Terms of Service

1. Definitions & Interpretation

1.1 Definitions

For the purposes of these Terms, the following capitalised terms shall have the meanings assigned below:

1.2 Interpretation

Unless the context otherwise requires:

• Words importing the singular shall include the plural and vice versa;
• References to any law shall include amendments and subordinate legislation;
• Headings are for convenience only and shall not affect interpretation;
• The words "including" and "includes" shall mean "including without limitation."

PART-I (GENERAL TERMS)

These General Terms apply to all Services offered by Paperclip Innovative Solutions Pvt. Ltd. through the Platform, unless otherwise specifically governed by product- or service-specific terms. In the event of any inconsistency between these General Terms and any product/service-specific terms, the product/service-specific terms shall prevail to the extent of such conflict.

2. Eligibility to Access the Platform and Avail the Services

2.1 Legal Capacity and Authority

By accessing, registering on, or using the Platform, You represent, warrant, and undertake that:

• You are at least eighteen (18) years of age and possess the legal capacity to enter into a valid and binding contract under the laws of India;
• You are not disqualified, restricted, or otherwise prohibited from entering into contracts under any Applicable Law, including by reason of insolvency, mental incapacity, judicial restraint, or any other legal disability;
• You are accessing and using the Platform voluntarily and for lawful purposes;

2.1.1 Where You are accessing or using the Platform on behalf of a company, partnership, proprietorship, limited liability partnership, trust, or any other legal entity (an "Entity"):

• You are duly authorized to act on behalf of such Entity;
• You have obtained all necessary internal approvals, authorizations, and consents required to bind such Entity;
• Such Entity is duly incorporated or validly existing under Applicable Law;
• Such Entity is not subject to any legal restriction that would prevent it from entering into transactions contemplated under these Terms.

You further acknowledge and agree that:

• The Company is entitled to rely upon the representations made by You without independent verification;
• Any misrepresentation regarding Your age, authority, or legal capacity shall constitute a material breach of these Terms;
• The Company reserves the right to suspend or terminate access to the Platform upon discovery of any inaccuracy in the above representations.

Where access to certain services (including Finance Services) requires additional eligibility criteria under Applicable Law or regulatory requirements, You agree to comply with such eligibility requirements.

2.2 Restriction on Use by Minors

The Platform and the Services, including without limitation Marketplace Services and Finance Services, are intended solely for use by individuals who are eighteen (18) years of age or older and who are legally competent to enter into binding contracts under Applicable Law. The Company does not knowingly permit, solicit, or authorize registration or use of the Platform by minors.

If the Company becomes aware, through verification or otherwise, that:

• A person under the age of eighteen (18) has registered on or accessed the Platform; or
• Any information has been submitted by or on behalf of a minor without lawful authority,

the Company reserves the right, without prior notice, to:

• Suspend or terminate the account immediately;
• Refuse provision of Services;
• Delete or restrict access to the associated data, subject to Applicable Law;
• Take any other action it deems necessary to comply with legal or regulatory obligations.

Any access or use of the Platform by a minor shall be deemed unauthorized and in violation of these Terms. The Company shall not be liable for any loss, damage, or consequence arising from:

• Misrepresentation of age;
• Unauthorized use of the Platform by a minor;
• Failure of a parent or guardian to supervise or restrict such access.

Nothing in this clause shall prevent the Company from taking appropriate legal or regulatory action where required.

3. Privacy and Data Protection

Your access to and use of the Platform is subject to the Company's Privacy Policy ("Privacy Policy"), which forms an integral part of these Terms.

3.1

The Privacy Policy describes in detail:

• The categories of Personal Data collected;
• The purposes for which such data is collected and processed;
• The manner of storage, retention, and protection of such data;
• The circumstances under which data may be shared with Lenders, Vendors, service providers, regulators, or other third parties;
• Your rights in relation to such data under Applicable Law.

3.2

Depending on the Services used, the Company may collect and process, inter alia:

• Personal identification information;
• Financial Information;
• KYC Information;
• Transaction data;
• Device and technical information.

Such processing shall be undertaken in accordance with the Digital Personal Data Protection Act, 2023, the Information Technology Act, 2000, and other Applicable Laws.

3.3

By accessing or using the Platform, submitting information, or availing Services, You acknowledge that:

• You have read and understood the Privacy Policy;
• You consent to the collection, processing, storage, and sharing of Your data for the purposes specified therein;
• Where required, You provide specific and informed consent for processing of Financial Information, KYC Information, and credit-related data.

You retain the right to withdraw consent, seek correction, or exercise other statutory rights in accordance with the Privacy Policy and Applicable Law, subject to limitations applicable to regulated financial services.

4. Prohibited Content and Conduct

4.1 Prohibited Content

You shall not host, display, upload, modify, publish, transmit, update, store, or share any information, material, data, or content on or through the Platform that:

• Belongs to another person or entity and to which You do not have lawful rights, authorization, or license;
• Is defamatory, libellous, obscene, pornographic, paedophilic, invasive of another's privacy, hateful, racially or ethnically objectionable, abusive, harassing, threatening, or otherwise unlawful;
• Promotes or facilitates money laundering, terrorist financing, gambling, illegal trade, counterfeit goods, or prohibited goods or services;
• Infringes or violates any patent, trademark, copyright, trade secret, moral right, or other intellectual property or proprietary rights of any third party;
• Contains malicious software, viruses, trojans, worms, spyware, ransomware, or any other harmful or disruptive code;
• Is false, misleading, fraudulent, manipulated, or deceptive, including in relation to identity, financial information, or transaction history;
• Misrepresents the origin of goods or services listed on the Platform;
• Violates any Applicable Law, regulation, circular, governmental directive, or regulatory requirement.

4.2 Prohibited Activities

Without limiting the foregoing, You shall not:

• Use the Platform for any unlawful, fraudulent, abusive, or exploitative purpose;
• Submit false Loan Applications or forged documentation;
• Engage in identity theft, impersonation, or misrepresentation of affiliation with any person or entity;
• Attempt to gain unauthorized access to the Platform, servers, systems, networks, APIs, or databases;
• Interfere with, disrupt, or compromise the integrity, security, or performance of the Platform;
• Use automated tools including bots, crawlers, scrapers, spiders, scripts, or similar technologies without prior written authorization;
• Circumvent or attempt to bypass security features, verification mechanisms, or access controls;
• Abuse return policies, promotional programs, loyalty benefits, or referral schemes;
• Use the Platform in violation of anti-money laundering laws, financial crime laws, sanctions regulations, or foreign exchange laws;
• Reverse engineer, decompile, or attempt to extract source code from the Platform.

4.3 Monitoring, Enforcement, and Reporting

The Company reserves the right, but not the obligation, to:

• Monitor content and activities on the Platform;
• Remove or disable access to content that violates these Terms;
• Suspend or terminate accounts involved in prohibited conduct;
• Report suspicious or unlawful activities to regulatory authorities, law enforcement agencies, Lenders, or other relevant third parties, in accordance with Applicable Law.

The Company shall not be liable for any action taken in good faith pursuant to this clause.

4.4 Cooperation with Authorities

You agree to cooperate with the Company in any investigation or regulatory inquiry relating to Your use of the Platform. Failure to cooperate may result in suspension or termination of access.

5. Compliance with Applicable Law

You agree to comply with all Applicable Laws in connection with Your access to and use of the Platform and Services, including but not limited to:

• The Information Technology Act, 2000 and the rules framed thereunder, including the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021, as amended from time to time;
• The Digital Personal Data Protection Act, 2023 and applicable rules thereunder;
• The Prevention of Money Laundering Act, 2002 and rules framed thereunder, to the extent applicable;
• The Reserve Bank of India Act, 1934 and applicable directions, circulars, and guidelines issued by the Reserve Bank of India in relation to digital lending, outsourcing of financial services, KYC, and credit information sharing, as may be applicable to Lenders and Lending Service Providers;
• The Credit Information Companies (Regulation) Act, 2005;
• The Consumer Protection Act, 2019 and the Consumer Protection (E-Commerce) Rules, 2020;
• The Companies Act, 2013, where applicable;
• The Foreign Exchange Management Act, 1999 and rules and regulations thereunder, where applicable;
• Goods and Services Tax laws, including the Central Goods and Services Tax Act, 2017 and corresponding State GST laws, where applicable;
• Any other applicable central, state, or local law, regulation, notification, circular, or governmental directive in force in India.

You further agree that You shall not use the Platform for any activity that is unlawful, fraudulent, misleading, or in violation of any Applicable Law, including but not limited to financial crime, identity theft, money laundering, or misrepresentation.

6. Grievance Redressal

In accordance with applicable law, the details of the Company's Grievance Officer are as follows:

The Company shall endeavor to address grievances within the timelines prescribed under applicable law.

7. Amendments and Assignment

7.1 The Company reserves the right to modify, amend, or update these Terms at any time. Updated versions shall be effective upon publication on the Platform.

7.2 The Company may assign or transfer its rights and obligations under these Terms to any affiliate or successor entity without prior notice. You may not assign Your rights or obligations without prior written consent of the Company.

8. Language

These Terms are published in English. Translations, if provided, are for convenience only. In the event of any conflict, the English version shall prevail.

9. Governing Law and Jurisdiction

• These Terms shall be governed by and construed in accordance with the laws of India.
• The Parties shall use reasonable efforts to resolve any dispute, controversy, or claim arising out of or in connection with these Terms or the use of the Platform ("Dispute") through good faith negotiations within thirty (30) days from the date on which one Party notifies the other of the Dispute.
• If the Dispute is not resolved amicably within the above period, it shall be referred to and finally resolved by arbitration in accordance with the provisions of the Arbitration and Conciliation Act, 1996, as amended from time to time.
• The arbitration shall be conducted by a sole arbitrator mutually appointed by the Parties.
• If the Parties fail to mutually appoint an arbitrator within fifteen (15) days, the arbitrator shall be appointed in accordance with the Arbitration and Conciliation Act, 1996.
• The seat and venue of arbitration shall be Noida (Gautam Budh Nagar), Uttar Pradesh.
• The arbitration proceedings shall be conducted in English.
• The arbitral award shall be final and binding on the Parties.

10. Data Storage, Retention and Deletion

10.1 Collection, Processing and Lawful Basis

10.1.1 The Company may collect, receive, generate, record, store, process, analyze, use, transmit, share, archive, anonymize, or otherwise handle User data in connection with the provision of Marketplace Services and Finance Services, including but not limited to:

• Personal Data;
• Financial Information;
• KYC Information;
• Loan Application details;
• Credit-related information;
• Transaction records and repayment history;
• Device identifiers and technical metadata;
• Communications, customer support interactions, and application history;
• System logs, access logs, and security audit trails.

10.1.2 All such collection and processing activities shall be undertaken strictly in accordance with:

• The Privacy Policy;
• The Data Retention & Deletion Policy;
• The Digital Personal Data Protection Act, 2023 ("DPDP Act");
• The Information Technology Act, 2000 and applicable rules;
• Guidelines and directions issued by the Reserve Bank of India applicable to digital lending service providers and outsourcing entities;
• The Prevention of Money Laundering Act, 2002;
• The Credit Information Companies (Regulation) Act, 2005;
• Applicable taxation, audit, and regulatory reporting obligations; and
• Any other Applicable Law.

10.1.3 The Company shall ensure that processing of Personal Data is:

• Lawful, fair, and transparent;
• Based on valid consent or other legally recognized grounds;
• Limited to specific, clear, and disclosed purposes;
• Adequate, relevant, and proportionate to the purposes for which such data is processed;
• Restricted to the minimum data necessary for the stated purpose.

10.1.4 The Company shall not process Personal Data for purposes that are incompatible with those disclosed at the time of collection, nor shall it engage in profiling, automated decision-making, or data monetization practices beyond what is necessary for facilitation of Services and compliance with Applicable Law.

10.2 Storage Infrastructure and Security Safeguards

10.2.1 User data shall be stored on secure systems and infrastructure implementing reasonable security practices and procedures commensurate with the sensitivity and volume of data processed, including but not limited to administrative, technical, organizational, and physical safeguards designed to prevent unauthorized access, alteration, disclosure, loss, or destruction.

10.2.2 The Company shall adopt and maintain security controls consistent with:

• Industry-standard encryption protocols for data in transit and at rest;
• Role-based and least-privilege access management;
• Multi-factor authentication mechanisms;
• Secure key management systems;
• Periodic vulnerability assessments and penetration testing;
• Security monitoring and logging frameworks;
• Internal access review and audit controls;
• RBI supervisory expectations applicable to Lending Service Providers.

10.2.3 Access to sensitive categories of data, including Financial Information, KYC Information, credit bureau data, and regulatory documentation, shall be strictly restricted to authorized personnel on a need-to-know basis and subject to confidentiality and internal control mechanisms.

10.2.4 The Company shall not retain raw device-level personal data beyond what is necessary for lawful credit evaluation, fraud detection, or regulatory compliance, and shall not engage in intrusive data harvesting practices inconsistent with RBI digital lending norms.

10.3 Data Retention Principles and Regulatory Obligations

10.3.1 User data shall be retained only for such duration as is reasonably necessary to fulfil one or more of the following lawful purposes:

• Provision, maintenance, and improvement of the Services;
• Compliance with statutory and regulatory requirements, including RBI guidelines, AML obligations, taxation laws, and audit requirements;
• Fulfilment of contractual obligations owed to Lenders, Vendors, payment partners, or regulatory authorities;
• Reporting to Credit Information Companies where required under law;
• Detection, prevention, and investigation of fraud, misuse, or financial crime;
• Resolution of disputes and enforcement of contractual rights;
• Establishment, exercise, or defence of legal claims;
• Any other purpose expressly permitted or required under Applicable Law.

10.3.2 The duration of retention may vary depending on the category of data, regulatory classification, and contractual obligations, and may extend beyond the termination of the User's account where mandated under Applicable Law.

10.3.3 The Company acknowledges that certain categories of data, including KYC documentation and transaction records relating to financial services, may be subject to minimum statutory retention periods under regulatory frameworks, and such statutory obligations shall override any User request for deletion to the extent legally required.

10.4 Deletion, Anonymization and Post-Purpose Handling

10.4.1 Where Personal Data is no longer required for lawful purposes and is not subject to mandatory retention under Applicable Law, the Company shall undertake secure deletion or irreversible anonymization of such data in accordance with internal data lifecycle management procedures.

10.4.2 Anonymization shall be carried out in a manner that prevents re-identification of the data subject using reasonably available means.

10.4.3 Users acknowledge and agree that deletion of data shall not apply where:

• Retention is necessary to comply with statutory or regulatory obligations;
• There is an ongoing investigation, audit, or regulatory inquiry;
• There are outstanding financial obligations or unresolved disputes;
• Data is required for fraud monitoring or risk assessment;
• Retention is necessary for defence of legal claims.

10.5 Retention Following Suspension, Restriction, or Termination

10.5.1 Where a User account is suspended, restricted, or terminated, the Company may continue to retain certain categories of data for purposes including but not limited to:

• Regulatory compliance;
• AML monitoring and suspicious activity reporting;
• Risk assessment and fraud prevention;
• Internal audit and supervisory review;
• Legal defence and claims management;
• Enforcement of outstanding contractual or financial obligations.

10.5.2 Deletion of an account shall not automatically result in deletion of all associated data where continued retention is required or permitted under Applicable Law.

10.6 Data Localization and Storage Within India

10.6.1 Localized Storage and Processing: All User data, including but not limited to Personal Data, Financial Information, KYC Information, Loan Application data, credit-related information, transaction records, device-level metadata, and regulatory documentation, shall be stored, processed, and maintained exclusively within the territory of India on secure infrastructure located in India. The Company shall not transfer, mirror, replicate, host, or process such data outside India unless expressly required under Applicable Law or pursuant to a lawful order issued by a competent court or regulatory authority having jurisdiction.

10.6.2 Regulatory Compliance: The Company shall ensure that all localized data storage and processing practices comply with:

• The Digital Personal Data Protection Act, 2023 and rules thereunder;
• The Information Technology Act, 2000 and applicable rules;
• RBI digital lending and outsourcing guidelines applicable to Lending Service Providers;
• Applicable cybersecurity, AML, and supervisory requirements;
• Any sector-specific data localization mandates under Applicable Law.

10.6.3 No Cross-Border Transfers: The Company shall not transfer Personal Data or other User data to any foreign jurisdiction, data centre, cloud environment, or processing entity located outside India, except where such transfer is:

• Mandated by Applicable Law;
• Required for compliance with a binding legal obligation;
• Permitted pursuant to future regulatory notifications allowing such transfer.

In the event that Applicable Law is amended to permit or regulate cross-border transfers, the Company may revise this clause accordingly, subject to compliance with statutory safeguards.

10.7 Data Principal Rights

10.7.1 Subject to statutory retention obligations and regulatory requirements, Users shall have the right to:

• Seek confirmation regarding processing of their Personal Data;
• Request correction, updating, or completion of inaccurate data;
• Request erasure of Personal Data where legally permissible;
• Withdraw consent where processing is consent-based;
• Nominate another individual to exercise their rights in the event of death or incapacity.

10.7.2 Exercise of such rights shall be processed in accordance with timelines and procedures prescribed under the DPDP Act and the Privacy Policy.

10.8 Governing Policy

Detailed retention timelines, classification frameworks, archival practices, deletion protocols, and anonymization standards are governed by the Company's Data Retention & Deletion Policy, which forms an integral part of these Terms and shall be read harmoniously with applicable statutory requirements. In the event of any inconsistency between this clause and any mandatory statutory provision, the statutory provision shall prevail.

11. Account Registration, Responsibility, Suspension and Termination

11.1 Registration and Accuracy of Information

In order to access certain features, functionalities, Marketplace Services, or Finance Services available on the Platform, Users may be required to register and create an account by providing specified information and completing prescribed verification procedures.

By registering for an account, You represent, warrant, and covenant that:

• All information provided by You at the time of registration, and any information subsequently submitted, is true, accurate, current, complete, and not misleading in any respect;
• You shall promptly update such information to ensure that it remains accurate and complete at all times;
• You possess the legal capacity and authority to create and operate the account, including, where applicable, the authority to bind any company, partnership, sole proprietorship, or other legal entity on whose behalf You are acting.

Where the account is created on behalf of a legal entity, You further represent that You are duly authorized to accept these Terms and undertake obligations on behalf of such entity, and that such entity shall be fully bound by these Terms.

The Company reserves the right, at any time and without prior notice, to verify the information provided by You, to request supporting documentation, to conduct background checks, or to perform identity and compliance verifications as may be required under Applicable Law, regulatory expectations, internal risk policies, or agreements with Lenders and Vendors.

Failure to provide satisfactory documentation or cooperation in verification procedures may result in restriction, suspension, or termination of Your account.

11.2 Account Confidentiality and Security

You acknowledge and agree that You are solely and exclusively responsible for maintaining the confidentiality and security of Your login credentials, including usernames, passwords, authentication codes, and any multi-factor authentication mechanisms associated with Your account.

You shall:

• Take all reasonable steps to prevent unauthorized access to Your account;
• Restrict access to devices through which Your account may be accessed;
• Ensure that login credentials are not shared with any unauthorized person.

You further agree that You are responsible for all activities conducted through Your account, whether such activities are authorized by You or not, unless such unauthorized activity is directly attributable to the Company's gross negligence or wilful misconduct.

You shall immediately notify the Company in writing upon becoming aware of any unauthorized use, suspected breach, loss of credentials, or compromise of Your account. The Company shall not be liable for losses arising from failure to provide timely notification.

The right to use the Platform is personal to You and is strictly non-transferable. You shall not sell, assign, lease, delegate, sublicense, or otherwise transfer Your account or access rights to any third party.

11.3 Suspension and Termination

The Company reserves the right, in its sole discretion and without prior notice where permitted by law, to suspend, restrict, disable, or permanently terminate Your account and/or access to the Platform in circumstances including, but not limited to:

• Where any information provided by You is found to be false, misleading, inaccurate, incomplete, or fraudulent;
• Where fraudulent conduct, identity theft, financial crime, suspicious activity, system manipulation, or abuse of Platform mechanisms is detected or reasonably suspected;
• Where there is repeated or material abuse of Marketplace policies, including excessive returns, promotional misuse, bulk order manipulation, chargeback abuse, or system exploitation;
• Where You violate these Terms, any applicable policy, or any Applicable Law;
• Where regulatory concerns arise, including KYC failures, AML red flags, sanctions screening issues, or adverse findings during compliance checks;
• Where the Company receives lawful requests, notices, or directives from law enforcement authorities, regulators, Lenders, Vendors, or judicial bodies;
• Where Your conduct exposes, or is reasonably likely to expose, the Company, other Users, Lenders, Vendors, or third-party service providers to legal, financial, operational, or reputational risk.

In cases involving suspected fraud, money laundering, or regulatory violations, the Company may suspend access immediately pending investigation without prior notice.

11.4 Consequences of Suspension or Termination

11.4.1 Operational Consequences

Upon suspension or termination of Your account:

• Access to the account and associated features may be immediately disabled;
• Pending Marketplace Transactions may be cancelled, suspended, or reversed in accordance with applicable policies;
• Pending Finance Service applications may be discontinued, and associated Lenders may be notified where required;
• Promotional credits, loyalty benefits, cashback rewards, or referral incentives may be forfeited where abuse or fraud is detected;
• The Company may notify relevant third parties, including Lenders, Vendors, payment gateways, logistics providers, or regulatory authorities, where required by law, contract, or compliance obligations.

The Company shall not be liable for any loss arising from such suspension or termination where action is taken in good faith and in accordance with these Terms.

11.4.2 Survival of Rights and Obligations

Termination or suspension of an account shall not:

• Affect any accrued rights, liabilities, or obligations existing prior to termination;
• Discharge outstanding payment obligations owed by You or to You;
• Limit the Company's rights to retain data where required under Applicable Law, regulatory mandates, AML requirements, contractual commitments, or audit obligations;
• Prejudice the Company's right to pursue legal remedies, including recovery of losses, damages, or enforcement of indemnity rights.

Any provisions of these Terms which by their nature are intended to survive termination, including but not limited to intellectual property, indemnity, limitation of liability, dispute resolution, and data retention clauses, shall continue in full force and effect.

12. Intellectual Property

12.1 Ownership and Proprietary Rights

All rights, title, and interest, whether present or future, vested or contingent, in and to the Platform and the Services, including all associated intellectual property rights, shall at all times remain the exclusive property of Paperclip Innovative Solutions Pvt. Ltd. and/or its licensors.

Such intellectual property includes, without limitation:

• All software, source code, object code, APIs, backend architecture, system frameworks, integrations, and technical infrastructure;
• Databases, compilations, structured data, analytics engines, machine learning models, credit scoring systems, fraud detection mechanisms, decision-support systems, algorithms, and proprietary methodologies;
• Trade names, trademarks, service marks, logos, brand identifiers, domain names, taglines, trade dress, and other distinctive brand features;
• Text, graphics, user interface elements, layouts, designs, audiovisual material, documentation, and proprietary content;
• Confidential information, business processes, workflow systems, product roadmaps, and technical know-how;
• Any upgrades, enhancements, modifications, derivative works, or improvements thereto.

The Platform constitutes proprietary technology developed through substantial investment of time, skill, and resources and is protected under applicable intellectual property laws, including but not limited to copyright laws, trademark laws, trade secret laws, database protection principles, and other proprietary rights legislation. Nothing contained in these Terms shall be construed as transferring, assigning, licensing (except as expressly stated), or otherwise granting any ownership rights in the Platform or Services to You. Your access to the Platform confers only a limited right of use in accordance with these Terms.

12.2 Limited License to Use

12.2.1 Scope of License

Subject to Your continued compliance with these Terms and Applicable Law, the Company grants You a limited, revocable, non-exclusive, non-transferable, non-assignable, and non-sublicensable license to:

• Access and use the Platform solely for lawful purposes;
• View, interact with, and download content strictly for internal, personal, or authorized business purposes consistent with the intended use of the Services.

This license is granted solely for the purpose of enabling You to utilize the Marketplace Services and/or Finance Services as contemplated under these Terms and does not extend to any broader commercial exploitation.

12.2.2 Excluded Rights

The foregoing license does not include, and You are expressly prohibited from:

• Commercially exploiting, monetizing, or redistributing the Platform or any part thereof;
• Reselling, sublicensing, leasing, or providing access to the Platform to third parties;
• Using the Platform for benchmarking, competitive analysis, or development of a competing product or service;
• Extracting proprietary data, insights, or methodologies to build derivative systems;
• Accessing the Platform for the purpose of reverse engineering business models, pricing structures, underwriting logic, or operational workflows.

Any use beyond the scope of this limited license shall constitute a material breach of these Terms and may result in immediate suspension or termination of access.

12.3 Restrictions and Prohibited Conduct

You shall not, directly or indirectly, and shall not permit any third party to:

• Reproduce, copy, distribute, publicly display, publish, modify, translate, adapt, transmit, broadcast, or create derivative works of any portion of the Platform;
• Reverse engineer, decompile, disassemble, decode, or otherwise attempt to discover the source code, algorithms, data structures, security mechanisms, or underlying architecture of the Platform;
• Use automated tools, bots, crawlers, scrapers, spiders, or other data extraction technologies to harvest data or content from the Platform without express written authorization;
• Remove, obscure, alter, or tamper with any copyright notices, trademark notices, proprietary legends, or security features;
• Use the Company's trademarks, trade names, domain names, or brand features in any manner without prior written consent;
• Register or attempt to register any intellectual property, including domain names or trademarks, that is confusingly similar to that of the Company;
• Bypass or attempt to bypass technological measures implemented to restrict access or protect intellectual property.

Any violation of this clause may give rise to civil liability and, where applicable, criminal remedies under relevant intellectual property statutes.

12.4 User-Generated Content

Where You upload, post, submit, transmit, or otherwise make available any content on or through the Platform, including but not limited to product listings, descriptions, reviews, ratings, feedback, communications, or other materials ("User Content"), You represent and warrant that:

• You own all necessary rights, licenses, and permissions to submit such content;
• Such content does not infringe or misappropriate any third-party intellectual property, privacy, publicity, or proprietary rights;
• Such content complies with Applicable Law and these Terms.

By submitting User Content, You grant the Company a worldwide, perpetual (subject to deletion requests where legally required), non-exclusive, royalty-free, transferable, and sublicensable license to host, store, reproduce, adapt, modify, publish, distribute, publicly display, and otherwise use such User Content for purposes including:

• Operating and improving the Platform;
• Displaying listings or reviews;
• Marketing and promotional activities;
• Compliance and record-keeping purposes.

The Company reserves the right, but not the obligation, to review, moderate, remove, disable, or restrict access to any User Content that violates these Terms or Applicable Law.

12.5 Feedback and Suggestions

If You provide suggestions, ideas, recommendations, enhancements, feature requests, or other feedback relating to the Platform or Services ("Feedback"), You acknowledge and agree that:

• Such Feedback is provided voluntarily and without expectation of compensation;
• The Company may freely use, implement, modify, commercialize, or incorporate such Feedback into its products or services without restriction;
• No intellectual property rights shall vest in You in relation to any improvements or modifications derived from such Feedback;
• No fiduciary, confidential, or advisory relationship is created by submission of Feedback unless expressly agreed in writing.

12.6 Reservation of Rights

All rights not expressly granted to You under these Terms are hereby reserved by the Company and its licensors. No implied licenses are granted, and no waiver of intellectual property rights shall be inferred from silence, delay in enforcement, or continued provision of access. The intellectual property protections set forth in this clause shall survive termination, suspension, or expiry of Your access to the Platform.

13. Prohibition of Illegal Activities

13.1 Users shall not use the Platform for:

• Money laundering;
• Terror financing;
• Fraudulent credit applications;
• Identity theft;
• Sale of counterfeit goods;
• Trade in prohibited goods/services;
• Violation of foreign exchange laws;
• Violation of consumer protection laws.

13.2 The Company reserves the right to report suspicious transactions or activities to regulatory authorities in accordance with Applicable Law.

14. Device Permissions and Access

To enable specific functionalities of the Platform, particularly in relation to regulated Finance Services, the Platform may request access to limited device features and permissions. Such access shall be sought strictly on the basis of prior, specific, informed, granular, and freely given consent of the User, and shall be limited to what is reasonably necessary for a lawful, disclosed, and proportionate purpose.

The Company shall not condition general access to the Platform upon grant of intrusive device permissions, and no hidden, bundled, pre-ticked, or implied consent mechanisms shall be used for accessing device-level data.

14.1 Location Access

The Platform may request access to device location data for legitimate and disclosed purposes, including but not limited to:

• Identity verification and geo-authentication of Users;
• Fraud detection, risk assessment, and anomaly detection;
• Compliance with regulatory requirements, including geographic eligibility checks;
• Operational optimization and service personalization where relevant.

Location access shall remain optional for general browsing and use of Marketplace Services. However, disabling such access may restrict or prevent access to certain Finance Services where geographic verification is required under regulatory, risk, or lender-mandated compliance requirements. The Company shall not engage in continuous, persistent, or background tracking of real-time location without explicit, separate, and revocable consent. Location data shall not be used for surveillance, profiling unrelated to Services, or commercial exploitation.

14.2 Camera Access

The Platform may request camera access strictly for legitimate operational purposes, including but not limited to:

• Digital KYC verification;
• Capture and upload of identity documents;
• Live photo-based or video-based identity authentication;
• Regulatory verification processes mandated by Lenders, banks, NBFCs, or competent authorities.

Camera access shall be activated only at the time of the relevant function and shall not remain active beyond the duration necessary to complete the intended process. The Company shall not access stored media files or gallery content unless separately and expressly consented to by the User. Captured data shall be processed in accordance with the Privacy Policy and applicable regulatory retention requirements.

14.3 Access to Phone Data and Device Information

The Platform shall not access SMS logs, call logs, contact lists, media files, application lists, clipboard data, or other personal device-level data except where:

• Specific, granular, and informed consent has been obtained from the User;
• Such access is demonstrably necessary for a lawful, clearly disclosed, and service-related purpose;
• Such access is permitted under applicable RBI digital lending guidelines and other Applicable Law.

Access shall not be obtained through coercive design patterns, bundled consent requests, misleading user interface prompts, or implied consent mechanisms. The Company shall not access device resources for purposes unrelated to credit evaluation, fraud prevention, regulatory compliance, or the secure provision of Services.

14.3.1 Permitted Use

Where explicitly and voluntarily permitted by the User, limited categories of device-level data may be accessed and processed solely for the following purposes:

• Verification of transactional data relevant to Loan Applications;
• Fraud detection, risk scoring, and credit risk assessment;
• Prevention of identity theft, impersonation, or financial crime;
• Compliance with anti-money laundering and regulatory obligations;
• Enhancing operational efficiency and user experience strictly in connection with Finance Services;
• Fulfilling specific lender-mandated compliance requirements.

Under no circumstances shall contact lists be accessed or used for debt recovery, coercive communication, or third-party harassment.

14.3.2 Data Minimization and Safeguards

In relation to any device-level access granted by the User, the Company shall:

• Collect only the minimum data strictly necessary for the disclosed purpose;
• Avoid accessing unrelated personal content;
• Implement administrative, technical, and organizational safeguards to prevent unauthorized access;
• Restrict internal access to authorized personnel on a need-to-know basis;
• Not sell, rent, trade, or commercially monetize device-level personal data;
• Retain such data only for the minimum duration permitted under Applicable Law.

Where technologically feasible, sensitive device-level data shall be processed in tokenized, hashed, anonymized, or derived formats rather than being stored in raw, directly identifiable form.

14.4 Withdrawal of Consent

Users may withdraw previously granted device permissions at any time through device settings or by contacting the Company, subject to regulatory and operational limitations applicable to certain financial services.

Withdrawal of consent shall not affect the lawfulness of processing undertaken prior to such withdrawal. However, Users acknowledge that withdrawal of certain permissions may result in:

• Inability to complete KYC verification;
• Suspension of pending Loan Applications;
• Restriction of access to certain Finance Services;
• Inability to comply with regulatory or lender requirements.

Where device data is essential for statutory compliance or fraud prevention, withdrawal of consent may lead to discontinuation of the relevant Service.

14.5 No Background Surveillance

The Company does not engage in continuous background surveillance, covert monitoring, or persistent tracking of User devices. Device permissions are requested solely for specific operational functions and are activated only for the duration necessary to complete the relevant function. The Company shall not use device permissions for intrusive profiling, behavioral exploitation, or non-service-related monitoring.

14.6 Regulatory Compliance

All device access practices shall be implemented in accordance with:

• The Digital Personal Data Protection Act, 2023;
• RBI digital lending guidelines applicable to Lending Service Providers;
• Applicable data minimization and purpose limitation principles;
• Relevant cybersecurity and outsourcing norms.

In the event of any conflict between operational functionality and regulatory requirements, regulatory requirements shall prevail.

15. Third-Party Service Providers and Integrations

15.1 Integration with Third Parties

The Platform may integrate, connect, interface, or otherwise interoperate with various third-party service providers in order to enable, support, and enhance the Marketplace Services, Finance Services, regulatory compliance obligations, and overall operational functionality of the Platform. Such third-party integrations may include, without limitation:

• Payment gateways and payment aggregators for processing digital payments;
• Banks and Non-Banking Financial Companies (NBFCs) for facilitation of Credit Facilities;
• Credit Information Companies (credit bureaus) for retrieval and reporting of credit information;
• KYC, identity verification, and authentication service providers;
• Technology infrastructure providers, including cloud hosting, storage, and cybersecurity vendors;
• Analytics, fraud detection, risk assessment, and scoring vendors;
• Logistics, warehousing, and delivery partners;
• Communication service providers for SMS, email, OTP, or notification services.

These integrations are undertaken for legitimate business, operational, compliance, and regulatory purposes and are necessary for enabling seamless digital transactions, application processing, payment settlement, identity verification, and lawful data transmission. The Company does not control the internal operations, infrastructure, or independent business decisions of such third-party entities.

15.2 Independent Third Parties

All third-party service providers integrated with the Platform are independent entities and operate under their own:

• Terms and conditions;
• Privacy policies;
• Regulatory licenses and supervisory frameworks;
• Internal operational standards and compliance mechanisms.

Your interaction with such third parties, including but not limited to execution of loan agreements with Lenders, payment processing through payment gateways, delivery arrangements with logistics partners, or KYC verification by authorized vendors, may be governed by additional contractual terms directly between You and the relevant third party. The Company shall not be responsible for the contents of, or changes to, such third-party terms, nor shall it be deemed to have endorsed or guaranteed the policies or representations of such entities.

15.3 Data Sharing and Confidentiality Controls

Where reasonably required for the provision of Services, regulatory compliance, fraud prevention, payment settlement, credit evaluation, logistics coordination, or technical support, the Company may share relevant User data with third-party service providers strictly:

• On a need-to-know and purpose-limited basis;
• For lawful, specific, and disclosed purposes;
• Pursuant to appropriate contractual safeguards and confidentiality obligations;
• In compliance with Applicable Law, including data protection, digital lending, AML, and outsourcing regulations.

Such sharing shall not constitute a transfer of ownership of User data to the third party. The Company shall require third-party service providers to process shared data solely for the intended purpose and in accordance with applicable data protection and security standards. Nothing in this clause authorizes third parties to independently commercialize, sell, or misuse User data.

15.4 Limitation of Liability for Third-Party Acts

To the maximum extent permitted by Applicable Law, the Company shall not be liable for:

• Failures, outages, technical errors, disruptions, latency, or delays caused by third-party systems, networks, servers, APIs, payment infrastructure, or communication channels;
• Unauthorized access, data breaches, negligence, or misconduct of third-party providers beyond the Company's reasonable control;
• Acts or omissions of Lenders in relation to credit sanction, pricing, servicing, restructuring, or recovery;
• Operational failures of logistics partners, including delays, damage in transit, or failed delivery attempts;
• Any loss arising from Your direct contractual relationship with a Lender, Vendor, payment gateway, Credit Information Company, or other third party.

The Company's role is limited to providing an enabling digital interface and shall not extend to assumption of third-party liabilities except where directly attributable to the Company's wilful misconduct or gross negligence.

15.5 Due Diligence, Oversight and Replacement

The Company shall exercise reasonable care and commercial diligence in selecting and onboarding third-party service providers, including, where applicable:

• Reviewing regulatory registrations or licensing status;
• Assessing information security and data protection standards;
• Evaluating operational capability and reliability;
• Ensuring appropriate contractual safeguards.

However, the Company does not warrant uninterrupted or error-free performance of third-party systems. The Company reserves the right, at its sole discretion and without prior notice, to modify, replace, suspend, or discontinue integrations with any third-party service provider in order to improve service quality, comply with regulatory requirements, mitigate risk, or enhance operational efficiency.

15.6 No Agency, Partnership or Employment Relationship

Nothing contained in these Terms shall be construed as creating any:

• Partnership;
• Joint venture;
• Agency relationship;
• Franchise arrangement;
• Employment relationship;

between the Company and any third-party service provider. Each third-party service provider operates independently and is solely responsible for its own compliance with Applicable Law, regulatory obligations, and contractual commitments. Similarly, nothing in these Terms shall be construed as creating any fiduciary or advisory relationship between the Company and the User by virtue of third-party integrations.

PART-II (MARKETPLACE TERMS)

16. Nature of Marketplace Services

16.1 Intermediary Platform

The Platform provides a digital marketplace infrastructure that enables registered Suppliers to list, advertise, market, and offer goods and/or services to registered Buyers through a technology-enabled interface. The Company provides access to technological tools, communication interfaces, listing architecture, payment facilitation integrations, order management systems, and customer interaction support mechanisms designed to facilitate Transactions between independent Buyers and Suppliers. The Company does not itself sell goods, manufacture products, provide listed services, or assume the role of a merchant, distributor, or retailer unless expressly stated in writing for a specific transaction. The Platform functions as an intermediary within the meaning of applicable law and does not exercise ownership or control over the underlying goods or services offered by Suppliers.

16.2 Role of the Company

The Company operates solely as a neutral intermediary technology service provider facilitating Transactions between Buyers and Suppliers and does not act as the seller, service provider, principal contracting party, or agent of either party. Accordingly, the Company:

• Does not own, manufacture, warehouse, stock, distribute, import, export, or otherwise control the goods or services listed by Suppliers;
• Is not a party to the contract of sale, supply, or service between Buyer and Supplier;
• Does not assume title, ownership, custody, or risk of loss in respect of goods;
• Does not create, modify, negotiate, or enforce the commercial terms agreed between Buyer and Supplier;
• Does not guarantee performance, quality, legality, safety, or regulatory compliance of goods or services listed by Suppliers;
• Does not provide warranties except where expressly stated.

All contracts of sale or service are strictly bipartite agreements entered into directly between the Buyer and the Supplier. The Company's role is limited to enabling communication, order placement, and payment facilitation mechanisms.

16.3 Formation of Contract

Any purchase request, order placement, or transaction initiated through:

• The Platform;
• Official communication channels operated by the Company;
• Customer support facilitation interfaces;
• Official social media accounts or digital assets of the Company;

shall constitute an offer by the Buyer to purchase goods or services from the relevant Supplier. Such an offer shall become a legally binding contract only upon acceptance by the Supplier, which may occur through confirmation, dispatch, invoicing, or other acceptance mechanisms recognized under applicable commercial law. The Company does not accept orders on behalf of Suppliers unless expressly authorized, and does not guarantee that any order placed by a Buyer will be accepted by a Supplier.

16.4 Commercial Terms

All commercial and contractual terms, including but not limited to:

• Price;
• Payment methods;
• Taxes and duties;
• Delivery timelines;
• Product specifications;
• Warranties and guarantees;
• Return, refund, and cancellation conditions;
• After-sales service and support;

are determined solely by the Supplier and agreed directly between Buyer and Supplier. The Company does not determine, recommend, endorse, or negotiate such commercial terms unless expressly stated in writing. The Company's display of product listings does not constitute endorsement or certification of such terms.

16.5 Risk and Title

Unless otherwise expressly agreed between the Buyer and Supplier, risk of loss, damage, or deterioration in goods shall pass directly from Supplier to Buyer in accordance with the mutually agreed commercial terms governing that transaction. Title in goods shall transfer strictly between Supplier and Buyer as per the applicable contract of sale. The Company shall not bear any risk of loss, liability for damaged goods, or responsibility for shipment-related issues unless arising from its own gross negligence in payment facilitation systems.

16.6 No Agency, Partnership, or Employment Relationship

Nothing contained in these Terms shall be construed as creating any:

• Agency relationship;
• Partnership;
• Joint venture;
• Franchise arrangement;
• Employment relationship;

between:

• The Company and any Supplier;
• The Company and any Buyer;
• Any Buyer and Supplier solely by virtue of the Company's facilitation.

Suppliers operate as independent third parties and are solely responsible for compliance with all applicable commercial, tax, consumer protection, and product-specific regulations.

16.7 Listing Accuracy and Representations

Suppliers are solely and exclusively responsible for ensuring that all listings are accurate, complete, lawful, and compliant with applicable statutory and regulatory requirements. The Company does not independently verify all listings prior to publication and shall not be liable for:

• Inaccurate or misleading descriptions;
• Misrepresentation of quality, safety, specifications, or suitability;
• Counterfeit, infringing, or unauthorized products;
• Non-compliance with labeling, taxation, or regulatory standards;
• Failure of Suppliers to honour warranties or representations.

The Company reserves the right, but not the obligation, to remove or suspend listings that appear to violate Applicable Law or Platform policies.

16.8 Due Diligence and Compliance Expectations

While the Company may undertake reasonable due diligence measures in onboarding Suppliers, including verification of identity and basic compliance documentation, such onboarding does not constitute certification, guarantee, or endorsement of the Supplier's products or services. Suppliers remain solely responsible for:

• Obtaining necessary licenses, registrations, and permits;
• Complying with product-specific regulatory frameworks;
• Ensuring safety and quality compliance;
• Fulfilling tax obligations, including GST and other indirect taxes.

16.9 Intermediary Safe Harbour

The Company shall be entitled to intermediary protections available under applicable law in respect of third-party content and listings hosted on the Platform, provided that the Company acts upon obtaining actual knowledge of unlawful content in accordance with applicable statutory procedures. The Company shall not be liable for third-party content unless it fails to act upon legally valid notice.

17. Pricing and Product Information

17.1 Display of Pricing

All pricing information relating to goods and/or services listed on the Marketplace shall be displayed at or prior to the time of order placement, including the base price of the product and any applicable taxes, shipping charges, handling fees, convenience fees, or other charges, as may be disclosed on the checkout page. The total payable amount shall be presented to the Buyer before final confirmation of the order. By placing an order, You acknowledge that You have reviewed and accepted the pricing details applicable to that specific transaction. The Company does not independently determine pricing unless expressly stated and acts only as a facilitator displaying pricing information provided by the relevant Supplier.

17.2 No Lowest Price Guarantee

The Company does not represent, warrant, or guarantee that the price of any product or service listed on the Platform is the lowest available price in any market, region, geography, or online or offline channel. Suppliers may independently determine pricing based on their own commercial considerations, inventory levels, promotional campaigns, geographic variations, or market conditions. The Platform does not undertake price matching, price protection, or retrospective price adjustment unless expressly stated under a specific promotional program.

17.3 Product Descriptions and Specifications

Product descriptions, images, specifications, warranties, certifications, availability status, and other related information are provided by the respective Suppliers. While the Company may implement reasonable content moderation measures, it does not independently verify, audit, or validate all product information for accuracy, completeness, reliability, or compliance with statutory requirements. Accordingly, the Company does not warrant that:

• Product descriptions are error-free or fully accurate;
• Images perfectly reflect actual product appearance;
• Specifications are complete or up to date;
• Products meet particular regulatory or compliance standards unless expressly stated by the Supplier.

Users are encouraged to independently verify critical product details with the Supplier where necessary prior to purchase.

17.4 Pricing Errors and Typographical Mistakes

In the event of a pricing error, typographical error, system glitch, incorrect tax calculation, or inaccurate product information appearing on the Platform, whether due to technical malfunction, human error, or Supplier-provided data, the Company reserves the right, at its sole discretion and in good faith, to:

• Cancel the affected order;
• Refund any amounts paid in respect of such order to the original payment source;
• Seek confirmation from the Buyer before processing the order at the corrected price;
• Correct the error and notify the User accordingly.

If an order is cancelled after payment has been successfully processed, the refund shall be initiated within a reasonable period in accordance with the Platform's refund timelines. The Company shall not be liable for losses arising from obvious pricing errors that a reasonable person would identify as manifest mistakes.

17.5 Changes in Price and Availability

Prices, discounts, promotional offers, stock availability, and product listings are subject to change at any time without prior notice, based on Supplier discretion, inventory levels, demand fluctuations, or market conditions. The Company shall not be liable for any change in pricing or availability occurring after an order has been placed, except that confirmed orders accepted by the Supplier shall be honoured at the agreed price unless cancelled in accordance with Clause 17.4. Temporary unavailability, stock exhaustion, or discontinuation of products shall not constitute breach of these Terms by the Company.

18. Orders and Payments

18.1 Payment Processing and Intermediary Role

Payments for Marketplace Transactions and any other paid Services offered through the Platform shall be processed exclusively through authorized third-party payment gateways, payment aggregators, banks, card networks, UPI infrastructure providers, or other regulated payment service providers integrated with the Platform. The Company operates solely as a technology facilitator enabling secure routing of payment instructions and does not itself operate as a payment system operator, payment aggregator, or issuer of payment instruments unless expressly stated in writing. The Company does not directly process, store, or retain sensitive card credentials, including full credit card numbers, CVV data, PIN data, or authentication credentials, except in strict compliance with applicable payment industry standards, including RBI guidelines and Payment Card Industry Data Security Standards (PCI-DSS), where applicable.

18.2 Authorized Payment Instruments and User Responsibility

By initiating a Transaction on the Platform, You represent, warrant, and undertake that:

• You are lawfully entitled to use the selected payment instrument;
• The payment instrument is either owned by You or validly authorized for Your use;
• All payment information provided by You is accurate, complete, and current;
• You shall comply with all applicable terms and conditions imposed by the relevant issuing bank, payment network, wallet provider, UPI platform, or payment service provider.

You acknowledge that the Company does not verify ownership of payment instruments and relies on representations made by You and authorizations granted by issuing institutions. The User shall be solely responsible for any loss, dispute, or claim arising from unauthorized use of payment instruments that is not directly attributable to the Company's wilful misconduct or gross negligence.

18.3 Storage, Tokenization and Recurring Mandates

The Company does not store full credit or debit card numbers or sensitive authentication data on its servers. Where functionality such as saved payment methods, tokenized cards, standing instructions, recurring mandates, UPI AutoPay, or similar features are enabled, such functionality shall be facilitated through compliant and regulated payment service providers in accordance with:

• RBI circulars relating to card tokenization and recurring payments;
• Applicable payment security standards;
• Industry best practices for encryption and data protection.

Any storage of tokenized credentials or recurring authorization mandates shall be handled by the authorized payment service provider and not by the Company in raw form.

18.4 Payment Authorization, Settlement and Order Confirmation

All Transactions initiated on the Platform are subject to successful authorization and confirmation by:

• The issuing bank;
• The relevant payment network;
• The payment gateway, payment aggregator, or financial institution processing the transaction.

The Company does not control authorization decisions taken by banks or payment networks and shall not be responsible for declines, reversals, or authentication failures. An order shall be deemed confirmed only upon:

• Successful payment authorization; and
• Receipt of confirmation by the Platform from the relevant payment infrastructure; and
• Acceptance of the order by the Supplier (where applicable).

The Company does not guarantee uninterrupted availability of payment systems and shall not be liable for technical failures, latency, downtime, or errors attributable to third-party payment infrastructure.

18.5 Failed, Reversed, Disputed or Chargeback Transactions

18.5.1 In the event of:

• Failed transactions;
• Duplicate charges;
• Reversed transactions;
• Chargebacks initiated by issuing banks;
• Fraud alerts or risk flags;
• Bank-initiated or network-initiated disputes;

18.5.2 The Company reserves the right, in its sole discretion and subject to Applicable Law, to:

• Suspend or cancel the relevant order;
• Withhold settlement to the Supplier pending investigation;
• Recover amounts improperly reversed or charged back;
• Temporarily restrict or suspend the User's account;
• Seek additional documentation or verification from the User.

Users acknowledge that payment disputes and chargeback processes are governed by the rules of the relevant issuing bank, card network, or payment service provider and may involve investigation timelines beyond the Company's control. Refund timelines in cases of failed or reversed transactions shall be subject to the policies, settlement cycles, and processing timelines of the relevant payment provider or financial institution.

18.6 Limitation of Liability for Payment Issues

To the maximum extent permitted under Applicable Law, the Company shall not be liable for:

• Unauthorized use of payment instruments unless directly caused by the Company's wilful misconduct or gross negligence;
• Banking system failures or downtime;
• Network congestion or telecommunications failures;
• Delays in inter-bank settlement or reconciliation processes;
• Errors, security incidents, or system failures attributable to payment service providers;
• Regulatory or system-level disruptions affecting digital payment infrastructure.

Nothing contained in this clause shall exclude or limit liability where such exclusion or limitation is expressly prohibited under Applicable Law.

18.7 Fraud Prevention and Risk Monitoring

The Company reserves the right to implement automated and manual fraud detection systems, transaction monitoring tools, and risk assessment mechanisms in order to prevent financial crime, payment abuse, or suspicious activity. Where a transaction is flagged as potentially fraudulent or high risk, the Company may:

• Temporarily suspend processing;
• Seek additional verification;
• Cancel the transaction;
• Report suspicious activity to relevant authorities, where required under Applicable Law.

Such measures are implemented in good faith to protect Users, Suppliers, Lenders, and the integrity of the Platform.

19. Shipping and Delivery

19.1 Delivery Timelines

Any delivery timelines, estimated dispatch dates, or projected arrival schedules displayed on the Platform are provided for informational purposes only and shall be treated as indicative estimates unless expressly stated in writing as a guaranteed delivery commitment by the relevant Supplier. Such estimated timelines are calculated based on information provided by Suppliers and logistics partners and may vary depending on multiple operational and external factors, including but not limited to:

• Product availability and stock status;
• Geographic location of the Buyer;
• Distance between warehouse and delivery address;
• Logistics capacity and carrier availability;
• Weather conditions;
• Regulatory inspections, customs clearances, or statutory approvals (where applicable);
• Public holidays or peak seasonal demand.

The Company does not independently verify delivery timelines and does not warrant or guarantee delivery within a specific timeframe unless explicitly agreed in writing. Any delay in delivery shall not, by itself, entitle the Buyer to compensation from the Company unless such delay is directly attributable to the Company's wilful misconduct or gross negligence in payment facilitation systems.

19.2 Fulfilment Responsibility

The delivery, shipment, and fulfilment of goods purchased through the Marketplace shall be undertaken exclusively by:

• The relevant Supplier; or
• Authorized third-party logistics partners engaged by the Supplier; or
• Logistics service providers integrated through the Platform at the Supplier's discretion.

The Company operates solely as a technology intermediary facilitating order placement and communication and does not itself undertake physical possession, warehousing, inventory management, packaging, shipment, or transportation of goods unless expressly stated in writing for a specific transaction. Accordingly, the Company shall not be deemed to be a carrier, bailee, warehouse operator, consignor, or consignee in respect of goods shipped through the Marketplace.

19.3 Delays and Non-Delivery

To the maximum extent permitted under Applicable Law, the Company shall not be liable for delays in delivery, non-delivery, or delivery failures arising from circumstances beyond its reasonable control, including but not limited to:

• Force Majeure Events such as natural disasters, floods, earthquakes, pandemics, governmental restrictions, or civil disturbances;
• Transportation disruptions, strikes, or supply chain interruptions;
• Regulatory actions, customs delays, or compliance inspections;
• Incorrect, incomplete, or misleading delivery information provided by the User;
• Delivery to non-serviceable, restricted, or inaccessible locations;
• Failed delivery attempts due to recipient unavailability;
• Acts, omissions, negligence, or operational failures of Suppliers or third-party logistics partners.

In the event that delivery fails due to reasons attributable to the User, including incorrect address details or repeated unavailability at the delivery location, additional shipping, redelivery, or handling charges may be levied by the Supplier in accordance with its declared policy.

19.4 Partial Shipments

Where multiple products are ordered in a single Transaction, delivery may occur in separate or partial shipments depending on stock availability, warehouse location, logistics feasibility, or Supplier dispatch practices. Partial delivery shall not constitute breach of contract, provided that the remaining items are dispatched within a reasonable period in accordance with the Supplier's declared timelines. Each shipment may be accompanied by separate invoices, tracking details, and logistics documentation as applicable.

19.5 Risk and Title

Unless otherwise expressly agreed in writing between the Buyer and Supplier, the transfer of risk and title in goods shall occur directly between the Supplier and the Buyer in accordance with the commercial terms governing the Transaction. Risk of loss, damage, or deterioration shall pass in accordance with:

• The delivery terms agreed between Buyer and Supplier; or
• Applicable Incoterms (where specified); or
• Standard commercial practices recognized under Applicable Law.

Title to goods shall transfer strictly from the Supplier to the Buyer in accordance with the contract of sale. The Company shall not bear, assume, or underwrite risk of loss, damage, theft, or deterioration of goods at any stage of shipment, transit, or delivery.

19.6 Refusal to Accept Delivery

If a Buyer refuses delivery of goods without lawful or valid cause, including but not limited to refusal unrelated to product defect, damage, or misdescription, the Supplier may:

• Levy return logistics, handling, or redelivery charges;
• Adjust any refund amount to account for actual shipping, reverse logistics, or administrative costs incurred;
• Restrict future cash-on-delivery privileges (where applicable).

Any refund in such circumstances shall be subject to the Supplier's declared cancellation or return policy and Applicable Law.

19.7 No Consequential Liability

To the fullest extent permitted by Applicable Law, the Company shall not be liable for any indirect, incidental, special, punitive, or consequential losses arising from shipping or delivery delays, including but not limited to:

• Loss of business opportunity;
• Loss of revenue or profits;
• Reputational harm;
• Business interruption;
• Third-party contractual penalties.

The allocation of risk set out in this clause reflects the Company's limited role as a technology intermediary and forms a fundamental basis of the commercial arrangement between the Parties.

20. Returns and Exchanges

20.1 Supplier-Governed Return Policy

All returns, exchanges, cancellations, refunds, and related post-sale remedies arising from Marketplace Transactions shall be governed primarily by the specific return, exchange, and cancellation policy declared by the relevant Supplier and displayed on the applicable product or service page at the time of purchase. Each Supplier independently determines its return eligibility criteria, timelines, acceptable conditions of goods, documentation requirements, restocking charges (if any), and procedural steps for processing returns and exchanges. By placing an order through the Platform, the Buyer acknowledges and agrees that such Supplier-specific policy shall form an integral part of the contract of sale between the Buyer and the Supplier. Suppliers reserve the right to conduct a reasonable quality inspection, verification, or technical evaluation upon receipt of returned goods in order to determine whether the return satisfies the conditions specified in their declared policy, including verification of usage condition, tampering, original packaging, serial numbers, or product integrity. Nothing contained in this clause shall be construed as limiting, excluding, or waiving any non-waivable statutory rights available to Users under Applicable Law, including rights available under consumer protection legislation, to the extent such rights cannot be contractually restricted.

20.2 Facilitation by the Company

20.2.1 Scope of Facilitation

The Company may, as part of its intermediary role and without assuming principal liability, facilitate the return or exchange process by:

• Coordinating reverse logistics arrangements between the Buyer and the Supplier;
• Providing digital interfaces for submission of return requests;
• Enabling communication between Buyer and Supplier;
• Facilitating refund processing through integrated payment systems where applicable.

Such facilitation shall be limited to technological and coordination support and shall not amount to assumption of contractual responsibility for the underlying goods or services.

20.2.2 Limitation of Responsibility

The Company does not assume responsibility or liability for:

• Approval or rejection of any return request by the Supplier;
• Supplier insolvency, operational failure, or inability to process refunds;
• Decisions taken strictly in accordance with the Supplier's declared and disclosed return policy;
• Quality assessment outcomes determined by the Supplier or its authorized logistics partner.

The Company's role remains confined to facilitation and does not extend to adjudication of disputes unless voluntarily undertaken.

20.3 Quality Verification

Where applicable under the Supplier's declared policy, refunds or exchanges shall be subject to successful completion of a quality verification process conducted by the Supplier or its authorized logistics or inspection partner. Such verification may include inspection of product condition, evidence of usage, tampering, physical damage, missing components, alteration of serial numbers, or any other deviation from the originally delivered condition. If a returned product fails quality inspection due to misuse, unauthorized modification, negligence, accidental damage, or other acts attributable to the User, the Supplier may reject the return request and arrange for the product to be shipped back to the User. In such circumstances, additional shipping or handling charges may apply in accordance with the Supplier's policy. The Company shall not be liable for the outcome of such quality inspection processes.

20.4 Refund Processing

20.4.1 Method and Timing of Refund

Where a return request is approved by the Supplier, refunds shall be processed:

• To the original payment source used for the Transaction, unless otherwise mutually agreed between the Buyer and Supplier;
• Within a reasonable timeframe following confirmation of return approval and quality verification;
• Net of actual shipping, reverse logistics, restocking, or handling charges where such deductions are expressly permitted under the applicable return policy and Applicable Law.

The Company may facilitate refund processing through integrated payment systems but does not guarantee immediate crediting of funds.

20.4.2 Variability of Refund Timelines

Refund timelines may vary depending on several factors outside the Company's direct control, including but not limited to:

• The payment instrument used (credit card, debit card, net banking, UPI, wallet, etc.);
• The internal processing cycles of banks and financial institutions;
• Settlement timelines of payment gateways and aggregators;
• Regulatory verification processes applicable to certain Transactions.

The Company shall not be liable for delays attributable to such third-party financial infrastructure.

20.5 Cancellations

Orders may be cancelled prior to shipment or dispatch of goods, subject strictly to the Supplier's cancellation policy and operational timelines. Once an order has been shipped, dispatched, or handed over to a logistics partner, cancellation requests may be treated as return requests and shall be governed by the applicable return policy of the Supplier. Certain products or services may be designated as non-cancellable or non-returnable due to hygiene, customization, perishability, regulatory restrictions, or other valid commercial reasons disclosed at the time of purchase.

20.6 Payment Delays and Errors

The Company shall not be responsible for:

• Delays attributable to banks, card networks, UPI systems, payment gateways, or other financial intermediaries;
• Incorrect bank account details, payment identifiers, or contact information provided by the User;
• Technical failures, outages, or disruptions in third-party payment systems;
• Reversals, chargebacks, or disputes initiated by financial institutions.

Where feasible, the Company shall provide reasonable assistance in tracing refund status but does not guarantee recovery in cases of erroneous User-provided information.

20.7 Abuse of Return Policy

To protect the integrity of the Marketplace ecosystem, the Company reserves the right, acting reasonably and in good faith, to:

• Restrict or suspend return privileges;
• Suspend or terminate User accounts;
• Deny refund requests;
• Withhold promotional benefits;
• Recover losses arising from fraudulent conduct;

where there is evidence of repeated misuse, bad-faith returns, manipulation of return systems, unjustified chargebacks, or other fraudulent or abusive conduct. Such measures may be implemented after reasonable internal review and, where appropriate, communication with the concerned User.

21. Marketplace Warranties and Limitation of Liability

21.1 Disclaimer of Product Warranties

The Company does not provide any express or implied warranties in respect of goods or services listed by Suppliers on the Platform, including without limitation warranties relating to:

• Quality;
• Merchantability;
• Fitness for a particular purpose;
• Compliance with product-specific statutory or regulatory requirements;
• Non-infringement of intellectual property rights;
• Safety, durability, or performance standards.

All representations, warranties, guarantees, and after-sales commitments relating to products or services are provided solely by the relevant Supplier and shall be governed by the contractual arrangement between the Buyer and the Supplier. Nothing in this clause shall limit any non-waivable statutory rights available under Applicable Law.

21.2 No Representation as to Listings

The Company does not independently verify all listings and makes no representation regarding:

• Accuracy of product descriptions;
• Authenticity of goods;
• Availability of inventory;
• Suitability of products for specific business needs.

Users acknowledge that they purchase goods at their own discretion and risk.

21.3 Limitation of Marketplace Liability

To the maximum extent permitted by Applicable Law, the Company shall not be liable for:

• Non-performance, delay, or breach by any Supplier;
• Defects, deficiencies, or damages relating to goods supplied;
• Misrepresentation or inaccurate listing information provided by Suppliers;
• Loss of profits, business interruption, reputational harm, or other indirect or consequential damages arising from Marketplace Transactions;
• Disputes between Buyers and Suppliers.

21.4 Liability Cap

Without prejudice to the foregoing, the Company's aggregate liability arising out of or in connection with any Marketplace Transaction shall not exceed the service fee (if any) actually charged by the Company in relation to the specific transaction giving rise to the claim. If no service fee has been charged by the Company in relation to such transaction, the Company shall not be liable beyond facilitating communication between the Buyer and Supplier.

21.5 Allocation of Risk

You acknowledge that the Company operates solely as an intermediary platform and that the allocation of risk reflected in this clause is fundamental to the commercial arrangement between the Parties.

22. User Conduct in Marketplace

22.1 Prohibited Conduct

In connection with the use of Marketplace Services, all Users, whether acting as Buyers or Suppliers, shall conduct themselves in good faith and in accordance with Applicable Law, these Terms, and commercially reasonable standards of fair dealing. Without limitation, Users shall not:

• Place fraudulent, speculative, fictitious, or bad-faith orders with no genuine intent to complete the transaction;
• Place bulk, repetitive, or coordinated orders designed to manipulate inventory levels, pricing algorithms, availability status, or competitor positioning;
• Abuse return, exchange, cancellation, refund, or replacement policies through excessive, patterned, or deceptive behaviour;
• Use promotional codes, referral benefits, cashback credits, loyalty rewards, or discount mechanisms unlawfully, repeatedly, or through technical manipulation, including but not limited to creation of multiple accounts or exploitation of system vulnerabilities;
• Misrepresent product specifications, origin, compliance certifications, warranty coverage, or pricing (in the case of Suppliers);
• Engage in collusive bidding, artificial price inflation, market distortion, fake reviews, or coordinated manipulation of product visibility;
• Attempt to bypass or circumvent the Platform by soliciting, negotiating, or transacting directly with another User introduced through the Platform for the purpose of avoiding applicable service fees, commissions, or transaction monitoring;
• Provide false, incomplete, or misleading shipping information;
• Refuse delivery in bad faith or without valid legal cause;
• Initiate unjustified payment disputes or chargebacks after successful delivery;
• Interfere with, disrupt, or undermine the fair, transparent, and secure functioning of Marketplace Transactions.

Any conduct that undermines the integrity, transparency, or economic model of the Marketplace shall constitute a material breach of these Terms.

22.2 Anti-Circumvention and Fee Protection

Users expressly acknowledge that the Company's Marketplace model is premised upon facilitation of Transactions through the Platform and the collection of applicable service fees or commissions.

22.2.1 Users agree that:

• They shall not, directly or indirectly, solicit or enter into off-platform transactions with other Users introduced through the Platform where such transaction would otherwise have been completed through the Platform;
• They shall not exchange contact information, pricing details, or payment instructions for the purpose of avoiding Platform transaction flow;
• They shall not structure Transactions in a manner designed to artificially reduce or avoid applicable commissions or service charges.

Any attempt to circumvent the Platform's transaction infrastructure, payment mechanisms, or fee structure shall constitute a material breach of these Terms.

22.2.2 In the event of circumvention, the Company reserves the right to:

• Recover any avoided service fees, commissions, or charges;
• Assess reasonable administrative and investigative costs;
• Suspend or terminate the accounts of the involved Users;
• Pursue legal remedies for breach of contract and unjust enrichment.

22.3 Monitoring, Investigation and Enforcement

The Company reserves the right, but not the obligation, to monitor Marketplace activity for compliance with these Terms using automated systems, data analytics tools, fraud detection mechanisms, and manual review processes. Where the Company, acting in good faith and based on reasonable suspicion, identifies potential misuse, abuse, or fraudulent conduct, it may, without prior notice and subject to Applicable Law:

• Cancel, suspend, or reverse suspicious orders;
• Temporarily withhold settlement amounts payable to Suppliers pending investigation;
• Freeze or reverse promotional credits or loyalty benefits;
• Restrict, suspend, or terminate Marketplace access;
• Request additional documentation or verification from Users;
• Report suspected fraudulent or criminal activity to relevant authorities.

Such enforcement actions shall not give rise to liability on the part of the Company where taken in good faith and for the protection of the Marketplace ecosystem.

22.4 Recovery of Losses and Set-Off Rights

Where a User's conduct results in financial loss, operational disruption, chargeback penalties, reputational harm, regulatory exposure, or other damages to the Company, Suppliers, or other Users, the Company reserves the right to:

• Recover actual, direct damages incurred;
• Recover administrative costs, chargeback fees, and investigation expenses;
• Set off amounts owed against pending settlements, credits, or refunds (where applicable);
• Withhold payouts to Suppliers pending resolution of disputes;
• Initiate civil proceedings or other legal remedies available under Applicable Law.

The Company's right to recovery shall be without prejudice to any other rights or remedies available under contract, statute, or equity.

22.5 Survival

The obligations, restrictions, recovery rights, indemnity triggers, and enforcement provisions contained in this clause shall survive suspension, restriction, or termination of a User's access to the Marketplace and shall continue to apply to conduct occurring prior to such termination.

23. Loyalty, Credits and Promotional Benefits

23.1 The Company may offer promotional credits, loyalty points, or incentives at its discretion.

23.2 Such credits:

• Are non-transferable;
• Have no cash value;
• May expire as notified;
• May be withdrawn in case of misuse.

23.3 The Company reserves the right to modify or discontinue such programs at any time.

24. Marketplace Indemnity

24.1 General Indemnity by Users (Buyers and Suppliers)

You agree to indemnify, defend, and hold harmless Paperclip Innovative Solutions Pvt. Ltd., together with its directors, officers, employees, affiliates, agents, consultants, licensors, and representatives (collectively, the "Indemnified Parties"), from and against any and all losses, liabilities, claims, demands, actions, proceedings, damages, penalties, fines, interest, costs, expenses, and charges (including reasonable legal fees, litigation expenses, investigation costs, and settlement amounts) arising out of, relating to, or in connection with:

• Any breach, violation, or non-performance of these Terms by You;
• Any misrepresentation, inaccuracy, omission, or false information provided by You in connection with Your account, listings, orders, or Transactions;
• Any violation of Applicable Law by You, including but not limited to consumer protection laws, taxation laws (including GST obligations), foreign exchange regulations, trade compliance requirements, intellectual property laws, or product safety standards;
• Any misuse or abuse of the Platform, including manipulation of return policies, promotional schemes, referral programs, loyalty mechanisms, or payment systems;
• Any chargebacks, payment reversals, fraudulent claims, disputed transactions, or card network penalties attributable to Your conduct;
• Any failure by You to fulfil contractual or statutory obligations owed to another User in connection with a Marketplace Transaction.

This indemnity obligation shall apply irrespective of whether the claim is brought by another User, a regulatory authority, a consumer forum, a tax authority, a payment service provider, or any third party.

24.2 Supplier-Specific Indemnity

Without limiting the generality of Clause 24.1, each Supplier expressly agrees to indemnify, defend, and hold harmless the Indemnified Parties from and against any and all claims, liabilities, losses, regulatory actions, penalties, costs, and damages arising out of or in connection with:

• Product liability claims, including claims relating to defect, deficiency, design flaw, manufacturing fault, contamination, safety hazard, or failure to meet statutory standards;
• Consumer complaints, refund disputes, regulatory proceedings, show-cause notices, or enforcement actions relating to goods supplied through the Platform;
• Recalls, corrective actions, safety notices, or statutory compliance failures;
• Non-compliance with labelling, packaging, advertising, quality standards, import/export regulations, or industry-specific regulatory requirements;
• Infringement, misappropriation, or alleged infringement of intellectual property rights, including copyrights, trademarks, patents, trade dress, or proprietary rights of any third party;
• Breach of commercial representations, warranties, certifications, or claims made by the Supplier to Buyers.

The Supplier acknowledges that the Company operates strictly as an intermediary and shall not be deemed the manufacturer, distributor, or seller of goods for purposes of product liability allocation. The Company shall have the right, but not the obligation, to participate in the defence of any claim covered under this indemnity and may, where reasonably necessary to protect its interests, assume control of the defence at the Supplier's cost.

24.3 Buyer-Specific Indemnity

Each Buyer agrees to indemnify and hold harmless the Indemnified Parties from and against any claims, losses, damages, penalties, or liabilities arising from:

• Fraudulent, speculative, or bad-faith Transactions initiated by the Buyer;
• Refusal to accept delivery without lawful cause;
• Misuse, unlawful resale, export in violation of trade regulations, or regulatory non-compliance relating to purchased goods;
• Unauthorized or fraudulent use of payment instruments;
• Initiation of unjustified chargebacks, payment disputes, or false claims after successful delivery;
• Abuse of refund, return, cancellation, or promotional mechanisms.

Where chargebacks or disputes result in financial penalties imposed by payment networks or acquiring banks, the Buyer shall be liable to indemnify the Company for associated losses and administrative costs.

24.4 Defence, Cooperation and Settlement

24.4.1 Defence and Reimbursement

The indemnifying User shall:

• Promptly reimburse the Indemnified Parties for covered losses upon written demand;
• Provide reasonable cooperation, information, documentation, and assistance required for the defence of any claim;
• Bear all reasonable costs associated with the defence, investigation, negotiation, and resolution of such claims.

The Company shall notify the indemnifying User of any claim for which indemnification is sought within a reasonable time, provided that failure to provide prompt notice shall not relieve the indemnifying User of its obligations except to the extent materially prejudiced.

24.4.2 Settlement Restrictions

The indemnifying User shall not settle, compromise, or otherwise resolve any claim that:

• Imposes liability, financial obligation, injunctive relief, or reputational harm upon the Company; or
• Includes any admission of wrongdoing on behalf of the Company;

without the prior written consent of the Company. The Company reserves the right to approve or reject any proposed settlement that may affect its legal or commercial interests.

24.5 Survival

The indemnity obligations set forth in this clause shall survive suspension, restriction, termination, or expiry of Your access to the Platform and shall continue in full force and effect with respect to:

• Conduct occurring prior to termination;
• Claims initiated after termination but arising from prior acts or omissions;
• Ongoing regulatory, consumer, or third-party proceedings.

This indemnity constitutes a continuing obligation and shall not be limited by any limitation of liability clause to the extent prohibited under Applicable Law.

PART-III (FINANCE / CREDIT FACILITATION TERMS)

25. Nature and Scope of Finance Services

25.1 Platform Function and Facilitation Role

The Platform provides a digital interface that enables Users to explore, compare (where applicable), and submit applications for various loans and credit facilities ("Credit Facilities") offered by banks and non-banking financial companies that are duly registered with and regulated by the Reserve Bank of India (collectively referred to as "Lenders"). In providing such functionality, the Platform serves solely as a technology-enabled facilitation layer that allows Users to transmit information, complete digital documentation, undergo verification processes, and communicate with participating Lenders in a streamlined and paperless manner, and does not itself offer, originate, or fund any Credit Facility.

25.2 Status of the Company as Technology Intermediary

Paperclip Innovative Solutions Pvt. Ltd. ("Company") acts exclusively as a technology intermediary and Lending Service Provider engaged by Lenders for the limited purpose of facilitating the submission, transmission, and processing of Loan Applications through the Platform. The Company's role is confined to enabling digital workflows, including but not limited to:

• Collection and transmission of User-provided information;
• Facilitation of digital KYC processes;
• Routing of applications to one or more participating Lenders;
• Display of indicative loan options (where provided by Lenders);
• Enabling digital execution of documentation generated by Lenders;
• Providing status updates regarding the progress of applications.

At no point does the Company assume the role of a lender, co-lender, guarantor, or financial institution, nor does it act as an originator of credit.

25.3 No Lending, Underwriting, or Credit Determination

The Company expressly clarifies that it:

• Is not a bank, non-banking financial company, or deposit-taking institution;
• Does not lend, advance, or disburse funds;
• Does not underwrite, evaluate, score, or approve credit applications;
• Does not determine eligibility criteria, interest rates, processing fees, tenures, repayment schedules, penalties, or other financial terms;
• Does not guarantee approval, sanction, or disbursement of any Credit Facility;
• Does not assume any credit risk or exposure in relation to loans facilitated through the Platform.

Any algorithmic or system-generated output displayed on the Platform is based on information provided by Lenders and/or the User and shall not be construed as a credit commitment or approval.

25.4 Credit Decision-Making Authority

All decisions relating to:

• Acceptance or rejection of Loan Applications;
• Determination of sanctioned amounts;
• Pricing of loans, including interest rates and fees;
• Documentation requirements;
• Disbursement timelines;
• Ongoing servicing, restructuring, foreclosure, or enforcement actions;

are taken independently and solely by the respective Lender in accordance with its internal credit policies, risk assessment procedures, and regulatory obligations. The Company has no authority to modify, override, influence, or interfere with such decisions and shall not be responsible for any outcome arising from the Lender's evaluation process.

25.5 Nature of Relationship with Users

Nothing contained in these Terms or on the Platform shall be construed as creating any advisory, fiduciary, agency, or partnership relationship between the Company and the User in respect of Credit Facilities. The Company does not provide financial advice, credit counselling, investment advice, or recommendations regarding suitability of any loan product, and Users are responsible for independently reviewing and understanding the terms and conditions of any Credit Facility prior to execution of the loan agreement.

25.6 Direct Contract with Lenders

Upon approval and acceptance of a Credit Facility, the contractual relationship shall exist solely between the User and the relevant Lender, and all rights, obligations, liabilities, and remedies in respect of such Credit Facility shall be governed exclusively by the loan agreement and applicable regulatory framework governing the Lender. The Company shall not be a party to such loan agreement and shall not bear any responsibility for the performance, servicing, or enforcement of the Credit Facility.

26. Electronic Record and Acceptance

26.1 These Finance Terms constitute an electronic record under the Information Technology Act, 2000.

26.2 By accessing or using the Finance Services, submitting a Loan Application, or providing any Financial Information or KYC Information, You agree to be bound by these Terms and the Privacy Policy.

27. Account Registration, Verification and Regulatory Controls (Finance Services)

27.1 Mandatory Registration

In order to access and utilize Finance Services, including submission of Loan Applications and completion of digital verification processes, You must create and maintain a registered account on the Platform. Access to Finance Services shall be conditional upon successful registration and completion of any identity verification, KYC, or regulatory onboarding procedures as may be required by the Company or the relevant Lender.

27.2 Accuracy and Ongoing Obligation to Update Information

You represent, warrant, and undertake that all information provided at the time of registration, and at any subsequent stage of using the Finance Services, shall be true, accurate, current, complete, and not misleading in any respect. You further undertake to promptly update any information that changes, including but not limited to:

• Contact details;
• Employment or business details;
• Financial information;
• Identity documentation.

The Company shall be entitled to rely upon the information provided by You without independent verification, unless regulatory obligations require otherwise.

27.3 Verification and Re-Verification

The Company reserves the right, either independently or at the request of any Lender or regulatory authority, to:

• Verify the information provided by You;
• Request additional documentation;
• Conduct re-verification or periodic KYC refresh;
• Suspend processing of Loan Applications pending verification.

Failure to cooperate in such verification processes may result in suspension or restriction of Finance Services.

27.4 Account Security and Authentication

You are solely responsible for maintaining the confidentiality and security of:

• Your login credentials;
• OTPs and authentication codes;
• Linked email and mobile access.

You shall immediately notify the Company of any unauthorized access, compromise, or suspected misuse of Your account. The Company shall not be liable for any loss arising from unauthorized access resulting from Your failure to safeguard account credentials.

27.5 Suspension, Restriction and Termination

Without prejudice to any other rights available under these Terms or Applicable Law, the Company reserves the right to suspend, restrict, freeze, or terminate access to Finance Services, without prior notice, where:

• Information provided is false, misleading, incomplete, or inconsistent;
• Fraudulent conduct, impersonation, or identity misrepresentation is detected or reasonably suspected;
• There are concerns relating to anti-money laundering, counter-terrorism financing, sanctions compliance, or financial crime;
• KYC documentation is invalid, expired, unverifiable, or inconsistent;
• The Company receives instructions from a Lender, regulator, or law enforcement authority;
• Continued access may expose the Company or its Lenders to regulatory, financial, or reputational risk.

27.6 Regulatory Reporting

Where required under Applicable Law, the Company may report suspicious activities, fraudulent conduct, or regulatory non-compliance to:

• Participating Lenders;
• Credit bureaus;
• Financial intelligence authorities;
• Law enforcement agencies.

Such reporting shall not constitute a breach of confidentiality.

27.7 Consequences of Suspension

Suspension or termination of an account under this clause may result in:

• Rejection or discontinuation of Loan Applications;
• Restriction of access to Platform features;
• Retention of data as required under regulatory obligations.

Termination shall not affect outstanding obligations owed to Lenders.

28. Scope of Facilitation Services

28.1 Nature of Facilitation

The Company provides a technology-enabled facilitation framework through which Users may digitally submit, manage, and track Loan Applications in respect of Credit Facilities offered by participating Lenders. In the course of providing such facilitation, the Company may undertake activities including, but not limited to:

• Collection of Loan Applications and associated documentation from Users;
• Collection, validation, and transmission of KYC Information as required by applicable regulatory standards or Lender policies;
• Collection and secure transmission of Financial Information necessary for credit assessment by Lenders;
• Display of indicative Credit Facility options or pre-qualified offers, where such information is generated or provided by Lenders based on User-submitted data;
• Enabling digital execution or acceptance of loan documentation generated by Lenders through electronic authentication mechanisms;
• Providing status updates and communication support relating to the progress of Loan Applications.

All such activities are undertaken solely for the purpose of enabling Users to connect with Lenders and complete application workflows in a digital format.

28.2 Limited Role and Absence of Financial Institution Status

The Company performs the above activities strictly in its capacity as a technology intermediary and service provider engaged by Lenders and does not act as a bank, non-banking financial company, deposit-taking institution, or credit provider. The Company does not:

• Make independent credit assessments;
• Approve or reject Loan Applications;
• Determine loan pricing or eligibility criteria;
• Provide credit counselling or advisory services;
• Guarantee sanction, disbursement, or continuation of any Credit Facility.

Any indicative information displayed on the Platform is provided on the basis of inputs received from Lenders and/or User-submitted data and shall not be construed as a binding credit commitment.

28.3 No Assumption of Credit Risk

At no time does the Company assume credit risk, underwriting risk, or repayment risk in respect of any Credit Facility applied for or obtained through the Platform. All financial risk associated with any sanctioned loan shall remain solely between the User and the respective Lender.

28.4 Data Handling in Facilitation

All information collected in connection with Finance Services shall be:

• Processed in accordance with the Privacy Policy;
• Shared only with relevant Lenders or authorized service providers;
• Handled in compliance with Applicable Law.

The Company shall not use Financial Information for purposes unrelated to the facilitation of Credit Facilities unless expressly permitted under law and disclosed to the User.

29. Multi-Lender Disclosure and Data Routing

29.1 Acknowledgment of Multi-Lender Model

You expressly acknowledge and agree that the Platform operates under a multi-lender facilitation model pursuant to which Loan Applications submitted through the Platform may be evaluated by one or more participating banks and non-banking financial companies duly registered with the Reserve Bank of India ("Lenders"). By submitting a Loan Application through the Platform, You expressly authorize and consent to the transmission, routing, and sharing of Your application data, KYC Information, Financial Information, and related documentation with one or more participating Lenders for the limited purpose of credit evaluation, underwriting, regulatory verification, fraud assessment, and compliance screening.

You understand and acknowledge that:

• The Platform may algorithmically or operationally determine the routing of Your application based on product selection, eligibility parameters, lender participation criteria, geographic coverage, risk segmentation models, and commercial arrangements between the Company and participating Lenders;
• Your application may be shared sequentially or simultaneously with multiple Lenders where permitted under Applicable Law;
• Each Lender independently evaluates applications in accordance with its own proprietary underwriting standards, credit policies, internal risk frameworks, and regulatory obligations;
• Eligibility criteria, risk assessment methodologies, documentation requirements, and approval processes may materially vary across Lenders;
• Interest rates, annual percentage rates (APR), processing fees, tenure structures, repayment schedules, penal charges, foreclosure conditions, and other commercial terms may differ between Lenders;
• Sanction outcomes may vary even where identical information is evaluated by multiple Lenders.

The Company does not guarantee uniformity, consistency, or comparability of outcomes across participating Lenders.

29.2 Credit Bureau and Verification Implications

You understand and agree that submission of a Loan Application through the Platform may result in:

• One or more credit bureau inquiries being conducted by participating Lenders;
• Retrieval and evaluation of Your credit report from Credit Information Companies registered under the Credit Information Companies (Regulation) Act, 2005;
• Verification of Your credit profile, repayment history, financial behaviour, and outstanding liabilities;
• Hard or soft credit inquiries as determined by the internal policies of the respective Lender and applicable regulatory requirements.

Where Your Loan Application is routed to more than one Lender, multiple credit bureau checks may occur. You acknowledge and agree that such inquiries may impact Your credit score in accordance with the policies and scoring methodologies of the respective Credit Information Company. The Company shall not be liable for any change in Your credit score arising from lawful credit inquiries conducted by participating Lenders.

29.3 Data Routing and Limited Facilitation Role

The Company acts strictly as a technology-based Lending Service Provider facilitating secure transmission of Loan Applications and associated information to participating Lenders. The Company does not independently verify the creditworthiness of Users, nor does it undertake credit underwriting, risk assessment, sanctioning, pricing determination, or disbursement of loans. The Company shall not:

• Influence, interfere with, or control the independent credit decision-making processes of any Lender;
• Recommend approval or rejection of Your application;
• Override or alter underwriting decisions;
• Negotiate loan pricing or commercial terms on Your behalf;
• Modify sanctioned terms determined by the Lender;
• Commit or bind any Lender to extend credit.

All decisions relating to sanction, pricing, documentation, disbursement, restructuring, recall, recovery, or enforcement of a Credit Facility shall remain solely within the discretion and authority of the respective Lender.

29.4 No Representation of Preferential Treatment or Guarantee

The display of multiple Credit Facility options, indicative offers, or lender names on the Platform shall not be construed as:

• A guarantee of approval;
• An assurance of best available rate in the market;
• A certification of suitability for Your specific financial circumstances;
• An endorsement of any particular Lender;
• Evidence of preferential treatment, special arrangement, or assured outcome.

Any indicative information displayed on the Platform is subject to final verification and confirmation by the respective Lender in accordance with its internal policies and regulatory obligations. You are solely responsible for carefully reviewing the final loan documentation, including the Key Fact Statement, loan agreement, and applicable disclosures issued by the selected Lender prior to execution or acceptance.

29.5 Transparency and Regulatory Compliance

The multi-lender routing architecture implemented by the Platform is designed to comply with applicable RBI digital lending guidelines, data protection laws, and outsourcing regulations. Data transmission to participating Lenders shall be:

• Limited to information necessary for credit evaluation and regulatory compliance;
• Undertaken through secure communication channels;
• Governed by contractual arrangements between the Company and Lenders;
• Subject to confidentiality and data protection safeguards.

The Company does not sell or commercially exploit User credit information beyond what is necessary for lawful facilitation of Finance Services.

30. No Financial, Investment or Legal Advice

30.1 Informational Nature of Content

The Platform and Finance Services are provided for informational and facilitation purposes only. Nothing displayed, communicated, or made available through the Platform shall be construed as:

• Financial advice;
• Investment advice;
• Credit counselling;
• Legal advice;
• Tax advice; or
• A recommendation regarding suitability of any Credit Facility.

The Company does not assess the appropriateness, suitability, or affordability of any Credit Facility for any individual User.

30.2 Indicative Nature of Displayed Information

30.2.1

Any information displayed on the Platform, including but not limited to:

• Loan amounts;
• Interest rate ranges;
• Eligibility indicators;
• Repayment illustrations;
• Processing timelines;
• Promotional content;

is indicative in nature and is based on preliminary data inputs, assumptions, or information provided by participating Lenders.

30.2.2

Such information shall not constitute:

• A binding offer;
• A credit commitment;
• A sanction letter;
• A guarantee of approval.

Final loan terms shall be determined exclusively by the respective Lender and shall be reflected in the loan agreement issued by such Lender.

30.3 Independent Evaluation by User

You acknowledge that it is Your responsibility to:

• Carefully review all loan documentation;
• Assess the risks and obligations associated with any Credit Facility;
• Seek independent professional advice, where necessary;
• Ensure that You understand the repayment obligations and financial consequences prior to acceptance.

The Company shall not be liable for any decision made by You to apply for or accept a Credit Facility.

30.4 No Fiduciary or Advisory Relationship

Your use of the Platform does not create any fiduciary, advisory, or agency relationship between You and the Company in respect of any Credit Facility. The Company does not undertake any duty of care beyond facilitating transmission of information between You and Lenders.

31. Relationship with Lenders

31.1 Independent Contractual Relationship

You expressly acknowledge and agree that in respect of any Credit Facility applied for through the Platform, Your contractual relationship is solely and directly with the respective Lender, being a bank or non-banking financial company duly registered with the Reserve Bank of India ("RBI"). The Company is not a party to, and shall not be deemed to be a party to, any loan agreement, credit facility agreement, sanction letter, security document, guarantee, repayment arrangement, or any other financing documentation executed between You and the Lender.

31.2 Limited Role of the Company

The Company acts strictly as a technology intermediary and Lending Service Provider facilitating the submission, transmission, and processing of Loan Applications on behalf of Lenders pursuant to separate contractual arrangements with such Lenders. The Company does not:

• Undertake credit underwriting or risk assessment in its own capacity;
• Sanction, approve, reject, price, or modify any Credit Facility;
• Determine interest rates, tenure, fees, penalties, or repayment schedules;
• Disburse loan amounts or collect repayments in its own name;
• Provide any guarantee, assurance, or commitment regarding approval of a Credit Facility.

All credit decisions are made independently and exclusively by the respective Lender in accordance with its internal policies, regulatory obligations, and applicable law.

31.3 Governing Documents

Your rights, obligations, liabilities, repayment responsibilities, and remedies in respect of any Credit Facility shall be governed exclusively by:

• The loan agreement and related financing documents executed between You and the Lender;
• The Lender's privacy policy and customer documentation;
• Applicable laws and regulatory guidelines, including those issued by the Reserve Bank of India; and
• Any additional disclosures or key fact statements issued by the Lender.

In the event of any inconsistency between these Terms and the loan documentation issued by the Lender, the loan documentation shall prevail with respect to the Credit Facility.

31.4 No Liability of the Company

To the fullest extent permitted under Applicable Law, the Company shall not be responsible or liable for:

• Rejection of a Loan Application;
• Delay in processing, sanction, disbursement, or documentation by the Lender;
• Changes in interest rates, fees, charges, penalties, or repayment terms determined by the Lender;
• Enforcement, recovery, restructuring, recall, or legal proceedings initiated by the Lender;
• Reporting of credit information to credit bureaus;
• Any acts, omissions, negligence, decisions, or representations of the Lender.

31.5 No Handling of Loan Funds

All loan disbursements and repayments shall occur directly between You and the respective Lender through bank-designated accounts. The Company shall not receive, hold, or control loan funds unless expressly permitted under applicable law and specifically disclosed to You.

31.6 Regulatory Disclosure

You acknowledge that the Company performs its facilitation functions strictly in accordance with applicable RBI outsourcing and digital lending guidelines and only to the extent contractually authorized by the respective Lender.

32. Consent for Credit Information and Bureau Access

32.1 Express Authorization for Credit Information Retrieval

By accessing or using the Finance Services, submitting a Loan Application, or providing any Financial Information or KYC Information through the Platform, You expressly and irrevocably authorize and consent to:

• The retrieval, access, and procurement of Your credit information, credit score, credit report, and related financial history from one or more Credit Information Companies registered under the Credit Information Companies (Regulation) Act, 2005 ("CICRA"), including but not limited to CIBIL, Experian, Equifax, or CRIF High Mark, for the purpose of credit evaluation, risk assessment, underwriting support, fraud detection, and regulatory compliance;
• The sharing and transmission of Your Personal Data, Financial Information, KYC Information, and credit-related information by the Company to one or more Lenders for the purpose of evaluating, processing, underwriting, sanctioning, monitoring, and servicing any Credit Facility;
• The reporting, updating, and furnishing of information relating to Your loan application status, sanction details, repayment history, defaults (if any), restructuring, closure, or settlement of any Credit Facility to Credit Information Companies, where required by the respective Lender or applicable law.

32.2 Purpose Limitation and Regulatory Compliance

You acknowledge that such retrieval, sharing, and reporting of credit information shall be undertaken strictly:

• In accordance with CICRA and rules made thereunder;
• In compliance with the Digital Personal Data Protection Act, 2023;
• Pursuant to applicable RBI guidelines on digital lending and outsourcing;
• For lawful credit evaluation and regulatory reporting purposes only.

The Company shall not access or retrieve Your credit information except as expressly consented to by You and as necessary for the stated purposes.

32.3 Multiple Bureau Enquiries

You understand and acknowledge that submission of a Loan Application may result in multiple credit enquiries being made by one or more Lenders, and such enquiries may impact Your credit score in accordance with the policies of the respective Credit Information Company.

32.4 Standalone Consent Documentation

The above authorization shall be further recorded, captured, and governed by a standalone KYC & Credit Information Consent Form (whether executed electronically or otherwise) executed by You at the time of application. In the event of any inconsistency, the specific consent documentation executed by You shall prevail.

32.5 Withdrawal of Consent

You may withdraw consent in accordance with applicable data protection laws; however, such withdrawal may result in inability to process or continue the Credit Facility application.

33. Regulatory Compliance

33.1 Compliance Framework

The Company represents that it performs its Finance Services in accordance with Applicable Laws and regulatory requirements, including but not limited to:

• The Information Technology Act, 2000 and rules made thereunder;
• The Digital Personal Data Protection Act, 2023 and applicable rules (when notified);
• The Prevention of Money Laundering Act, 2002 and related KYC/AML obligations;
• The Credit Information Companies (Regulation) Act, 2005;
• The Reserve Bank of India Act, 1934;
• RBI Master Directions, circulars, notifications, and guidelines relating to digital lending, outsourcing of financial services, fraud risk management, wilful defaulters, data localization, and customer protection;
• Any directions, advisories, or compliance requirements issued by the Reserve Bank of India or other competent regulatory authority applicable to Lenders and their service providers.

The Company performs its role strictly as a technology intermediary and Lending Service Provider to regulated Lenders and does not undertake any regulated lending activity in its own capacity.

33.2 Regulatory Modifications and Service Suspension

You acknowledge and agree that the regulatory framework governing digital lending, outsourcing, data protection, anti-money laundering, and credit reporting is dynamic and subject to change. Accordingly, the Company reserves the right, without prior notice where required by law:

• To modify, suspend, restrict, or discontinue any Finance Services;
• To impose additional verification requirements;
• To require updated documentation or consent;
• To restrict access to certain Credit Facilities;

where such action is reasonably necessary to comply with Applicable Law, regulatory directives, audit observations, or instructions received from any Lender or regulatory authority. The Company shall not be liable for any loss, delay, inconvenience, or inability to access Finance Services arising from compliance with regulatory or supervisory requirements.

33.3 Regulatory Cooperation

You acknowledge that information relating to Your Loan Application or Credit Facility may be disclosed to regulatory authorities, law enforcement agencies, or credit bureaus where required under Applicable Law or pursuant to regulatory instructions.

34. Consideration and Commercial Arrangement

34.1 No Upfront User Charges

The Company does not presently charge Users any fee merely for accessing, browsing, or submitting a Loan Application through the Finance Services on the Platform. Access to the Platform and initial facilitation of Loan Applications is provided without mandatory upfront charges to the User. The Company shall not levy, collect, or recover from the User any loan processing fee, sourcing fee, approval fee, facilitation charge, or similar charge in connection with a Credit Facility unless:

• Such fee is clearly and prominently disclosed prior to confirmation of the relevant transaction;
• The User has expressly and voluntarily consented to such charge;
• Such fee is permissible under Applicable Law, including RBI digital lending guidelines;
• The fee does not contravene any regulatory restriction applicable to Lending Service Providers.

Where any User-facing fee is applicable, the full amount, nature, and purpose of such fee shall be transparently disclosed prior to the User proceeding with the transaction, and no hidden or post-facto charges shall be imposed. The Company shall not misrepresent any charge as mandatory where it is optional.

34.2 Lender Compensation Disclosure

You expressly acknowledge and agree that the Company may receive fees, commissions, referral incentives, performance-based payouts, processing support fees, or facilitation charges from participating Lenders pursuant to separate contractual arrangements entered into between the Company and such Lenders for sourcing, transmitting, processing, or facilitating Loan Applications. Such compensation:

• Is paid by the respective Lender and not by the Borrower, unless expressly permitted under Applicable Law;
• Forms part of the commercial arrangement between the Company and the Lender for facilitation services;
• Does not automatically increase the interest rate or cost of credit unless expressly included in the Key Fact Statement issued by the Lender;
• Does not constitute financial advice, recommendation, endorsement, or fiduciary obligation toward the User;
• Does not create any partnership, joint venture, co-lending arrangement, or agency relationship beyond the limited scope of facilitation services.

The Company's receipt of such compensation shall not influence, interfere with, or override the independent credit decision-making process of the Lender, which shall remain solely within the discretion of the respective Lender in accordance with its internal policies and regulatory obligations. The Company does not guarantee preferential approval, special pricing, or enhanced credit limits in consideration of any compensation received from a Lender.

34.3 RBI Compliance on LSP Compensation

In compliance with applicable RBI digital lending and outsourcing guidelines, any fee payable to the Company in relation to sourcing or facilitation of Credit Facilities shall, unless otherwise permitted under Applicable Law, be borne by the Lender and shall not be directly recovered from the Borrower. The Company shall not structure its compensation in a manner that circumvents regulatory restrictions or results in undisclosed cost being imposed upon the User. Where regulatory requirements mandate borrower disclosure of LSP compensation, such disclosure shall be made through appropriate documentation or the Key Fact Statement issued by the Lender.

34.4 Future Introduction of User Fees

The Company reserves the right to introduce User-facing service charges, convenience fees, subscription fees, platform access charges, or value-added service fees in the future, provided that:

• Prior notice is provided to Users;
• The revised fee structure is clearly disclosed;
• Such fees comply with Applicable Law and regulatory guidelines;
• Users are given the opportunity to review and accept the updated Terms.

Continued use of the Finance Services after such notification shall constitute acceptance of the revised fee structure, subject to the User's right to discontinue use of the Services. No fee shall be introduced retrospectively for previously completed transactions.

34.5 No Guarantee or Fee for Approval

The Company does not charge any fee for loan approval unless expressly disclosed in advance and does not guarantee sanction, disbursement, or approval of any Credit Facility in consideration of any payment. Any payment made to the Company shall not be construed as consideration for assured approval, preferential treatment, or expedited sanction. All decisions relating to approval, rejection, pricing, tenure, or disbursement remain solely within the discretion of the respective Lender.

35. User Obligations in Relation to Finance Services

By accessing or using the Finance Services, You expressly agree that You shall:

35.1 Accuracy and Authenticity of Information

• Submit only true, accurate, current, and complete information in connection with any Loan Application;
• Provide genuine and lawfully obtained identification, KYC, financial, and supporting documents;
• Not conceal, misrepresent, falsify, fabricate, or suppress any material information that may impact credit evaluation.

You acknowledge that submission of false or misleading information may constitute fraud and may attract civil and/or criminal liability under Applicable Law.

35.2 Prohibited Conduct

You shall not:

• Submit fraudulent or duplicate Loan Applications;
• Provide forged, tampered, altered, or misleading documents;
• Use the Platform for money laundering, terror financing, or any financial crime;
• Attempt to structure transactions to evade regulatory thresholds;
• Circumvent or attempt to bypass identity verification, KYC, AML, or risk assessment processes;
• Manipulate credit evaluation systems or provide third-party information without authorization;
• Permit any unauthorized person to access or use Your account for financial transactions.

35.3 AML and Regulatory Compliance

You agree that the Company and/or the Lender may:

• Conduct identity verification and background checks;
• Screen transactions under applicable anti-money laundering and counter-terror financing laws;
• Report suspicious transactions or activities to competent authorities in accordance with the Prevention of Money Laundering Act, 2002 and applicable RBI guidelines;
• Suspend or freeze access pending verification.

You shall fully cooperate with any additional verification requests or regulatory compliance measures.

35.4 Consequences of Breach

In the event of suspected fraud, regulatory violation, wilful default facilitation, or financial misconduct, the Company reserves the right to:

• Suspend or terminate Your access to Finance Services;
• Reject or cancel any Loan Application;
• Share relevant information with Lenders, credit bureaus, regulatory authorities, or law enforcement agencies;
• Initiate appropriate legal action.

Such actions shall be without prejudice to any other remedies available under Applicable Law.

35.5 Survival

These obligations shall survive termination of Your account and shall continue to apply with respect to any Credit Facility obtained through the Platform.

36. Disclaimer of Warranties – Finance Services

36.1 Provision of Services on "As Is" and "As Available" Basis

The Finance Services made available through the Platform are provided strictly on an "as is" and "as available" basis, subject to system availability, regulatory requirements, third-party integrations, and operational constraints. While the Company undertakes reasonable efforts to ensure that the Platform functions in a secure and commercially reasonable manner, the Company does not warrant that access to the Finance Services will be uninterrupted, timely, secure, error-free, or free from technical inaccuracies, system failures, transmission delays, cyber risks, or other disruptions beyond its reasonable control.

36.2 No Warranty of Credit Approval or Eligibility

The Company expressly disclaims any representation or warranty, whether express or implied, statutory or otherwise, regarding:

• Approval, sanction, or disbursement of any Credit Facility;
• Eligibility for any particular loan amount, tenure, or pricing structure;
• Continuation or renewal of previously displayed offers;
• Acceptance of a Loan Application by any specific Lender.

All decisions relating to underwriting, credit evaluation, sanction, pricing, documentation, and approval are made independently and exclusively by the respective Lender in accordance with its internal credit policies, risk assessment frameworks, and applicable regulatory requirements. The Company does not influence, control, or guarantee such decisions.

36.3 Indicative Information and Illustrative Calculations

Any loan eligibility indicators, pre-qualified offers, interest rate ranges, repayment illustrations, EMI calculators, or other financial simulations displayed on the Platform are purely indicative, non-binding, and subject to verification of information, completion of KYC requirements, credit bureau checks, fraud screening, internal credit assessment by the Lender, and final approval by the Lender. The Company makes no warranty regarding the accuracy, completeness, reliability, or final availability of such indicative information and shall not be liable for any reliance placed by the User on such preliminary representations prior to formal sanction by the Lender.

36.4 No Warranty of Timelines or Processing Speed

The Company does not warrant or guarantee specific timelines for processing, sanction, documentation, disbursement, or credit decision-making. Delays may arise due to factors including but not limited to:

• Additional verification requirements;
• Incomplete documentation;
• Regulatory compliance checks;
• Anti-money laundering screening;
• Credit bureau response timelines;
• Banking system downtime;
• Public holidays;
• Regulatory or supervisory interventions;
• Force majeure events.

The User acknowledges that the Company does not control the internal operational timelines of Lenders and shall not be responsible for delays attributable to such Lenders.

36.5 Availability of Lenders and Products

The Company does not warrant that any specific Lender, product, or Credit Facility shall remain available on the Platform at all times. Lender participation, product offerings, eligibility criteria, and commercial terms may change, be suspended, or withdrawn at the sole discretion of the respective Lender or pursuant to regulatory requirements.

36.6 No Financial, Legal, or Investment Advice

The Company does not provide financial, credit, tax, accounting, or legal advice. Information made available on the Platform is provided for general informational purposes only and should not be construed as professional advice or a recommendation to obtain or refrain from obtaining any Credit Facility. Users are advised to independently review all loan documentation and seek appropriate professional advice before entering into any financial commitment.

36.7 Technology and Third-Party Integration Disclaimer

The Finance Services may rely upon third-party service providers, including but not limited to credit bureaus, KYC verification agencies, payment gateways, banks, NBFCs, and technology infrastructure providers. The Company does not warrant the continuous availability, accuracy, or performance of such third-party systems and shall not be liable for interruptions, inaccuracies, or failures attributable to such third parties, except to the extent caused by the Company's gross negligence or wilful misconduct.

36.8 Statutory Rights Not Excluded

Nothing in this Clause shall operate to exclude or limit any liability that cannot be excluded under Applicable Law, including consumer protection laws or statutory rights that are non-waivable.

37. Limitation of Liability – Finance Services

37.1 Exclusion of Certain Categories of Liability

To the fullest extent permitted under Applicable Law, and subject to Clause 37.4 below, the Company shall not be liable for any loss, damage, cost, or expense arising out of or in connection with the Finance Services, including but not limited to:

• Rejection of a Loan Application by any Lender;
• Loss of credit opportunity, business opportunity, or anticipated savings;
• Delay in sanction, documentation, or disbursement of any Credit Facility;
• Changes in interest rates, fees, penalties, or other commercial terms determined by the Lender;
• Enforcement, recovery proceedings, reporting to credit bureaus, restructuring, or recall actions initiated by the Lender;
• Any act, omission, negligence, decision, representation, or default of a Lender;
• Any indirect, incidental, special, punitive, exemplary, or consequential damages, including loss of profits, loss of goodwill, loss of reputation, or loss of data.

The User acknowledges that the Company does not control underwriting decisions, sanctioning processes, pricing mechanisms, or enforcement actions of Lenders and shall not be held responsible for the same.

37.2 Third-Party System and Regulatory Risk

The Company shall not be liable for any interruption, delay, or failure arising from:

• Credit bureau systems;
• Banking infrastructure or payment systems;
• KYC verification systems;
• Regulatory directives;
• Force majeure events;
• Governmental or supervisory restrictions imposed on digital lending operations.

37.3 Monetary Cap on Liability

Without prejudice to the foregoing, and except as expressly provided in Clause 37.4 below, the maximum aggregate liability of the Company, in connection with the Finance Services shall not exceed the total fees, if any, actually paid by You to the Company for the specific Finance Service giving rise to the claim during the preceding twelve (12) months. If no fees have been paid by You to the Company in relation to the relevant Finance Service, the Company shall have no monetary liability except as required under non-excludable statutory obligations.

37.4 Non-Excludable Liability

Nothing in this Clause shall limit or exclude liability:

• For fraud or wilful misconduct of the Company;
• For gross negligence where liability cannot be excluded under Applicable Law;
• For breach of statutory obligations that cannot be lawfully limited;
• To the extent prohibited under consumer protection or other applicable legislation.

37.5 Allocation of Risk

The User acknowledges that the allocation of risk set out in this Clause forms an essential basis of the commercial relationship between the Parties and that the Finance Services are made available in reliance upon such allocation of liability.

38. Indemnity – Finance Services

38.1 Comprehensive User Indemnity

You irrevocably agree to indemnify, defend, and hold harmless the Company, its directors, officers, employees, affiliates, group entities, agents, representatives, successors, and permitted assigns (collectively, the "Indemnified Parties") from and against any and all claims, demands, complaints, proceedings, investigations, actions, suits, regulatory notices, penalties, fines, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees, regulatory defence costs, settlement amounts, and enforcement expenses) that may arise directly or indirectly out of or in connection with:

• Any false, misleading, inaccurate, incomplete, suppressed, or fraudulent information, declaration, or representation submitted by You in connection with any Loan Application or use of the Finance Services;
• Submission of forged, fabricated, altered, unlawfully obtained, or unauthorized documents, financial statements, identity proofs, or supporting materials;
• Any misrepresentation of Your income, liabilities, repayment capacity, credit history, business operations, ownership structure, or financial standing;
• Any violation by You of Applicable Law, including but not limited to the Prevention of Money Laundering Act, 2002, the Credit Information Companies (Regulation) Act, 2005, foreign exchange regulations, taxation laws, financial crime statutes, or any regulatory directives applicable to credit transactions;
• Fraudulent, unlawful, or unauthorized use of the Platform or Finance Services, including impersonation, identity misuse, account sharing, or circumvention of verification processes;
• Any breach by You of the terms of any loan agreement, sanction letter, repayment obligation, security document, personal guarantee, or undertaking executed with a Lender;
• Any wilful default, diversion of funds, misuse of loan proceeds, concealment of material facts, or facilitation of unlawful financial activity;
• Any chargeback, payment reversal, dispute, financial loss, or credit bureau reporting issue attributable to Your acts or omissions;
• Any claim, complaint, regulatory proceeding, or action initiated by a Lender, credit bureau, regulatory authority, law enforcement agency, or third party arising from Your conduct or non-compliance.

38.2 Regulatory and Supervisory Exposure

You acknowledge that the Company operates under contractual arrangements with regulated Lenders and may be subject to oversight, audit, and supervisory action by regulatory authorities including the Reserve Bank of India and other competent authorities. Accordingly, You agree that if any regulatory penalty, supervisory observation, audit remark, enforcement action, or compliance deficiency arises as a consequence of Your conduct, misrepresentation, or unlawful activity, You shall indemnify and hold harmless the Company against all resulting liabilities, costs, and reputational damage, to the extent permitted under Applicable Law.

38.3 Investigation and Cooperation

In the event of any investigation, inquiry, or proceeding relating to Your Loan Application or conduct, You agree to fully cooperate with the Company and provide such information, documentation, clarifications, and assistance as may be reasonably required. Failure to cooperate may result in suspension of access to Finance Services and may give rise to further legal remedies. Any professional fees, administrative costs, or compliance-related expenses incurred by the Company as a direct consequence of Your misconduct shall be recoverable from You.

38.4 Right of Defence and Settlement

The Company shall have the right, but not the obligation, to assume control of the defence, negotiation, or settlement of any claim subject to indemnification, at Your cost and expense. You shall not settle, compromise, or admit liability in respect of any such matter in a manner that adversely affects the Company without its prior written consent.

38.5 Survival

The obligations contained in this Clause shall survive:

• Suspension or termination of Your account;
• Rejection, sanction, repayment, restructuring, or closure of any Credit Facility;
• Expiry or termination of these Terms.

38.6 No Limitation by Liability Cap

For the avoidance of doubt, the indemnity obligations set out in this Clause shall not be subject to any limitation of liability contained elsewhere in these Terms, except to the extent such limitation is mandatorily required under Applicable Law.

39. Dispute Resolution

39.1 Amicable Resolution

In the event of any dispute, controversy, claim, or difference arising out of or in connection with these Terms, the Finance Services, any Loan Application, or the interpretation, performance, breach, termination, or validity thereof (collectively, a "Dispute"), the Parties shall first attempt to resolve such Dispute amicably through good-faith discussions and negotiations within a period of thirty (30) days from the date on which written notice of the Dispute is provided by one Party to the other. During such period, the Parties shall use reasonable efforts to settle the Dispute without resorting to formal legal proceedings.

39.2 Reference to Arbitration

If the Dispute is not resolved within the aforesaid thirty (30) day period, the Dispute shall be finally resolved by arbitration in accordance with the provisions of the Arbitration and Conciliation Act, 1996, as amended from time to time. The arbitration shall be conducted by a sole arbitrator mutually appointed by the Parties. In the event the Parties fail to mutually agree upon the appointment of the arbitrator within fifteen (15) days from the expiry of the amicable resolution period, the arbitrator shall be appointed in accordance with the provisions of the Arbitration and Conciliation Act, 1996.

39.3 Seat, Venue, and Governing Law

The seat and legal place of arbitration shall be Noida, Gautam Budh Nagar, Uttar Pradesh, India. The venue of arbitration proceedings shall also be Noida, Uttar Pradesh, unless otherwise mutually agreed by the Parties. The arbitration proceedings shall be conducted in the English language. These Terms and the Dispute shall be governed by and construed in accordance with the laws of India.

39.4 Interim Relief

Nothing contained in this Clause shall prevent either Party from seeking interim, injunctive, or conservatory relief from the competent courts at Noida (Gautam Budh Nagar), Uttar Pradesh, pending the constitution of the arbitral tribunal or during the arbitration proceedings.

39.5 Exclusive Jurisdiction

Subject to the arbitration provisions above, and for the purposes of interim relief, enforcement of arbitral awards, or matters not capable of arbitration under Applicable Law, the courts at Noida (Gautam Budh Nagar), Uttar Pradesh shall have exclusive jurisdiction.

39.6 Survival

This Dispute Resolution Clause shall survive termination, suspension, or expiry of these Terms and shall continue to bind the Parties in respect of any Dispute arising thereafter.

40. Grievance Redressal – Finance Services

40.1 Objective and Commitment

The Company is committed to maintaining a transparent, accessible, fair, and efficient grievance redressal mechanism in relation to the Finance Services facilitated through the Platform. The Company recognizes that timely and structured resolution of complaints is essential to maintaining regulatory compliance, user trust, and operational integrity.

Users are encouraged to promptly report any complaints, concerns, discrepancies, service-related issues, technical problems, data-related grievances, or dissatisfaction relating to the facilitation of Loan Applications through the Platform. The grievance redressal mechanism is designed to address concerns relating to:

• Application routing;
• Data handling;
• Consent-related issues;
• Technical errors;
• Service delays attributable to the Company's facilitation role;
• Any conduct of the Company within its limited intermediary function.

40.2 Level 1 – Customer Support

Users may first raise complaints through the Company's customer support channel using the contact details below:

Email: info@gopaperclip.in

Upon receipt of a complaint, the Company shall:

• Acknowledge receipt within forty-eight (48) hours, or within such shorter period as prescribed under Applicable Law;
• Record the complaint and assign a tracking reference;
• Undertake reasonable efforts to resolve the issue within a reasonable timeframe, ordinarily not exceeding seven (7) working days, unless the complexity of the issue requires extended investigation.

Users may be requested to provide supporting documentation to facilitate investigation and resolution.

40.3 Level 2 – Grievance Officer

If the complaint is not resolved to the User's satisfaction within the prescribed timeframe, or if the User is dissatisfied with the response received, the matter may be escalated to the designated Grievance Officer.

The Grievance Officer shall:

• Review the complaint independently;
• Ensure compliance with regulatory timelines and internal grievance policies;
• Provide a reasoned response within timelines prescribed under Applicable Law;
• Maintain records of complaints and their resolution for regulatory and audit purposes.

The Company shall endeavor to resolve escalated complaints within thirty (30) days from the date of initial receipt, unless otherwise required under Applicable Law.

40.4 Complaints Relating to Credit Facilities

Users acknowledge and agree that the Company acts solely as a Lending Service Provider facilitating Loan Applications and does not sanction, disburse, price, or recover loans. Accordingly:

• Complaints relating to loan approval, rejection, sanction terms, interest rates, repayment schedules, penal charges, restructuring, recovery actions, or enforcement measures shall be directed to the respective Lender;
• The grievance redressal mechanism of the respective Lender, as specified in the loan agreement and Key Fact Statement, shall govern such matters;
• The Company shall cooperate with the Lender in resolving complaints to the extent relevant to its facilitation role.

40.5 Regulatory Escalation

Where a grievance relating to a Credit Facility remains unresolved by the respective Lender within the timelines prescribed under Applicable Law, the User may escalate the matter in accordance with:

• The grievance redressal framework of the Lender;
• The RBI Integrated Ombudsman Scheme, 2021, subject to eligibility conditions and procedural requirements.

Nothing in this clause limits the User's statutory rights under Applicable Law.

40.6 Data Protection Complaints

Complaints relating specifically to Personal Data processing, consent withdrawal, data correction, or erasure requests may also be addressed through the above grievance mechanism in accordance with the Digital Personal Data Protection Act, 2023 and the Privacy Policy. Where required under Applicable Law, the Company shall process such requests within statutory timelines and subject to regulatory retention requirements.

40.7 Record Maintenance and Regulatory Compliance

The Company shall maintain proper records of complaints, responses, escalation steps, and resolution outcomes in accordance with regulatory expectations applicable to Lending Service Providers and outsourcing entities. The grievance redressal framework may be updated from time to time to align with evolving regulatory requirements, and the updated mechanism shall be made available on the Platform.