The objectives of these terms of use are to inform you of the terms which apply to the access/use of the Udyog Plus Payments Plugin (defined below), what we expect of you and what you can expect from us as you use and interact with the Udyog Plus Payments Plugin provided by Us.

The Udyog Plus Payments Plugin enables MSMEs and businesses to leverage technology to manage their payments and collections, banking, accounting under a unified platform. The product Udyog Plus payment plugin is owned and managed by Vendor (herein after defined) and any failure corresponding to this will not be attributable to Aditya Birla Finance Limited or Udyog Plus.

These terms of use are an electronic record in terms of the Information Technology Act, 2000 and rules thereunder as applicable and as amended from time to time. This electronic record is generated by a computer system and does not require any physical or digital signatures. These Terms are published in accordance with the provisions of Rule 3(1)(a) of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 framed under the Information Technology Act, 2000 (as amended from time to time), that require publishing the terms of services and practices for access or usage of the Udyog Plus and Udyog Plus Payments Plugin and they constitute a legally enforceable binding and enforceable contract between Aditya Birla Finance Limited and the User (as defined below). These terms of use consist of 2 (two) parts (collectively, “Terms”):

Part A contains the general terms and conditions which governs the access and use of the web link: https:// udyogplus.adityabirlacapital.com, https://uat.udyogplusassisted.com and application by the name of ‘Udyog Plus Payments Plugin’ in Tally (“Website” or “Udyog Plus”, which includes any and all the related mini-links and the Services provided thereunder) offered by Aditya Birla Finance Limited (also referred to as “ABFL”, “Company”, “We”, “Us” and “Our” as the context requires, and includes its affiliates [including but not limited to: Aditya Birla Capital Limited], assigns and Service Providers).

Part B contains specific terms and conditions that govern the use of each of the Services (defined below) to the extent such Services are availed by the User (defined below). The general terms and conditions provided under Part A (“General Terms”) shall be read and understood in conjunction with the Servicespecific terms and conditions provided under Part B (“Service Terms”).

ABFL is a subsidiary of Aditya Birla Capital, inter alia, engaged in the business of providing various lending solutions primarily to micro, small and medium enterprises. Here, ABFL is going to provide payment facility to SME users using Bank’s APIs. It is not a bank and does not hold or claim to hold a banking license. The current accounts opening, payments and other similar banking services/financial services [excluding business loans] offered on the Udyog Plus Payments Plugin are provided by RBI-licensed banks and financial institutions. The banking services/financial services offered on the Udyog Plus Payments Plugin are powered by our partner banks/financial institutions and follows all security standards and legal requirements prescribed by the partner bank/financial institution, in accordance with extant RBI regulations.

PART A (General Terms & Conditions)

These General Terms & Conditions govern the User’s use and/or access to the Website & Application. These Terms form an integral part of, and will be read in conjunction with:

The Privacy policy governing the use of the Website or provided to the User in any other manner or form, which is hosted at. https:// udyogplus.adityabirlacapital.com/privacy

Terms and conditions stipulated by Server Providers, which are specifically applicable to the Service(s) availed by You.

Definitions

Unless the context otherwise requires, the following capitalized words shall have the meaning assigned to them below.

“Vendor” shall refer to Link APItech private limited, product creator & owner of Tally plugin solution

“Acquiring Bank” shall mean any bank which receives funds as sent by the User to the Customer.

“Bank” refers to any bank or financial institutions that are licensed and regulated by the Reserve Bank of India (“RBI”) as per the Banking Regulation Act, 1949, which ABFL has partnered with towards offering the Services. It is hereby clarified that the term “Bank” also includes any sponsor banks that ABFL has partnered with, by establishing software protocols and direct integrations via API.

“Business Days” means any day in which banks are open for business in Mumbai, India New Delhi, India, and Bangalore, India.

“Customer” shall mean any individual or entity that transacts with the User resulting in transference of funds to the User.

“Know Your Customer” or “KYC” shall mean the various norms, orders, rules, regulations, laws, and statutes as per applicable laws, including the RBI Guidelines issued from time to time according to which ABFL procure personal identification details from the User desiring to access/use the Udyog Plus “Payee” means any person to whom a payment is made, using the Services, (and the term includes a User who uses the Services to receive payment.

“Payer” means any person who makes a payment, using the Services (and the term includes a User who uses the Services to make payment.

“RBI Guidelines” refers to the extant rules, regulations, orders, directions, notifications and guidelines issued by RBI, including but not limited to - the Payment & Settlement Systems Act, 2007, RBI Directions for opening and operation of accounts and settlement of payments for electronic payment transactions involving intermediaries dated November 24, 2009, the Guidelines on Regulation of Payment Aggregators and Payment Gateways dated March 17, 2020 and the Master Directions for Know Your Customer (KYC), 2016, as amended from time to time.

“Service(s)” means and includes the following services provided by Udyog Plus Payments Plugin to the User at the request of the User:

Online Business Account for payments and collections;

Payment Functionality

Automated Accounting & Reconciliation;

Multi-Account [of Multiple Banks] Connect;

Tax Payments (coming soon);

Salary Payments (coming soon)

Business Loans;

Includes any other products/services offered by Us, from time to time.

“Service Provider” refers to any entity, association of persons, facility provider, lender, card issuing institution, Bank, card processor, clearing house networks whose facilities or services are utilized in the provision of the Services.

“Transaction” means a payment instruction that results in the successful transfer of funds (a) from a User to a Payee; or (b) from a Payer to a User, as the context requires.

“User”, “You”, “Your” and “Yourself”, as the context requires, refers to and include any natural person or legal person (sole proprietor, partnership firm, company, LLPs, trusts, societies or HUFs) that registers on the Udyog Plus Platform and/or transacts or avails Services. The term ‘User’ shall also include such personnel of the User (including but not limited to any current or former officers, directors or employees of the User) who access the Udyog Plus Payments Plugin using the User Account credentials with either full rights or limited rights, as the case may be.

To access and use the Udyog Plus Payments Plugin, you must have a User Account registered on the Udyog Plus platform.

You are advised to keep the User credentials in confidence as you will be solely responsible for anything that happens through the User Account. You will ensure that the User Account details provided and/or updated are correct and complete at all times.

You shall be responsible at all times for maintaining the safety and confidentiality of the credentials and any other information pertaining to the User Account and for preventing unauthorized access to the User Account and devices. ABFL will not be liable for any mistake or misuse of User Account by either the User or by any person authorized by the User, or by any person gaining access to the Services through the User Account.

You will be responsible and shall indemnify ABFL against any liability, costs or damages arising in connection with (a) the User providing false, incorrect or misleading, information; and (b) compromise of the User Account credentials; (c) any repeat/double payment done to beneficiary by you or any user with your credentials through the product or through your bank’s existing channels; (d) any repeat/double payment to beneficiary arising out of technical issue in platform built by the Vendor; (e) any repeat payment initiated from the product or using bank channels if the status of transaction is not available/updated in dashboard. . ABFL reserves the right to refuse access to the Udyog Plus Platform, terminate accounts, remove or edit content at any time without notice to the User concerned if these Terms are violated.

You will be charged fees based on the Services you have requested or availed and the pricing/subscription plan that you have opted for on the Udyog Plus Payments Plugin. ABFL may change any fee or charge or institute and the User agrees that it will pay all fees and charges so levied without any delay or demur. ABFL shall not make refunds of any amounts charged as Fees other than as agreed by these Terms.

Data, Audit & Security

ABFL may monitor all Transactions to flag and prevent high-risk practices and fraudulent transactions. It is understood that ABFL may also engage Service Providers/vendor to assist in these efforts. In the event of any suspicious or unusual activity being carried out through the User Account, such account may be temporarily or permanently suspended.

User, by accepting these terms, authorize ABFL to collect personal information while using the product, including but not limited to name, address, email address, phone number, Tally usage data [includes accounting, GST, payables & receivables] and banking details. This information is essential for providing customized pre-approved & pre-qualified loan offers. For further details of the data usage, refer to the privacy policy https://udyogplus.adityabirlacapital.com/privacy policy.

Relationship:

You understand and agree that nothing contained in these Terms shall be deemed or construed as creating a partnership or joint venture between the User and ABFL or deemed to cause any party to be responsible in any way for the debts and obligations of the other party.

You will not describe (whether online or otherwise) Yourself as agent or representative of ABFL or make any representations to any User or any third party or give any warranties which may require ABFL or Service Provider to undertake to or be liable for, whether directly or indirectly, any obligation and/or responsibility to the User or any third party.

Confidentiality

The User agrees not to disclose or attempt to use or personally benefit from any non-public information that it may learn or discover on the Website or through the Services. This obligation shall continue until such time as the non-public information has become publicly known through any action of the User. If the User is compelled by order of a court or other governmental or legal body (or have notice that such an order is being sought) to divulge any such non-public information, the User agrees to promptly and diligently notify ABFL and cooperate fully with ABFL in protecting such information to the extent possible under applicable law.

Disclaimer of Warranties & Limitation of Liability

ABFL will endeavor to ensure that access to and availability of the Services remains uninterrupted and error free. However, access to the application may occasionally be suspended or restricted to allow for repairs, maintenance, or for the introduction of new facilities and Services and in such cases ABFL shall not be liable for any disruption of any Services. We reserve the right to determine the timing and content of software updates, which may be automatically downloaded and installed by an application without prior notice to the User anytime.

ABFL makes no warranty that the Services will be uninterrupted, timely, secure, or error free. To the maximum extent permitted by law, the entire risk arising out of the User’s access of and use of the Website and Services, remains with the User. A separate limitation over liability shall be applicable to each of the Services.

ABFL shall not be liable for any breach of these Terms due to any force-majeure event that prevents or delays performance of its obligations under these Terms lockdown, such as act of god, fire, lightning, explosion, flood, adverse weather conditions, power failures, failure in any communication systems, equipment breakdown, strikes, lock-out or any other cause beyond the control of ABFL.

Indemnity

The User shall keep ABFL indemnified from and against any and all liability (including but not limited to liabilities, judgments, damages, losses, claims, costs and expenses,) or any other loss that may occur, arising from or relating to any claim, suit or proceeding brought against ABFL by another User/ Service Provider/ third party for reasons including, but not limited (i) a breach, non-performance, non- compliance or inadequate performance by the User of any of the terms, conditions, representations, obligations or warranties made by him; (iii) any acts, errors, misrepresentations, willful misconduct or negligence of the User, or his employees, subcontractors and agents in performance of their obligations under these Terms.

Communication Policy

As part of User’s use of the Services, User may receive notifications, offers, discounts and general information from ABFL via text messages or by emails, for the purpose of collecting feedback regarding User’s services and/or provide loan offers. The User acknowledges that the SMS service provided by ABFL is an additional facility provided for the User’s convenience and that it may be susceptible to error, omission and/ or inaccuracy.

Customer Complaints

If We receive any general complaint against the User in connection with the use of the Udyog Plus Platform, We will forward the complaint to User’s registered email address. The User must respond to the complaint directly within 36 (thirty-six) hours of receiving the complaint as forwarded by ABFL and copy ABFL in its communications. If the User does not respond to the complainant within 36 (thirty-six) hours from the date of ABFL’s email to the User, We may at our sole discretion opt to disclose the User’s contact information to the complainant for enabling the complainant to take legal action against the User. The User understands that its failure to respond to the forwarded complaint within the 36 (thirty- six) hours’ time limit will be construed as the User’s consent to disclosure of the User’s name and contact information by ABFL. Notwithstanding the foregoing, the User acknowledges and agrees that (a) ABFL can disclose any information relating to the User if it deems in its sole discretion that such disclosure is required in the interest of justice; and (b) ABFL can withhold or appropriate any settlements due to the Merchants to ensure compliance with applicable laws on reasonable suspicion.

It is understood between that a Transaction is solely between the User and its Customer and ABFL does not provide any guarantees or warranties, or delivery level commitment with respect to the User. Use of the Udyog Plus Payments Plugin Platform by a User in no way represents any endorsement by ABFL of any User. ABFL is not obligated to mediate disputes between Customers, Users and the payment participants.

Suspension And Termination

In the event (a) the User breaches these Terms; (b) the User engages in or is suspected of engaging in any illegal, fraudulent or abusive activity; or (b) the User provides any information that is untrue, inaccurate, not current or incomplete or We have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, or not in accordance with these Terms, ABFL reserves the right, to suspend/terminate such User’s access to any or all of the Udyog Plus Platform and Services without notice, and this will be without prejudice to ABFL’s right to exercise any other remedy available to it under applicable law.

In the event ABFL identifies any suspicious or unusual activity being carried out by the User on the Udyog Plus Payments Plugin Platform, ABFL at its discretion may temporarily or permanently suspend the User’s access to the Udyog Plus Platform and/or take any such actions necessary to mitigate risk including but not limited to withholding of funds or refunding the funds to the source from where such payment originated.

Governing Law, Jurisdiction and Disputes

Without prejudice to the provisions mentioned below, these Terms are subject to the laws of India and any disputes arising out of or in connection with the Terms will be subject to the exclusive jurisdiction of the competent courts at Mumbai, India.

ABFL and the User acknowledge and agree that, in the event of any dispute/claim between arising out of or in connection with the Terms: (a) the transaction logs maintained by ABFL’s service provider will be the only source of data to verify the accuracy of such transactions; (b) such logs will be fully binding as evidence the purposes of adjudicating the said dispute /claim; and (c) the said dispute/claim shall be settled by binding arbitration in accordance with the Arbitration and Conciliation (Amendment) Act, 1996, including further enactments and amendments thereof. The seat of such arbitration shall be in Mumbai and the language of arbitration shall be English.

If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth herein, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Terms shall continue in effect.

PART B

(Service Terms & Conditions)

The User represents and agrees that usage of the Services mentioned under this Part B will inherently subject the User to the General Terms governing use of the Udyog Plus Payments Plugin Platform as set out under Part A.

Udyog Plus Payments Plugin

Product “Udyog Plus Payments Plugin” allows a SME user to initiate payments from their Tally ERP with automated bank statement reconciliation. The product is a utility (TCP) which user has to download from Udyog Plus and configure in Tally. Post configuration, user gets multiple Bank option to connect and do banking transactions directly from Tally

1. ICICI Bank,
2. YES Bank,
3. HSBC Bank,

More banks will be added in subsequent phases of product.

The features of this product are:

1. Automated Bank Statement Reconciliation: Allows the user to reconcile business book with bank statement automatically.
2. Multiple Bank Payment Facility
3. Bulk & Single Payment Feature
4. Customized ABFL business loans to the user

By proceeding to use Udyog Plus Payments Plugin, the User (a) signifies its consent to be bound by these Terms; (b) will be contracting with ABFL; and (c) acknowledges and agrees these Terms will constitute the User’s binding obligations, with ABFL while using Udyog Plus Payments Plugin.

Eligibility

‍To use Udyog Plus Payments Plugin, You must: (i) be a tax resident of India;