Terms & Conditions

This document is an electronic record in terms of the Information Technology Act, 2000 and rules thereunder as applicable and amended from time to time, including the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021. This electronic record is generated by an electronic system and does not require any physical or digital signatures.

By accepting the terms and conditions on the website of https://www.ztake.in ("Ztake Website") or by accessing, using, or availing any part of the Service, the users ("You"/"Merchant") expressly agree to and consent to being irrevocably bound by these "Terms and Conditions" and all of the terms set out herein.

Your acceptance of these Terms and Conditions will operate as a binding agreement between You and Ztake Payments India Private Limited, a company incorporated under the Companies Act, 2013 and having its registered office at Business Hub, Technology Park, Sector 90, Noida, Uttar Pradesh, India 201305 ("Ztake" or "Us").

• Depending on the services to be availed, You may have to register on the Ztake Website before accessing the complete dashboard made available to You for the rendition of Services by Us to You.
• By using the Services, You represent and warrant that you are above the age of 18 (eighteen) years, are an Indian citizen, a legal resident of India or a business entity authorised to conduct business in India, and are qualified to enter into a legally binding contract, including the Indian Contract Act, 1872.
• You must disclose the exact business category(ies) for which you will be utilising the Services.
• The details that You have utilized for the creation of the login ID and password are privy to You. We have no manner to access the details of Your Login ID or Password. You would be solely responsible for sharing Your login ID or password with anyone other than Yourself.
• You shall regularly update the passwords.

• Your onboarding with Ztake shall take place in accordance with our internal Merchant Onboarding and Know Your Customer Policy as well as guidelines prescribed by the RBI or any other regulatory authority.
• You shall be required to submit to Ztake all the necessary documents and details as may be required by Ztake to complete Your onboarding in accordance with our internal Merchant Onboarding and Know Your Customer Policy.
• You warrant that You or Your affiliates or your respective beneficial owners are not politically exposed persons in accordance with the Master Direction – Know Your Customer (KYC) Direction 2016, as amended from time to time.
• Failure to provide correct details or to not to provide relevant details or to cheat Ztake to provide Services by providing false information, would entitle Ztake to terminate the Services with immediate effect and without any notice whatsoever.

• After You have registered on the Ztake Website, Ztake will provide you with the access to Ztake Platform and the Dashboard. With access to Dashboard, You would be able to activate and deactivate Services that You wish to receive or no longer wish to receive from Us.
• The Dashboard will be accessible through the login ID and password. Anyone who will have access to the login ID and password will be able to manage and control the Services and the transactions.
• You shall be solely responsible to supervise the status of Transactions and download reports from the Dashboard on a regular basis.

• The contents of the Ztake Website are proprietary to Ztake and You will not have any authority to claim any intellectual property rights, title, or interest in the contents of the Ztake Website.
• You and We acknowledge that any trademarks, copyrights or patents used or adopted by a Party in the conduct of its business are the sole property of the respective owners.
• Nothing contained herein shall authorize the Parties to use, apply, invade or in any manner exploit or infringe the Intellectual Property Rights of the other Parties without the prior written consent of the other Party.

• You shall not integrate with Ztake for any Services or use any plugins or other software development kits unless You have completed the KYC and entered into an appropriate agreement with Us.
• You shall ensure that Your website or its web application is secured in accordance with the prescribed guidelines issued by the RBI from time to time. You shall not store any card data on Your website or web application.
• An incident related to breach of data or breach of security shall be informed by the Parties to each other within 24 (twenty-four) hours of such an incident.
• You shall take due steps to ensure that the transactions are monitored for fraud and anti-money laundering activities in accordance with applicable law.

You shall not engage in any form of fraudulent transactions and use the Services of Ztake for perpetrating a criminal offense in any manner thereof. Any scheme or structure to defraud the Customer by You while using Services of Ztake shall be reported to the relevant law enforcement authorities.

Ztake reserves the right to close, suspend, limit or put on hold the access to Your account under the following scenarios:

• If KYC credentials are found to be ingenuine or fake
• Incorrect or untrue disclosure of the nature of business
• Violation of any provisions of these Terms and Conditions
• Violation of any applicable laws

You represent, warrant, and undertake that:

• You are duly organized and validly existing under the laws of your jurisdiction
• You have the requisite power and authority to execute and perform your obligations
• You shall not use the Services for any unlawful or illegal purpose
• You shall comply with all applicable laws and Card Association Rules
• You must display the price of services conspicuously and clearly on your site
• You must maintain a fair return, cancellation or adjustment policy
• You shall not discriminate against any specific Payment Instrument

You acknowledge and agree that in connection with the Services, You shall not disclose to any third party, any Confidential Information of Ztake that You may have access to during and in connection with Services hereunder.

You acknowledge that monetary damages may not be a sufficient remedy for unauthorized disclosure of any Confidential Information and that Ztake shall be entitled, without waiving any other rights or remedies, to such injunctive or equitable relief as may be deemed proper.

You hereby undertake and agree to indemnify, protect against liability and hold harmless Ztake, its affiliates, and their respective directors, employees, officers, agents, representatives, contractors and sub-contractors against all actions, proceedings, claims, liabilities, penalties, demands and costs arising in relation to:

• Any breach of these Terms and Conditions or Privacy Policy
• Any business undertaken which is listed in the Negative, Risky and Restricted Categories
• Any breach of Confidential Information
• Any actual or alleged violation of applicable laws or Card Association Rules
• Any wrongful or improper use of Services or Ztake Platform
• Any violation of third-party rights

The aggregate liability of Ztake to You from any cause whatsoever shall not, in any event, exceed the sum equivalent to the preceding 1 (one) month's aggregate Consideration earned by Ztake from the date of occurrence of such liability.

Ztake shall not be liable for:

• Loss of profits or business opportunities
• Any failure or delay in the use of the Ztake Website
• Any damages to or viruses that may infect your computer equipment
• Any error in submitting payment instructions
• Providing inadequate or incorrect information

Ztake will make all reasonable efforts to provide uninterrupted service subject to downtime and regular maintenance. However, You acknowledge that Ztake Website, Services, and the Acquiring Bank's Services may not be uninterrupted or error-free and all services are provided on an "as is" basis.

Ztake shall not be responsible for any losses sustained through the use of counterfeit or stolen bank cards, fraudulent electronic transactions, or quality and service-related claims pertaining to the Merchant Services.

Force Majeure shall be any event or occurrence which cannot be foreseen and is beyond the control of Ztake, including but not limited to acts of governmental policy/authority, fires, floods, earthquakes, natural disasters, explosions, general strikes, riots, war, rebellion, sabotage, computer hacking, and computer crashes.

In case of a Force Majeure event, Ztake shall not be liable to You for its delay in the performance of, or non-performance, of its obligations under these Terms and Conditions.

You shall ensure such administrative, technical, physical safeguards and processes, procedures, and checks including to secure the information which is received from any Customer in relation to a card as may be required under applicable law.

The safeguards shall be designed to:

• Protect the security and confidentiality of Customer information
• Ensure protection against anticipated threats or hazards
• Protection against unauthorized access to Customer information
• Ensure proper and secure disposal of data

You shall not permit or engage in any unethical practices, corruption, extortion, or bribery in any capacity. You shall not offer, give, or authorize any gift, loan, fee, reward, bribe, or other advantage to any Customer, government official, government employee, or Ztake's employee to improperly influence any action or decision.

You shall follow applicable national and international anti-corruption laws, including the Prevention of Corruption Act, 1988, and U.S. Foreign Corrupt Practices Act.

• Ztake may assign, in whole or in part, the benefits or obligations under these Terms and Conditions by providing a 30 (thirty) days prior intimation.
• You shall not assign, in whole or in part, the benefits or obligations under these Terms and Conditions without prior written approval of Ztake.
• The relationship between You and Us are on a principal-to-principal basis. Nothing contained herein shall be deemed to create any association, partnership, joint venture or relationship of principal and agent.
• Ztake reserves the right to make changes to the Ztake Website, these Terms and Conditions, and the Privacy Policy at its sole discretion at any time.