JioPrime Partner Terms
and Conditions
Please read the terms & conditions mentioned hereunder
carefully before availing or registering for any of the RPSL
Services. By signing the Merchant Acquisition Form and/or by
digitally accepting these Terms and/or through any other
method as may be introduced by RPSL on the Platform for
accepting these terms & conditions and/or by
using/availing the Services and/or by downloading/accessing
the Platform you (“Jio Prime Partner” or
“Merchant”)
agree to these terms and conditions and shall be bound by
the same. Your acceptance of these terms and conditions
shall be unconditional and without any limitation or
qualification.
The Services shall be made available to
the Jio Prime Partner at the sole
discretion of RPSL. The Jio Prime Partner
unconditionally confirms that the Jio
Prime Partner shall comply with and be
bound by the Terms as in force form time
to time. No act, delay or omission by
RPSL shall affect its rights, powers and
remedies under the Terms.
RPSL and Jio Prime Partner are individually referred to as a "Party"
and
collectively
as
the "Parties".
NOW, THEREFORE THIS DEED WITNESSETH AS UNDER
- DEFINITION OF TERMS AND
INTERPRETATION
-
- 1.1 In
the Agreement, (i) capitalised terms defined by
inclusion in quotations and/ or parenthesis have
the meanings so ascribed; and (ii) the following
terms shall have the meanings assigned to them
herein below:
-
(a)
“Agreement”
shall mean these terms and conditions;
-
(b)
“Consumer”
shall mean the consumer who shall make
payments to the Jio Prime Partner by using
Platform or make payments using the Services;
-
(c)
“Guidelines”
shall mean the applicable laws, guidelines,
regulations, notifications and instructions
issued by Reserve Bank of India
(“RBI”) and also all relevant
regulators and/or bodies/payment networks in
relation to the operation of the Platform
and Services;
-
(d)
“Platform”
shall include but not limited to the mobile
app/wallet/website/tablet/desktop/POS or any
other digital mode and/or operating system
as provided/made available by RPSL, on which
the Jio Prime Partner may avail the Services;
-
(e)
“JioPrime Partner Website”
” shall mean and include
https://merchant.jiomoney.com
, mobile application/website of RPSL, any
successor website/ applications, any website
of RPSL’s
affiliates/group/holding/subsidiary
companies or any other channel facilitated &
permitted by RPSL;
-
(f)
“Jio Prime Partner
Account”
shall be the account maintained by RPSL at
its end to enable RPSL to accept and/or
settle payments received from the Consumer;
-
(g)
“Jio Prime Partner
Application Form”/ “MAF””
shall mean the form to be completed by the
Jio Prime Partner and submitted along with
necessary supporting documents, either
online on JioPrime Partner Website or
physically at designated and authorized
agents of RPSL;
-
(h)
“Jio Prime Partner
Locations”
shall mean all locations where the Services
are provided by RPSL and/or where Platform
is recognised as a payment method for the
sale of goods/services by the Jio Prime
Partner and includes without limitation: (i)
Jio Prime Partner’s website, (ii)
retail outlets/ physical stores of Jio Prime
Partner (through POS or otherwise); (iii)
Jio Prime Partner’s mobile
application; and (iv) servers/ backend
servers/ websites of a Jio Prime Partner
used for authentication of Transactions
undertaken through Platform or any payment
instruments processed by RPSL for payment to
such Jio Prime Partner;
-
(i)
“Services”
shall mean a) payment services introduced by
RPSL, payment services provided by various
Payment Service Providers/acquirers through
RPSL or any other services made available
and approved by RPSL for the Jio Prime
Partner which is including but not limited
to card payment services, Sodexo Meal Card
etc. b) RPSL will send the commercial and/or
promotional messages in relation to the
Platform or Services or any other
product/services of the RPSL or Payments
Bank and/or any Payment Service
Providers/third parties to the mobile number
registered by the Jio Prime Partner with the
RPSL for availing the Services under this
Agreement c) . RPSL may provide at its
discretion such logo and other such
trademarks and marketing material to the Jio
Prime Partner for displaying it at the Jio
Prime Partner Location and the Jio Prime
Partner shall display the same at all times;
-
(j)
“Payment Service
Provider”
shall mean and include any payment gateways,
bank, payment intermediary, payment service
provider, food card service provider etc.
who has an arrangement with RPSL for making
available payment services to the Jio Prime
Partner through Platform and/or JioPrime
Partner Website;
-
(k)
“Point of Sale device”
or
“POS”
means a secure device with an alphanumeric
keyboard and through which the Consumer can
enter their PIN/ swipe / use pre-paid
instrument cards and make payments;
-
(l)
“Settlement Account”
shall mean the settlement account of the Jio
Prime Partner identified in the MAF to which
the proceeds of the Transactions processed
on behalf of the Jio Prime Partner are to be
credited as per the records of the Jio Prime
Partner Accounts. RPSL may change the
settlement account of the Jio Prime Partner
in its records on the request of the Jio
Prime Partner;
-
(m)
“Transactions”
shall mean any transaction initiated or
performed between a Jio Prime Partner and a
Consumer utilising the Platform and/or
Services; and
-
(n)
“Payment Bank”
or
“Bank”
or
“JPB”
shall mean Jio Payments Bank Ltd.
-
1.2
INTERPRETATION
The MAF, Schedules, Annexures and any
amendments, modification, additions thereto
shall form part of this Agreement and shall have
the same force and effect. In the event of a
conflict between this Agreement and any other
RPSL agreement or policy, this Agreement shall
prevail. The payment network rules shall prevail
in case of card payment services.
- SCOPE OF THE AGREEMENT
-
RPSL has agreed to provide and the Jio Prime
Partner has agreed to avail the Services on
nonexclusive basis on the terms and conditions
of this Agreement.
- JIO PRIME PARTNER ACCOUNT
REGISTRATION AND OTHER
OBLIGATIONS OF JIO PRIME PARTNER
-
- 3.1 On
receipt of MAF, KYC documents, and other
documents as requested by RPSL and on approval
of Services by RPSL for the Jio Prime Partner,
RPSL shall activate the Jio Prime Partner
Account for the Jio Prime Partner and the same
shall be intimated to the Jio Prime Partner.
- 3.2 Jio Prime
Partner shall ensure that it shall comply with
all orders of the Consumer for goods and /or
services of the Jio Prime Partner, for which the
Consumer has used Platform or Services for
payment to the Jio Prime Partner and deliver the
goods and services as per industry standards.
- 3.3 In the
performance of Services, RPSL shall assume that:
the request for the Transaction (a) that
originates from the Jio Prime Partner has been
duly authorised by Jio Prime Partner; (b)that
originate from the Consumer has been duly
authorised by the Consumer.
- RPSL shall not be liable for any losses or
damages caused to any person whatsoever as a
result of any such request being unauthorised,
inaccurate or fraudulent.
- 3.4
Jio Prime Partner agrees that RPSL may use its
logos, service marks and its trade marks on a
non-exclusive, royalty free, license for
displaying it on any of the marketing material
of RPSL in the list of Jio Prime Partners or as
a Jio Prime Partner of RPSL and the Parties may
use the trade marks, or service marks or logos
of the other Party jointly after mutual
agreement on any joint marketing material
approved by the Parties. The Jio Prime Partner
shall not use any logos, name, trademarks,
service marks or any intellectual property of
RPSL without prior written permission from RPSL.
- 3.5 The
Parties shall ensure that at its end there is no
breach of security and that the integrity of the
link between JioPrime Partner Website and
website/ POS/ payment terminals of Jio Prime
Partner and the relevant payment mechanism is
maintained at all time.
- 3.6 Jio Prime
Partner shall use the merchant encryption key
provided by RPSL for integration and acknowledge
the receipt and confidentiality of the said
merchant encryption key, if applicable.
- 3.7
Jio Prime Partner shall ensure that it has all
necessary infrastructure and facilities at Jio
Prime Partner Location to service the Consumer.
- 3.8 Jio Prime
Partner shall not request the Consumer for
sharing any confidential Consumer details to be
used in Transaction by the Consumer which is
including but not limited to passwords, account
number and PIN in relation to Platform and
Services, shall not save and/or store any such
confidential Consumer details and, except as
required for the purposes of statutory
compliances, shall not share such confidential
information with third parties.
- 3.9 RPSL has or may
enter into agreements with third parties like
banks, GST application service providers, etc.,
which may have direct bearing on the Services to
the Jio Prime Partner and/or be incidental
and/or ancillary thereto. There may be terms in
such agreements which may be applicable to the
Jio Prime Partner. RPSL shall intimate said
terms to the Jio Prime Partner from time to time
vide email or through publication on the website.
- 3.10 The Jio Prime
Partner agrees that it shall use the Services
for the business disclosed by it under this
Agreement. It shall not use the Services for any
other business operated in the same Jio Prime
Partner Premises. The Jio Prime Partner shall
approach RPSL to enter in to separate Jio Prime
Partner agreement for the same.
- 3.11 The Jio
Prime Partner agrees that if the Jio Prime
Partner wish to avail the Debit Card/Credit Card
acceptance services the acquirer for the
Services shall be ICICI Bank through ICICI
Merchant Services having its address at
Edelweiss House, 7th Floor, South Wing, Off CST
Road, Vidhyanagari Marg, Santacruz (East),
Mumbai - 400 098. The Jio Prime Partner shall be
bound by the terms and conditions of acquirer.
The Jio Prime Partner agrees that any changes to
the Acquirer shall be made by publishing the
name of the new acquirer on the Platform with
such additional terms and conditions as may be
introduced by such new acquirer.
- 3.12 The Jio
Prime Partner agrees that it shall provide RPSL
with the address of each of its offices/ Jio
Prime Partner location/shops/outlets where the
Services under this Agreement are availed by the
Jio Prime Partner and the complete description
of the goods and services sold by it on ongoing
basis as and when requested by RPSL.
- 3.13 Jio Prime Partner
agree and confirm that all the documents
provided by the Jio Prime Partner to RPSL are
true copy of its original documents and all
information and details provided are true,
accurate and complete and it shall indemnify and
keep RPSL indemnified from any loss, dispute,
cost, compensation, litigation etc arising out
of and related to the same. Jio Prime Partner
shall submit the original documents for
verification as and when demanded by RPSL.
- 3.14 The Jio Prime
Partner agrees and accepts that all payment
network and RPSL marks are the respective
property of their owners and that it shall not
contest such ownership under any circumstances.
Jio Prime Partner agrees that at any point of
time RPSL, the acquirer or a payment network may
prohibit the Jio Prime Partner from using any
payment network branding/marks.
- 3.15 Further Jio Prime
Partner shall ensure fair acceptance of all
payment network cards and RPSL for transactions
by customers in accordance with the requirements
of the respective payment network and RPSL
rules. Jio Prime Partner also accepts that a
payment network or RPSL may enforce any
provision of its respective rules in order to
ensure the integrity of its card program and the
Jio Prime Partner agrees to abide by any such
decision of the payment network or RPSL.
- 3.16 The Jio
Prime Partner explicitly and unconditionally
agrees and confirms that RPSL can share the Jio
Prime Partner’s personal information, data
and any other documents including KYC documents
submitted by the Jio Prime Partner with RPSL
with any of the RPSL’s group companies and
affiliates including the Payments Bank and these
documents may be used by such entities to meet
their KYC and other compliance requirements in
relation to any services provided/to be provided
to the Jio Prime Partner by the said entities
under separate agreements (including in
connection with opening of any bank account for
the Jio Prime Partner by the Payment Bank
Entity).
- 3.17 The Jio Prime
Partner hereby acknowledges and agrees that RPSL
can share the Jio Prime Partner's personal
information, data, and other information
including KYC documents and information with any
relevant acquirer and/or point of sale device
manufacturer/distributor and/or payment network
and/or the Payment Service Provider and/or GST
application service providers and/or any other
service providers whose services may be availed
by the Jio Prime Partner whether under this
Agreement or otherwise (“Other Service
Providers”). The Jio Prime Partner hereby
further acknowledges, agrees and consents to
RPSL for receiving and/or utilising any and all
such information as may be shared between the
Jio Prime Partner and RPSL/ Other Service
Providers, for the purposes of provision of
Services.
- 3.18 Jio Prime
Partner agrees that if the Jio Prime Partner has
signed more than one Jio Prime Partner agreement
with RPSL and has opened more than one Jio Prime
Partner accounts for its business, RPSL shall
have right to set-of amount from any of the Jio
Prime Partner account of any of the business of
the Jio Prime Partner for the recovery of the
amounts due from Jio Prime Partner from any of
its businesses. Jio Prime Partner agrees that
Jio Prime Partner shall have no objection on the
same and hereby authorize RPSL to set off amount
from the Jio Prime Partner accounts at the
discretion of RPSL any time.
- 3.19 Any information shared by
RPSL and any of RPSL affiliates/group
companies/holding/subsidiary companies with the
Jio Prime Partner under this Agreement shall be
confidential information of RPSL and its
respective affiliate/group/holding/subsidiary
companies (“Confidential
Information”)and shall be owned by them.
The Jio Prime Partner shall keep the
Confidential Information confidential and shall
not share the same with any third party. The Jio
Prime Partner shall return all Confidential
Information to RPSL on termination of this
Agreement or on demand of RPSL whichever is
earlier.
- 3.20 The JioPrime
Partner agrees that it shall be bound by the
RPSL Policy (s) published on JioPrime Partner
Website from time to time. The JioPrime Partner
shall go through such RPSL Policies and keep
itself updated with the RPSL Policies and any
amendments made thereto by visiting the JioPrime
Partner Website from time to time.
-
3.21 The JioPrime
Partner agrees that it has gone through the list
of prohibited business /activities set-out at
Annexure A of these terms and conditions and
agree, confirm and declare that the JioPrime
Partner is not involved in any such prohibited
business/ activities. The JioPrime Partner
agrees that RPSL may terminate this Agreement
any time without notice to the JioPrime Partner
if RPSL is of the view that the JioPrime Partner
is involved in any prohibited
business/activities.
- SODEXO MEAL CARD
-
4.1
RPSL may provide facility to its Consumer to add
Sodexo digitised Meal Card on the Platform
(“Meal Card”) and make purchases
using the Meal Card through the Platform. The
Jio Prime Partner shall use the facility to
accept the payment from Meal Card through
Platform subject to terms of this Agreement,
Applicable Laws and regulations.
- 4.2
The Jio Prime Partner agrees that RPSL Platform
is just online platform for accessing the Meal
Card and RPSL shall not be responsible and
liable for any transactions, fraudulent
transactions, settlement of transactions,
settlement of monies, disputes/issues in
relation to the Meal Card, transactions made by
the Consumer using the Meal Card,
disputes/issues in between Consumer and Jio
Prime Partner and/or Consumer and Sodexo and/or
Sodexo and Jio Prime Partner and/or Sodexo,
Consumer and Jio Prime Partner in relation to
Meal Card and all Meal card transactions through
Platform and the Jio Prime Partner agrees to
indemnify and keep RPSL indemnified from any
disputes, issues, liabilities, losses, cost,
compensation, litigation, costs, etc. arising
out of and related to the same.
- 4.3
The Jio Prime Partner agrees that it shall be
solely liable and responsible for a) delivery of
the goods to the Consumer b)
quality/quantity/defects in goods delivered c)
refund/chargeback/complaints/disputes in
relation to the goods d) any other issues in
relation to the goods.
-
4.4
The Jio Prime Partner agrees and confirms that
a) it has executed agreement with the Sodexo SVC
India Pvt Ltd (“Sodexo”) in relation
to the acceptance of Meal Card payment
(“Sodexo Agreement”) b) the Jio
Prime Partner shall be bound by the terms of the
Sodexo Agreement in relation to all the Meal
Card transaction even when accepting payment
from Meal Card on the Platform c) the Sodexo
Agreement is in force and effect and the Jio
Prime Partner shall ensure that the Sodexo
Agreement shall remain in force and effect
during the Term of this Agreement d) it shall be
sole responsible and liability of the Sodexo to
settle all the Meal Card transaction payments to
the Jio Prime Partner directly and RPSL shall
not be responsible for the same e) it shall be
sole liability and responsibility of the Jio
Prime Partner to deal with any
chargeback/refunds/fraudulent transactions and
refund the amounts to the consumer/Sodexo as per
the terms of the Sodexo Agreement and RPSL shall
not be responsible and liable for the same f)
The Jio Prime Partner shall comply with all
applicable laws and regulation in relation to
the Meal Card, payments received through Meal
Card and goods delivered to the consumer against
the payment received through the Meal Card g)
the Jio Prime Partner shall sell only meal
products as may be allowed by Sodexo and subject
to applicable law to the consumer. The Jio Prime
Partner agrees to indemnify and keep RPSL
indemnified from any disputes, liabilities,
losses, litigation, cost, compensation etc.
arising out of and related to breach of this
Clause
- BANK ACCOUNT CREDENTIALS
CONFIRMATION-
-
The Jio Prime Partner agrees and confirm that a)
the bank account/Settlement Account details
provided by Jio Prime Partner to RPSL shall be
correct and RPSL shall not be responsible for
verifying the same b) RPSL may make transaction
of Rs. 1/- (Rs. One only) or any other
denomination at the discretion of RPSL in the
Jio Prime Partner bank/Settlement Account as may
be communicated by the Jio Prime Partner to RPSL
before initiating any settlement in the said
Settlement Account/bank account to verify if the
credentials of the Jio Prime Partner are
matching with the said bank/Settlement Account
c) the Jio Prime Partner has authorised the its
bank with whom it holds Settlement Account to
share its Settlement Account details including
Jio Prime Partner name, account details etc. to
RPSL after receipt of the verification
transaction amount as mentioned in this clause
for verification of the Settlement Account.
Notwithstanding anything stated in this Clause,
the Jio Prime Partner shall be solely liable and
responsible in case of any liability, disputes,
litigations, losses, issues, costs,
compensation, damages, etc. arising out of and
related to verification of the bank/Settlement
Account and settlement of any amount made by
RPSL in the said bank/Settlement Account. The
Jio Prime Partner agrees that RPSL may use any
other method as well for verification of the Jio
Prime Partner bank/Settlement Account at its
discretion and the Jio Prime Partner shall
submit necessary information and documents as
may be requested by RPSL with RPSL.
- UPI RELATED TERMS
-
The Jio Prime Partner agrees to the following
terms and conditions for availing UPI related
services –
-
6.1 These terms
and conditions regulate the payments under the
Unified Payment Interface (“
UPI
”), a payment service platform (“
UPI Platform
”) developed by National Payments
Corporation of India (“
NPCI
”), an umbrella organisation and acting as
the settlement/clearing house/regulatory agency
for UPI services.
- 6.2
The Jio Prime Partner shall provide all
necessary and correct details including account
number, amount details for making the
transaction.
- 6.3
The Jio Prime Partner agrees and understands
that RPSL has an arrangement with the Payments
Bank for providing the UPI services.
- 6.4 RPSL
shall act upon instruction for transfer of funds
using the UPI system only upon receipt of the
complete information required for initiating
such transfer of funds for giving effect to the
instructions. The transaction shall be initiated
by the RPSL on the date of the instruction as
per the NPCI clearing timings. The transaction
may be rejected or cancelled in case the
instructions and or any information provided by
the Jio Prime Partner does not meet the security
procedures of the RPSL and/or the Jio Payments
Bank /NPCI/RBI/beneficiary bank. The Jio Prime
Partner also understand that the transaction may
also be cancelled/rejected due to any of the
reasons like the designated account of the
beneficiary not being maintained by the
beneficiary bank, an attachment order having
been passed in respect of the designated
beneficiary account by the competent
authority/court, in case of any of the details
pertaining to the beneficiary/beneficiary
account details recorded with the beneficiary
bank or branch not being part of the clearing
system or any other reasons beyond the control
of the RPSL and/or the Jio Payments Bank and/or
beneficiary bank.
- 6.5
RPSL shall be entitled to charge such fees,
charges and applicable taxes as it determines to
be adequate for the provision of the UPI and as
specified on the Platform or as communicated to
the Consumer time to time or as per the RPSL
Policy. The Jio Prime Partner acknowledges and
understand that the completion of the
transaction for the transfer of funds based on
the Jio Prime Partner's instructions shall
involve various counter parties. The Jio Prime
Partner confirms that the Bank/RPSL shall not be
held liable or responsible for any
delays/deficiencies in settlement of a
transaction due to system constraints, actions
of other parties or any other circumstances
beyond the control of the RPSL/Bank. Without
prejudice to the generality of the forgoing the
Jio Prime Partner agrees and accepts its
responsibility to compensate /reimburse the RPSL
and the Bank for any losses, claims, or actions
and to save , keep harmless and keep protected
the RPSL and the Bank against any improper
fraudulent instructions purporting to the
received from the Jio Prime Partner and /or for
furnishing incomplete information.
- 6.6
The Jio Prime Partner understand that the
provision of the UPI is subject to the
guidelines and regulations issued from the time
to time by the RBI/NPCI in this behalf. The
RBI/NPCI and /or any other agency /company
appointed by the RBI/NPCI in this regard shall
be an intermediary /service provider in the
process of the settlement of a transaction
initiated using any of the UPI and subject to
the availability of the sufficient funds in the
Account. UPI transactions shall be deemed to be
settled at the time when account of payer has
been debited and account of the beneficiary has
been credited in the central clearing system.
-
6.7
RPSL and/or Bank may in its discretion deny any
split payments.
- INSPECTION AND INSTALLATION
-
7.1 RPSL or
transaction governing authority or acquirer or
Payment Service Provider or any legal/regulatory
authority may carry out audit or inspection at
the Jio Prime Partner Location for the purpose
of this Agreement i.e. in case of any audit
directed by RBI or any such regulatory authority
or if there is any fraud or suspicious
transaction or similar transactions etc. In case
of such audit or inspection the Jio Prime
Partner shall provide necessary information,
documents, papers and access to its premises to
the authorised representative of RPSL and/or
transaction governing authority to
regulatory/legal authority, acquirer, Payment
Service Provider as the case may be for such
audit.
- 7.2 The Jio
Prime Partner hereby authorises RPSL to share
information /documents obtained from/about the
Jio Prime Partner including KYC information to,
(i) the credit rating organisation/verification
agencies at the discretion of RPSL to verify Jio
Prime Partner s’ credit rating/verify Jio
Prime Partner's credentials for the Jio Prime
Partner Account activation at the cost of RPSL
and/or, (ii) regulators, payment
networks/schemes as well as RPSL’s card
acquiring service providers. The Jio Prime
Partner agrees that it shall have no objection
if such verification agencies conduct
verification of the Jio Prime Partner and hereby
give express consent for the same.
- 7.3
Any decision taken by RPSL about the Jio Prime
Partner Account activation shall be considered
as final.
-
7.4 The Jio Prime
Partner shall be solely responsible for the
upkeep, service and proper functioning of its
POS Jio Prime Partner is solely liable and
responsible for any transaction on its POS,
theft or damage of the POS or any other device
used by the Jio Prime Partner for the
transaction under this Agreement & the Jio
Prime Partner agrees to indemnify and keep RPSL
indemnified from any loss, cost, compensation,
litigation, damages etc. arising out of and
related to the same
- TERM OF THE AGREEMENT
-
This Agreement is effective from the date of
execution by both the Parties and shall remain
valid until terminated in accordance with the
terms of this Agreement.
- RPSL’S ROLE AND
RESPONSIBILITES
-
9.1 Parties
hereby agree and acknowledge that the
responsibility of RPSL in relation to the
Platform and the Services shall be limited to
only such instances where the Consumer decides
to use the facility of Platform or Services at
the Jio Prime Partner Locations and RPSL’s
role shall be limited to facilitating the
payment mechanism between the Consumer and the
Jio Prime Partner.
- 9.2 The
right to accept or cancel a Transaction after
the same has been initiated by the Consumer
through the Services shall vest with the Jio
Prime Partner. However, in the event a
Transaction is cancelled, the Jio Prime Partner
shall be under an obligation to refund the
amount of such Transaction in accordance with
Clause 15 of this Agreement, to the
Consumer’s Platform, or such other
account/ method used by the Consumer under the
Services for payment as the case may be.
- 9.3
Notwithstanding anything to the contrary
contained in this Agreement, RPSL shall have a
right to restrict or prohibit a Transaction, at
its sole discretion, if such Transaction is in
breach or likely to breach of applicable laws.
-
9.4 RPSL
shall not be liable to the Jio Prime Partner on
account of any Consumer or the Jio Prime Partner
being unable to access the Services RPSL will
notify Jio Prime Partner in case of any
maintenance activity time to time.
- TECHNICAL & BUSINESS
REQUIREMENTS
-
RPSL shall time to time notify specific
technical and business procedures and policies
to be followed for optimal use of the Services.
- RESTRICTED USE
-
The Jio Prime Partner shall not act as a payment
intermediary, aggregator or service bureau or
otherwise resell the Services on behalf of any
third party including handling, processing or
transmitting funds for any third party. The Jio
Prime Partner also shall not use the Services to
process cash advances.
- UNAUTHORIZED OR ILLEGAL USE
-
12.1 The Parties hereby
agree that RPSL is under no obligation to
authorize or settle any Transaction that is in
violation of any agreement and applicable
regulations or exposes other Consumers,
RPSL’s process or incurs harm to RPSL.
- 12.2 If RPSL
reasonably suspects that Jio Prime Partner
Account/ Settlement Account has been used for an
unauthorized, illegal, or criminal purpose, RPSL
shall be free to share information about the Jio
Prime Partner, Jio Prime Partner Account,
Settlement Account and any of the Jio Prime
Partner’s Transactions with the relevant
regulators and legal authorities.
-
12.3 Jio Prime Partner
hereby agrees and grants express authorization
to RPSL to share information to the relevant
regulators/legal authorities under the
circumstances as specified in Clause 12.2 above.
It is further clarified, for the avoidance of
doubt that any sharing of information under
Clause 12.2 of the Agreement shall not be
considered as a breach of any confidentiality
obligation of RPSL under the Agreement.
- FEES
-
The Jio Prime Partner shall pay to RPSL the fees
as agreed hereunder or in MAF or by execution of
separate mutually agreed document in writing or
as set-out in the online Jio Prime Partner
Account of the Jio Prime Partner which is
accessible to the Jio Prime Partner after login
to the RPSL website or as published by RPSL on
Platform or JioPrime Partner Website. The
Parties agree that any changes in fees or other
charges shall be as communicated by RPSL time to
time to the Jio Prime Partner vide letter
correspondence or email or by publishing in the
Jio Prime Partner Account of the Jio Prime
Partner or on JioPrime Partner Website or
Platform. Continue use of the services by the
Jio Prime Partner shall be treated as Jio Prime
Partner's acceptance of fees and other charges
and/or any changes thereto.
-
13.1
Physical Jio Prime Partner Pricing
- a.
Transaction Charges for
Kirana, Grocery &
Supermarkets
-
Card /
Instrument Type
|
Jio Prime Partner /
Transaction Category
|
Charges for JioPrime Partner with JPB as Settlement Bank Account *
|
Charges for JioPrime Partner without JPB as Settlement Bank Account *
|
JioMoney or Jio
Payments
Bank
|
Per Transaction
|
0.00%
|
0.00%
|
Credit
Card – POS
|
Per Transaction
|
1.10%
|
1.20%
|
Debit
Card – POS
|
Jio Prime Partners with
annual turnover upto ₹ 20
lakh during the previous
financial year
|
Transaction Value less than
or equal to ₹ 2000
|
0.00%
|
0.00%
|
Transaction Value greater
than ₹ 2000
|
0.40%
|
0.40%
|
Jio Prime Partners with
annual turnover above ₹ 20
lakh during the previous
financial year
|
Transaction Value less than
or equal to ₹ 2000
|
0.00%
|
0.00%
|
Transaction Value greater
than ₹ 2000
|
0.40%
|
0.40%
|
UPI
|
JioPrime Partners with
annual turnover upto ₹ 20
lakh during the previous
financial year
|
Transaction Value less than
or equal to ₹ 2000
|
0.00%
|
0.00%
|
Transaction Value greater
than ₹ 2000
|
0.40%
|
0.40%
|
JioPrime Partners with
annual turnover above ₹ 20
lakh during the previous
financial year
|
Transaction Value less than
or equal to ₹ 2000
|
0.00%
|
0.00%
|
Transaction Value greater
than ₹ 2000
|
0.40%
|
0.40%
|
- b.
Transaction charges for
all Other Jio Prime
Partner Segments /
Categories
-
Card /
Instrument Type
|
Jio Prime Partner /
Transaction Category
|
Charges for JioPrime Partner with JPB as Settlement Bank Account *
|
Charges for JioPrime Partner without JPB as Settlement Bank Account *
|
JioMoney or Jio
Payments
Bank
|
Per Transaction
|
0.00%
|
0.00%
|
Credit
Card – POS
|
Per Transaction
|
1.90%
|
1.90%
|
Debit
Card – POS
|
Jio Prime Partners with
annual turnover upto ₹ 20
lakh during the previous
financial year
|
Transaction Value less than
or equal to ₹ 2000
|
0.00%
|
0.00%
|
Transaction Value greater
than ₹ 2000
|
0.40%
|
0.40%
|
Jio Prime Partners with
annual turnover above ₹ 20
lakh during the previous
financial year
|
Transaction Value less than
or equal to ₹ 2000
|
0.00%
|
0.00%
|
Transaction Value greater
than ₹ 2000
|
0.40%
|
0.40%
|
UPI
|
JioPrime Partners with
annual turnover upto ₹ 20
lakh during the previous
financial year
|
Transaction Value less than
or equal to ₹ 2000
|
0.00%
|
0.00%
|
Transaction Value greater
than ₹ 2000
|
0.40%
|
0.40%
|
JioPrime Partners with
annual turnover above ₹ 20
lakh during the previous
financial year
|
Transaction Value less than
or equal to ₹ 2000
|
0.00%
|
0.00%
|
Transaction Value greater
than ₹ 2000
|
0.40%
|
0.40%
|
-
*Applicable taxes extra
-
13.2
Online
Jio Prime Partner
Pricing
- a. Transaction
Charges
-
Sr.No |
Services |
Charges* |
1 |
Net Banking |
1.30% on
transaction value |
2 |
Credit Card
(Visa/Master) |
1.90% on
transaction value |
3 |
Amex |
2.49% on
transaction value |
4 |
JioMoney |
0.49% on transaction
value |
5 |
Other Mobile
wallets |
1.60% on
transaction value |
6 |
Debit
Card |
|
|
MDR for Debit Card
transactions through Physical
POS / EDC & Online
Payment Gateway acceptance (*)
|
MDR for Debit Card
transactions through QR
code-based acceptance (*)
|
Jio
Prime
Partners with
annual
turnover
upto ₹
20 lakh
during
the
previous
financial
year |
Transaction Value
less than or equal
to ₹ 2000 |
Waived (#) |
Waived (#) |
Transaction Value
greater than ₹ 2000 |
0.40% (MDR cap of ₹
200 per transaction) |
0.30% (MDR cap of ₹
200 per transaction) |
Jio
Prime
Partners with
annual
turnover
above ₹
20 lakh
during
the
previous
financial
year |
Transaction Value
less than or equal
to ₹ 2000 |
Waived (#) |
Waived (#) |
Transaction Value
greater than ₹ 2000 |
0.90% (MDR cap of ₹
1000 per transaction) |
0.80% (MDR cap of ₹
1000 per transaction) |
- b.
Annual Maintenance
Charges and Set Up Fee
-
Sr.No |
Category |
Charges* |
1 |
Set up fee |
Rs. 0 |
2 |
AMC |
Rs. 1,999
(waived in first
year) |
- *Applicable taxes extra
- (#) Waived till 31st
Dec, 2019 or earlier
based on RBI or Govt of
India directions
-
RPSL will collect an interest free security
deposit from the Jio Prime Partner for the use
of its Services as may be mutually agreed by the
Parties.
- SETTLEMENT INTO ACCOUNT
-
14.1 The
payments (in respect of the Transactions) into
the Jio Prime Partner’s Settlement Account
shall be managed and processed by RPSL in
accordance with the payout schedule chosen by
the Jio Prime Partner at the time of
registration of the Jio Prime Partner, from the
various payment schedules made available by
RPSL. The payment schedule may be altered by
RPSL any time with due intimation. However RPSL
shall not intimate Jio Prime Partner if such
schedule is changed as per the regulatory
requirement. RPSL will make payments to the
designated Settlement Account of the amounts
actually received by RPSL for Transactions
submitted through the Services (less any
applicable fees & taxes, which RPSL may
deduct prior to any payment being made to the
Settlement Account). Funds for any given
Transaction will not be deposited until the
Transaction is deemed complete and successful at
the sole satisfaction of RPSL.
- 14.2 The Jio
Prime Partner shall monitor and communicate all
errors in any of the settlements/ monies
processed and managed by RPSL (mentioned in
Clause 14.1 above) to RPSL within thirty (30)
calendar days of such settlement. Any additional
or lesser amount paid to the Jio Prime Partner
by RPSL shall be settled in the next settlement
cycle. The Jio Prime Partner hereby agrees that
RPSL shall have all the rights to recover/
demand/ set-off any additional amounts paid to
the Jio Prime Partner from or against any other
Transaction/ monies payable by RPSL to the Jio
Prime Partner. Further, RPSL may, in its sole
discretion, seek refund of any such additional
amount paid to the Jio Prime Partner and Jio
Prime Partner shall refund such amount to RPSL
within 2 days of receipt of such demand/
communication to this effect. Failure to notify
RPSL of any lesser amount paid to the Jio Prime
Partner within 30 (thirty) calendar days will be
deemed as a waiver of any right to amounts owed
to the Jio Prime Partner.
- 14.3
SETTLEMENT
ACCOUNT
TERMS–
- 14.3.1 The Jio Prime Partner
shall provide the details of its bank account
with any bank at its discretion to RPSL for
making it as a settlement account
(“secondary account”) for settlement
of the funds for the Transactions as per the Jio
Prime Partner Account. The said secondary
account shall be registered by RPSL as a
settlement account and the funds payable to the
Jio Prime Partner shall be settled in the said
secondary account.
- 14.3.2 The Jio Prime Partner
hereby gives express consent to RPSL to share
the secondary settlement account details with
the Bank
- 14.3.3 The Jio Prime Partner agrees
that following terms shall be applicable if the
Jio Prime Partner has opted for the Bank current
account as its settlement account
(“primary account”)-
-
(i)
The
Jio Prime Partner has authorised the Bank to
share Jio Prime Partner's primary account
details with RPSL.
- (ii)
If
the Jio Prime Partner has opted for the
primary account as settlement account by
communicating the same to the agent of RPSL,
the Jio Prime Partner shall get SMS from
RPSL with confirmation that the Jio Prime
Partner has opted for the current account
with the Bank as its settlement account.
- (iii)
RPSL
shall treat the primary account as
settlement account and settle the funds
payable to the Jio Prime Partner in the
primary account if the Jio Prime Partner has
not raised any objection after within 3 days
from the notification as mentioned in point
(ii) above.
- (iv)
As
per RBI regulations, the Jio Prime Partner
cannot maintain more than Rs. 1 lac (Rs. One
lac) in the current account with the Bank
and hence the Jio Prime Partner shall ensure
to give standing instructions to the Bank to
transfer the amount over and above Rs. 1 lac
(Rs. One lac) in the secondary bank account
(as communicated by RPSL to the Bank under
this clause 14.3.2) as and when the amount
crosses the value of Rs. 1 lac in the
primary account. The Jio Prime Partner
agrees that it shall be bound by the terms
and conditions of the Bank and RBI
regulations in relation to the primary
account.
- 14.3.4 The Jio Prime Partner
shall be solely responsible to ensure that the
secondary account and the primary account
belongs to the Jio Prime Partner and it shall
have no objection if the funds are settled as
set-out in Clause 14.3.3.
-
14.3.5 The Jio Prime Partner agrees
that the secondary account shall be a Settlement
Account till the Jio Prime Partner opts for the
primary account as a settlement account. Once
the Jio Prime Partner opts for the primary
account as settlement account and RPSL initiate
settlement in the said primary account the
primary account shall be treated as Settlement
Account for the purpose of this Agreement.
- REFUNDS AND DISPUTE/CHARGEBACK
-
15.1 REFUND
- 15.1.1 Refund can be
processed on Jio Prime Partner request with
reference to original Transaction. On
request of Jio Prime Partner RPSL shall
process the refund of said amount which
shall not exceed the original Transaction
amount at any given point in time. RPSL
shall recover the said amount from Jio Prime
Partner’s settlement or any other
payables under this Agreement. The said
amount shall be credited to consumer’s
account from which the transition was
initiated.
- 15.1.2 If Consumer approaches
RPSL for refund and/or cancellation of the
Transaction, RPSL shall request the Jio
Prime Partner to confirm as to if such
Transaction amount can be refunded. On Jio
Prime Partner's instructions RPSL will
process or reject the refund for the
Transaction. For processing refund, the
process suggested in Clause 15.1.1 here
above shall apply.
- 15.2
DISPUTE
- 15.2.1 If in case of
the dispute/complaint/claim is raised by
the Consumer in relations to the
Transaction. RPSL shall withhold the
transaction amount from the settlement
amount or any other payable to the Jio
Prime Partner. RPSL shall conduct
preliminary investigation and request
Jio Prime Partner to provide the
evidences for the said dispute within
7days from the time of the request
raised by RPSL. RPSL shall honor the
dispute, in case a) if Jio Prime Partner
fails to provide evidences or there is
no response from the Jio Prime Partner
within 7 days; b)or if the result of the
investigation by RPSL is in favour of
the consumer.
-
15.3
The
Jio Prime Partner agrees if there is no
sufficient settlement or any other
payable available with RPSL to process
the Refund as set-out in Clause 15.1
and/or 15.2, RPSL shall have a right to
claim such amount from the Jio Prime
Partner, the Jio Prime Partner shall pay
the said amount to RPSL within 5 (five)
days from the date of said claim.
- RIGHT TO WITHHOLD PAYMENT
-
RPSL shall be, in relation to a Transaction,
entitled at any time to refuse payment hereunder
to the Jio Prime Partner or if payment has been
made to the Jio Prime Partner, to debit the Jio
Prime Partner Account or to seek immediate
reimbursement from the Jio Prime Partner towards
the amounts paid, notwithstanding any
authorisation given by RPSL to the Jio Prime
Partner if: (a) Consumer disputes the
Transaction; (b) any suspicious
Transaction/activity appears in Jio Prime
Partner's Account.
- Notwithstanding anything contained herein, where
RPSL has reason to believe that any Transaction
is fraudulently incurred, RPSL shall be entitled
to withhold payment in respect thereof. In the
event that RPSL is required to conduct an
investigation, resolve any pending dispute
related to the Jio Prime Partner Account,
Settlement Account or as required by law or
under direction of any regulatory authority,
RPSL may defer payout or restrict access to
certain funds for the entire time of such
investigation or as directed by the regulators.
Such funds held back shall not accrue any
interest.
- In aforesaid scenario the Jio Prime Partner will
be given an opportunity to hear and the RPSL
shall after hearing the Jio Prime Partner take
necessary decisions at its end.
-
It is clarified that the above right may also be
exercised by the acquirer for card transaction
services and the Jio Prime Partner agrees to
abide by the decision of the acquirer/RPSL in
this regard.
- DISCLOSURES AND NOTICES
-
RPSL shall provide disclosures and notices
required by law and other information about the
Jio Prime Partner Account and Settlement Account
to the Jio Prime Partner electronically through
email address registered with RPSL and if the
email is not registered by the Jio Prime Partner
with RPSL such notices shall be displayed on the
JioPrime Partner Website. Such disclosures and
notices are considered received by the Jio Prime
Partner within 24 hours of such posting on the
JioPrime Partner Website.
- COMPLIANCE WITH PAYMENT STANDARDS
-
The Jio Prime Partner agrees that all the
systems of the Jio Prime Partner shall be
compliant with the applicable payment industry
standards as may be apply to the Jio Prime
Partner. To this extent, Jio Prime Partner shall
permit RPSL and/or any regulatory body including
payment networks/acquirer to conduct an audit of
the Jio Prime Partner systems in order to verify
such compliance.
- SUSPENSION OR TERMINATION BY RPSL
- 19.1
RPSL and Jio Prime Partner may terminate this
Agreement by giving 30 (thirty) days’
notice to the other Party in writing without
assigning any reason.
- 19.2 RPSL
reserves the right to cease to provide Services
and/or suspend the Services/Agreement and/ or
close the Jio Prime Partner Account, without
giving any notice to Jio Prime Partner (a) if
the Jio Prime Partner has breached the terms of
this Agreement or applicable laws or any payment
network rules (b) Jio Prime Partner's failure or
neglect to use the Services or Jio Prime Partner
Account for a continuous period of 180 (one
hundred eighty) days, (c) any person other than
the Jio Prime Partner is attempting to access
the Jio Prime Partner Account or attempts to
hack the same; (d) if some person presents
identical commercial credentials in attempts to
open another Jio Prime Partner Account; (e) if
RPSL is mandated to do so by the relevant
regulators or to the extent the same is required
to be done by reason of any payment network
rules; (f) any Transaction with the Jio Prime
Partner is for any reason unlawful, or
unenforceable; (g) any suspicious
Transaction/activity appears in Jio Prime
Partner's Account.
- 19.3 The Parties
agree and confirm that any termination or
suspension of this Agreement does not relieve
the Jio Prime Partner of any obligations to pay
Fees or costs accrued till the date of
termination and any other amounts owed to RPSL
as provided in this Agreement to RPSL.
-
19.4 On
termination of this Agreement, the Jio Prime
Partner agrees to return all assets, materials
including any properties belonging to RPSL and
destroy or return the software belonging to RPSL
at the option of the RPSL. The Jio Prime Partner
agrees to provide RPSL with a written
confirmation within fifteen (15) business days,
confirming such return or destruction as the
case may be.
- CONSEQUENCES OF TERMINATION
-
Upon termination of the Agreement, the Jio Prime
Partner agrees: (a) that upon completion of the
said notice period, the relevant Jio Prime
Partner Account shall be closed. Upon closure of
the Jio Prime Partner Account, any pending
Transactions will be cancelled. Any funds that
RPSL is holding in custody for the Jio Prime
Partner at the time of closure, less any
applicable Fees, will be paid out in accordance
with the payout schedule, assuming all
payout-related authentication requirements have
been fulfilled and no investigation is pending
at the time of Jio Prime Partner Account
closure. (b) to continue to be bound by such
provisions of this Agreement which survive by
their nature, (c) to immediately stop using the
Services, (d) that RPSL reserves the right to
delete all of information of the Jio Prime
Partner and related account data stored on
RPSL’s servers including Jio Prime Partner
Account, (e) that RPSL shall not be liable to
the Jio Prime Partner or any third party for
termination of access to the Services or for
deletion of Jio Prime Partner’s
information or related account data including
Jio Prime Partner Account; (f) to provide all
records, data, documents in its possession to
RPSL; and (g) to return all assets, materials
and destroy software at the option of RPSL
belonging to RPSL (h) RPSL shall disconnect any
and all Services and Jio Prime Partner Account
shall be closed by RPSL and the Jio Prime
Partner shall not be entitled to access the said
account from the date of such termination.
- OWNERSHIP
-
The relationship between RPSL and the Jio Prime
Partner is limited to a contractual relationship
for the provision of Services and is not one of
a principal and agent. For the sake of clarity
the Parties agree that the relationship between
the Jio Prime Partner and RPSL shall be on
principal to principal basis. The Services are
protected by trademarks, copyright, trade secret
and other intellectual property laws. The Jio
Prime Partner agrees and acknowledges that for
the purpose of this Agreement, RPSL is and shall
continue to be the owner of all trademarks,
copyrights, trade secrets and other intellectual
property rights in the Services, the Jio Prime
Partner also agrees and undertakes not to claim
any right over any such trademark, copyright,
trade secrets and/or other intellectual property
rights.
- INDEMNITY
-
The Jio Prime Partner shall indemnify, defend
and hold harmless RPSL from and against any and
all claims, costs, losses, damages, judgments,
tax assessments, penalties, interest and
expenses including without limitation attorneys’
fees arising out of any claim, action, audit,
investigation, inquiry, or other proceeding
instituted by any person or entity that arises
out of or relates to or in connection with: (a)
any actual or alleged breach of the Jio Prime
Partner’s representations, warranties, or
obligations set forth in this Agreement; (b)
violation of any third-party right, including
without limitation any right of privacy,
publicity rights or intellectual property
rights; (c) violation of any law, rule or
regulation of India or any other country (d)
consumer or any other party’s access
and/or use of the Jio Prime Partner Account with
the Jio Prime Partner’s unique username,
password or other appropriate security code;
and/ or (e) Transaction between the Jio Prime
Partner and Consumer or any sale or proposed
sale of goods and/ or services by a Jio Prime
Partner to the Consumer at Jio Prime Partner
Location. (f) Wrongful or improper use of RPSL
technologies. (g) any issues and/or disputes in
relation to the Transactions (h) any
issues/disputes in relation to Transaction on
the POS of Jio Prime Partner or Transaction
through Platform (i) any refunds (j)
chargeback/dispute as mentioned in Clause 15.
(k) any issues/disputes including consumer
disputes in relation to the Meal Card payment
through Platform, goods/services of the Jio
Prime Partner, refund/chargeback on Meal Card
and any other issues/disputes in relation to the
Sodexo Card.
- REPRESENTATION AND WARRANTIES
-
The Jio Prime Partner represents, undertakes and
warrants to RPSL that: (a) any Transaction
submitted will represent a bona fide sale or
rendering of services by the Jio Prime Partner;
(b) any Transactions submitted will accurately
describe the goods and/or services sold and
delivered by Jio Prime Partner to a purchaser;
(c) it shall fulfill all obligations to each
Consumer for which a Transaction has been
submitted and will resolve any consumer dispute
or complaint directly with the purchaser/
Consumer; (d) the Jio Prime Partner and all
Transactions initiated by the Jio Prime Partner
will comply with all national, state, and local
laws, rules, and regulations applicable to the
Jio Prime Partner and/or the business, including
any applicable tax laws and regulations for
availing the Services and shall continue to
remain compliant with the same. (e) no
Transaction submitted through the Services will
represent a sale to any principal, partner,
proprietor, or owner of the RPSL; (f) the Jio
Prime Partner will not use the Services,
directly or indirectly, for any fraudulent
undertaking or in any manner so as to interfere
with the operation of the Services; (g) use of
the Services will be in compliance with this
Agreement and the applicable laws; (h) it is
legally authorized to carry on business and has
all necessary permits and licenses to carry out
its business; (i) It shall use Services, the Jio
Prime Partner Account and the Settlement Account
only in India; (j) it will not accept payments
in the Jio Prime Partner Account/ Settlement
Account or use Services or receive payment from
Platform of the Consumer in connection with any
and all business activities that are: (i) listed
as excluded activities on the JioPrime Partner
Website, as updated from time to time; and/ or
(ii) which are illegal/ not permitted as per any
applicable laws. (k) it shall ensure to maintain
and preserve records of Transactions as per
applicable laws.
- NO WARRANTIES
-
The Service is provided on an “as is”
and “as available” basis. Use of the
Service is at the Jio Prime Partner’s own
risk. To the maximum extent permitted by
applicable law, the Service is provided without
warranties of any kind, whether express or
implied, including, but not limited to, implied
warranties for a particular purpose, or
non-infringement. No advice or information,
whether oral or written, obtained by the Jio
Prime Partner from RPSL or through the Service
will create any warranty not expressly stated
herein. Without limiting the foregoing, RPSL,
its processors, its providers, its licensors
(and their respective subsidiaries, affiliates,
agents, directors, and employees) do not warrant
that the content is correct; that the Service
will meet the Jio Prime Partner’s
requirements; that the Service will be available
at any particular time or location,
uninterrupted or secure; that any defects or
errors will be corrected; or that the Service is
free of viruses or other harmful components. Any
content downloaded or otherwise obtained through
the use of the Service is downloaded at the Jio
Prime Partner’s own risk and he will be
solely responsible for any damage to his
property or loss of data that results from such
download.
-
RPSL does not warrant, endorse, guarantee, or
assume responsibility for any product or service
advertised or offered by a third party through
the Service or any hyperlinked website or
service, or featured in any banner or other
advertising, and RPSL will not be a party to or
in any way monitor any Transaction between the
Jio Prime Partner, third-party providers of such
products or services and the Consumer.
- LIMITATION OF LIABILITY AND
DAMAGES
-
25.1 RPSL, nor its
affiliates nor any of their respective
directors, officers, employees or agents shall
be liable for any losses or damages resulting
from the hacking, tampering or other
unauthorized access or use of RPSL technologies,
Jio Prime Partner Account, Settlement Account or
the information contained therein or any claims
from any consumer purchasing or proposed to
purchase any goods and/ or services from the Jio
Prime Partner.
- 25.2 In the event
that any Party breaches this Agreement, in
addition to any other remedies provided pursuant
to this Agreement or applicable law, the
non-breaching Party will be entitled to recover
from the breaching Party only the actual and
direct damages that the non-breaching Party
incurs on account of such breach.
Notwithstanding any other provision of this
Agreement, in no event, either Party, a
Party’s direct or indirect subsidiaries,
affiliates, agents, employees or representatives
be liable for (i) any indirect, incidental,
special, punitive, exemplary or consequential
damages of any kind in connection with or
arising out of this Agreement, or (ii) any lost
profits, any loss of revenue or any compensation
for anticipated sales or the cost of procurement
of substitute services or for any costs,
expenses, expenditures, investments or other
commitments made in reliance upon or otherwise
in connection with or arising out of this
Agreement, under statute, in equity, at law or
otherwise, whether or not the Party has been
advised of the possibility of such damage.
-
25.3 The total
liability of RPSL under this Agreement shall not
be more than Rs. 1000/- (Rs. One thousand only).
- GOVERNING LAW
-
This Agreement shall be governed by the laws of
India. The courts in Mumbai shall have exclusive
jurisdiction.
- DISPUTES
-
Any Dispute arising out of or in connection with
the Agreement shall be amicably settled at the
first instance by mutual discussions and
negotiations. In the event the dispute is not
resolved within 30 (thirty) days then any Party
may refer the same to the arbitration of single
arbitrator to be appointed mutually by the
Parties. The provisions of the Arbitration and
Conciliation Act, 1996 shall be applicable to
such arbitration or any enactment of statutory
modification thereof. The arbitration
proceedings shall be in the English language.
The place of arbitration shall be Mumbai. The
award of the arbitral tribunal shall be final
and binding upon the Parties and no appeal
against the same shall lie to any court.
Notwithstanding the foregoing, either Party may
bring an action before the courts in Mumbai of
appropriate jurisdiction for interim injunctive
relief. Jio Prime Partner agrees and
acknowledges that RPSL shall not be made party
to any dispute with Consumer/card holder/ any
other consumer which is in connection with/ over
services rendered and/ or goods sold by the Jio
Prime Partner and the Jio Prime Partner agrees
to indemnify RPSL from any loss, cost,
compensation etc. arising out of the disputes
with the Consumer.
- RIGHT TO AMEND
-
These Terms and conditions/Agreement may be
amended by RPSL by publishing the revised
Agreement, amendments, modifications, additions
to the Agreement on the Website of RPSL or by
communicating the same to the Jio Prime Partner
through email or letter correspondence.
Continued use of the Services by Jio Prime
Partner shall be treated as acceptance of the
revised Agreement/amendments/modifications to
terms by the Jio Prime Partner.
- ASSIGNMENT
-
RPSL may assign this Agreement to third parties
without giving any notice and assigning any
reason to the Jio Prime Partner whereas Jio
Prime Partner may assign this Agreement by
giving 30 day’s notice to RPSL.
- OTHER PROVISIONS
-
The Agreement does not limit any rights that
RPSL may have under trade secret, copyright,
patent, or other laws. RPSL’s failure to
assert any right or provision under this
Agreement shall not constitute a waiver of such
right or provision. No waiver of any term in
this Agreement shall be deemed as a further or
continuing waiver of such term or any other term.
- FORCE MAJEURE
-
Notwithstanding the provisions of this
Agreement, Jio Prime Partner shall not be
eligible for liquidated damages, damages or any
cost or termination for default against RPSL, if
and to the extent that the delay in performance
or other failure to perform its obligations
under the contract is the result of an event of
Force Majeure. If a Force Majeure situation
arises, RPSL shall as soon as reasonably
possible notify the Jio Prime Partner in writing
of such conditions and the cause thereof. Unless
otherwise directed by the Jio Prime Partner in
writing, RPSL shall continue to perform its
obligations under the Agreement as far as
reasonably practical, and shall seek all
reasonable alternative means for performance not
prevented by the Force Majeure event. Jio Prime
Partner may terminate this contract, by giving a
written notice of minimum 30 days to RPSL, if as
a result of Force Majeure, RPSL being unable to
perform a material portion of the Services for a
period of more than two months.
- SEVERABILITY
-
Where any particular term or provision of this
Agreement is determined under applicable law to
be un-enforceable, such un-enforceable term(s)
shall be severed from and will not affect any
other terms and conditions. RPSL reserves the
right to substitute any such un-enforceable term
or provision with a suitable and enforceable
provision at its sole discretion.
- DECLARATION
-
The person accepting/executing/signing these
terms and conditions on behalf of Merchant
(“Authorised Person”) agrees and
declares as under-
-
33.1
Authorised
Person agrees and confirms that the Authorised
Person is duly authorised representative of the
JioPrime Partner and signing on behalf of the
Jio Prime Partner.
- 33.2
Authorised
Person is legally empowered by and duly
authorised as the Authorised Person , to accept
these JioPrime Partner terms and conditions.
- 33.3 The Jio
Prime Partner is duly authorised under law to
undertake all activities and assume all duties,
responsibilities and obligations as Jio Prime
Partner.
- 33.4 The
digital copy of the proof documents, furnished
by me and/or enclosed herewith, for establishing
Jio Prime Partner identity, address and business
(and which may include, for the purposes of
establishing proof of bonafide business of Jio
Prime Partner, the latest invoices placed on Jio
Prime Partner by the supplier establishment
recognized by RPSL) are true, complete and
accurate in all respects.
- 33.5 To the extent
that any of the proof documents furnished
require renewals and/or
re-authentication/attestation or where any
further documents become necessary for
submission, the Jio Prime Partner assumes
complete responsibility for obtaining and
submitting the same.
- 33.6 In case, any
of the above information or documents are found
to be insufficient, false, untrue, misleading
and/or misrepresenting, the Jio Prime Partner
assumes sole responsibility and liability for
any and all ensuing consequences.
JioPrime Partner Device & Services
- IMPORTANT. READ CAREFULLY:
-
1.1 These
terms and conditions ("
EULA
") shall form an integral part of the
application form and is a legal agreement
between retail Jio Prime Partners (whether an
individual or a legally recognised entity)
involved in trade of goods and/or services
across the territory of India (“Jio Prime
Partner”) and Reliance Retail Limited,
whether acting for itself and/or on behalf of
any of its affiliate companies and/or its third
party suppliers and/or its licensors and/or
service providers (collectively
“Reliance”), for the use of:
-
1.1.1 Any
mobile phone, pin pad device, point of sale
device or any other devices including but
not limited to printers etc. where such
device is provided by Reliance to the Jio
Prime Partner with appropriate software,
including any and all associated media and
online or electronic documentation thereto,
forming part of such device (whether
pre-embedded or otherwise) and provided by
Reliance to the Jio Prime Partner
(“Device”);
- 1.1.2 Platform, including
but not limited to the mobile
app/wallet/website/tablet/desktop or any
other digital mode and/or operating system
as provided by Reliance, on which the Jio
Prime Partner may avail the Services
(“Platform”);
- 1.1.3 Services
stipulated under this EULA and provided
through the Device using the Platform
(“Services”).
- 1.2
Reliance may, at its sole discretion, authorise
such persons from time to time, to carry out all
or any of its rights, duties and obligations
under this EULA and any reference to
“Reliance” under this EULA shall be
construed to mean and include any such persons
duly authorised and so acting on behalf of
Reliance.
-
1.3 BY USING THE
DEVICE OR THE SERVICES, THE JIO PRIME PARTNER
ACCEPTS THE TERMS OF THIS EULA. IF THE JIO PRIME
PARTNER DOES NOT ACCEPT THESE TERMS, THE JIO
PRIME PARTNER SHOULD NOT USE THE DEVICE OR THE
PLATFORM OR THE SERVICES.
- DEFINITIONS
-
2.1 “
Consumer
" shall mean the end-consumer who shall
make payments to the Jio Prime Partner by using
the Services.
-
“Jio Prime Partner
Locations
” shall mean all locations where the
Device and/or Services are provided by Reliance
and/or where any payment or transaction
settlement services provided through Reliance
Payment Solutions Limited (“RPSL”)
using the Device (“Payment
Services”) are recognised as a payment
method for the sale of goods and/or services by
the Jio Prime Partner and includes without
limitation: (i) Jio Prime Partner’s
website, (ii) retail outlets/ physical stores of
Jio Prime Partner (through the Device or
otherwise); (iii) Jio Prime Partner’s
mobile application; and (iv) servers/ backend
servers/ websites of a Jio Prime Partner used
for authentication of Transactions undertaken
through Platform for payment to such Jio Prime
Partner.
-
2.2 “
Third Party Services
” shall mean the third party services made
available by Reliance on the Platform including
but not limited to Jio Payments Bank.
-
2.3 “
Transactions
” shall mean any transaction initiated or
performed between a Jio Prime Partner and
Consumer utilising the Services on the Platform.
- GRANT OF RIGHTS
-
3.1 Reliance
hereby grants the right to the Jio Prime Partner
to use the Device for a monthly fees or any
other installation charges as may be specified
by Reliance from time to time. Nothing contained
herein shall be construed as creating any
arrangement for transfer of title, ownership or
interest including rights of any intellectual
property in or of the Device in favour of the
Jio Prime Partner.
- 3.2
The Jio Prime Partner shall be entitled to avail
the Services and the Platform offered by
Reliance subject to the Jio Prime
Partner’s strict adherence to the terms of
this EULA. Notwithstanding the foregoing, the
Jio Prime Partner acknowledges and agrees that
the use of the Device and/or Platform shall be
subject to such additional terms and conditions
and privacy policy as may be applicable thereto
and provided at www.relianceretail.com,
including any updations thereto from time to
time. For avoidance of doubt, this EULA shall be
in addition to and not in derogation of any
terms and conditions and privacy policy
applicable to the Device and/or Platform. The
said terms and conditions and the privacy policy
applicable shall be read into and shall form an
integral part of this EULA.
-
3.3
Reliance reserves all rights not expressly
granted by it to the Jio Prime Partner under
this EULA. All title, copyright and other
intellectual property rights in the Device,
Services and the Platform shall continue to vest
with the respective owners thereof and no
ownership, right, title or interest is
transferred or contemplated to be transferred in
any manner whatsoever to the Consumer under this
EULA save and except to a limited right of use
as contemplated herein-under.
- JIO PRIME PARTNER ACCOUNT AND
ONBOARDING
-
4.1 For
availing the Device and Services, the Jio Prime
Partner hereby expressly consents and agrees to
provide all information, including KYC documents
required by Reliance, to Reliance and/or such
authorised agent of Reliance, as may be
determined by it, from time to time.
- 4.2 Without
prejudice to the foregoing, where such
authorised agent of Reliance is RPSL, the Jio
Prime Partner hereby expressly consents and
agrees to RPSL sharing with Reliance, all
information, including KYC documents furnished
by the Jio Prime Partner to RPSL for availing
Payment Services.
- 4.3
Jio Prime Partner hereby acknowledges and agrees
that all the documents and details provided by
the Jio Prime Partner to Reliance in terms of
Clause 4.1 and/or 4.2 are true, accurate and
complete and it shall indemnify and keep
Reliance indemnified from any and all losses,
damages, costs (including legal costs),
interests, penalties, expenses and/or any other
consequences of any nature whatsoever, whether
arising out of and/or related to and/or in
connection with any information furnished by the
Jio Prime Partner. Reliance hereby reserves the
right to require Jio Prime Partner to submit the
original documents for verification as and when
required.
-
4.4
Jio Prime Partner hereby acknowledges, agrees
and consents that any details, documents and
other information of the Jio Prime Partner,
including but not limited to KYC documents and
any transaction data pertaining to such Jio
Prime Partners, provided by and/or derived from
the Jio Prime Partner in the course of availing
Services under this EULA, may be shared by
Reliance with any of its principals, licensors,
authorised representatives, affiliates and
service providers for the purposes of and/or in
the course of provision of Services under this
EULA.
- DEVICE
-
5.1 The Jio
Prime Partner hereby expressly agrees and
consents for installation of the Device at the
Jio Prime Partner Location and undertakes that
it has obtained all the necessary approvals for
installation of Devices at the Jio Prime Partner
Location to enable provision of Services.
- 5.2
The Jio Prime Partner shall be solely
responsible for the Device at all times and
shall be solely liable for any use thereof
and/or any damage or loss thereto, including but
not limited to any claims, including third party
claims, arising out of the Jio Prime
Partner’s negligence and/or misuse of the
Device.
-
5.3
The Jio Prime Partner agrees to return the
Device to Reliance as and when demanded by
Reliance in writing.
- SECURITY DEPOSIT AND RENT FOR
THE DEVICE
-
6.1 The Jio Prime
Partner agrees to pay to Reliance, such
non-interest bearing security deposit as
determined by Reliance, for the use of the
Device. (“Security Deposit” or
“Deposit”).
- 6.2
The Security Deposit shall be deposited by the
Jio Prime Partner at such time and in such form
and manner as may be stipulated by Reliance.
- 6.3
The Jio Prime Partner acknowledges and agrees
that the Security Deposit shall be obtained from
the Jio Prime Partner only to secure the proper
handling of the Device and its safe return by
the Jio Prime Partner to Reliance.
- 6.4
The Jio Prime Partner shall be responsible to
pay to Reliance, monthly rent as determined by
Reliance, from time to time, for use of the
Device. The parties agree that monthly rental or
any fess shall be communicated to the Jio Prime
Partner vide letter correspondence or email or
on Jio Prime Partner website or any other
platform.
- 6.5
The Jio Prime Partner acknowledges and agrees
that Reliance shall, without prejudice to its
rights and remedies under law or in equity, have
a right of lien over the Security Deposit for
satisfaction of all the obligations herein,
including any payment obligations, by the Jio
Prime Partner.
-
6.6
Device Fees
-
Subscription fee for JioPrime Partner Handheld,
Product: POS Machine
-
Sr.No |
Category |
Charges* |
1 |
Refundable Security
Deposit |
₹ 5,000 (Per Point
of sale Handheld) |
2 |
Recurring Monthly
subscription fee |
₹ 300 (Per Point of
sale Handheld) |
-
*Applicable taxes extra
- REFUND OF THE SECURITY DEPOSIT
-
7.1 Upon
termination of this EULA in terms of Clause 12
or upon any demand for return of the Device in
writing as may be made by Reliance in terms of
Clause 5.3, Reliance shall refund the Security
Deposit to the Jio Prime Partner subject to the
Jio Prime Partner adhering to the following
conditions of return of the Device:
-
7.1.1
The Jio Prime Partner shall ensure that the
Device is returned in good working condition
to the satisfaction of Reliance;
- 7.1.2 The Jio Prime
Partner shall ensure that any and all data
or other information of the Jio Prime
Partner on the Device is deleted and purged
with prior written intimation to Reliance
before returning the Device;
- 7.1.3 The Jio
Prime Partner shall ensure that the SIM card
in the Device has been removed; and
- 7.1.4 The Jio
Prime Partner has paid all rentals and other
monies payable by the Jio Prime Partner
under this EULA and/or the Payment Services
availed using the Device;
-
7.1.5 The Jio
Prime Partner complies with any other terms
and conditions as may be stipulated by
Reliance for return of the Device under this
EULA or as may be otherwise communicated by
Reliance to the Jio Prime Partner.
- PAYMENT SERVICES
-
8.1 The Jio
Prime Partner may avail Payment Services
provided by RPSL through the Device, in
accordance with such terms and conditions as may
be stipulated by RPSL from time to time.
- 8.2
The Jio Prime Partner acknowledges and agrees
that Reliance is merely facilitating Payment
Services through the Device and is not
responsible or liable therefore, in any manner,
whatsoever.
-
8.3 The Jio Prime
Partner further agrees to indemnify and keep
Reliance, including its affiliates, associates,
licensors, agents and service providers,
indemnified from any claims, losses, damages,
penalties, interest, costs and consequences
arising from and/or relating to and/or in
connection with the Jio Prime Partner’s
use of Payment Services through the Device.
- SERVICES:
-
9.1
The Services provided by Reliance to the Jio
Prime Partner under this EULA shall include the
following:
-
9.1.1
Couponing
- 9.1.1.1 The Jio Prime
Partner may provide various product
and/or services of different companies
(collectively, “Brands” or
individually, “Brand”) for
sale at the Jio Prime Partner Location
under a separate arrangement between Jio
Prime Partner and such Brands. However,
the Jio Prime Partner acknowledges and
agrees that such Brands may, at their
discretion, offer various discount
coupons/vouchers/schemes separately to
the Consumers (“Brand
Coupons”) through the Platform as
may be determined by Reliance from time
to time (“Couponing
Platform”).
- 9.1.1.2 Jio Prime Partner
shall accept and redeem all valid Brand
Coupons presented by a Consumer to the
Jio Prime Partner for redemption.
- 9.1.1.3 Jio Prime Partner
hereby acknowledges and agrees that the
Jio Prime Partner shall be solely
responsible and liable for all claims,
disputes, liabilities, costs and
expenses arising out of and/or relating
to and/or in connection with the goods
and services of the Brand, including
matters pertaining to quality and
quantity of such goods and services and
the Jio Prime Partner hereby agrees to
indemnify and keep Reliance, including
its principals, licensors, affiliates,
associates, representatives, agents and
service providers, indemnified from all
claims, losses, damages, penalties,
interest, costs and consequences arising
therefrom and/or relating thereto and/or
in connection therewith, at all times.
- 9.1.1.4 Jio Prime Partner
acknowledges and agrees that Reliance is
merely facilitating the redemption of
the Brand Coupons through the Platform
and shall not be responsible for any
issues and/or disputes in relation to
the Brand Coupons and the redemption
and/or discount amount to be paid by
Brand to the Jio Prime Partner under
each Brand Coupon.
-
9.1.2
Invoicing Facility
- 9.1.2.1 For availing the
invoicing service, the Jio Prime Partner
shall furnish particulars of the
Transaction performed on the Platform,
including but not limited to the mobile
number of the Customer, in the
designated facility made available by
Reliance on such Platform, at all times
(“Invoicing Facility”).
- 9.1.2.2 The Jio Prime
Partner acknowledges and agrees that
Reliance shall not be responsible or
liable in any manner whatsoever for
sending the invoice to the Consumer in
case the mobile number entered by the
Jio Prime Partner in the Invoicing
Facility on the Platform is incorrect
and the Jio Prime Partner hereby agrees
to indemnify and keep Reliance,
including its affiliates, associates,
licensors, agents and service providers,
indemnified from all claims, losses,
damages, penalties, interest, costs and
consequences arising therefrom and/or
relating thereto and/or in connection
therewith, at all times.
- 9.1.2.3 The Jio Prime
Partner agrees that the tax
rate/category/slab to be charged to the
Consumer for product/services
provisioned in the Platform are
available merely for convenience of the
Jio Prime Partner. The Jio Prime Partner
shall be required to verify and apply
the applicable tax rate/category/slab in
compliance with the applicable laws
before generating any invoice/bill for
the Consumer. The Jio Prime Partner
shall be solely liable and responsible
if a Consumer raises any issues/dispute
in relation to wrong tax amount being
mentioned on the said bill/invoice by
the Jio Prime Partner. For the sake of
the clarity, the Jio Prime Partner shall
be responsible to verify and add tax
applicable to purchases made by a
consumer, in the invoice/bill at all
times, irrespective of whether a tax
rate/category/slab is provisioned in the
Platform or not and Reliance shall,
under no circumstances, be responsible
or liable therefor. It shall be sole
responsibility and liability of the Jio
Prime Partner, at all times, to comply
with all applicable tax laws in
generating any invoice/bill using the
Invoicing Facility.
- 9.1.2.4 Reliance may enable
provisioning of maximum retail price
(“MRP”) or sale price of the
product and/or services of the Brands in
the Platform for the convenience of the
Jio Prime Partner. The Jio Prime Partner
agrees that the said MRP or sale price
provisioned in the Platform may vary
with the actual price of the product
and/or services as mentioned on such
product and/or services of the Brands,
due to changes in the price by the
manufacturer and/or service provider.
The Jio Prime Partner shall ensure that
it verifies and modifies wherever
necessary, the MRP and/or sale price of
the product and/or services as
provisioned in the Platform before
generating the bill/invoice. Reliance
shall not be responsible if the Jio
Prime Partner fails to correct the said
MRP and/or sale price. The Jio Prime
Partner agrees that it shall not charge
a price more than the MRP to the
Consumer for any product and/or
services. Reliance shall, under no
circumstances, be responsible or liable
for matters relating to MRP and/or sale
price, including but not limited to any
applicable discounts and/or invoicing
above the MRP, and it shall be the sole
responsibility and liability of the Jio
Prime Partner to resolve any and all
such matters, including any disputes or
claims that a Consumer may raise with
respect thereto.
- 9.1.2.5 Reliance has or may enter
into agreements with GST application
service providers, GST Suvidha providers
and/or any other service providers in
connection with and/or relating to the
Invoicing Facility (“Invoicing
Partners”). The Jio Prime Partner
acknowledges and agrees that the
services provided by the Invoicing
Partners to the Jio Prime Partner,
whether directly or indirectly through
Reliance, are subject to applicable
terms and conditions that are binding on
the Jio Prime Partner. The Jio Prime
Partner hereby acknowledges, agrees and
consents to Reliance furnishing any and
all such information as may be required
by the Invoicing Partners from time to
time.
- 9.1.2.6 The Jio Prime
Partner hereby further acknowledges,
agrees and consents to Reliance for
receiving and/or utilising any and all
such information as may be shared
between the Jio Prime Partner and the
Invoicing Partners, for the purposes of
provision of Services.
-
9.1.3
Marketing Communication to the Consumer:
- 9.1.3.1 The Jio Prime Partner may
avail facility to communicate with
Consumer through the Platform only
(“Communication Facility”)
for the purposes of marketing and
promotion of goods and/or services
provided by the Jio Prime Partner
(“Marketing Communication”).
- 9.1.3.2 For the purposes of
availing the Communication Facility, the
Jio Prime Partner shall submit the
details of the Consumer on the Platform
in such form and manner as may be
required by the Platform.
- 9.1.3.3 The Jio Prime
Partner acknowledges and agrees that
Marketing Communication to a Consumer
shall be undertaken only upon the Jio
Prime Partner availing an express and
explicit consent of such Consumer to
receive such Marketing Communication.
The Jio Prime Partner acknowledges and
agrees that the Jio Prime Partner shall
be solely responsible for availing any
such consent of a Consumer and comply
with all requirements related thereto
under applicable law.
- 9.1.3.4 The Jio Prime Partner
acknowledges and agrees that Reliance
may, at any time, without prior notice
to Jio Prime Partner, restrict or
suspend or discontinue the Communication
Facility or any part thereof and/or the
Marketing Communication or any part
thereof.
- 9.1.3.5 The Jio Prime
Partner shall implement all necessary
measures as may be recommended by
Reliance and/or required under
applicable law from time to time and
make available to Consumers, at all
times, the option to discontinue
receiving any Marketing Communication at
any time and upon such discontinuance,
the Jio Prime Partner shall forthwith
discontinue sending such Marketing
Communication to such Consumer.
- 9.1.3.6 The Jio Prime
Partner shall not use name, trademark,
trade name or any other intellectual
property provided by Reliance in terms
of this EULA in any Marketing
Communication with the Consumer, except
in the manner as expressly permitted by
Reliance.
- 9.1.3.7 The Jio Prime
Partner agrees to indemnify and keep
Reliance, including its principals,
licensors, affiliates, associates,
representatives, agents and service
providers, indemnified from all claims,
losses, damages, penalties, interest,
costs and consequences arising from
and/or relating to and/or in connection
with Marketing Communication, including
but not limited to any subscription
and/or discontinuance by a Consumer of
Marketing Communication, at all times.
-
9.1.4
Sale Purchase Facility
- 9.1.4.1 The Jio Prime
Partner may avail the facility through
the Platform wherein Consumer may place
order(s) with the Jio Prime Partner and
the Jio Prime Partner may sell its
products and/or services to the Consumer
(“Sale Purchase Facility”).
- 9.1.4.2 The Consumer may place
order for the goods and/or services
provided by the Jio Prime Partner using
the Sale Purchase Facility. Once the
order is placed by the Consumer, the Jio
Prime Partner shall accept or reject the
order immediately so that in case if the
Jio Prime Partner rejects the order, the
Consumer may get sufficient time to
place its order with any other Jio Prime
Partner. The Jio Prime Partner shall be
solely responsible for resolving
disputes of the Consumer if the order is
rejected by the Jio Prime Partner. For
the sake of clarity the Jio Prime
Partner agrees that Jio Prime Partner
shall never reject the order and/or the
supply of goods and/or services if the
goods and/or services are readily
available with the Jio Prime Partner
after getting order from the Consumer.
- 9.1.4.3 The Jio Prime
Partner shall make communication with
the Consumer in relation to goods and/or
services ordered by the Consumer at its
own cost and consequences.
- 9.1.4.4 The Jio Prime
Partner shall ensure that it shall
deliver goods and/or services to the
Consumer, at the sole costs, expenses
and consequences of the Jio Prime
Partner, in accordance with the order as
placed by the Consumer. It shall be sole
responsibility of the Jio Prime Partner
to fulfil the order of the Consumer and
update status of order to the Consumer
in the Sale Purchase Facility. In case
of any change in order, the Jio Prime
Partner shall be responsible for
contacting and informing the Consumer of
the same and/or to resolve any and all
related Consumer queries, concerns and
claims.
- 9.1.4.5 The Jio Prime
Partner shall ensure availability of
goods and/or services that it represents
as being provided at Jio Prime Partner
Locations and/or stores and ensure
prompt delivery of such goods and/or
services as ordered by the Consumer in
accordance with such time commitments as
made to the Consumer.
- 9.1.4.6 It shall be sole
responsibility of the Jio Prime Partner
to update its list of goods and/or
services including prices on the Sale
Purchase Facility. If any goods and/or
services provided by the Jio Prime
Partner are not available, the Jio Prime
Partner shall ensure that it shall
remove the same from the Sale Purchase
Facility. Without prejudice to the
foregoing, Reliance may
modify/add/alter/replace any incorrect
goods/product/service image
added/uploaded by the Jio Prime Partner
on the Sale Purchase Facility, without
any liability towards the Jio Prime
Partner or the Consumer.
- 9.1.5
Jio Prime Partner Supply Facility
- 9.1.5.1 The Jio Prime Partner may
avail the facility through the Platform
wherein a Jio Prime Partner
(“Ordering Jio Prime
Partner”) may place order(s) with
another Jio Prime Partner
(“Supplying Jio Prime
Partner”) and the Supplying Jio
Prime Partner may sell its products
and/or services to the Ordering Jio
Prime Partner (“Jio Prime Partner
Supply Facility”).
- 9.1.5.2 The Ordering Jio
Prime Partner may place order for the
goods and/or services provided by the
Supplying Jio Prime Partner using the
Jio Prime Partner Supply Facility. Once
the order is placed by the Ordering Jio
Prime Partner, the Supplying Jio Prime
Partner shall accept or reject the order
immediately so that in case if the
Supplying Jio Prime Partner rejects the
order, the Ordering Jio Prime Partner
may get sufficient time to place its
order with any other Supplying Jio Prime
Partner. The Supplying Jio Prime Partner
shall be solely responsible for
resolving disputes of the Ordering Jio
Prime Partner if the order is rejected
by the Supplying Jio Prime Partner. For
the sake of clarity the Supplying Jio
Prime Partner agrees that the Supplying
Jio Prime Partner shall never reject the
order and/or the supply of goods and/or
services if the goods and/or services
are readily available with the Supplying
Jio Prime Partner after getting order
from the Ordering Jio Prime Partner.
- 9.1.5.3 The Supplying Jio
Prime Partner shall make communication
with the Ordering Jio Prime Partner in
relation to goods and/or services
ordered by the latter, at its own cost
and consequences.
- 9.1.5.4 The Supplying
Jio Prime Partner shall ensure that it
shall deliver goods and/or services to
the Ordering Jio Prime Partner, at the
sole costs, expenses and consequences of
the Supplying Jio Prime Partner, in
accordance with the order as placed by
the Ordering Jio Prime Partner. It shall
be sole responsibility of the Supplying
Jio Prime Partner to fulfil the order of
the Ordering Jio Prime Partner and
update status of order to the Ordering
Jio Prime Partner in the Jio Prime
Partner Supply Facility. In case of any
change in order, the Supplying Jio Prime
Partner shall be responsible for
contacting and informing the Ordering
Jio Prime Partner of the same and/or to
resolve any and all related Ordering Jio
Prime Partner queries, concerns and
claims.
- 9.1.5.5 The Supplying Jio
Prime Partner shall ensure availability
of goods and/or services that it
represents as being provided at Jio
Prime Partner Locations and/or stores
and ensure prompt delivery of such goods
and/or services as ordered by the
Ordering Jio Prime Partner in accordance
with such time commitments as made to
the Ordering Jio Prime Partner.
- 9.1.5.6 It shall be sole
responsibility of the Supplying Jio
Prime Partner to update its list of
goods and/or services including prices
on the Jio Prime Partner Supply
Facility. If any goods and/or services
provided by the Supplying Jio Prime
Partner are not available, the Supplying
Jio Prime Partner shall ensure that it
shall remove the same from the Jio Prime
Partner Supply Facility. Without
prejudice to the foregoing, Reliance may
modify/add/alter/replace any incorrect
goods/product/service image
added/uploaded by the Supplying Jio
Prime Partner on the Jio Prime Partner
Supply Facility, without any liability
towards the Supplying Jio Prime Partner
or the Ordering Jio Prime Partner.
- 9.1.6 Reliance may provide
such logo and other such trademarks and
marketing material to the Jio Prime Partner
for displaying the same at the Jio Prime
Partner Location.
- 9.1.7 The Jio
Prime Partner agrees that it has given
express consent to Reliance to send the
commercial and/or promotional messages in
relation to the Platform or any product
and/or services of Reliance and/or its
affiliates, associates and authorised
service providers to the mobile number
registered by the Jio Prime Partner with
Reliance.
- 9.2
The Jio Prime Partner acknowledges and agrees
that Reliance may provide facilities and
services other than those specified in Clauses
9.1, from time to time, which may be subject to
such terms and conditions as may be stipulated
by Reliance therefor. Any and all such
facilities and services, including the terms and
conditions applicable therefor, once made
available and accepted by the Jio Prime Partner,
shall be deemed to be incorporated by reference
into this EULA and shall be treated as an
integral part of this EULA. Upon incorporation,
the expression “Services” as defined
under this EULA shall be deemed to include any
such facility and/or service as may be availed
by the Jio Prime Partner.
- 9.3
The Jio Prime Partner acknowledges and agrees
that Reliance is merely facilitating provision
of Services through the Platform and shall not
be responsible and liable for any Transaction
performed in the course of availing Services.
The Jio Prime Partner hereby agrees to indemnify
and keep Reliance, including its principals,
licensors, affiliates, associates,
representatives, agents and service providers,
indemnified from any and all claims, losses,
damages, penalties, interest, costs and
consequences arising from and/or relating to
and/or in connection with Services, including
Transactions performed.
- 9.4 The Jio Prime
Partner acknowledges and agrees that Services
shall be provided by Reliance either by itself
or in its capacity as a duly authorised
agent/correspondent/service provider of such of
its affiliate companies and/or third party
service provider duly authorised under
applicable law to provide such Services and as
such, the provision of Services shall be subject
to such terms and conditions as may be
stipulated by such affiliate companies and/or
third party service providers, from time to
time. Reliance shall endeavour to notify any
such terms and conditions (excluding any
updations thereto) to the Jio Prime Partner. The
Jio Prime Partner acknowledges and agrees that
such terms and conditions, which may be updated
by such affiliate companies and/or third party
service providers from time to time, shall be
deemed to be incorporated by reference into this
EULA.
-
9.5
The Jio Prime Partner shall be responsible to
pay to Reliance, monthly rent as determined by
Reliance, from time to time, for Services
(including the use of the Platform).
- JIO PRIME PARTNER OBLIGATIONS
-
10.1 The Merchant
hereby agrees, undertakes and covenants to do
the following: (a) be responsible for the cost
of any electricity consumed by Device and
data-line charges, if any; (b) retain in its
possession and for its exclusive use the Device
and not sell, assign, transfer, lease or
otherwise dispose-off the Device; (c) not alter
or otherwise tamper with the Device;
- 10.2 In the course of
provision of the Services, Reliance shall rely
on the request for the Transaction and shall
consider that the request: (a) which has
originated from the Jio Prime Partner has been
duly authorized by Jio Prime Partner; (b) which
has originated from the Consumer has been duly
authorized by the Consumer. Reliance shall not
be liable or responsible in any manner
whatsoever for any losses or damages caused to
the Jio Prime Partner and/or Consumer and/or any
person whatsoever as a result of any such
request being unauthorized, inaccurate or
fraudulent.
- 10.3 The Jio Prime Partner
shall ensure that there is no breach of security
and integrity of the link between the Platform
and the Device (including the Software).
- 10.4 Jio Prime
Partner shall ensure that it has all necessary
infrastructure and facilities at Jio Prime
Partner Location to provide goods and/or
services to the Consumer.
- 10.5 Jio
Prime Partner shall not collect and shall not
request the Consumer to share any sensitive
personal information, including but not limited
to, passwords, account number and PIN for
providing the Services during a Transaction by
the Consumer.
- 10.6 The Jio
Prime Partner hereby agrees that it shall
co-operate with Reliance and/or any regulatory
body/legal authority/ payment network/acquirer
in respect of any issues arising out of a breach
or potential breach of security in relation to
the holding of any data and in relation to the
Services.
- 10.7 The Jio Prime
Partner hereby acknowledges and agrees that it
shall use the Services, Platform and the Device
only for the purposes captured in this EULA. It
shall not use the Services, Platform and the
Device for any other business operated in the
same Jio Prime Partner Location.
-
10.8 Jio Prime Partner
acknowledges and agrees that if the Jio Prime
Partner has opened more than one Jio Prime
Partner account with Reliance for its business,
Reliance shall have right to set-off amounts
from any of such account of any of the business
of the Jio Prime Partner for the recovery of the
amounts due from any other account of such Jio
Prime Partner.
- USE OF INTELLECTUAL PROPERTY
RIGHTS
-
11.1 The Jio
Prime Partner hereby acknowledges and agrees
that Reliance may use Jio Prime Partner’s
logos, service marks and its trade marks on a
non‐exclusive, royalty‐free, license for
displaying it on any of the marketing material
of Reliance, in the list of Jio Prime Partners
or to represent the Jio Prime Partner as a Jio
Prime Partner of Reliance.
-
11.2 Save and except to the
extent as expressly permitted by Reliance in
writing and subject to such use being restricted
only to such purposes as contemplated under this
EULA, the Jio Prime Partner shall not use any
trademarks, logos, service marks or intellectual
property provided by Reliance under this EULA,
without the express written consent of Reliance.
- TERMINATION
-
12.1 This
EULA is effective until terminated in terms of
this EULA.
- 12.2 Reliance reserves
the right to withdraw at any time, and from time
to time, the Device and/or Services and/or
Platform or any part thereof, at its sole
discretion, for any or no reason whatsoever
without any demur, protest or objection from the
Jio Prime Partner.
- 12.3 The Jio
Prime Partner’s rights under this EULA
shall terminate automatically without notice
from Reliance, if the Jio Prime Partner fails to
comply with any of the terms and conditions of
this EULA. Upon termination of this EULA, the
Jio Prime Partner shall be obligated to
forthwith cease all use of the Device, Services
and Platform.
-
12.4 Upon termination of
this EULA, the Jio Prime Partner shall return
the Device within 5 (five) days of such
termination and upon return of the Device in
accordance with the terms of this EULA, Reliance
shall repay the Deposit subject to compliance by
the Jio Prime Partner with conditions provided
in Clause 7.
- WARRANTY:
-
13.1 THE DEVICE,
PLATFORM AND SERVICES ARE PROVIDED "AS IS"
AND ON AN "AS AVAILABLE" BASIS,
WITHOUT WARRANTIES OF ANY KIND FROM RELIANCE,
EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT
POSSIBLE PURSUANT TO APPLICABLE LAW, RELIANCE.
DISCLAIMS ALL WARRANTIES EXPRESS, IMPLIED, OR
STATUTORY, INCLUDING, BUT NOT LIMITED TO,
IMPLIED WARRANTIES OF MERCHANTABILITY,
SATISFACTORY QUALITY OR WORKMANLIKE EFFORT,
FITNESS FOR A PARTICULAR PURPOSE, RELIABILITY OR
AVAILABILITY, ACCURACY, LACK OF VIRUSES, NON
INFRINGEMENT OF THIRD PARTY RIGHTS OR OTHER
VIOLATION OF RIGHTS. NO ADVICE OR INFORMATION,
WHETHER ORAL OR WRITTEN, OBTAINED BY THE JIO
PRIME PARTNER FROM RELIANCE OR ITS AFFILIATES
SHALL BE DEEMED TO ALTER THIS DISCLAIMER BY
RELIANCE OF WARRANTY REGARDING THEDEVICE , OR TO
CREATE ANY WARRANTY OF ANY SORT FROM RELIANCE.
- THIRD-PARTY APPLICATIONS
-
14.1 Third
party products, software, services,
applications, including but not limited to Third
Party Services, may be included with, or
downloaded in the course of the Jio Prime
Partner availing the Device, Platform and/or
Services. Notwithstanding anything to the
contrary stated in this EULA, Reliance makes no
representations whatsoever about any such third
party products, software, services and
applications. Since Reliance has no control over
such products, software, services and
applications, the Jio Prime Partner acknowledges
and agrees that Reliance is not responsible for
the availability of such products, software,
services and applications and is not responsible
or liable for any content, advertising,
products, services, or other materials on or
available from such third parties. The Jio Prime
Partner expressly acknowledges and agrees that
use of such third party products, software,
services and applications is at the Jio Prime
Partner’s sole risk and that the entire
risk of unsatisfactory quality, performance,
accuracy and effort is with the Jio Prime
Partner. The Jio Prime Partner acknowledges and
agrees that the use of any such third party
products, software, services and applications is
governed by such third party terms of use,
license agreement, privacy policy, or other such
agreement and that any information or personal
data that the Jio Prime Partner provides,
whether knowingly or unknowingly, to such third
parties, will be subject to such third party
privacy policy, if such a policy exists.
- SUPPLIER INFORMATION
-
15.1
Reliance shall not be responsible or liable in
any manner whatsoever for updating and/or
maintaining any information in relation to the
supplier of the goods and/or services of the Jio
Prime Partner. The Jio Prime Partner shall
ensure to update all the information of the
supplier in the Platform and shall keep it
always updated.
- 15.2 The Jio
Prime Partner shall be solely liable and
responsible for dealing with any disputes by
and/or with supplier in relation to the goods,
services including but not limited to warranty,
wrong invoicing, quality of goods/services etc.
- 15.3 Any tax
classification for the supplier needs to be
added by the Jio Prime Partner with correct
location details in the Platform.
- 15.4 The Jio Prime
Partner shall be responsible to add the correct
purchase entries in the Platform. Any
transactions made by the Jio Prime Partner with
the supplier including the cash transaction
which the Jio Prime Partner wish to add to the
Platform shall be sole responsibility and
liability of the Jio Prime Partner and Reliance
shall not be responsible for the same.
-
15.5 Reliance shall not
be responsible for any discounts/refunds/schemes
offered by the goods/services supplier to the
Jio Prime Partner/availed by the Jio Prime
Partner from the supplier other than the Brand
Coupons and it shall be sole liability and
responsibility of the Jio Prime Partner.
- CONTACT DETAILS
-
16.1 The following
are the contact details of Reliance, which may
be updated by the Company from time to time and
made available on the Platform: Email:
care@jioprimepartner.com
Toll free No.: 1800 891 2345
- NO LIABILITY
-
17.1 The Jio
Prime Partner acknowledges and agrees that,
Reliance shall not be liable for any indirect,
incidental, special, consequential or exemplary
loss or damages, howsoever arising, including
loss of data.
- 17.2 The Jio
Prime Partner acknowledges and agrees that save
and except return of the Deposit as per terms
herein, Reliance shall not be liable to make any
payment or incur or suffer any liability to the
Jio Prime Partner, under any circumstances
whatsoever.
-
17.3
ASSIGNMENT -
-
Reliance may assign this EULA and/or any
part thereof at its discretion, at any
time, to any of its affiliates, group
companies, holding company, subsidiary
companies, third parties without any
notice to the Jio Prime Partner.
However, the Jio Prime Partner shall not
assign this EULA or any part thereof to
any party without taking prior written
consent of RPSL.
- SEVERABILITY
-
18.1 Where any
particular term or provision of this EULA is
determined under applicable law to be
un-enforceable, such un-enforceable term(s)
shall be severed from and will not affect any
other terms and conditions. Reliance reserves
the right to substitute any such un-enforceable
term or provision with a suitable and
enforceable provision at its sole discretion.
- APPLICABLE LAW
-
19.1 This
EULA is governed by the laws of India and Courts
in Mumbai shall have exclusive jurisdiction.
- DISPUTE RESOLUTION
-
20.1 Any claims or
disputes arising from and/or relating to and/or
in connection with this EULA shall be referred
to an arbitration tribunal comprising of three
arbitrators, where one Party shall appoint one
arbitrator each and the two arbitrators thus
appointed shall, in turn, appoint a third
arbitrator who shall be the presiding
arbitrator, in accordance with the Indian
Arbitration and Conciliation Act, 1996 and Rules
thereof. The venue of arbitration shall be at
Mumbai. The arbitral award shall be final and
binding upon both Parties. The language of the
arbitration shall be English.