GENERAL TERMS OF USE
This document/agreement/understanding is a computer-generated electronic record published in terms of Rule 3 of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 (amended from time to time) read with Information Technology Act, 2000 (amended from time to time) and does not require any digital or physical signature
These terms including annexures and links herein, apply to your use of www.formi.co.in, any other linked pages, features, content or application services (including but without limitation to any mobile application, mobile site services) (“ Website ”) owned and operated by Qultured Media Private Limited (“Formi”), a company incorporated under the provisions of the Companies Act, 1956 and having its registered office at SY NO.4/41 K NO.556 VENKATESHWARA LAYOUT MAHADEVAPURA BANGALORE KA 560048 IN. “We”, “Us”, “Our” - shall refer to Formi. “You”, “Yours”, “Yourself”, “Merchant” - refers to any non-registered individual or corporate body, registered user of Formi including but not limited to Formi merchants. “ Applicable Laws ” shall mean (i) any law, statute, rule, regulation, order, circular, decree, directive, judgment, decision or other similar mandate of any applicable central, national, state or local governmental/regulatory Authority having competent jurisdiction and force of law over, or applicable to You, us or the subject matter in question, as may be amended from time to time, and (ii) shall without limitation include any notification, circular, directive or other similar instruction issued by the ‘Financial Sector Regulators’ including but not limited to the Reserve Bank of India (RBI) and/or rules, regulations, roles, responsibilities and processes as defined by NPCI on their website www.npci.org.in.
Before You may use the Website, You must read all of these General Terms of Use and the Specific Terms of Use ( defined below ) (hereinafter together referred to as the “ Terms ”) and the Privacy Policy provided on the Website. By using Formiand its affiliates’ products, software, services, and the Website or by availing any products offered by Formi’s partner institutions/lending partners, banks, financial institutions, NPCI, and technology service providers= (“ Facility Providers ”) or third parties (“ Services” ), You understand and agree that Formiwill treat Your use of the Services as acceptance of these Terms from such point of usage. You agree that Formi reserves the right to update the Services from time to time.
1. PROPRIETARY RIGHTS
1.1. You acknowledge and agree that Formi owns all rights, title and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether registered or not). You further acknowledge that the Services may contain information which is designated confidential by Formi and that You shall not disclose such information without Formi’s prior written consent.
1.2. Formi grants you a personal, non-exclusive, non-transferable, limited privilege to avail the Services and make personal use of the Website and/or the Services. This license does not confer any right to download, copy, create a derivative work, modify, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sub-license, grant a security interest in or otherwise transfer any right in the Services. You do not have the right to use any of Formi’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand features. You do not have the right to remove, obscure, or alter any proprietary rights notices (including trademark and copyright notices), which may be affixed to or contained within the Services. You will not copy or transmit any of the Services.
2. USAGE OF THE WEBSITE AND USE OF SERVICES BY THE USER
2.1. You shall register to become a user of the Website only if You are of the age of 18 or above and can enter into binding contracts as per Applicable Laws. You are responsible for maintaining the secrecy of Your passwords, login and account information. You will be responsible for all use of the Website and/ or Services by You and anyone using Your password and login information (with or without our permission). You are responsible for maintaining the confidentiality of any login information and secure access credentials associated with Your Formi account. Accordingly, You are responsible for all activities that occur under Your account/in using Your secure credentials and Formi shall not be liable for any such change or action performed by using Your secure credentials on the Website.
2.2 You also agree to provide true, accurate, current and complete information about Yourself as and when prompted by the Website. If You provide any information that is untrue, inaccurate, not updated or incomplete (or becomes untrue, inaccurate or incomplete), or Formi has reasonable grounds to suspect that such information is untrue, inaccurate, not updated or incomplete, Formi shall have the right to suspend or terminate Your account and/or refuse any and all current or future use of the Website (or any portion thereof) or Services in connection thereto.
2.3. By making use of the Website, and furnishing Your contact details, You hereby agree that You are interested in knowing more or availing and/or purchasing various products, services that Formi or any other third party may offer to /provide to /share with /send to You from time to time through any means including but not limited to telephone, SMS (short messaging service), electronic mail (e-mail), whatsapp or any other messaging service/mobile application or any other physical, electronic or digital means/mode. You hereby agree that Formi may contact You either electronically or through phone, to understand Your interest in the selected products and Services and to fulfil Your demand or complete Your application. Further, You also expressly agree and authorize Formi, its partners, service providers, vendors and other third parties to contact You for the purpose of (i) offering or inviting Your interest in availing other products or services offered by third parties, or (ii) for sending other marketing campaigns, offers, or any other information either on the Website or through other means including but not limited to telephone, SMS (short messaging service), electronic mail (e-mail), WhatsApp or any other messaging service/mobile application or any other physical, electronic or digital means/mode.
2.4. You specifically understand and agree that by using the Website You authorize Formi, its affiliates, partners and third parties to contact You for any follow up calls in relation to the Services provided through the Website and/ or for offering or inviting Your interest in availing any other product or service offered by Formi or such third parties. You agree and consent to receive communications relating to all of the above on Your phone/mobile number (if any provided) by You on the Website and expressly waive any registration or preference made under DND/NCPR list under the applicable Telecom Regulatory Authority of India (TRAI) regulations.
2.5. You agree and authorize Formi to share Your information and make Your details available to its partner banks/financial institutions, its group companies, affiliates, vendors, service providers/Facility Providers and other third parties, in so far as required for providing various products and services and/or to provide You with various value-added services, in association with the Services selected by You or generally otherwise. You agree to receive communications through emails, telephone and/or SMS, from Formi or third parties. If You request not to receive such communication/marketing material any further, it shall be applicable prospectively only and shall not apply in respect to Your data already shared by Formi in accordance with this clause upon Your prior consent.
2.7. You agree and covenant that before the commencement of any Service(s) under these Terms, You shall provide the necessary documents (as determined in Formi’s sole discretion or when required by Facility Providers or governmental authorities or law enforcement agencies) (“ KYC Documents ”) to enable Formi to conduct the due diligence in respect of inter alia You and Your business / activities. Formi shall have the right to share the KYC Documents (or the information therein) and other related documents with the Facility Providers or governmental authorities or law enforcement agencies, as required under the Applicable Laws. You expressly consent Formi to rely on the KYC Documents provided by You for providing Services. You further acknowledge and agree that Formi reserves the right at all times to monitor, review, retain and/or disclose any information in relation to the Service(s) as necessary pursuant to satisfy any Applicable Laws, legal process or governmental request.
2.8. Formi shall have the right to demand from You, any (i) additional KYC Documents and /or (ii) any KYC related or other documents of Your customers or invoices, in its sole discretion and /or as per the Applicable Laws or pursuant to requests from governmental authorities or Facility Providers. Your failure to submit the KYC Documents when requisitioned shall entitle Formi to suspend the Services and/or stop settlement of monies (as applicable) until You submit such KYC Documents to the sole satisfaction of Formi.
2.8. You agree that Formi shall not be responsible for any delivery, after-sales service, payment, invoicing or collection, customer enquiries (not limited to sales enquiries), technical support maintenance services and/or any other obligations or services relating to or in respect of Your products or services. Such obligations shall be Your sole responsibility. You shall indemnify Formi against any claim arising from such services or obligations and shall bear any and all expenses and/or costs relating thereto.
2.9. Throughout Your use of the Services, You declare that You or Your affiliates and/ or its Beneficial Owner are not a Politically Exposed Person. You shall forthwith inform us in writing if this declaration becomes untrue during any period of Your use of the Services. Capitalised terms used here but not defined shall have the meaning ascribed to them in the KYC Guidelines issued by the RBI, as amended from time to time.
2.10. The usage of the Website may also require You to provide consent for providing Your Personal Information (“ PI ”) (including but not limited to any personal data or sensitive personal data as defined under Applicable Laws) or to authorize Formi to derive Your data/information from any source or public registry, as may be necessary to complete Your profile or Your application on the Website, conduct due diligence on You, undertake KYC checks by itself or any other third party and/or to provide You Services through this Website. Formi shall adhere to best industry practices including information security, data protection and privacy law while processing such applications. However, Formi shall not be liable to You against any liability or claims which may arise out of such transactions as any such PI is being collected, used, processed and shared with Your explicit consent.
2.11. You agree not to use the Website and/ or Services for any purpose that is unlawful, illegal or forbidden by these Terms, or any local laws that might apply to You. Since the Website is in operation in India, while using the Website and/ or the Services, You shall agree to comply with laws that apply in India. We may, at our sole discretion, at any time and without advance notice or liability, suspend, terminate or restrict Your access to all or any component of the Website and/ or Services.
2.12. You are prohibited from posting or transmitting to or through this Website: (i) any unlawful, threatening, libellous, defamatory, obscene, pornographic or other material or content that would violate rights of publicity and/or privacy or that would violate any law or that harms minors in any way; (ii) any commercial material or content (including, but not limited to, solicitation of funds, advertising, or marketing of any good or services); (iii) any material or content that infringes, misappropriates or violates any copyright, trademark, patent right or other proprietary right of any third party; (iv) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; (v) threatens the unity, integrity, defense, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting to any other nation; (vi) impersonates another person; or (vii) is illegal in any other way. You shall be solely liable for any damages resulting from any violation of the foregoing restrictions, or any other harm resulting from Your posting of content to this Website.
2.13. You represent and warrant that:
(a) You are duly incorporated or established under the laws of Your jurisdiction and have all requisite power and authority to own and operate Your business.
(b) You have the full legal capacity and power to enter into, exercise Your rights under, and perform Your obligations under these Terms.
(c) The execution, delivery and performance of these Terms has been authorized by all necessary corporate and organizational actions including but not limited to board resolution and/or power of attorney and/or letter of authority to bind Your business and Your company/firm/organization.
(d) You have duly accepted these Terms, which form a legal, valid and binding obligation, enforceable in accordance with its clauses.
2.14. You further covenant and agree that You shall ensure that:
(a) Your use of the Services and sale of Your products/services are solely for Your own bona fide business activities which are in compliance with the Applicable Laws and also the instructions issued from time to time by the Formi and its Facility Providers.
(b) Your use of the Services corresponds to those activities under the categories You have expressly registered for at the time of entering into these Terms and as set out in Your onboarding form on the Formi dashboard or as otherwise approved in writing by Formi.
(c) You shall not resell or assign the Services, in whole or in part, or otherwise allow the use of the Services by any third parties or Your affiliates.
(d) Your use of Services does not facilitate any activity which is unlawful, illegal, unauthorised, is carried on with the intent to defraud, or is likely to result in Your unjust enrichment and/or unlawful gain.
(e) Your use of Services does not facilitate the offer, sale or purchase of prohibited products and/or services specified under these Terms.
(f) You hold informed consent of Your customers to share customer’s information with Formi and its affiliates in connection with the Services and/or for the purposes of sharing with governmental authorities as and when demanded under Applicable Laws, for the purpose of transaction tracking, fraud prevention, or otherwise required pursuant to regulatory authorities’ orders and/or notices including but not limited to notices under Section 91 of CrPC.
2.16. You acknowledge that the Services are of complex nature and require the intervention of the Facility Providers. You acknowledge and agree that Formi shall only be liable for acts or omissions which are solely and directly attributable to Formi.
2.18. You shall assist Formi in furnishing to its auditors, the Facility Providers, governmental authorities, or law enforcement agencies, forthwith upon request from time to time, KYC Documents, relevant books, the original copy / copies of proof of transactions, invoices or other records, including pertaining to any order placed by Your customers. You shall retain records relating to transactions for a period of 10 (ten) years from the relevant date of the order placed on Your site. Formi and the Facility Providers, and/or governmental agencies and/or law enforcement agencies shall be entitled to audit and inspect the records and other data relating to the customer’s orders at any time whatsoever and without any prior notice. You shall ensure cooperation with Formi, its auditors, Facility Providers, governmental authorities, or law enforcement agencies for any audit, inspection or pursuant to any other request.
2.19. You shall not (whether online or otherwise): (i) describe Yourself as an agent or representative of Formi or the Facility Provider; (ii) represent that You have any rights to offer any products or services offered by Formi or the Facility Provider; and (iii) make any representations to Your customer or any third party or give any warranties which may require Formi or Facility Provider to undertake to or be liable for, whether directly or indirectly, any obligation and/or responsibility to Your customer or any third party.
2.20. When a customer purchases a goods or services from You, You may, in Your sole discretion, impose any convenience fee on the customer. Any responsibility or losses incurred by Formi as a result of the charge of any such convenience fee by You to Your customers shall be borne by You. You shall also indemnify Formi for such liability or losses.
3. PAYMENT
3.1. Applicable fees for the provision of Services shall be levied by Formi from time to time. You agree that the fees shall be charged according to the manner, rates and frequency determined by Formi. Formi reserves the right to update the amount of the fees charged at its sole discretion.
3.2. Fees are exclusive of applicable taxes and Formi will charge such applicable taxes on the fees from time to time. You agree that any statutory variations in applicable taxes during the subsistence of these Terms shall be borne by You.
3.5. For fees deducted upfront before provision of the specific Service, it is agreed that if You deposit applicable taxes under Section 194H of the Income Tax Act, 1961 (in respect of invoices received by You) and furnish to Formi Form 16-A in respect of such taxes paid, then Formi shall reimburse to You, on a quarterly basis, the amount in respect of such taxes paid. In all other cases, with respect to invoices received by You, at the time of payment of the Fees, You will withhold applicable taxes under Section 194H of the Income Tax Act, 1961 (in case LTDC is provided as per the LTDC issued). You shall deposit the withheld taxes with the government treasury, file the statutorily mandated returns and furnish the requisite tax deduction certificate (Form 16-A) to Formi within the timelines prescribed so as to enable Formi to obtain full credit for the taxes deducted at source.
3.6. You shall be solely responsible for updating Your GST registration number before Formi generates the invoice and shall also submit the GST certificate as part of KYC. Formi will raise a GST tax invoice and report the transactions in the GST returns based on the information provided by You. The GST returns will be filed as per the statutory timelines, to enable You to avail appropriate input tax credit. Formi shall not be responsible for any mistake and or misrepresentation by You in updating the GST number and other particulars as per the GST certificate. Further, any liability raised on Formi by the GST authorities due to incorrect information provided by You or deliberate withholding of any statutory information by You shall be recovered by Formi from You.
4. PRIVACY POLICY
By using the Website, You hereby consent to the use of Your information as we have outlined in our Privacy Policy.
5. THIRD PARTY LINKS/OFFERS
This Website may provide links to other websites or resources. Since Formi has no control over such third-party websites and resources, You acknowledge and agree that Formi is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that Formi shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource. Your interaction with any third party accessed through the Website is at Your own risk, and Formi will have no liability with respect to the acts, omissions, errors, representations, warranties, breaches or negligence of any such third parties or for any personal injuries, death, property damage, or other damages or expenses resulting from Your interactions with the third parties.
6. OUR PARTNERS
This Website also offers You access to information primarily about certain financial products/services including, but not restricted, to loan facility, credit cards facility, investment services such as current accounts offered by our lending partners. The terms of use and conditions can be accessed here.
7. DISCLAIMER OF WARRANTY
Formi warrants that the Service(s) shall be provided materially in accordance with the services documentation available on the Website. Formi warrants that the Service(s) will perform in all material respects in accordance with these Terms. To the maximum extent permitted by Applicable Laws and except as stated in these Terms, the Services are provided on an “as is” basis. You acknowledge that Formi does not warrant that the Service(s)s will be uninterrupted or error free or fit for Your specific business purposes.
8. LIMITATION OF LIABILITY
8.1. Formi (including its officers, directors, employees, representatives, affiliates, and providers) will not be responsible or liable for (a) any injury, death, loss, claim, act of God, accident, delay, or any direct, special, exemplary, punitive, indirect, incidental or consequential damages of any kind (including without limitation lost profits or lost savings), whether based in contract, tort, strict liability or otherwise, that arise out of or is in any way connected with (i) any failure or delay (including without limitation the use of or inability to use any component of the Website), or (ii) any use of the Website or content, or (iii) the performance or non-performance by Us or any Facility Provider, even if we have been advised of the possibility of damages to such parties or any other party, or (iv) any damages to or viruses that may infect Your computer equipment or other property as the result of Your access to the Website or Your downloading of any content from the Website. The Website may provide links to other third-party websites. However, since Formi has no control over such third-party websites, You acknowledge and agree that Formi is not responsible for the availability of such third-party websites and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such third-party websites. You further acknowledge and agree that Formi shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third-party websites. Such third-party websites may have separate terms and conditions and privacy policy, and which are independent of Formi and therefore, we advise You to read the terms of use and conditions available on such websites before You access any such third- party website.
8.2. Notwithstanding anything under these Terms, Formi’s aggregate liability and that of its affiliates, officers, employees and agents relating to the Service(s), will not exceed an amount equal to one (1) month fees paid by You for the specific Service(s) giving rise to the liability. Formi’s liability under or in connection with Terms will be proportionately reduced to the extent any loss or damage is contributed to by You or Your third party providers
9. INDEMNITY
You agree to indemnify and hold Formi (and its officers, affiliates, group company, directors, agents and employees) harmless from any and against all claims, whether or not brought by third parties, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature, including reasonable attorneys' fees, or arising out of or related to Your breach of these Terms, Your violation of any Applicable Laws or the rights of a third party, or Your use of the Website or any disputes between You and any third party.
10. WAIVER
Any failure or delay by Formi to enforce or exercise any provision of these Terms, or any related right, shall not constitute a waiver by Formi of that provision or right. The exercise of one or more of Formi’s rights hereunder shall not be a waiver of, or preclude the exercise of, any rights or remedies available to Formi under these Terms or in law or at equity. Any waiver of any provision shall only be effective if made in writing and executed by a duly authorized officer of Formi.
11. FORCE MAJEURE
If performance of Services/Website by Formi is prevented, restricted, delayed or interfered with by reason of labour disputes, strikes, acts of God, epidemic, pandemic, floods, lightning, severe weather, shortages of materials, rationing, inducement of any virus, malware, trojan or other disruptive mechanisms, any event of hacking or illegal usage of the Website, utility or communication failures, earthquakes, war, revolution, acts of terrorism, civil commotion, acts of public enemies, blockade, embargo or any law, order, proclamation, regulation, ordinance, demand or requirement having legal effect of any government, regulatory or any judicial authority or representative of any such government, or any other act whatsoever, whether similar or dissimilar to those referred to in this clause, which are beyond the reasonable control of Formi, then Formi shall be excused and discharged from such performance to the extent of and during the period of such force majeure event, and such non-performance shall, in no manner whosoever, amount to a breach by Formi of its obligations herein or incur any legal liability on Formi.
13. ANTI BRIBERY AND SANCTIONS LAWS
You agree to comply with all applicable anti-bribery and anti-corruption laws which prohibit officials, representatives, agents or any other person associated with or acting on behalf of You from giving, offering, promising to offer, receiving/ accepting or acting in any other manner so as to induce a payment, gift, hospitality or anything else of value (either directly or indirectly) whether from within the country or from abroad to government officials, public servants, regulatory bodies, judicial authorities, persons in positions of authority, elected or contesting electoral candidates, political parties or office bearers thereof or any other third party or person in order to obtain an improper commercial/ business advantage of any kind. Government officials include any government employee, candidate for public office, an employee of government- owned or government–controlled companies, public international organisations and political parties. You also agree not to give, offer, pay, promise or authorise to give or pay, directly, indirectly or through any other person, of anything of value to anybody for the purpose of inducing or rewarding any favourable action or influencing any decision in Your favour.
14. ADDITIONAL TERMS
14.1. You may not assign or otherwise transfer Your rights or obligations under these Terms. Formi may assign its rights and duties under these Terms without any such assignment being considered a change to the Terms and without any notice to You. If we fail to act on Your breach or anyone else's breach on any occasion, we are not waiving our right to act with respect to future or similar breaches. Additional terms applicable to the Services provided by Formi or its affiliates are as under:
(a) The laws of India, without regard to its conflict of laws, rules, will govern these Terms, as well as Your and Our observance of the same. If You take any legal action relating to Your use of the Website or these Terms, You agree to file such action only in the courts located in Bangalore, India. In any such action that We may initiate, the prevailing party will be entitled to recover all legal expenses incurred in connection with the legal action, including but not limited to costs, both taxable and non-taxable, and reasonable attorney fees. You acknowledge that You have read and have understood these Terms, and that these Terms have the same force and effect as a signed agreement. This clause shall survive termination of the Terms.
(b) Without prejudice to any other rights or remedies Formi may have, You hereby agree and confirm that Formi shall have the right to set-off by whatever means the whole or any part of Your liability to Formi under these Terms (or any other agreement between You and Formi or its affiliates) against any funds, sums or other amounts credited to, or owing to, You under these Terms (or any other agreement between You and Formi or its affiliates). You agree that Formi may exercise the right of set-off at any time, without any prior notice to You. In the event such set-off does not fully reimburse Formi for the liability owed, You shall pay Formi a sum equal to any shortfall thereof. You further agree that Formi shall be entitled to recover any amounts from You that are charged to Formi and/or debited from the Nodal Account/Escrow Account by Facility Providers for any reason attributable to the provision of Services to You by way of deduction from (i) the Transaction Amount to be settled to You and (ii) any other of Your funds held by Formi in the course of providing the Services. This clause shall be applicable from the time You start availing the Services from Formi.
(c) You shall not (whether on-line or otherwise): (i) describe Yourself as an agent or representative of Formi or any Facility Provider; (ii) represent that You have any rights to offer any products or services offered by Formi or the Facility Provider; and (iii) make any representations to Your customer or any third party or give any warranties which may require Formi or Facility Provider to undertake to or be liable for, whether directly or indirectly, any obligation and/or responsibility to customer or any third party. (d) Formi reserves the right to make changes to the Website, related policies and agreements, these Terms and the Privacy Policy at any time as it deems fit and proper, including but not limited to comply with changes in law or regulation, correct inaccuracies, omissions, errors or ambiguities, reflect changes in the process flow, scope and nature of the Services and ancillary services, company reorganization, market practice or customer requirements. Upon any change, Your continued use of the Services and ancillary services constitutes acceptance of the changes and an agreement to be bound by Terms, as amended. If You do not agree to the changes, You may please discontinue Your use of the Services.
14.2. An end user may avail dynamic currency conversion ('DCC') services which may be made available by Formi to an end user, as applicable. The transaction amount payable by the end user towards the purchase of goods or services from a merchant shall be inclusive of charges for such DCC services availed by the end user. An end user may reach out to [email protected], by providing the payment ID and end user contact number, to get invoices for DCC transactions.
15. ADVERTISING
Some of the Services may be supported by advertising revenue and may display advertisements and promotional material. These advertisements may be targeted to the content of information stored on the Services, queries made through the Services or other information. The manner, mode and extent of advertising by Formi are subject to change without any specific notice to You. In consideration for Formi granting You access to and use of the Services, You agree that Formi may place such advertisements on the Services through Website, print media, electronic media, and social media advertising platforms etc.
16. SUSPENSION AND TERMINATION
16.1. Notwithstanding anything to the contrary, Formi shall have the right to immediately suspend Services and settlement of any monies or payments to You, without any liability to You, in the event of the following:
(a) You breach any clause of these Terms.
(b) You facilitate any transaction which is unlawful or in contravention with ‘Prohibited Products and Services’ listed below.
(c) Formi receives instructions from Facility Providers or governmental authorities or law enforcement agencies to either suspend the Services, or part thereof, or directs to suspend the Services or part thereof regardless of whether there is pending investigation/enquiry into any alleged illegal/unlawful activities.
(d) You use the Services for any transactions which have a high-risk score as per Formi’s internal fraud assessment tools and other policies.
(e) Formi is of the opinion that there are suspicious circumstances surrounding Your activities.
(f) Formi is of the opinion that there are pending, anticipated, or excessive disputes, refunds, or reversals relating to Your use of Services.
(g) Your products / services infringe, or are suspected of infringing, intellectual property rights, copyrightable works, patented inventions, trademarks and trade secrets, or You are suspected of selling counterfeit and/or knock-off goods.
(h) You materially change the type of the products / services provided to end customers and as declared on the onboarding form, without obtaining Formi ‘s prior written permission to use the Services for the new or changed types of services / products, or it is discovered by Formi that You provided substantially misleading and / or false information about Your products / services as part of the onboarding activities.
(i) Formi in its sole discretion determines that Your activities expose Formi to risks which are unacceptable to Formi.
(j) Formi in its sole discretion is required to do so due to regulatory changes impacting the Services.
16.2. These Terms are effective upon the date You first access or use the Services and continue until terminated by You or Formi. We may terminate these Terms or close Your Formi account at any time for any reason (including, without limitation, for any activity that may create harm or loss to the goodwill of Formi). Where Applicable Laws requires advance notice of termination to be provided, we will, prior to termination, provide You with the required advance notice of termination.
16.3. Termination does not immediately relieve You of obligations incurred by You under these Terms. Upon termination, You agree to stop using the Services. Your continued or renewed use of the Services after termination serves to renew Your consent to the Terms. In addition, upon termination You understand and agree that We will not be liable to You for compensation, reimbursement, or damages related to Your use of the Services, or any termination or suspension of the Services or deletion of Your information or account data; and You will still liable to us for any fees or fines, or other financial obligation incurred by You or through Your use of the Services prior to termination.
PROHIBITED PRODUCTS AND SERVICES
1. Adult goods and services which includes pornography and other sexually suggestive materials (including literature, imagery and other media); escort or prostitution services; Website access and/or Website memberships of pornography or illegal sites;
2. Alcohol which includes alcohol or alcoholic beverages such as beer, liquor, wine, or champagne;
3. Body parts which includes organs or other body parts;
4. Bulk marketing tools which includes email lists, software, or other products enabling unsolicited email messages (spam);
5. Cable descramblers and black boxes which includes devices intended to obtain cable and satellite signals for free;
6. Child pornography which includes pornographic materials involving minors;
7. Copyright unlocking devices which includes Mod chips or other devices designed to circumvent copyright protection;
8. Copyrighted media which includes unauthorized copies of books, music, movies, and other licensed or protected materials;
9. Copyrighted software which includes unauthorized copies of software, video games and other licensed or protected materials, including OEM or bundled software;
10. Counterfeit and unauthorized goods which includes replicas or imitations of designer goods; items without a celebrity endorsement that would normally require such an association; fake autographs, counterfeit stamps, and other potentially unauthorized goods;
11. Drugs and drug paraphernalia which includes illegal drugs and drug accessories, including herbal drugs like salvia and magic mushrooms;
12. Drug test circumvention aids which includes drug cleansing shakes, urine test additives, and related items;
13. Endangered species which includes plants, animals or other organisms (including product derivatives) in danger of extinction;
14. Gaming/gambling which includes lottery tickets, sports bets, memberships/ enrolment in online gambling sites, and related content;
15. Government IDs or documents which includes fake IDs, passports, diplomas, and noble titles;
16. Hacking and cracking materials which includes manuals, how-to guides, information, or equipment enabling illegal access to software, servers, website, or other protected property;
17. Illegal goods which includes materials, products, or information promoting illegal goods or enabling illegal acts;
18. Miracle cures which includes unsubstantiated cures, remedies or other items marketed as quick health fixes;
19. Offensive goods which includes literature, products or other materials that: (a) Defame or slander any person or groups of people based on race, ethnicity, national origin, religion, sex, or other factors; (b) Encourage or incite violent acts; or (c) Promote intolerance or hatred.
20. Offensive goods, crime which includes crime scene photos or items, such as personal belongings, associated with criminals;
21. Pyrotechnic devices, combustibles, corrosives and hazardous materials which includes explosives and related goods; toxic, flammable, and radioactive materials and substances;
22. Regulated goods which includes air bags; batteries containing mercury; Freon or similar substances/refrigerants; chemical/industrial solvents; government uniforms; car titles; license plates; police badges and law enforcement equipment; lock-picking devices; pesticides; postage meters; recalled items; slot machines; surveillance equipment; goods regulated by government or other agency specifications;
23. Securities which includes government bonds or related financial products;
24. Tobacco and cigarettes which includes cigarettes, cigars, chewing tobacco, and related products;
25. Traffic devices which includes radar detectors/jammers, license plate covers, traffic signal changers, and related products;
26. Weapons which includes firearms, ammunition, knives, brass knuckles, gun parts, and other armaments;
27. Wholesale currency which includes discounted currencies or currency exchanges;
28. Live animals or hides/skins/teeth, nails and other parts etc. of animals;
29. Multi-Level Marketing collection fees;
30. Matrix sites or sites using a matrix scheme approach;
31. Offering Work-at-home approach and/or Work-at-home information; with an intention to deceive;
32. Drop-shipped merchandise;
33. 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;
34. Provision of any services that have the potential of casting the Payment Gateway Facilitators in a poor light and/or that may be prone to Buy & Deny attitude of the cardholders when billed (e.g. Adult material/ Mature content/Escort services/ friend finders) and thus leading to chargeback and fraud losses;
35. Businesses or website that operate within the scope of laws which are not absolutely clear or are ambiguous in nature (e.g. Web-based telephony, Website supplying medicines or controlled substances, website that promise online match-making);
36. Businesses out rightly banned by law (e.g. Betting & Gambling/ publications or content that is likely to be interpreted by the authorities as leading to moral turpitude or decadence or incite caste/communal tensions, lotteries/sweepstakes & games of chance;
37. If You deal in intangible goods/ services (eg. Software download/ Health/ Beauty Products), and businesses involved in pyramid marketing schemes or get-rich-quick schemes and any other product or Service, which in the sole opinion of either the Partner Bank or the Acquiring Bank, is detrimental to the image and interests of either of them / both of them, as communicated by either of them/ both of them to You from time to time. This shall be without prejudice to any other terms & conditions mentioned in these Terms;
38. Mailing lists;
39. Virtual currency, cryptocurrency and other crypto products (like non-fungible tokens or NFTs), prohibited investments for commercial gain or credits that can be monetized, re-sold or converted to physical or digital goods or services or otherwise exit the virtual world;
40. Money laundering services;
41. Database providers (for tele-callers);
42. Bidding/Auction houses;
43. Activities prohibited by the Telecom Regulatory Authority of India;
44. Any other activities prohibited by Applicable Laws;
45. Entities operating as chit funds/ nidhi companies (except government or public sector unit (PSU) entities);
46. Unregulated/ unlicensed money service business (MSB) or money and value transfer services (MVTS) like exchange houses, remittance agents or individuals running such businesses in jurisdictions that require license for such businesses.
The above list is subject to additions / changes by Formi, based on instructions received from Facility Providers, without any prior intimation to You.
1. DEFINITIONS
1.1. “ Chargeback ” shall mean the reversal (such reversal being requested by a Facility Provider pursuant to a request from the Facility Provider’s customer) of the debit of the Transaction Amount that was charged by You, where the reversal is approved by the Facility Provider following examination of the Transaction related documents and information furnished by You, consequently resulting in Formi being charged the Transaction Amount and charges, penalties or fines associated with processing the Chargeback.
1.2. “ Chargeback Amount ” shall mean the aggregate amount that the Facility Provider charges Formi pursuant to a Chargeback.
1.3. “ Chargeback Documents ” has the meaning ascribed to the term in Clause 3.1 hereunder.
1.4. “ Chargeback Request ” means a claim for Chargeback by the Facility Provider’s customer.
1.5. “ Escrow Account ” or “ Nodal Account ” is an account held by Formi with an Escrow Bank or nodal bank, as applicable for the purpose of receiving the Transaction Amount and effecting settlements to You.
1.6. “ Escrow Bank ” means a bank that is authorised by the RBI, to operate an Escrow Account / Nodal Account under Payment Aggregation Guidelines.
1.7. “ Escrow Bank Working Days ” means days on which the Escrow Bank is operational to undertake settlements.
1.8. “ Fee Credit ” has the meaning ascribed to the term in Clause 2.5 hereunder.
1.10. “ Payment Instrument ” includes credit card, debit card, bank account, prepaid payment instrument or any other instrument issued under Applicable Law, used by a customer to pay the Transaction Amount
1.11. “ Permissible Deductions ” means (a) fees charged by Formi; (b) Chargeback Amount including fines and penalties; and (c) any other sum due and payable by You to Formi.
1.12. “ Refund ” means processing of Your request to Formi, for returning the Transaction Amount (or part thereof) to the Payment Instrument which was used for effecting the payment of the Transaction Amount.
1.13. “ Transaction ” means an order or request placed by the customer with You (or a third-party vendor availing of Your services) for purchasing goods/ services from You, which results in a debit to the customer’s Payment Instrument.
1.14. “ Transaction Amount ” means the amount paid by the customer in connection with Transaction.
2. FRAUDULENT TRANSACTIONS
2.1. Formi is intimated, by a Facility Provider, that a customer has reported an unauthorised debit of the customer’s Payment Instrument (“ Fraudulent Transaction ”), then in addition to its rights under Clause 16 of the General Terms of Use, Formi shall be entitled to suspend settlements to You during the pendency of inquiries, investigations and resolution thereof by the Facility Providers.
2.3. Subject to Clause 5.2 above, if the Fraudulent Transaction results in a Chargeback, then such Chargeback shall be resolved in accordance with the provisions set out in the Terms.
2.4. You acknowledge that Formi shall not be responsible for any liability arising in respect of Fraudulent Transactions whether it is an international or a domestic transaction.
3. GENERAL
6.1. In the event of any conflict between the General Terms of Use and Specific Terms of Use, the Specific Terms of Use shall prevail over the General Terms of Use. To the maximum extent feasible, they shall be construed harmoniously.
6.2. Capitalised Terms used herein but not defined in this Specific Terms of Use shall have the meaning ascribed to such terms in the General Terms of Use.
6.3. Clauses 3 and 5 hereinabove shall survive the termination of the Terms
8. SERVICE DESCRIPTIONS
8.1 ( Optimizer )
For the purpose of these services, unless the context otherwise requires:
(a) “ Optimizer Services ” means a technology solution developed by Formi which enables You to route Your payments through specific payment gateways based on Your business conditions and preferences. This solution works as a software layer on top of Your payment to route every payment request received for Your unique id, based on the rules created by You on Optimizer’s merchant facing dashboard.
(b) “ Optimizer Transaction ” means any transaction routed by You through the Optimizer Services, which involves an order or request placed by the customer with You by paying the Optimizer Transaction Amount to You, while using the services of any payment gateway or payment aggregator.
(c) “ Optimizer Transaction Amount ” means the amount paid by the customer to You which is then routed by You through the Optimizer Services.
(d) You agree that the Optimizer Services are being provided by Formi solely as a software as a solution (SaaS) provider. The Optimizer Services are independent and separate from the other Services being provided to You. It is clarified that, for these Optimizer Services, Formi’s role will strictly be that of a SaaS Provider and will not be that of a payment service provider.
(e) You hereby consent Formi to use or process any type of data shared by You for the provision of the Optimizer Services.
(f) Formi shall have the right to charge additional fees for provision of the Optimizer Services.
(g) You shall for Your omission / commission indemnify and hold Formi, its directors, managers, officers, employees and agents harmless from and against all losses arising from claims, demands, actions or other proceedings as a result of disputes or claims raised by any payment gateway/ payment aggregator in relation to Optimizer Services.
8.2. Value Added Services
(a) You may opt for certain value added services available on the dashboard which will be subject to an additional charge to be agreed upon by the parties. Such charges are to be paid on a monthly / quarterly / annual basis or other frequency as may be agreed between the parties. You hereby consent that payments towards such value added services shall be deducted from the settlement amount payable from Escrow Account under these Terms.
1. DEFINITIONS:
1.1. “ Bank Account ” means a banking account maintained by Your customer with a Destination Bank as per Applicable Law.
1.2. “ Collection Information ” shall mean information or data provided by You in a secured format specifying the amount to be collected and other details to identify the Bank Account and the date on which the amount shall be collected.
1.3. “ Destination Bank ” means a bank registered with NPCI as per the Procedural Guidelines and which authenticates details of Your customer’s Bank Account held with the Destination Bank and approves the E-Mandate Registration Request in accordance with the Procedural Guidelines.
1.4. “ E-Mandate Payments ” shall mean automated deductions of pre-determined payments specified from the Bank Account (pursuant to electronic mandates issued Your customers) in accordance with the Procedural Guidelines.
1.5. “ E-Mandate Registration ” means the approved and authenticated E-Mandate Registration Request based on which E-Mandate Payments can be effected.
1.6. “ E-Mandate Registration Request ” means the request (in electronic or physical form) made by Your customer for deduction of the customer’s Bank Account for effecting an E-Mandate Payment to You.
1.7. “ Escrow Account” or “Nodal Account ” is an account held by Formi with an Escrow/ nodal bank for the purpose of receiving the Transaction Amount and effecting settlements to You.
1.8. “ Escrow Bank ” means a bank that is authorised by the RBI, to operate an Escrow Account / Nodal Account under Payment Aggregation Guidelines.
1.9. “ Escrow Bank Working Days ” means days on which the Escrow Bank is operational to undertake settlements.
1.10. “ NPCI ” means the National Payments Corporation of India constituted pursuant to the provisions of the Payment and Settlement Systems Act, 2007.
1.11. “ Procedural Guidelines ” means the guidelines governing inter alia the processes to be followed and implemented by Sponsor Banks, Destination Banks and intermediaries for effecting E-Mandate Payments, issued by the NPCI and shall include any revisions, modifications and amendments thereto.
2.) You shall provide the necessary KYC Documents to Formi as specified in these Specific Terms of Use for e-mandate services (“ Mandate Terms ”), such that Formi can share the KYC Documents (or the information therein) to the Sponsor Bank for the Sponsor Bank’s decision on issuing a registration to You to avail of services for e-mandate payments.
3.) You acknowledge that the onboarding and registration process is a pre-requisite under the Procedural Guidelines in order for You to avail of Services for e-mandate payments and the customers to be able to start submitting E-Mandate Registration Requests. Formi shall not be liable to provide any Services under these Terms until the Sponsor Bank has issued a registration in Your favour.
4.) Following completion of integration under Mandate Terms, Formi shall enable E-Mandate registration requests by customers on Your website by making available the prescribed E- mandate Registration Request form issued by NPCI and also put in place the necessary API protocols to transmit customer information to the sponsor banks in order to facilitate the process of customer verification and authentication of customer and bank account details by the Destination Bank, following which the NPCI shall confirm the E-mandate Registration request.
5.) Being an intermediary, Formi shall be responsible only for transmission of the customer details to the Sponsor Bank and shall not be responsible for failure or refusal of the E-Mandate Registration request by the Destination Bank or NPCI.
6.) In the event any query or clarification is sought by NPCI, RBI or any governmental authority or Facility Provider in respect of any e-mandate payment transaction, You shall (forthwith upon communication of the query or clarification by Formi to You) provide the relevant transaction and/or customer details, as required by RBI or any governmental authority in India.
7.) On successful approval of the E-Mandate Registration Request, Formi shall on a periodic basis (as per the E-Mandate Registration) initiate E-Mandate Payment requests with the Sponsor Bank and based on and pursuant to authentication by NPCI and the Destination Bank, receive the funds in the Escrow Account.
8.) The periodic payments will be facilitated by Formi so long as the E-Mandate Registration is not cancelled by the Customer, Destination Bank or the Sponsor Bank. Formi shall not be liable for the failure of a payment on account of the decline of the approval by Destination Bank or NPCI or on account of cancellation of the E-Mandate Registration by the Sponsor Bank, Destination Bank, Your customer or NPCI.
9.) Following the receipt of funds in the Escrow Account, Formi shall, subject to Formi’s withholding rights under these Terms, settle the funds into Your designated account within a applicable settlement period.
10.) In addition to rights under these Terms, if there are reasonable grounds for Formi to suspect that a transaction to effect an E-Mandate Payment is done fraudulently or if the Sponsor Bank, NPCI or Destination Bank suspecting so, communicate the same to Formi, then Formi shall be entitled to withhold settlements to You.
10.) Pursuant to Clause 10 above, You shall, to the extent available, provide information about such transactions to Formi, Sponsor Bank, NPCI or Destination Bank forthwith upon receiving a request from Formi, Sponsor Bank, NPCI or Destination Bank respectively.
12.) Formi shall be entitled to terminate these Services if the Sponsor Bank or NPCI directs cancellation of Your registration. You acknowledge that Formi being merely an intermediary in the system for E-Mandate Payment is bound to follow directions from the Sponsor Bank, NPCI or the Destination Bank in matters relating to fraudulent or suspicious transactions.
13.) Formi shall be entitled to recover from You (by deducting amounts from Your funds held by Formi in the course of providing the Services, or if the funds held are insufficient, by issuing a debit note to You), any amounts (a) charged by Sponsor Bank to Formi on account of refund and disputed claims from Your customers; and (b) representing penalties, fines or other charges (whatsoever name referred to) levied by the Sponsor Bank, NPCI or any governmental authority (in their sole discretion) on Formi on account of fraudulent transactions on Your website.
14.) You agree that payments effected, or funds debited from Your customer’s Bank Account on the following grounds shall not be the responsibility of Formi and no liability shall arise for Formi in respect of such claims from Your customers:
(a) Your customer is disputing a transaction as not done or authorized by him.
(b) The charge/debit on Your customer’s Bank Account has occurred because of hacking, phishing, breach of security/ encryption of Your customer's PI through Your platform or any other third party platform other than that of Formi.
(c) Your customer claiming refund of the amounts deducted from his/her Bank Account on any ground whatsoever, including Your customer’s dissatisfaction with Your sale of the goods and/or services to the Customer
16.) Formi will not be liable collect the amounts from Your customers and credit the same to You in the following circumstances:
(a) If any of Your customers does not have sufficient funds in the Bank Account for debiting the amount mentioned in the Collection Information.
(b) Formi is prohibited from debiting the amounts from Your customers’ account by any governmental authority or Facility Provider.
(c) If Your customer’s account is closed or operations from such account are barred by governmental authorities or Facility Providers.
(d) If You do not provide complete and correct information
(e) Any of Your Customers terminate the mandate.
(f) Formi has reason to believe that a Collection Information has not been properly authorized.
17.) In the event of any conflict between the General Terms of Use and Specific Terms of Use, the Specific Terms of Use shall prevail over the General Terms of Use. To the maximum extent feasible, they shall be construed harmoniously.
18.) Capitalised Terms used herein but not defined in this Specific Terms of Use shall have the meaning ascribed to such terms in the General Terms of Use.
PRIVACY
YOUR PRIVACY IS EXTREMELY IMPORTANT TO US. UPON ACCEPTANCE OF THESE TERMS OF USE YOU CONFIRM THAT YOU HAVE READ, UNDERSTOOD AND UNEQUIVOCALLY ACCEPTED OUR POLICIES, INCLUDING THE PROVISIONS OF OUR PRIVACY POLICY.
You may address any complaints or discrepancies in relation to the processing (including storing and using) of Your Personal Information (including Sensitive Personal Information) to:
GRIEVANCE OFFICER
MR. OM SURJ
QULTURED MEDIA PRIVATE LIMITED
ADDRESS: WEWORK ROSHNI TECH PARK,
E-MAIL: [email protected]
COMPLAINTS AND GRIEVANCE REDRESSAL
ANY COMPLAINTS OR CONCERNS WITH REGARDS TO CONTENT OF THIS WEBSITE OR COMMENT OR
BREACH OF THESE TERMS OF USE OR ANY INTELLECTUAL PROPERTY OF ANY USER, INSTANCES OF
CUSTOMER GRIEVANCES, REGULATORY QUERIES AND CLARIFICATIONS SHALL BE
INFORMED/COMMUNICATED TO THE NODAL OFFICER AT THE COORDINATES MENTIONED BELOW IN
WRITING OR BY WAY OF RAISING A GRIEVANCE TICKET THROUGH THE HYPERLINK MENTIONED
These Terms of use were last updated on 29th September of 2023
