Terms & Conditions

1. Acceptance of Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User", "Client", or "you") and CASHTREE Finance Private Limited (CIN: U65999DL1995PTC069123), a company incorporated under the Companies Act, 2013, having its registered office at H. No. 305, Prakash Chamber 6, Netaji Subash Marg, Darya Ganj, Central Delhi, New Delhi, Delhi, India-110002 ("Company", "we", "us", or "our").

By accessing, browsing, or using our websites, platforms, APIs, mobile applications, dashboards, or any services (collectively, "Services"), you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and all other policies referenced herein. If you do not agree, you must immediately cease using our Services.

2. Eligibility

• You must be at least 18 years of age and competent to enter into a binding contract under the Indian Contract Act, 1872
• If you are accessing Services on behalf of an entity, you represent and warrant that you have the authority to bind such entity to these Terms
• You must comply with all applicable KYC/AML requirements as stipulated by RBI, NPCI, and other regulatory bodies.

3. Description of Services

The Company is an NPCI-certified Technology Service Provider (TSP) and Bharat Connect (BBPS) certified entity providing payment infrastructure services including but not limited to:

• UPI Switch & transaction processing
• BBPS Agent Institution (AI) and Biller Operating Unit (BOU) services
• eKYC & Aadhaar-based authentication
• PayIn (collections) and Payout (disbursements)
• eNACH & UPI Mandate services
• Virtual Account Number (VAN) services
• API Banking & Connected Banking solutions
• White-label payment solutions
• Consumer TPAP (Credt123) application

The Company acts as a technology intermediary and does not hold, manage, or control customer funds. All funds are held by the respective sponsor banks and payment system operators.

4. Account Registration and Security

• You must provide accurate, current, and complete information during registration and maintain its accuracy
• You are solely responsible for safeguarding your login credentials, API keys, and access tokens
• You must immediately notify us of any unauthorised access or security breach at info@cashtree.co.in
• We reserve the right to suspend or terminate accounts for suspected fraudulent activity, regulatory non-compliance, or violation of these Terms

5. API Usage and Integration

• API access is governed by the separate API Service Agreement executed between the parties
• You shall not exceed rate limits, reverse-engineer APIs, or use them for purposes not authorised in writing
• API keys and credentials are confidential. Sharing, publishing, or embedding them in client-side code is strictly prohibited
• We may modify, deprecate, or discontinue APIs with reasonable notice. We are not liable for disruption caused by such changes
• You are responsible for the security and compliance of your integration and all transactions initiated through your systems

6. Fees and Payments

• Service fees are as specified in the commercial agreement, pricing schedule, or order form executed between the parties
• All fees are exclusive of applicable taxes (GST) unless stated otherwise
• Invoices are due within the payment terms specified in the commercial agreement (default: 30 days from invoice date)
• Late payments attract interest at 1.5% per month, or the maximum rate permitted by law, whichever is lower
• We reserve the right to revise fees with 30 days' prior written notice. Continued use after revision constitutes acceptance
• Chargebacks, reversals, and failed transaction costs will be borne by the User as per the commercial agreement

7. Prohibited Activities

You shall not use the Services for any purpose that is unlawful, prohibited by these Terms, or that could damage, disable, or impair the Services. Prohibited activities include:

• Money laundering, terrorist financing, or any activity violating PMLA or FEMA
• Processing transactions for prohibited businesses (gambling, drugs, arms, counterfeit goods)
• Fraudulent transactions, identity theft, or phishing
• Circumventing transaction limits, security controls, or compliance checks
• Distributing malware, conducting DDoS attacks, or unauthorised penetration testing
• Scraping, harvesting, or automated extraction of data
• Sublicensing, reselling, or redistribution of Services without written consent
• Any activity that violates NPCI guidelines, RBI directions, or applicable payment system regulations

8. Intellectual Property Rights

• All intellectual property in the Services (source code, APIs, documentation, trademarks, trade names, logos, designs) is and remains the exclusive property of the Company
• These Terms grant you a limited, non-exclusive, non-transferable, revocable licence to use the Services for their intended purpose
• You shall not copy, modify, distribute, sell, or create derivative works based on any part of our Services without prior written consent
• “Credt123” and associated logos are registered or pending trademarks of the Company
• Any feedback, suggestions, or ideas provided by you may be used by us without any obligation or compensation

9. Confidentiality

Each party agrees to keep confidential all non-public information disclosed by the other party ("Confidential Information"), including business plans, technical data, customer data, pricing, and API specifications. Confidential Information excludes information that is publicly known, independently developed, or lawfully received from a third party. Obligations of confidentiality survive termination of these Terms for a period of 3 years.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY
• THE COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND UNINTERRUPTED/ERROR-FREE OPERATION
• IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITY, OR GOODWILL
• THE COMPANY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO THE COMPANY IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM
• The Company shall not be liable for losses arising from: (a) acts or omissions of banks, NPCI, RBI, or payment network operators; (b) User's failure to comply with integration guidelines; (c) unauthorised access due to User's negligence; (d) regulatory changes or compliance requirements

11. Indemnification

You agree to indemnify, defend, and hold harmless the Company, its directors, officers, employees, agents, and affiliates from and against all claims, damages, losses, liabilities, costs, and expenses (including legal fees) arising out of or related to:

• Your use or misuse of the Services
• Your violation of these Terms or any applicable law
• Your violation of any third-party rights
• Any fraud, negligence, or wilful misconduct by you or your end-users
• Any regulatory action, fine, or penalty imposed due to your non-compliance

12. Service Level and Uptime

• We target 99.99% uptime for our core payment APIs but do not guarantee uninterrupted service
• Scheduled maintenance windows will be communicated in advance
• We are not liable for downtime caused by: (a) NPCI/bank infrastructure outages; (b) force majeure; (c) User's systems or connectivity issues; (d) regulatory-mandated shutdowns
• Service-level credits, if any, are governed by the separate SLA document

13. Termination

• Either party may terminate the engagement with 30 days' written notice
• We may immediately suspend or terminate access if you breach these Terms, engage in prohibited activities, or pose regulatory risk
• Upon termination: (a) all licences granted hereunder cease; (b) outstanding fees become immediately due; (c) you must cease using all APIs and credentials; (d) we will retain data as required by law
• Sections on IP, confidentiality, limitation of liability, indemnification, and governing law survive termination

14. Force Majeure

Neither party shall be liable for failure or delay in performance due to causes beyond reasonable control, including natural disasters, pandemics, wars, government actions, regulatory changes, NPCI/bank outages, internet disruptions, cyber-attacks, or power failures. The affected party must notify the other promptly and make reasonable efforts to mitigate the impact.

15. Dispute Resolution

• Any dispute arising out of these Terms shall first be attempted to be resolved through good-faith negotiation between senior representatives of both parties within 30 days
• If unresolved, the dispute shall be referred to binding arbitration under the Arbitration and Conciliation Act, 1996, with a sole arbitrator mutually appointed. The seat of arbitration shall be Hyderabad, India, and proceedings shall be in English
• The arbitral award shall be final and binding on both parties
• Nothing in this clause prevents either party from seeking interim or injunctive relief from a court of competent jurisdiction

16. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of India. Subject to the arbitration clause above, the courts of Delhi NCR shall have exclusive jurisdiction over any matters arising from these Terms.

17. Regulatory Compliance

The Company operates under and complies with:

• RBI guidelines on Payment Aggregators and Payment Gateways
• NPCI UPI procedural guidelines and TSP operating circular
• NPCI Bharat Connect (BBPS) operating guidelines
• Information Technology Act, 2000 and rules thereunder
• Digital Personal Data Protection Act, 2023
• Prevention of Money Laundering Act, 2002
• PCI DSS, ISO 27001, SOC 2 Type II standards

Users are independently responsible for their own regulatory compliance and licences.

18. Amendments

We reserve the right to modify these Terms at any time. Changes will be posted on our website with the updated "Last updated" date. Material changes will be notified via email or dashboard notification. Continued use of Services after modification constitutes acceptance. If you disagree with the changes, you must discontinue use and notify us in writing.

19. Severability

If any provision of these Terms is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

20. Entire Agreement

These Terms, together with the Privacy Policy, API Service Agreement, commercial agreements, and any other policies referenced herein, constitute the entire agreement between you and the Company. They supersede all prior negotiations, representations, and agreements relating to the subject matter hereof.

21. Contact Information

CASHTREE Finance Private Limited

Location: A-1/B, Sector 16, Noida, Uttar Pradesh, 201301

Email: info@cashtree.co.in