Terms and Conditions

Terms and Conditions Econnect Private limited (“QRPE”) is a private company limited engaged in the business of facilitating a Set of Payment services to merchants through Android application , and providing other Utility services to such merchants and users. In connection therewith, on the terms and conditions set out herein, QRPE has agreed to provide All The QRPE Services Mentioned hereinafter to you (the merchant/ the user) and you, hereby, agree to avail the QRPE Services.

1. DEFINITIONS 1.1 “Customer “means any person who contracts with you for purchase of goods and/or services and makes a payment or remittance thereunder. 1.2 “Customer Payment Amount” means the amount paid by the Customer to you, using the Service, for purchase of any goods and/or services. 1.3 "Merchant Services" the services or products provided by you to your Customer/s, the remittance/payment for which is to be made through the Customer's valid accounts / Card/s or bank account, using QRPE Services. 1.4 “Processing Mechanism “means the payment mechanism through the internet or such other mode of payment and delivery as may be notified by QRPE from time to time, including but not limited to Immediate Payment Service (IMPS), National Electronic Funds Transfer (NEFT), Real Time Gross Settlement (RTGS) and/or UPI (defined hereinafter). 1.5 “Transaction” shall mean an electronic financial transaction undertaken using the QRPE Services. 1.6 "UPI" means the Unified Payment Interface, which is a payment system that powers multiple bank accounts into a single payment network of participating banks permitting merging several banking features, seamless fund routing & merchant payments into one hood.

2. ELIGIBILITY 2.1 You Clearly acknowledge and agree that: 2.1. a. You Must Be an Indian 2.1.b. You are capable of entering and dealing with legal binding terms and conditions of Qrpe. 2.1.c. People accessing Qrpe are Rightfully Authorised to access Qrpe services and legally bind terms and conditions. 2.1.d. All registration information such as ,Adhar card and pan card and Address proof and Indian mobile number submitted is accurate and truthful. 2.1.e. You are barred or suspended in case if you doesn’t obey terms and conditions of qrpe services and legally prohibited form accessing the service of Qrpe . 2.1.f. To avail the QRPE Services, you should be business entity holding an active Indian mobile number and bank account.

3. SCOPE 3.1 QRPE has developed and is the owner of certain software which enables processing payment services and Transactions through Processing Mechanism for automated acceptance of payments QRPE Services include a dashboard service, and Aeps and utility services and other value added services as may be notified by QRPE from time to time at its sole discretion. 3.2 The scope of QRPE Services, including the terms of use, is subject to amendments from time to time, which shall be notified to you upon any material amendments being implemented in future. 3.3 You are acknowledged to provide correct and accurate information . QRPE will verify your submitted information up to date. 3.4 You are strictly undertaken not to access any or try to access the qrpe services by any means other than through the Interface that Is provided by Qrpe.

4. QRPE FEES 4.1 In consideration of and subject to payment of the QRPE Fees, QRPE has agreed to make available the QRPE Services to you as per these Terms and Conditions as specified in Annexure A. 4.2 Quoted QRPE Fees is exclusive of any applicable taxes, all of which shall be the liability of and charged to you. 4.3 QRPE shall be entitled, without exception and at its discretion, to deduct from any payments to be made to you, all outstanding QRPE Fees and any taxes.

5. PAYMENTS 5.1 By accepting these Terms and Conditions, you expressly authorize QRPE to hold, receive, disburse and settle funds on your behalf. Such authorization shall permit QRPE to receive Customer Payment Amounts pursuant to a Transaction into a QRPE’s account (Delivery Versus Payment) to further process each Transaction. QRPE shall process and transfer such payments received by it to the bank account designated by you for this purpose at the time of registration and/or any such account as instructed by you (“Merchant Account”). The authorization provided herein under shall remain in full force and effect until specifically terminated. 5.2QRPE shall initiate transfer of the relevant Customer Payment Amount received by it to the respective Merchant Account within T (such) banking days as per annexure A (‘T’ being the date of a successful Transaction and banking days being days on which private banks are open for business in New Delhi) from the date of receipt of the relevant Customer Payment Amount, after deduction of QRPE Fees and charges as agreed under these Terms and Conditions. For clarity, you acknowledge that QRPE shall be liable to settle Customer Payment Amounts only upon actual receipt thereof.

6. COMMUNICATION POLICY 6.1 By accepting the T&Cs, You accept the following : 6.1.a. Qrpe may send Alerts to the registered mobile number provided by you with Qrpe platform. 6.1.b. The alerts will be received in case of sms / whatsapp only if the mobile phone is “ on “ mode to receive the sms/whatsapp alerts , I case of email , only if the e-mail servers and email ids are functional, and In case of push notifications , If the user has enabled the receipt of such notifications. if the mobile is in “off “ mode or if the email servers or email ids not functional or push notification turned off , than yo0u may not get the alerts at all delayed messages . 6.1.c. Qrpe will make best efforts to provide alerts via sms or emails or push notifications and it shall be deemed that you shall have received the information sent from Qrpe as an alert on the mobile number or email id 6.1.d. The clarity, readability accuracy and promptness of providing the sms/email alerts/push notification service depend on the many factors and connectivity of service provider. Qrpe shall be not be responsible for any non delivery, delayed delivery or distortions of the alert in any way whatsoever.

7. REPRESENTATIONS, WARRANTIES AND COVENANTS: 7.1 You hereby represent, warrant and covenant with QRPE that: 7.1.1. all information submitted by you to QRPE is and shall during the tenure of the engagement be maintained as true, correct and accurate in all respects; 7.1.2. you are not barred or otherwise prohibited from accessing or using QRPE Services in any manner; 7.1.3. you are and shall, during the tenure of this engagement, remain at all times the legal and beneficial owner of the Merchant Account and keep all details thereof up to date; 7.1.4. all goods and/or services provided by you to a Customer shall be lawfully sold/provided and that you shall not sell/ provide products that are or may be perceived as illegal, offensive or prohibited; 7.1.5. you shall not impersonate any person or entity, falsely claim or otherwise misrepresent an affiliation with any person or entity, or access the accounts of others without permission, forge another person’s digital signatures or perform any other fraudulent activity; 7.1.6. you shall promote QRPE Services at your place of business and website; 7.1.7. you shall promptly provide all information and assistance as may be required by QRPE from time to time in dealing with requests or queries of any governmental authority or judicial/quasi-judicial authorities; 7.2 You agree to provide KYC information and details to QRPE, in electronic and physical form as may be required by QRPE. 7.3 You authorise QRPE to read and access messages on the device utilising the QRPE Services for retrieval and use for the enhancement of QRPE’s services. 7.4 You understand that the QR Code which shall be generated by QRPE for it is unique and specific to you and that you shall at all times maintain the secrecy of this QR Code. Specifically, you agree and acknowledge that QRPE shall not be liable in any manner whatsoever for any negligence or misuse of the QR Code by you or your agents, employees, representatives or Customers. 7.5 You agree and understand that at the time of registration with QRPE, a username and password shall be generated which is enable you to access your unique and personal dashboard on QRPE interface and view Transactions. You shall not share the username and password with other persons and acknowledge that such sharing shall cause irreparable harm to QRPE and that you shall be liable to indemnify QRPE for any loss or damage suffered as a result of any unauthorised use. 7.6 QRPE shall provide you details of Transactions through a personal dashboard on QRPE interface and you shall determine if there are any errors or unauthorised Transactions, and intimate QRPE in writing of the same. 7.7 you shall deliver goods/services immediately to Customers upon receiving the confirmation of payment; 7.8 you have appointed QRPE as a collection agent for payments to be received by it; 7.9 It is agreed that QRPE shall be entitled to rely upon all electronic communications, orders or messages sent to QRPE through the Processing Mechanism in processing the Transactions. QRPE shall not be obligated to verify or make further inquiry into the identity of the sender, or integrity of any communications. QRPE shall not be responsible for any losses sustained through the use of stolen or hacked devices or fraudulent electronic transactions.

8. OWNERSHIP AND RIGHTS 8.1 The QRPE Services and the QRPE Platform are owned and operated by QRPE. The visual interfaces, graphics, design, compilation, information, computer code (including source code and object code), products, software, services, and all other elements of the QRPE Services and the QRPE Platform provided by QRPE (hereafter Materials) are protected by Indian copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. 8.2 As between You and QRPE, all Materials, trademarks, service marks, and trade names contained on the QRPE Platform are the property of QRPE. You agree not to remove, obscure, or alter QRPE or any third party’s copyright, patent, trademark, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the QRPE Services/QRPE Platform. Except as expressly authorized by QRPE, You agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. 8.3 QRPE reserves all rights not expressly granted in this Agreement. If You have comments regarding the QRPE Services and/or the QRPE Platform or ideas on how to improve it, please contact customer service. 8.4Please note that by doing so, You hereby irrevocably assign to QRPE, and shall assign to QRPE, all rights, title and interests in and to all ideas and suggestions and any and all worldwide intellectual property rights associated therewith. You agree to perform such acts and execute such documents as may be reasonably necessary to perfect the foregoing rights.

9. INDEMNIFICATION 9.1 You hereby undertake and agree to indemnify and hold harmless QRPE against all actions, proceedings, claims, penalties, demands and costs (including without limitation, legal costs of QRPE), awards, damages, losses, liabilities and/or expenses, however arising out of or in connection with: 9.1.1. any claim of or proceeding brought by a Customer in relation to product and/or service offered or sold by you; and 9.1.2. any negligence by you or any of your agents, employees, licensees, contractors or Customers; 9.1.3. a breach of any term or condition mentioned herein, by you or any inaccuracy of a representation or warranty given by you hereunder; 9.1.4. a breach of applicable laws.

10. LIMITATION OF LIABILITY 10.1 Unless otherwise required by applicable law, all Transactions processed through QRPE Services are non-refundable. QRPE is not a party to and shall not be responsible for any disputes, charge backs or reversals among st you and a Customer. Notwithstanding anything contrary contained in these Terms and Conditions, QRPE shall not be liable to you or any Customer for any special, indirect, incidental or consequential damages arising in connection with these Terms and Conditions or otherwise. 10.2 For any proven claims of any nature whatsoever, the total liability of QRPE shall never exceed QRPE Fees for a 7 (seven) day period immediately preceding from the date of the relevant claim or demand.

11.DISCLAIMER NO WARRANTY

12. SUSPENSION AND TERMINATION 12.1. QRPE and its partners reserve the right and shall be entitled to suspend the services immediately, including withholding, rejecting the settlements that is or may be suspicious, susceptible or fraudulent or for risk management purposes, pending inquiry and/or resolution of such issue, including any breach of these Terms and Conditions. 12.2. Termination of these Services shall not release any Party from the obligation to make payment of all amounts then due and/or payable; upon Termination both Parties shall settle all outstanding dues payable to the other Party.

13. FORCE MAJEURE 13.1. Should either Party hereto be delayed in or prevented, in whole or in part, from performing any obligation or condition here under, or from exercising its rights by reason or as a result of any force majeure, such party shall be excused from performing such obligations or conditions while such party is so delayed or prevented. The term "force majeure" as used herein means acts of God, acts of government, acts of terrorism, strikes, lockouts, or other industrial disturbances, acts of a public enemy, blockades, wars, insurrections or riots, terrorism, epidemics, landslides, fires, storms, floods, explosions, technological failures, breaches, hacks, system vulnerabilities or incompatibilities, or other similar causes beyond the control of such party.

14. DISPUTE RESOLUTION, GOVERNING LAW AND JURISDICTION 14.1. These Terms and Conditions shall be governed by and construed in accordance with the laws of India. 14.2. Any difference, dispute, conflict or controversy, including any question as to its existence, validity or termination, arising out of or in connection with these Terms and Conditions (“Dispute”) shall, if not amicably settled within 30 (thirty) days after the receipt by one Party of a written notice from the other Party of the existence of such Dispute, be referred to and resolved in accordance with the Arbitration and Conciliation Act, 1996 by a sole arbitrator duly appointed by QRPE. The seat and venue of arbitration shall be New Delhi and the arbitration shall be conducted in English. The award of the arbitrator shall be final and binding upon the Parties. Each Party shall bear its own cost of arbitration. 14.3. The Courts at New Delhi shall have sole and exclusive jurisdiction over any matters related to these Terms and Conditions.

15. MISCELLANEOUS 15.1. Cooperation. You acknowledge that your timely provision of access to your systems and various devices, as well as assistance, processes, cooperation, complete and accurate information and data from your officers, agents, and employees and suitably configured hardware and software are essential to performance of any QRPE Services. You shall allow QRPE to audit and inspect business processes followed by you related to QRPE Services and suggest suitable changes thereto. 15.2. Commercial Communication. You acknowledge that you may receive communication over voice calls and messages regarding QRPE Services, and products, and such other promotional communications. You unconditionally consent that such communications are: • upon your request and authorization; • not 'unsolicited commercial communications' as per the guidelines of Telecom Regulation Authority of India (TRAI); • in compliance with the relevant guidelines of TRAI or such other authority. 15.3. Independent contractors. Nothing in these Terms and Conditions shall be deemed to constitute either Party a partner, agent or legal representative of the other Party, or to create any fiduciary relationship between the Parties. 15.4. Severability. It is the intent of the Parties that in case any one or more of the provisions contained in these Terms and Conditions shall be held to be invalid or unenforceable in any respect, such provision shall be modified to the extent necessary to render it, as modified, valid and enforceable under applicable laws and such invalidity or unenforceability shall not affect other provisions of these Terms and Conditions. 15.5. Notices. Notices to be issued pursuant to these Terms and Conditions shall be delivered to the registered address of the relevant Party as first mentioned herein, or such other address as may be notified by the relevant Party (such change to address shall come into effect 5 (five) business days after delivery thereof).

ANNEXURE A QRPE FEES (exclusive of Taxes) QRPE shall charge fixed commission on transactions, represented herein as “QRPE Fees” as per the table below. QRPE may revise the QRPE Fees at its sole discretion with prior notice of 15 days. Continued usage of QRPE Services post notice of revision shall be deemed as acceptance of revised QRPE Fees. Frequency of Settlement into Merchant Account Amount (Rs.) per transaction received Immediate (each transaction) T+1 T+2 INR 1 –2,000 NIL NIL NIL INR 2,000-99999 0.5 % 0.6 0.5

CANCELLATION OR PAYMENT TERMS Cancellation Policy for B2C :- All sales of Recharge are final and there will be no refund or exchange permitted. Please be advised that You are responsible for the mobile number or DTH account number you purchase Recharge for and all charges that result from those purchases. (company Name) is not responsible for any purchase of Recharge for an incorrect mobile number or DTH account number. However, in a case where a transaction has been completed by you on the Site, and money has been charged to your card or bank account but a Recharge has not delivered within 24 hours of your completion of the transaction then you may inform us by sending us an email on ( hi@qrpe.in ) or posting us a message on the Contact US page. In such a scenario you will be entitled to a full refund. We request you to include in the email the following details - the mobile number or DTH account number, operator name, Recharge value, Transaction date and Order Number (company Name) shall investigate the incident and if it is found that money was indeed charged to your card or bank account without delivery of the Recharge then you will be refunded the money within 7 working days from the date of the receipt of your email. Cancellation Policy for B2B :- 'Any top-up payment / advance payment which is received from retailers / distributors deposit the advance payment to his retail account for, the retailer / distributor does not use the amount for goods & services and he wants his payment to return in this case after one month of deposit, retailer need to give refund request to us, once we will get refund request from the retailer, the balance amount will be refunded within 15 to 20 working days via same source