1) Parties & Acceptance; Electronic Record

These Terms & Conditions are an electronic record under the Information Technology Act, 2000 and applicable rules. Acceptance may occur via click-wrap/checkbox, digital mode, email, or physical signature during onboarding. By accepting these Terms & Conditions, the Merchant also agrees to Mosambee’s Platform Usage Terms available at https://mosambee.com/terms-of-use, as updated from time to time.

2) Merchant Obligations

1. The Merchant represents and warrants that the Merchant will ensure to:
   1. keep the Device in good working order and repair and properly operated and serviced at all times;
   2. not attempt to sell, dispose of, encumber in any way, or part with possession of the Device without SFN's prior written consent;
   3. not alter any identifying markings on the Device;
   4. allow Pine Labs or SFN or their agent/authorized representative to inspect the Device and any other relevant document, data, information, records under this Agreement for audit purpose at any reasonable time;
   5. be fully responsible to SFN for any loss of or damage to the Device caused by the Merchant, other than for regular wear and tear. The Merchant must give immediate notice to SFN in writing of any such loss or damage;
   6. only operate the Device in accordance with recognized methods and standards and have them operated only by competent and properly qualified personnel;
   7. comply in all respects with all applicable laws.
2. The Merchant will choose from one of the Soundbox & Digital Standee Plan — Bronze, Silver, or Gold; the commercial details and plan specific terms and conditions are provided in Annexure A. SFN reserves the right to revise the subscription plans, including the applicable commercials and associated terms and conditions, from time to time at its sole discretion.
3. Going forward, commercials for any additional payment mode/mechanism or value-added services offered by SFN will be communicated to the Merchant through one or more available channels, including but not limited to email, SMS, WhatsApp, in-app notifications, or any other mode of communication as SFN may deem appropriate. An opt-out feature will be provided for all such payment mode/mechanism or value-added services. The Merchant can also connect with customer service at +91 22 622 80 555, support@mosambee.com and discontinue any services.
4. De-installation notice of minimum 30 (thirty) days to be given by Merchant to SFN via email at support@mosambee.com. Merchant to note that no other mode of de-installation request other than as mentioned shall be considered valid.
5. SFN shall be entitled to annual increase of up to fifteen percent (15%) on the monthly or annual Rental Fee of Device or other charges as applicable.
6. SFN shall be entitled to deploy any marketing material relating to payment modes or value-added services at the Merchant's outlet.
7. SFN reserves the right to retrieve the Device and terminate the Rental Period and/or this Agreement if the Merchant remains non-transacting for a continuous period exceeding 60 (sixty) days, or if the Rental Fee instalments remain unpaid for more than 60 (sixty) days. Such dues may be recovered from the security deposit provided by the Merchant or via ACH/e-mandate/NACH or any other mode considered appropriate by SFN.
8. If any Device is lost or stolen the Merchant must immediately notify SFN in writing. The cost for the misplaced Device will be adjusted against the security deposit collected from the Merchant, if any. In the event that the cost of the misplaced Device exceeds the total security deposit collected, SFN is entitled to claim such excess amount from the Merchant.
9. SFN may immediately terminate this Agreement if: (a) The Merchant does not pay any of the Rental Fee instalments on time; (b) The Merchant becomes insolvent; (c) The Merchant does not use the Device in strict accordance with the terms of this Agreement or attempts to sell, dispose of, encumber, part with possession of, or further sub-lease the Device without SFN's prior written consent; (d) Any representations or warranties made by the Merchant are found to be inaccurate, false or misleading; and (e) The Merchant undertakes any transfer or assignment of all or any part of its business that involves the Device or any transfer or assignment of this Agreement.

3) Mosambee Services

Subject to the terms of the Agreement, SFN will provide one or more of the following services to the Client:

1. Provision of payment aggregation services for facilitation of Customer Payment(s) via various payment modes
2. Rental/provision of SFN Devices.
3. Collection and settlement services; reconciliation and reporting.
4. Any other services offered by SFN to the merchants.

4) Returns, Refunds & Cancellations

SFN reserves the right to pick up the Device if the Merchant is "non-transacting/dormant" for over ninety (90) days or the Rental Fee remains unpaid for ninety (90) days, treating it as a termination of the Agreement. Any outstanding dues (like pending rent or damage fees) have to be paid by the Merchant at the time of Device pick-up.

If the merchant has any accumulated rental dues due to dormancy within the timeframe of ninety (90) days from device installation, Mosambee is eligible to deduct the pending rental charges from the settlement amount whenever the merchant does any transaction on their soundbox.

For Merchant-initiated termination, the Merchant is liable to pay any outstanding dues at the time of Device collection/de-installation/pick-up. If the service was terminated within seven (7) days from device installation, the Merchant is eligible for full refund provided the device is returned in a good and working condition. If the Rental Period was terminated beyond seven (7) days from device installation, applicable plan rules apply and the Merchant may not be eligible for refund; Device damage recovery fee of up to ₹1500 may apply if not returned or returned damaged.

5) Settlement & Withholding

Mosambee will endeavour to settle T+1 to T+3 working days after deducting applicable dues. Settlements are subject to bank/UPI network downtime. Mosambee may withhold settlements where risk/fraud/legal/chargeback orders apply, releasing upon satisfactory resolution. Withholding may extend up to 180 days where risk evaluation so requires.

6) Autopay (e-Mandate)

Mosambee may enable Autopay to auto-debit rental/fees/charges from the Merchant's designated UPI handle/card/bank account. Merchant authorises Mosambee (and its bank partners) for mandate registration/validation (issuer-bank authentication), periodic debits as per frequency/caps, and actions (modify/pause/un-pause/revoke) as per issuer timelines. Pre-debit and post-debit notifications shall be sent as prescribed; issuer declines/failures are outside Mosambee control.

7) Refunds, Chargebacks & Disputes

Merchant shall disclose a fair return/cancellation/refund policy and respond to escalations within reasonable timelines (illustratively D+4 business days). Chargebacks/refunds may be debited from current/future settlements pursuant to issuer/network/regulatory decisions; failed transactions are handled per applicable guidelines.

8) Compliance, KYC & Audit

Merchant shall provide KYC/OVD and other documents as requested at onboarding and periodically; keep details current; permit audits/inspections by Mosambee, facility providers, card associations, and/or regulators; implement security controls and not store card data; rectify non-compliances within specified timelines.

9) Data Privacy & Information Security

Administrative, physical and technical safeguards must be maintained to protect Confidential Information and personal data. Security incidents must be reported immediately and in any case within 4 hours of discovery; production credentials/keys must be stored securely in encrypted form and never shared with third parties.

10) Warranties, Disclaimers & Limitation

Services are provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind; no guarantees of uninterrupted, error-free operation or immunity from malicious code. Indirect, incidental, special, punitive, exemplary, or consequential damages (including lost profits/goodwill/data) are excluded. Legal action must be commenced within one (1) year from when a cause of action first accrues.

11) Indemnity

Merchant shall indemnify and hold Mosambee harmless from losses, claims, penalties, costs, and expenses arising from breach, negligence, fraud, willful misconduct; consumer/third-party claims about Merchant goods/services; security/data breaches attributable to Merchant; and IP infringement. Mosambee may set-off such amounts against settlements.

12) Governing Law & Jurisdiction

These T&C are governed by the laws of India. All disputes shall be resolved by arbitration seated in New Delhi under the Arbitration and Conciliation Act, 1996.

Annexure A — Mosambee Soundbox & Digital Standee Plans and Service Charges

*Notes for Service Charges
- All prices except Sign-up Fee are exclusive of GST.
- Charges may be discounted as applicable for the merchant.
- UPI on RuPay Credit card instrument for payment acceptance will be enabled during onboarding.

Return, Refund & Cancellation Policies

1. Bronze Plan
   1. SFN reserves the right to pick up the Device if the Merchant is "non-transacting/dormant" for over ninety (90) days or the Rental Fee remains unpaid for ninety (90) days, treating it as a termination of the Agreement. Any outstanding dues (like pending rent or damage fees) have to be paid by the Merchant at the time of Device pick-up.
   2. If the merchant has any accumulated rental dues due to dormancy within the timeframe of ninety (90) days from device installation, Mosambee is eligible to deduct the pending rental charges from the settlement amount whenever the merchants does any transaction on their soundbox
   3. For Merchant-initiated termination, the Merchant is liable to pay any outstanding dues (like pending rent, low transaction charges or damage fees) at the time of Device collection/deinstallation/pick-up:
      i) If the service was terminated within a period of seven (7) days from device installation, the Merchant is eligible for full refund provided the device is returned in a good and working condition. Refund will be processed within 7 working days from device pick-up by Mosambee authorized agent
      ii) If the Rental Period was terminated beyond seven (7) days from device installation, the Merchant is liable to pay a the full Rental Fee of the ongoing month + Any outstanding rental dues for previous months if not paid already
   4. If the Device is not returned upon termination, or returned in a damaged condition, SFN may forfeit the deposit or charge a device damage recovery fee of up to ₹1500.
2. Silver Plan
   1. After one (1) year of usage, the Merchant subscription will be automatically renewed on the same plan, however the Merchant will have the option to re-select from the three plans for extending the services. The terms and conditions shall be applicable as per the updated plan of the Merchant.
   2. For Merchant-initiated termination:
      i) If the service was terminated within a period of seven (7) days from device installation, the Merchant is eligible for full refund provided the device is returned in a good and working condition. Refund will be processed within 7 working days from device pick-up by Mosambee authorized agent.
      ii) If the Rental Period was terminated beyond seven (7) days from device installation, the Merchant is not eligible for any refund.
      Refund will be processed within 7 working days from device pick-up by Mosambee authorized agent
   3. If the Device is not returned upon termination, or returned in a damaged condition, SFN may forfeit the deposit or charge a device damage recovery fee of up to ₹1500.
3. Gold Plan
   1. If the Merchant decides to return the Device or cancel the service before three (3) years, the security deposit shall be refunded basis the following criteria depending on the duration of the Rental Period:
      i) 0-7 days from device installation: 100% of the deposit fee will be refunded
      ii) 7 days - 6 month: 0% deposit will be refunded
      iii) 6 - 12 month: 25% deposit will be refunded;
      iv) 12 - 18 months: 50% deposit will be refunded;
      v) Beyond 18 months: 100% of the deposit is refunded
      Refund will be processed within 7 working days from device pick-up by Mosambee authorized agent
   2. If the Device is not returned upon termination or returned in a damaged condition, SFN may forfeit the deposit or charge a device damage recovery fee of up to ₹1500.

Annexure B — Merchant On-boarding Information

For the purposes of availing the Services through the Platform, Mosambee may collect the following business and personal information from merchant:

1. Business and owner name
2. Address (including country and ZIP/postal code)
3. Industry/ Business Profession
4. Gender
5. Age
6. Mobile/Phone number
7. Email address
8. PAN Number
9. GST Registration Details
10. Valid financial account information

The list provided above is indicative and not exhaustive. The Merchant shall furnish any additional information or documents that SFN may reasonably require from time to time.

Annexure C — Restricted Merchant Categories

As it is in all businesses, there are certain categories where no banking facility should be ideally leveraged and as part of the financial industry, Mosambee also complies with the policy and procedures laid down as per Industry standards. Hence, below category of merchants are restricted from being provided a terminal from Mosambee. This list will be updated here time to time.

1. Merchants involved in intangible goods/unrealistic services (businesses offering treatments that claim to restore beauty/youth)
2. Where reputational damage can happen to the Acquirer by implication, such as Dance bars, Massage parlours, Escort services, merchant establishments dealing in pornography, Online Adult Membership, Adult Book Stores, Adult Telephone Conversations and other socially unacceptable merchandise/services
3. Miracle cures, which include unsubstantiated cures, remedies, or other items marketed as quick health fixes
4. Offensive goods, including literature, products, or other materials that harm the reputation of any person or group based on race, ethnicity, national origin, religion, sex, etc., encourage or incite violent acts, or promote intolerance and/or hatred
5. Copyrighted media, which includes unauthorized copies of books, music, movies, and other licensed or protected materials
6. Military arms, firearms, and ammunitions
7. Pyrotechnic devices and hazardous materials, including fireworks, toxic, flammable, and radioactive substances
8. Selling legal highs (including narcotics or other psychotropic substances)
9. Tobacco, cigars, and cigarettes, including related products
10. Counterfeit and unauthorized goods, including replicas or imitations of designer goods, items requiring celebrity endorsement but lacking one, fake autographs, counterfeit stamps, and other unauthorized goods
11. Lobby groups
12. Casinos and gambling equipment, including "Junket Operators" that arrange gambling tours, Sweepstakes, lotteries, raffles, and gambling outlets
13. Gaming/gambling, including lottery tickets, sports bets, memberships/enrollment in online gambling sites, and related content
14. Betting, bookmaking, racing – Car/Animals
15. Live animals or hides, skins, teeth, nails, and other animal parts
16. Body parts, including organs or other body parts – live, cultured/preserved, or from cadavers
17. Endangered species, including plants, animals, or their derivatives in danger of extinction
18. Hacking and cracking materials, including manuals, how-to guides, or information enabling illegal access to software, servers, websites, or other protected property
19. Prescription drugs, herbal drugs, or online pharmacies requiring a valid prescription
20. Multi-Level Marketing collection fees or matrix scheme-based businesses
21. Credit repair companies/debt consolidation firms
22. Money Changers, Remittance Services, Money Transmitters, Check Cashing Businesses, Currency Exchange
23. Businesses involving unscrupulous traders (e.g., pawn-brokers, money-lenders, etc.)
24. Entities engaged in chit funds/unauthorized financial schemes
25. International merchants without a local presence in India
26. Mining/Oil drilling & refining
27. Houses of worship (e.g., churches, temples, etc.) owned or funded by politically exposed persons, religious organizations, or charities/non-profits
28. Merchants operating from mobile offices
29. Merchants engaged in products or services requiring specific licenses that are unavailable or invalid
30. Merchant establishments where the promoter/partner/proprietor/owner appears in RBI Defaulters/negative lists or partner bank's negative list
31. Merchants involved in any product or service that violates applicable laws and regulations (federal, state, local, or international, including Indian laws)
32. Jewellery merchants
33. Any form of club memberships