DEFINITIONS:
"Acquiring Bank" shall mean various banks
and Financial
Institutions licensed under
the Payment and Settlement
Systems Act, 2007 to acquire, authorize and authenticate the online payment
Transactions.
"Terms and Conditions/ Agreement" shall mean this Terms and
Conditions,
declaration
and indemnity and any and all
tables, schedules, appendices, annexures and exhibits attached to it or
incorporated
in it by reference.
"Authentication" shall mean the process by which the Customer's
identification
is
authenticated by the Card Schemes/
Issuing Bank / Payment Instrument Provider.
"Authorization" shall mean the process hereunder by which the
Issuing Bank/
Institution and/or the relevant
Acquiring Banks/ Payment Instrument Provider, Card Schemes electronically or
otherwise convey the approval of a charge
on a Transaction being undertaken by a Customer on Site/ Website/ app/ web
link/
payment link.
"Business days" shall mean any day on which CCAvenue/ Service
Provider,
Facility
Providers are open for Business in
India other than Sunday or any day which is a public holiday in India and/or
in
State of Maharashtra.
"Card Schemes" shall mean national or payment Card Networks
including but
not
limited to Master Card, Maestro, Visa,
Diners, American Express and Rupay etc. which Authenticates, Authorizes and
enables
card Transactions.
"Chargeback" shall mean any approved
reversal of any
online
card
Transaction made
by
the Customer of Merchant on account
of
- any alleged forgery of his card or other details
- duplicate processing of the Transaction;
- any amount
required to be refunded due to, denial of Transaction by the
Customer as
wrongly
charged payment/ extra payments and/or
due to the fraudulent use/misuse of the personal and financial
information
of
the Customer by any unauthorized person;
- non-Delivery or deficiency in the Merchant's Product or Service
and/or
any
other
reason as required/approved by the
concerned banks, as the case may be.
"Customer" means any person holding a valid Payment Instrument
and who
desires
to
purchase Products or Services from
the Merchant and makes payment for the same over the Internet using a
Payment
Instrument.
"Customer Charge" means
- in respect to Product means the sale price of the Product purchased
by
the
Customer plus the shipping charge (if any)
and all other taxes, duties, costs, charges and expenses in respect
of
the
Product that are to be charged to the
Customer's valid Payment Instrument.
-
In respect to Services means the sale price of the Services rendered
to
the
Customer plus the all other taxes, duties,
costs, charges and expenses in respect of the Services that are to
be
charged to
the Customer's valid Payment
Instrument.
"Customer Order" shall mean an order for purchase of Products
or availing of
Services provided by the Merchant at the
Merchant's Site and made by the Customer at the Merchant's Site and every
Customer
Order shall be specifically
designated by a Customer Order number on mention or use of which the details
of
the
Customer Order could be obtained by
the Customer from the Merchant on-line at the Site, including without
limitation
details of the status of the Customer
Order
"Delivery" means,
- in respect of a Product, Delivery of the Product by a reputed
courier
/parcel Service to the Customer at the address
specified by the Customer in this behalf proof of which shall be
submitted
by the Merchant to CCAvenue/ Service Provider
electronically through their ccavenue account backend to the
satisfaction of
CCAvenue/ Service Provider and the Facility
Providers. CCAvenue/ Service Provider and the Facility Providers
reserve
the
rights to call for physical Proof of
Delivery in respect of a Product, Delivery/performance of the
Product,
or
-
in respect of a Service, Delivery/performance of the Service, proof
of
which
shall be submitted by the Merchant to
CCAvenue/ Service Provider electronically through their ccavenue
account
backend to the satisfaction of the Service
Provider and the Facility Providers. CCAvenue/ Service Provider and
the
Facility Providers reserve the rights to call
for physical Proof of Delivery in respect of a Service,
Delivery/performance
of the Service.
"Effective Date" means the date of execution
of this
Agreement or
date of provision
of Services by Service Provider
to the Merchant whichever earlier.
"EMI" means equated monthly instalment
payment plan which
is
a
facility provided by
the Issuing Bank / Payment
Instrument Provider to its Customer.
"Escrow Bank Account" mean the bank account held by Service
Provider in
bank(s)
appointed by the Service Provider
for purpose of pooling funds collected from Customers on behalf of the
Merchant
and
facilitating the transfer of funds
in final settlement to the Merchant after deduction of TDR or any other
amount
receivable from Merchant pursuant to the
said RBI Guidelines or any other RBI guidelines amended from time to time
"Facility Providers" means various Acquiring Banks, Financial
Institutes,
Card
Schemes, Issuing Bank/ Institutions,
Payment Instrument Provider, software providers, as well as third party
service
providers that participate in
Authorization/ Authentication/ facilitation of online payments. These
Facility
Providers allows CCAvenue/Service
Provider to use the internet payment gateways developed by them to process
all
type
of online Payment Instruments and
all online Transaction initiated by a Customer on Merchant's Site.
"Financial Institutes" means all bank and non-banking Financial
Institutes
or
any
financial institute other than
Acquiring Banks, Card Schemes and Payment Instrument Providers that are
authorized
to issue a valid online Payment
Instruments and/or to participate as facilitator of an online Transaction.
"Issuing Bank/ Institution" in respect of a Customer, means the
Bank or
Institution
which has issued the valid Card
and/or any other Payment Instrument to the Customer with which Customer
makes
the
payment for the Products / Services.
"Merchant's Website/ Site" shall mean the Web-Site/ mobile app/
web link/
payment
link as mentioned in Annexure C
established by the Merchant for the purposes of enabling its Customers to
place
Customer Order for purchase of Products
And Services through the Internet.
"Payment Instrument/s" means a valid Payment Instruments
physical or virtual
issued
by an authorized Card Schemes,
Financial Institute and any other Payment Instrument Providers that are
authorized
to issue valid card and/or any other
Payment Instrument to the Customer which enables the Customer to initiate
and
complete an online Transaction to
purchase/ avail Products and Services of Merchant.
"Payment Instrument Provider" shall mean any legal entity
authorized to
issue
online
Payment Instruments such as wallet,
prepaid cards etc. including Issuing Bank/Institution. The term Payment
Instrument
Provider does not include Card
Schemes, Acquiring Banks and Financial Institutes.
"Payment Mechanism" means the entire processing and
facilitation of online
payments
by Service Provider with help of the
services of Facility Providers, mechanism through the Internet utilizing the
internet banking facility; internet based
electronic commerce, internet payment gateway of various Facility Providers
and
through such other modes and mechanisms
of payment and Delivery as may be notified by the CCAvenue/Service Provider
from
time to time.
"Product" means a tangible Product that is manufactured or
distributed by
the
Merchant and that is purchased by the
Customer, the payment for which is to be made on the Customer's valid
Payment
Instrument.
"Proof of Delivery" shall mean
- In respect of Product, sufficient legitimate records evidencing
Delivery
of the Product to the Customer (i.e. charge
slips bills etc.), All Proof Of Delivery of Products shall be
maintained
by
the Merchant for a period of at least one
year from the date of Delivery by the Merchant and shall be open to
inspection by CCAvenue/Service Provider and the
Facility Providers at any time whatsoever.
-
In respect of Service, sufficient legitimate records evidencing
receipt
of the Service to the Customer (i.e. Invoice,
bills, etc All proof of Delivery of Services shall be maintained by
the
Merchant for a period of at least one year from
the date of Delivery by the Merchant and shall be open to inspection
by
Service Provider and the Facility Providers at
any time whatsoever.
"Refund" shall mean a Refund issued by the Merchant through
merchant panel
provided
by Service Provider to the Merchant
within the timeline provided by Facility Providers or Tr i.e date of expiry
of
Refund period fixed by Merchant whichever
earlier.
"Service" means tangible or intangible Services provided to the
Customer by
the
Merchant the payment for which is to be
made on the Customer's valid Payment Instrument.
"Service Provider's Website/ Site" shall mean the website with
the domain
name
"
https://www.ccavenue.com/ " established
by the Service Provider for the purposes of enabling on-line trading
instructions by
the Customers of the Merchant to
the Service Provider.
"Td" shall mean date of confirmation by the Merchant to the
Service Provider
about
Delivery of Product / Services to the
Customer
"Tp" shall mean date of charge / debit to the Customer's bank
account
against
the
purchase of Product / Services.
"Tr" shall mean date of expiry of Refund
period as fixed
by
the
Merchant.
"Transaction" means every Customer Order
that result in
the
Delivery by the
Merchant to the Customer of the Product(s) /
Services in respect of which the Customer Order was placed by Customer on
Merchant's
Site processed by Service
Provider's Payment Mechanism successfully
"Transaction Discount Rate (TDR)" means, the
non-refundable
rate
charged to the
Merchant by CCAvenue/ Service Provider
on the Transaction amount processed through CCAvenue/Service Provider and /
or
the
Facility Providers payment gateway
system and it includes the Merchant Discount Rate as notified by the Reserve
Bank of
India, the Facility Providers from
time to time and the processing and other charges charged by
CCAvenue/Service
Provider as its service charges from time
to time. The Transaction Discount Rate is exclusive of GST and/or any other
Taxes as
notified by the Government from
time to time. Transaction Discount Rate applicable to this Terms and
Conditions/Agreement is accepted by both the
Parties by way of a written electronic communication. However, the
Transaction
Discount Rate may be revised quarterly by
CCAvenue/ Service Provider, and CCAvenue/ Service Provider will advise the
Merchant
of any such change not less than 7
days in advance of its effectiveness.
"Ts" shall mean date of intimation by the Merchant to the
Service Provider
about
shipment of Product / Services.
TERM / NON-EXCLUSIVE:
Term: These terms and conditions shall become effective
on
the
Effective Date and shall remain in full force until a
notice of termination by CCAvenue or the Merchant is given, or until
terminated
under other provisions of the Terms and
Agreement executed between the Parties.
Non-exclusive: Nothing in this terms and conditions shall prohibit
CCAvenue
from
furnishing the services similar to
those provided under these Terms and Agreement to others, including
competitors
of
the Merchant.
PAYMENT TERMS:
Subject to the terms of this Terms and Conditions,
CCAvenue
will
send to Merchant's bank account Customer Charge from
Transactions taking place on Merchant's Site using the Payment Mechanism of
CCAvenue, minus any fees including TDR,
invalidated payments, convenience fee, handling fee, express payout charges,
platform fee, Chargebacks, Refunds or any
Refund processing charges, bank fees or penalty by banks for excessive
Chargebacks
or Refunds, applicable taxes, any
excess amount paid to Merchant and other amounts that the Merchant owe to
CCAvenue.
If there are insufficient funds
available in Merchant's account, CCAvenue shall claim from the Merchant such
amount
to the extent the funds are
insufficient; which the Merchant on receipt of the claim undertakes
forthwith to
pay
to CCAvenue without any delay.
Rejection of Payment
CCAvenue and the Facility Providers may reject payment in respect of
Customer
Orders
where:
- The Merchant has not obtained a necessary Authorization or CCAvenue,
Facility Providers and the Acquiring Banks are
entitled to reject payment in terms of clauses hereof;
- Any Customer Order is deemed to be fraudulent or otherwise illegal;
- Any Customer Order which the Customer refuses to pay because the
Product
/
Service was not as promised or was
defective or was not delivered;
- Any Customer Order in respect of which Customer raises a Chargeback/
Dispute;
- The card Issuing Bank advises that the card number does not match
any
number
on file;
- Payment in respect of the Customer Order or the relevant instalment
of
the
purchase price has already been made;
- Any Products or Services provided by the Merchant using CCAvenues'
Payment
Mechanism without prior written approval of
CCAvenue.
- The Customer Order was not confirmed by Merchant within permissible
time
mentioned on the panel provided by CCAvenue
from the date the Customer Order was placed;
- Any amount duly receivable by CCAvenue from Merchant.
Where CCAvenue and the Facility Providers are entitled to reject payments in
respect
of a Customer Order or demand a
Refund, CCAvenue shall be entitled to set off and deduct from any payment
due to
the
Merchant and in doing so CCAvenue
may:-
- debit the Merchant's account held with CCAvenue, forthwith; and/or;
- deduct the outstanding amount from subsequent credits to the
Merchant's
account, and/or;
- if there is insufficient funds available therein; claim from the
Merchant
the amount paid to the Merchant by CCAvenue
in respect of the relative sales; which the Merchant on receipt of
the
claim
from CCAvenue undertakes forthwith to pay
to CCAvenue, the amount of the Refund to the extent to which such
funds
proves inadequate;
Payment of Customer Charge in respect of a Customer Order shall be made as
per
the
TDR, other charges and payment
schedule mentioned in Agreement between CCAvenue and Merchant which is
further
agreed by both the Parties in writing
through electronic communication from time to time. The Customer charges to
be
paid
in the bank account of the Merchant
instructed by the Merchant in writing and on receipt of Proof of Delivery of
the
relevant Product / Service and CCAvenue
will deliver its payments to the Merchant as promptly after these dates as
is
practicable. The TDR amount charged by
CCAvenue to the Merchant is non-refundable; although the Merchant shall be
liable to
pay any Refund charges if it is
required to be paid by the Facility Providers.
The Merchant may avail the facility of Express Settlement i.e. Settlement of
Customer Charge on Tp+0 basis i.e. on the
date of Transaction subject to approval of CCAvenue. The Merchant has
further
instructed CCAvenue to charge express
payout charges on the Transaction amount to the Merchant for the facility of
Express
Settlement. The Merchant agrees and
confirms that facility of Express Settlement i.e Settlement of Customer
Charge
on
Tp+0 basis i.e. on the date of
Transaction is subject to approval of CCAvenue and CCAvenue shall have a
right
and
sole discretion to revoke the
approval without any reason whatsoever. The Merchant confirms that where Tp
is a
Sunday or public holiday the payment of
Customer Charge shall be made on the next Business day of the date of
Transaction.
EMI Services: The Merchant hereby agrees that EMI services shall be offered
at
the
discretion and as per the terms and
conditions of the respective Issuing Bank/ Institution, Payment Instrument
Provider,
Facility Providers and CCAvenue.
The Merchant further undertakes that:-
- EMI calculator shall be available on the Merchant Site in order to
provide
the EMI calculation to the Customer. The
Customer shall be charged the full amount of the Customer Charge at
the
time
of making Transactions.
- Thereafter, CCAvenue shall send details of settled Transactions for
conversion of the Transaction to EMI along with
complete details to the Issuing Bank/ Payment Instrument Provider
within
prescribed time. CCAvenue shall not be
responsible if the EMI Transactions are cancelled / reversed.
- The Issuing Bank/ Payment Instrument Provider shall convert all
Transactions
approved by them to EMI within their
prescribed time. The final decision on whether a Transaction can be
converted to EMI is taken solely by the respective
Issuing Bank/ Payment Instrument Provider.
-
The Merchant further confirms, undertakes and assures that CCAvenue
shall
not be liable in case of any dispute raised by
the Customer with respect to the rejection of EMI option to a
Customer
after
a Transaction has been confirmed,
irrespective of the Customer Charge amount is already paid to the
Merchant
or not. The Merchant assures that the
Customer shall raise such dispute related to non-conversion of EMI
directly
with the Issuing Bank/ Payment Instrument
Provider.
-
The Merchant agrees that Issuing Bank/ Payment Instrument Provider
may
charge interest rate to the Customers as per its
internal policies and other regulatory factors from time to time.
CCAvenue
has no authority deciding the rate of
interest, repayment terms, charges and any other terms and
conditions of
the
EMI Scheme.
Taxes: Each Party shall bear and pay respective taxes as made applicable by
the
Government authorities from time to
time. The Merchant covenants to comply with all the compliances mandated
under
the
Goods and Services Tax (GST) as and
when the same is implement by the relevant Government authority, including
but
not
limited to filing valid tax return
relating to its Transactions with CCAvenue. In case any credit, refund or
other
benefit under GST is denied to CCAvenue
or is delayed due to any non-compliance by the Merchant (such as failure to
upload
the details of Supply of
Products/Services on the GSTN portal, failure to pay GST to the Government,
lower
compliance rating etc.) or due to
non-furnishing or furnishing of incorrect or incomplete documents by the
Merchant
with the Government or CCAvenue , the
Merchant agrees to indemnify, defend and hold harmless CCAvenue and
reimburse
CCAvenue for the loss including ,but not
limited to, the tax loss, interest, penalty, reasonable costs or expenses of
any
nature whatsoever, whether accrued,
absolute, contingent or otherwise; including, without limitation, reasonable
attorneys' fees and costs (whether or not a
suit is filed).
Merchant's Minimum Deposit Account Balance (If applicable): It is mutually
agreed by
the Merchant and CCAvenue, that
CCAvenue may retain a minimal amount "Reserve Deposit Amount" out of amounts
payable
to the Merchant in terms of Clause
3 hereof. The Merchant agrees that CCAvenue will impose additional Reserve
Deposit
Amounts, either temporarily or
permanently, which are more restrictive than limits placed on the Merchants
in
order
to reduce CCAvenue's reasonable
apprehension of risk of loss under varying circumstances.
COVENANTS AND REPRESENTATIONS OF THE MERCHANT:
CCAvenue and the Facility Providers shall not be a Party to the Terms and
Conditions
or dispute between the Customer and
the Merchant. In the event of any dispute between the Merchant and the
Customer
whether in relation to any deficient,
improper or incomplete Product or Service provided by the Merchant or
otherwise,
CCAvenue and the Facility Providers
shall not be made a Party to any litigation, arbitration or other proceeding
instituted in respect of such disputes.
The Merchant undertakes to make timely payments of all the monies, charges,
and
Chargeback amounts, Refund amount duly
payable to CCAvenue as and when demanded by CCAvenue. Merchant also
undertakes
to
payback any amount received in excess
or erroneously from CCAvenue within 7 (Seven) calendar days of receipt of
claim
from
CCAvenue without any delay, demur
or protest.
The Merchant assures and guarantees to CCAvenue and the Facility Providers
that
the
Merchant is acting in compliance
with and shall at all-time act in compliance with all laws, rules and
regulations,
notification, and guidelines set by
RBI/ CCAvenue and the Facility Providers and further assures and guarantees
that
the
Products And Services mentioned on
CCAvenue Website at link
https://www.ccavenue.com/faq_ccav.jsp (go to _
FAQ-About
CCAvenue as a payment gateway – what
are the businesses that are not accepted by CCAvenue) shall not be sold on
the
Merchant's Site using services of
CCAvenue. Any Product or Service which is not in compliance with all
applicable
laws
and regulations whether federal,
state, local or international including the laws of India shall not be
offered
by
the Merchant to its Customers through
the services of CCAvenue.
The Merchant further confirms, undertakes and assures that in the event of
violation
of any of the byelaws and standards
of RBI, the Facility Providers and CCAvenue by the Merchant AND any penalty
or
charge imposed by the Facility Providers
on CCAvenue for any violation for any reason whatsoever, the Merchant shall
on
receipt of the claim from CCAvenue
undertakes forthwith without any demur, protest, dispute or delay, to pay to
CCAvenue, the amount of the penalty / fine
imposed by the Facility Providers on CCAvenue.
The Merchant shall not at any time require the Customer to provide the
Merchant
with
any details of the accounts held by
them with the Issuing Bank/ Payment Instrument Provider including, the
passwords,
account number, card numbers and PIN
which may be assigned to them by the Issuing Banks or Payment Instrument
Provider
from time to time.
In the event of any inconsistency between any provision of this Terms and
Conditions
and the standards set out by
Facility Providers, the standards shall govern.
The Merchant is aware that CCAvenue and the Facility Providers are not
guaranteeing any Transactions with the
Customers in any manner whatsoever. The Merchant assures that the Customers
will
place the orders themselves and agree
not to place orders on behalf of Customers.
The Merchant shall use CCAvenue's services and other facilities offered on
CCAvenue's Site only for the Merchant's
Site as mentioned Agreement between CCAvenue and Merchant and
for no other
Site/s.
The Merchant shall use CCAvenue's
Payment Gateway services only for selling/ providing the Products and
Services
mentioned in Agreement between CCAvenue and Merchant and for no
other Products or Services. In case of any deviation
from
the Services without prior written
approval of CCAvenue, the Merchant undertakes to be abiding by the decisions
of
CCAvenue including suspension of the pay
out or Refund to Customer or termination of CCAvenue's services.
The Merchant must ensure that it shall not:-
-
undertake/allow Transactions
for
anything other than the genuine
purchase of the Products and/or Services that the Merchant provides;
-
impose
any
minimum or maximum Transaction
values;
-
discriminate against the use of any Card or Payment Instrument in
any
way;
-
split a Transaction into two
or more Transactions;
-
accept a Transaction or present Transaction Data for
processing which was not undertaken
directly between the Merchant and the Customer;
-
accept or process
Transactions
in order to give Customers cash;
-
accept any Transaction using any Card or Payment Instrument issued
in
the
Merchant's
name, or related to the Nominated
Bank Account or of a partner in, or director or other officer of
Merchant's
Business
or the Business of the Merchant, or
of the spouse or any member of the immediate family or household of
any
such
person;
-
submit Transaction data which
Merchant know or ought to have known is illegal;
-
Refund Transactions to a
Card/
Payment Instrument which was not
originally used to make such Transactions, and Merchant must not,
under
any
circumstances, accept money from a Customer
in connection with processing a Refund to the Customer's Account.
The Merchant acknowledges that the Facility Providers and CCAvenue have the
right to
enforce any provision of the
standards and to prohibit any Merchant conduct that may injure or may create
a
risk
of injury to the Facility Providers
and CCAvenue including injury to reputation, or that may adversely affect
the
integrity of the Facility Providers and
CCAvenue's core payment systems, information or both. The Merchant agrees
that
he
will not take any action that might
interfere with or prevent exercise of this right by the Facility Providers
and
CCAvenue.
The Merchant shall take all precautions as may be feasible or as may be
directed
by
CCAvenue and the Facility Providers
to ensure that there is no breach of security and that the integrity of the
link
between the Merchant's Site, CCAvenue's
Site and the Payment Mechanism is maintained at all times during the term of
this
Terms and Conditions. In the event of
any loss being caused as a result of the link being breached or as a
consequence
of
the link being improper or being in
violation of the provisions of this clause, the loss shall be to the account
of
the
Merchant and the Merchant shall
indemnify and keep indemnified CCAvenue and the Facility Providers from any
loss
as
may be caused in this regard. The
Merchant shall comply with PA-DSS compliances (if applicable) and shall
report
to
CCAvenue in case of an Information
security incident related to systems or information.
The Merchant herby grants to CCAvenue and the Facility providers, a
non-exclusive,
royalty-free, limited license to use,
display and reproduce the trademarks, Service marks and logos of the
Merchant
solely
in connection with the marketing of
their facilities and Services to the public. The Merchant shall prominently
display
on its Website and in other online
marketing materials if applicable, a statement/logo/image provided by
CCAvenue
and
or upon instructions of Facility
Provider. The Facility Providers may at any time, immediately and without
advance
notice, prohibit the Merchant from
using any of the Marks for any reason.
The Merchant ensures that it shall prominently and unequivocally inform a
Customer
of the identity of the Merchant,
which will enable the Customer to distinguish the Merchant from any other
third
Party and will ensure that its Website:-
(i) prominently displays the name of the Merchant; (ii) prominently
identifies
the
name of the Merchant as displayed on
the Website and as the name that will appear on the Customer's statement and
(iii)
display the Merchant name and
information as prominently as any other information depicted on the Website,
other
than the images of the Products or
the Services being offered.
The Merchant represent and warrant to CCAvenue and the Facility Providers
that:
(a)
Merchant is duly organized,
validly existing and in good standing under the laws of the territory in
which
its
business is registered, and a
resident of India for income tax purposes; (b) Merchant has all requisite
license,
registrations, right, power and
authority in full force to enter into this Terms and Conditions and perform
its
obligations and grant the rights,
licenses and Authorizations hereunder; and (c) Merchant and its
subcontractors,
agents and suppliers will comply with
all applicable Laws in the performance of its obligations and exercise of
the
rights
under this Terms and Conditions.
The Merchant states that the individual signing this Terms and Conditions is
an
authorized representative of the
Merchant and is thereby fully authorized to bind the Merchant to contractual
obligations and is authorized to provide
the information and documentation submitted in connection with this Terms
and
Conditions are complete and correct in all
material respects. Merchant authorizes CCAvenue to obtain and verify, and to
continue to obtain and verify any
information submitted by Merchant any relevant information regarding
principals,
partners, officers or other authorised
representatives of Merchant and any other individuals listed on this Terms
and
Conditions including the individual
signing below, and for CCAvenue use such information as reasonably necessary
during
the course of providing the Services
contemplated here under as well as for CCAvenue to share such information
with
its
affiliates or as otherwise allowed by
applicable law. CCAvenue reserves the right to conduct audits and periodic
oversight
reviews of Merchant determining
compliance with this Terms and Conditions and byelaws and standards of RBI,
the
Facility Providers and CCAvenue
referenced herein.
- The Merchant must comply with, the American Express Data Security
Operating Policy, a copy of which is available at
www.americanexpress.com/datasecurity and which American Express Card
may
amend from time to time in accordance with its
terms.
-
The Merchant must indicate its acceptance of the American Express
Card
whenever it communicates the payment methods it
accepts to Customers and display the American Express Card Marks
according
to the American Express Card guidelines/
Terms and Conditions and as prominently as warmly welcoming American
Express
Cards and in the same manner as any other
Payment Product.
-
The Merchant must not
- try to dissuade American Express Card members from using the
American Express Card;
- criticize or mischaracterize the American Express Card or
any of
its
services or programs;
- try to persuade or prompt American Express Card members to
use
any
other payment Products or any other method of payment
(e.g., payment by cheque);
- impose any restrictions, conditions, or disadvantages when
the
American Express Card is accepted that are not imposed
equally on all other payment Products (except where
expressly
permitted under applicable national law); or
-
promote any other payment Products (except the Merchant's
own
card
that it issues for use solely at its establishments)
more actively than it promotes the American Express Card.
- The Merchant must not
- engage in activities that harm American Express Card's
Business
or
brand; or
- indicate or imply that it prefers, directly or indirectly,
any
other
payment Products over the American Express Card. If
American Express provides notice to CCAvenue that Merchant
has
breached this provision, CCAvenue reserves its right to
cease submitting Charges within 2 Business days and require
Merchant
to remove all American Express identification,
logos and decals from Merchant's Website immediately. If
American
Express determine that CCAvenue on behalf of the
Merchant vide this Terms and Conditions has failed to cease
submitting Charges after receipt of such information from
American Express and that CCAvenue have breached this
provision
due
to default of Merchant, CCAvenue shall be penalized
the amount of Five Thousand United States Dollars ($5,000.00
USD) or
in equivalent Indian Rupees for continuing to
submit Charges. This penalty will apply on a monthly basis.
Accordingly, if CCAvenue submits Charges during July and
again in August, CCAvenue will be penalized twice. If
penalized,
CCAvenue agrees to remit payment to American Express
within 30 days of your receipt of an invoice. If CCAvenue
fails
to
remit such payment, American Express may debit all
relevant amounts from the bank account CCAvenue have
designated
to
receive payments from American Express pursuant to
this Terms and Conditions. CCAvenue in event of such penalty
been
imposed by American Express reserve its right to
impose the same on Merchant and the Merchant agrees to pay
such
penalty to CCAvenue forthwith without any demur or
protest, dispute or delay.
- The Merchant shall maintain Customer service information that is
readily
available for review by American Express Card
member transacting with Merchant. The Customer Service information
should
include clear instructions on how to contact
Merchant if the American Express Card member has any question about
a
Transaction. At a minimum, the instructions must
provide an active Customer service e-mail address and a Customer
service
telephone number for the Merchant and for
CCAvenue an email address and web page address on CCAvenue's Website
where
American Express Card members can access
Transaction information.
The Merchant hereby agrees, assures and covenants as under, as far as
American
Express Card processing is concern:-
-
The Merchant hereby agrees, covenants
- to accept Cards in accordance with the terms of the Merchant
Terms
and Conditions;
- to authorise CCAvenue to submit Transactions to, and receive
settlement from American Express Card on behalf of the
Merchant;
- to authorise CCAvenue to disclose Transaction data, Merchant
data,
personal information and other information about the
Merchant to American Express Card and its affiliates,
agents,
subcontractors, and employees, and allows American Express
Card and its Affiliates, agents, subcontractors, and
employees
to
use such information to perform under the Terms and
Conditions, operate and promote the network, perform
analytics
and
create reports, and for any other lawful business
purpose;
- to display American Express Card Marks and give Amex equal
representation with any signage, decals or other
identification when promoting payment methods and remove
them in
case of termination of Merchant Terms and Conditions;
- to enable CCAvenue to comply with its obligations in
relation to
Card member disputes, Transaction processing,
authorisation, submission and protecting Card member
information;
(vi) to comply with all applicable laws, rules and
regulations relating to the conduct of the Merchant's
business;
- that Merchant shall warmly welcome American Express Cards,
meaning
that they either do not surcharge American Express
Card members, or if they do, they apply a surcharge that is
not
more
than any surcharge they apply to other credit cards
and they do not discourage Card members from using their
Cards;
- that the third Party vendor approved by American Express
Card
may
visit the office of Merchant to assess and document
warmly welcoming performance of American Express Card;
- that the refund policies of Merchant for purchases on the
American
Express Card must be at least as favourable as their
refund policies for purchases on any Other Payment Product
and
the
refund policy must be disclosed to Card members at
the time of purchase and in compliance with applicable law;
-
to abide by the limitation on American Express Card's
liability
set
forth in this Terms and Conditions;
-
provides third-party beneficiary rights to American Express
Card
with the ability to enforce the terms of the Merchant
Terms and Conditions against the Merchant as necessary to
protect
the American Express Card brand;
-
provides American Express Card with the ability to enforce
industry-specific requirements of which American Express
Card
notifies CCAvenue in writing from time to time;
- to ensure that Merchant Website does not contain libellous,
defamatory, obscene, pornographic, or profane material or
any information that may cause harm to any individuals or to
the
American Express Card brand;
-
to allow CCAvenue and American Express Card to conduct
audits,
periodic oversight reviews, collect documents, "Know Your
Customer" ("KYC") and anti-money laundering ("AML") checks
in
accordance with all applicable laws and regulations and to
enable American Express Card to satisfy its obligations
under
applicable local law and any other requirements imposed by
regulators;
-
Sponsored Merchants must not process any Charges that would
be
considered Prohibited Uses as outlined in section 2d
of the American Express Card Terms and Conditions.
-
The Merchant ensures that each of its owners, directors, employees
and
every
other person working on its behalf, has not
and shall not, in connection with this Terms and Conditions or in
connection
with any other business Transactions
involving American Express Card, make any payment or transfer, or
transfer
anything of value, directly or indirectly,
to:
- any governmental official or employee (including employees
of a
government corporation or public international
organisation);
-
any political party, official of a political party, or
candidate
for
public office;
-
an intermediary for payment to any of the foregoing; or
-
any other person or entity if such payment or transfer would
violate
the laws of the country in which it is made or the
US Foreign Corrupt Practices Act 1977.
-
If the Merchant is going store the confidential data of Customers on
Merchant's Site, then the Merchant shall be Payment
Card Industry Data Security Standard certified (PCIDSS) and shall
continue
to be certified as per the required
regulations during the term of the Terms and Conditions with respect
to
the
security obligations pertaining to
CCAvenue's Services provided by CCAvenue. The Merchant hereby
undertakes
and
agrees it shall not store any confidential
information of the Customers such as card details, Customer's
confidential
details etc. if it is not PCI DSS certified
and shall further indemnify CCAvenue in case of any claim,
proceeding,
loss
or liability arising due to non-compliance
of the same.
-
The Merchant must not
- engage in activities that harm American Express Card's
Business
or
brand; or
- indicate or imply that it prefers, directly or indirectly,
any
other
payment Products over the American Express Card. If
American Express provides notice to CCAvenue that Merchant
has
breached this provision, CCAvenue reserves its right to
cease submitting Charges within 2 Business days and require
Merchant
to remove all American Express identification,
logos and decals from Merchant's Website immediately. If
American
Express determine that CCAvenue on behalf of the
Merchant vide this Terms and Conditions has failed to cease
submitting Charges after receipt of such information from
American Express and that CCAvenue have breached this
provision
due
to default of Merchant, CCAvenue shall be penalized
the amount of Five Thousand United States Dollars ($5,000.00
USD) or
in equivalent Indian Rupees for continuing to
submit Charges. This penalty will apply on a monthly basis.
Accordingly, if CCAvenue submits Charges during July and
again in August, CCAvenue will be penalized twice. If
penalized,
CCAvenue agrees to remit payment to American Express
within 30 days of your receipt of an invoice. If CCAvenue
fails
to
remit such payment, American Express may debit all
relevant amounts from the bank account CCAvenue have
designated
to
receive payments from American Express pursuant to
this Terms and Conditions. CCAvenue in event of such penalty
been
imposed by American Express reserve its right to
impose the same on Merchant and the Merchant agrees to pay
such
penalty to CCAvenue forthwith without any demur or
protest, dispute or delay.
-
The Merchant shall maintain Customer service information that is
readily
available for review by American Express Card
member transacting with Merchant. The Customer Service information
should
include clear instructions on how to contact
Merchant if the American Express Card member has any question about
a
Transaction. At a minimum, the instructions must
provide an active Customer service e-mail address and a Customer
service
telephone number for the Merchant and for
CCAvenue an email address and web page address on CCAvenue's Website
where
American Express Card members can access
Transaction information.
-
The Merchant hereby agrees, covenants
- to accept Cards in accordance with the terms of the Merchant
Terms
and Conditions;
- to authorise CCAvenue to submit Transactions to, and receive
settlement from American Express Card on behalf of the
Merchant;
-
to authorise CCAvenue to disclose Transaction data, Merchant
data,
personal information and other information about the
Merchant to American Express Card and its affiliates,
agents,
subcontractors, and employees, and allows American Express
Card and its Affiliates, agents, subcontractors, and
employees
to
use such information to perform under the Terms and
Conditions, operate and promote the network, perform
analytics
and
create reports, and for any other lawful business
purpose;
- to display American Express Card Marks and give Amex equal
representation with any signage, decals or other
identification when promoting payment methods and remove
them in
case of termination of Merchant Terms and Conditions;
-
to enable CCAvenue to comply with its obligations in
relation to
Card member disputes, Transaction processing,
authorisation, submission and protecting Card member
information;
(vi) to comply with all applicable laws, rules and
regulations relating to the conduct of the Merchant's
business;
-
that Merchant shall warmly welcome American Express Cards,
meaning
that they either do not surcharge American Express
Card members, or if they do, they apply a surcharge that is
not
more
than any surcharge they apply to other credit cards
and they do not discourage Card members from using their
Cards;
-
that the third Party vendor approved by American Express
Card
may
visit the office of Merchant to assess and document
warmly welcoming performance of American Express Card;
-
that the refund policies of Merchant for purchases on the
American
Express Card must be at least as favourable as their
refund policies for purchases on any Other Payment Product
and
the
refund policy must be disclosed to Card members at
the time of purchase and in compliance with applicable law;
-
to abide by the limitation on American Express Card's
liability
set
forth in this Terms and Conditions;
-
provides third-party beneficiary rights to American Express
Card
with the ability to enforce the terms of the
Merchant Terms and Conditions against the Merchant as
necessary
to
protect the American Express Card brand;
-
provides American Express Card with the ability to enforce
industry-specific requirements of which American Express
Card
notifies CCAvenue in writing from time to time;
-
to ensure that Merchant Website does not contain libellous,
defamatory, obscene, pornographic, or profane material or
any information that may cause harm to any individuals or to
the
American Express Card brand;
-
to allow CCAvenue and American Express Card to conduct
audits,
periodic oversight reviews, collect documents, "Know Your
Customer" ("KYC") and anti-money laundering ("AML") checks
in
accordance with all applicable laws and regulations and to
enable American Express Card to satisfy its obligations
under
applicable local law and any other requirements imposed by
regulators;
-
Sponsored Merchants must not process any Charges that would
be
considered Prohibited Uses as outlined in section 2d of
the American Express Card Terms and Conditions.
-
The Merchant ensures that each of its owners, directors, employees
and
every
other person working on its behalf, has not
and shall not, in connection with this Terms and Conditions or in
connection
with any other business Transactions
involving American Express Card, make any payment or transfer, or
transfer
anything of value, directly or indirectly,
to:
- any governmental official or employee (including employees
of a
government corporation or public international
organisation);
- any political party, official of a political party, or
candidate
for
public office;
-
an intermediary for payment to any of the foregoing; or
-
any other person or entity if such payment or transfer would
violate
the laws of the country in which it is made or the
US Foreign Corrupt Practices Act 1977.
If the Merchant is going store the confidential data of Customers on
Merchant's
Site, then the Merchant shall be Payment
Card Industry Data Security Standard certified (PCIDSS) and shall continue
to be
certified as per the required
regulations during the term of the Terms and Conditions with respect to the
security
obligations pertaining to
CCAvenue's Services provided by CCAvenue. The Merchant hereby undertakes and
agrees
it shall not store any confidential
information of the Customers such as card details, Customer's confidential
details
etc. if it is not PCI DSS certified
and shall further indemnify CCAvenue in case of any claim, proceeding, loss
or
liability arising due to non-compliance
of the same.
The Merchant undertakes to be abided by the Master Card Rules all the time,
the
detailed manual of the rules can be
referred from the link:
(http://www.mastercard.com/us/merchant/pdf/BM-Entire_Manual_public.pdf )
this
link
is subject to
change as per the amendments made in manual of Master Card, uploaded from
time
to
time. Important sections of the Master
Card Rules that the Merchant undertakes the following :
- On an on-going basis, the Merchant to promptly provide CCAvenue with
the
current address of each of its offices, all
"doing business as" (DBA) names used by the Merchant, and a complete
description of goods/Products sold and Services
provided.
-
In the event of any inconsistency between any provision of the
Merchant
Terms and Conditions and the Standards (i.e.
the Manual), the Standards (the Manual) will govern.
-
CCAvenue may require any changes to Merchant's Website or otherwise
that
it
deems necessary or appropriate to ensure
that the Merchant remains in compliance with the Standards governing
the
use
of the Marks.
-
This Merchant Terms and Conditions automatically and immediately
stand
terminated if the Master Card Corporation
de-registers CCAvenue or if the Facility Providers ceases to be a
Customer
for any reason or if such Acquirer fails to
have a valid License with the Corporation to use any Mark accepted
by
the
Merchant.
-
CCAvenue may at its discretion or at the direction of its Facility
Providers
immediately terminate the Merchant Terms
and Conditions for activity deemed to be fraudulent or otherwise
wrongful by
CCAvenue, and Facility Providers.
-
The Merchant acknowledges and agrees:
- To comply with all applicable standards, as amended from
time to
time;
-
That the Master Card Corporation is the sole and exclusive
owner
of
the Master Card Marks;
-
Not to contest the ownership of the Marks (of Master Card
corporation ) for any reason;
-
The Master Card Corporation may at any time, immediately and
without
advance notice, prohibit the Merchant from using
any of the Master Card Marks for any reason;
-
The Master Card Corporation has the right to enforce any
provision
of the Standards and to prohibit the Merchant and/or
its Payment Facilitator from engaging in any conduct the
Corporation
deems could injure or could create a risk of injury
to the Master Card Corporation, including injury to
reputation,
or
that could adversely affect the integrity of the
Interchange System, the Corporation's confidential
information
as
defined in the Standards, or both; and
-
The Merchant will not take any action that could interfere
with
or
prevent the exercise of this right by the
Corporation.
The Merchant undertakes to be abide by the rules and regulations formed by
the
governing authority in respect of the
Anti-Money Laundering Act 2002, Information Technology Act 2000 and
subsequent
amendments incorporated thereon and
guidelines issued by the Department of Regulation, RBI from time to time for
Combating Financing of Terrorism (CFT).
The Merchant hereby undertakes that, all the representations made herein are
true
and valid as per law of India. The
Merchant represent that the Merchant holds valid licenses, brand proofs,
tie-up
Terms and Conditions from its business
associates and the Merchant is legally authorised to sale the Products and
Services
online through the Merchant's Site.
The Merchant shall provide supporting documents to CCAvenue at the time of
execution
of this Terms and Conditions
and upon change in details provided under this Terms and Conditions. The
Merchant
shall provide the KYC documents to
CCAvenue on an interval of one year.
The Merchant shall keep updated on its Site all the policies including but
not
limited to privacy policy, refund and
return policies, chargeback policy (I accept policy), Customer grievance
redressal
(including turnaround time for
resolving queries), and other terms and conditions pertaining to the
Products
and
Services of the Merchant. The merchant
provide a copy of these documents as and when requested by CCAvenue.
COVENANTS AND REPRESENTATIONS OF CCAVENUE:
CCAvenue has received requisite authorisation/ license from RBI as per the
said
RBI
Guideline and has right, power and
authority in full force to accept this Terms and Conditions and perform its
obligations.
CCAvenue is PCIDSS certified and has implemented applicable security
measures as
per
the said RBI Guideline.
CCAvenue undertakes to comply with Know Your Customer (KYC) / Anti-Money
Laundering
(AML) / Combating Financing of
Terrorism (CFT) guidelines issued by the Department of Regulation, RBI, in
their
"Master Direction – Know Your Customer
(KYC) Directions" which are updated from time to time.
DATA PROTECTION:
All the data processed under this Terms and Conditions is subject to the
Data
Privacy Regulations under applicable
laws. Merchant and CCAvenue shall be subject to and will comply with the
Information
Technology Act, 2000 and the
Information Technology (Reasonable Security Practices and Procedures and
Sensitive
Personal Data or Information) Rules,
2011 as amended from time to time, and any other applicable Laws restricting
collection, use, disclosure, storage,
processing and free movement of personal information (collectively, the
"Privacy
Regulations").
CCAvenue its employees, contractors or agents may, in connection with this
Terms
and
Conditions, collect Personal
Information in relation to Merchant (including Merchant Customers, employees
and
directors). CCAvenue may process, use
and disclose, transfer and store the Merchant's Customer's personal
information
for
purposes connected with this Terms
and Conditions and otherwise for the purposes of its legitimate business and
business operations or as required by law.
The Merchant shall co-operate with CCAvenue and Facility Providers in
respect of
any
issues arising out of a breach or
potential breach of security in relation to the holding of confidential
data.
Insofar as information provided, or to be provided, by Merchant to CCAvenue
includes
the Personal Information of
Customers, Merchant represents and warrants that it has obtained sufficient
informed
prior consent in writing from each
Customer to whom any Personal Information relates to, in order for CCAvenue
to
comply with applicable data privacy
regulations and which allows CCAvenue to collect, use, disclose, process,
transfer
and store such information for the
purposes specified in this Terms and Conditions and the schedules, including
in
the
circumstances described above, and
will provide CCAvenue with such consent as and when requested by CCAvenue.
FAIR USE OF CCAVENUE SERVICES:
The Merchant shall use the services of CCAvenue only for the purpose of
receiving
online payments against the Products/
Services approved by CCAvenue. Using the services of CCAvenue for any other
purpose
shall entitle CCAvenue to take
appropriate legal action and/or charge penalty suspend all the pay-outs to
the
Merchant.
The Merchant shall not submit for payment, any Transaction they know or
ought to
have known is illegal or misuse the
services of CCAvenue for illegal gains including but not limited to illicit
use
of
Credit Cards.
The Merchant in case of any fraud or ill intentional Transaction by Customer
shall
cooperate with CCAvenue and
forward all necessary Transaction and Customer details to CCAvenue at the
earliest.
The Merchant data related to Transactions taking place through CCAvenues
payment
gateway services shall be stored by
CCAvenue for a maximum period of one year from the date of Transaction. Post
completion of this one year the data will
automatically get deleted from CCAvenues database. CCAvenue shall not be
liable
to
produce the data that is older than
one year.
6.5Breach by Merchant: If CCAvenue, the Facility Providers suspects on
reasonable
ground, that the Merchant has
committed a breach of this Terms and Conditions or dishonestly or fraud
against
CCAvenue, the Facility Providers, or any
Customer, CCAvenue shall be entitled to suspend all payment under this Terms
and
Conditions to the Merchant pending
enquiries by CCAvenue. CCAvenue shall not be liable to pay any interest upon
the
suspended pay-outs during or after the
pendency of the inquiry. CCAvenue reserve right to charge appropriate
penalty to
the
Merchant in case of breach of terms
of this Terms and Conditions. CCAvenue may adjust such penalty amount from
the
next
pay out of Customer Charge. In the
event of no balance in the Merchant account, the Merchant shall make the
payment
of
such penalty amount; failure to make
payment of the penalty amount will attract interest over the penalty as per
the
prevailing interest rates. Breach by
Customer: In case the Customer of Merchant commits fraud against the
Merchant
using
CCAvenue's services, CCAvenue in
such cases shall be entitled to suspend the pay-outs of the disputed amount
till
the
issue is resolved between Merchant
and Customer. CCAvenue shall not be liable to pay any interest upon the
suspended
pay-outs during or after the pendency
of the inquiry.
Authorizations: The Merchant shall obtain Authorisation from CCAvenue,
before
accepting any Customer Order. This process
of Authorization is an automatic process that takes place in real-time.
CHARGEBACK AND REFUND:
The Merchant agrees that payment made in respect of any Customer Order, in
respect
of which the Customer or Issuing Bank
raises a claim, demand, dispute or Chargeback on CCAvenue or the Facility
Providers
for any reason whatsoever or in case
of Refund initiated by the Merchant shall be the financial responsibility of
the
Merchant. The Chargeback or Refund
shall be processed as per the set processes of Facility Providers and
CCAvenue.
Once
the Chargeback is received and the
Merchant is ordered to make payment of the Chargeback amount or in case of
Refund
once the Refund requested is initiated
by the Merchant, the Merchant shall make the payment of the Chargeback/
Refund
amount as the case may be without any
demur or protest, dispute or delay. The Merchant agrees that it shall
initiate
Refund only within Tr i.e time period
fixed by Merchant or 90 days from the date of Transaction whichever earlier.
However, Merchant agrees that it shall not
be allowed to initiate Refund on the date of Transaction if it has opted for
Express
Settlement Facility. The Merchant
shall make payment of Chargeback amount within 48 hours from the time of
receiving
the request for making payment of
Chargeback and or in case of Refund immediately at time of initiating the
Refund.
The Merchant hereby agrees that all
Refunds and Chargebacks shall be the sole responsibility of the Merchant and
CCAvenue shall not be liable for any claims
or disputes which may arise in connection with such Refunds or Chargebacks
to
the
Merchant or its Merchants. CCAvenue
shall have right to withhold the payment in case of anticipated Chargebacks
or
excessive Chargebacks raised against
Merchant. The Merchant agrees to indemnify CCAvenue in respect of any
claims,
disputes, penalties, cost and expenses
arising directly or indirectly in relation Refunds or Chargebacks for all
Transaction initiated and instructed through
the Merchant's Site.
If CCAvenue and/or the Facility Providers determine that the Merchant and/or
its
business associates registered with
CCAvenue  are incurring an excessive amount of Chargebacks or Refunds,
CCAvenue
may
establish controls or conditions
governing the Transactions contemplated under this Terms and Conditions,
including
without limitation, by
- establishing new processing fees,
-
by requesting a reserve in an amount reasonably determined by
CCAvenue
to
cover anticipated Chargebacks and Refunds
-
by asking the Merchant to first make payment of the Chargeback
amount /
Refund amount and then only process the
Chargeback and Refund request.
-
delaying or suspending pay-outs to Merchant, (e) block the Refund or
refuse
to process
-
adjusting the Chargeback and Refund amount from the Customer Charge
payable
to Merchant and
-
imposing penalty amount if any charged by Facility Providers
-
charge interest over the Chargeback and Refund amount
- terminating or suspending CCAvenue Services.
The Merchant hereby authorises CCAvenue to appropriate the Merchant's
current
balance amounts with CCAvenue to the
extent of the aforesaid Chargeback and Refund and any other moneys due to
CCAvenue
by the Merchant in terms of this
Terms and Conditions. If there is insufficient funds available therein; the
Merchant
shall within 48 (forty eight) hours
of finding out negative balance or insufficient balance in his Merchant
Accounting
and Reporting System (M.A.R.S)
Interface and/or on receipt of the e-mail from CCAvenue and/ or claim from
CCAvenue
undertakes forthwith without any
demur, protest, dispute or delay, to pay to CCAvenue, the amount of the
Chargeback/dispute/Refund to the extent to which
such funds proves inadequate. Without prejudice to any other of CCAvenue's
rights
and remedies, in the event that the
Merchant does not make any payment to CCAvenue by its due time (within 48
hours)
or
on demand as required under this
Terms and Conditions, CCAvenue shall be entitled to charge interest on such
overdue
amount upon completion of the
said 48 (Forty Eight) hours (as the case may be) until the date of payment
in
full,
at the rate of 2-4 % per month,
solely as per CCAvenue's discretion. It is agreed that any claim or dispute
arising
out of non-payment of Refund /
insufficient balance shall be the absolute liability of the Merchant AND the
Merchant hereby indemnifies CCAvenue and
the Facility Providers against any claims, dispute initiated by any
Customers/
Facility Provider or any third party /
authority enforced on CCAvenue, Acquiring Banks/ Card Schemes/ payment
CCAvenue
etc.
for the non-refund of such
Transactions.
Credit Facility on Refunds: Since the Merchant will not be allowed to
initiate
Refunds of amount greater than the
balance amount held with CCAvenue; The Merchant may face Refund related
issues
from
the Customers such as, "the Refunds
were blocked by CCAvenue due to insufficient or no balance amount in
Merchant
account held with CCAvenue". In order to
avoid such Refund issues and to continue the smooth Refund process, the
Merchant
may
avail the credit facility on
Refunds where in CCAvenue at its sole discretion may allow the Merchant to
initiate
Refunds of amount greater than the
balance amount available with CCAvenue. This facility will allow additional
time
not
exceeding 7 (Seven) days to the
Merchant to arrange for funds against Refunds so initiated. To avail the
credit
facility the Merchant shall give
separate written instructions to CCAvenue, CCAvenue on its sole discretion
may
grant
the credit facility on Refund to
the Merchant. The Merchant agree that the repayment of credit facility on
Refund
shall be governed by all the sub
clauses (7.1), (7.2) and (7.3) above and also by the special terms and
conditions
formed by CCAvenue for credit facility
on Refund.
Customer Grievance Redressal and Dispute Management Framework which includes
Customer grievances redressal and
Turnaround time for dispute resolution, dispute resolution mechanism and
reconciliation of payments by CCAvenue is
mentioned in link
https://www.ccavenue.com/customer-grievances-policy.jsp
The Merchant agrees that the Refunds initiated by Merchant shall be routed
through
the Escrow Account and original
method of payment unless specifically agreed between the Merchant and
Customer
to
credit through an alternate mode. The
Merchant hereby confirms that CCAvenue has no responsibility if Refunds are
processed through alternate mode agreed
between Merchant and Customer.
The Merchant acknowledges that TDR charged by CCAvenue shall not be refunded
by
CCAvenue irrespective of any Chargeback
or Transaction being rejected, refunded or disputed.
INDEMNITY:
The Merchant hereby undertakes and agrees to indemnify, defend and hold
harmless
CCAvenue and the Facility Providers
including their officers, directors and agents from and against all actions,
proceedings, claims (including third party
claims), liabilities (including statutory liability), penalties, demands and
costs
(including without limitation, legal
costs), awards, damages, losses and/or expenses however arising directly or
indirectly, including but not limited to, as
a result of:
- Breach or non-performance by the Merchant of any of its
undertakings,
warranties, covenants, declarations or obligations
under this Terms and Conditions;
- Breach of confidentiality and intellectual property rights
obligations
by
the Merchant;
- Any claim or proceeding brought by the Customer or any third party
against
CCAvenue and/or the Acquiring Banks in
respect of any Products or Services offered by the Merchant;
- Any act, deed, negligence, omission, misrepresentation, default,
misconduct,
non-performance or fraud by the
Merchant, its employees, contractors, agents, Customers or any third
party;
-
Chargebacks or Refunds relating to the Transactions contemplated
under
this
Terms and Conditions; and incapacity of
Merchant to make payment against the Chargeback/ Refunds or any
amount
due
payable to CCAvenue;
-
Breach of law, rules regulations, legal requirements (including RBI
regulations, Facility Providers rules) in force in
India and/or in any place from where the Customers is making the
Transaction
and/or where the Product is or to be
Delivered and/or where the respective Issuing Bank/ Institution is
incorporated/registered/established; or
-
Any fines, penalties or interest imposed directly or indirectly on
CCAvenue
on account of Merchants or Transactions
conducted through the Merchant under this Terms and Conditions.
• The indemnities provided herein shall survive the termination of this
Terms
and
Conditions
WARRANTY:
CCAvenue and the Facility Providers disclaims all warranties, express or
implied,
written or oral, including but not
limited to warranties of merchantability and fitness for a particular
purpose.
The
Merchant acknowledges that CCAvenue
and the Facility Providers may not be uninterrupted or error free. The
Merchant
also
acknowledges that the services
provided by the Facility Providers to CCAvenue which is passed on to the
Merchant
under this Terms and Conditions, can
be in any event be brought to an abrupt end in any event whatsoever by the
Facility
Providers for any reason whatsoever.
CCAvenues sole obligation and the Merchant's sole and exclusive remedy in
the
event
of interruption to the services
or loss of use and/or access to CCAvenue's Site, and the Facility Provider's
facilities, shall be to use all reasonable
endeavors to restore the Services and/or access to the Payment Mechanism as
soon
as
reasonably possible.
In case if the Merchant's Customer raises a claim on any of CCAvenue or the
Facility
Providers, the Merchant shall
release CCAvenue (and its officers, directors, employees, agents and
affiliates)
from claims, demands and damages
(actual and consequential) of every kind and nature, known and unknown,
suspected
and unsuspected, disclosed and
undisclosed, arising out of or in any way connected with such claims or
disputes.
Without prejudice to any other provisions of this Terms and Conditions,
CCAvenue,
and the Facility Providers shall
not be liable to the Merchant for any loss or damage whatsoever or howsoever
caused
arising directly or indirectly in
connection with CCAvenue's Site and services, and the Facility Provider's
facilities
and/or this Terms and Conditions.
LIMITATION OF LIABILITY:
CCAvenue shall not be liable for any indirect, incidental, punitive, special
or
consequential damages or losses
(including without limitation loss of profit or revenue etc.), whether under
contract or in tort, and even if the
Merchant had been advised of the possibility of such damage or loss. In no
event
CCAvenue shall be liable to the
Customers or any third Party.
INSPECTION AND AUDIT:
CCAVENUE shall have right to audit and/or inspect periodically the system
and
records of Merchant (including but not
limited to Merchant's Refund and return policy, infrastructure, Customer
Grievance
Policy, T&Cs, etc.) by its internal
or external auditors or by its agents appointed to act on its behalf, in
order
to
ensure Merchant's compliance with the
obligations with respect to Services rendered under this Terms and
Conditions
and
applicable laws and to obtain copies
of any audit or review reports and findings made on the Merchant in
connections
with
the Services undertaken hereunder.
Merchant shall allow CCAVENUE, its management, its auditors and/or its
regulators,
the opportunity to inspect,
examine and audit Merchant's operations, system and records which are
directly
relevant to the Services. RBI, statutory,
regulatory, CCAvenue or any authority vested with such rights shall be
entitled
to
cause an inspection to be made on
Merchant and its books and account by one or more of its officers or
employees
or
other persons
Merchant shall keep complete and accurate records of all the orders and
expenses
in
connection with its Services
and/or Products. All said records shall be kept on file by Merchant for a
period
as
required under applicable laws from
the date the record is made.
CCAVENUE's audit rights shall survive the expiration or termination of this
Terms
and Conditions for the period required
under applicable laws and regulations.
TERMINATION:
Immediate Termination:
- Termination for Breach: - Either Party may terminate this Terms and
Conditions with immediate effect if the other Party
commits any breach of the terms of this Terms and Conditions.
-
Termination in Case of Violation of Law:- In addition to any other
termination rights granted by this Terms and
Conditions, CCAvenue may terminate this Terms and Conditions
immediately
without liability upon verbal or written notice
if
- CCAvenue or the Facility Providers is notified or otherwise
determines in good faith that the Merchant or is using
CCAvenues services and facilities in furtherance of any
activity
which violates any law, rule, or regulation or
-
CCAvenue, or the Facility Providers or any of their
directors,
officers, stockholders, employees or agents are made the
subject of a criminal or civil action or investigation or
are
threatened by such action as a consequence of use of the
Facility or services by the Merchant.
-
If number or amount of fraudulent Transactions submitted by
Merchant
or the number of Chargebacks in relation to the
business of Merchant is excessive
-
If Merchant submits for processing, Transactions on behalf
of
any
third party entity other than that agreed between
Parties;
-
the Merchant materially alters its Website content without
CCAvenue's prior written consent or changes its business or
alters its business model during the term of the Merchant
Terms
and
Conditions or if there is a direct or indirect
change of Control of the Merchant or any parent company of
the
Merchant;
-
If Facility Providers de-registers the Merchant.
- Termination for Disruption: If any program or facility used by
CCAvenue
to
implement this Terms and Conditions is
disrupted or terminated by the Facility Provider for any reason
CCAvenue
may
terminate this Terms and Conditions
immediately.
Termination by notice: - In addition to any other termination rights granted
under
this Terms and Conditions, either
Party may terminate this Terms and Conditions on 30-days written notice to
the
other.
Termination for non-use:- CCAvenue may terminate this Terms and Conditions,
if
the
Merchant fails or neglects to use
the facilities and services of CCAvenue and the Acquiring Banks for a
continuous
period of 180 days.
Withholding of charge on termination: - In the event that either of the
Parties
serve a notice of termination of this
Terms and Conditions on the other party, CCAvenue shall be entitled to
withhold
for
a period of 210 days from the date
of such notice, 40% of amounts payable to the Merchant in terms of Clause 3
of
this
Terms and Conditions in respect of
each Customer Charge arising after the date of such notice. In the event
that
CCAvenue terminates this Terms and
Conditions as a result of breach of any of the terms of this Terms and
Conditions by
the Merchant, CCAvenue shall be
entitled to withhold for a period of 210 days from the date of such breach
100 %
of
amounts payable to the Merchant in
terms of Clause 3 of this Terms and Conditions in respect of each Customer
Charge
arising after the date of such breach.
INTELLECTUAL PROPERTY:
Each Party shall retain all ownership rights, title, and interest in and to
its
own
Products and Services and all
intellectual Property Rights therein, subject only to the rights and
licenses
specifically granted in writing.
FORCE MAJEURE:
CCAvenue and the Facility Providers shall not be liable for any failure to
perform
any of its obligations under this
Terms and Conditions if the performance is prevented, hindered or delayed by
a
Force
Majeure Event (defined below) and
in such case its obligations shall be suspended for so long as the Force
Majeure
Event continues. Each Party shall
promptly inform the other of the existence of a Force Majeure Event and
shall
consult together to find a mutually
acceptable solution. "Force Majeure Event" means any event due to any cause
beyond
the reasonable control of CCAvenue,
and the Facility Providers , including, without limitation, unavailability
of
any
communication system, breach or virus
in the processes or Payment and Delivery Mechanism, sabotage, fire, flood,
explosion, acts of God, civil commotion,
strikes or industrial action of any kind, riots, insurrection, war, acts of
government, computer hacking unauthorized
access to computer data and storage devices, computer crashes, etc.
SUB-ID CREATION:
In case of addition of Business Associate/s, Business Associate" shall mean
entity/Merchant referred or on-boarded by
the Merchant as per the terms and conditions of this Terms and Conditions
through a
mandate letter the Merchant shall
give written instructions to CCAvenue in the format as specified by CCAvenue
from
time to time. Following terms should
additionally apply to the arrangement of creating any sub- Id. The Merchant
will
be
allotted a main Merchant ID (MID) by
CCAvenue. Through this Terms and Conditions the Merchant will be able to
enable
the
Business Associates to receive
online payments from the end Customers. For the said purpose CCAvenue has
agreed
to
create sub- ids for the Business
Associates of the Merchant. The addition of any new Business Associates
shall be
intimated by Merchant to CCAvenue in
the format specified by CCAvenue. CCAvenue shall make the payout of the
Customer
Charge after due deductions to the
designated bank account of the Merchant or the Business Associate as
directed by
the
Merchant in writing. The Merchant
will provide the necessary documents of such business associates as per the
requirements of CCAvenue. The Parties have
agreed that all the terms and conditions, warranties, covenants addressed to
Merchant herein shall be equally applicable
to the Business Associates of the Merchant. Any default, Chargeback, Refund,
claim
observed or received on Business
Associates' MID shall be the responsibility of the Merchant. The Merchant
here
by
indemnify CCAvenue for the acts and
omissions of the business associates. To avail the facility of Sub- IDs the
Merchant
must intimate CCAvenue in writing,
CCAvenue reserves right to approve or reject the onboarding of Business
Associate.
Termination of this Terms and
Conditions will automatically terminate all the sub-ids.
GENERAL PROVISIONS:
Jurisdiction and governing law: The laws of India only and no other nation
shall
govern these Terms and Agreement. The
Parties agree to submit to the exclusive jurisdiction of the Courts located
in
Mumbai, India as regards any claims or
matters arising under or in relation to these terms and conditions.
Disclosure of information: CCAvenue will be entitled at any time to disclose
information concerning the Merchant to any
authorised assignee, Facility Providers or to its own employees or directors
basis
in connection with the Payment
Gateway Mechanism facilities provided by CCAvenue. This clause shall survive
the
termination of these Terms and
Agreement. The Merchant shall not, without the prior written consent of
CCAvenue,
the Facility Providers, disclose the
identity of any Customer who has entered into a Transaction or any
information
whatsoever relating to any Transactions
to any other person or otherwise use any information acquired by it in
relation
to
such Customers other than for the
purposes of this these Terms and Agreement except where
- information already known or independently developed by the
recipient
prior
to or independent of the disclosure;
- information in the public domain through no wrongful act of the
recipient,
-
information received by the recipient from a third party who was not
under
any legal impediment to disclose it,
- information required to be disclosed by any order of a court or
regulatory
authority of competent jurisdiction to the
extent specified in the order
The individual accepting this terms and conditions certifies that he/she is
an
authorized principal, partner, officer,
or other authorized representative of Merchant, is thereby fully authorized
to
bind
Merchant to contractual obligations
and is authorized to provide the information contained in this Application.
The
authorised signatory of this Application
also certifies that all information and documentation submitted in
connection
with
this Application are complete and
correct in all material respects. Merchant authorizes CCAvenue to obtain and
verify,
and to continue to obtain and
verify, any information submitted in this Application, including banking
information, financial credit, or other
information about Merchant, any relevant information regarding principals,
partners,
officers, or other authorized
representatives of Merchant, and any other individuals listed on this
Application,
including the individual signing
below, and for CCAvenue to use such information as reasonably necessary
during
the
course of providing the services
contemplated here under as well as for CCAvenue to share such information
with
its
affiliates or as otherwise allowed by
applicable law.
Notices
- Any notice, direction or instruction given under this these Terms
and
Agreement to CCAvenue shall be in writing and
delivered by hand, post, cable, facsimile or telex to Plaza Asiad,
Second
Floor, Station Road, Santacruz (West), Mumbai
400 054. India.
-
Notice will be deemed given : In the case of hand delivery or
registered
mail or e-mail or overnight courier upon
written acknowledgement of receipt by an officer or other duly
authorized
employee, agent or representative of the
receiving Party;
-
Nothing in the aforesaid clauses shall affect any communication
given by
way
of the internet or other electronic medium
as otherwise provided in this these Terms and Agreement for the
purpose
of
rendering the services.
ARBITRATION:
The Parties will endeavour to settle amicably by mutual discussion any
disputes,
differences or claims whatsoever
related to these Terms and Agreement. Failing such amicable settlement the
dispute
shall be settled by arbitration. The
Arbitration and Conciliation Act 1996 (and any subsequent amendment to this
act)
shall govern the arbitration
proceedings. The arbitration shall be held in Mumbai, India. The language of
arbitration shall be English and the
arbitral award shall be final and binding on both the Parties. The
arbitration
proceedings will be held before the sole
Arbitrator appointed by mutual consent of both the Parties. Any arbitration
award
will be final and binding on the
Parties, and judgment there on may be entered in any court of competent
jurisdiction. These Terms and Conditions and
Agreement (including its jurisdiction clause) shall be governed by,
construed
and
take effect in accordance with the
laws of India. The courts of Mumbai shall alone have jurisdiction in all
matters.