The Most Important Terms and Conditions (MITC) mentioned hereinbelow are to be read and understood in conjunction with the Retail Merchant Agreement and Purchase Order executed between Pine Labs Private Limited (Pine Labs) and you (Merchant/You/Your) (Retail Merchant Agreement and Purchase Order together referred to as the ‘Agreement’), for deployment of Point of Sale (POS) machines at the Merchant’s outlets, as per the terms and conditions set out in the Agreement. The MITC are also to be read in conjunction with the Terms of Use available on the website (https://www.pinelabs.com/terms-of-use) and the Privacy Policy available on the website (https://www.pinelabs.com/privacy-policy). The Agreement, Terms of Use and Privacy Policy shall together be referred to as the Transaction Documents. In the event of a conflict between any term of the MITC and the Transaction Documents, the terms of the Transaction Documents shall prevail. Terms used in capital letters but not defined herein shall have the same meaning as given to them in the Agreement.
Merchant agrees to be bound by the terms and conditions given below, including any other terms and conditions or policies which are incorporated herein by way of reference:
- Transaction Procedures: Merchant agrees to follow all procedures and requirements relating to the Devices and Transactions as set out in the Transaction Documents, including complying with the Terms of Use and applicable Card Scheme Rules, as amended from time to time.
- Transaction Records: Merchant agrees to provide Pine Labs with its records, and all information and assistance Pine Labs may reasonably require, relating to any transactions when Pine Labs requests them. Merchant acknowledges and provides its express consent to Pine Labs to collect, share or transfer personal information for the purpose of providing Services under the Agreement and in strict compliance with the applicable law and. Merchant shall ensure that it shall procure similar and requisite consents from its end customer prior to sharing any such end customer personal information with Pine Labs, for the purposes of the Agreement and in compliance with applicable laws.
- Compliance with Data Security Standards: Merchant confirms that it is Payment Card Industry Data Security Standard (PCI-DSS) and Payment Application Data Security Standard (PA-DSS) compliant. Pine Labs/its external agencies/regulatory bodies shall have the right to review the Merchant’s security process and controls from time to time. Merchant further agrees that it shall always remain compliant with RBI’s circular- RBI/2021-2022/142 CO.DPSS.POLC.No.S-1211/02-14-003/2021-22 ‘Restriction on storage of actual card data [i.e. Card-on-File (CoF)]’ dated December 23, 2021 and/or applicable successive circular or notification and shall not store any actual card data in its system.
- Fees: In consideration of the Services, Merchant shall pay Pine Labs, Fees as specified in the Agreement and the Purchase Order, including fees, amounts and charges as mentioned in the Schedule of Charges (SOC) set out in the Annexure hereinbelow, and as updated by Pine Labs from time to time. If any of the rentals or other sums payable under the Transaction Documents are not paid when due, the Merchant shall pay to Pine Labs interest on the outstanding amounts due and payable, at the rate of 1.5% per month, calculated on a daily basis and compounded quarterly from the due date until payment. Merchant shall provide within 15 (fifteen) days of execution of this Agreement, Direct Debit Mandate issued in favour of Pine Labs Private Limited as a mode for payment for any and all fee/charges under this Agreement. In the event any auto/direct debit mandate instrument (including NACH/ECS/any other form) gets rejected, Merchant shall resubmit the same to Pine Labs for reprocessing it with the Bank along with an Auto-Debit Processing Fee as mentioned in the SOC. All prices and rates agreed between Pine Labs and Merchant are exclusive of all applicable taxes. Taxes will be charged extra as applicable.
- Early Cancellation Charge: Merchant agrees that in case the Merchant terminates the Agreement with Pine Labs prior to expiry of 12 (twelve) months from the effective date of such Agreement, the Merchant shall pay to Pine Labs an Early Cancellation Fee, as mentioned in the SOC per Device, for such number of Devices as may be deployed at the time of termination, and in the event the Merchant fails to pay this amount, the same shall be deducted from the security deposit provided by Merchant under the Agreement or would be debited from Merchant account using ACH/ cheque/ e- mandate/ e-NACH/NACH or through any other mode.
- De-installation Charge: Upon termination of the Agreement, Merchant shall pay to Pine Labs a Deinstallation Fee, as mentioned in the SOC, per Device, and in the event the Merchant fails to pay this amount, the same shall be deducted from the security deposit provided by Merchant under the Agreement or would be debited from Merchant account using ACH/ cheque/ e- mandate/ e-NACH/NACH or through any other mode.
- Return of Devices: Immediately forthwith upon expiry or termination of the Agreement for whatsoever reason, Merchant shall return (at its own cost and expenses) to Pine Labs, the Devices (including battery, charging cables, adaptors, etc.), all attachments and parts in working condition, failing which Merchant shall be required to pay Terminal Recovery Charges or Accessories recovery charge/ replacement charges (as the case may be), as mentioned in the SOC, for: (i) each of such Device that has not been returned to Pine Labs or is returned in non-working or damaged condition to Pine Labs ; and (ii) any lost/damaged accessories and for the replacement of any such accessory, attachment or part of the Device, as per the rate(s) mentioned in the SOC.
- Pine Labs, in its sole discretion, shall have the right to adjust and/or deduct such fees/charges/amounts from the security deposit provided by Merchant under the Agreement or would be debited from Merchant account using any of the payment instruments, such as ACH/ cheque/ e- mandate/ e-NACH/NACH or through any other mode and shall notify the Merchant of the amounts so deducted or adjusted.
- Consequence of Termination: In all events of termination, Merchant shall pay to Pine Labs all outstanding amounts, if any, and the said payment shall remain the continuing obligation of Merchant till all matters connected therewith are settled. All amounts payable under this Agreement by Merchant shall become due and shall be settled within 5 (five) days from termination. It is clarified that notwithstanding any notice of termination given by the Merchant to Pine Labs hereunder, Pine Labs shall continue to invoice the Merchant and the Merchant shall continue to be obligated to pay to Pine Labs the Fee till the Devices are returned to Pine Labs as provided herein. This shall not affect Pine Labs’ right to recover deinstallation charges and early cancellation fee.
- Warranty Disclaimer: Except as expressly set forth above and to the extent permitted by applicable law, Pine Labs makes no warranty of any kind, express, implied or statutory, regarding the Services or Devices and all such warranties, including without limitation the implied warranties of merchantability, fitness for particular purpose and non-infringement are hereby expressly disclaimed by Pine Labs.
- Limitation of Liability: Pine Labs’ liability, if any arising out of this Agreement, shall be limited to pro-rata Fees which becomes payable by Merchant to Pine Labs for the month when the claim arises. Further, Pine Labs will not be liable for any direct, indirect, consequential, special or normal loss, expenses or damage whatsoever caused by reasons (including but not limited to):
Chargebacks from Acquiring Bank’s side;
Any loss of data due to network at OEM or Issuer Bank’s side;
Failure for whatever reason of a Card or any equipment or the system to function properly or at all; and/or
Unauthorized acquisition of information by any person through electronic or other interception of communication on Merchant’s network. - Other Liabilities: Merchant shall take all steps and actions which may be necessary to safeguard the Devices from any loss, damage, unauthorized usage, misuse or theft and in any such event immediately notify in writing to Pine Labs. The liability from and of such event shall solely be with Merchant at all times. Merchant shall at all times ensure it knows actual location of Devices and ensure it stays undamaged. Merchant shall at all times maintain security and confidentiality of any customer data and will ensure that it has adequate measures in place for (i) security and incident reporting and (ii) maintaining privacy of customer data. Merchant shall promptly notify Pine Labs in the event of any security/incident breaches and ensure that the same are rectified expeditiously.
- Force Majeure: If either Party’s performance of any part of this Agreement, except for the payment of money owed when due under this Agreement, is prevented or delayed by a Force Majeure Event, that Party will be excused from such performance to the extent it is necessarily prevented or delayed thereby. ‘Force Majeure Event’ means an event beyond a Party’s reasonable control, including without limitation, fire, flood, war or riot, acts of civil or military authority (including governmental priorities), severe weather, strikes or labor disputes.
- Dispute Resolution and Jurisdiction: Both the Parties shall resolve all disputes arising in connection with this Agreement amicably by mutual negotiation. In case no settlement is reached within thirty (30) days of one Party’s receipt of a written notice of dispute from the other Party, all disputes arising in connection with this Agreement shall then be referred to courts at New Delhi. This Agreement shall be governed by laws of India and the courts at New Delhi only shall have sole and exclusive jurisdiction in relation to any matters, dispute arising under this Agreement.
- The Merchant confirms that Merchant has read and understood the Transaction Documents, which are comprised of this Agreement, the Purchase Order, Schedule of Charges, the Terms of Use, the Privacy Policy and the Most Important Terms and Conditions (MITC). The Merchant can access the MITC & Schedule of Charges, Terms of Use and the Privacy Policy on our website, which may be amended from time to time by Pine Labs and the Merchant will be notified of any such changes.
- The Merchant agrees and accepts that Pine Labs may from time to time send communications to it, related to pricing, charges or any changes there to on account of any reason such as, introduction of new features, new terms and Value Added Services or any such other reasons, and that these are hereby expressly agreeable to the Merchant and shall be unconditionally binding on the Merchant. In the event that the Merchant does not want to continue with any of the additional Value Added Services/new features or Merchant does not agree with the revised terms, the Merchant shall inform promptly the same to Pine Labs in writing.
Annexure
SCHEDULE OF CHARGES (SOC)1
If a Customer needs to further escalate his/her complaint, he/she can write to the Customer Service Head cs.head@Pinelabs.com.
With this multi-layered and robust grievance redressal mechanism, Pine Labs not only focuses on redressal but also ensures that the gaps in process are identified and are rectified at grass root level.
| Sl.no | Payment Mode | TAT- Online (Plural) | TAT- Offline (Plutus) |
|---|---|---|---|
| 1 | As per terms of agreement | T+5 | |
| 2 | Early cancellation fees | INR 1,000 /- | Per terminal (within 12 months of deployment) |
| 3 | De-installation charges | INR 1,000 /- | Per terminal |
| 4 | Auto-debit re-processing fees | INR 1,500/- | Per ACH |
| 5 | Terminal recovery charges | INR 15,000/- INR 10,000/- | Per android terminal Per non android terminal |
| 6 | Low usage fees | INR 199/- INR 149/- INR 99/- NIL | Monthly charge per terminal if monthly business < INR 25,000/- Monthly charge per terminal if monthly business < INR 25,000/ Monthly charge per terminal if monthly business between INR Monthly charge per terminal if monthly business > INR 100,000/- |
| 7 | Communication charges | INR 49/- | Monthly charge per customer |
| 8 | Auto batch settlement fees | INR 49/- | Monthly per terminal |
| 9 | Late settlement fees | 0.5% or INR 500/- (whichever is higher) | For all transactions settled after 48 hours |
| 10 | System Utilization Fee | INR 99/- | System utilization fee per terminal per month |
| 11 | Low usage fees | INR 999/- INR 399/- | Monthly charge if payment dues > INR 5,000 post due date of invoice Monthly charge if payment dues <=INR 5,000 post due date of invoice |
| 12 | ACH bounce fee | INR 1,000 /- | Monthly charge for all ACH bounce within the invoice cycle |
| 13 | Paper roll charges | INR 25/- | per roll |
| 14 | SIM charges | INR 35/- | per SIM |
| Accessories/ spares recovery charge/ replacement charges | |||
| 15 | Motherboard (Main Board) | INR 7,500/- | Per unit |
| 16 | Display/LCD | INR 5,500/- | Per unit |
| 17 | Printer | INR 2,999/- | Per unit |
| 18 | Front/Rear Housing | INR 1,999/- | Per unit |
| 19 | Front/Rear Housing | INR 1,999/- | Per unit |
| 20 | Battery | INR 1,699/- | Per unit |
| 21 | Printer Roller/Cover | INR 999/- | Per unit |
| 22 | Base/Stand | INR 1,999/- | Per unit |
| 23 | All other parts | INR 499/- or actual cost of repair (whichever is higher) | Per unit |
1 All charges are exclusive of taxes. Taxes, including GST, will be added to the charges.