Shriram Finance is a leading non-banking financial company (NBFC) in India, and the flagship company of the Shriram Group. It was founded in 1979 and is headquartered in Chennai and Mumbai. The company offers a wide range of financial services, including commercial vehicle finance, two-wheeler loans, car loans, gold loans, and personal loans. It is known for its focus on providing financial solutions to the underserved segments of society, particularly in rural and semi-rural areas. Shriram Finance was formed by the merger of three entities: Shriram Transport Finance Company and Shriram City Union Finance.
This document is an electronic record in terms of Information Technology Act, 2000 and rules thereunder as applicable and the amended provisions pertaining to electronic records in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system, and does not require any physical or digital signatures.
These Merchant terms and conditions shall be made effective through checkbox consent mechanism or any other digital mode of acceptance as may be facilitated by Shriram Finance. Alternatively, these may be made effective over email correspondence and acceptances or accepted as part of onboarding documents or by obtaining OTP from the merchant against his mobile number. Irrespective of the mode as mentioned above, these Merchant terms and conditions shall apply to each Merchant integration carried out for enabling digital payments for Users using Prepaid Payment Instruments (“PPIs”), Unified Payment Interface (“UPI”), Credit Card, Debit Card, Credit line and others as specified by NPCI from time to time, whether such payments are made through the Shriram One for Business app by scanning a QR code or otherwise and shall include such other services which may be added or offered, from time to time, by Shriram Finance Limited (a company incorporated under the Companies Act, 2013 with its registered office at Shriram Finance Limited, 14A, Sri Towers, South Phase, Industrial Estate, Guindy, Chennai – 600 032, Tamil Nadu.
Wherever the context so requires, 'Merchant/You/Your' shall mean any natural or legal person who has registered for Shriram Finance and who has accepted these Merchant terms and conditions. The term “We”, “Us”, “Our”, “Shriram Finance”, “Company” shall mean Shriram Finance Limited.
We reserve the right, at Our sole discretion, to change, modify, add or remove portions of these TnCs, at any time without any prior written notice to You. It is Your responsibility to review these TnCs periodically for updates / changes. Your continued use of Shriram Finance Business services following the posting of changes will mean that You accept and agree to the revisions including additional terms or removal of portions under these TnCs, modifications etc.
If You accept any transaction using Shriram Finance Business Solutions, these Merchant terms and conditions will be applicable. By mere integration with Shriram Finance and usage of Shriram Finance Business Solutions, You shall be contracting with the Company and these Merchant terms and conditions along with its Privacy Policy and other policies/guidelines, as may be made applicable by the Company from time to time (“Company Policies”), shall constitute Your binding obligations towards the Company and shall be collectively referred to as “TnCs” between You and the Company. By accepting these Terms, You also accept and agree to be bound by the Company Policies and hereby give Your express consent to abide by these covenants.
Your use of Shriram Finance and related tools/services is governed by the following terms and conditions which are incorporated herein by way of reference
ACCEPTING PAYMENTS USING SHRIRAM FINANCE BUSINESS SERVICES INDICATES YOUR ACCEPTANCE OF THE TERMS AND CONDITIONS UNDER THESE TNCS, SO PLEASE READ THESE TNCS CAREFULLY BEFORE PROCEEDING.
By impliedly or expressly accepting these TnCs, You also accept and agree to be bound by the Company Policies.
Your acceptance to the Terms of Use is generated and preserved as electronic record under the Information Technology Act, 2000, and Rules made thereunder as applicable, and other prevailing law(s) / regulations as may be applicable at the relevant point of time as binding on you
You also confirm that as on the date of applying through this application to be onboarded as a Merchant and execution of any Agreements / Merchant GTC for such registration, there are / shall be no litigations including any criminal proceedings initiated or pending against you. In this Terms of Use, the term or word “We”, “Us” or “Our” severally refers to the “Shriram Finance Limited” or “SFL” and the word “You” or “Your” or “Merchant” refers to the Merchant represented by authorized representative of the Merchant accessing, browsing, downloading and using the Shriram One for Business App (defined hereunder) for being onboarded as Merchant of SFL in relation to SFL Products and Services.
“Chargeback” shall mean any approved and settled transaction which are at any time refused, debited or reversed from the Merchant’s Settlement Amount in the Designated Shriram Finance Account. This shall also include charges (bank fees, penalties and other charges incidental thereto) attributable to the Merchant on account of debits to Shriram Finance’s bank account(s)/Shriram Finance Designated Account as may be undertaken by any bank, financial institution or NPCI for any reason whatsoever.
“Confidential Information”means all non-public information disclosed by a Party or its Affiliates, agents or contractors (collectively, the “Disclosing Party”) to the other Party, its Affiliates or any agents of any of them (collectively, the “Receiving Party”) that is designated as confidential or that, given the nature of the information or the circumstances surrounding its disclosure, reasonably should be considered as confidential. Confidential Information includes (i) non-public information relating to the Disclosing Party’s technology, customers, business plans, business and operating processes, promotional and marketing activities, finances and other business affairs, (ii) third-party information that the Disclosing Party is obligated to keep confidential, (iii) the nature, content and existence of any discussions or negotiations between the Parties and (iv) the Bank account information.
“Bank Account”shall mean the bank account of the Merchant that is provided to Shriram Finance by the Merchant pursuant to these TnCs.
"Customer” / “Buyer” / “User”shall refer to individual(s) who is registered on Shriram One for Business services (Mobile app or otherwise) and is availing Shriram Finance Services while utilizing the Wallet, debit card, credit card and / or UPI services or other payment /technology / financial services as being provided by Shriram Finance for purchasing goods and/or services from the Merchant at the Stores.
"Customer Payment” shall mean the total amount paid by the Customer as the consideration for the Product(s) purchased or Service(s) from the Merchant.
"Intellectual Property Rights” shall include any and all patents, copyrights, trademarks, trade secrets, service marks, brand names, logos, designs, inventions, invention studies (whether or not patentable), mask works, domain names and registrations, trade names, logos, secret formulae, secret processes, computer programs, confidential information, know-how and any similar rights of any type, whether or not capable of being registered and all enhancements or derivative works of any of the foregoing.
"Small Merchant” shall mean such categorization of Merchant(s) as per clause 19 under Merchant Covenants.
"Large Merchant” shall mean such categorization of Merchant(s) as per clause 19 under Merchant Covenants.
"Acquiring Banks” means for the purpose of Shriram One for Business solutions Terms, means the PSPs with whom Shriram Finance has entered into an arrangement to facilitate UPI based Payment Transactions such as Yes Bank Limited.
"Applicable Law” means all applicable laws, statutes, rules, regulations, guidelines, statutory or government notifications including Reserve Bank of India regulations and Payment Participant Rules (as defined below).
"Credit Information” is any credit specific information of You like Your Credit Score and Your Credit Information Report.
"Credit Information Report” is the report generated by authorised beaurue that is viewed by you on Shriram One for Business App.
"Shriram One for Business App" will mean the ‘Shriram One for Business’ app operated by Shriram Finance where the details of the Shriram One for Business Account can be viewed and managed.
"NPCI” shall mean National Payments Corporation of India, an umbrella organization incorporated in 2008 and acting as the settlement/clearing house/regulating agency for UPI services.
“Shriram Finance Products and Services”shall mean and include various products and services of Shriram Finance including but not limited to loans, BBPS, Shriram One UPI, fixed deposit, third party products such as, mutual funds and Digital Gold or such other products and services made available by Shriram Finance from time to time for the intending Customer or such other products/services as may be introduced by Shriram Finance, from time to time.
“Merchant” means a person or entity, involved in any legal business within India, who has created a Shriram One for Business Account for such business.
"Customer" is any person who initiates a payment for the purpose of purchasing goods or services from the Merchant.
“Merchant Store” means physical/offline retail presence operated by the Merchant in India.
“Payment Service Providers (PSPs)” means such entities (i) which are regulated by the Reserve Bank of India under Banking Regulations Act 1949 and is authorized by the Reserve Bank of India for providing mobile banking service, and (ii) with whom Shriram Finance has entered into an arrangement to facilitate UPI based Payment Transactions.
"Charge(s)" or "Service Charge" or “Fees” shall mean the charges payable by the Merchant to Shriram Finance for the availing Shriram Finance Products and Services as per the terms as may be stipulated through the Shriram One for Business App or through the Agreement / Merchant GTC.
“Shriram Finance Service Fee” shall mean the subscription, application fees, charges or levies payable to Shriram Finance by Merchant, for providing Business solutions.
"KYC” / “Know Your Customer” shall mean a process undertaken by Shriram Finance to verify the identity of the Merchant in accordance with the Applicable Law, for empanelment / on-boarding of the Merchant.
"Payment Participants” means all parties involved in the payment system including payment aggregators, card associations, Acquiring Banks, National Payments Corporation of India and the Reserve Bank of India, etc..
"Payment Participant Rules” will mean applicable rules, guidelines, directions, instructions, requests, etc. issued by Payment Participants from time to time.
"Settlement Amount” means the amount to be settled to the Merchant with respect to products and services purchased by the customer using Shriram Finance One for Business solutions and regarding Payment Transactions to be settled by Shriram Finance with a Merchant under the Business programme will mean an amount remaining after deducting Shriram One for Business soundbox Fees, Transaction Processing Fee/MDR (as applicable), refunds, chargebacks, any other charges/fees/deductables and applicable Taxes from such Payment Transaction or settlement towards any merchant/service provider expressly authorized by the Merchant, subject to Applicable Laws.
"RBI” shall mean Reserve Bank of India.
"Transactional SMS” for the purpose of these TnCs, shall mean the SMS(es) that are initiated by Shriram Finance to be sent to the Merchant’s registered mobile number and/or any other registered notifier mobile number, with respect to transaction(s) facilitated during the usage of Shriram Finance Business Services by the Merchant.
"UPI” shall mean the Unified Payment Interface, a payment platform offered by National Payments Corporation of India (“NPCI”).
"UPI Services” shall mean the services provided by Shriram Finance through Bank’s platform in order to enable the customers to make payments against the purchase of the products and services from the Merchants.
"Assets” shall mean soundbox devices and QR Sticker and Standee’s that are rented to merchant.
Shriram Finance shall enable features for the Merchant at the Merchant’s Store that will enable the Merchant to accept payments from its Customers through UPI – payments from customers through their bank account(/s), Rupay Credit cards, Wallets and Credit line on UPI, etc..
For the purpose of enabling payment acceptance and enabling You to manage as well as track transactions at Your Store, You may download the ‘Shriram One for Business’ mobile application that is available on app store and Playstore. You shall confirm the transactions at your Store subject to receiving a validation/ confirmation of receipt of payment from the Customer by checking the ‘Shriram One for Business’ App/SMS or as the case may be. You agree and confirm that Shriram Finance shall not be liable for any transaction at your Store only on the basis of a payment confirmation received by the Customer.
Shriram Finance may send Transactional SMS(es), service message or make transactional voice call, service call, auto dialler call (with pre-recorded announcement), auto dialler call (with connectivity to live agent), robo call etc. In addition, Shriram Finance may also send promotional messages or make promotional voice call, auto dialler call (with pre-recorded announcement), auto dialler call (with connectivity to live agent), robo call etc. for the purpose of conveying information on new features or products. You hereby give your explicit consent to receive such commercial communications.
Further, Shriram Finance may from time to time, notify You through the 'Shriram One for Business' mobile application/SMS/automated outbound call to levy any charge that may be deducted from your Settlement. Shriram Finance shall have a right to deduct the notified charges from Your settlement. In the event you have not accepted the same, Shriram Finance reserves the right to discontinue/suspend the chargeable services.
Each Party hereby represents, warrants and declare that:
In consideration of Shriram finance providing Business Solutions, You covenant to Shriram Finance as follows:
QR STICKER/STANDEE
"Merchant QR Code” shall mean the unique Quick Response (QR) code issued and assigned by the Company to the Merchant for the purpose of enabling digital payments. The Merchant QR Code is intended solely for use at the Merchant’s business premises or for the Merchant’s business activities, and must not be transferred, sold, reproduced, or misused for unauthorized transactions.
SOUNDBOX & SIM CARD USAGE
COLLECTION OF MONEY
COMMERCIAL TERMS
CHARGEBACK AND REFUNDS
GRIEVANCE REDRESSAL POLICY
To ensure that your concerns are addressed and resolved in a timely manner, Shriram Finance Ltd. has formulated an escalation matrix as set out below.
Level 1: Registration of your Complaint.
To register your complaint, please mail (merchantsupport@shriramfinance.in). We aim to resolve all your complaints at the earliest possible.
Level 2: Escalate to our Customer Support Centre.
Call our customer support centre at (1800 569 7766). Our customer support aims to resolve all your complaints within 10 business days.
Level 3: Escalate to our Grievance Redressal / Nodal Officer.
In relation to the extant guidelines as prescribed by the Reserve Bank of India, the details of our Grievance Redressal/Nodal Officer are set out below:
Mail ID : merchantsupport@shriramfinance.in
Mail ID : qrgrievance@shriramfinance.in
Resolution Process
CONFIDENTIALITY OF THESE TERMS
DATA PRIVACY AND SECURITY
INFORMATION SECURITY
ANTI-CORRUPTION AND ANTI-BRIBERY
Merchant agrees that its performance under these TnCs will be in full compliance with all applicable anti- corruption laws and regulations. Accordingly, Merchant agrees that in connection with its activities under these Terms, neither Merchant nor any agent, Affiliate ,employee, or other person acting on its behalf will offer, promise, give, or authorize the giving of anything of value, or offer, promise, make, or authorize the making of any bribe, rebate, payoff, influence payment, facilitation payment, kickback, or other unlawful payment to any government official, political party, or candidate for public office in order to obtain or retain business, gain any unfair advantage, or influence any act or decision of a government official.
TRANSACTION LIMITS
| Txn Limit (per/month) | Documents required |
|---|---|
| Rs.25,000 | Aadhar no. and Bank account |
| Rs.4,00,000 | Aadhar No., PAN card and Bank account |
| Rs.7,50,000 | Aadhar No., PAN card, GSTIN and Bank account |
TERMINATION
FORCE MAJEURE
Notwithstanding the provisions of these TnCs, neither Party shall be eligible for liquidated damages or termination for default against the non-performing Party, if and to the extent that the delay in performance or other failure to perform its obligations under the contract is the result of an event of Force Majeure.
If a Force Majeure situation arises, the affected Party shall promptly notify the other Party in writing of such conditions and the cause thereof. Unless otherwise directed by the Party in writing, the affected Party shall continue to perform its obligations under these TnCs as far as reasonably practical and shall seek all reasonable alternative means for performance not prevented by the Force Majeure event. The non-affected Party may terminate this contract, by giving a written notice of minimum 30 days to the affected Party, if as a result of Force Majeure, the affected Party being unable to perform a material portion of the Services for a period of more than 60 days.
If a Force Majeure situation arises, the affected Party shall promptly notify the other Party in writing of such conditions and the cause thereof. Unless otherwise directed by the Party in writing, the affected Party shall continue to perform its obligations under these TnCs as far as reasonably practical and shall seek all reasonable alternative means for performance not prevented by the Force Majeure event. The non-affected Party may terminate this contract, by giving a written notice of minimum 30 days to the affected Party, if as a result of Force Majeure, the affected Party being unable to perform a material portion of the Services for a period of more than 60 days.
NO CONSEQUENTIAL DAMAGES
GENERAL PROVISIONS
INDEMNITY
You agree to defend, indemnify and hold harmless Shriram Finance Limited (SFL), its promoters, officers, directors, employees, and agents, partners, co-branders, licensors, licensees, consultants, contractors, and other applicable third parties from and against any and all claims, demands, damages, obligations, losses, liabilities, causes of action, costs or debt, and expenses (including legal fees) arising out of:
The following terms and conditions were fixed and agreed upon by Shriram Finance with its partner Yes bank ltd. So the following TnCs will be applicable for all merchants who have partnered with Shriram One Business solutions
PARTNER TERMS AND CONDITIONS FOR MERCHANTS
These terms and conditions are applicable to all Merchants (defined below) who are availing services related to payment aggregation from YES Bank Limited and shall be effective from the date the Merchant has entered into an agreement with YES Bank Limited, a Program Manager (defined below) or a Market Place (defined below).
1. Definitions
In these terms and conditions, unless the context otherwise requires, the following terms shall have the meaning assigned to them hereunder:
“Applicable Law(s)” shall mean any statute, national, state, provincial, local, municipal, foreign, international, multinational or other law, treaty, code, enactment, regulation, ordinance, rule, judgment, notification, direction, order, decree, bye-law, approval of any Governmental Authority, directive, guideline, policy, requirement or other governmental restriction or any similar form of decision of or determination by, or any interpretation or administration having the force of law of any of the foregoing by any Governmental Authority having jurisdiction over the matter in question, whether in effect as of the date of these T&Cs or at any time thereafter;
“Bank” shall mean YES Bank Limited;
“Customer" means any person desirous of purchasing products or services from the Merchant, and intends to make payment in lieu of such product or service through a Channel;
“Channel” refers to any of the following payment channels: (a) credit card; (b) debit card; (c) RTGS (Real Time Gross Settlement); (d) IMPS (Immediate Payment Service); (e) NEFT (National Electronic Funds Transfer); (f) net banking; (g) UPI (Unified Payments Interface); and (h) BBPS (Bharat Bill Payment Service);
“Chargeback” shall mean settled transactions, which are at any time refused, debited or charged back to the Merchant’s account for any reason whatsoever;
"Delivery Due Date" sshall mean the date or period displayed by the Merchant on its website or its mobile application or otherwise notified to the Customer on or before which the Merchant shall deliver the products or services to the Customer;
“Proof of Delivery” hall mean, in respect of a product, proof to the satisfaction of the Bank, that the product has been delivered to the address specified by the Customer and in respect of a service, delivery or performance of the service, within Delivery Due Date;
"Dispatch Proof" shall mean, in respect of a product, proof to the satisfaction of the Bank, that the product has been dispatched to the address specified by the Customer and in respect of a service, delivery or performance of the service, within Delivery Due Date;
“Losses” shall mean all direct or indirect claims, damages, losses, expenses, liabilities, demands, deficiencies, interest, suits, judgments, awards, fines, penalties incurred (whether or not resulting from any third party claims), consequential damages, loss of profits or revenues, actual and direct out-of-pocket expenses, including reasonable attorneys’ fees.
“Market Place” shall mean an e-commerce marketplace entity, with which the Bank has an agreement;
“Merchant” shall mean a merchant utilising or proposing to utilise payment aggregation services of the Bank, to receive payment in lieu of delivery of products or services to Customers;
“PA / PG Guidelines” shall mean the Payment Aggregator and Payment Gateway directions issued by the RBI (originally dated March 17, 2020 and its clarifications of March 31, 2021), as revised by the RBI’s Master Direction on Regulation of Payment Aggregators 2025 issued September 15, 2025.
“Program Manager” shall mean a vendor of the Bank with which the Bank has a tie-up for sourcing Merchants and facilitating services to Merchants;
“Regulatory Authority” shall mean any Indian regulatory bodies, including the RBI;
“RBI” shall mean the Reserve Bank of India;
“T&Cs” shall mean these terms and conditions, applicable to Merchants; and
“Transaction” means every order that results in the delivery by the Merchant to the Customer of the product(s) or services in respect of which the order was placed.
2. Methods of on-boarding Merchants
The Bank shall on-board Merchants in the following manner:
a) Through direct on-boarding via an agreement with the Bank;
b) Through on-boarding via an agreement with a Program Manager; or
c) Through on-boarding via an agreement with a Market Place.
3. Audit and Inspection
In order to ensure if the Merchant may continue availing payment aggregator services, the Bank shall (or require a Program Manager or Market Place or third party auditor to) undertake a security audit of the Merchant or the prospective Merchant to ascertain compliance, as and when required. The Bank may obtain periodic security assessment reports either based on the risk assessment and/or at the time of renewal of agreements.
The Merchant shall submit a third-party security audit report of the Merchant’s platform and systems as per the standards suggested by the Bank from time to time, unless specifically exempted in writing by the Bank.
The Merchant shall permit the authorized representatives of the Bank to carry out physical inspections of the place(s) of business and records to verify compliance during normal business hours of the Merchant by giving prior written notice of not more than 3 (three) business days. The Merchant shall permit the authorized representatives of the Bank to audit the Merchant’s platform and systems to verify compliance to security guidelines by giving prior written notice of not more than 2 (two) business days.
The Merchant hereby permits Regulatory Authorities, including persons authorised by such Regulatory Authorities, to access its documents, records of Transactions and other necessary information given to, stored or processed by it, within a reasonable time and shall permit a Regulatory Authority to cause an inspection to be made of its premises and the books of accounts and other documents, by one or more of its officers or employees or other persons.
4. Merchant’s Covenants
By using the payment aggregation services of the Bank, the Merchant hereby agrees, undertakes and covenants as follows:
The Merchant shall not dupe Customers and shall not sell fake, counterfeit, or prohibited products as per the negative list in Annexure I (Negative List), or operate in a manner that has mala fide intentions.
The Merchant’s website and mobile application shall clearly indicate the terms and conditions of the service and time-line for processing returns and refunds.
The business activities of the Merchant do not fall under the negative list in Annexure I (Negative List) below, as amended/revised from time to time and published on the website of the Bank, available at [https://www.yesbank.in/pdf?name=term_and_conditions_upi_based_payments_solution_for_business_pdf.pdf] without prior or post intimation to the Merchant.
The Merchant’s infrastructure shall be compliant with Payment Card Industry-Data Security Standard (PCI-DSS) or Payment Application-Data Security Standard (PA-DSS), as applicable.
The Merchant shall not, in any case, save any customer card and such related data, in compliance with the PA/ PG Guidelines and other guidelines and circulars issued by the RBI.
The Merchant shall prior to accepting any order(s) from the Customer, ensure that appropriate instructions and/or information has been provided to the Customer in accordance with the requirements of Applicable Law and regulations, and appropriate disclosures and disclaimers are displayed conspicuously on the website and the mobile application of the Merchant in relation to the same.
The Merchant shall comply with all Applicable Laws and regulations while offering the Products and/or Services to the Customers. The Merchant shall not offer anything to the Customers, which is illegal or offensive and is not in compliance with Applicable Laws and regulations, whether federal, state, local or international of all jurisdiction from where the Customers of the Merchant avails the Products and/or Services.
The Merchant agrees to put up such notices, disclaimers or warranties as may be requested by the Bank and the Merchant shall comply with the aforesaid requests forthwith.
The Merchant agrees and confirms that all risks associated with the delivery of the products and/or services by the Merchant shall be solely that of the Merchant. Any and all disputes regarding quality, merchantability, non-delivery and delay in delivery of the products and/or services or otherwise will be resolved directly between the Merchant and the Merchant’s customer without making the Bank a party to such disputes.
The Merchant shall keep the Bank informed of the claims it receives in relation to Transactions or any other matter in connection with the arrangement under these T&Cs, providing details as may be required by the Bank. However, the Bank shall not be under any obligation to provide any assistance to it in connection with any such claim.
The Merchant shall not engage in activities of any nature involving virtual digital assets (like crypto/virtual currencies and NFTs) including but not restricted to trading, settling, clearing, giving loans against virtual digital assets, accepting them as collateral and transfer or receipt of money in any account relating to purchase or sale of virtual digital assets.
The Merchant acknowledges that the provision of products and/or services under the Transaction shall be transactions between the Merchant and the Customer without the Bank being a party thereto.
The Merchant shall take all precautions as may be feasible or as may be directed by the Bank, the Program Managers or Market Places and other relevant parties to ensure that there is no breach of security.
The Merchant shall give written notice to the Bank prior to any change in its constitution or composition or ownership or business or commercial activity. The Merchant shall promptly inform the Bank of any fault or suspected fault in the payment instructions delivered to the Bank.
The Merchant shall enter into Transactions only in INR (Indian Rupees), unless otherwise permitted by the Bank in writing in advance.
The Merchant agrees and confirms that the Bank shall not be liable to the Merchant for any loss or damage whatsoever or 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 Bank’s payment aggregation services, except where such loss or damage is solely and directly attributable to the Bank.
The Merchant shall follow (a) any and all additional guidelines that are released by RBI or any other competent authority, and (b) guidelines issued by the Bank and communicated to the Merchant in writing.
The Merchant agrees and confirms that any Transaction entered by the Merchant, in any of the following circumstances shall be the final responsibility of Merchant, and the Bank will not be liable for any damages, liabilities or claims arising in any of the following circumstances: (a) which are fraudulent, collusive, illegal, misrepresented or otherwise irregular in any manner whatsoever; or (b) in relation to a Customer’s complaint or request for an adjustment, which has not been resolved; (iii) which are recorded or submitted otherwise than in accordance with these T&Cs and any other terms and conditions communicated by the Bank to the Merchant in writing.
The Merchant shall ensure that the Transaction information (e.g. Merchant Category Code (MCC), Transaction type, payment identifiers, etc.) sent to the Bank is correct and any claims, demands, disputes, fines or Losses incurred due to or arising in connection with supply of any incorrect information sent by Merchant shall be the sole responsibility and liability of the Merchant.
The Merchant shall not be entitled to transfer or assign any of its rights or obligations under the contractual arrangement contemplated herein to any third party, including any contractual arrangements entered into with the Bank, the Program Manager or the Market Place.
The Merchant shall be responsible and accountable for proper and prudent maintenance of authorization letters, required necessary documents, information and related documentation in respect of Transactions, and provide such documents in such form and manner as may be required by the Bank from time to time.
The Merchant shall enter into Transactions only in relations to products and/or services provided by it to the Customer.
The Merchant shall ensure strict confidentiality of all Customer data and information and compliance with Applicable Laws and regulations on privacy and data security, including the Information Technology Act, 2000 and the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011. The Customer shall not be required or asked to disclose any confidential or personal data, which may be prejudicial to the interests of the Customer. The Merchant shall use the Customer's data only for the purpose of completing the Transaction and executing the delivery of goods or services, for which it was furnished, and shall not sell or otherwise furnish such information to any third party.
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, which are displayed and offered on the website and the mobile application.
Channel Acceptance:
The Merchant shall not levy any service charges or convenience fee on the Customer for the use of a Channel, subject to the instructions, circulars, and advisories issued by the RBI or the Bank. Further, the Merchant shall not place any minimum limit on the Transaction for the use of a Channel, subject to the instructions, circulars, and advisories issued by the RBI or the Bank.
Transaction Handling:
The Merchant shall preserve copies of, Transaction sales invoices, Proof of Delivery and Dispatch Proof for such minimum period as prescribed under relevant taxation laws and provide the same to the Bank within 3 business days from the date of the Bank’s request for such information and in case of failure to do so, refund the Transaction amount to the Bank.
The Merchant shall be responsible and accountable for proper and prudent maintenance of authorization letters or required necessary documents with regard to [mail order] Transactions and provide in such form and manner as may be required by the Bank from time to time, information and related documentation in respect of Transactions.
While presenting any Transaction information, the Merchant shall certify to the Bank that (i) all statements of facts contained therein are true and complete in all respects, (ii) the Transaction information pertaining to each sale has been supplied only once, and (iii) that the sale of such products and/or services are not unlawful or prohibited.
The Merchant acknowledges that settlement instructions and Merchant directed payout instructions (if availed by the Merchant) shall be received from the Program Manager or Market Place, as the case may be. The Merchant agrees and acknowledges that the Bank shall not be liable for any Losses arising out of or on account of instructions provided to the Bank by the Program Manager or the Market Place, as applicable.
5. General Terms
The Bank shall, in relation to a Transaction, be entitled at any time to hold or refuse payment hereunder to the Merchant, or if payment has already been made to the Merchant, to recover the same from the Merchant or to seek immediate reimbursement/refund from the Merchant towards the amounts so paid, and if any such refund claimed by the Bank exceeds the amount due to Merchant from the Bank, the Bank shall be entitled to recover the excess amount from the Merchant by debiting the same from Merchant’s account maintained with the Bank or by adjusting the same from the future payables/settlements to the Merchant, notwithstanding any authorization given by the Bank to the Merchant, if:
The Bank shall endeavour to settle payments of amounts when due to the Merchant per the settlement timelines as provided in the agreement the Merchant has entered into with the Bank, Program Manager or Market Place, as applicable.
The Bank shall be entitled to set-off and deduct from the amounts payable to the Merchant, amount lying in Merchant’s account with:
the amount of refund due to any Customer in accordance with the procedure for refund set out under these T&Cs;
overpayment made by the Bank due to errors or otherwise;
any other sum due from or payable by the Merchant to the Bank including without limitation on any Chargebacks herein; and
any taxes or claims required to be paid under law or in terms of the directions of any regulatory or legal authority.
The Merchant hereby agrees to hold funds with the Bank as mutually agreed by the Bank and the Merchant, Program Manager or Market Place, as applicable.
The Merchant acknowledges that the payment aggregation services may not be uninterrupted or error free or virus free and the Bank disclaims all warranties, express or implied, written or oral, including but not limited to warranties of merchantability and fitness of the services for a particular purpose.
The Bank’s sole obligation and the Merchant's sole and exclusive remedy in the event of interruption in the payment aggregation services shall be to use all reasonable endeavours to restore the said services as soon as reasonably possible.
Merchant understands that the payment aggregation services provided by the Bank is dependent on third party networks and platform. Bank shall not be liable or responsible for any failure or delay in performance of its obligation under this arrangement, if such failure or delay is caused due to interruptions in third party networks or platform used or involved in providing the payment aggregation services.Any device, system, software or login credentials provided to the Merchant as part of availing the payment aggregation services shall be use or operated by the Merchant or its authorised representative. Merchant shall be solely liable and responsible for any error or mistake, if any occurs while inputting the Customer or Transaction data.The Merchant shall bear any and all taxes, cess or other charges to be chargeable for the services being provided by the Bank. The final settlement of Transaction amount to the Merchant shall be subject to all tax, cess or other charges (including TDS if any) and MDR or TDR, as applicable from time to time.The payment aggregation services will be provided to the Merchant, subject to the limits set by the Bank from time to time in relation to each Merchant.
Merchant shall procure and hold valid any licenses or permits required to conduct his or her business activities.
6. Chargeback and refund
Chargeback: Any Transaction entered by the Merchant in any of the following circumstances shall be the final responsibility of the Merchant notwithstanding that the Transaction was accepted or paid by the Bank and the Merchant agrees to the Bank’s charging back of the Transaction without any demur or protest in the following circumstances:
If the Bank is entitled to Chargeback any Transaction or if the Bank is entitled to payment or reimbursement from the Merchant of any amount under these T&Cs the Bank may at its discretion, give effect to such Chargeback entitlement through any one or more of the following methods subject to dispute resolution mechanism of the payment network of the Channel, where the relevant Channel is a credit or debit card:
Refund: The Merchant, in the event that any products or services are not received by a Customer or are rejected pursuant to noncompliance by the Merchant
In the alternative, the Bank may in its discretion adjust all such amounts from the amount payable by it to Merchant or provide for such other procedure for refund in writing, as the Bank may deem fit from time to time.
7. Indemnity
The Merchant hereby undertakes and agrees to indemnify the Bank and hold the Bank harmless and keep the Bank including its officers, directors and agents at all times fully indemnified and held harmless from and against all actions, proceedings, claims, liabilities (including statutory liability), penalties, Chargebacks, demands and costs (including without limitation, legal costs), awards, damages, Losses and/or expenses however arising directly or indirectly, including but not limited to, as a result of:
Merchant shall be liable to pay the amount required to be so paid by reason of the indemnity agreed to be provided hereinabove to the Bank, as determined by the Bank in its sole discretion under this provision, on demand and the Bank shall be entitled to adjust the amounts so determined to be due from the Merchant against the future payments due from the Bank to the Merchant.
Notwithstanding any other provisions of these T&Cs and any other provision in the agreement entered by the Bank with the Merchant, Program Manager or Market Place, as applicable, the Bank shall under no circumstances be liable to any Person, including the Market Place, Program Manager, Merchant or Customer or any other third party for any Losses whatsoever including any loss of profits or revenues, indirect, consequential or similar damages arising out of or in connection these T&Cs, any agreement entered by the Bank with the Merchant, Program Manager or Market Place, or the Transaction, materials, information technology services or assistance provided under these T&Cs or any agreement entered by the Bank with the Merchant, Program Manager or Market Place, as applicable, save and except for any direct losses on account of fraud attributable to the Payment Aggregator or its employees.
The aforesaid clauses shall survive the termination of the agreement entered into by the Merchant with the Program Manager, the Bank or the Market Place.
8. Confidentiality
The Merchant at any time or under any circumstances, without the written consent of the Bank, shall not directly or indirectly communicate or disclose to any person Confidential Information (as defined herein). The Merchant agrees to protect the Confidential Information with the same standard of care and procedures used by themselves to protect their own proprietary information of similar importance but at all times using at least a reasonable degree of care.
“Confidential Information” shall mean any information relating to, disclosed, accessed, received or collected (by or on behalf, of a party) in the performance of these T&Cs, including but not limited to, the terms of any agreement entered into by the Bank with the Program Manager, Market Place or Merchant, as applicable, financial, business and technical plans, pricing information etc. The Confidential Information shall include (i) any and all information accessed through or provided by the Bank’s computing system, database, server, website, application or networked environment or domain (collectively, “Bank Systems”); (ii) any password or login credentials issued to the Market Place for access to any Bank Systems; (iii) any information disclosed, accessed, received or collected through a third party acting on behalf of the Bank. However, such obligations shall not apply in the following cases:
v. Confidential Information already in the possession of the Merchant, without breach of any confidentiality obligation set out above;
vi. Confidential Information which is or becomes generally available to the public, without breach of any confidentiality obligation set out above;
vii. Confidential Information that is independently developed by the Merchant, without breach of any confidentiality obligation set out above;
viii. Confidential Information disclosed to the Merchant by a third party who is not subject to any confidentiality restriction; or
ix. Confidential Information that is required to be disclosed by law or under a court order or by the applicable regulations or policies of any Governmental Authority, provided that the said disclosure is with prior intimation to the Bank.
Further, the Merchant shall not, without the prior written consent of the Bank and the Customer, use or disclose the name of the Customer and any Confidential Information of the Customer, Transactions and/or relating to the Bank and its business including legal, financial, technical, commercial, marketing and Transaction related records, data, documents, reports, the terms of these T&Cs to a third party unless such disclosure is compelled pursuant to the requirements of law or court order or by the applicable regulations or policies of any Regulatory Authority or agency of competent jurisdiction.
The Merchant agrees and undertakes that it shall:
9. Data Protection
Merchant shall ensure compliance with all Applicable Laws [including the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011, as amended from time to time] in its collection, use, storage or disposal of Customers’ information.
Merchant understands and agree that the proprietary rights over the transactional data (“Transactional Data”) generated or collected as part of providing the payment aggregation services shall be vested solely with the Bank and shall form part of the Confidential Information of the Bank. Merchant shall ensure that the Transactional Data, whatsoever received by the Merchant, shall be stored within the systems or servers located in India, and shall not be transmitted outside the territory of India, without prior written permission of the Bank.
If any device, systems or networks used by the Merchant in connection with availing the payment aggregation services, suffers any actual or threatened cyber-attack or data breach (“Incident”), the Merchant shall notify the same to the Bank within 1 hour of the Incident.
Upon request by the Bank or upon termination of this arrangement, whichever is earlier, the Merchant shall immediately return Bank’s Confidential Information and destroy the copies of the same. However, the Merchant will be entitled to retain, and shall retain, copies of such Confidential Information, which the Merchant is bound to retain due to any statutory or regulatory requirements under Applicable Law, only for such time and extent as required by the relevant statutory or regulatory guidelines.
10. Intellectual Property
All intellectual property rights (“IPRs”), whether registered or not, used in connection with the payment aggregation services (including the products, software, programs, channels, methodologies, technologies, logos etc. used for providing the services) being provided by the Bank, is and shall remain the sole property of the Bank. The Merchant shall not use Bank’s IPRs, in any manner whatsoever, without prior written permission of the Bank.
11. Law and Jurisdiction
Any dispute with regard to the services provided under this arrangement shall be governed by the laws of India. The Merchant agrees that the courts and tribunals of Mumbai shall have exclusive jurisdiction on any disputes which may arise in connection with the payment aggregation services being provided under this arrangement. However, the Bank shall be at liberty, at its sole discretion, to approach any other court or tribunal of competent jurisdiction to seek any relief against the Merchant, Customer or any third party, in connection with the services being provided under this arrangement.
12. Miscellaneous
In the event of a conflict between the provisions of these T&Cs and relevant RBI regulations or other statutory enactments or applicable regulations, the provisions of such RBI regulations or other statutory enactments or applicable regulations shall prevail over the conflicting provisions of these T&Cs. Further, the relevant provisions of the RBI regulations or other statutory enactments or applicable regulations shall be deemed to be incorporated into these T&Cs, and these T&Cs should be read in tandem with the provisions of such RBI regulations or other statutory enactments or applicable regulations. These T&Cs would be updated from time to time to make them consistent with Applicable Law and will be published on the website of the Bank.
ANNEXURE I
NEGATIVE LIST
1. Merchant categories that have been banned under central or state laws and any regulations as may be applicable, and any products or services that are not in compliance with the Applicable Laws and regulations whether federal, state, local or international, including the laws of India;
2.Merchants operating such businesses, as those not specifically permitted by a regulator, statutory or any other competent authority – like lotteries, casinos, nightclubs, gambling, and betting etc.;
3. Merchants engaged in activities posing a high brand or reputational risk, like – adult goods and services, pornography (including child pornography), sexually suggestive materials (including literature, imagery and other media), escort or prostitution services, website access and/or website memberships of pornography or illegal sites, adult themes, other obscene materials etc.;
4. Merchants operating in financial products/services/ asset classes that are not regulated, like – cryptocurrency etc.;
5. Copyright Infringement including (i) copyright unlocking devices which include mod chips or other devices designed to circumvent copyright protection, (ii) copyrighted media which includes unauthorized copies of books, music, movies, and other licensed or protected materials, and (iii) copyrighted software which includes unauthorized copies of software, video games and other licensed or protected materials, including OEM or bundled software;
6. Anything for the purpose of bribery or corruption, as notified by the RBI or any other regulator or as per Applicable Law;
7. Body parts which include organs or other body parts;
8. Bulk marketing tools which include email lists, database providers, telemarketers, software, or other products enabling unsolicited email messages or tele-calls (spam), or any activities prohibited by the Telecom Regulatory Authority of India;
9. Cable descramblers and black boxes which include devices intended to obtain cable and satellite signals for free;
10. Counterfeit and unauthorized goods which include replicas or imitations of designer goods, items without a celebrity endorsement that would normally require such an association, fake autographs, counterfeit stamps, and other potentially unauthorized goods;
11. Drugs and drug paraphernalia which include illegal drugs and drug accessories, including herbal drugs like marijuana, salvia and magic mushrooms etc.;
12. Drug test circumvention aids which include drug cleansing shakes, urine test additives, and related items;
13. Endangered species which include plants, animals or other organisms (including product derivatives) in danger of extinction;
14. Gaming/ gambling which include lottery tickets, sports bets, memberships/ enrolment in online gambling sites, and related content
15. Government IDs or documents which include fake IDs, passports, diplomas, and noble titles;
16. Hacking and cracking materials which include manuals, how-to guides, information, or equipment enabling illegal access to software, servers, website, or other protected property;
17. Illegal goods which include materials, products, or information promoting illegal goods or enabling illegal acts;
18. Miracle cures which include unsubstantiated cures, remedies or other items marketed as quick health fixes;
19. Offensive goods which include literature, products or other materials that may result in defamation or discrimination, encourage violence or hatred;
20. Pyrotechnic devices, combustibles, corrosives and hazardous materials which include explosives and related goods, toxic, flammable, and radioactive materials and substances;
21. Regulated goods which include air bags, batteries containing mercury, freon or similar substances/ refrigerants, chemical/ industrial solvents, government uniforms, car titles, license plates, police badges and law enforcement equipment, lock-picking devices, pesticides, postage meters, recalled items, slot machines, surveillance equipment, goods regulated by government or other agency specifications, including weapons (i.e. firearms, ammunition, knives, brass knuckles, gun parts, gun powder or explosives) and wholesale currency including discounted currencies or currency exchanges;
22. Tobacco and cigarettes which include cigarettes, cigars, chewing tobacco, and related products;
23. Live animals or hides/ skins/ teeth, nails and other parts etc. of animals;
24. Multi-level marketing collection fees and any business involved in multi-level marketing or pyramid marketing fees or get-rich-quick schemes;
25. Matrix sites or sites using a matrix scheme approach;
26. Work-at-home approach and/ or work-at-home information;
27. Drop-shipped merchandise;
28. The User providing services that have the potential of casting the payment gateway facilitators in a poor light and/ or that may be prone to buy and deny attitude of the cardholders when billed (e.g. adult material/ mature content/ escort services/ friend finders) and thus leading to Chargeback and fraud losses;
29. Businesses or website that operate within the scope of laws which are not absolutely clear or are ambiguous in nature;
30. Virtual currency, cryptocurrency, prohibited investments for commercial gain or credits that can be monetized, re-sold or converted to physical or digital goods or services or otherwise exit the virtual world;
31. Money laundering services;
32. Bidding/ auction houses;
33. Money Changer and Money Transfer Agents;
34. Domestic Money Transfers, except to the extent performed by an authorised bank agent in accordance with RBI regulations;
35. Offshore corporation;
36. Crowdsourcing platforms; and
37. Any other product or service, which in the sole opinion of either the Bank, is detrimental to the image and interests of either of them/ both of them, as communicated by either of them/ both of them to the Customer from time to time. This shall be without prejudice to any other terms & conditions mentioned in these T&Cs.
SCHEDULE I
Prohibited Items Declaration
You declare and undertake that You will conduct Your business lawfully in connection with Shriram Finance payment acceptance and use of Shriram Business Services. You shall be responsible to conduct Your business in accordance with the laws of the land and ensure that all applicable licenses, registrations and permissions necessary for sale of Products. You shall not engage in sale/ purchase of prohibited and restricted Products under all applicable laws, rules, regulations and abide by geographical and state level restrictions. The banned list of Products as published by the government, departments and regulators including those published under various acts (illustrated below) shall be complied at all times.
Illustrative list* of few legislations which have prohibitive and restrictive provisions, as amended from time to time and including rules and guidelines issued thereunder is as follows:
* The list is only indicative and not exhaustive. Legislations and rules, regulations thereunder have provisions related to things that cannot be done – prohibitions and restrictions. Restricted products are those that are legal to sell but need permissions or licenses and Prohibited products are those that you are just not allowed to sell.
For and on behalf of Merchant**