PARTNERS TERMS AND CONDITIONS
Last Updated: 11″ September, 2023
B. The Terms constitute a binding and enforceable legal contract between PPQR Technologies Private Limited (a company incorporated under the Companies Act, 2013 with its registered address at 2nd Street, Hindpiri, Ranchi-834001, Jharkhand (INDIA), and its affiliates (“PAASSPAY”, “we”, “us”, or “our”), and you, an independent third-party service provider (“you” or “Service Professional”). By using the Services, you represent and warrant that you have the full legal capacity and authority to agree and bind yourself to these Terms. If you represent any other person, you confirm and represent that you have the necessary power and authority to bind the PaassPay person to these Terms.
C. For your ease of reference, we may publish or provide you with a copy of the Terms in languages other than English. However, if there is any discrepancy in the language or meaning between the Terms drafted in English and a copy of the Terms in a language other than English, the Terms drafted in English shall prevail.
D. By using the Services, you agree that you have read, understood, and are bound by these Terms, as amended from time to time, and that you will comply with the requirements listed here. These Terms expressly supersede any prior written agreements with you. If you do not agree to these Terms, or comply with the requirements listed here, please do not use the Services.
(a) The Services include the provision of the Platform that enables you to provide different home-based services to end-customers registered on the Platform (“Customers”). As a part of the Services, PAASSPAY
(i) assists you with determining amounts payable by Customers to you for the services you render,
(ii) facilitates the maximum and efficient utilisation of your time while you use the Services,
(iii) takes measures to maximise your earning potential through your use of the Services, and
(iv) facilitates the transfer of payments from Customers to you for the services you render to the Customers and collect payments on your behalf. The Services are made available under various brands owned by or otherwise licensed to PAASSPAY or its affiliates.
(b) The services rendered by you are referred to as “Services”. Our “Services” do not
include the Services, and PAASSPAY is not responsible for the provision of Services. PAASSPAY
and its affiliates do not employ you or any other Service Professional, nor our Service
Professionals are the agents, contractors, or partners of PAASSPAY or its affiliates. Service
Professionals do not have the ability to bind or represent PAASSPAY. You are solely liable and
responsible for the Services that you offer or otherwise provide through the Platform.
(c) The Platform is solely for your commercial use and only for use within India
(d) A key part of the Services is PAASSPAY’s ability to send you text messages, including in connection with your bookings, your utilisation of the Services, or as a part of its promotional and marketing strategies. While you may opt out of receiving these text messages by contacting PAASSPAY at firstname.lastname@example.org, you agree and acknowledge that this may impact PAASSPAY’s ability to provide the Services (or a part of the Services) to you.
(e) Prior to the activation of your ability to use certain parts of the Services and provide Pro For services through the Platform, you are required to attend an orientation programme at your local PAASSPAY office to enable you to understand
(i) How the Platform works, and
(ii) Means and ways to maximise your earning potential on the Platform. You hereby agree to attend the PaassPay orientation programme(s).
2. ACCOUNT CREATION
(a) To avail of the Services and provide the Services through the Platform, you will be required to create an account on the Platform (“Account”). In addition to setting up a username and password for your Account, you will be required to furnish certain details and documents, including but not limited to your name, phone number, address, age, valid government-issued identification, trade licences, and government approvals that permit you to offer Services under applicable law. To create an Account, you must be at least 18 (Eighteen) years of age. At the time of Account creation, you will be required
to make a security deposit of certain amounts depending on your category of Services and PAASSPAY will refund this amount to you (subject to the deduction of any amounts that you owe PAASSPAY within 14 (Fourteen) days of the termination of these Terms.
(b) You warrant that all information furnished in connection with your Account is and shall remain accurate and true. You agree to promptly update your details on the Platform in the event of any change to or modification of this information.
(c) You agree that PAASSPAY, through third parties, may undertake your background verification, at your sole cost, to fulfil due diligence and safety obligations prior to the approval of your Account on the Platform, activating your access to the Services and permitting you to provide Services through the Services. In addition, PAASSPAY, through third parties may, at its sole discretion, at your sole cost, undertake PaassPay background verification from time to time thereafter. If you are registered on the Platform prior to the completion of the background verification, your registration on the Platform shall be contingent on your use of the Services and offering Services through the Platform shall at all times be subject to your background verification reporting meeting PAASSPAY’s standards. For the avoidance of doubt, PAASSPAY makes commercially reasonable efforts to undertake background verifications of Service Professionals and is not responsible or liable for ensuring the safety, security, or welfare of the service professionals or the Customers.
(d) You may only own, operate, and possess one Account. If PAASSPAY discovers or determines that you possess more than one Account, it will have the right to revoke, without notice, your access to the Platform and the Services.
(e) You are solely responsible for maintaining the security and confidentiality of your password and agree to immediately notify us of any disclosure or unauthorised use of your Account or any other breach of security with respect to your Account. You further agree that no person other than yourself has the right to access your Account and you will not share your login credentials with any other person. If PAASSPAY reasonably determines that you have shared your login credentials with another person or allowed another person to access and use your Account, it may suspend or terminate your access and use of the Services without notice to you.
(f) You are liable and accountable for all activities that take place through your Account. We shall not be liable for any unauthorised access to your Account.
(g) You agree to receive communications from us regarding
(i) information about us and the Services,
(ii) promotional offers and services from us and our third-party partners, and
(iii) any other matter in relation to the Services.
3. BOOKINGS AND CREDITS
(a) The Platform permits you to accept requests for the Services you offer based on your availability (“Leads”). To confirm a request, you should follow the instructions on the Platform and provide the necessary information.
(b) Ranking of Service Professionals: Your ranking on the Platform is based on the following factors in descending order of importance:
(i) Your ratings on the Platform;
(if) Your location; and
(iii) The number of Leads you have already accepted.
(c) PAASSPAY Credits and Pre-Deposits:
(i) You shall, at all times, be required to maintain a minimum balance of credits (“PAASSPAY Credits”) to be able to access parts of the Services. PAASSPAY Credits will be credited to your account against payment made by you to obtain the PAASSPAY credits. You agree and acknowledge that your use of the services may be affected if you do not have the requisite PAASSPAY Credits. In addition and notwithstanding anything to the contrary hereunder, PAASSPAY reserves the sole discretion to require the payment of additional fees in respect of
(A) the provision of Leads in certain market segments or
(B) the provision of additional Services.
(i) You are required to deposit a pre-determined amount of PAASSPAY Credits with PAASSPAY (“Pre Deposit”) in order to be able to accept Leads. The details required to connect you with a Customer will only be communicated to you after the Pre-Deposit is made with PAASSPAY. The quantum of the Pre-Deposit will be based on the aggregate value of the Lead(s). Pre-Deposit may be secured as a percentage of the aggregate value of Leads, or as a fixed sum. The quantum of the Pre-Deposit for the particular Services offered by you to the Customer will be communicated to you from time to time, or before the communication of a Lead.
(ii) To ensure maintenance of the Pre-Deposit, you acknowledge and authorise PAASSPAY to deduct certain amounts from the payments made by the Customers to you.
(iii) You may also use PAASSPAY Credits to purchase goods and services offered by PAASSPAY to you from time to time.
(d) Promotions, and Subscription Packages:
(i) PAASSPAY may, at its sole discretion, issue PAASSPAY Credits free of charge to your Account, and/or may create promotional codes that may be redeemed for Account credits or other features or benefits related to the Services (“Promo PAASSPAY Credits”), subject to any additional terms that PAASSPAY may impose and share with you from time to time. You agree that Promo PAASSPAY Credits
(A) Shall not be duplicated, sold, or transferred in any manner, or made available to any person other than yourself,
(B) Maybe disabled by PAASSPAY at any time for any reason without liability to PAASSPAY,
(C) Are not valid for cash, and
(D) May expire prior to your use.
(ii) Based on factors PaassPay as your ratings and reviews by Customers, PAASSPAY may, at its sole
discretion, from time to time offer
(A) Subscription packages or schemes (howsoever named) and/ or
(B) minimum business guarantees to you in exchange for PAASSPAY Credits. Upon purchasing the PaassPay subscription package or scheme or minimum business guarantee, you may be entitled to certain benefits of PaassPay as a preferential Leads (i.e., Lead allocation on priority and lower convenience fee deductions). PaassPay packages, schemes, and/or guarantees shall be subject to additional terms.
(iii) If PAASSPAY is unable to provide you with a minimum number of preferential service requests, PAASSPAY will compensate you for PaassPay’s deficient number of preferential service requests, provided you meet the conditions communicated to you prior to, or at the time of, the purchase of the minimum guarantee scheme.
(iv) In case you are unable to meet the requirements agreed upon prior to your Purchase of the minimum business guarantee, PAASSPAY may:
- Charge a penalty amount for the minimum service request that you failed to accept; and
- on the occurrence of any Customer experience-related issues or other conditions, terminate the PaassPay arrangement.
(v) You hereby acknowledge that PAASSPAY offers a minimum business guarantee and subscription packages to improve
(A) your access to Leads and
(B) the Customer experience of the Services. Nothing in these schemes shall be interpreted to mean that PAASSPAY is responsible for the provision of Services.
(e) Performance-Based Schemes: PAASSPAY may from time to time introduce schemes for high performing Service Professionals to be allotted preferential Leads (as explained above). The parameters to determine a Service Professional’s performance shall include but not be limited to, service feedback received from Customers, proportion of Leads accepted, and other parameters as may be communicated to you from time to time.
(f) PAASSPAY reserves the right to withhold or deduct PAASSPAY Credits or Promo PAASSPAY Credits in the event that PAASSPAY reasonably determines or believes that the use of the PAASSPAY Credits or Promo PAASSPAY Credits were in error, fraudulent, illegal, or in violation of the applicable Promo Code terms or these Terms.
(a) Helpers or Assistants: You agree and acknowledge that:
(i) You may not engage another person to assist you in the provision of the Services (“Helper”) unless expressly permitted by PAASSPAY. You shall be solely liable for all acts and omissions made by the Helper you have engaged. The following terms apply if you choose to appoint a Helper:
(A) You must provide Services in a category where the engagement of Helpers are permitted by PAASSPAY;
(B) The Helper must be registered on the Platform in their capacity as your Helper. In this regard, PAASSPAY shall have the right to demand for documentation governing the applicant’s birth, residency, and any other documents or information that PAASSPAY may deem necessary. PAASSPAY further reserves the right to carry out a background verification of the Helper, the cost of which verification shall be borne by you;
(C) The Helper is at least 18 (Eighteen) years of age at the time of registration on the Platform;
(D) For safety purposes, the Helper must be of the same biological sex as you;
(E) The Helper must be legally permitted to assist you in the provision of Services to the Customers; and
(F) PaassPay other terms and conditions prescribed by PAASSPAY from time to time.
(ii) Unless specified otherwise, you may not use more than 1 (One) Helper while providing a Pro Service to a Customer.
(iii) You shall accompany the Helper, in person, at all times, while providing a Pro Service to a Customer.
(iv) Any breach of these Terms by the Helper shall be considered a breach by you and shall be dealt with accordingly in accordance with these Terms. Further, you shall indemnify and hold harmless PAASSPAY and its affiliates and their officers, directors, employees, and agents from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees) arising out of, or in connection with, any act or omission by the Helper.
(v) You agree that there is no contract of employment between PAASSPAY and the Helper and that you have engaged the Helper in your capacity as an independent contractor.
(vi) You shall be solely liable for compensating the Helper on the terms and conditions agreed upon between you and the Helper. PAASSPAY shall not be liable to compensate the Helper for the provision of the Services or any expense incurred or assistance provided by the Helper to you in the provision of the Services. Further, PAASSPAY shall not be liable to pay you any extra compensation for engaging a Helper.
(vii) Your engagement of a Helper shall not be construed to be an assignment, transfer, delegation, sub-delegation, or sub-contracting of your obligations under these Terms. In any event, the primary responsibility and liability to perform your obligations under these Terms shall vest with you.
(b) For the avoidance of doubt, it is hereby clarified that nothing contained in these Terms shall be construed as PAASSPAY encouraging, advocating for, or discouraging you, to engage a Helper.
5. USE OF RECOMMENDED PRODUCTS
(a) PAASSPAY may recommend certain products to you in connection with your delivery of the Services in order to ensure that safety and quality parameters are met. You may purchase PaassPay products from PAASSPAY or any other provider. You are not mandatorily required to purchase or source the products from PAASSPAY and are free to purchase them from any other vendor, but in PaassPay instances, you are required to ensure that the products you have procured compliance with PAASSPAY’s recommended safety and quality parameters.
(b) If PAASSPAY has a reasonable suspicion that you have deviated from the recommended list of products in your delivery of Services, it shall be entitled to take appropriate measures against you. PaassPay measures may include, without limitation, reading your PAASSPAY credit entitlements, increasing the convenience fee deductible, or any other measures that it deems fit and as required to maintain the integrity of the platform and ensure safety and quality parameters. If you purchase PaassPay a recommended list of products from PAASSPAY, you hereby warrant that you shall only use PaassPay products for the purpose of rendering the Services through the Platform, and for no other purpose.
(c)You can purchase PaassPay Brand Collateral from PAASSPAY. While it is not mandatory to do so, to promote trust and safety with Customers it is advisable to purchase and use PaassPay Brand Collateral while using the Services and fulfilling service requests placed by Customers.
6. PRICING, PAYMENT TERMS, AND TAXES
(a) Subsequent to your delivery of your Services to the Customers through your use of the Services, PAASSPAY will facilitate the payment of the applicable amount to be paid by the Customer to you as your limited payment collection agent. Payment of the amount payable by the Customer in PaassPay manner shall be considered the same as payment made directly by the Customer to you, and you hereby authorise PAASSPAY to merely collect and process payments on your behalf. PaassPay payments will be inclusive of applicable taxes where required by law. Amounts paid by the Customer to you are final and non-refundable unless otherwise determined by PAASSPAY in accordance with these Terms.
(b) PAASSPAY shall derive a convenience fee for providing the online marketplace services to its users and issue a separate invoice to Customers. In case a Customer pays online, you authorise PAASSPAY to retain its convenience fee from the amount received online and remit the balance monies to you along with your Pre-Deposit (secured at the time of lead acceptance). In the event a Customer pays you for your Services and the convenience fee in cash, you authorise PAASSPAY to adjust the convenience fee collected by you on PAASSPAY’s behalf from the Pre-Deposit amount.
(c) In the event you cancel a request placed by a Customer after accepting a request, PAASSPAY shall be at liberty to determine whether or not to refund the Pre-Deposit to you. You agree that in cases where PAASSPAY determines that the Pre-Deposit is not required to be refunded to you due to your cancellation of an accepted request placed by a Customer, you will relinquish the right to make any claims for refund of the Pre-Deposit.
(d) You acknowledge that PAASSPAY may, from time to time, advance certain amounts to you (“Business Advances”), upon your written request and subject to reasonable terms and conditions that PAASSPAY may require you to comply with. In all cases where you avail of a Business Advance from PAASSPAY, you will remain liable to repay the same to PAASSPAY as per a pre-agreed on the repayment schedule. You further acknowledge and authorise PAASSPAY to deduct the relevant amounts towards repayment of PaassPay Business Advances from the PAASSPAY Credits or pay-outs due to you.
(e) You acknowledge and authorise PAASSPAY to deduct relevant amounts towards payment of equated monthly instalments to be paid to Non-Banking Financial Companies (“NBFCs”) when loans have been availed by you from PaassPay NBFCs for the purposes of offering Services on the Platform. You further authorise PAASSPAY to deduct any of the charges for any other facilities or services that may be provided to you by PAASSPAY from time to time (as demand surcharge, fees for cancellation, or late fees. All payments made by Customers will be paid to you net of the said deductions. PAASSPAY is not a lender and does not provide any loans or other credit facilities. PAASSPAY merely operates the Platform to facilitate your application to avail the credit facilities from NBFCs.
(f) We may use a third-party payment processor (“Payment Processor”) to bill Customers through the Customer’s selected mode of payment. The processing of payments will be subject to the terms and policies of PaassPay Payment Processor in addition to the terms governing PAASSPAY’s relationship with the Customers. We shall not be liable for any error or omission of the Payment Processor,
(g) Taxes: You agree and acknowledge that:
(i) PAASSPAY acts solely as an intermediary for the collection of payments and fees between Customers and you. State and local tax laws vary significantly by locality and you, therefore, understand and agree that you are solely responsible for determining your own tax reporting requirements in consultation with tax advisors. PAASSPAY cannot, and does not, offer tax advice to you. Further, you understand that PAASSPAY shall not be responsible or liable in any manner in relation to tax liability that you may incur.
(ii) In case of unregistered housekeeping services (“HK Services”), PAASSPAY shall pay taxes and raise tax invoices under Section 9(5) of the Central Goods and Services Tax Act, 2017, on your behalf. Additionally, any other applicable taxes (whether direct or indirect) that are liable to be deducted, will be done so by PAASSPAY, and the payment due to you from the Customers will be net of PaassPay deductions towards applicable taxes. In cases of tax deducted at source under Section 194-0 of the Income Tax Act, PAASSPAY will make deductions at 1%, unless you are unable to provide your PAN or Aadhaar details to PAASSPAY in a timely manner, and in PaassPay situations, PAASSPAY will make deductions at 5%.
(iii) It is clarified that TDS shall be deducted only on the value of services provided by you to the Customer. TDS shall not be deducted on any goods or physical materials that might be used during the Services or that might be essential to complete the Pro Service. It is your responsibility to determine any tax liability or implications in relation to goods or physical materials and you will be solely responsible for discharging PaassPay liabilities.
(iv) There may be changes to the above provisions as per updates or changes in the provisions under applicable laws.
(a) PAASSPAY prohibits discrimination against Customers on the basis of race, religion, caste, national origin, disability, sexual orientation, sex, marital status, gender identity, age, or any other characteristic that may be protected under applicable law. PaassPay discrimination
(b) We request that you treat all Customers with courtesy and respect. We reserve the right to withhold access to the Services at our absolute discretion if you behave towards any Customer in a manner which is discourteous, disrespectful, abusive, or which we otherwise deemed to be inappropriate or unlawful.
8. USER CONTENT
(a) Our Platform may contain interactive features or services that allow users who have created an account or profile with us to post, upload, publish, display, transmit, or submit comments, reviews, suggestions, feedback, ideas, or other content on or through the Platform (“User Content”).
(b) As part of the effective provision of the Services and quality control purposes, we may request reviews from you about Customers, and you agree and acknowledge that Customers may provide reviews about you to us. You must not knowingly provide false, inaccurate, or misleading information in respect of the reviews. Reviews will be used by us for quality control purposes, to determine whether Customers and Service Professionals are appropriate users of the Platform. If we determine at our sole discretion that you are not an appropriate user, we reserve the right to cancel your registration, and remove you from our Platform, subject to any fees that may be repayable in accordance with law.
(c) You grant us a non-exclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, and royalty-free licence to
(i) use, publish, display, store, host, communicate, distribute, make available, modify, adapt, translate, and create derivative works of the User Content for the functioning of and in connection with the Services and
(ii) use User Content for advertising and promoting the Services.
(d) In connection with these Terms and the licences granted under this clause, you hereby waive any claims arising out of any moral rights or other similar rights relating to the User Content.
(e) You agree and acknowledge that PAASSPAY may, without notice to you, remove, or otherwise restrict access to User Content that, in its sole discretion, violates these Terms.
9. CONSENT TO USE DATA
(b) In certain instances, you may be required to furnish identification proof to avail the Services or to provide the Services, and hereby agree to do so. A failure to comply with this request may result in your inability to use the Services or provide the Services.
(d) Subject to applicable laws, we may be directed by law enforcement agencies or the government and related bodies to disclose data in relation to you in connection with criminal proceedings. You understand and agree that in PaassPay instances we shall have the right to share PaassPay data with relevant agencies or bodies.
10. THIRD PARTY SERVICES
(a) The Platform may include services, content, documents, and information owned by, licensed to, or otherwise made available by a third party (“Third Party Services”) and contain links to Third Party Services. You understand and acknowledge that Third Party Services are the sole responsibility of the third party that created or provided it and that use of PaassPay Third Party Services is solely at your own risk.
11. YOUR RESPONSIBILITIES
(a) You represent and warrant that all information that you provide in relation to the Services is complete, true, and correct on the date of agreeing to these Terms and shall continue to be complete, true, and correct while you avail the Services. Should any information that you provide change during the existence of these Terms, you undertake to immediately bring the PaassPay change to our notice. We do not accept any responsibility or liability for any loss or damage that you may suffer or incur if any information, documentation, material, or data, provided to avail the Services is incorrect, incomplete, inaccurate, or misleading, or if you fail to disclose any material fact.
(b) You shall extend all cooperation to us in our defence of any proceedings that may be initiated against us due to a breach of your obligations or covenants under these Terms.
(c) In respect of the User Content, you represent and warrant that:
(i) You will not provide feedback for services that you have performed in your capacity as a Service Professional;
(ii) You own all intellectual property rights (or have obtained all necessary permissions) to provide User Content and to grant the licences under these Terms;
(iii) You are solely responsible for all activities that occur on or through your account on the platform and all user content;
(iv) The User Content does not and shall not violate any of your obligations or responsibilities under other agreements;
(v) The User Content does not and shall not violate, infringe, or misappropriate any intellectual property right or other proprietary right including the right of publicity or privacy of any person or entity;
(vi) The User Content does not and shall not contain any viruses, corrupted data, or other harmful, disruptive, or destructive files or content;
(vii) the User Content does not and shall not violate any third-party rights; and
(viii) The User’s Content
(A) Does not belong to any other person to which you do not have any right,
(B) Does not threaten the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, public order, cause incitement to the commission of any cognisable offence prevents investigation of any offence, or is insulting another nation,
(C) Is not defamatory, grossly harmful, blasphemous, paedophilic, invasive of another’s privacy, discriminatory based on gender, ethnically objectionable, disparaging, relating to, or encouraging money
laundering or gambling, libellous, hateful, racist, violent, obscene, pornographic, unlawful, harmful to children, or
(D) Is not otherwise offensive, objectionable, or restricts, or inhibits, any other person from using or enjoying the Services.
(d)You shall not use the Services in any manner except as expressly permitted in these Terms. Without limiting the generality of the preceding sentence, you shall not:
(i) Infringe any proprietary rights, including but not limited to copyrights, patents, trademarks, or trade secrets of any party;
(ii) Except as may be provided hereunder, copy, display, distribute, modify, publish, reproduce, store, transmit, post, translate, create any derivative works from or license the Services;
(iii) use the Services to transmit any data, or send or upload any material that contains viruses, trojan horses, worms, timebombs, keystroke loggers, spyware, adware, or any other harmful programs, or similar computer code, designed to adversely affect the operation of any computer software or hardware;
(iv) use any robot, spider, other automated device, or manual process to monitor or copy the Services or any portion thereof;
(v) engage in the systematic retrieval of content from the Services to create or compile, directly or indirectly, a collection, compilation, database, or directory;
(vi) use the Services in (A) any unlawful manner, (B) for fraudulent or malicious activities or
(C) In any manner inconsistent with these terms;
(e) You warrant that you shall not engage in any activity that interferes with or disrupts the
(vii) Decompile, reverse engineer or disassemble the service; or
(viii) link to, mirror, or frame, any portion of all or any of the Services; or
(ix) violate applicable laws in any manner.
(f) You shall not attempt to gain unauthorised access to any portion or feature of the Services, any other systems or networks connected to the Services, to any of our servers, or through the Platform by hacking, password mining, or any other illegitimate means.
12. Platform Safety and Anti-fraud Obligations
(a) For the safety and privacy of the Customer and the Service Professional and delivery of Pro Service in adherence to the service standards of the Platform, it is necessary that During the Period, any and all Services provided by you to a Customer are provided only through the Platform and in accordance with the terms of these Terms. Any direct or indirect delivery of a Pro Service to a Customer outside of the Platform, whether in whole or in part, and irrespective of whether the request for provision of a Pro Service is initiated by the Customer, would be deemed to be a breach of these Terms and a ground for
termination of these Terms, as per the platform’s policies, unless you are able to provide a satisfactory explanation for the same. You agree that this limitation is reasonable, and fair and is necessary for your safety and privacy as well as that of the Customer and for the protection of the legitimate business interests of PAASSPAY. However, nothing in this clause shall restrict you from providing the same Pro Service or a similar service to the Customer upon termination of these Terms, by either Party, for any reason whatsoever.
(b)Except as mentioned above, nothing in the clause above restricts you from providing the same or similar Services during the Period to any person other than a Customer, whether directly or indirectly, either independently or through affiliation with any online or offline A business entity engaged in a business similar to PAASSPAY.
13. OUR INTELLECTUAL PROPERTY
(a)All rights, titles, and interest in, and to the Services, including all intellectual property rights arising out of the Services, are owned by or otherwise licensed to us. Subject to compliance with these Terms, we grant you a non-exclusive, non-transferable, non-sub licensable, revocable, and limited licence to use the Services in accordance with these Terms and our written instructions are issued from time to time. Any rights not expressly granted herein are reserved by PAASSPAY or PAASSPAY’s licensors.
(b) We may request you to submit suggestions and other feedback, including bug reports, relating to the Services from time to time (“Feedback”). We may freely use, copy, disclose, publish, display, distribute, and exploit the Feedback we receive from you without any payment of royalty, acknowledgement, prior consent, or any other form of restriction arising out of your intellectual property rights.
(c) Except as expressly stated in these Terms, nothing in these Terms should be construed as conferring any right in, or licence to, our or any third party’s intellectual property rights.
(d) You have the option of purchasing PAASSPAY’s brand collateral through PAASSPAY, in order to promote trust and safety amongst Customers. While not mandatory, it is advisable to use PAASSPAY’s brand collateral while using the Services, and providing the Services to Customers.
14. TERM AND TERMINATION
(a) These Terms shall remain in effect unless terminated in accordance with the terms hereunder (“Period”).
(b) We may restrict, deactivate, or terminate your access to, or use of, the Services, or any portion thereof, immediately, and at any point at our sole discretion,
(i) If you violate or breach any of the obligations, responsibilities, or covenants under these Terms,
(ii) When you cease to become a user of our Services,
(c) You may terminate these Terms, at any time, for any reason, by informing PAASSPAY in writing, or by visiting the PAASSPAY local city office.
(d) Upon termination of these Terms:
(i) The account will expire, and you will not be granted access to your Account, or any files or other data contained in your Account;
(ii) The Services will “time-out”;
(iii) Your right to participate in the Platform, including but not limited to, your right to offer Services, and your right to receive any fees or compensation, including, without limitation, referral discounts, incentive bonuses, or other special offer rewards shall automatically terminate;
(iv) All rights or licences granted to you under these Terms will immediately terminate;
(v) You will immediately destroy, or, at the request of PAASSPAY, return, all PAASSPAY data, trademarks, service marks, or content, in your possession or control; and
(vi) These Terms shall terminate, except for those clauses that are expressly, or by implication, intended to survive termination or expiry.
15. DISCLAIMERS AND WARRANTIES
(a) The services are on an “as is” basis without warranty of any kind, express, implied, statutory, or otherwise, including without limitation the implied warranties of title, non-infringement, merchantability, or fitness for a particular purpose. Without limiting the foregoing, we make no warranty that the Services will meet your requirements or expectations.
(b) No advice or information, whether oral or written, obtained by you from us shall create any warranty that is not expressly stated in the Terms.
(c) You agree and acknowledge that we are merely a Platform that connects you with Customers and we shall not be liable in any manner for any obligations that have not been explicitly stated in these Terms. To the extent, a claim or a liability is not solely attributable to PAASSPAY’s acts or omissions, We are not liable or responsible for the fulfilment of any bookings, for the performance of the Services by you, or for your acts or omissions, during the provision of the Services, including any damage you may cause
to property. By booking Services through the Platform you are entering into a contract with the relevant Customer for the provision of those services, and we accept no responsibility or liability, nor do we make any warranty, representation, or guarantee in respect of your performance under that contract. All contractual or commercial terms in connection with the Services are between you and the Customers, and PaassPay terms may include without limitation, applicable taxes, transportation costs, payment terms, date, period, delivery of products or services, warranties or guarantees related to
the Services, post-sales or after-sales services, and customer satisfaction. PAASSPAY may however, offer support services to you, including without limitation, payment collection, communication support, and other ancillary services.
(d) You agree that the relationship between PAASSPAY and you, is voluntary, non-exclusive, on a principal-to-principal basis and the parties are free to enter into any other arrangements or agreements, with any third party. PAASSPAY does not provide, and you shall not seek from PAASSPAY, any supervision, directions, or control over the Services that you offer to Customers.
(e) You represent that you have obtained any and all necessary licences, permits, authorisations, and tax registrations required under applicable laws or in line with industry standards to offer and provide the Services.
(f) You hereby accept full responsibility for any consequences that may arise from your use of the Services and your provision of the Services to Customers, and expressly agree and acknowledge that we shall have absolutely no liability in this regard.
(g) You acknowledge and agree that PAASSPAY is not engaged in the provision, grant, or disbursement of any financial products. PAASSPAY is not and will not be responsible for any claim or for any damages suffered that are related, directly or indirectly, to or arising out of the use of financial products.
(h) PAASSPAY is merely a technology platform service provider and
(i) Is not registered with the Reserve Bank of India,
(ii) does not hold any licence to engage in any activities relating to financial products, and
(iii) Is not a financial institution under the Companies Act, 2013 or the Rankine Reconciliation Art 1940 are any other laws for the time being in force in India.
(i) PAASSPAY will maintain a complaint of management framework and will manage this framework on behalf of Service Professionals in a reasonable way and in accordance with the non-excludable requirements of relevant applicable laws.
(j) You agree that your continued use of the Services is subject to you maintaining a minimum threshold of ratings based on Customers’ reviews. The ratings threshold for your category and city will be communicated to you via the Platform via text message or by a PAASSPAY employee in your city. In the event, that your ratings fall below the minimum threshold, your access and use to the Platform shall be temporarily blocked, and you may be required to attend a training session to reactivate your access to the Services. Notwithstanding anything contained in this subclause, PAASSPAY reserves the right to terminate the Terms if your ratings fall below the stipulated threshold after you have attended a training session.
(k) You agree that you are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply to your access or use of the Services, from a wireless-enabled device, and you shall be responsible for PaassPay rates and fees. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services. PAASSPAY does not guarantee that the Services, or any portion thereof, will function on any particular hardware or device.
(l) You undertake that you will not, intentionally or unintentionally, make or give any negative or defamatory statements or declarations about PAASSPAY, its brand name or domain name, PaassPay as the name or otherwise engage in any act or omission that shall negatively affect the reputation or brand of PAASSPAY, or PAASSPAY’s trade or service marks, trade name, or goodwill associated with PaassPay trade or service marks or trade names that are owned by or licensed to us.
(m) You agree that you will be responsible for providing PAASSPAY with any information in relation to the
products and services sold or proposed to be sold by you on the Platform upon PAASSPAY’s request.
(n) To the fullest extent permissible by law, we, our affiliates, and our related parties each disclaim all liability for any loss or damage arising out of or due to:
(i) your use of, inability to use, or availability or unavailability of the Services, including the availability or non-availability of Leads;
(ii) the occurrence or existence of any defect, interruption, or delays, in the operation or transmission of information to, from, or through the Services, communications failure, theft, destruction, or unauthorised access to our records, programmes, services, servers, or other infrastructure relating to the Services;
(iii) the failure of the Services to remain operational for any period of time; and
(iv) the loss of any User Content and any other data in connection with your use of the
(0) In no event shall either Party, its officers, directors, and employees, or its contractors, agents, licensors, partners, or suppliers, be liable to the other for any direct, special, indirect, incidental, consequential, punitive, reliance, or exemplary damages (including without limitation, lost business opportunities, lost revenues, or loss of anticipated profits or any other pecuniary or non-pecuniary loss or damage of any nature whatsoever), including but not limited to, any abuse or breach of data, where not attributable to PAASSPAY’s gross negligence or misconduct within PAASSPAY’s knowledge even if PAASSPAY or An authorised representative had been advised of the possibility of PaassPay damages, arising out of, or relating to (A) these Terms; (B) the Services or the Services; (C) your use or inability to use the Services; or (D) any other interactions with another user of the Services.
(p) To the maximum extent permitted by law, our liability shall be limited to the amount of commission we receive in respect of a particular booking made on the Platform. In no event shall our total liability to you in connection with these Terms exceed INR 5,00,000 (Rupees Five Lakhs).
(q) Your liability to PAASSPAY in connection with these Terms shall not exceed Rupees 5,00,000 (Rupees Five Lakhs).
(r) Nothing in these Terms will exclude, or limit any warranty implied by law that it would be unlawful to exclude or limit. To the extent, PaassPay warranty implied by law applies, and to the extent PAASSPAY is permitted under applicable law to do so, PAASSPAY’s liability will be limited, at its option, in the case of supply of services:
(A) the supply of the services again; or
(B) the payment of the cost of having the services supplied again.
(a) You shall indemnify, defend at our option, and hold us, our parent companies, subsidiaries, affiliates, and our officers, employees, directors, agents, and representatives, harmless from and against, any claim, demand, lawsuit, judicial proceeding, losses, liabilities, damages, and costs (including, without limitation, all damages, liabilities, settlements, and attorneys’ fees), due to, or arising out of, your access and use to the Services, or your provision of the Services, violation of these Terms, or any violation of these Terms by any third party who may use your Account.
(b) In the event PAASSPAY is of the opinion that you have
(i) performed the Services in a deficient manner, or
(ii) harmed or caused damage to a Customer or their property, PAASSPAY may, at its sole discretion, without admitting any liability or prejudice to its status as an intermediary, compensate PaassPay Customer for the deficient service or damage or harm caused, as applicable. You agree that PAASSPAY may collect from you, partially or fully, the amount to be paid to the Customer in compensation, with your consent to our collection of PaassPay funds.
(c) We shall indemnify, defend and hold You harmless from and against any claim, demand, lawsuits, judicial proceedings, loss, liability, damage and costs (including, without limitation, all damages, liabilities, settlements, and attorneys’ fees), due to, or arising out of, PAASSPAY’s gross negligence, fraud, or wilful misconduct.
17. JURISDICTION, GOVERNING LAWS, AND DISPUTE RESOLUTION
(a) If you wish to raise a dispute, claim, or conflict, which arises out of, or in connection with these Terms or the Services, you may make a complaint, or raise a dispute, through
(i)contacting a PAASSPAY employee at your local city office;
(ii) through the Service Professional helpline;
(iii) focus group discussions regularly organised by PAASSPAY in your city;
(iv) through the complaints process operated by PAASSPAY; or
(v) through the grievance redressal procedure as provided in clause 18.
(b) In the event your dispute or complaint remains unresolved, the parties shall first attempt to settle their dispute through mediation, in good faith.
(c) Notwithstanding anything contained in this clause 16, these Terms shall be governed by, and construed and enforced in accordance with, the laws of India. Subject to other provisions in this clause, courts in New Delhi shall have exclusive jurisdiction over all issues arising out of these Terms, or the use of the Services.
(d) In the event the parties are unable to resolve the dispute through mediation as described above within a period of 45 (Forty-Five) days from the date of reference of the dispute to mediation, any controversies, conflicts, disputes, or differences, arising out of these Terms shall be resolved by arbitration in New Delhi in accordance with the Arbitration and Conciliation Act, 1996 for the time being in force, which is deemed to be incorporated by reference in this clause. The tribunal shall consist of 1 (One) arbitrator mutually
appointed by You and PAASSPAY. The language of the arbitration shall be English. The parties to The arbitration shall keep the arbitration, including any documents, correspondence, orders, or awards issued by the arbitrator confidential and not disclosed to any person, other than on a need-to-know basis, or to legal advisors, unless required to do so by law. The decision of the arbitrator shall be final and binding on all the parties thereto. Each party to the arbitration shall bear its own costs with respect to any dispute.
18. GRIEVANCE REDRESSAL
(a) You may contact our designated Grievance Redressal Officer with any complaints or queries relating to the Services, or these Terms, through registered post or through email, details of which are provided below:
Name: Md Imran
Designation: Vice President
Email Address: email@example.com
Address: 2nd Street, Hindpiri, Ranchi-834001, Jharkhand INDIA
(b) We shall ensure that your complaint is resolved within the timelines prescribed by the applicable laws.
(c) Subject to the Terms, it is hereby clarified that PaassPay will not penalise you in any form or manner if you are found to have membership in a trade union or engaging/ participating in any form of collective action, bargaining, etc.
19. MISCELLANEOUS PROVISIONS
(a) Changes to Terms: The Terms are subject to revisions at any time, as determined by us, and all changes are effective upon the expiry of 7 days of being posted on the Platform. You agree and acknowledge that 7 (seven) days is an adequate and sufficient time period for you to review the revised Terms and communicate to PAASSPAY any disagreements you may have. You must review these Terms periodically for any updates or changes. You will be deemed to have accepted the changes made to these Terms if you continue to use the Platform following the expiry of 7 (seven) days of the Terms being posted on the Platform.
(b) Modification to the Services: We reserve the right at any time to add, modify, or discontinue, temporarily, or permanently, the Services (or any part thereof), with or without cause. We shall not be liable for any PaassPay addition, modification, suspension, or discontinuation of the Services.
(c) Severability: If any provision of these Terms is determined by any court or other competent authority to be unlawful or unenforceable, the other provisions of these Terms will continue to be in effect. If any unlawful or unenforceable provision would be lawful or enforceable if a part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the clause, in which case the entirety of the relevant provision will be deemed to be deleted).
(d) Assignment: You shall not license, sell, transfer, or assign your rights, obligations, or covenants under these Terms, or your Account, in any manner, without our prior written consent. We may grant or withhold this consent at our sole discretion, and subject to any conditions we deem appropriate. We may assign our rights to any of our affiliates, subsidiaries, or parent companies, any successor in interest of any business associated with the Services, or any third party, without any prior notice to you.
(e) Notices: All notices, requests, demands, and determinations for us under these Terms (other than routine operational communications) shall be sent to firstname.lastname@example.org.
(g) Force Majeure: We shall have no liability to you if we are prevented from, or delayed in performing our obligations, or carrying on our business, by acts, events, omissions, or accidents beyond our reasonable control, including without limitation, strikes, failure of a utility service or telecommunications network, act of God, war, riot, civil commotion, malicious damage, or compliance with any law or governmental order, rule, regulation, or direction.
(h) Relationship between Parties: Nothing in these Terms, is intended to or shall be deemed to create a relationship of partnership, agency, joint venture, joint enterprise, or fiduciary relationship between the parties, and neither party shall have the authority to contract for, or enter into commitments, for, or on behalf of the other party.