under the Information Technology Act, 2000 and rules made thereunder and the amended provisions pertaining to electronic documents / records in various statutes as amended by the Information Technology Act, 2000. This contract does not require any physical, electronic or digital signature.

All references in these Freecharge Merchant Terms relating to Merchants shall refer to merchants intending to avail the Freecharge Services (as defined below). For the purpose of the Freecharge Merchant Terms, Freecharge and Merchant shall be individually referred to as Party and collectively as Parties.

These Freecharge Merchant Terms are a legally binding document between the Merchant and Freecharge and will govern the relationship between the Merchant and Freecharge for the use of Freecharge Services (as defined below), Value Added Services (as defined below), the Merchant Offer Program (as defined below) and access or usage of domain name https:/axispg.freecharge.in/login (Merchant Panel), including the related mobile site and mobile application (hereinafter collectively referred to as Platform). The Freecharge Services, Value Added Services and Merchant Offer Program shall collectively be referred to as Freecharge Services. By submitting the Merchant Application Form to Freecharge (in electronic form or by means of an electronic record or other means) or by clicking the acceptance button or accessing, using or installing any part of the service the Merchant expressly agree to and consent to being irrevocably bound by the Freecharge Merchant Terms set out herein. The Merchant is requested to read and understand the same prior to enrolling as a Merchant for the purposes of these Freecharge Merchant Terms. If these Freecharge Merchant Terms conflict with any other document/electronic record in this behalf, the terms of this document shall prevail, until further changes/ modifications are notified by Freecharge.

Freecharge reserves the right, at our sole discretion, to change, modify, add or remove portions of these Freecharge Merchants Terms at any time without any prior written notice to the Merchant. Any changes or modifications will be effective immediately upon posting of the revised terms and the Merchant waives any right the Merchant may have to receive additional notice of such changes or modifications. The Merchant continued use of Freecharge Services following the posting of changes will mean that the Merchant accepts and agrees to the revisions; therefore, it is the Merchant responsibility to frequently review these Freecharge Merchant Terms and all applicable terms, policies and guidelines to understand the terms and conditions that apply to the Merchant’s use. If the Merchant does not agree to the amended/revised terms, the Merchant must stop using the Freecharge Services. Any use of the Freecharge Services in violation of these terms may result in, among other things, termination or suspension of the Merchant right to use the Freecharge Services.

Consent to Aadhaar based offline verification (applicable if opted by Merchant):

I hereby provide consent to verification of my identity using Aadhaar based offline verification and authorize use of my demographic information or any other information (Verification Information) collected during such offline verification for the purposes of provision of Freecharge Services.
I understand that the Verification Information I may provide during verification shall be used only for verifying my identity for the purpose of availing Freecharge Services by me and for no other purposes. I understand that Freecharge shall ensure security and confidentiality of my personally identifiable data provided during Aadhaar based offline verification.
understand that providing Aadhaar as a means of verification of my identity is not mandatory and declare that I have voluntarily consented to use of my Aadhaar for offline verification

TERMS AND CONDITIONS FOR MERCHANT ENROLMENT FOR FREECHARGE SERVICES

WHEREAS:

Freecharge is, inter alia, engaged in the business of providing payments solutions, payment support services and technology solutions. The payment services offered by Freecharge enable customers of the Merchant (the “Customer”) to make their payments by various modes (i.e. credit card/ debit card/ net-banking/ UPI/ Freecharge Balance/Freecharge, etc. (as defined below)) and through various channels(i.e. over the Internet, handheld devices, QR codes, EDC/POS machines, etc.), however, the Freecharge Services shall not be used for payment through links or online payments (unless otherwise specifically agreed with specific Merchants). In addition to the above, Freecharge may also provide the Merchant payment support services including but not limited to technology for processing of payments made by Customers to the Merchant for purchase of products/services through the Merchant Establishment;
The Merchant is engaged in the business of providing goods and services in the territory of India.
he Merchant may be onboarded with Freecharge for availing Freecharge Services in relation to the payments being made by a Customer by scanning of the static UPI QR Code as made available by Freecharge at the outlets, shops, branches, website, msite, mobile application etc. (if any), as may be operated by the Merchant itself or through its franchisees (the “Merchant Establishments”) and as more particularly stated under the concerned Schedule of these Freecharge Merchant Terms (“Freecharge Services”/ “Services”), and Freecharge had accordingly agreed to provide the same on mutually agreed terms and conditions that may be executed by the Parties from time to time in accordance with these Freecharge Merchant Terms;
The Parties hereby undertake and agree, that during the Term (as defined below) of these Freecharge Merchant Terms, Freecharge shall provide the Services to the Merchant, in accordance with the terms and conditions of these Freecharge Merchant Terms (including the Schedule(s) and annexures).

Definitions and Interpretation

Unless the contrary intention appears, the definitions and the rules of interpretation set forth in Annexure 1 (Definitions and Interpretations) shall apply throughout these Freecharge Merchant Terms.

Representations and Warranties
1. Each Party represents warrants and undertakes to the other Party that:
  1. it is duly organized, validly existing and functioning under the laws of the jurisdiction of its establishment, and shall continue to exist in such jurisdiction;
  2. it has the power to execute, deliver and perform the Freecharge Merchant Terms and that the Freecharge Merchant Terms have been duly and validly authorized, executed and delivered by it;
  3. its obligations hereunder constitute legal, valid, binding and enforceable obligations;
  4. the execution and delivery of this Freecharge Merchant Terms and the consummation of the transactions contemplated herein do not breach its constitutional documents or any law, provisions of any contract or order of court applicable to it;
  5. there are no legal, quasi-legal, administrative, arbitration, mediation, conciliation or other proceedings, claims, actions, government investigations, orders, judgments or decrees of any nature made, existing, pending or threatened or anticipated, which may prejudicially affect the due performance or enforceability of this Freecharge Merchant Terms or any obligation, act, omission or transactions contemplated hereunder; and
  6. it shall procure and keep all licenses, registrations, authorizations and clearances under Applicable Laws valid with respect to its products and/or services and businesses carried on by it from time to time;
2. Further the Merchant further warrants, that:
  1. it shall, at all times, comply with all Applicable Laws in relation to sale/ providing of its products and/or services;
  2. it shall not display any material on the Merchant Establishment if the act or manner of such display is contrary to any Applicable Law.
  3. The Merchant shall not engage in any activity in any manner that adversely impacts the reputation or goodwill of Freecharge as mentioned in Annexure 2.
Approval and Registration to avail Freecharge Services:
1. Freecharge shall act as an intermediary by creating a link between the Merchant Establishment and the respective Acquiring Banks and/or payment systems/options/instruments for enabling the Customers to make payments on the Merchant Establishment for using the payment mechanisms specified on the Merchant Establishment. In this regard, Freecharge has obtained all necessary licenses, registrations, permissions and authorizations in accordance with Applicable Laws. Freecharge will integrate the Freecharge Software Application with EDC Terminal installed at Merchant’s Establishment and/or on the website/mobile application of the Merchant and/or install a QR Code provided by Freecharge.
2. The Merchant shall disclose the exact business category/business sub-category for which the Merchant will be using the Freecharge Services and shall only avail the Freecharge Services through its designated Merchant Establishment. In order to use the Freecharge Services for any other purpose, the Merchant understands and acknowledges that it shall notify Freecharge in writing of such change and such change will be subject to approval by Freecharge, and such agreement between the Parties shall be recorded in writing.
3. The Merchant understands that in order to avail the Freecharge Services, the Merchant must be approved by and registered with Freecharge, the Acquiring Banks and/or Partner Bank and such bank(s) as designated by Freecharge for the purpose of pooling the funds collected from Customers on behalf of the Merchant and facilitating the transfer of these funds in final settlement to the Merchant (after deducting Freecharge Fees), within the time period i.e. T+1 days(where T stands for the date of the transaction), or such other time period as may be prescribed by the RBI notifications/guidelines as amended from time to time (“Nodal/ Escrow Bank”).
  The Merchant shall furnish and provide Freecharge with all such documents/ details as may be required by Freecharge in accordance with the Applicable Laws to register the Merchant with Freecharge, and Nodal/ Escrow Bank, Freecharge reserves the right to undertake the verification (including but not limited to undertaking any KYC of the Merchant) and any security assessment as per the policies of Freecharge and in accordance with Applicable Laws. The Merchant further understands and acknowledges that Freecharge, the Acquiring Banks and the Nodal/ Escrow Bank have the right to withdraw their approval/consent at any time prior to or after commencement of the Freecharge Services.
Payment
1. The Merchant hereby undertakes and agrees that in consideration of the Freecharge Services, the Merchant shall pay to Freecharge, the Freecharge Fees as may be agreed between the Parties.
2. It is hereby agreed by the Parties that the Freecharge Fees payable by the Merchant to Freecharge is exclusive of all applicable taxes under Applicable Laws including Goods and Service tax (“GST”) in relation to the Freecharge Services. The Merchant shall ensure that it provides the correct GST number (if applicable) in order to claim any credit for the same. Merchant shall be solely responsible to provide its valid GST Number to Freecharge for claiming the GST input tax credit. In the event of non-furnishing or furnishing of wrong GST Number by the Merchant, Freecharge shall not be liable for any loss of GST Input Tax credit to the Merchant. In the event the Merchant is not registered under GST law the Merchant shall furnish an undertaking to Freecharge that he is not registered under the GST law duly signed by its authorised signatory. Further, if the Merchant subsequently provides the GST Number, Freecharge shall not be liable to revise the invoice for past period.
3. Pursuant to these Terms each party, with respect to the services rendered in its individual capacity, would be solely responsible for the compliance of all applicable laws with respect to payment of tax, duties, levies, charges, cess, etc. including but not limited to service tax, VAT, CST, luxury tax, entertainment tax, GST, excise, Customs, etc.
4. Parties hereby agree that the Freecharge Fees payable by the Merchant is subject to deduction of tax at source under the Applicable Laws and the Merchant shall issue appropriate tax deduction certificates, as may be required under Applicable Law to Freecharge for such deduction of tax at source. Freecharge shall reimburse the TDS deposited by Merchant on quarterly basis on submission of TDS certificate (Form 16A) by the Merchant to Freecharge.
5. It is hereby agreed and acknowledged by the Parties that the Freecharge Fees charged by Freecharge in respect of a Successful Transaction that has been confirmed by Freecharge shall not be returned or repaid by Freecharge to the Merchant or any other person irrespective of the Successful Transaction being rejected, Chargeback, refunded or disputed.
6. The existence of any payment related dispute shall not be acknowledged by Freecharge, unless information along with relevant details of such dispute are communicated to Freecharge within 7 (seven) days from the date of the Successful Transaction.
7. All Settlement Amount due to the Merchant under this these Freecharge Merchant Terms may be suspended or delayed till such time as Freecharge, the Acquiring Banks and/or nodal bank deems fit, if (a) the Merchant or their Customer or a third party commits any fraud or violates any law or legal requirement; (b) Freecharge and/or the Acquiring Banks have reasons to believe that a fraud has been committed against the Customers, Freecharge, Acquiring Banks or any third party by the Merchant, their Customer, or any other third party; or has reason to believe that the Merchant or the Customer has in connivance with any other person done any fraud or assisted in the same; or any transaction has been fraudulently initiated; (c) merchant have excessive pending Chargebacks or poses high Chargeback and/or refund Risk; (d) continuous non-delivery or delayed delivery of Products to Customers; or (e) for any other legitimate reasons.
8. Reserve: The Merchant agrees to provide Freecharge with such reserve of such amounts as may be requested by Freecharge from time to time to secure the performance of the Merchant’s obligations under these Freecharge Merchant Terms for reasons including:
  - High Chargeback risk
  - Credit risk,
  - Refund overdraft risk,
  - Non-delivery issues,
  - Selling of banned/prohibited items,
  - Non-payment of maintenance fees or other amount payable to Freecharge, or
  - Any other indications of performance problems related to the Merchant’s use of the Services.
9. Freecharge shall be entitled to deduct Freecharge Fees, penalties, fines or any other costs from the Settlement Amount.
Covenants of the Merchant
1. In consideration of Freecharge providing the Freecharge Services, the Merchant hereby declares, assures, undertakes and covenants as under:
  1. The Merchant shall disclose the exact business category for which the Merchant shall be using Freecharge Services and shall use the said Services for the designated specified business.
  2. the Merchant shall duly fulfil all Successful Transactions in accordance with the instructions of the Customers and as mutually decided between the Merchant and its Customers.
  3. the Merchant shall comply with all Applicable Laws in respect of the subject matter of these Freecharge Merchant Terms, including, with respect to the manner in which information of the Customers is collected by the Merchant.
  4. the Merchant shall retain all payments data received from Freecharge within the territory of India, as required under Applicable Laws.
  5. the Merchant shall comply with Payment Card Industry-Data Security Standard (PCI- DSS) and Payment Application-Data Security Standard (PA-DSS) or such other security standards and incident reporting obligations as required under Applicable Laws, Merchant shall also implement such security standards or controls as the Freecharge may specify and shall also provide necessary confirmation or declaration in this regards before availing the Freecharge Services
  6. the Merchant shall ensure to keep confidential, all information submitted by the Customers to the Merchant in relation to the Services in accordance with the Applicable Laws.
  7. the Merchant shall be solely responsible for the accuracy of all information and/or validity of the prices and any other charges and/or other information relating to the products and/or services offered to the Customers for sale, which are displayed and offered by the Merchant.
  8. the Merchant shall take all precautions as may be feasible or as may be directed by Freecharge from time to time and as prescribed under Applicable Laws, to ensure that there is no breach of security and that the integrity of the link between the Merchant Establishment and the software application of Freecharge (“Freecharge Software Application”) is maintained at all times as per these Freecharge Merchant Terms.
  9. the Merchant shall, at all times, provide a reasonable level of service support to the Customers by developing adequate customer grievance redressal mechanism (including turnaround time for resolving queries). Such support shall include but not be limited to a notice to Customers in relation to the means of contacting the Merchant in the event the Customer has questions regarding the nature or quality of the products and/or services offered for sale by the Merchant, the payment options at the Merchant Establishment and the procedures for resolving disputes in relation to the products and/or services. Freecharge shall only be responsible to handle Customer’s queries/concerns relating to the Services provided under these Freecharge Merchant Terms.
  10. the Merchant hereby agrees and acknowledges that all risks associated with the sale and delivery of the products and/or services in relation to a Successful Transaction shall be solely that of and attributable to the Merchant, and Freecharge shall have no liability thereof, in any manner whatsoever. Any and all disputes regarding the quality, merchantability, non-delivery and delay in delivery of the products and/or services offered for sale due to any reason whatsoever including but not limited to any technical or operational failures on the part of the Merchant as well due to absence of any business continuity plan and disaster recovery plan at the Merchant Establishment, shall be resolved directly and solely between the Merchant and the Customer without making such disputes attributable to Freecharge in this regard, in any manner whatsoever.
  11. the Merchant hereby agrees and acknowledges that Freecharge and its personnel or auditors (internal or external) or legal advisors and regulators (including but not limited to the RBI or persons authorised by RBI) shall have the right to physically inspect and/or audit all records of the Merchant that relate to the arrangement captured in these Freecharge Merchant Terms and to ensure compliance thereof by the Merchant. The Merchant shall permit entry of representatives/auditors into such premises where the records are maintained upon receipt of a reasonable prior notice from Freecharge.
  12. in the event of any security breach on the Freecharge Software Application, the Merchant shall inform Freecharge of the same immediately but not later than 03 (three) hours from the time of occurrence of the security breach by the Merchant. Freecharge may suspend the Services till the time such security breach is resolved to the satisfaction of Freecharge.
  13. the Merchant shall maintain the Successful Transaction data for such period as prescribed by RBI and or any other regulatory or statutory body.
  14. the Merchant shall be responsible for the payment of all taxes, levies etc. due upon the sale of the product or services through the Merchant Establishment.
  15. The Merchant shall ensure that the payments made by the customers through Services are for genuine purpose of availing service or purchasing any products from the Merchant. Under no circumstances shall the Merchant allow customers to make transactions on its Merchant’s account for the purpose of providing cash or any benefit to the Customer.
  16. Merchant undertakes to reconcile the transaction amounts in a prompt manner or as may be required by Freecharge from time to time.
  17. The Merchant undertakes that the Merchant’s website shall clearly indicate the terms and conditions of the service as well as the payment terms including but not limited to convenience charges, platform fee, etc, and time-line for processing returns and refunds.
  18. To the extent applicable, the Merchant agrees and accepts that Freecharge reserves the right to monitor the transaction activity of the merchant on an ongoing basis and may undertake all necessary assessments as per Applicable Law.
  19. In case the Merchant is a marketplace it understands and agrees it shall not collect and settle funds for services not offered through its platform.
Term and Termination
1. This Freecharge Merchant Terms shall come into force on the Effective Date and shall remain valid and enforceable, unless terminated by either of the Parties in accordance with this Clause (“Term”).
2. This Freecharge Merchant Terms can be terminated by either Party: (i) by giving a notice period of 1 (one) month in writing to the other Party; or (ii) in the manner set forth in Clause 10 (Force Majeure) below.
3. The Parties shall have the right to terminate this Freecharge Merchant Terms by written notice to the other Party if such Party breaches any representation, warranty, covenant, or any term of the Freecharge Merchant Terms or fails to comply with any material rules or procedures required by this Freecharge Merchant Terms. Such termination shall be effective from the date mentioned in such written notice. The Freecharge Merchant Terms shall stand terminated forthwith if the RBI or any other regulatory body promulgates any rule, regulation or order which in effect, or application prohibits or substantially impedes the provision of Services to the Customer.
4. Upon the termination or expiration of the Freecharge Merchant Terms for any reason, the Merchant shall immediately discontinue the use of the Freecharge Services.
5. Upon the termination or expiration of the Freecharge Merchant Terms, all the Merchant's rights under the Freecharge Merchant Terms shall cease and no payment shall be due to the Merchant for loss of goodwill, anticipated profits and any other claims or losses in respect of such termination. To the extent permissible under Applicable Law, the Merchant hereby waives any claim to receive any compensation as a consequence of such termination of the Freecharge Merchant Terms. Provided that the termination of the Freecharge Merchant Terms shall not affect the rights and obligations of the Parties accrued prior to such termination.
6. Upon the termination or expiration of these Freecharge Merchant Terms for any reason, both the Parties shall discontinue the use of all Intellectual Property in or upon any material that identifies or relates to the Partie' business, and shall forthwith return all materials containing any Intellectual Property within timelines specified by both the Parties, cease representing themselves in any manner with the other Party; and, return to each other or destroy those documents, records, or other materials (including, without limitation, all copies either photocopy, computer disks media or tapes or the like thereof) which are provided to/ or replicated by either Party or which may contain either Parties' Confidential Information.
Use of Intellectual Property Rights and Protection of Freecharge Software Application:
1. The Merchant acknowledges that the Intellectual Property(ies) (including but not limited to ‘Freecharge’ trademarks, service marks, logos, related works of authorship and Confidential Information of Freecharge) are owned by Freecharge and /or its Affiliates. Freecharge hereby grants to the Merchant, a non-exclusive, royalty-free, limited sub-license to use, display and reproduce the trademarks, service marks, logos and related works of authorship of Freecharge solely in connection with the Services, in accordance with the Freecharge Merchant Terms.
2. The Merchant acknowledges and agrees that this limited sub-license granted to it by Freecharge is for the limited purpose of the Freecharge Merchant Terms and that it is strictly prohibited from further sub-licensing/granting any rights derived from Freecharge to any other party without obtaining a prior written permission from Freecharge. The Merchant further acknowledges and agrees that it shall not register itself as a ‘registered user’ or a licensee of Freecharge’s Intellectual Property at any intellectual property office anywhere in the world, without obtaining a prior written consent from Freecharge.
  The Merchant shall prominently display, on the Merchant Establishment and in other online marketing materials if so requested by Freecharge, from time to time, a statement/logo/image and/or any other content provided and approved by Freecharge from time to time in relation to the Services. The Merchant may, only for the purpose of performing its obligations under this Freecharge Merchant Terms, utilize Freecharge’s site, the Freecharge Software Application and any other Intellectual Property developed by Freecharge or its Affiliates, belonging either to Freecharge, its Affiliates or other software vendors, all of which are and shall, at all times, remain the exclusive property of Freecharge or its affiliates, as the case may be. Nothing contained herein shall authorise the Merchant to use or in any manner exploit the Intellectual Property Rights of Freecharge or its Affiliates without obtaining the prior written consent of Freecharge and the usage of the Intellectual Property of Freecharge and its Affiliates shall, at all times, be in compliance with such approval and policies as may be notified from time to time by Freecharge.
  Freecharge agrees and accepts that Merchant hereby grants to Freecharge, a non-exclusive, royalty-free, limited license to use, display and reproduce the trademarks, service marks, logos, and related works of authorship of the Merchant solely in connection with the Services, in accordance with these Freecharge Merchant Terms. Freecharge may, only for the purpose of performing its obligations under these Freecharge Merchant Terms, utilize the Merchant’s website, and any other Intellectual Property developed by the Merchant, belonging either to the Merchant or other software vendors/ third parties, all of which are and shall, at all times, remain the exclusive property of the Merchant, and Freecharge shall have no rights or claims on the same in any manner whatsoever.
Indemnity and Limitation of Liability
1. The Merchant hereby undertakes and agrees to indemnify, defend and hold harmless, Freecharge, including its officers, directors, employees, and Affiliates against any and/or all Losses, (including any loss of reputation or goodwill) actions, proceedings, claims, liabilities (including statutory liability), penalties, demands and costs, awards ,damages, losses and or expenses arising out of or related to:
  1. any actual or alleged breach or non-performance by the Merchant of any of its undertakings, representations, warranties, covenants, declarations or obligations pertaining to the Merchant’s business, website and operations under the scope of these Freecharge Merchant Terms, in any manner whatsoever;
  2. any gross negligence, fraud or wilful misconduct on the part of the Merchant;
  3. any claim, demand, suit, action, penalties or proceeding brought by the Customer or any other person including statutory authorities against Freecharge that involves, relates to or concerns Freecharge Services or any products and/or services offered by the Merchant through the Freecharge Services, any act, deed, omission or non-performance of the Merchant, or a violation or other breach of any of the representations, warranties or covenants set forth in these Freecharge Merchant Terms.
  4. any actual or alleged non-compliance with Applicable Laws.
2. The indemnities provided in this Clause 7 shall survive the termination of these Freecharge Merchant Terms.
3. The aggregate liability of Freecharge in contract, tort, negligence or otherwise arising out of or in connection with this these Freecharge Merchant Terms shall be limited to the total amount of Freecharge Fees received by Freecharge from the Merchant in the previous three months or the Freecharge Fees received to date, whichever is lower.
4. Except for any liability which cannot by law be excluded or limited, Freecharge shall not be liable for indirect, incidental, special, punitive or consequential damages, including without limitation, damages for loss of profits, business interruption, Interruption or stoppage to Customer’s access to and use of Freecharge Services, loss of goodwill or unauthorised access to information incurred by the other Party arising out of , or relating to the use by the Merchant of Freecharge Services and whether framed as breach of warranty, in contract, tort, or otherwise even if the Merchant has been advised of the possibility of such damages.
Confidentiality
1. The Merchant and Freecharge agree to and to cause their respective Affiliates, directors, officers, representatives, employees and agents to not disclose to others any Confidential Information. The Merchant and Freecharge agree that they shall not use, nor reproduce for use, in any way, any Confidential Information of the other except in relation to the performance of its obligations under this these Freecharge Merchant Terms and agree to protect the Confidential Information of the other Party with the same standard of care and procedures as used by them to protect their own Confidential Information.
2. The aforesaid confidentiality obligations shall not be applicable to any information which:
  1. was at the time received or which thereafter becomes, through no act or failure on the part of the Merchant or Freecharge, generally known or available to the public;
  2. was known to the Merchant or Freecharge at the time of receiving such information as evidenced by written documentation then rightfully in the possession of either the Merchant or Freecharge, as the case maybe;
  3. is rightfully furnished to the Merchant or Freecharge by a third party without restriction by that third party on disclosure; or
  4. needs to be disclosed pursuant to the requirements of law, any Governmental Authority, any stock exchange regulation or requirement of any court or competent authority, provided however, that the Merchant or Freecharge shall have been given a reasonable opportunity to resist disclosure and/or to obtain a suitable protective order.
3. The covenants of confidentiality set forth herein shall survive and continue for 3 (three) years after termination of these Freecharge Merchant Terms.
4. Merchant shall ensure that access to any confidential information shall be based on the principle of least privilege and “need to know” commensurate with the job responsibilities of the concerned personnel of the Merchant.
Force Majeure
1. Freecharge and the Merchant shall not be liable for their failure to perform their respective obligations under this these Freecharge Merchant Terms, as a result of any Force Majeure Event. If any Force Majeure Event continues to exist and prevents performance by the affected Party of its obligations for a period of more than 60 (sixty) days from the date of occurrence of such Event, the other Party may, upon delivery to the affected Party of prior written notice, forthwith terminate the Freecharge Merchant Terms.
Disclaimer
1. Freecharge shall provide the Freecharge Services in accordance with the industry standards. The Merchant acknowledges that the Freecharge Services may not be uninterrupted or error free or virus free and Freecharge disclaims all warranties, express or implied, written or oral, including but not limited to warranties of merchantability and fitness of the Freecharge Services for a particular purpose. Freecharge shall not be liable to the Merchant for any loss or damage howsoever caused or arising, directly or indirectly, including without limitation, as a result of loss of data, interruption or stoppage of the Customer's access to and/or use of the Freecharge Services, interruption or stoppage of Freecharge's website, non- availability of connectivity between the Merchant’s Establishment and Freecharge's website and/or Freecharge Software Application, etc.
2. Freecharge's sole obligation and the Merchant's sole and exclusive remedy in the event of interruption in any and/or all Services shall be Freecharge’s use of all best endeavours to restore the said Services as soon as reasonably possible.
Data System, Security and Compliances:
1. Collection of Data: The Merchant shall not use, collect, store, process and transfer any information of a Customer including customer card details or any information relating to any transaction conducted through the Freecharge Services except only in a manner permitted under and in compliance with Applicable Laws.
2. The Merchant shall ensure such administrative, technical, physical safeguards and processes, procedures, and checks including to secure the information which is received from any customer in relation to a card or any payment related transaction including but not limited to UPI, netbanking, wallet as may be required under applicable law and which safeguards shall be equal to or better than:
  - Generally accepted security standards in the digital financial payment services industry
  - The administrative, technical, and physical safeguards, process, procedure and checks as provided for in clause (Data Protection) shall be designed for/to:
    - protect the security and confidentiality of the information of the customer in the possession of the Merchant;
    - ensure protection against any anticipated threats or hazards to the security or confidentiality of the Customer information;
    - protection against unauthorized access to or use of the information of the customer or associated records which could result in substantial harm or inconvenience to Freecharge; and
    - ensure the proper and secure disposal of such data;
  - Without limiting the generality of the foregoing, the Merchant shall initiate all measures that a prudent organization, in a similar situation would take to secure and defend its systems that contain the information of the customer, against the ‘hackers’ and who seek without authorization, to modify or access its system or the information of the customer. The Merchant shall periodically test its system for potential areas where it could be breached.
  - The Merchant covenants that it shall take best efforts against:
    - any unauthorized or unlawful processing or the alteration of the information of the customer in the system of the Merchant.
    - any resultant loss or destruction of, or damage to, the customer information due to unauthorized processing or alteration; and
    - nauthorized and accidental access, processing, erasure, transfer, use, modification, or other misuses of information of the customer, and shall ensure that only authorized personnel bound by adequate confidentiality obligation shall have access to the information of the customer on strictly 'need to know basis';
  - The Merchant shall ensure that the information of the customer is not mixed or mingled with information of other customers.
  - The Merchant shall be vigilant to report any breach of this clause (Data Protection), all violations of information security, any breaches in the security practice, control process checks of the Merchant, and all suspected security events within 06 hours of such event or breach to Freecharge and shall also immediately intimate all the concerned representatives and employees of Freecharge which interact with the Merchant on regular basis.
3. The Merchant acknowledges and agrees that Freecharge shall have access to information regarding the Customer obtained from the Merchant, and that Freecharge would be able to create and generate database in respect of such Customers which shall be solely owned by Freecharge, with Freecharge having complete collection, storage, usage, and transfer rights over it. The Merchants shall obtain necessary free consent from the Customers for collection, storage, sharing, and usage of their Personal Data by Freecharge or its affiliates/ group companies or subcontractors/ agents or service providers, in accordance with the provisions of the applicable laws.
4. Security: The Parties shall ensure that appropriate security measures, in relation to any Personal Data of Customers and pertaining to payment transactions contemplated under these Freecharge Merchant Terms, are undertaken in accordance with Applicable Laws. The Merchant shall ensure and implement Payment Card Industry-Data Security Standard (PCI-DSS) and Payment Application-Data Security Standard (PA-DSS), latest encryption standards or such other security measures in its systems as may be prescribed by RBI or any other authority from time to time for protection of the data of Customers shared with the Merchant under these Freecharge Merchant Terms and to prevent any hacking into the information pertaining to the transactions contemplated under these Freecharge Merchant Terms.
5. Electronic Communication: In processing the transactions, The Merchant shall not act on any electronic communications/confirmation/information, received online from Freecharge or the Customer which is not in Freecharge's specified format for such communication/information and does not comply the security measures as may be applicable or informed by Freecharge from time to time. Freecharge shall not be liable in any manner whatsoever for the any transaction processed by Merchant which contravene the provisions of this clause.
6. The merchant shall take all the reasonable precautions to ensure that there is no breach of security and integrity of the link between the merchant site and Freecharge’s site and/or the Freecharge Software Application, is maintained at all times and Merchant’s infrastructure and applications shall comply to the information security standards as per the regulatory guidelines and information security standards issued by the concerned authorities and agencies from time to time, as applicable. Without prejudice to the generality of the aforesaid, the Merchant shall, routinely and at such time intervals as may be specified by Freecharge, check the integrity of the link and provide such evidence/documents/confirmation/declaration as may be required, to Freecharge. The Merchant shall also maintain logs and records of such periodic checks in such a manner as may be specified by Freecharge. Freecharge shall be entitled to check and verify the Merchant's logs and records in this regard at such intervals or time as Freecharge may deem fit. Notwithstanding the aforesaid, in the event of any loss being caused or a claim being raised as a result of the link being breached or as a consequence of the link being improper or being in violation of these Freecharge Merchant Terms or Freecharge's instructions, the loss shall be to the account of the Merchant and Freecharge shall not be responsible and held liable for such loss or claim.
7. The Merchant shall permit and provide necessary access to the officers/ consultants/service providers appointed by Freecharge and regulators (including but not limited to the RBI or persons authorised by RBI) to carry out security audit of merchant to verify the compliance of the security standards as per Applicable Laws and as required by Freecharge to ensure the security and privacy of customer data and prevention and detection of fraud.
8. The Merchant shall provide the security assessment report of its infrastructure to Freecharge, as and when it is requested by Freecharge and / or at the time of renewal of the these Freecharge Merchant Terms.
Treatment of Tokens Issued (Link and Pay)
1. The Merchant may store token that Freecharge provides to the Merchant when a Customer authenticates the Merchant's application to their account (“Token”). The Merchant shall be responsible for the safe keep and prevention of any misuse of all Tokens provided to the Merchant by Freecharge and shall ensure that all such data security measures, including appropriate encryption measures, etc., are undertaken to prevent any breach and, or, hacking, etc., of information contained in such Tokens.
2. In the event of misuse of Tokens, or in any event of any mismatch of Tokens with Customers or mismatch between the price shown to the Customer and the price charged to the Customer through the Token, the Merchant shall have full liability for the Successful Transactions and shall indemnify Freecharge against such liability towards the Customer or any other entity claiming damages.
Governing Law and Dispute Resolution
1. If any dispute arises between the Parties out of or in connection with this these Freecharge Merchant Terms, including the validity thereof, the Parties shall firstly endeavour to settle such dispute amicably. The attempt for an amicable settlement shall be deemed as failed as soon as one of the Parties hereto, post 15 (fifteen) calendar days of such attempts, gives a notice to this effect, to the other Party in writing.
2. Upon such failure, the dispute shall be referred to a sole arbitrator appointed by the mutual consent of both the Parties. The arbitration proceedings shall be governed by the Arbitration and Conciliation Act, 1996. The place and seat of arbitration shall be Gurugram, Haryana and the language of arbitration shall be English.
3. This these Freecharge Merchant Terms shall be governed and interpreted in accordance with Indian laws and the Parties submit to the jurisdiction of the courts at Gurugram, Haryana.
ANTI-BRIBERY AND ANTI-CORRUPTION, ANTI-MONEY LAUNDERING AND EXPORT CONTROLS (“Anti-financial Crimes Laws Confirmation”)
1. The Merchant hereby irrevocably and unconditionally agrees and confirms that the Merchant and its group companies are committed to operating the businesses conforming to the highest moral and ethical standards. The Merchant has a stringent code of conduct and confirms hereby that is committed to acting professionally, fairly and with integrity in all its business transactions and relationships wherever the Merchant operates. Parties irrevocably and unconditionally undertake to comply and implement in their processes all legal requirements relevant to counter 'bribery and corruption', 'money laundering' and 'restricted export-import transactions' applicable in the conduct of their business and as per the Applicable Laws.
2. This Anti-Financial Crimes Laws Confirmation constitutes a minimum standard. Merchant undertake to be compliant and shall continue to abide to the relevant Anti-Financial Crimes Laws and confirms that it:
  - will comply with all applicable laws, regulations and sanctions relating to anti-bribery, anti- corruption, anti-money laundering and export controls including but not limited to the minimum requirements of the anti-financial crimes laws.
  - is prohibited from dealing with any acts which may be deemed as money laundering under any applicable law, regulations or restrictions.
  - will prohibit the entering into these Freecharge Merchant Terms with any person who has been identified in the sanctions list maintained by different state authorities or organizations.
  - has implemented an internal compliance programme, to ensure compliance with and detect violations of all applicable anti-financial crimes laws.
  In the event the Merchant does not honour these commitments, the Merchant agrees that this will be considered as a material breach of these Freecharge Merchant Terms . Therefore, the Freecharge shall have the right to immediately terminate these Freecharge Merchant Terms.
Miscellaneous
1. Breach: In case of any breach of the terms of this these Freecharge Merchant Terms including but not limited to breach of Annexure 2 and/or any fraudulent/unusual/suspected transaction undertaken by the Merchant using Freecharge platform, in such an event the Merchant shall be liable to pay Freecharge a penalty of an amount which shall not be less than Rupees Twenty Five Lacs or penalty of an amount which shall be equivalent to the total value of fraudulent/unusual/suspected transaction undertaken by the Merchant Notwithstanding anything to the contrary contained here in the event of any breach of Personal Data solely attributable to the Merchant, the Merchant hereby undertakes to be liable for penalty which may extend to two hundred and fifty crores . Further, Freecharge shall have the right to pursue other legal remedies (including but not limited to the remedy of injunctive relief against the Merchant) as it deems fit, against the Merchant for such breach as per law including but not limited to claim for indemnity or termination of these Freecharge Merchant Terms.
2. Waiver: No failure or delay by either Party in exercising any right hereunder shall operate as a waiver thereof nor any single or partial exercise of any other right. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by law.
3. Notice: Unless otherwise provided herein, all notices or other communications under or in connection with these Freecharge Merchant Terms shall be given in writing and may be sent by personal delivery or post or courier or facsimile or electronic mail to the following persons and at the addresses mentioned as under:
4. Assignment: The Merchant shall not assign, in whole or in part, the benefits or obligations of these Freecharge Merchant Terms to any other person without obtaining the prior written consent of Freecharge. However, Freecharge may assign any of its obligations or rights hereunder to any of its Affiliates or any third party subject to Freecharge providing written intimation to the Merchant.
5. Relationship: The Freecharge Merchant Terms are being entered into on a principal to principal basis.
6. Non-exclusivity: Both the Parties are at liberty to enter into arrangements with other parties for provision of Services similar to those offered in this Freecharge Merchant Terms.
7. Severability: If any part or any provision of this Freecharge Merchant Terms is or becomes illegal, invalid or unenforceable, that part or provision shall be ineffective to the extent of such invalidity or unenforceability only, without in any way affecting the validity or enforceability of the remaining parts of said provision or the remaining provisions of this Freecharge Merchant Terms.
8. Captions in this Freecharge Merchant Terms: The captions herein are included for convenience of reference only and shall be ignored in the construction or interpretation hereof.
9. Survival: All provisions which by their nature should survive the termination of these Freecharge Merchant Terms for any reason shall survive the termination of this Freecharge Merchant Terms.
10. Withholding of charge on termination: In the event that either of the Parties serve a notice of termination of this Freecharge Merchant Terms on the other party, Freecharge shall be entitled to withhold for a period of 210 days from the date of such notice of amounts payable to the Merchant in respect of each Customer Charge arising after the date of such notice. Notwithstanding anything to the contrary contained herein, Merchant agrees and undertakes that in case of any claims raised by the customers in excess of the amount of withheld by Freecharge, the same shall be duly satisfied by the Merchant and Freecharge shall have no liability towards such claims in any manner whatsoever. This clause shall survive termination of the Freecharge Merchant Terms.

Index of Schedules and Annexures

S.No	Particulars of Schedules	Applicable (Yes/No)
1	Schedule A - Additional Terms for Freecharge Aggregation Services	Yes
2	Schedule B - Additional Terms for Freecharge Balance Services On Merchant Establishments	No
3	Schedule C - Additional Terms for Freecharge UPI Services On The Merchant Establishments	Yes
4	Annexure-1 - Definitions and Interpretations	Yes
5	Annexure-2 - Banned Categories of Products and Services	Yes
6	Annexure-3 - Freecharge Fees	Yes

Schedule A

ADDITIONAL TERMS FOR FREECHARGE AGGREGATION SERVICES

Scope of the Freecharge Aggregation Services
1. Freecharge and the Merchant have entered into this Freecharge Merchant Terms for the provision of the Freecharge Aggregation Services. As a part of the Freecharge Aggregation Services, Freecharge shall provide a payment facility which includes but is not limited to credit card, debit cards, net banking, Freecharge Pay Later and any additional payment instrument or options as made available by Freecharge from time to time, for processing of payments made by the Customers to the Merchant for purchase of product/services through the Merchant Establishment.
2. For providing the Freecharge Aggregation Services, Freecharge has entered into agreements with various banks, payment system issuers, payment service providers and financial institutions (“Acquiring Banks”) to offer payment facilities through the Internet, including net banking facilities and providing authorization (from third party clearinghouse networks) and settlement facilities in respect of payment instructions initiated by the Customers on the Merchant Establishment.
3. The Freecharge Fees payable by the Merchant to Freecharge shall be deducted from the amount payable to the Merchant in respect of each completed Successful Transaction. Freecharge reserves the right to revise the Freecharge Fees payable in the event of any revision in the rates charged by the Acquiring Bank (as defined below) or Partner Bank (as defined below) or card associations or guidelines issued by the Reserve Bank of India (“RBI”), from time to time.
Authentication and Authorization by Acquiring Bank
1. The Acquiring Bank will authenticate, authorize, and process the payment instructions given by the Customers on the Merchant Establishment in respect of a Successful Transaction upon fulfilment of valid criteria as set forth by the Acquiring Banks from time to time and accordingly transfer such approved Successful Transaction amount from the Customer bank account to the Nodal/ Escrow Account.
2. The Merchant understands that Freecharge and/or the Acquiring Banks may reject authorization of a transaction placed by the Customer for any reason including but not limited to risk management, suspicion of fraudulent, illegal or doubtful transactions, selling of banned items, use of compromised debit/credit cards, use of blacklisted/banned cards or in accordance with the RBI, Acquiring Banks, issuing bank and/or card association rules, guidelines, regulations, etc. and any other laws, rules, regulations, guidelines in force in India, etc.
3. The Merchant acknowledges that as a risk management tool, Freecharge and/or the Acquiring Banks shall have the right to limit or restrict Successful Transaction size, amount and/or monthly volume at any time or block any card number, account numbers, group of cards or Successful Transactions.
Chargeback, Refund and Reserve
1. Freecharge will have the right to charge to the Merchant by means of set off from the Settlement Amount, the full amount of any Chargeback, fines or penalties. The Merchant will fully co- operate with Freecharge in complying with the Card Association rules and regulations regarding Chargeback. If the Merchant desires to dispute any Chargeback with the Issuer or its Association, it will follow the procedures set out in the Issuer’s or Card Association’s rules or regulations.
2. If in respect of any Card transaction, Freecharge is intimated whether by any of the Card Associations or by the Card Issuer of the Customer requiring a refund of the Transaction Amount (“Chargeback Refund Intimation”), Freecharge shall notify the Merchant of the same. On such notification, the Merchant shall promptly provide such details, data or information regarding the relevant Card transaction as Freecharge, Acquiring Bank and/or Card Association may require.
3. On receiving the Chargeback Refund Intimation and after obtaining such information as it considers necessary in this regard, the Issuer Bank may, as per the applicable Card Association guidelines in that regard, determine that a Chargeback Event has occurred or otherwise determines that a refund should be ordered, direct Freecharge to require the Merchant to refund the amounts received by the Merchant in respect of such Card transaction (“Chargeback Refund Direction”). The Merchant hereby acknowledges and agrees that on the Chargeback Refund Direction being issued by the Issuer Bank, Merchant shall refund the amounts received by the Merchant in respect of such Card transaction (“Refund Monies”) by: (i) remitting the monies to Freecharge; or (ii) allowing a set-off from the subsequent Settlements to be made to the Merchant.
4. Chargeback on Freecharge for any reason whatsoever shall be the financial responsibility of the Merchant subject to completion of process of resolution of Chargeback dispute mentioned in terms and conditions of all rules and regulations of Card Association and the procedure in the below sub clauses of this clause.
5. If the Card Association companies or an Acquiring Bank notifies Freecharge of excessive Chargeback on a Merchant, then Freecharge will cease processing Successful Transactions through the Merchant, until the issue is resolved to the satisfaction of Card Association companies or Acquiring Bank. The Merchant will continue to be liable for any established Chargeback.
6. For the purpose of this Freecharge Merchant Terms, the eligibility of a Customer to receive a refund shall be determined in accordance with the terms and conditions specified on the Merchant's Establishment and agreed between the Merchant and Customer or if the charge/debit (“Refund Event”):
  - from a Customer, is a suspect charge / debit or is thought to be irregular or fraudulent in nature; provided that the products / services have not been dispatched by the Merchant to the Customer;
  - from a Customer is in excess of the price of the product and/or services specified on the Merchant's Website and/or the price agreed between the Merchant and the Customer in relation to any customized services rendered by the Merchant;
  - is for a product and/or service that is not delivered to the Customer within the delivery timelines specified on the Merchant Establishment;
  - arises from any hacking, breach of security or encryption attributable to the Merchant;
  - from a Customer in relation to any Successful Transaction that is suspected to be or is unlawful or unenforceable in accordance with Applicable Laws;
  - from a Customer is for an incomplete Successful Transaction or any product/service sold is returned by a Customer or the Successful Transaction or a part thereof is cancelled by a Customer in accordance with the terms of the Merchant Establishment;
  - from a Customer is for any products and/or services provided to the Customer which are not to the satisfaction of the Customer and the Customer is liable to seek a refund in accordance with the terms of the Merchant's Website;
  - is from a Successful Transaction where a Customer disputes the nature, quality or quantity of the products and/or services delivered by the Merchant;
  - is from a Successful Transaction where a Customer disputes or denies the transaction or the sale or delivery of products and/or provision of services covered by the transaction with reason;
  - in relation to a single transaction is made more than once from the Customer's account;
  - is erroneously charged/debited from the Customer;
  - is from a transaction where the authorization of Successful Transaction was declined for any reason by the Customer and the same was processed;
  - from a Customer is not processed as per Applicable Laws; or
  - is from a Successful Transaction where information provided electronically to Freecharge in relation to payments made by a Customer through the Merchant Establishment is not in accordance with Applicable Laws or the terms and conditions; or
  - is for such other refund event as maybe applicable to the Customer.
Payment and Settlement: The Merchant hereby directs and authorizes Freecharge to receive, hold, disburse and settle the Customer Charge in accordance with and subject to the provisions of these Freecharge Merchant Terms. The Merchant shall, at all times, maintain Successful Transaction records, all information and assistance such as payment transaction invoices and other electronic records that may be reasonably required by Freecharge and other competent authorities relating to any Successful Transaction for period prescribed by Applicable Law from the date of the Successful Transaction. The Merchant shall maintain all necessary records in relation to the delivery of the products/services and shall provide Freecharge proof of such delivery, as and when requested by Freecharge. For the purposes of the Freecharge Merchant Terms, the term “Business Day” shall mean a day, not being a Saturday, Sunday or a public holiday, on which banks are open for the transacting of normal banking business in Delhi.
1. The Merchant further acknowledges that transmission of the Settlement Amount to the Merchant Bank Account shall be subject to reconciliation of the Customer Charge by the Acquiring Banks, Freecharge and the Nodal/ Escrow Bank after actual receipt of Customer Charge in the Nodal/ Escrow Account.
2. The Merchant agrees that all payments with respect to Refund Events and Chargebacks shall be the sole responsibility of the Merchant and Freecharge shall not be liable for any claims, disputes, penalties which may arise in connection with such Refund Events or Chargebacks to the Merchant or the Customer. The Merchant agrees to indemnify Freecharge in respect of any and all claims, disputes, penalties, costs, losses and expenses arising directly or indirectly in relation to Refund Events or Chargebacks for all Successful Transactions initiated and instructed through the Merchant Establishment.
3. Notwithstanding anything contained anywhere in these Freecharge Merchant Terms, the Merchant agrees that Freecharge, Acquiring Bank and Nodal/ Escrow Bank reserve the right to reject payments with respect to any Customer Charge for reasons including but not limited to unlawful, unenforceable, doubtful or erroneous transaction, Chargeback, refund, Refund Event, suspicious activities, card authentication and authorization issues, overpayment made due to mathematical errors or otherwise, penalties incurred, transaction related issues, issues related to delivery, Customer Charge or product/service, if the Successful Transaction was not made in accordance with the requirements of Freecharge and/or the Acquiring Banks and/or Card Association.
4. In the event of rejection of payment with respect to Customer Charge, Chargeback, refunds arising from a Refund Event or other outstanding amounts due to Freecharge and/or the Customer by the Merchant, Freecharge reserves the right to reverse the credit given to the Merchant bank account or set-off the payment amount rejected, Chargeback or refunded or the outstanding amount against Settlement Amount payable to the Merchant. Freecharge shall have the right to deduct the payment amount due from future Settlement Amounts payable to the Merchant with respect to subsequent Successful Transactions.
Obligations of the Merchant
1. The Merchant shall dispatch/render the products/services to the Customer only upon receipt of Successful Transaction confirmation from Freecharge to the Merchant
2. The Merchant shall deliver the Product within the delivery due dates specified at the time of making the Successful Transaction on the Merchant Establishment. If the Merchant is unable to deliver the whole or any part of the transaction within the delivery due date, the Merchant shall forthwith inform the Customer and take immediate action to refund the Customer Charge in whole or in part as per the Customers instructions.
3. The Merchant understands that all refunds must be routed through the same Acquiring Bank payment gateway through which the Successful Transaction was made. Credits towards reversed transactions (where funds are received by Freecharge) and refund transactions shall be routed back through the Nodal/ Escrow account unless as per the Freecharge Merchant Terms, the refund is directly managed by the merchant and the customer has been made aware of the same. If the Merchant is directly managing the refunds, the Merchant shall make the customers aware of the same by way of Returns & Refund Rules/ Policy which shall be made available on the Merchant's website/ App/ Merchant's platform. Regardless of whether Freecharge or the Merchant is managing the refunds, all refunds shall be made to the original method of payment unless specifically agreed by the customer to credit to an alternate mode.
4. In the event that the Merchant initiates refunds through any other mode, the Merchant shall be fully liable for all Chargebacks raised in respect of the Successful Transaction refunded. The Merchant shall ensure that Freecharge at all times have sufficient funds of the Merchant to process refunds initiated. Freecharge shall not be liable to process any refund initiated in the event of insufficient funds.
5. The Merchant shall be solely liable for quality and efficiency and merchantability of the products/services and Freecharge shall have no liability whatsoever, in this regard.
6. The Merchant also acknowledges that the arrangement between one or more Acquiring Banks and Freecharge may terminate at any time and services by such Acquiring Banks may be withdrawn. Accordingly, upon termination of the agreement between Freecharge and the Acquiring Banks, Freecharge shall not be liable to render the Freecharge Aggregation Services without any liability whatsoever.
7. The Merchant agrees that Freecharge reserves a right to suspend the Services provided under these Freecharge Merchant Terms in event the Merchant fails to observe its covenants.
8. The Merchant shall not carry out any activity, which is banned or illegal or immoral and will not sell in the Merchant Establishment, products and services as is listed and set out in Annexure 2 hereto or any fake / counterfeit / prohibited products or as may be declared by Freecharge during the tenure of these Freecharge Merchant Terms, failing which without prejudice to other rights and remedies available to it, Freecharge may suspend or terminate Freecharge Merchant Terms in whole or in part.
9. The merchant's website/webpage/App shall clearly indicate the Policy/terms and conditions of the service and timeline for processing returns and refunds.
10. In the event Freecharge provides EMI options to the customers, the Merchant shall endeavour to deliver the Goods/Services or render the Services after approval of the EMI option from the Partner Bank providing the EMI option through Freecharge. Freecharge shall not be liable to the Merchant or the customer for any dispute arising with respect to the rejection of EMI option to the Customer after a Transaction has been confirmed, irrespective of the Settlement Amount being in the Nodal Bank or already transferred to the Merchant's bank account.
Evidence and Documents
1. The Merchant agrees that the following documents would be additionally maintained for records, and presented promptly to Freecharge for defending disputes/ Chargebacks /responding to retrieval requests:
  - Merchant explanation letter/ rebuttal letter/ All relevant screenshots and documents;
  - Order form;
  - Invoice;
  - Certificate of insurance, when applicable;
  - Proof of dispatch of the goods/services; and
  - Proof of delivery of goods/services.
2. The Merchant shall provide such reasonable assistance for the prevention and detection of fraud in respect of any Successful Transaction(s) as Freecharge may request, from time to time.
3. The Merchant shall ensure that adequate funds are maintained in the Merchant account for refund Successful Transactions and for settling any Chargeback raised on Freecharge/Partner Bank by the Authorizing Bank of the customer.
4. The Merchant shall provide timely responses with relevant documents for the Successful Transactions on which Chargeback is raised by the Authorizing Bank of the Customer. Freecharge reserves the right to impose penalty on the Merchant for not providing documents pertaining to the Successful Transactions on which Chargeback was raised.
5. If no response, records or document is provided by the Merchant to Freecharge as requested within 5 (five) working days, then the Chargeback raised by the Authorizing Bank of the Customer will be deemed to be accepted and the Successful Transaction amounts will be credited back to the Customer account and the Merchant account will be debited.

Schedule B

ADDITIONAL TERMS FOR FREECHARGE BALANCE SERVICES ON MERCHANT ESTABLISHMENTS

Scope of the Freecharge Balance Services
1. Freecharge and the Merchant have entered into Freecharge Merchant Terms for the provision of the Freecharge Balance Services. Freecharge has tied up with the Partner Bank to distribute and market prepaid payment instrument under the brand name 'Freecharge' (“Freecharge Balance”).
2. As a part of the Freecharge Balance Services, Freecharge shall provide the prepaid payment instrument facility to the Merchant in relation to processing of payments made by Customers to the Merchant for purchase of products/services at Merchant Establishment (“Freecharge Balance Services”).
3. In relation to the provision of the Freecharge Balance Services, Freecharge shall offer payment facilities through the Internet, and provide authorization and settlement facilities in respect of payment instructions initiated by the Customers on the Merchant Establishment.
4. The Merchant shall provide its customers with a clear and fair return and exchange policy and ensure compliance with the terms and conditions under which goods and/or services are sold by the Merchant to Customers. Upon request, the Merchant shall provide to Freecharge a copy of its return and exchange policy and shall notify Freecharge of any subsequent change to such policy. In the event of customer disputes relating to return and exchange remaining unresolved, Freecharge shall ask for the proof of Successful Transaction and delivery from the Merchant, which the Merchant shall provide within 5 (five) working days of such request of Freecharge, failing which, Freecharge may cancel the Successful Transaction and return the amount to the Customer. Freecharge can refund the value of the Successful Transaction to Customers only upon verbal/ written request/ order from regulatory authorities and Freecharge shall provide any such written request to the Merchant as soon as such request/ order is received from regulatory authority.
5. The Freecharge Fees payable by the Merchant to Freecharge shall be deducted from the amount payable to the Merchant in respect of each completed Successful Transaction.
6. Freecharge reserves the right to revise the Freecharge Fees payable in the event of any revision in the rates charged by Partner Bank (as defined below) or guidelines issued by the Reserve Bank of India (“RBI”), from time to time
7. Freecharge shall further be entitled to deduct Freecharge Fees, penalties, fines or any other costs from the Settlement Amount.

Schedule C

ADDITIONAL TERMS FOR FREECHARGE UPI SERVICES ON THE MERCHANT ESTABLISHMENTS

Scope of the Freecharge UPI Services
1. The Merchant will be able to avail this facility at their Merchant Establishment only in respect of its Customers having an operative Account with any bank in India authorized by RBI to provide Immediate Payment Service (“IMPS”), Unified Payment Interface (“UPI”), including the fund transfer services. “Account” shall mean an operative savings bank account maintained by the Customer with any bank in India.
2. The Merchant agrees that, Freecharge will be providing the said facility in collaboration with the Partner Bank viz; the UPI Payment Platform, as the connectivity to the UPI System is extended to the Partner Bank by National Payments Commission of India (“NPCI”) and all secure credentials which will be provided by the Customer, that are required to process any Successful Transaction will be captured and encrypted as per the construct and requirements of the UPI System by NPCI at their libraries. Therefore, Freecharge shall not be responsible in any manner whatsoever, for any such Successful Transactions which the Merchant wants to allow its Customers to process through UPI Payment Platform, because the secure mechanism or technology under the UPI System is extended by NPCI to Freecharge through the Partner Bank. “Partner Bank” means and refers to Axis Bank Limited, a banking company incorporated under the provision of the Companies Act 1956, having its registered office at Trishul, 3rd Floor, Opposite Samartheswar Temple, Near Law Garden, Ellisbridge, Ahmedabad-380006 for the purposes of Freecharge Merchant Terms.
3. Customer Information: The Merchant agrees that, the Customers shall be entering their sensitive information including Account details, OTP/MPIN and any Personal Data at the Merchant Establishment for authorizing any Successful Transaction initiated by them over the UPI Payment Platform. Therefore, the Merchant shall not sell, purchase, provide or exchange a Customer's name or Account details or other Personal Data in any form obtained for the purpose of processing the payment request initiated by him/her through UPI Payment Platform to any third party other than the bank, the Authorizing Bank, or pursuant to Applicable Laws, any Government /Statutory/Regulatory or any other competent body's request and the Merchant shall be solely liable for any and all losses or liabilities arising on account of violation of Applicable Law in this regard
Undertakings of the Merchant
1. Not to use the Freecharge UPI Services in any manner, or in furtherance of any activity, which constitutes a violation of any Applicable Law or regulation or which may result in fraud on any person or which may cause the Freecharge/Partner Bank to be subject to investigation, prosecution or legal action.
2. To use information regarding a Customer (including name, address, e-mail address, telephone numbers, and data regarding bank accounts or financial instruments) only for the purpose of completing the Successful Transactions for which it was furnished, and not to sell or otherwise furnish such information to others, unless the Merchant has an independent source of such information or obtains the express consent of such Customer for the same.
3. To use the Freecharge UPI Services in accordance with the terms on which the Freecharge UPI Services has been provided to the Merchant and not to attempt to modify, translate, disassemble, decompile or reverse engineer the Freecharge UPI Services, or use it for any purpose(s) other than for the utilization of the Freecharge UPI Services.
4. Freecharge shall not liable for any deficient or bad services in any manner whatsoever and for any loss, damages, expenses, litigation, etc. whatsoever that the Merchant may suffer due to any of the reasons as mentioned herein below. The risk in this regard is entirely and solely on the Merchant:
  - For any direct, indirect, remote or consequential damages occurred to the Merchant while availing this Service, arising out of any error in the facility and which are beyond the control of Freecharge;
  - When Freecharge acted in good faith;
  - In respect of the UPI System, as the connectivity to UPI System is extended to Freecharge through Partner Bank only and any/all secure credentials that are required to process the Successful Transaction shall be provided by the Customer which will be captured and encrypted as per the construct and requirement of UPI only, by NPCI. Therefore, the secure mechanism or interface will be extended by NPCI through UPI System to Freecharge through Partner Bank including but not limited to secured credentials or sensitive information such as Customer's MPIN, Account details, debit card Number, expiry date, OTP, etc in encrypted manner;
  - to process the Successful Transaction shall be provided by the Customer which will be captured and encrypted as per the construct and requirement of UPI only, by NPCI. Therefore, the secure mechanism or interface will be extended by NPCI through UPI System to Freecharge through Partner Bank including but not limited to secured credentials or sensitive information such as Customer's MPIN, Account details, debit card Number, expiry date, OTP, etc in encrypted manner;
  - Also, Freecharge is herein absolved of liability of any nature whatsoever, arising due to a loss; direct or indirect incurred by the Merchant or any other person due to any lapse in the facility owing to the above-mentioned reasons.
Successful Transaction Handling
1. Deliver to the Customer, a bill, mentioning charges covered in the payment received from the Customer through the Freecharge UPI Services.
2. Freecharge or Partner Bank reserves the right to impose limits on the number of Successful Transactions and value of Successful Transactions undertaken using a particular Account and the value of a single Successful Transaction during any time period and reserves the right to refuse to make payments in respect of Successful Transactions exceeding such limit.
Payment to the Merchant
1. Payment by Freecharge shall be made without prejudice to any claims or rights that Freecharge may have against the Merchants and shall not constitute any admission by Freecharge as to the performance by the Merchant of its obligations under these Freecharge Merchant Terms and the amount payable to the Merchant.
2. Freecharge shall be entitled to set off and deduct from any payment due to the Merchant:
  - the amount of any refund due to any Customer in accordance with the refund procedure set out in Clause 5 below;
  - any overpayment made by Freecharge due to computational/ system error(s) or otherwise;
  - any other sums due from or payable by the Merchant to Freecharge herein; and
  - in doing so, Freecharge may:
    - debit the Merchant's account forthwith; and/or
    - deduct the outstanding amount from subsequent credits to the Merchant's account; and/ or
    - if there are insufficient funds available therein, claim from the Merchant, the amount credited to the account in respect of the relative Successful Transaction/s.
3. If Freecharge suspects, on reasonable grounds and in its sole and exclusive opinion, that the Merchant has been negligent, or has committed a breach of these Freecharge Merchant Terms, or has committed act(s) of dishonesty or fraud against Freecharge or any Customer, then Freecharge, at its sole discretion, shall be entitled to suspend all payments, including payment of a particular Successful Transaction under these Freecharge Merchant Terms to the Merchant, pending enquiries by Freecharge and resolution of the same to Freecharge's and the Partner Bank's satisfaction. The Merchant hereby agrees to the aforesaid act on the part of Freecharge and agrees not to raise any dispute(s) with Freecharge and/or raise any allegations on Freecharge in this regard. Upon satisfaction, even when Freecharge subsequently decides to pay the Merchant, the Merchant shall neither claim nor be entitled to any interest payment or other form of additional compensation.
4. Rejection / Reversal of Payment: Notwithstanding anything stated elsewhere in these Freecharge Merchant Terms or the Schedules annexed hereto, Freecharge may reject payment / reverse and/or mark lien of the amount that is credited in the Merchant's Account in respect of orders to the Merchant where:
  - the Customer refuses to pay because the product / service was not as promised or was defective or was not delivered;
  - payment in respect of the order or the relevant instalment of the purchase price has already been made;
  - a dispute has been raised by the Customer and/or Authorizing Bank for any reason whatsoever;
    and the Merchant agrees not to raise any dispute(s) with Freecharge and/or raise any allegations on Freecharge in this regard.
Presentation of Successful Transactions and Refunds
1. The Merchant agrees to inform the Customer about its credit refund policy clearly mentioning the same in the bill invoice and/ or on the website.
  - In respect of any Successful Transaction wherein any goods/ services are not received as described, by the Customer or are lawfully rejected or accepted for or services are not performed or partly performed or cancelled, or price is lawfully disputed by the Customer or price adjustment is allowed, the Merchant to initiate a refund of all such Successful Transactions
  - The Merchant agrees and accepts that the Freecharge Fees plus applicable taxes will be applicable for all Successful Transactions
  - In the event of the Merchant failing to deliver products/ services to the Customer within the delivery due date or failing to give refund to the Customer for the payment amount of the disputed Successful Transaction and the Customer making a complaint to Freecharge, Freecharge shall intimate the same to the Merchant. In event, the Merchant fails to fulfill its obligations, i.e. deliver the Products to the Customer or provide the proof(s) of delivery of the Product, or give refund to the Customer, within a period of 5 (five) Business Days, from the date Freecharge notifies the Merchant, Freecharge shall credit the Customer's payment account and in turn debit from the Merchant account for the particular payment amount or adjust such reversals against the payment amount collected from the Customers to be credited to the Merchant account.
Customer Disputes Redressal
1. Freecharge shall be entitled at any time to refuse total or partial payment to the Merchant, or, if payment has been made, to debit the Merchant's Account with such amount or to seek immediate reimbursement from the Merchant, in any of the following situations:
  - The Successful Transaction is for any reason unlawful or a fraudulent Successful Transaction;
  - The goods and/ or services covered by the Successful Transaction are rejected or returned or the transaction or part thereof, is validly cancelled or terminated by a Customer or if the Merchant fails to provide all or to the Customer's satisfaction, goods and/ or services to the Customer;
  - The Customer disputes the nature, quality or quantity of the goods and/ or services covered by the Successful Transaction and or the Successful Transaction itself;
  - There has been a departure from these Freecharge Merchant Terms in relation to that Successful Transaction;
  - The Customer disputes or denies the Successful Transaction or the sale or delivery of goods and/ or services covered by the Successful Transaction within reasons;
  - There has been a breach by the Merchant of these Freecharge Merchant Terms, other than the breaches more specifically provided in this sub-clause, in connection with the Successful Transaction or otherwise;
  - Freecharge reasonably believes that the Successful Transactions are irregular;
  - Freecharge is of the opinion that there are suspicious circumstances surrounding the Successful Transaction;
  - Freecharge is of the opinion that the submission is out of the normal pattern;
  - Any other event or circumstance which Freecharge shall from time to time notify to the Merchant to have occurred at the date of the Successful Transaction.
Evidence and Documents
1. The Merchant agrees that the following documents would be additionally maintained for records, and presented promptly to Freecharge for defending disputes/ Chargebacks /responding to retrieval requests:
  - Merchant explanation letter/ rebuttal letter/ All relevant screenshots and documents;
  - Order form;
  - Invoice;
  - Certificate of insurance, when applicable;
  - Proof of dispatch of the goods/services; and
  - Proof of delivery of goods/services.
2. The Merchant shall provide such reasonable assistance for the prevention and detection of fraud in respect of any Successful Transaction(s) as Freecharge may request, from time to time.
3. The Merchant shall ensure that adequate funds are maintained in the Merchant account for refund Successful Transactions and for settling any Chargeback raised on Freecharge/Partner Bank by the Authorizing Bank of the customer.
4. The Merchant shall provide timely responses with relevant documents for the Successful Transactions on which Chargeback is raised by the Authorizing Bank of the Customer. Freecharge reserves the right to impose penalty on the Merchant for not providing documents pertaining to the Successful Transactions on which Chargeback was raised.
  If no response, records or document is provided by the Merchant to Freecharge as requested within 5 (five) working days, then the Chargeback raised by the Authorizing Bank of the Customer will be deemed to be accepted and the Successful Transaction amounts will be credited back to the Customer account and the Merchant account will be debited.

ANNEXURE 1

DEFINITIONS AND INTERPRETATIONS

Definitions

For purposes of these Freecharge Merchant Terms, the following terms have the meanings set forth below:

“Affiliates” means: (a) in relation to a person, any other person, directly or indirectly, Controlled by, Controlling, or under common Control with that person;

“Applicable Law” means and includes any statute, law, regulation, ordinance, rule, judgment, order, decree, by-law, license, treaty, code, approval from the concerned authority, government resolution, directive, guideline, policy, requirement, or other governmental restriction or any similar form of decision of, or determination by, or any interpretation or adjudication having the force of law of any of the foregoing, by any concerned authority having jurisdiction over the matter in question, including but not limited to the Digital Personal Data Protection Act, 2023, Information Technology Act, 2000, the Payment and Settlement Systems Act, 2007, the Payment and Settlement Systems Regulations, 2008 and any guidelines, circulars and notifications as may be issued by the RBI, and the guidelines / regulations issued by National Payment Corporation of India (“NPCI”) there under from time to time; “Authorizing Bank” shall mean various banks, financial institutions, Card Associations, payment system providers who are licensed under the Payment and Settlement Systems Act, 2007;

“Card” shall mean any unexpired credit card or debit card which is issued by an Issuing Institution designated to issue a Visa, MasterCard, Visa Electron, Rupay, Diners, American Express, Maestro, cash card, pre-paid card or other card as may be specified by Freecharge from time to time. Provided that the card is not listed in current warning or restricted card bulletins or notices and bears the signature of the person in whose name the card is issued;"Card Association(s)" shall mean any of Visa, MasterCard, Visa Electron, Maestro, Diners, Rupay, American Express or any other card association as may be specified by Freecharge from time to time;

“Card Association Rules” shall mean the written rules, regulations, releases, guidelines, processes, interpretations and other requirements (whether contractual or otherwise) imposed or adopted by any Card Association;

“Chargeback” means any amount which an Issuer of payment instrument/option or a Card Association or Partner Bank, in connection with a Successful Transaction, either (a) refuses to pay to entity, or (b) claims or set offs as a refund from entity or where such Successful Transaction is disputed by a Customer, for reasons set out in, pursuant to and in accordance with the rules and procedures that such Issuer or Card Association or Partner Bank may have in this regard including but not limited to Card Association Rules pertaining to chargebacks, and shall include any fines, penalties that may be levied the Association or Issuer or Partner Bank in this regard;

“Confidential Information” means all knowledge, information and / or data disclosed to the Parties under these Freecharge Merchant Terms including but not limited to the details of the Customers. The Party receiving the information shall be the “Recipient Party” and the Party disclosing the information shall be the “Disclosing Party”;

“Control” means (including the terms “Controlled by” or “under common Control with”) means, in respect of a person: (a) the direct or indirect beneficial ownership of, or the right to vote in respect of, directly or indirectly, more than 50% (fifty percent) of the voting shares or securities of such person; (b) the power to control the majority of the composition of the board of directors of such person; and / or (c) the power to create or direct the management or policies of such person by contract or otherwise or any or all of the above;

“Customer Charge” shall mean the amount paid by the Customer towards any products and/or services purchased/subscribed/availed by the Customer plus the shipping charge (if any) and all other taxes, duties, costs, charges and expenses in respect of such products and/or services.

"EDC Terminal" shall mean the electronic data capture machines and/or point of sales systems installed by the Merchant itself or provided by third party service providers to the Merchant.

“Effective Date” means the date as the “Execution Date” as mentioned in the recitals of the these Freecharge Merchant Terms;

“EMI” means monthly equated instalments.

“Force Majeure Event” includes any event due to any cause beyond the reasonable control of the Parties, including, without limitation, unavailability of any communication system including civil unrest, labour unrest, action of statutory authorities or local or state, central governments, change in laws, rules and regulations, internet, breach or virus in the processes or payment mechanism, sabotage, fire, flood, explosion, acts of God, civil commotion, strikes or industrial action of any kind, riots, insurrection, war, acts of government, hacking, unauthorized access to computer data and storage devices, computer crashes, breach of security and encryption codes;

“Freecharge Fees” means the charges payable by the Merchant to Freecharge for the Freecharge Services as mentioned in Annexure 3;

“Governmental Authority” means any government authority, statutory authority, government department, agency, commission, board, tribunal or court or other law, rule or regulation making entity having or purporting to have jurisdiction on behalf of the Republic of India or any state or other subdivision thereof or any municipality, district or other subdivision thereof, and includes RBI

“Intellectual Property” means all patents, trademarks, designs, copyrights, permits, service marks, brands, trade names, trade secrets, proprietary information and knowledge, technology, computer programs, databases, copyrights, licenses, franchises, formulae, designs, rights of Confidential Information and all other intellectual property;

“Intellectual Property Rights” mean all rights, benefits, title and/or interest in and/or to any Intellectual Property, anywhere in the world (whether registered or not and including all applications for the same);

“Issuing Institution or Issuer” means shall mean a bank or financial institution or other legal entity, with which the Customer has a prepaid payment account and/or a net banking account and/or which has issued the valid Card to the Customers;

“Losses” means any and all losses, including all claims, damages, liabilities, deficiencies, assessments, settlements, interest, awards, penalties, fines, costs or expenses of whatever kind, including attorneys’ and other advisors’ fees and expenses, and the cost of enforcing any right to indemnification, reimbursement or recovery;

“MPIN” means mobile banking personal identification number;

“Nodal/ Escrow Banks” means the bank(s) designated by Freecharge for the purpose of pooling the funds collected from Customers on behalf of the Merchant and facilitating the transfer of these funds in final settlement to the Merchant (after deducting Freecharge Fees), pursuant to RBI notifications/guidelines as amended from time to time;

“Nodal/ Escrow Account” means the nodal/ escrow account maintained by Freecharge in accordance with the RBI guidelines with the Nodal/ Escrow Bank;

“OTP” means one time password;

“Partner Bank” means and refers to Axis Bank Limited, a banking company incorporated under the provision of the Companies Act 1956, having its registered office at Trishul, 3rd Floor, Opposite Samartheswar Temple, Near Law Garden, Ellisbridge, Ahmedabad-380006 for the purposes of these Freecharge Merchant Terms.

“Pay Later” means a credit facility provided by Freecharge to its Customers in partnership with the Partner Bank.

“Payment System Providers” shall have the meaning ascribed to 'system provider' under Section 2(q) of the Payment and Settlement Systems Act, 2007, as amended from time to time;

“QR Code” shall mean a machine-readable code provided by Freecharge consisting of an array of black and white squares, used for storing URLs or other information for reading by the Customer's camera on a smartphone.

“Personal Data” shall mean any data about an individual/ Customer who is identifiable by or in relation to such data

“Settlement Amount” shall mean Customer Charge minus Freecharge Fees, Chargebacks, refunds (including any refunds arising from a Refund Event) and other charges/fees payable by the Merchant under these Freecharge Merchant Terms.

“Successful Transaction” means a transaction undertaken by a Customer at the Merchant Establishment for which the payment has been processed and received by Freecharge; and

Interpretation
In these Freecharge Merchant Terms:
1. the headings are used for convenience and ease of reference only and shall not affect the construction or interpretation of any provision of these Freecharge Merchant Terms;
2. unless the context otherwise requires, reference to the singular includes a reference to the plural and vice versa, and reference to any gender includes a reference to all other genders;
3. unless the context specifies otherwise, references to Schedules shall be deemed to be references to the schedules of these Freecharge Merchant Terms;
4. references to any enactment are to be construed as referring also to any amendment or re- enactment thereof and to any rules, regulations or orders made under it; and
5. time is of the essence in the performance of the Parties’ respective obligations.

ANNEXURE 2

BANNED CATEGORIES OF PRODUCTS AND SERVICES

Adult Goods & Services - Pornography, other sexually suggestive materials; Escort/Prostitution services. Personal Massagers/sex toys.
Alcohol or Alcoholic beverages.
Body Parts, including organs - Live, cultured, and preserved or from cadaver.
Bulk marketing tools - e-mail lists, software or other products enabling unsolicited e- mails/sms.
Cable TV de-scramblers & black boxes intended to obtain cable & satellite signals for free.
Child Pornography in any form.
Copyright unlocking devices - Mod chips or other products designed to circumvent copyright protection
Copyrighted Media - unauthorised copies of books, music, movies and other licensed or protected materials.
Copyrighted Software which includes unauthorised copies of software, videogames and other licensed or protected materials including OEM or bundled software.
Counterfeit and unauthorised goods - replica or imitation of designer goods; fake autographs; counterfeit stamps.
Drugs & Drug paraphernalia which includes illegal drugs and drug accessories including herbal drugs.
Drug test circumvention aids, includes drug cleansing shakes, urine test additives and related items.
Endangered species - includes plants, animals or other organisms.
Gaming/Gambling - lottery tickets, sports bets, enrolments in online gambling sites.
Government ID or documents which includes fake IDs, passports.
Hacking & Cracking materials which includes manual, how-to-guides, equipment enabling illegal access to software servers or protected property.
Illegal goods and goods/services promoting/enabling illegal acts.
Miracle cures, which are marketed as quick health fixes.
Offensive goods, which includes literature, products and other materials that defame or slander any person or group of person, encourage violent acts, promote intolerance or hatred.
Offensive goods, crime which includes crime scene photos or items, such as personal belongings associated with criminals.
Prescription drugs or herbal drugs of any kind of online pharmacies which includes drugs / other products requiring a prescription by a recognised & licensed medical practitioner in India or anywhere else.
Pyrothenic devices & hazardous materials which includes firework & other toxic/radioactive goods.
Regulated goods, regulated by government agency.
Securities, which includes stocks, bonds, mutual funds or related financial products or investments.
Tobacco & cigarettes, chewing tobacco and related products
Traffic devices which includes radar detectors / jammers, license plate cover, traffic signal changers and related products.
Weapons which include knives, brass knuckles, gun parts and other armaments.
Wholesale currency which includes discounted currencies or currency.
Live animals or animal parts / products.
Multi-level Marketing schemes / Pyramid / sites using matrix scheme approach.
Any intangible goods and services or aggregation/consolidation business.
Work at home information.
Drop-Shipped Merchant.
Web based telephony/e-mail/sms/fax/calling cards/bandwidth/data transfer or allied services.
Virtual Currencies such as Bitcoin
Any product / services that is not in compliance with all Applicable Laws whether federal, state, both local and international including laws of India.