TERMS OF USE OF THE PLATFORM

GENERAL TERMS AND CONDITIONS

These terms and conditions (“Terms”) govern the access or use by you (“Customer”, “you”, “your”) of the Services (defined below) on the PostPe Application (“App”) provided by Resilient Innovations Private Limited (“RIPL”, “we”, “us” or “our”), a company established under the laws of India, having its corporate office at A 45, First and Second floor, Malviya Nagar, South Delhi, New Delhi, 110017 India. Please read these Terms carefully before accessing or using the Services. Your access and use of the Services constitutes your agreement to be bound by these Terms, which establishes a contractual relationship between you and RIPL. If you do not agree to these Terms, you may not access or use the Services.

DEFINITIONS

“Basic Services” shall mean Services provided to the Customer subject to fulfilment of Minimum KYC Requirements whereby the Customer is entitled to receive i) Basic Line of Credit Facility and ii) virtual Card. “Basic Line of Credit Facility” means a basic Line of Credit Facility granted to the Customer subject to Minimum KYC Requirements. “Card” shall mean a co-branded prepaid card issued by the Card Issuer Bank. “Card Issuer Bank Terms” shall mean the terms and conditions imposed by the Card Issuer Bank and available at https://www.zeta.tech/in/terms-and-conditions-RBL. “Card Issuer Bank” shall mean the bank authorised to issue the co-branded Card. “Card Program” is a type of payment and financial solution provided by RIPL to the Customer which allows the Customer to use the Card issued by us to make online / Point of Sale (“POS”) payments. “Drawdown” shall mean each drawdown of the Line of Credit Facility per the Financing Terms. “Enhanced Line of Credit” means an enhanced Line of Credit Facility granted to the Customer subject to Full KYC Requirements. “Enhanced Services” shall mean services provided to the Customer subject to fulfilment of Full KYC Requirements whereby the Customer is entitled to receive i) Enhanced Line of Credit Facility, ii) physical Card, and iii) an option to repay the Drawdown in instalments. “Financing Terms” shall mean the sanction cum loan agreement between you and the Lending Partner. “Full KYC Requirement” shall mean aadhaar based verification of the Customer or such other verification process as determined by the Lending Partner. "Line of Credit Facility" means the maximum Drawdown limit for loan/credit facility granted to the Customer. “Lending Partner” shall mean a bank and/or non-banking financial company, in each case, registered with the Reserve Bank of India and that has sanctioned the Line of Credit Facility to the Customer that can be utilised through the Payment Options as per the Terms hereof and the Financing Terms. “Minimum KYC Requirements” shall mean one-time password based mobile verification of the Customer and a PAN card verification. “Payment Options” shall collectively refer to the Scan and Pay Facility and the Card Program to avail a Drawdown on the Line of Credit Facility offered on the App. “Scan and Pay Facility” means the UPI facility offered by RIPL through its App. “Services” means the various services facilitated by RIPL including but not limited Basic Services, Enhanced Services, Line of Credit Facility, Payment Options, quick and seamless processing of loan applications, facilitating repayments and Equated Monthly Instalment(s) (“EMI”) tracking. “Total Dues” means the total amount payable for the repayment of a Drawdown, including but not limited penal interest and any other charges. “Transaction” means the purchase of goods and services by you via a Payment Option. “Transaction Information” means information that is contained in text messages sent by providers of services and/or products (including but not limited to a bank and/or NBFC, mobile carriers, and utility companies) to your mobile telephone number(s) in connection with one or more transactions across multiple financial accounts (including purchase, payments, billing information and service notifications related thereto) and includes, without limitation: i) your phone number; ii) Services availed, iii) Payment Options availed, iv) Transactions undertaken via the App. “UPI” means Unified Payments Interface.

PROFILE CREATION

You may use our App only if you are at least 18 years old and are eligible to enter into a contract under the Indian Contract Act, 1872. To access the Services, you are required to create a profile (“Profile”) on the App. To create a Profile, you must provide us with your email address and phone number, which we will use to authenticate your identity by generating a one-time-password. You agree to receive communications from us regarding: (i) information relating to transactions recorded on the App; (ii) requests for payment; (iii) information about us and the Services; (iv) promotional offers and services from us and our third-party partners; and (v) any other matter in relation to the Services.

CONSENT TO USE DATA

To use the App and avail Services, you are required to allow us to access your location data, transactional SMSs, contacts, installed applications, storage, and such other device data that we may require to provide you with our Services. If you revoke any of our permissions on the App, you may not be able to avail the Services. You agree and understand that all information and date collected and used by us shall be in accordance with our privacy policy (available here: https://postpe.app/privacy-policy.html (“Privacy Policy”) In order for us to render the relevant Services to you and undertake KYC, you will be required to provide us with the following details including: i) your name (as provided in the PAN card); ii) PAN number and iii) Aadhaar number or any other document that may be required from time to time in accordance with the requirement of the law. In addition to any consent you may give pursuant to the Privacy Policy, you hereby consent to: (a) the Lending Partner retrieving your credit score from credit information companies for the purpose of evaluating your eligibility for a Line of Credit Facility; (b) the Lending Partner sharing your credit score with us in order to recommend appropriate credit products to you on the App; and (c) us sharing the Transaction Information with our Affiliates and Lending Partners.

KYC

You may be required to undertake certain know-your-customer (“KYC”) processes with us in order to avail the Services. In this regard, we may (or under the instructions of our Lending Partners) require you to upload documents and information (“KYC Documents”) that may be necessary to ascertain your eligibility to avail the Line of Credit Facility. You authorise us, and any third-party service provider we may engage with, to process KYC Documents and ascertain your eligibility. Any processing that we undertake shall be in accordance with our Privacy Policy. You agree that such processing may be subject to additional terms of service in the event a third-party processes information under this clause. Further, in the event any additional information, data, or documentation (collectively, “Additional Information”) is required to determine eligibility, you agree to share such Additional Information promptly upon request, and further authorise us to process such Additional Information. You agree and warrant to provide true, complete, and up-to-date KYC Documents and Additional Information. If the information provided by you, in our sole discretion, is unreliable or appears to be fraudulent or deficient, then you shall not be eligible to avail the Services using the App. If we discover any deficiency in the information provided by you on a later date, then we may terminate the account you hold with us.

SERVICES

The Company shall, through the App offer the Services, including Basic Services or Enhanced Services to you subject to fulfilment of Minimum KYC requirement or Full KYC Requirement as applicable. Please note that signing up on the App, shall be treated as an offer by the User to avail of the Line of Credit in accordance with these Terms. The User shall be provided with an in-principle sanction cum loan agreement setting out the terms for the grant of a Line of Credit Facility by the Lending Partner. Please note that the sanction cum loan agreement / Financing Terms of the Lending Partner (and/or the authorized agent of the Lending Partner) will set out the key terms of the financial assistance. The interest rate for the Line of Credit Facility, the principal amount and other terms and conditions related to the Line of Credit Facility be displayed to the User on the App. In the event you avail Basic Services, you will be required to repay Total Dues within the mandated repayment period. Should you fail to repay the Total Dues within the repayment period and choose to part pay you will be required to comply with the Full KYC Requirements and the balance dues would need to be converted to EMIs per the Financing Terms. Please note that RIPL is a financial technology company and is merely a facilitator providing the App to any person in need of financial products and facilitates financial services to the Users. In the event of a Line of Credit Facility offered and sanctioned by our Lending Partner, the final decision as regards sanction is undertaken by the Lending Partner at its sole discretion and RIPL does not have any role in respect of the same. We may from time to time modify existing products, features, or services, or otherwise introduce new features or services on or through the App. The term ‘Services’ shall include any modification to existing, as well as any new features, products, or services. You may not uninstall the App or deactivate your account prior to the repayment of the Total Dues in full. In the event that you uninstall the App or deactivate your account at any point prior to the full repayment of the Total Dues, such an act will not extinguish your responsibilities under the agreement you have with the Lending Partner, and you shall continue to be liable to repay Total Dues as per the Line of Credit Facility availed.

PAYMENT OPTIONS

You agree and understand that a Drawdown will be made available through various Payment Options. Each time you use a Payment Option to make a Transaction, you request a Drawdown equivalent to the Transaction amount to facilitate the Transaction. Card Program: Subject to the type of Services availed, Basic Services or Enhanced Services you will be issued a virtual Card or a physical Card respectively to facilitate payments online or at various merchant establishments. The Card issued shall be governed by the Card Issuer Bank Terms (available here: https://www.zeta.tech/in/terms-and-conditions-RBL ) and the PostPe Card Terms (available here: https://postpe.app/cards-terms-conditions.html ). Scan and Pay Facility: You are authorised to use the Scan and Pay Facility on the App to make payments online or at various merchant establishments.

RESTRICTIONS

RIPL reserves the right to block or temporarily suspend your access to the Payment Options in the following events: a chargeback or fraud is reported due to your use of the Payment Options. Occurrence of a default on your repayments or failure to pay the any dues. on the basis of any background or know-your-customer (KYC) checks undertaken. any activity that RIPL may at its sole discretion deem to be suspicious.

NACH MANDATE

Should you avail a Line of Credit Facility, subject to the terms and conditions agreed upon with the Lending Partner, you may be required to create a NACH mandate on the App over your account detail. Please note that the grant of a Line of Credit Facility is conditional on you granting a NACH mandate. Should you cancel the NACH mandate for insufficient amounts, you will be required to first create a separate NACH mandate for a separate bank account.

YOUR RESPONSIBILITIES

You represent and warrant that all information that you provide on the App or in relation to the Services is complete, true, and correct on the date of agreeing to these Terms and shall continue to be complete, true, and correct while you avail the Services. Should any information that you provide change during the existence of these Terms, you undertake to immediately bring such change to our notice. We do not accept any responsibility or liability for any loss or damage that you may suffer or incur if any information, documentation, material, or data provided to avail the Services is incorrect, incomplete, inaccurate, or misleading, or if you fail to disclose any material fact. You shall extend all cooperation to us, in our defence of any proceedings that may be initiated against us due to a breach of your obligations or covenants under these Terms. You shall not use the Services in any manner except as expressly permitted in these Terms. Without limiting the generality of the preceding sentence, you may not: infringe any proprietary rights, including but not limited to copyrights, patents, trademarks, or trade secrets, of any party; except as may be provided hereunder, copy, display, distribute, modify, publish, reproduce, store, transmit, post, translate, create any derivative works from, or license the Services; use the Services to transmit any data or send or upload any material that contains viruses, trojan horses, worms, timebombs, keystroke loggers, spyware, adware, or any other harmful programmes or similar computer code designed to adversely affect the operation of any computer software or hardware; use any robot, spider, other automated device, or manual process to monitor or copy the App or Services or any portion thereof; engage in the systematic retrieval of content from the App to create or compile, directly or indirectly, a collection, compilation, database or directory; use the Services in any unlawful manner, for fraudulent or malicious activities, or in any manner inconsistent with these Terms; or violate applicable laws in any manner.

INTELLECTUAL PROPERTY

All rights, title, and interest in and to the App and Services, including all intellectual property rights arising out of the App and Services, are owned by or otherwise licensed to us. Subject to compliance with these Terms, we grant you a non-exclusive, non-transferable, non-sub licensable, royalty-free, revocable, and limited licence to use the App in accordance with these Terms and its written instructions issued from time to time. We may request you to submit suggestions and other feedback, including bug reports, relating to the Services from time to time (“Feedback”). We may freely use, copy, disclose, publish, display, distribute, and exploit the Feedback we receive from you, without any payment of royalty, acknowledgement, prior consent, or any other form of restriction arising out of your intellectual property rights. Except as stated in these Terms, nothing in these Terms should be construed as conferring any right in or license to our or any third-party’s intellectual rights.

DISCLAIMERS

We own, operate, and maintain a technology platform, and are not a financial institution under the Companies Act, 2013, or a Non-Banking Financial Company under the Reserve Bank of India Act, 1934 or the Banking Regulation Act, 1949 or any other laws for the time being in force in India. RIPL does not undertake any product liability or service obligations. We do not represent, warrant, or make guarantees on behalf of any third parties. RIPL‘s role is strictly limited to intermediation. We disclaim any responsibility or liability for any Services or offerings on the App. You accept full responsibility for any consequences that may arise from your use of the Payment Options, and in this respect agree and acknowledge that RIPL shall have absolutely no liability with respect to the same. To the fullest extent permissible under the applicable law, RIPL, and any of RIPL’s third-party partners, licensors, and suppliers, disclaim all warranties, statutory, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, satisfactory quality, accuracy, title and non-infringement, compatibility, applicability, usability, appropriateness, and any warranty that may arise out of course of performance, course of dealing, or usage of trade. No advice or information, whether oral or written, obtained by you through the App will constitute or create any representation or warranty not expressly stated herein. You acknowledge and agree that the use of the Services is at your sole risk. The App including any data, information, third party software, reference sites, services, or software made available in conjunction with or through the App are provided on an “as is” and “as available” basis and without warranties or representations of any kind either express or implied. We and any of our third-party suppliers, licensors, and partners do not warrant that the data, software, functions, or any other information offered on or through the App will be uninterrupted or free of errors, viruses or other harmful components and do not warrant that any of the foregoing will be corrected. You hereby accept full responsibility for any consequences that may arise from your use of the Services, and expressly agree and acknowledge that we shall have absolutely no liability with respect to the same. To the fullest extent permissible by law, we, our affiliates, and our related parties each disclaim all liability to you for any loss or damage arising out of or due to: your use of, inability to use, or availability or unavailability of the Services, including any Third Party Services; the occurrence or existence of any defect, interruption, or delays in the operation or transmission of information to, from, or through the Services, communications failure, theft, destruction or unauthorised access to our records, programmes, services, server, or other infrastructure relating to the Services; or the failure of the Services to remain operational for any period of time.

THIRD PARTY SERVICES

The Services may include services, content, documents, and information owned by, licensed to, or otherwise made available by a third-party including, but not limited to the Lending Partners (“Third-Party Services”) or contain links to Third-Party Services. You understand and acknowledge that Third-Party Services are the responsibility of the third-party that created or provided it and acknowledge that use of such Third-Party Services is solely at your own risk. We make no representations and exclude all warranties and liabilities arising out of or pertaining to such Third-Party Services, including their accuracy or completeness. Should you avail a Third-Party Service, you shall be governed and bound by the terms and conditions and privacy policy of the third parties providing the Third-Party Services. Further, all intellectual property rights in and to Third-Party Services are the property of the respective third parties.

INDEMNITY

You shall indemnify, defend at RIPLʼs option, and hold RIPL and Lending Partners, its, subsidiaries, affiliates, and their officers, associates successors, assigns, licensors, employees, directors, agents, and representatives, harmless from and against any claim, demand, lawsuits, judicial proceeding, losses, liabilities, damages and costs (including, without limitation, from all damages, liabilities, settlements, costs and attorneysʼ fees) due to or arising out of your access to the App, use of the Services, violation of these Terms or any infringement of these Terms by any third party who may use your account with RIPL. LIMITATION OF LIABILITY Notwithstanding anything to the contrary contained herein, neither RIPL nor any of its affiliates or related parties shall have any liability to you or any third party for any indirect, incidental, special or consequential damages or any loss of revenue or profits arising under, directly or indirectly, or relating, in any manner whatsoever, to these Terms. To the maximum extent permitted by law, you agree to waive, release, discharge, and hold harmless RIPL, its affiliated and subsidiary companies, its parent companies, and each of their directors, officers, employees, and agents, from any and all claims, losses, damages, liabilities, expenses and causes of action arising out of the use of the App or the Services.

LAWFUL AGENT

The Users hereby acknowledges that the Lending Partners may appoint RIPL as its agent (on its behalf) to: collect any payment or dues or enforce any securities against the User; assert, settle legal disputes on behalf of the Lending Partners and adjust any and all claims against User that may be due and payable to the Lending Partners.

REGULATORY CHANGES

You acknowledge and agree that we may have to modify the Services to comply with the applicable laws. As a result of this, you may be unable to access or use all or any part of the Services. We shall not be liable to you for such inability to use the Services pursuant to our compliance with the applicable laws.

MODIFICATION OF SERVICES

RIPL reserves the right at any time to add, modify or discontinue, temporarily or permanently, the Payment Products (or any part thereof) with or without cause. RIPL shall not be liable for any such addition, modification, suspension, or discontinuation of the Payment Products.

GOVERNING LAWS AND JURISDICTION

These Terms shall be governed by and construed in accordance with the laws of India and any dispute concerning these Terms or Payment Options shall be subject to the exclusive jurisdiction of courts at New Delhi, India.

MISCELLANEOUS PROVISIONS

Modification – RIPL reserves the right at any time to modify these Terms and to add new or additional terms or conditions on use of the Services and/or Payment Options. Such modifications and additional terms and conditions will be communicated to you and, unless expressly rejected (in which these Terms shall terminate), will be effective immediately and will be incorporated into these Terms. In the event you refuse to accept such changes, these Terms will terminate and RIPL will cease to provide any Services to you. Severability – If any provision of these Terms is determined by any court or other competent authority to be unlawful or unenforceable, the other provisions of these Terms will continue in effect. If any unlawful or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the clause, in which case the entirety of the relevant provision will be deemed to be deleted). Waiver– No failure or delay in exercising any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege. Every right or remedy herein conferred upon or reserved to either party shall be cumulative and shall be in addition to every right and remedy existing at law or equity or by statute and the pursuit of any one right or remedy shall not be construed as an election. Assignment – You shall not licence, sell, transfer, or assign your rights, obligations, or covenants under these Terms in any manner without RIPLʼs prior written consent. RIPL may grant (subject to any conditions it deems appropriate) or withhold this consent at its sole discretion. RIPL may assign its rights to any of its affiliates, subsidiaries, or parent companies, or to any successor in interest of any business associated with the Payment Options without any prior notice to you. Notices – All notices, requests, demands, and determinations for RIPL under these Terms (other than routine operational communications) shall be sent to A 45, First and Second Floor, Malviya Nagar, New Delhi 110017. Third Party Rights – No third party shall have any rights to enforce any terms contained herein. Translations – RIPL may provide you with translated versions of these Terms solely to assist you with understanding these Terms in greater detail. The English version of these Terms shall be controlling in all respects. In the event of any inconsistency between the English version of these Terms and any translated version, the terms of the English version shall prevail.