Spice Money Limited: Terms for CSP Version 1.2020
an agreement between Spice Money Limited, formerly known as Spice Digital Limited ("SPICE")
and the customer service points (CSPs)/agents/merchants/retailers of SPICE
("CSPs"), entitling such CSPs to provide the Services (as defined herein)
to the customers in India through the portal/ website: b2b.spicemoney.com or, mobile application namely "Spice Money
Merchant a Micro ATM, Money Transfer" ("Terminal"). These Terms are in addition to any other
agreement that may have been executed between SPICE and such CSPs for the purpose of
providing the Services. However, in case of any inconsistency in the provisions of these
Terms and such agreement, the provisions of these Terms shall prevail to the extent of such
- You acknowledge that You propose to be engaged with SPICE as its CSP in order to provide the
Services to customers in India and thus have commenced the log-in to the Terminal. However,
please note that before you commence to provide the Services as a CSP of SPICE, You are
required to read and understand these Terms and only if You are agreeable to these Terms,
You can proceed and continue to log-in and provide the Services as CSP of SPICE. By
continuing to log-in and access the Terminal and provide the Services, it shall be deemed
that You agree to be bound by these Terms. However, in case, You do not agree to these
Terms, You are required, not to proceed with log-in and leave the Terminal immediately.
Please note that in case You do not agree to these Terms, You are not entitled to provide
the Services and to be associated with SPICE as its CSP.
- You agree and acknowledge that the access and use of the Terminal by You is voluntary and of
Your own accord and Your access and use of the Terminal shall be subject to the Applicable
Laws (as defined).
- You acknowledge that in respect of certain Services, You shall not be entitled to deal in
them unless Your account has been approved by the respective Service Providers (as defined).
- The phrase 'to provide the Services' or 'provisioning of the Services' used in these terms
shall be construed to mean 'onward provisioning, sale, distribution and supply of Services
through the Terminal'.
- The terms and conditions specific to a particular Service(s) shall be applicable on You and
SPICE when You opt for such Service(s).
- You hereby agree and specifically authorize SPICE to share Your details, documents and
credentials to prospective customers and partners of SPICE with the objective of increasing
The words and expressions beginning with capital letters in these Terms shall, unless the context
otherwise requires, have the meaning ascribed thereto herein:
- Applicable Law: shall mean any and all applicable laws, statutes, rules, regulations,
directions, guidelines, ordinances, orders, policies, judgments, decrees or other requirements
or official directives of any Governmental, statutory and regulatory authorities, Bank, National
Payments Corporation of India (NPCI), RBI, Unique Identification Authority of India (UIDAI) or
courts of law.
- Bank: shall mean the bank which has appointed SPICE as business correspondent, in terms
of relevant RBI guidelines, to provide, inter alia, the money transfer services.
- Customers: shall mean the end users approaching the CSPs for availing the Services.
- CSP Location: shall mean the shop or office premises owned or rented by the CSP, to be
used for the purpose of rendering of Services to the Customers.
- Services: shall mean the following services, under the brand "SpiceMoney" as made
available to the CSP for onward provisioning, sale, distribution and supply through the
- 1: Online Domestic Money Transfer/ remittance services. (DMT)
- 2: Aadhaar Enabled Payment System services (AEPS)
- 3: Bharat Bill Payment Services (BBPS)
- 4: Facilitation of online booking of railway E-tickets, flight tickets, bus
tickets and hotel accommodations on behalf of Service Providers
- 5: Mobile recharge and DTH recharge (other than Dish TV, Sun Direct TV and Tata
- 6: PAN Card processing services
- 7: Facilitation of Purchase and Sale of Gold through the Terminal
- 8: Card Payment Services
- 9: Aadhaarpay Services
- 10: Cash@POS Services
- 11: Other services as made available to the CSP for onward sale, distribution
and supply through the Terminal
- Service Provider: means the entities engaged in the business of provision of the Services
in respect of which SPICE has or may have, agreements from time to time, authorizing SPICE, for
onward provisioning, sale, distribution and supply of such Services through the CSPs.
- Software Program: shall refer to various Software Programs supplied by SPICE that can be
installed into Terminal equipment or computer enabling the dispensation of Services
- Transactions: shall mean the electronic transactions undertaken by You pertaining to
onward provisioning, sale, distribution and supply of Services to the Customers through the
3. YOUR OBLIGATIONS
A. Following Obligations shall apply to You, generally in respect of all the Services.
(a) General in nature
- You shall at all times comply with instructions, directions, guidelines and policies issued by
SPICE, from time to time relating to the performance of Your obligations as CSP under these
Terms. You shall also, at all times comply with the provisions of, and maintain and preserve all
records, registers, books and papers and information (which shall be available for inspection
and audit along with supply of extracts thereof, as and when required either by SPICE or RBI or
Bank or National Payment Corporation of India or Service Provider or other competent statutory
authorities), as required under, Applicable Laws including but not limited to guidelines and
standards under Bharat Bill Payment System issued by NPCI and RBI and relevant KYC/Anti-Money
Laundering/Financial Terrorism related norms/ rules/ regulations/ circulars as mandated by RBI,
NPCI and other relevant statutory authorities. In addition, you shall comply with the requests
and directions of Banks/ Service Providers, received in reference to your engagement with SPICE
as its CSP. Further You shall submit periodic reports, returns, statements, certificates and
such other documents as may be required by SPICE/RBI/Bank/ NPCI/ Service Provider and/or other
competent statutory authorities from time to time or as provided under Applicable Laws.
- You shall also co-operate in good faith to correct any practice which are found to be deficient
during the audit and inspection, within a reasonable time after receipt of audit report from
SPICE/RBI/Bank/ NPCI, as the case may be.
- You shall provide all kinds of support and facilitation to SPICE, while performing the scope of
work as mentioned in these Terms.
- You shall deal with, provide and resolve all queries, clarifications, inquiries, disputes and /
or complaints of the Customers in relation to Services offered. You shall be responsible in
resolving the complaints/ disputes from the Customers and third parties against You arising on
any account whatsoever. You acknowledge that SPICE shall not be liable and responsible in any
manner whatsoever for any complaints/ disputes or issue arising between You and the Customer and
- You shall not accept any gift, commission or any sort of gratification in cash or kind from any
person, party or firm or other company having dealing with SPICE and if You are offered any of
such, You shall immediately report the same to the management of SPICE.
- You shall be solely responsible to pay the salaries and other employees related payments to
Your personnel/employees and for taking policies such as medical insurance, life insurance etc
for them and to comply with all Applicable Laws relating to employment of such
personnel/employees of You and SPICE shall have no responsibility or liability of any kind
whatsoever for the same.
- You undertake that You shall at Your own risk and cost keep and maintain the CSP Location in
proper manner for rendering of the Services to the Customers and procure/ facilitate sufficient
man power for the same and keep the complete and proper accounts relating to rendering of the
- You shall not indulge in or promote any unlawful, illicit or illegal activity or purposes while
providing the Services.
- You acknowledge that SPICE officials shall have the right to undertake a visit on Your premises
or CSP Location on any day to satisfy itself about the authenticity and credibility of the
information provided by You during or before your enrolment as a CSP with SPICE or in connection
with performance of any obligations by You under these Terms.
- You shall ensure that You shall carry out all due identification and verifications of the
Customer and comply with all Know Your Customer (KYC) requirements, as may be required by the
Applicable Law and as per policies as communicated by SPICE from time to time, before initiating
any Transactions as requested by the Customer. You shall ensure to collect, keep in its safe
custody and provide to SPICE the KYC documents (documents relating to identity and address
verification) of Customers, if any, in electronic or physical form, as per SPICE's requirement.
For the purpose of enrolment of Customers for providing them the Services, You shall meet the
Customers, collect the Know Your Customer (KYC) documents as specified by SPICE along with a
duly signed requisite application form wherever applicable and all such other details of the
Customers as required by SPICE from time to time and upon comparing the copy of the Know Your
Customer (KYC) documents collected with the original, record the same on the copy of the KYC by
affixing the "Original Seen and Verified" stamp under Your signature, on these documents. For
the limited purpose of your above said obligation of "Original Seen and Verified" only, You
shall be deemed to be the authorised officer of SPICE.
- You shall discharge Your fiduciary obligations with respect to providing the Services to the
Customers promptly and without failure. You shall have in place suitable arrangement, processes
and risk control mechanism to ensure that there is no default or delay in effective delivery of
Services to the Customers.
- In case of change of any details pertaining to your business and engagement with SPICE as a CSP
or changes in the contact details like mobile number/landline number, email id/registered
address/ Shop or CSP Location change, You shall inform SPICE of the same promptly in writing or
by email, providing full details of such changes.
- You shall ensure that you have all the valid licenses and efficient staff to undertake the
- You shall not host, display, upload, modify, publish, transmit, update or share any information
- belongs to another person and to which You do not have any right to;
- is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, paedophilic,
libellous, invasive of another's privacy, hateful, or racially, ethnically objectionable,
disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in
any manner whatever; or unlawfully threatening or unlawfully harassing including but not
limited to "indecent representation of women" within the meaning of the Indecent
Representation of Women (Prohibition) Act, 1986;
- harm minors in any way;
- infringes any patent, trademark, copyright or other proprietary rights or third party's
trade secrets or rights of publicity or privacy or shall not be fraudulent or involve the
sale of counterfeit or stolen items;
- violates any law for the time being in force;
- deceives or misleads the addressee/ users about the origin of such messages or communicates
any information which is grossly offensive or menacing in nature;
- impersonate another person;
- contains software viruses or any other computer code, files or programs designed to
interrupt, destroy or limit the functionality of any computer resource; or contains any
Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming
routines that may damage, detrimentally interfere with, diminish value of, surreptitiously
intercept or expropriate any system, data or personal information;
- threatens the unity, integrity, defence, security or sovereignty of India, friendly
relations with foreign states, or public order or causes incitement to the commission of any
cognisable offence or prevents investigation of any offence or is insulting any other
- shall be false, inaccurate or misleading;
- You shall not engage, deal with or enter into an agreement with any other party or any
company/organization engaged in rendering/sale/promotion of same/similar services.
- You undertake to use CSP Location solely for the Services and confirm that CSP Location is
neither being currently used and nor will be simultaneously used in future for any similar
services and/or product offerings of any other company.
(c) Advertising and Representation as a CSP of SPICE
- You agree to provide adequate space at the CSP Location for display/selling/ branding/marketing
of the Services as per the guidelines of SPICE or/and statutory regulations or mandates of RBI/
NPCI/ Bank/ Service Provider.
- You in all Your dealings with the third parties shall describe Yourself only as "CSP" of SPICE
and under no other description or nomenclature. You shall not describe Yourself as a partner or
employee of SPICE nor shall You be entitled to represent SPICE in any other manner whatsoever.
- You shall not (except in the normal course of SPICE's business) publish any article or
statement, deliver any lecture or broadcast or make any communication to the press, including
magazine publication relating to Services or to any matter with which SPICE may be concerned,
unless You have obtained the written permission from SPICE.
- You shall not give or make any guarantees, warranties or representations on behalf of SPICE as
to the conditions, quality, durability, performance of the Services other than or different from
those provided by SPICE in writing. You shall not use any advertising or promotional materials
tending to mislead the public; or make any false or misleading representation with regard to the
Services and Terminal.
- SPICE, at its sole discretion, may provide to You suitable advertisement support, technical and
marketing guidance and staff training as and when it may deem necessary. You shall not make use
of SPICE's logo/mark on any slips/receipts, visiting cards, letter heads etc. without written
approval/consent of SPICE.
- You undertake that You shall not do anything that damages the name, goodwill and reputation of
SPICE, its subsidiaries, clients, suppliers and affiliates and shall protect and enhance the
name, goodwill and reputation of SPICE during the course of the fulfilment of Your obligations
under these Terms.
- You shall display, in such manner as directed by SPICE, the Services and other charges and fees
that may be advised by SPICE or as per directives of Applicable Law from time to time.
- You shall prominently display the certificate of authorization/ training issued by SPICE, if
- In case of You acting as Business Correspondent Agent, You shall put up a signage indicating
Your status as a business correspondent agent for Bank, display the Business Correspondent
certificate, if any, and also disclose the name of SPICE, the contact details of the base
branch/controlling office of Bank, details of the banking ombudsman and the fees for all
Services, charged by the Bank, available at the outlet.
- In case of You acting as CSP of SPICE for domestic money transfer/remittance services through
Spicemoney wallet, You shall post a signage indicating your status as a 'service provider/ CSP'
of SPICE as PPI Issuer.
- You shall display such grievance redressal policy and in such manner as communicated from time
to time by SPICE, at the CSP Location.
- You shall send the Customer registration form, if any, and KYC in such manner as may be
provided by SPICE.
(d) Technology-related Obligations
- You shall integrate Your hardware/software with SPICE's systems as and when required by SPICE,
for seamless rendering of the Services.
- You agree to maintain the strict secrecy and confidentiality of log-in user-id and password
provided to You and You shall not disclose the same to any third party. You agree that You shall
be solely responsible for any unauthorised use or disclosure of Your user-id and password and
SPICE shall not be liable in any manner whatsoever for any losses, claims, liabilities arising
out of or in connection with such use and/or disclosure.
- You shall bear all costs and expenses for establishing and maintaining the network link between
SPICE and You for the Services.
- You shall ensure availability of the required infrastructure, system, hardware, software,
network, scanners and other devices, as required for the provisioning of the Services at Your
- You shall promptly notify SPICE, in the event there is an error in the Your connection with
SPICE or You are unable to process the Transactions for any other reason whatsoever.
- You shall ensure that it shall not compromise the integrity and robustness of the systems,
network, connectivity, Terminal and any hardware, software and equipments used in the
provisioning of the Services whether belonging to any statutory authority or SPICE or You or any
third party. You shall be solely responsible for ensuring that same shall, at all times, be free
from all malware, viruses, black boxes, trapdoors, trojan-horses etc.
- You shall not sell, redistribute, reproduce, modify, decompile, disassemble or reverse engineer
any part or portion of the Terminal; and not to use the same for any purpose that violates the
Applicable Laws. The same restrictions shall mutatis mutandis apply in respect of any
internet-based application/ platform that You shall be provided access to for the purpose of
providing the Services.
- You shall not permit any third party to use the Terminal and Terminal-related content for any
purpose other than in accordance with these Terms. The same restrictions shall mutatis mutandis
apply in respect of any internet-based application/ platform that You shall be provided access
to for the purpose of providing the Services.
- SPICE/RBI/ Bank/NPCI/ Service Provider shall be entitled to review the security practices and
control processes of You use periodically and require You to forthwith disclose security
breaches that come to Your knowledge.
- You acknowledge that in the event of instability of SPICE's system or an emergency, SPICE may,
upon written notice to You, temporarily suspend the access to the Service and Terminal.
- You shall ensure to have the requisite infrastructure for protecting the privacy and
confidentiality of sensitive Customers' data (bank details, passwords, card details, PIN etc.)
in compliance with the industry standards as applicable, such as ISO/IEC 27001, PCI-DSS and
provisions of the Information Technology Act (as amended from time to time). You shall ensure
that no such Customer data is misused by You.
(e) Transactions-related Obligations
- Float Amount: You shall at all times maintain with SPICE, such minimum amount as directed by
the SPICE ("Float Amount") towards the access of Services. Such Float Amount shall be deposited
with SPICE through banking channel only and not by way of cash. Float Amount shall be
used/adjusted towards the settlement of the Transactions pertaining to Services. The Transaction
Amount and any other amount payable to SPICE by You shall be debited from the Float Amount on
real-time basis and commissions payable to You on the said Transactions shall be credited to the
said Float Amount. You agree that the Transaction Amount payable by You shall not exceed the
Float Amount at any point of time in any circumstances. This Float Amount shall be replenished
from time to time by You in order to maintain the minimum amount as specified above. Maintenance
of such Float Amount is the essential condition of Your engagement with SPICE as its CSP.
- You shall furnish instant confirmation of payment made/success of Transaction via a payment
receipt/confirmation message to the Customers. The receipt could be in physical or electronic
form (SMS/ email etc.) or as per Applicable Laws. You shall issue receipts of Transactions to
Customers generated through system and no manual receipt shall be issued.
- You are not authorized to hold or retain cash received from Customers without completing the
- You are prohibited from charging any fee to the Customers directly for Services rendered by You
on behalf of SPICE. You shall collect only defined amount as a fee from Customer and shall
acknowledge the same by issuing a receipt (in printed or electronic form generated from the
system) on behalf of SPICE. The defined amount shall be communicated by SPICE to You from time
to time and shall be at SPICE's sole discretion. You shall not take any additional fee directly
from Customer on behalf of SPICE.
- You shall disclose the charges and fees pertaining to Services and various types of
transactions conspicuously at CSP Location for the benefit of the Customers.
- You agree to take all necessary care and observe due diligence while carrying out Transactions
and shall be wholly and exclusively responsible for any liability arising due to failure to do
so. You shall take all care in entering the Customer's details correctly for carrying out
Transactions and SPICE shall not be liable for any wrong Transactions. You are solely
responsible to resolve issues arising out of any incorrect details and SPICE shall not have any
liability or responsibility in such cases.
- In case of AEPS Services, no service fee, in any manner, shall be recovered/ charged by You
from the Customers.
- You shall maintain secrecy of Transactions according to Fair Practice Code of Indian Bank
- You shall, on a monthly basis, confirm on the number of Customer registrations, if any, done on
Your behalf, with details of the Transaction/s, if any, and purpose thereof.
- You shall at all times maintain such amount of cash as is necessary for undertaking the
- You shall reimburse SPICE in case of Chargebacks as received by SPICE from the Bank.
- You shall not keep or store in any manner, any and all data pertaining to the Transactions or
payments, including but not limited to Transaction logs, in Your possession or control directly
or indirectly and You are hereby prohibited to download such data from the Terminal.
B. Following Obligations shall apply to You, in respect of the specific Services, as outlined
(a) Aadhaar Pay Services:
- You acknowledge, agree and confirm that in order to access the Aadhaarpay Services, You
shall be required to use the Digital POS. Digital POS for the purpose of Aadhaarpay Services
shall mean digital point of sale terminals/equipments/software of Aadhaar Pay which are used
to facilitate payments.
- You hereby agree and undertake that You shall use the Digital POS provided by SPICE and
deploy it at Your premises, for the purpose of facilitating payment of Transactions made by
Your Customers in respect of Your services/products, subject to complying with the terms and
conditions as mentioned in herein.
- You acknowledge that the access to AadhaarPay services shall be subject to approval of the
Bank. SPICE shall in no way be liable or responsible for any claims, losses and liabilities,
by whatever name called, incurred by You in the event of Your on-boarding being denied/
rejected/not accepted by the Bank.
- Notwithstanding anything contained in these Terms, SPICE shall not be liable in any manner
whatsoever, whether directly or indirectly, to You for any act or omission on the part of
Bank or for any matter in respect of or arising out of or in connection with the performance
of obligations by Bank under the agreement between Bank and SPICE.
- You hereby authorize SPICE to receive the payments of the Purchase Price ("Purchase Price"
in respect of the product(s) means the sale price of such product(s) inclusive of all taxes,
convenience charges and delivery charges as communicated to the Customers by You and which
are payable by the Customers to You) on Your behalf. Upon receipt from the Bank in the
Current Account ("Current Account" means an account maintained by SPICE with the Bank for
settlement of Transactions), the Purchase Price, less deductions of such amounts as may be
made by the Bank as per the agreement between SPICE and the Bank, SPICE shall credit Your
wallet or credit Your bank account, on real time basis or within T+2, respectively, with
such amounts as may be due and payable as per the Terms.
- You agree to pay SPICE all the expenses that may be incurred by SPICE for
repairing/replacing the Digital POS equipment which may get damaged as a result of
improper/mishandling by You.
- You shall retain the Charge Slip(s) ("Charge Slip" means the form generated while using the
Digital POS after payment for Transaction is undertaken by Customer) and the bills/invoices
pertaining to the Charge Slip for a period of 18 months from submission date or such further
period as Bank may stipulate from time to time and make those promptly available to Bank on
request. The Customer's copy of the charge slip is to be provided to the Customer duly
- As and when SPICE representative requests for a particular Charge Slip, the same shall be
handed over to SPICE promptly and without fail.
- You shall permit SPICE or its representative for installation of the Digital POS in Your
premises at the time of CSP Boarding and for de-installation of the Digital POS in case of
de-boarding at Your registered address. In case of branches or offices at other locations,
the same needs to be provided in writing to SPICE under Your letter head as a the CSP prior
- You shall under no circumstances adopt unethical Transaction practices, including but not
limited to, doing transactions without a valid purchase
- You shall under no circumstances shift the equipment from its designated place on its own,
once installed, without SPICE's consent.
- You acknowledge that the services under these Terms are on 'as is' basis and it shall not
hold SPICE liable for any deficiency of services as being availed by it. You further
acknowledge that the scope of services may be changed by SPICE and/or the Bank, at any
point of time during the term of Your engagement with SPICE.
- You shall inform SPICE of the category of products/ services that shall be provided by You
and for which the Aadhaarpay services shall be used for accepting payments from Customers.
The said category shall be approved by the Bank as per the terms of the agreement between
the Bank and SPICE. Any deviation from this, including disbursal of cash, rendering services
/ selling products not under the said category shall entitle Bank/SPICE to terminate the
services and CSP shall fully indemnify SPICE in case of any losses/ liabilities incurred by
SPICE on account of such activity, as per the terms of the said agreement. You shall not
engage in any business activities as mentioned in Part 1 below.
- You shall not cause the Customer to pay a surcharge, whether through any increase in price
or otherwise, or to pay any finance charge in connection with a Transaction. Non-compliance
with this term shall be considered a material breach of Your obligations and SPICE shall be
entitled to take any action against You, including penalizing You, which shall not be
contested by You in any forum.
- For the purpose of Your on-boarding as a CSP, You shall provide to SPICE all documents
evidencing Your identity and address and nature of business activities, including without
limited, Proof of Identity, Proof of Address, Constitutional Documents (for Non
Individuals), Tax Identification Number, Bank Account Details (Cancelled Cheque / Bank
Letter) as directed by SPICE from time to time.
- You shall be solely responsible for any Chargebacks raised or fraudulent Transactions by
You and/or Customers.
- You will be solely responsible for all risks and liability arising out of Transactions,
including but not limited to payment instructions, Chargebacks and any fraud with regards to
- You shall obtain Authorisation ("Authorization" means the process by which Bank approves a
Transaction as stipulated by Bank from time to time and includes approvals flashed on the
Digital POS deployed at the outlet, premises, site or location of the CSP) for all
Transactions through the Digital POS. Such Authorization shall be in accordance with the
rules, regulations, standards and instructions as issued by SPICE/ Bank from to time or as
contained in the standard operating instructions manual (if any).
- Bank shall have the right to refuse the charges if an Authorization is declined/Charge Slip
is not printed.
- By presentation of the Charge Slip(s), You represent and warrant that:(i) No other Charge
Slip has been or will be issued or presented in respect of the same Transaction.(ii) The
relevant Charge Slip represents a genuine business Transaction undertaken by a Customer in
respect of which You have, or will, duly discharge all of Your obligations.
- You agree that any charges accepted by You, which proves to be uncollectable, and which was
incurred in any of the following circumstances shall be exclusively Your financial
responsibility. You agree to the non-payment of such charges or the Chargeback of such
uncollectable charges (as the case may be) by Bank/SPICE, without any demur or protest:
- Any transaction which is not a valid transaction.
- Any charge incurred involving the forgery of the Customer's biometric data or any
other Aadhaar related information, and/ or where the Bank reasonably believes the
transaction to be irregular and/ or fraudulent.
- Any charge incurred which involves a Charge Slip which is incomplete or illegible
as to the Customer's name, or any other Aadhaar related details of the Customer.
- Any charges without prior Authorization of Bank as provided in this agreement.
- Any charges for merchandising or services in an amount in excess of the advertised
- Any charges with respect to which a Customer refuses to pay because the Product
purchased from the CSP were not delivered or are not as promised or the merchandise
was defective or services deficient in any respect.
- There is a violation of the terms and conditions in relation to a Transaction or
any CSP operating instructions.
- Change of "Business Activity"/ "Business Name"/ "Business Location" without
informing to SPICE and acceptance of change by SPICE.
- Power of Attorney: You irrevocably appoint SPICE to be Your true and lawful attorney, with
full power of substitution and Your name or otherwise on Your behalf to sign, seal, execute,
deliver and do all deeds, instruments, acts and things which SPICE shall think proper or
expedient for exercising any of the powers in connection with a Chargeback or fraudulent
Transaction. The appointment hereby made shall operate to confer on SPICE authority to do on
Your behalf anything which it can lawfully do as its attorney. You agree to ratify and
confirm any deed, instrument, act or thing which SPICE may execute or do.
- Digital POS Terminals: You hereby agree and acknowledge that:
- SPICE, at its discretion, may provide You with one or more Digital POS terminal(s),
consumables and network access controllers and other devices as it considers
appropriate so as to facilitate a valid Transaction at Your premises or
- You hereby acknowledge, agree and confirm that the Digital POS, consumables and
network access controllers and any other device or item deployed or provided at Your
premises are the exclusive properties of SPICE and shall be surrendered on demand to
SPICE during your engagement with SPICE and immediately upon any termination or
expiry of your engagement with SPICE in working condition. Under no circumstances
shall You claim any right, title or interest in or to the Digital POS or any other
device or consumables provided under these Terms for any reason whatsoever.
- You shall report to SPICE any faulty or suspected fault in the operation of
equipment within one hour from the knowledge of the same thereof.
- You shall not: (i) sell, assign, transfer, lease or otherwise dispose of any
Digital POS or any other device or materials deployed or provided by SPICE;
(ii)mortgage, charge, hypothecate, create or permit to exist any liens or other
security interests over any Digital POS or any other device or materials deployed or
provided by SPICE; (iii) remove, conceal or alter any markings, tags or dates
attached to the Digital POS or other devices or any part thereof indicating SPICE's
ownership of such Digital POS. (iv) cause or allow SPICE's right to access,
repossess or dispose of the Digital POS or any other device deployed or provided by
SPICE pursuant to these Terms or otherwise to be encumbered in any way or otherwise
jeopardized by any of Your or Your servants, representatives or agents act or
omission or because of any other factor within Your control. (v) permit any third
party to perform the maintenance services on the Digital POS or any other device
deployed or provided by SPICE or effect modifications, enhancement or
software/engineering changes to the Digital POS or any other device deployed or
provided by Bank, without the prior written consent of Bank or its authorization to
its representatives. vi) alter, modify or otherwise in the programme in the Digital
- You shall permit the authorized representatives of SPICE to carry out physical
inspections or audits of the Digital POS or any other device or consumables deployed
or provided by SPICE anytime during business hours, with or without notice.
- You shall bear the costs, charges and expenses for electric power or telephone
lines or internet connection(s) required in connection with the Digital POS or any
other device deployed or provided by SPICE.
- You hereby confirm and acknowledge that You have complied and shall comply with all
Applicable Laws of the land, rules and further acknowledges that SPICE shall have no
obligation to verify whether or not You have acted in accordance therewith.
- You hereby agree and confirm that SPICE will be entitled to stipulate or amend at any
time, and from time to time, operating rules relating to (i) the Transactions
contemplated by these Terms; (ii) any services that may be rendered to You by SPICE;
(iii) any use, ownership or maintenance of the Digital POS devices and consumables
provided by SPICE/Bank to You; (iv) any other matter relating to use or Authorization of
Aadhaar Pay services; or (v) any dealing with Customers. You hereby agree to comply,
follow and abide by such CSP operating instructions as applicable from time to time as
per Banks/RBI requirements.
- You irrevocably agree, that all payment processing effected on the Aadhaar Pay through
Digital POS, installed in Your premises, shall be deemed to have been effected by You,
Your authorised employees and / or agents. You shall not dispute claim or deny the
payment processing for any reason.
- You shall capture only the Transactions done in its establishment in the Digital POS
equipment deployed. On no account, shall You offer to capture the Transactions done in
- You shall not capture any Aadhaar related information of the Customers except to the
extent necessary for the purpose of the Transactions. Under no circumstance shall You
store the Aadhaar related information of the Customers, or any other personal
information of the Customers in any form.
- You shall ensure that any software or hardware utilized in the services does not retain
its original password and that all passwords are changed on a regular basis.
- If the You have suffered a data compromise, You shall provide all information and
assistance as may be required by the Bank to conduct the forensic analysis.
- You shall undertake activities as mentioned in Part 2 below.
- Transfer of Ownership: You will immediately notify SPICE of any sale, assignment, lease or
transfer in any way of the Your establishment or business or all or a significant or
material part of Your assets.
- The Aadhaar Pay facility provided by Bank shall be used by You only for lawfully permitted
activities and in line with the terms and conditions as per the Terms.
- You hereby agree to pay the applicable fee for the Aadhaar Pay/ Digital POS facility.
Part 1: List of Prohibited activities:
- CSP selling products that are illegal or breach any law or regulation.
- Selling legal highs (including, narcotics or other psychotropic substances)
- Selling products or services that require licenses, where the license cannot be presented
or the license is not valid
- Selling replica, counterfeit and/or fake goods
- Casinos and gambling equipment, including "Junket Operators" that arrange gambling tours
- Betting, bookmaking, racing - Car/ Animals
- Military arms, firearms and ammunitions
- Political candidates or political organizations
- Pornography goods/stores, Companion / Escort Services, Dating Services/ Matchmaker
services, Online Adult Membership, Adult Book Stores, Adult Telephone Conversations
- Lotteries, raffles
- Replica merchandise
- Companies engaged in financial services which are not regulated by RBI/any other regulatory
body or where relevant licenses are not available even though required.
- Body parts, which includes organs or other body parts alive, cultured/preserved or from
- Endangered species, which includes plants, animals or other organisms (including product
derivatives) in danger of extinction
- Hacking and cracking materials which include manuals, how-to guides, information, or
equipment enabling illegal access to software, servers, websites, or other protected
- Prescription drugs or herbal drugs or any kind of online pharmacies which includes drugs or
other products requiring a prescription by a recognized and licensed medical practitioner in
India or anywhere else.
- Pyrotechnic devices and hazardous materials which includes fireworks and related goods;
toxic, flammable, and radioactive materials and substances.
- Live animals or hides/skins/teeth, nails and other parts etc. of animals.
- CSP establishments where the promoter/partner/proprietor/owner's name appear in the RBI
Defaulters/negative list/Bank's internal negative list or such other list which may be
published by the bank from time to time.
- Selling legal highs (including, narcotics or other psychotropic substances).
- Lobby groups.
- CSPs engaged in products or services where specific licenses are required to operate in
- Tobacco, cigar and cigarettes which includes cigarettes, cigars, chewing tobacco, and
- Entities engaged in chit funds / unauthorized financial schemes.
- Entities owned by politically exposed persons (Promoters/Owners).
- International CSPs not having local presence in India.
- Airlines & Payment aggregators.
- Mining / Oil drilling & refining.
- Credit repair companies /debt consolidation firms.
- Houses of worship (e.g., churches, temples etc. for donations) / Fund raising by Political,
religious organizations or institutions / Charities or Non-profit organizations.
- Money Changers, Remittance Services, Money Transmitter, Check Cashing Business, Currency
- Alcohol / Wine shops which includes Alcohol or alcoholic beverages such as beer, liquor,
wine, or champagne CSPs blacklisted by associations (NMAS/MATCH database).
Part 2: In addition to the duties and obligations set out in this Agreement, You shall undertake
the following activities with respect to Aadhaar Pay:
- You shall allow both customers and non-customers of the Bank to avail of the Aadhaar Pay
- You shall offer Aadhaar Pay that are interbank or intra-bank in nature or any other
services approved by Reserve Bank of India from time to time.
- You agree to render Aadhaar Pay to any Customer who approaches You with his/her 12-digit
Aadhaar number and requests to avail of Aadhaar Pay.
- You shall enter the Aadhaar number into the Aadhaar Pay application software ("Software").
The Software shall be integrated with RBL Bank's systems.
- You shall request the Customer to input his/her biometrics via a UIDAI compliant biometric
reader (e.g. fingerprints on a biometric reader) to ensure that the Customer has explicitly
consented to the sharing of the Customer's information by UIDAI, with the Bank/You.
- You shall deploy hardware and software for providing Aadhaar Pay at each Customer service
location, as per UIDAI standards, which are certified by Standardisation Testing and Quality
Certification (STQC) Institute, Registered Devices under UIDAI, Department of Electronics &
Information Technology, Government of India & any other authorised company as and when by
the Regulator / UIDAI/NPCI.
- You shall develop the software to enable rendering of Aadhaar Pay as per UIDAI defined
Application Programming Interface (API) protocols.
- You shall process Aadhaar Pay for an amount not more than Rs. 10,000/- (Rs. Ten Thousand
only) per Transaction. In future if there is any change in the limits, latest limits will be
applicable as per the circular / notice / guideline provided by RBI / IBA /NPCI/UIDAI or any
- You shall provide the data collected in relation to the Aadhaar Pay to the Bank from time
to time, as instructed by the Bank.
- You shall freely permit the Bank to conduct periodic audits of their system/Software, at
- You shall share the AML reports / Transaction report / CSP on-boarding report/CSP payout
reports with the Bank in the prescribed format as and when requested by the Bank or
scheduled as per the arrangement.
- All disputes arising out of Aadhaar Pay (including, without limitation, any disputes
between the Customer and Your agents) will be handled and managed by You and any reports,
transaction slip & evidence of the Transaction required to present the dispute must be made
available within the time frame defined by Bank or RBI or NPCI or any other competent
authority or committee.
- You shall be responsible for handling and/or managing the Customer services such as
Customer complaint, Customer query or any other services required in relation to the Aadhaar
Pay. Also, You will ensure that the all outlets will display the customer charter, customer
helpdesk contact numbers, email Id's (if any), complaint mailing address which is easily
visible to the customer.
- You shall be responsible for imparting adequate training to its personnel and outlet
managers in relation to the discharge of Aadhaar Pay.
- You shall be responsible for reconciliation of the Transactions under Aadhaar Pay,
providing MIS reports to the Bank in the manner and frequency as requested by the Bank and
AML monitoring of the Customers.
- You shall ensure that the Customer data is not shared with any one by any means and solely
used for the Aadhaar Pay only. RBL bank shall be the whole and sole owner of the Customer
- You shall take care of the regular maintenance activity for all the devices used for
Aadhaar Pay and to ensure the availability of the basic material requirement such as paper
role / connecting wire, cables etc related to the device maintenance in the time bound
manner & must of Customer service platform.
- You shall do the reconciliation on daily basis and any issue or query or deviation (if any)
must be reported to the Bank/SPICE within 2 working days.
b) Online booking of railway e-tickets:
- You shall take and store the requisition forms from customers in electronic form and
provided them to SPICE as and when required.
- You shall keep a sign board outside the CSP Location that displays IRCTC service charges,
agent service charges and payment gateway charges, and rules and regulations along with
- You shall not popularize Yourself as 'Authorized Railway Agents', but only as a IRCTC
Authorised E-Ticketing Agents' in respect of services for online booking of railway
- You shall ensure that no modification/alteration/tampering of the Electronic Reservation
Slip (ERS) is done.
- You shall obtain a written request from the Customers before TDR cases are filed with the
- For all Transactions where refunds are requested by the Customer, You refund the money as
per cancellations rules to the customers immediately in all cases (within 3-5 days from the
date of receipt from Service Provider)
- No extra charges in any form whether for cancellation of the ticket or checking the
availability status shall be collected from the Customers
- You shall not print Reservation Application Forms with IRCTC Logo on top.
c) Card Payment Services and Cash@POS Services
You acknowledge, agree and confirm that in
order to access the Card Payment Services and Cash@POS Services, You shall be required to use
POS Devices. You agree to purchase such devices from SPICE on such price and other terms and
conditions as decided by SPICE in its sole discretion. Such devices shall be made available by
SPICE to You for availing the aforementioned Services. You shall, before placing an order for
the devices, procure the performa invoice for every purchase order You place upon SPICE. The
purchase order for the devices, as placed, shall be accompanied with a demand draft or cheque or
payment by NEFT/ RTGS towards the payment of purchase price of such devices. The title to the
devices, the risk of loss and damages and the duty to insure shall pass to You when the devices
have been delivered at the address specified in the purchase order. The devices shall be covered
under manufacturer's warranty, as applicable.
C. Following obligations shall apply to You in addition to all other obligations as specified
- You shall not become or claim any employment from SPICE and any Bank including the Customers
to whom You are providing the Services.
- You shall explain to the Customers the various features of all products and/or services of
Bank (including the various documents pertaining to the same) being offered by such Bank
from time to time.
- You shall take appropriate mechanisms and means to ensure that all equipment(s) given by
SPICE or any Bank in relation to the Services are maintained and kept in good order.
- You shall keep the Authentication Device in good working order and condition.
- You shall safe-keep and control the use of the Authentication Device such that any
Transaction carried out by the Customers through You by using the Authentication Device
shall be deemed to be authorized and sanctioned by SPICE.
- You shall be responsible for all the Transactions that are initiated from the Authentication
Device assigned to You.
- You shall keep the Authentication Device up to date with the required patches/technological
upgrades as prescribed by the regulatory authorities such a RBI, IBA, UIDAI, NPCI etc.
- SPICE shall be entitled to charge You for the costs of repairing the Authentication Device
and such other loss that SPICE may incur in the event the Authentication Device is damaged
as a result of the improper handling by You. You shall make payment of all such amounts
immediately upon demand made by SPICE without any contest or demur.
- You shall not conclude the Transaction in the event of a breakdown or failure of
- You shall not sell, assign, transfer, lease or otherwise cause or allow or attempt to cause
or allow, any dealings with the Authentication Device or create any encumbrance on the
- You shall not remove, conceal or alter any markings, tags or plates attached to the
Authentication Device or part of it.
- You shall not permit any third party to perform the maintenance services on the
Authentication Device or effect modifications, enhancement, sharing of Transaction files &
Customer details or software/engineering changes to the Authentication Device without prior
written consent of SPICE.
- You shall immediately notify SPICE in respect of any seizure of the Authentication Device.
- In the event of loss of the Authentication Device, You shall immediately send a written
intimation and shall also immediately inform the concerned officials of SPICE on the
telephone number/s provided by SPICE.
- You shall apprise SPICE of any inaccessibility or break down of Authentication Device within
24 hours of such incident.
- Any liability, including any liability to the Customers, arising out of inaccessibility of
the Authentication Device due to any reason attributable to You shall be borne by You as
determined by SPICE at its sole discretion.
"Authentication Device" here shall mean and
include the electronic
data capture terminal/s,
imprinter/s, credit authorization terminal/s, MicroATM's, or any other machine/s or device/s
provided to You by any technology service provider (TSP) or by Bank; such expression shall
include any replacement, modification, enhancements and/or additions to the Authentication
Device (including the software thereto used), as may be provided by TSP/ Bank for the provision
of Services, and shall, as the subject or context may permit or require, mean any or each of
such Authentication Device.
4. CODE OF CONDUCT
(a) CUSTOMER SERVICE
- The Customer communication information including but not limited to, Services' information,
fees, charges and transaction limits, terms and conditions needs to be displayed at the CSP
Location in such a way that it is prominently visible to the approaching Customers.
- Customers need to be attentively attended and all their doubts and queries should be
clarified with the best effort by You.
- Any dispute or transaction errors at the counter shall be resolved or raised to SPICE
before the Customer leaving the counter.
- You shall prominently display at CSP Location, the details of the Customer grievance
policy, Customer complaint redressal mechanism including the contact details and phone
number for complaint redressal, for the benefits of the Customers.
- You shall display proper signage of SPICE and the customer care contact details including
details of nodal officials for grievance redressal (telephone numbers, email address, postal
address, etc.), as provided by SPICE.
(b) WORKPLACE RESPONSIBILITIES - DO'S AND DON'TS
- Personal dignity, privacy, and personal rights of every individual should be maintained.
- Work together with women and men of various nationalities, cultures, religions, and races
in a professional manner.
- Maintaining honesty and transparency at every stage of carrying out the Services.
- Do not discriminate, harass or offend anybody by whatever means.
- Do not engage in contacts with competitors that could create even an appearance of improper
arrangement, whether the contact is in person, in writing, by telephone or through e-mail.
(c) CONFLICT OF INTEREST AND OUTSIDE ACTIVITIES
Conflicts of Interest - General principle
- Conflicts of interest can occur if business practices sacrifice interests of one set of
Customers in favour of another or place business interests ahead of Customers.
- Business Associate shall be sensitive and responsible to any activities, interests or
relationships that might interfere with or even appear to interfere with, his/her ability to
act in the best interests of all stakeholders.
(d) PRIVACY - DO'S AND DON'TS
- Properly control access to your work areas and computers.
- Protect the physical security of official information.
- Limit access to information strictly to those with a legitimate business reason for seeking
- Do not discuss sensitive matters or confidential information in public places.
- Do not transfer official information into personal databases or carry hard copies of
official information, otherwise than for official purposes outside the office.
- Do not disclose the username and password of the Terminal to any one.
- Do not share sensitive financial details, like password, etc through email
- Do not use un authenticated flash or pen drive, or software on your computer through you
transact on Spice money portal/any of its business
- Do not open emails from unidentified sources and delete them
(e) KNOW YOUR CUSTOMER (KYC)/ ANTI MONEY LAUNDERING
Business Associate shall always and strictly follow the KYC policy of SPICE, made
specifically for the purpose of providing the Services. Business Associate shall keep in
proper condition and safe custody all the documentations with regard to Customers as per KYC
policy and will provide the same to SPICE promptly from time to time or as directed by
- Business Associate acknowledges that Money Laundering legislations criminalize money
laundering in respect of all crimes including drug trafficking, terrorism, theft, tax
evasion, fraud, handling of stolen goods, counterfeiting and blackmail. It is also an
offence to undertake and/or facilitate transactions with individuals and entities involved
in criminal activities.
- Business Associate is aware of the Anti Money Laundering Policy as adopted by SPICE.
- Business Associate has to escalate all suspicious activities/transactions in respect of
money laundering regardless of the amount involved or the nature of the offence as per the
applicable procedures. Failure to report suspicious transactions despite having knowledge is
- Business Associate shall not provide assistance to any person to launder proceeds of any
criminal conduct. Prejudice an investigation by informing (i.e., tipping off) the person who
is the subject of a suspicious transaction.
(f) Important Phishing Notice
- Always check for the correct url address For Spice Money Agents - https://b2b.spicemoney.com
- Do not enter login or other sensitive information to any other website except listed the
- Please always change/reset your password/PINs periodically (suggested in every 3 months)
- Do not share your ID and password with anyone.
- Phishing is a fraudulent attempt, usually made through social media sites like Facebook,
email, phone calls, including IVR, SMS etc seeking your personal and confidential
information, they may claim to be in position of authority
- Phishing can also happen through shared system or virus infected system, hence ensure you
are logging on a system which is free from any virus or malware
- Trash or forensic recovery- Fraudsters can collect information from discarded materials
such as old computer equipment's like hard drive, pen drive, DVD, CD etc)
- Baiting - Such instances happen when we download movies, songs, or plug in any unverified
- Give and Take - Fraudster will commit to give some benefit or gift in exchange of a
specific information from the target
- SPICE never sends you Facebook message, email/SMS or calls you over phone to get your
personal information, password.
Any such post or emails is an attempt to fraudulently withdraw money from your Spice money
wallet account from your Login Portals.
Never respond to such Facebook post/web address/email/SMS or phone call. Please report
immediately to email@example.com
- Whenever you want to reset your Login Password, you can use the link given on the portal or
please call at +91 120 3986786, +91 120 5077786
- Some Websites may have created similar design and template as ours, please check the URL
address https://b2b.spicemoney.com before you put
your username and password.
- In case you note a phishing activity, please report to firstname.lastname@example.org
- You shall provide full support and cooperation to SPICE, and furnish all the information,
papers and documentation promptly in connection with any enquiry, investigation or audit
done by SPICE or any external agency or regulatory or governmental authority in connection
with provisioning of the Services and You specifically consent and authorize SPICE to share Your said information, details, credentials and documents to any regulatory/government authority as per requirement of such authority.
- You shall ensure that the Customers visiting the CSP Location for the purpose of the
availing the Services are intimated and educated about the full details of the Services, the
terms and conditions governing the Services, Customer grievance redressal mechanism,
forfeiture policy and/or any other details as required by Applicable Law and/or SPICE from
time to time.
- You shall always ensure to intimate the Customers that the Services are being provided
under the brand "Spice Money" which is owned and powered by SPICE.
- You agree that all the terms and conditions mentioned herein are all material to these
Terms and Your engagement with SPICE as its CSP and agree to comply therewith.
- The obligations herein shall apply jointly and severally to You and Your assigns.
- The provisions of these Terms shall, as far as permitted by Applicable Law, shall be
binding upon the parties, executors, trustees, curators, legatees, heirs and other
successors in title.
- You shall not cede or assign any of Your rights or obligations under the Terms without the
prior written consent of SPICE.
- You hereby agree to abide by all the terms, conditions and obligations as mentioned
anywhere else on the Terminal, which shall be considered as incorporated herein by way of
reference and that they shall be binding on you without any contest or demur.
- You hereby acknowledge and agree that the Terms may be amended by SPICE in its sole
discretion, and such amendment shall be binding upon you from the date of publishing of the
same on the Terminal. You shall not be entitled to challenge the discretion of SPICE at any
point in time in any forum.
- SPICE may or may not inform You about changes in these Terms. You hereby agree that You
shall check the Terms regularly to keep yourself updated on the said changes.
5. SYSTEM REQUIREMENTS
- In order to access the Terminal and provide the Services, You are required to have an
internet compatible and internet enabled desktop/laptop/mobile device.
- It is Your responsibility to ensure Your mobile device/desktop/laptop meets all the
necessary technical specifications to enable You to access the Terminal and provide the
- It is Your responsibility to ensure that the operating system, antivirus software any other
software is licensed and original.
6. CHARGES AND PAYMENTS
Unless otherwise agreed in writing, You agree to give Non-refundable charge to SPICE, as
intimated by SPICE for the purpose of provisioning of Services through the Terminal. This
charge will not be refundable in any circumstance and is a charge towards Services set-up
and maintenance costs of SPICE.
- SPICE may levy integration fee/ charges for integrating its systems with Your systems for
enabling the provisioning of the Services. SPICE may also charge fees from You like software
or Terminal up-gradation fee or any other fee to recover the cost of
up-gradation/installation of software/Terminal/any other equipment at Your end for the
provisioning of the Services.
- The charges and payments for the provisioning of the Services by You, as a CSP of SPICE
shall be as per details as prevailing on the date of Transactions as communicated via email
or SMS or any other mode from time to time and in absence thereof, as specified on the
Terminal and the same will be subject to TDS and other taxes as per the laws applicable.
7. TERMINATION, EFFECTS OF TERMINATION AND LIQUIDATED DAMAGES, FINES AND PENALTIES
SPICE shall have the right, at its sole and absolute discretion, to terminate your
engagement as a CSP of SPICE, without any liability by SPICE to You upon giving 15 days
prior written notice to You, without assigning any reason thereof; Similarly, You shall
have the right to terminate your engagement as a CSP of SPICE, upon giving 30 days prior
written notice to SPICE.
- SPICE shall have the right to terminate your engagement as a CSP of SPICE without any
liability by SPICE to You immediately, upon written notice by SPICE, if there is (i) any
material adverse change in the business environment or (ii) any change in Applicable Law
or (iii) any requirement or directive of the Service Provider, which prevents the
continuing of the arrangement under these Terms or if the license/permission/approval of
SPICE, given by any statutory/ regulatory authority/Bank/Service Provider is revoked or
terminated for any reason.
- SPICE shall have the right to terminate your engagement as a CSP of SPICE without any
liability by SPICE to You immediately, upon written notice by SPICE, if the You cease or
threaten to cease to carry on all or a substantial part of Your business, or become
insolvent, or make an assignment for the benefit of Your creditors, or a receiver is
appointed for Your business, or an order is made for the winding up or liquidation of
Your business (other than for the purposes of amalgamation or reconstruction).
- SPICE shall have the right, at its sole and absolute discretion, either, to temporarily
deny, limit, suspend Your log-in and access to the Terminal to provide the Services,
and/or take any other action as it may deem fit, including levying liquidated damages
(as specified below) and/ or pursuing any remedies that may be available under any
Applicable Law or, terminate your engagement as a CSP of SPICE immediately and in all
such cases, without any liability by SPICE to You, and without any notice to You, on
occurrence of the following events of default ("Events of Default"):
- You are found to be engaged in any material violations, breach, defaults and
- You are found to be involved in gross negligence or serious misdemeanor or any
undesirable activity or any criminal offence including but not limited to cyber crime,
fraudulent activity, forgery, misappropriation of funds, breach of trust.
- You are found to be overcharging from the Customers for the Services and/or collected
any fees/charges other than specified by SPICE.
- There are frequent Customer complaints against You and/or You are found to be
misbehaving with any Customer.
- Customer complaints/disputes against You continue even after repeated warnings are
issued by SPICE.
- In the opinion of SPICE, any breach of these Terms is not curable or Your continuation
of the provisioning of the Services is not desirable or its continuance therein poses a
grave systemic risk.
- You do not continue to conform to the qualification/ eligibility criteria for Your
appointment/ engagement, as set by SPICE or any statutory or regulatory authority.
- You fail to adhere to Applicable Laws and other statutory requirements.
- You have abused Your rights to provide the Services.
- You have performed any act which is or likely to be harmful or defamatory to SPICE, its
customers, suppliers or any other third party.
- You made use of the Services to perform an illegal act, or for the purpose of enabling,
facilitating, assisting or inducing the performance of such an act.
- You made any confidential and/or proprietary information pertaining to SPICE and/or the
Services public without the prior written consent of SPICE.
- Your continuation as CSP is not desirable or Your continuance as a CSP poses risk to
SPICE, as decided by SPICE in its sole discretion.
b) EFFECTS OF TERMINATION
- The termination of Your engagement as a CSP with SPICE, for any cause or without
any cause whatsoever, shall have following effects and consequences:
- You shall cease to represent SPICE in any of Your dealings with any third
- All rights granted to You or SPICE under these Terms shall terminate. Your
log-in and access to the Terminal shall get terminated and You shall not be
able to access and log-in to the Terminal and You shall not be entitled to
provide the Services.
- You shall return to SPICE promptly, in good condition all assets,
inventories, services/ material, all instructions books and manuals,
technical catalogues and other material, documents and papers etc whatsoever
provided to You by SPICE
- You shall not be entitled to claim any amount of loss or compensation for
termination of the said engagement.
- Termination of Your engagement with SPICE for any reason shall not affect
any rights and / or obligations of SPICE or You, which (i) accrued before
the date of such termination; or (ii) expressed or intended to continue in
force after and despite such expiry or termination.
- You agree that notwithstanding the termination of Your engagement, SPICE will
continue to be entitled to use the information supplied by You or collected from You
during Your use of the Terminal and provision of the Services by You.
c) LIQUIDATED DAMAGES, FINES AND PENALTIES
- On occurrence of any Event of Default, SPICE shall have the right, without
prejudice to any of its right, as specified above, to impose liquidated damages
which shall be not less than 10,00,000/- ( Rupees Ten Lacs only) per instance and
You agree to pay the same on demand without any demur or contest.
- Notwithstanding anything to the contrary in these Terms, You shall be liable to
pay/indemnify SPICE for any fine or penalty imposed by any
statutory/regulatory/governmental authority/RBI/court in connection with Your acts
of commission and omission while providing the Services. SPICE shall be entitled at
its sole discretion to setoff/adjust such fine/penalty from any payments due by
SPICE to You.
Explanation: For the purposes of this clause 7, You shall also include Your employees,
officers, agents, representatives, successors and assigns.
8. LIMITATION OF LIABILITY
SPICE, INCLUDING ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUB-CONTRACTORS,
VENDORS, SUPPLIERS, BUSINESS ASSOCIATES, PARENT COMPANIES, SISTER COMPANIES,
SUBSIDIARIES AND OTHER AFFILIATES WILL NOT BE LIABLE TO THE MAXIMUM EXTENT PERMITTED BY
THE APPLICABLE LAW, FOR ANY DIRECT, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGE, OR
ANY OTHER DAMAGE AND LOSS (INCLUDING LOSS OF PROFIT, LOSS OF DATA AND WORK STOPPAGE),
COSTS, EXPENSES AND PAYMENTS, REGARDLESS OF THE ALLEGED LIABILITY OR FORM OF ACTION,
WHETHER IN CONTRACT, TORT OR OTHERWISE, INCLUDING NEGLIGENCE, INTELLECTUAL PROPERTY
INFRINGEMENT, PRODUCT LIABILITY AND STRICT LIABILITY, THAT MAY RESULT FROM, OR IN
CONNECTION WITH THE USE OF TERMINAL OR THE INABILITY TO ACCESS THE TERMINAL AND
PROVISION OF THE SERVICES, OR FROM ANY FAILURE, ERROR, OR DOWNTIME IN THE FUNCTION OF
THE SERVICES, OR FROM ANY FAULT OR ERROR MADE BY SPICE'S STAFF, OR FROM YOUR RELIANCE ON
CONTENT DELIVERED THROUGH THE SERVICES, OR FROM THE NATURE OF CONTENT DELIVERED THROUGH
THE SERVICES, OR FROM ANY COMMUNICATION WITH SPICE OR FROM ANY DENIAL OR CANCELLATION OF
REQUEST FOR INFORMATION THROUGH THE SERVICES, OR FROM RETENTION, DELETION, DISCLOSURE OR
ANY OTHER USE OR LOSS OF CONTENT THROUGH THE SERVICES, REGARDLESS OF WHETHER SPICE HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, YOUR SOLE REMEDY WILL BE
LIMITED TO THE CORRECTIONS OF SUCH ERRORS, AS DEEMED FIT BY SPICE IN ITS SOLE
DISCRETION. WITHOUT PREJUDICE TO THE AFORESAID, IT IS HEREBY ACKNOWLEDGED BY YOU THAT
THE AGGREGATE LIABILITY OF SPICE, FOR ANY REASONS WHATSOEVER, WILL NOT EXCEED RS. 100/-
(RUPEES ONE HUNDRED ONLY) OR THE TOTAL COST PAID BY THE CUSTOMER UNDER THE TRANSACTION
IN DISPUTE, WHICHEVER IS LOWER.
9. DISCLAIMER OF WARRANTIES
- EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, SPICE EXPRESSLY DISCLAIMS ANY OTHER
WARRANTY WITH RESPECT TO THE USE OR PROVISIONING OF THE SERVICES OR ANY CONTENT OR
INFORMATION DELIVERED OR SENT THROUGH THE SERVICES TO YOU OR THE CUSTOMER. THE
SERVICES ARE PROVIDED WITHOUT ANY EXPRESS OR IMPLIED GUARANTEE OR ASSURANCE OF
QUALITY, RELIABILITY OF THE CONTENT DELIVERED THROUGH THE SERVICES. SPICE DISCLAIMS
ALL EXPRESS AND IMPLIED WARRANTIES WITH REGARD TO THE SERVICES. SPICE DOES NOT
WARRANT OR GUARANTEE THAT THE USE OF THE SERVICES WILL NOT CAUSE ANY DAMAGES TO YOUR
DEVICE OR SYSTEM OR TO ANY OTHER SERVICES PROVIDED TO YOUR DEVICE OR APPLICATIONS
AND CONTENT THAT RESIDE ON YOUR DEVICE. YOU AGREE AND ACKNOWLEDGE THAT THE USE OF
THE TERMINAL, AND PROVIDING THE SERVICES IS ENTIRELY, OR AT THE MAXIMUM PERMITTED BY
THE APPLICABLE LAW, AT YOUR OWN RISK.
- SPICE DOES NOT WARRANT OR GUARANTEE THAT THE SERVICES WILL OPERATE IN AN
UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE MANNER, OR THAT THE SERVICES WILL
ALWAYS BE AVAILABLE OR FREE FROM ERRORS OR THAT THE SERVICES WILL BE IMMUNE FROM
- SPICE DOES NOT WARRANT, GUARANTEE OR MAKE ANY REPRESENTATIONS THAT YOU WILL FIND
THE SERVICES SUITABLE FOR YOUR NEEDS. SPICE DOES NOT WARRANT OR GUARANTEE THAT THE
SERVICES YOU RECEIVE WILL BE FREE FROM TECHNICAL INACCURACIES OR THAT THE CONTENT
WILL BE LEGAL, NON INFRINGING OR WILL NOT VIOLATE ANY RIGHTS OR APPLICABLE LAWS OR
THAT THE CONTENT WILL NOT CONTAIN ANY OBJECTIONABLE MATERIALS.
- YOU AGREE AND ACKNOWLEDGE THAT THE ROLE OF SPICE IS LIMITED TO PROVIDING SERVICES
AND THAT SPICE DOES NOT IN ANY MANNER WARRANTY, GUARANTEE OR MAKE ANY
REPRESENTATIONS IN RESPECT OF THE ACCURACY AND/OR VERACITY OF THE INFORMATION
PROVIDED IN RESPECT OF SERVICES.
- THE SERVICES AND THE CONTENT THEREUNDER ARE NOT INTENDED TO CONSTITUTE OR FORM THE
BASIS OF ANY ADVICE (PROFESSIONAL OR OTHERWISE) OR TO BE USED IN, OR IN RELATION TO,
ANY DECISION OR TRANSACTION. WE DO NOT ACCEPT ANY LIABILITY (REGARLESS OF HOW IT
MIGHT ARISE) FOR ANY CLAIM OR LOSS ARISING FROM: " ANY ADVICE GIVEN; " ANY DECISION
MADE; OR " ANY TRANSATION MADE OR EFFECTED. IN RELIANCE ON, OR ON THE BASIS OF THE
SERVICES AND THE CONTENT THEREUNDER NOR ANY SUCH LIABILITY ARISING FROM ANY OTHER
USE OF, OR RELIANCE ON, THE SERVICES AND THE CONTENT THEREUNDER.
- SPICE CANNOT AND DOES NOT GUARANTEE THAT THE SERVICES AND ANY CONTENT THEREUNDER
WILL BE FREE FROM VIRUSES AND/OR OTHER CODE THAT MAY HAVE CONTAMINATING OR
DESTRUCTIVE ELEMENTS. IT IS YOUR RESPONSIBILITY TO IMPLEMENT APPROPRIATE SECURITY
SAFEGUARDS (INCLUDING ANTI-VIRUS AND OTHER SECURITY CHECKS) TO SATISY YOUR
PARTICULAR REQUIREMENTS AS TO THE SAFETY AND RELIABILITY OF THE CONTENT.
INFORMATION SUPPLIED BY YOU DURING THE COURSE OF ACCESSING THE TERMINAL AND
PROVIDING THE SERVICES.
- YOU UNDERSTAND AND AGREE THAT THE SERVICES, TERMINAL, ALONG WITH ANY HARDWARE,
INVENTORY, TECHNICAL DOCUMENTATION/DATA, INFORMATION, LICENSES, EQUIPMENT, SOFTWARE,
ETC, OF SPICE AS REQUIRED FOR PROVISIONING OF SERVICES UNDER THESE TERMS, ARE
PROVIDED ON "AS IS" BASIS. SPICE MAKES NO WARRANTY OR REPRESENTATION THAT THE
SERVICES, TERMINAL, ALONG WITH ANY HARDWARE, INVENTORY, TECHNICAL
DOCUMENTATION/DATA, INFORMATION, LICENSES, EQUIPMENT, SOFTWARE, ETC AS REQUIRED/
PROVIDED FOR THE PURPOSE OF THESE TERMS WILL MEET ANY REQUIREMENTS OF CUSTOMER (AS
DEFINED) OR ANY THIRD PARTY. YOU FURTHER UNDERSTAND AND ACKNOWLEDGE THAT THE
AVAILABILITY AND QUALITY OF THE SERVICES AND TERMINAL MAY BE AFFECTED DUE TO NETWORK
CONNECTIVITY, INTERNET RELATED ISSUES, SERVER BREAKDOWN, SCHEDULED DOWNTIMES, ANY
OTHER TECHNICAL ISSUES AND/OR UNAVAILABILITY OF THE SERVICES OR PART THEREOF AT THE
END OF THE RELEVANT REGULATORY/ GOVERNMENTAL AUTHORITY/ SERVICE PROVIDER/SYSTEM
PROVIDER/BANKS. SPICE SHALL NOT BE RESPONSIBLE FOR ANY DAMAGE TO YOU RESULTING FROM
AND PURSUANT TO THESE TERMS.
You agree to indemnify and hold SPICE, its licensors, business partners, contractors,
sub-contractors, vendors, suppliers, merchants, parent companies, sister companies,
subsidiaries and other affiliates of SPICE and their respective officers, directors,
shareholders and employees, indemnified and harmless from any claim, liabilities,
damages, costs, losses, demands, expenses, chargebacks, charges and penalties, including
reasonable attorneys' fees, made by any third party in connection with or arising out
of, provisioning of the Services, or any act of commission or omission by You amounting
to non- adhering to these Terms or any breach of Applicable Laws or any fraudulent,
illegal, unlawful or undesirable practices or negligence or mischief on Your part or any
infringement of intellectual property rights of any third party or any unauthorised use
of the Services/ devices supplied by SPICE, by You or occurrence of any Event of Default
(refer clause 7).
You undertake that You shall treat as confidential all Confidential Information of SPICE
and shall not disclose
For avoidance of doubt, "Confidential Information" shall be deemed to include (without
limitation) (a) the following types of information and other information of a similar
nature, whether or not set forth in writing: discoveries, ideas, concepts, papers,
software in various stages of development, designs, drawings, specifications,
techniques, models, prototypes, data, source code, object code, documentation, manuals,
diagrams, flow charts, schematics, research, process, procedures, functions, "know how",
marketing techniques and materials, marketing and development plans, Customer names and
other information related to Customers including their KYC and details of Transactions
undertaken for the Customers, price lists, pricing policies and financial information;
and (b) any information disclosed to SPICE by any third party under obligations of
confidentiality to SPICE.
12. AMENDMENTS TO THE TERMS
any and all documents and policies incorporated thereto without any prior notice to You.
You agree to be bound by any of the changes made in therein. Continuing to access the
Terminal and to provide the Services will indicate Your acceptance of the amended Terms.
If You do not agree with any of the amended Terms, then You must avoid any further use
of the Terminal and provision of the Services. SPICE advises You to periodically read
these Terms, as it may change from time to time.
13. ENTIRE AGREEMENT
following sentence) constitute the entire agreement between You and SPICE and govern
Your access of the Terminal and providing the Services. In case there is any other
agreement that has been executed between SPICE and such CSPs for the purpose of
providing the Services, the provisions of such agreement shall be read and applicable in
addition to these Terms. However, in case of any inconsistency in the provisions of
these Terms and such agreement, the provisions of these Terms shall prevail to the
extent of such inconsistency
14. GOVERNING LAW AND JURISDICTION
- a) These Terms shall be governed by the laws of India. You and SPICE agree to submit
to the personal and exclusive jurisdiction of the courts of New Delhi. In case of
any dispute or other matter arising in reference to the Terms and/or the Services,
such dispute or other matter shall be referred to a sole arbitrator appointed by
SPICE and shall be governed by the Arbitration and Conciliation Act, 1996, amended
from time to time. The venue for arbitration shall be Noida, and shall be conducted
in English language. All the costs, charges and expenses in connection to the
arbitration shall be solely borne by the user who raised the dispute.
- b) Subject to the provisions of clause 12.1 above, the courts having jurisdiction
under the provisions of the Arbitration and Conciliation Act, 1996, to determine all
the matters which the court is entitled to determine under the Act, including,
without limitation, provision of interim reliefs under the provisions of section 9
of the Arbitration and Conciliation Act, 1996, shall exclusively be the courts at
New Delhi, India.
15. WAIVER AND SEVERABILITY OF TERMS
Failure delay or neglect by SPICE to enforce at any time any of the provisions hereof
shall not be construed nor be deemed to be a waiver of the SPICE's rights hereunder nor
in any way affect the validity of the whole or any part of these Terms nor prejudice
SPICE's rights to take subsequent action. No remedy conferred by any of the provisions
of these Terms is intended to be exclusive of any other remedy which is otherwise
available at law, in equity, by statute or otherwise, and each and every other remedy
shall be cumulative and shall be in addition to every other remedy given hereunder or
now or hereafter existing at law, in equity, by statute or otherwise. The election of
any one or more of such remedies by SPICE shall not constitute a waiver by SPICE of the
right to pursue any other available remedies. If any provision (or part thereof) of
these Terms is held to be a violation of any Applicable Law, the same shall be deemed to
be deleted from these Terms to the extent of such violation. The remainder of these
Terms shall remain in full force and effect as if such provision (or part thereof) had
not originally been contained in these Terms. Notwithstanding the foregoing, the SPICE
shall provide for an acceptable alternative provision in place of the provision so
deleted, in its sole discretion which shall be binding on You without any contest or
You agree and confirm that the indemnities, confidentiality obligations, limitation of
liability, disclaimer of warranties, dispute resolution mechanism, shall survive the
efflux of time.
You shall not assign or transfer any of its rights, benefit, or interest in these Terms
without SPICE's prior written approval. However, SPICE may assign these Terms to its
affiliates/ Bank without Your consent. The Bank, upon such assignment, may, at its sole
direction, terminate this Agreement and cease to make payments to You, if any.
18. GRIEVANCE REDRESSAL AND GRIEVANCE OFFICER
In accordance with Information Technology Act, 2000 and rules made there under, the name
and contact details of the Grievance Officer are as under:
Name: Shivani Arora
Email Address: email@example.com ; (with
a copy to firstname.lastname@example.org)
Contact telephone number: +91 120 3986786, +91 120 5077786
Timing: 10:00 AM to 5:00PM from Monday to Friday except public holiday
In case You have any complaints or grievance, You may either contact or write to the
Grievance Officer on the contact details, as above with a copy to email@example.com.
You agree that you will inform the Customers, the provisions of the Customer Grievance
Policy (at https://www.spicemoney.com/customerGrievance ) or as
communicated by SPICE from time to time.
19. COMMUNICATION WITH SPICE
You shall communicate by sending a written communication through registered post or
courier at Global Knowledge Park, 19A & 19B, Sector 125, Noida- 201301