TERMS AND CONDITIONS FOR WEBSITE/MOBILE APPLICATION

These Terms and Conditions (“Terms and Conditions”) govern your use of our website ("www.capizal.in") or mobile application (“PayGro”). The Website and the App shall collectively be referred to as the “Platform”. These Terms and Conditions mandate the terms on which you will avail the Services (as defined below) and/or access the Platform and/or list and sell your products and/or services through it.

The Platform is owned and operated by Capizal Finserv Private Limited, a private limited company incorporated under the Companies Act, 1956 and having its registered office address at: Kundan Heritage, Railway Station, Old Mumbai - Pune Highway, opp. Khakdi, Anupam Nagar, Bopodi, Pune, Maharashtra 411003. For the purpose of these Terms and Conditions, wherever the context so requires, “you”, “your”, or “user” shall mean any natural or legal person who either visit the Platform or avail the Services/transact on the Platform as a registered user. The terms “Capizal”, “we”, “us” or “our” shall mean Capizal Finserv Private Limited. By accepting these Terms and Conditions, you acknowledge and agree to these Terms and Conditions and other Capizal policies that Capizal makes applicable to you from time to time, to the fullest extent possible.

Your use of the Platform is governed by the following terms and conditions as applicable, including the applicable policies which are incorporated herein by way of reference. If you transact on the Platform, you shall be subject to the policies that are applicable to the Website/App for such transaction. By mere use of the Website/App, you shall be contracting with and these terms and conditions including the policies constitute your binding obligations, with Capizal.

1. Eligibility:

   You expressly acknowledge and agree that:

   1. you are a legal person of at least eighteen (18) years of age;
   2. you are capable of entering and authorized to enter into a legally binding agreement;
   3. your employees, officers, representatives, and other agents accessing our Platform are duly authorized to access the same and avail our Services;
   4. all registration information you submit is accurate and truthful;
   5. the accuracy of such information will be maintained by you;
   6. you are in no way prohibited from accessing or using the Services under the laws of India;
   7. you are an entity duly constituted and validly existing under Indian law,
   8. To avail our Services, you should have an active Indian mobile number and bank account.

2. Services:

   1. We own certain software through which regular mutual funds, digital gold (Gold T&C) and utility bill payments is enabled through our Website or Platform, along with a facilitation mechanism for processing of transactions with regard to third-party APIs integrated into our Platform (“Services”). These include a dashboard service and such other value-added services as may be notified by us from time to time at our sole discretion.
   2. These Services may be amended from time to time, which amendments, if being of a material nature, shall be notified to you. We are entitled to undertake enhancements for customer experience which may also be in the nature of optimization procedures, both manual and machine learning based, for different modes of payments in order to improve the payment performance, and for safeguarding and transaction security.
   3. You acknowledge that you shall be required to provide up to date, correct and accurate information, including your mobile number registered with the relevant bank, email address, and any other information, details as maybe required by us from time to time.
   4. You undertake not to access or attempt to access the Services provided by us on our Platform by any means other than as provided by us. You specifically undertake not to access or attempt to access the Services through any automated means (including by use of scripts or web crawlers).

3. Charges and Payments:

   1. Use of the Platform may result in charges to you for the services you receive. We will facilitate your payment of the applicable charges on the Platform. The Platform includes a payment gateway made through an electronic and automated collection and remittance service (“Payment Gateway”) hosted through ICICI Bank (“Payment Gateway Service Providers”).
   2. By accepting these Terms and Conditions, you expressly authorize us to hold, receive, disburse and settle funds to the Payment Gateway Service Providers for the products/services showcased on our Platform on your behalf. Through such authorization, we shall also be able to process each transaction you have initiated on our Platform. This processing shall be done through your designated bank account, provided by you at the time of your registration on our Platform. The authorization provided herein under shall remain in full force and effect until specifically terminated.
   3. Capizal shall assume no liability whatsoever for any monetary or other damage suffered by you on account of any delay, failure, interruption, loss or corruption of any data or other information transmitted in connection with use of the Payment Gateway; or for any interruption or errors in the operation of the Payment Gateway.
   4. You confirm that when you initiate a payment transaction and/or issue an online payment instruction to provide your Credit card/ debit card/ bank account details.
   5. Capizal does not, store, transfer or otherwise make use of your bank and payment details for any unlawful purpose, or share the same with any third-party service providers other than as lawfully required to facilitate transactions with such third-party service providers.

4. Taxes:

   1. The Services shall not include any taxes or service charge, as may be applicable from time to time. These will be charged at the prevailing rates and shall be payable by you to at the time of requesting to avail the Services, as may be determined by us.
   2. Any confirmed request price is subject to change, if there is a change in or imposition of a charge, tax or levy by the Government which may become applicable and increase the price of the Services.

5. Privacy:

   These Terms and Conditions are to be read in consonance with the Privacy Policy as uploaded on the App and which can be accessed at (“www.capizal.in”).

6. Credit / Debit Card / Bank Account Details:

   1. You agree, undertake and confirm that the Credit/ Debit Card/ Bank Account details provided by you, for availing the Service/s, shall be correct and accurate and you shall not use a Credit/ Debit Card/ Bank Account which is not lawfully owned by you. You further agree, undertake and confirm with Capizal to provide Capizal and/or the respective Payment Gateway Service Providers, with your correct and valid Credit/ Debit Card/ Bank Account details;
   2. You further agree, assure, warrant and confirm that when you initiate a payment transaction and/or issue an online payment instruction and provide your Credit/ Debit Card/ Bank Account details:
      1. You are fully and lawfully entitled to use such Credit/ Debit Card/ Bank Account for such transactions;
      2. You are responsible to ensure that the Credit/ Debit Card/ Bank Account details provided by you are accurate;
      3. You are responsible to ensure that sufficient credit is available on your nominated Credit/ Debit Card/ Bank Account at the time of making the payment, so as to permit the payment of the bill/s selected by you inclusive of the applicable fee/s, if any.
   3. Furthermore, you agree, undertake and confirm that Capizal shall not be held liable for any Credit/ Debit Card/ Bank Account fraud herein and that the liability for use of a Credit/ Debit Card/ Bank Account fraudulently by you, shall be entirely upon you and the onus to prove otherwise, shall also be exclusively upon you.
   4. Capizal agrees, undertakes and confirms that the said Credit/ Debit Card/ Bank Account details provided by you herein, shall not be utilized and shared by Capizal and/or the Payment Gateway Service Providers with any third party and/or person, unless the same is required for any fraud verification or by any authority under the prevailing laws, regulations or by a Court Order.

7. Representation, Warranties and Covenants:

   You hereby represent, warrant and covenant that:

   1. You shall not impersonate any person or entity, falsely claim or otherwise misrepresent an affiliation with any person or entity, or access the accounts of others without permission, forge another person’s digital signatures or perform any other fraudulent activity;
   2. You agree and understand that at the time of registration on the Platform, a username and password shall be generated which is to enable you to access your account on the Platform. You shall not share the username and password with other persons and acknowledge that such sharing shall cause irreparable harm to Capizal and that you shall be liable to indemnify Capizal for any loss or damage suffered as a result of any unauthorized use.
   3. The details of your transactions shall appear on the dashboard of your account on the Platform.
   4. You have appointed Capizal merely as a facilitator for payments to be received by the Payment Gateway Service Providers;
   5. Except as expressly provided herein, all warranties, responsibilities, express or implied, written or oral, including but not limited towards warranties of merchantability, any service interruptions (including on account of communication outages, system failures or other interruptions that may affect the receipt, processing, acceptance, completion or settlement of Transactions) along with fitness of Services are disclaimed and Capizal does not warrant that the functions contained in the Platform or the Services shall be uninterrupted or error free.

8. Confidentiality and Intellectual Property:

   1. You as well as we acknowledge that, pursuant to these Terms and Conditions, either or both of us may have access to certain confidential information of the other and accordingly, each Party agrees not to disclose to any third party any confidential information of a disclosing Party.
   2. You shall ensure that no person who has access to our Platform shall reverse engineer, decompile or disassemble any software shared/disclosed by us, or write or develop any derivative software or any other software program based thereon.
   3. All worldwide rights, title and interest in and to the Services (including without limitation ownership of all intellectual property rights therein and to the Platform) shall be owned by Capizal. You understand and agree that the customizations, if any, carried out for and on behalf of you shall be intellectual property rights of Capizal and that you can only use such additional modifications/ amendments during the term of the engagement.

9. Limitation of Liability:

   In no event shall Capizal, its directors, officers, employees, affiliates, agents, contractors, principals, or licensors be held liable for any direct, indirect, incidental, punitive, special, or consequential damages arising from the Users’ use of the Services or any content or material thereof provided on the Platform or for any other claim related in any way to the Users’ use of the Services or any content or material thereof provided on the Platform, including but not limited to, any errors or omissions in any content or material or any loss or damage of any kind incurred as a result of the use of the Services or any content or material thereof, even if advised of their possibility. Where the laws do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such jurisdictions, Capizal’s liability shall be limited to the extent permitted by law.

10. Indemnity:

    You hereby agree to indemnify defend and hold harmless Capizal, its subsidiaries, affiliates, officers, directors, employees, service providers, contractors, licensors and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debts, and expenses, including but not limited to attorney's fees, arising from your use and access to the Platform; resulting from or alleged to result from, your violation of any of these Terms and Conditions; violation of any third party right, including without limitation any copyright, property, or privacy right; and your breach of any applicable laws.

11. Suspension and Termination:

    We shall have the right to suspend the Services immediately, including withholding, rejecting the settlements that is or may be suspicious, susceptible or fraudulent or for risk management purposes, pending inquiry and/or resolution of such issue, including any breach of these Terms and Conditions. Termination of these Services shall not release any Party from the obligation to make payment of all amounts then due and/or payable; all outstanding dues payable shall be settled upon such termination.

12. Dispute Resolution, Governing Law and Jurisdiction:

    1. These Terms and Conditions shall be governed by and construed in accordance with the laws of India.
    2. Any difference, dispute, conflict or controversy, including any question as to its existence, validity or termination, arising out of or in connection with these Terms and Conditions (“Dispute”) shall, if not amicably settled within 30 (thirty) days after the receipt by one Party of a written notice from the other Party of the existence of such Dispute, be referred to and resolved in accordance with the Arbitration and Conciliation Act, 1996 by a sole arbitrator mutually appointed by the Parties. The seat and venue of arbitration shall be Pune and the arbitration shall be conducted in English. The award of the arbitrator shall be final and binding upon the Parties. Each Party shall bear its own cost of arbitration.
    3. The Courts at Pune shall have sole and exclusive jurisdiction over any matters related to these Terms and Conditions.

13. Objectionable Material:

    1. You understand that by using this Website/App and/or availing the Services facilitated/ provisioned on the Website/App, you may encounter content/s that may be deemed by some party or person to be offensive, indecent or objectionable, which content/s may or may not be identified by Capizal as such;
    2. You agree to use the Website/App and/or the Services, at your sole risk and that to the fullest extent permitted under applicable laws, wherein Capizal and its affiliates shall have no liability to you for content/s that may be deemed offensive, indecent or objectionable to you.
    3. You agree to inform Capizal if you come across any content/s that is/are offensive or violate these Terms and Conditions or infringes any intellectual property rights so as to enable Capizal to keep the Website/App working efficiently and in a safe manner. Capizal reserves the right to take down any such content/s and further take all reasonable technical and legal steps to prevent the misuse of the Website/App in keeping with the letter and spirit of these Terms and Conditions. In the event you encounter any problems with the use of the Website/App or the Services you are requested to report the problem by E-mail to Capizal at query@paygro.in .

14. Miscellaneous Terms:

    1. You agree that any violation of these Terms and Conditions will cause irreparable harm and damage to us, for which monetary damages would not be an adequate remedy. You hereby agree that we have a right to obtain an injunctive or equitable relief that we may deem necessary or appropriate in such circumstances. These remedies are in addition to any other remedies that we may have at law or in equity.
    2. Nothing contained herein shall be deemed or construed by the Parties nor by any third party as creating a relationship of a partnership or a joint venture or an owner and an agent, it being understood and agreed that neither any provision contained herein, nor any act of the Parties hereto, shall be deemed to create any relationship between the Parties hereto, other than as contemplated herein.
    3. You agree that you may not and will not hold yourself out as a representative, agent, or employee of Capizal and Capizal shall not be liable for any representation, act or omission on your part.
    4. Capizal does not preview what people say on community forums and blogs, but, if Capizal finds that you are using such forums in ways that do not support original purpose of Capizal, Capizal will prevent you from using the Platform generally.
    5. The details herein may change over a period of time as Capizal may add additional services and form relationships with new business channel partners. In such a case, Capizal shall update such revisions/ alterations/ modifications on the Platform.