Terms and Conditions of Use

Last Updated On: 23rd September 2019



PLEASE READ THE FOLLOWING “TERMS AND CONDITIONS OF USE” CAREFULLY


The following agreement captures the terms and conditions of use ("Agreement"), applicable to Your use of the Services provided by/under paywith.indiamart.com (hereinafter referred to as "PWIM Services" “Website”) is owned by Paywith Indiamart Private Limited a company incorporated under the Companies Act, 1956 with its registered office at 1st Floor, 29-Daryaganj, Netaji Subash Marg, New Delhi-110002, India (hereinafter referred to as "PWIM"). PWIM offers a payment service solution that allows you to make a payment for goods or services.

These Terms contain a binding arbitration provision, which affects your legal rights and may be enforced by the parties.

APPLICATION AND ACCEPTANCE OF THE TERMS

It is important that you read and understand the terms of this Agreement as they govern your use of the PWIM Services. This Terms and conditions apply to any person who accesses or uses PWIM Services for any purpose. It also applies to any legal entity which may be represented by any person who accesses or uses the PWIM Services, under actual or apparent authority. User(s) may use PWIM Services solely for their commercial/business purposes. This terms and conditions will be a legally binding agreement between you (“referred to as the "User/s", "You" or "Y/your/s"), and PWIM, and apply to your use of PWIM Services.

This Agreement explains our and your respective legal rights and obligations concerning all aspects of our relationship, including without limitation account restrictions, your consent to receive electronic notices and dispute resolution. This Agreement incorporates and you hereby accept and agree to the applicable policies, notices, procedures, specifications, FAQs and guidelines that are provided or made available to you, appear on the PWIM Services or are referenced in this Agreement and which we may modify from time to time (collectively, the "PWIM Terms"). In the event of any conflicts between the PWIM Terms and the terms in this Agreement, the PWIM Terms will prevail.

This Agreement supersedes and cancels all prior and contemporaneous agreements, claims, representations, and understandings of the parties in connection with the subject matter of this Agreement. Except as expressly provided herein below, no modification or amendment of this Agreement will be binding on us unless set forth in writing and signed by us.

AMENDMENT TO USER(S) AGREEMENT

PWIM reserves the right to change, modify, amend, or update the Agreement from time to time and such amended provisions of this Agreement shall be effective immediately upon being posted on PWIM Services. If You do not agree to such provisions, You must stop using the service with immediate effect. Your continuous use of the service will be deemed to signify Your acceptance of the amended provisions of the Agreement.

We may cancel unconfirmed accounts or accounts that have been inactive for a long time. Additionally, we reserve the right to refuse, modify, or terminate all or part of our Services to anyone for any reason at our discretion.

I. USER ELIGIBILITY:

You represent(s) and warrant(s) that you have the right to avail or use PWIM Services provided by PWIM. PWIM Services can only be availed by those individuals or business entities, including sole proprietorship firms, companies and partnerships, which are authorised under applicable law to form legally binding agreements. PWIM Services can be used solely for commercial/ business purposes. As such, natural persons below 18 years of age and business entities or organisations that are not authorised by law to operate in India or other countries are not authorised to avail or use PWIM Services.

This Agreement applies to all services offered on the PWIM Services, collectively with any additional terms and conditions that may be applicable in respect of any specific service used or accessed by the User(s) on the PWIM Services.

II. DEFINITIONS:

  • “Buyer” means any person who desires to make payment for the Transaction to the Supplier using PWIM Services.

  • “Supplier” means the person registered on Listing Website to list their products and/ or services and receives payments for the Transaction from buyer through PWIM Services.

  • “Transaction” means transaction carried independently between the Buyer and the Supplier.

  • “Customer Charge” means the cost of the Transaction paid by the Buyer plus any additional charge (if any) and all other taxes, duties, costs, charges and expenses in respect of the Transaction that are to be paid by the Buyer with respect to the Transaction.

  • “Listing Website” means www.indiamart.com.


III. PWIM SERVICES- MERELY A TECHNOLOGY PLATFORM

PWIM Services merely provides a Technology Platform to its registered users. PWIM Services is merely an intermediary and PWIM does not interfere or is privy to the Transaction between the User(s), except as a facilitator/ method for making secure payment online.
PWIM Services creates a link between the User(s), the respective Financial Institution/ Financial Service providers and the Listing Website (www.indiamart.com), for enabling the User(s) to make payment for the Transaction(s), using PWIM Services. These Transaction(s) are between User(s) i.e. Buyer’s and Supplier’s and we are only acting as an intermediary. We are not (I) a Payment System Provider as defined under the Payment and Settlement Systems Act, 2007, (ii) a banking company as defined under the Banking Regulation Act, 1949 or (iii) a non-banking financial company as defined by the Reserve Bank of India Act, 1938.
We may offer a Dispute Management system to resolve any disputes between You and Your Supplier or vice- a- versa. You agree, undertake and confirm that Your use of PWIM Services shall be strictly governed by the following binding principles:

  1. You agree and accept the services provided by PWIM, at your request to carry out payments through your account.

  2. You agree that any disputes on Payment for Transaction shall be settled directly between You and the Supplier and PWIM in any manner shall not be responsible for any dispute whatso ever related to the Transaction.

  3. PWIM may offer Dispute Management services, which provides a neutral platform for the Supplier and You to resolve a valid dispute mutually. If you are unable to resolve any dispute mutually, PWIM may provide a resolution which may or may not be in your favour. You do not lose your chargeback rights as a result of participation of the dispute resolution process.

  4. You agree that the record of the instructions, documents, authorizations given to PWIM shall be conclusive proof and binding for all purposes and can be used as evidence in any proceeding.

  5. You agree that PWIM is not party/ privy to the transaction between you and the Supplier and therefore does not control and is not liable to or responsible for the quality, safety, lawfulness or availability of the products or services for which you have transacted with the Supplier.

  6. You agree that charges, if any, for the PWIM Services will be at the sole discretion of PWIM and PWIM is at liberty to vary the same from time to time, without giving any notice.

  7. You agree that PWIM is at liberty to withdraw at any time the PWIM Service facility, in respect of any or all the account(s) without assigning any reason whatsoever, without giving You any notice.

  8. You agree that all refunds initiated by participating Supplier on Your request will be processed by PWIM, subject to Supplier's acceptance of the refund request.

  9. You agree that all refunds are at the discretion of the participating Supplier and PWIM cannot force a merchant to do a refund.

  10. You shall not violate any law for the time being in force in connection with using PWIM Services.

  11. You may not use the Services for any purpose that is unlawful or prohibited by this Agreement, or to solicit the performance of any illegal activity or other activity which infringes the rights of PWIM and / or others.

  12. You shall at all times ensure full compliance with the applicable provisions of the Information Technology Act, 2000, and Rules thereunder as applicable and as amended from time to time and also all applicable Domestic laws, rules and regulations (including the provisions of any applicable Exchange Control Laws or Regulations in Force) and International Laws, Foreign Exchange Laws, Statutes, Unlawful Activities Prevention Act and other law concerning Prevention of Terrorism, Ordinances and Regulations (including, but not limited to Goods and Service Tax Act, Income Tax, Octroi, Central Excise, Custom Duty, Local Levies) regarding Your use of PWIM Service. You shall not engage in any transaction in an item or service, which is prohibited by the provisions of any applicable law including laws pertaining to prohibition of hate content, pornography, disturbing social harmony, or promoting civil unrest, materials appealing to/ purported to appeal to prurient interests, banned weapons, banned commodities under Indian Postal Act 1898 and amendments thereof, Drugs and Cosmetics Act, 1940, its amendments and the Rules thereof, Exchange Control laws or regulations for the time being in force or any other laws which prohibits any such transactions.

  13. You agree to grant PWIM a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise the rights You have in Your Information, in any media now known or not currently known, with respect to Your Information. PWIM will only use Your information in accordance with this Agreement and Privacy Policy applicable to use PWIM Services.

  14. PWIM shall have all the rights to take necessary action and claim damages that may occur due to your involvement/participation in any way on your own or through group/s of people, intentionally or unintentionally in DoS/DDoS (Distributed Denial of Services).

  15. You agree that PWIM does not represent, warrant or endorse in any manner the accuracy or reliability of the PWIM Service, or the quality of any products and/or services obtained from the Supplier(s) for which you are using the PWIM Services for payment to the Supplier. Nothing contained in this Agreement shall to any extent substitute for the independent investigations and the sound technical and business judgment of the User(s). In no event shall PWIM be liable for any direct, indirect, incidental, punitive, or consequential damages of any kind whatsoever with respect to the PWIM Services.
  16. In order to protect Our Users from any solicitation, You understand that We have the right at all times to disclose any information (including but not limited to confidential information, the identity of the persons providing information on the PWIM Services) as necessary to satisfy any law, regulation or valid governmental request. This may include, (a) if it is essential for the assessment of the transaction to disclose Information, (ii) disclosure of such Information to the employees, agents and advisors (including without limitation, attorneys, accountants, consultants, bankers, financial advisors, or their representatives) of PWIM or its group companies whose knowledge of the Confidential Information is essential for fulfilling its obligations under this Agreement; (iii) disclosure of the said Information to lawful authority after getting a lawful order; & (iv) where the disclosure is necessary for compliance of a legal obligation. PWIM can (and You hereby expressly authorize Us to) disclose any information about You to law enforcement or other government officials, as PWIM, in its sole discretion, believe necessary or appropriate in connection with the investigation and/or resolution of possible crimes, especially those that may involve personal injury.


IV. YOUR CONDUCT

You must not use PWIM Services in any way that causes, or is likely to cause, the Site or access to it to be interrupted, damaged or impaired in any way.

You understand that you, and not PWIM, is responsible for all electronic communications and content sent from your computer to us and you must use the Website for lawful purposes only. You must not use the Website for any of the following:

  1. For fraudulent purposes, or in connection with a criminal offense or other unlawful activity.

  2. To send, use or reuse any material that does not belong to you; or is illegal, offensive (including but not limited to material that is sexually explicit content or which promotes racism, bigotry, hatred or physical harm), deceptive, misleading, abusive, indecent, harassing, blasphemous, defamatory, libellous, obscene, pornographic, paedophilic or menacing; ethnically objectionable, disparaging or in breach of copyright, trademark, confidentiality, privacy or any other proprietary information or right; or is otherwise injurious to third parties; or relates to or promotes money laundering or gambling; or is harmful to minors in any way; or impersonates another person; or threatens the unity, integrity, security or sovereignty of India or friendly relations with foreign States; or objectionable or otherwise unlawful in any manner whatsoever; or which consists of or contains software viruses, political campaigning, commercial solicitation, chain letters, mass mailings or any "spam".

  3. To cause annoyance, inconvenience or needless anxiety.


V. INTELLECTUAL PROPERTY RIGHTS

  1. Both the Parties hereby acknowledge and agree that each Party is the absolute owner of all right, title and interest in respect of their own trade name, logo, trademark, copyright, device, label, colour combination, artwork and visual representation and they shall not, by virtue of this Agreement, assume activities under this Agreement or affiliation with the other Party, acquire or claim any interest in any such trade names or copyright belonging to and/or owned by the other Party.

  2. Each Party shall at all times, render assistance in its power to restrain the infringement, passing-off, duplication, unauthorized use or colourable imitation of any such trade descriptions, logo, device, label, artwork, trade names, trademarks or Copyrights.

  3. Each Party hereby agrees and undertakes that it shall not register, use or file and/ or assist in and/ or allow registering, using or filing, either directly or indirectly, for itself or through, on behalf of or in conjunction with any person or legal entity and whether as principal, agent, shareholder, consultant, employee or in any capacity whatsoever, any trademarks/ service marks in any class, either alone or in combination with any other mark or material, which is similar and or identical and/ or resembling in any manner with the other party’s marks and/ or intellectual property rights of the other party and not to associate the other party marks and/ or intellectual property rights of the other party with its own business and/ or the business of any third party associated with it, except as contemplated under this Agreement.

  4. Either Party shall not claim any right, title, or interest in the other party marks and/ or intellectual property rights vested in the other party and the same shall at all times continue to be the exclusive property of the other party.

  5. Either party shall not directly or indirectly do anything which shall have an adverse impact on the other party’s marks and/ or intellectual property rights and/ or confidential information of the other party. In the event of termination of this Agreement the provisions of this Clause 10 shall survive the termination of this Agreement.


VI. OBLIGATIONS OF PWIM:

  1. While providing the Services, the Website is acting as an Intermediary between the Supplier and the Buyers. The contract for the sale of goods or services will be between the Supplier and the Buyer. The Supplier shall be solely responsible for all transactional issues relating to its supply of goods or services (including pricing, rebates, item information, availability, technical support, functionality, warranties, guarantees, order fulfilment, shipping, handling, order cancellation, returns, refund, adjustments, feedback and product or service complaints). It is the responsibility of the Supplier and to resolve any dispute or claim raised by the Buyer relating to the purchase or sale of goods or services from the Supplier.

  2. In case of an unauthorized Refund or a Refund that was incorrectly executed due to an error by PWIM, PWIM shall at the Supplier's request immediately credit to the Supplier Account the refunded amount including all related Service Fees deducted therefrom. PWIM shall not be liable, where the unauthorized Refund arises from: (a) the Supplier’s failure to keep the personalized security features of the Supplier’s Account safe in accordance security policies prescribed under the law time being in force; or (b) any breach of this Agreement by the Supplier, or the Supplier's negligence or wilful misconduct; (c) if the Supplier fails to notify the PWIM of any loss of the Supplier's Password or other event that could reasonably be expected to have compromised the security of the Supplier Account after the Supplier has gained knowledge of such event; or (d) the Supplier fails to dispute and bring the unauthorized or incorrectly executed transaction to the PWIM’s attention within 24 (Twenty Four) Hours from the time/date of the transaction.

  3. PWIM is obligated to perform only those duties expressly described in this Agreement. PWIM shall not be liable for any error in judgment, for any act taken or not taken, or for any mistake of fact, except for as expressly provided for herein.

  4. PWIM upon receiving payment intimation from the Buyer account and after Supplier account authorization, PWIM shall either transfer such funds/transactions/payments into the account of the Supplier linked with PWIM account or refund the payment to the Buyer account, as the case maybe. For the purpose of “Supplier Account Authorization”, the Supplier hereby authorises PWIM to refund the payment to the Buyer Account wherein Supplier account authorization was unsuccessful at PWIM.

  5. PWIM shall maintain daily transaction record for accounting purpose and data and information generated/maintained by PWIM under this agreement shall prevail and be binding on the parties. PWIM hereby agrees that the payment identification number generated by PWIM shall be the proof of payment made by PWIM to the Supplier.


VII. OBLIGATION OF THE SUPPLIER

  1. Supplier shall be responsible for working with the PWIM team to make sure PWIM Services and PWIM Terms are available subject to pre notified downtime of the system.

  2. Supplier shall designate an Account to which all amounts due pursuant to PWIM Services will be credited as per its terms and conditions. Supplier shall be responsible for providing its accurate bank details to PWIM. PWIM shall not credit amounts due pursuant to PWIM Services to the Supplier’s Account, until or unless Supplier shall not settle all disputes relating to payment or chargeback etc.

  3. Supplier hereby expressly authorizes PWIM to initiate credit entries to Supplier’s Account for payment of amounts due to Supplier as per record and entries available with PWIM, and to debit Supplier’s Account (for commission, payment gateway charges or any other charges) from time to time.

  4. You agree not to access (or attempt to access) PWIM Services or PWIM Terms by any means other than through the interfaces that are provided by PWIM. You shall not use any deep-link, robot, spider or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the PWIM Service or Content (as defined below), or in any way reproduce or circumvent the navigational structure or presentation of the PWIM Services, to obtain or attempt to obtain any materials, documents or information through any means not specifically made available through PWIM Services.

  5. Supplier hereby confirms to provide relevant information to PWIM and to comply with applicable laws and industry rules or standards or as otherwise reasonably necessary to receive PWIM services from PWIM. Supplier shall be required to submit the KYC documents as sought by the PWIM from time to time or in compliance to statutory obligation for the purposes of availing services under this agreement.

  6. Supplier agrees to maintain Transaction records and retain proof of delivery/dispatch proof of goods/services from the Buyers for up to two (2) years from Transaction date and to make these records available to PWIM upon request.

  7. The Supplier shall not offer to its Buyer any product or services, which are illegal or offensive or banned and/or is not in compliance with applicable laws, and regulations whether central, state, local or international of all jurisdiction from where the Buyers avail the products or specified purpose services. The Supplier agrees and understands that PWIM reserves the right to suspend payments to the Supplier or suspend the services of the Supplier, until such time that the Supplier does not discontinue selling such banned/illegal products or uses the Funds collected for illegal, unlawful or banned purposes or does not conform with all applicable laws and regulations in force from time to time. In addition, PWIM reserves the right to terminate this Agreement forthwith, in the event that the Supplier continues to sell such banned/illegal products or uses the Funds collected for illegal, unlawful or banned purposes.

  8. Supplier acknowledges that with respect to Transactions, PWIM will be acting as the payment facilitator to the Supplier.

  9. Supplier for any support or disputes can email at paywith@indiamart.com with brief details of the support required or call on our hotline No. 9696969696.

  10. Supplier shall not cause to be do any act/representation/omissions which results to loss of goodwill and damage to the reputation of PWIM.

  11. Supplier or any person on behalf of Supplier must vigilantly comply with all applicable law, including, without limitation to, Information Technology Act, 2000 as amended by the Information Technology (Amendment) Act, 2008, and the Information Technology (Reasonable security practices and procedures and sensitive personal data or information) Rules, 2011 and rules and regulations made thereunder, Money Laundering Law, Sales of Goods Act, Legal Metrology Act and any other law for the time being in force, and shall not do, or omit to do, any act that will cause PWIM to be in breach of any such applicable law. If Supplier breaches the obligations, it shall indemnify PWIM against any costs claims and liabilities arising as a result of the breach.

  12. Supplier shall take all such precautions and security measures to ensure that there is no breach of security and the integrity of the link and they have a proper encryption and robust security measures to prevent any hacking into the information of the Buyers and other data pertaining to Buyer/PWIM. Supplier should have to do the following: use anti vires, protect the Password and Login ID, restrain from using Unlicensed or unmanaged applications, restrain from using third party links, and protect its devices and the data from unauthorized access etc. In the event of any loss being caused as a result of the link being breached due to fraud, negligence and misconduct of the Supplier and any person on its behalf the Supplier shall indemnify and keep indemnified PWIM, from any loss as may be caused to it.

  13. Supplier shall provide such assistance for the prevention and detection of fraud in respect of any Transaction as PWIM may from time to time request.

  14. In the transaction between the Supplier and the Buyers, PWIM shall not be responsible for any defect in goods/services sold/provided by the Supplier. PWIM shall not be deemed to be a party in respect of any such Transaction. Any and all disputes, subject to the other provisions of this Agreement, between the Buyers and Supplier in respect of any goods/services sold/provided by Supplier shall not require PWIM to be a party to any such dispute.

  15. The Supplier shall only accept Payments from and/or make Refunds to Buyers in connection with goods and/or services which the Supplier (within the Supplier's business category as illustrated on the Listing Website) has sold and supplied to those Buyers.

  16. The Supplier shall cooperate with the PWIM and provide all information as PWIM shall reasonably require enabling it to provide the PWIM Services.

  17. PWIM shall have no liability for any failure to provide or delay in providing the Services in accordance with the terms of this Agreement to the extent such failure or delay results from the failure of the Supplier to comply with terms or the Supplier has otherwise caused or contributed to the failure (by act or omission).

  18. The Supplier acknowledges and agrees that it shall (at its own cost) be solely responsible throughout the Term for the provision of all equipment, software, systems and telecommunications facilities which are required to enable the Supplier to receive PWIM Services.

  19. Supplier will comply, at its own expense, with all laws, policies, guidelines, regulations, ordinances, rules, and/or orders of any governmental authority or regulatory body having jurisdiction over the subject matter hereof, including, without limitation, terms of issuing Banks or/and terms of the Payment Gateway Providers. PWIM reserves the right to amend, modify or change the PWIM Services or PWIM Terms documentation at any time. Merchant shall not use PWIM Services in any manner, or in furtherance of any activity that may cause PWIM to be subject to investigation, prosecution, or legal action.

  20. Supplier will comply, and will cause its employees, agents and sub-contractors to comply, with Data Protection Legislation in connection with the performance of its obligations under this Agreement. You are responsible for keeping your Account login information, password, and PIN secure.

  21. Your use of third-party products and services shall be governed by and subject to separate third-party product, service, software and/or license agreements. PWIM shall not be a party to such third-party agreements and does not warrant or guarantee any third-party product or service.

  22. If you link a bank account with PWIM Services, the bank must be registered with the Reserve Bank of India. When you make a payment that is funded by your bank, you are authorizing PWIM and our Financial Institution Partners to initiate an electronic transfer from your linked bank in the amount you specify. You are solely responsible for complying with any terms set by your bank with respect to your bank account, including any fee terms, such as non-sufficient fund or overdraft fee terms. If you are entitled to a Reversal, refund, or other adjustment associated with a payment you made using the PWIM Services or PWIM Terms, you also authorize PWIM to credit your linked bank account to complete that transaction.

  23. You shall have the marketable and legal right and title to sell Products to the Buyers by using PWIM Services.

  24. In the event any Buyer complaints or is dissatisfied with any product, you shall take such measures as may be required to resolve the same at your sole cost and expenses.

  25. You 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, which are offered by you.

  26. You hereby agree that you shall bear and be responsible for the payment of all relevant taxes, surcharge, levies etc. (including withholding taxes) in relation to the Transaction Charges and PWIM Services provided under this Agreement.

  27. In the event that you opt for PWIM Services, you agree and understand that you shall be bound by the terms and conditions at https://www.indiamart.com/terms-of-use.html.You shall ensure that you shall comply with the terms and conditions.

  28. You will not engage in any activity, including the development or distribution of an application, that interferes with, disrupts, damages, or accesses in an unauthorized manner the servers, networks, or other properties or services of any third party including, but not limited to, PWIM or Financial Institution Partners.

  29. You shall not engage in activities that harm the business and/or brand of PWIM.

  30. You agree that PWIM reserves a right to suspend the payment and/or PWIM Services provided herein, forthwith, in event you fail to observe the terms and conditions herein.


VIII. REPRESENTATIONS AND WARRANTIES

You represent and warrant to us that: (a) you are eligible to register and use PWIM Services and have the right, power, and ability to enter into and perform under this Agreement and grant the rights, licenses and authorizations you grant under this Agreement; (b) the name identified by you when you registered is your name or business name under which you sell products and services; (c) any sales transaction submitted by you will represent a bona fide sale by you; (d) you have obtained all licenses, clearances, permissions, approvals or consents from any third party or any regulatory or government body which are required by applicable law or regulations, to execute a Transaction. (e) you will only use PWIM Services to transact on your own account and not on behalf of any other person or entity; (f) any transaction submitted by you and all product information will accurately describe your products and/or services; (g) you will fulfil all of your obligations to each user for which you submit a transaction and will resolve any consumer dispute or complaint directly with the buyer and, if applicable, this Agreement; (h) you and all transactions initiated by you will comply with all laws, rules, and regulations applicable to your business, including any tax laws and regulations; (if) you will accurately and in compliance with applicable law describe your use of personal information; (j) you will not use the Services, directly or indirectly, for any fraudulent undertaking or in any manner so as to interfere with the use of the PWIM Services and (k) you hereby agree that PWIM does not verify the identity of Users of the PWIM Services.

IX. DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

THIS WEBSITE, PWIM TERMS AND ALL INFORMATION, CONTENT, MATERIALS, AND SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THIS WEBSITE ARE PROVIDED BY PWIM ON AN "AS IS" AND "AS AVAILABLE" BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING. PWIM MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS WEBSITE OR THE PWIM TERMS, INFORMATION, ANY APPLICATION, CONTENT INCLUDING WITHOUT LIMITATION: (A) ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, SUITABILITY, RELAIBILITY, COMPLETENESS, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT; (B) THAT THE WEBSITE, PWIM TERMS WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, OPERATE WITHOUT ERROR, OR WILL CONTAIN ANY PARTICULAR FEATURES OR FUNCTIONALITY; (C) ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR TRADE USAGE, UNLESS OTHERWISE SPECIFIED IN WRITING. YOU EXPRESSLY AGREE THAT YOUR USE OF PWIM SERVICES IS AT YOUR SOLE RISK AND ARE USING YOUR BEST AND PRUDENT JUDGMENT BEFORE ENTERING INTO ANY TRANSACTIONS THROUGH THE WEBSITE; (D) ELECTRONIC COMMUNICATIONS SENT FROM PWIM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

AT NO TIME SHALL ANY RIGHT, TITLE OR INTEREST IN THE TRANSACTION, VEST WITH PWIM NOR SHALL PWIM HAVE ANY OBLIGATIONS OR LIABILITIES IN RESPECT OF ANY TRANSACTIONS DONE BETWEEN THE USERS. PWIM SHALL NEITHER BE LIABLE NOR BE RESPONSIBLE FOR ANY ACTIONS OR INACTIONS OF THE SUPPLIERS OR ANY BREACH OF CONDITIONS, REPRESENTATIONS OR WARRANTIES BY THE SUPPLIERS AND HEREBY EXPRESSLY DISCLAIM ANY OR ALL RESPONSIBILITY AND LIABILITY IN THAT REGARD.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PWIM AND ITS AFFILIATES (THEIR RESPECTIVE EMPLOYEES, DIRECTORS, AGENTS AND REPRESENTATIVES) WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE WEBSITE, PWIM TERMS (INCLUDING THE INABILITY TO USE THE PWIM SERVICES), UNLESS OTHERWISE SPECIFIED IN WRITING. IN ADDITION, AND WITHOUT LIMITING THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PWIM AND/OR ITS AFFILIATES (THEIR RESPECTIVE EMPLOYEES, DIRECTORS, AGENTS AND REPRESENTATIVES) WILL NOT BE LIABLE FOR ANY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE TRANSACTION DONE BETWEEN THE USERS.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PWIM AND ITS AFFILIATES (THEIR RESPECTIVE EMPLOYEES, DIRECTORS, AGENTS AND REPRESENTATIVES) WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE WEBSITE, PWIM TERMS (INCLUDING THE INABILITY TO USE THE PWIM SERVICES), UNLESS OTHERWISE SPECIFIED IN WRITING. IN ADDITION, AND WITHOUT LIMITING THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PWIM AND/OR ITS AFFILIATES (THEIR RESPECTIVE EMPLOYEES, DIRECTORS, AGENTS AND REPRESENTATIVES) WILL NOT BE LIABLE FOR ANY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE TRANSACTION DONE BETWEEN THE USERS.

WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL PWIM OR ANY OF ITS AFFILIATES BE LIABLE TO YOU FOR ANY FAILURE OR DELAY BY PWIM (OR OUR EMPLOYEES, AGENTS, OR REPRESENTATIVES) IN PERFORMING THE OBLIGATIONS UNDER THIS AGREEMENT, WHERE SUCH FAILURE OR DELAY IS CAUSED BY ABNORMAL AND UNFORESEEABLE CIRCUMSTANCES BEYOND THE CONTROL OF PWIM, THE CONSEQUENCES OF WHICH WOULD HAVE BEEN UNAVOIDABLE DESPITE ALL REASONABLE EFFORTS TO THE CONTRARY, OR WHERE PWIM IS BOUND BY OTHER LEGAL OBLIGATIONS COVERED BY APPLICABLE LAW.

X. CHARGEBACK

The Supplier shall bear the risk of Chargebacks initiated in respect of Buyers. If a Chargeback is initiated, PWIM will have a right to recover such amount from the Supplier either from the advance lying with PWIM or with any of its group companies, holding company or any subsidiaries apart from initiating the recovery proceeding against the Supplier. PWIM may charge, Chargeback plus the applicable Chargeback Handling Fee from the Supplier in case of such Chargeback requests. The Supplier will provide such information and assistance as is reasonably requested by PWIM to process, administer, challenge or dispute Chargebacks. If the Chargeback is successfully challenged by submitted relevant documents and reversed, PWIM shall credit the Supplier the amount of such reversal and if Supplier is unable to defend the Chargeback then PWIM shall deduct the amount from Supplier’s account and shall credit in the Buyer originating account.

XI. REFUNDS

  1. FOR BUYER: 

    2. As a general rule, no refund will be provided until and unless such circumstances exist that PWIM deems fit to refund the transaction amount. A Buyer may submit a claim for a refund for a purchase made by emailing at (paywith@indiamart.com) and providing a clear and specific reason for the refund request and the exact terms that have been violated. Whether a refund will be provided will be determined by PWIM, in its sole discretion. Refund requests must be submitted within 10 days of the Transaction. In case of failure to do so by the Buyer, he/she agrees that it absolves PWIM from any responsibility to facilitate the resolution of such dispute.

  2. FOR SUPPLIER:

    3. A transaction may be reversed/refunded/held back or charged back to the Supplier account if it is disputed by the Buyer, reversed/refunded for any reason by the Network, deemed to be fraudulent, deemed to be in violation of this Agreement, PWIM has any reason to believe that the transaction was not completed in good faith based on being marked suspicious by PWIM risk algorithm. For any transaction that results in a chargeback, PWIM may withhold the transaction amount. If your account has any pending resolution of any chargebacks, PWIM has the discretion to delay your next or future pay-out(s). PWIM reserves the right to withhold from your account the amount of one or more transactions, if it believes that there is a significant increase of chargeback risk on the transactions. PWIM may also charge you a fee for each refund, or chargeback, or dispute incurred. If the Supplier account is incurring a significant high volume of chargebacks according to PWIM, PWIM reserves the right to (a) suspend your account, (b) increase the PWIM service fees, (c) withhold pay-outs, (d) increase holding period for your funds to be paid out.
    PWIM reserves the right to charge a "Penalty fee" from you, for abusing the platform, towards the charges incurred for the investigation, operational handling and legal consultation charges.


XII. FEES/CHARGES:

  1. In consideration for PWIM Services, you shall pay Transaction Discount Rate (“TDR”). The TDR shall be deducted by PWIM from the Customer Charge payable to you in respect of each completed Transaction paid through PWIM Services. PWIM reserves the right to revise the TDR periodically, and PWIM will intimate you of any such change within reasonable time.

  2. In consideration for PWIM Services, you shall pay Transaction Discount Rate (“TDR”). The TDR shall be deducted by PWIM from the Customer Charge payable to you in respect of each completed Transaction paid through PWIM Services.


XIII. PAYMENT & SETTLEMENT TERMS:

  1. The PWIM Services may enable the Supplier to receive immediate Payments from Buyer who authorize and initiate those Payments via payment gateway links or QR Code. That upon receiving payment intimation from the Buyer account and after Supplier account authorization, PWIM shall either transfer such funds/transactions/payments into the account of the supplier linked with PWIM account or refund the payment to the Buyer account. For the purpose of “supplier account authorization”, the Supplier hereby authorises PWIM to refund the payment to the Buyer Account wherein Supplier account authorization was unsuccessful at PWIM.

  2. PWIM may suspend/stop/refund the processing of any Transaction the payment to Supplier where (a) PWIM reasonably believes that the Transaction may be fraudulent or involves any criminal activity, until the satisfactory completion of the PWIM’s 's investigation or that of any third party under Applicable Law; (b) PWIM may also initiate a refund if a payment is reversed by a court order, regulatory authority or other third party acting in accordance with Applicable Law; (c) PWIM , in its sole and absolute discretion, accepts or has reason to believe that a payment was not authorized by the relevant User, or (d) a Payment is allegedly fraudulent, unlawful, suspicious, or in breach of this Agreement. In circumstances where the Supplier agrees to refund all or part of a Payment in connection with a purchase made by the Buyer, the Supplier must initiate a Refund to that Buyer.

  3. You acknowledge and confirm that PWIM shall not be responsible or in any manner be liable to pay any interest on the transaction amount so held by it due to internal investigation/audit or pursuant to any ongoing investigation by any competent authority or a valid court order.
  4. PWIM may refuse to execute a payment/refund if it does not meet the conditions in this Agreement or is prohibited by law. If PWIM does refuse to execute a Refund, within the time for processing the payment/refund, it will notify the Supplier (unless prohibited by law) of the refusal and, if possible, the reasons for it and the procedure for correcting any factual mistakes that led to the refusal. Any payment/refund that is refused will not be deemed to have been received for purposes of execution times and liability for non-execution or defective execution. In order to reclaim an unauthorized or incorrectly executed payment/refund on the Supplier Account, the Supplier must notify PWIM without undue delay after becoming aware of the unauthorized or incorrect payment/refund.

  5. In the event of termination of this Agreement, the Supplier undertakes and confirms to pay all amounts of money that are due and payable to PWIM within Two (2) days of termination of this Agreement. Supplier shall at all times be responsible for any expenses, cost, charges that may be incurred by PWIM for providing PWIM Services including but not limited to payment gateway charges, any fees or penalty imposed by payment gateway service provider or issuing institutions etc.

  6. PWIM shall do the settlement of transaction amount with Supplier on every business day except Saturday, Sunday or any declared holiday. The amount of the Settlement Payment for any Settlement Period shall be the aggregate amount of the Payments made by the Buyers in such Settlement Period less the following amounts: (A) the aggregate amount of Refunds made during such Settlement Period plus the aggregate Refund Fees applicable to such Refunds; (B) the aggregate amount of Chargebacks (plus the applicable Chargeback Handling Fees) made in such Settlement Period; (C) the Settlement Fee (if any)/ payment gateway charges owed by the Merchant for such Settlement Payment; and (D) any other relevant Fees relating to such Settlement Period.

  7. PWIM may defer any Settlement Payment: (A) if the amount of such Settlement Payment is less than the minimum Settlement Payment threshold that PWIM reasonably determines in its sole and absolute discretion, until the total Settlement Payment payable reaches that threshold; (B) where PWIM reasonably believes that a transaction may be fraudulent or involves other criminal activity, until the satisfactory completion of PWIM's investigation or that of any third party; or (C) without limit in amount or time, if PWIM becomes aware or reasonably believes that the Supplier is in breach of or likely to be in breach of the Supplier's obligations under this Agreement.

  8. PWIM may at its sole and absolute discretion deduct or withhold such sums from, or set-off such sums against, any settlement payment for the purpose of internal audit or pursuant to any ongoing investigation by a lawful authority against the said Supplier Account.

  9. PWIM will make the settlement of the amount in the Supplier’s bank account provided by the Supplier to PWIM.

  10. PWIM generates a successful transaction report daily at 00.00 hours through its system automatically and without any human intervention. The said transaction report is made available to the Supplier on regular basis. It is understood between the Parties that since the transaction report is generated automatically and independently, hence it shall prevail and be binding upon the Supplier and the Supplier shall not challenge it any manner whatsoever.

  11. Supplier shall be liable to deposit all indirect taxes that may arise on the Customer Charge and the Supplier agrees to indemnify PWIM in case any demand of indirect taxes is raised by the revenue authorities including interest and penalty in relation to indirect taxes implications on the Customer Charge placed by the Buyer to the Supplier under this Agreement.

  12. PWIM is only acting as a facilitator of payments for collection of funds on behalf of the Supplier. PWIM does not maintain/deliver any goods or provide any services except otherwise the PWIM Service and PWIM Terms as mentioned under this Agreement. PWIM is not responsible for issuing any invoice on the Buyer either directly or on behalf of the Supplier and shall not be liable for any tax liability pertaining to this transaction except on the service fee which it earns for facilitating the PWIM Services to the Supplier.

  13. PWIM shall have no liability for any penalty, interest, fine or other charges due to the delayed or non-payment of any (applicable) taxes to the tax authorities under this Agreement.


XIV. GENERAL PROVISIONS:

  1. Dormant Accounts: If there is no activity in your PWIM Service Account (including access or payment transactions) for a period of one (1) year, we may close your PWIM Service Account.

  2. Assignment: The Supplier hereby authorises PWIM to act as an agent solely for the purposes of collecting all funds/transactions/payments from the Buyer for and on its behalf as per the provision of Payment and Settlement Systems Act, 2007. You may not assign or transfer any rights, obligations, or privileges that you have under this Agreement without our prior written consent. Subject to the foregoing, this Agreement will be binding on each party’s successors and permitted assigns. Any assignment or transfer in violation of this Section will be deemed null and void.

  3. Principal to Principal Relationship: You and PWIM are independent contractors unless otherwise specifically agreed herein, and nothing in these Terms of Use will be construed to create a partnership, joint venture, association of persons, agency (disclosed or undisclosed), franchise, sales representative, or employment relationship between You and PWIM. As an abundant caution, it is clarified that PWIM shall not have any right to conclude any contract for sale or purchase of Products for and / or on Your behalf and both You and PWIM have entered this Agreement on principal to principal basis.

  4. Waivers: No waiver by either party of any of their terms hereof or of any breach thereof shall constitute or be deemed to be a waiver of any such terms or of any breach in any other case whether prior or subsequent thereto.

  5. Force Majeure: Neither party to this Agreement shall be responsible for any delay in the performance of any terms and conditions hereunder to the extent that such delay is caused by war, revolution, riot, act of public enemy, terrorism, sabotage, epidemic, quarantine restrictions, accident, fire flood, tempest, earthquake, civil commotion, governmental action, Acts of God (force majeure ) including, but not restricted to, strike, lock-out, fire, break-down, war, destruction of network, web space or website by way of hacking, virus prone, defacement, stoppage of display or transmission of the website/app of PWIM, Act, or Regulation, or restriction of Government, inability to secure Government authorization, or approval, or any other cause beyond their reasonable control, including the breakdown of systems and any other causes beyond its reasonable control. If at any time during the term of this agreement the performance in whole or in part by any one of the parties, of any obligation under this agreement is prevented or delayed by reason of war, revolution, riot, act of public enemy, terrorism, sabotage, epidemic, quarantine restrictions, accident, fire flood, tempest, earthquake, civil commotion, governmental action or Act of God, the other party shall not be entitled to terminate this agreement neither shall any party have any claim for damages against the other in respect of such non-performance or delay in performance, provided notice of the happening of any such event/s is given by the affected party to the other within twenty one (21) days from the date of occurrence thereof.

  6. Arbitration: Any dispute or difference which may arise at any time between the parties, as to the construction, meaning or effect of, or, as to any clause, matter or things contained herein, or as to the rights or liabilities of the parties under this Agreement, shall be referred to arbitration under the Arbitration and Conciliation Act, 1996 (Indian) to be adjudicated by a sole arbitrator to be appointed with mutual consent of the parties. Arbitration shall be held at Delhi, India. The proceedings of arbitration shall be in the English language. The arbitrator’s award shall be final and binding on the Parties. The Agreement shall be governed by and construed in accordance with the laws of India. The courts of Delhi, India, shall have exclusive jurisdiction in connection with this Agreement.

  7. Notice: All notices or demands to or upon PWIM shall be effective if in writing and shall be deemed to be duly made when sent to PWIM to Pay with Indiamart Private Limited, 6th floor, Tower 2, Assotech Business Cresterra, Plot No.22, Sec 135, Noida-201305, Uttar Pradesh, India.Phone: +91 – 120 – 6777800, Fax: +91 – 0120 – 4873101

  8. All notices or demands to or upon a User(s) shall be effective if either delivered personally, sent by courier, certified mail, by facsimile or email to the last-known correspondence, fax or email address provided by the User(s) or by posting such notice or demand on an area of the Web Site that is publicly accessible without a charge. Notice to a User(s) shall be deemed to be received by such User(s) if and when Web Site is able to demonstrate that communication, whether in physical or electronic form, has been sent to such User(s), or immediately upon Web Site’s posting such notice on an area of the Web Site that is publicly accessible without charge.

  9. Entire Agreement: This Agreement and the Privacy Policy constitute the entire agreement between You and PWIM pertaining to the subject matter hereof and supersedes in their entirety all written or oral agreements between the parties.

  10. Severability: If any provision of this Agreement is determined to be unenforceable for any reason, then the remaining provisions hereof shall remain unaffected and in full force and effect.

  11. Jurisdiction: This Agreement and the Privacy Policy shall be governed in all respects by the laws of Indian Territory. PWIM considers itself and intends itself to be subject to the jurisdiction of the Courts of Delhi, India only. The parties to this Agreement hereby submit to the exclusive jurisdiction of the courts of Delhi, India.