Terms and Conditions

  1. Introduction

  1. The website www.dreampay.tech (the “Website”) is owned and operated by Sporta Technologies Private Limited (“Company”, “us”, “our”, “we”). Through the Website, the Company provides a digitally enabled payment assistance service that aids in processing online payments made by various modes, including credit cards, debit cards and other card payments under the brand name “DreamPay” (the “Offering”) for online platforms and merchants.

  1. These Terms and Conditions (“Terms”) represent the legal agreement between the Company and any person or entity (“you”, “your”, “User”) that uses the Website or the Offering (collectively, the “Services”). Such use of our Services is subject to these terms, without prejudice to any additional terms which may be part of an additional agreement between you and the Company.

  1. Provision of the Offering

  1. The Company is not a bank or a non-banking financial institution (NBFC), and does not represent or warrant that it seeks to or is capable of providing services for banking and allied activities. You are required to have an existing bank account with an institution possessing the legal and regulatory capability of providing banking services in order to use the Offering.

  1. The Company provides APIs and other software for use by its Users, which will undergo a series of continual innovation to provide improved Services. You acknowledge and agree that the form and nature of the Offering which the Company provides may change from time to time. The Company may make it mandatory for the User to adopt new software procedures, install new software or update the same, in order to use the Offering or our Services. In no circumstance will the Company adopt, install, or update any new software without your consent.

  1. The Company is under no obligation to provide you with the Services except if required under an additional agreement between you and the Company, and you acknowledge and agree that the Company may stop (permanently or temporarily) providing the Offering (or any features within the Offering) to you or to Users generally, at the Company's sole and absolute discretion.

  1. The supply of the Offering will be subject to your making payments, if any, at the regular intervals as stated in any additional agreement. In the event that your account is terminated, or access is disabled, or the service is permanently or temporarily stopped, the Company's liability shall extend only to forfeiting the outstanding amount due for the current billing cycle. The Company shall not be made liable or called on to repay any amount paid during any previous billing cycle.

  1. The Company shall not be responsible for any loss or damage caused by a modification of the features, limitation of use of the Offering or the discontinuation altogether thereof. The Company shall not assume any responsibility to determine what, if any, taxes apply to the sale of Merchant’s goods and services and/or the payments the Merchant receives in connection with Merchant’s use of the Company Service (“Taxes”). It is solely the Merchant’s responsibility to assess, collect, report, or remit the correct tax to the proper regulatory or governmental authority. The Company is not obligated to nor will the Company determine whether Taxes apply, or calculate, collect, report, or remit any Taxes to any tax authority arising from any transaction.

  1. Use of Offering

  1. While you may visit the Website without registration, the use of the Offering and access to some portions of the Website shall be subject to registration and/or you entering into an additional agreement with the Company, if required by us. In order to access the Offering, you may be required to provide information about yourself as part of the registration process for the Services, or for your continued use of the Offering.

  1. You agree that any registration information you provide to the Company will always be accurate, correct and up to date. You are solely responsible, and the Company is not in any way liable for the information and data collected in order to process and authenticate a transaction performed with a customer.

  1. The Company may share User or customer information with any governmental, regulatory or law enforcement authorities if requested or required by order, notification, statute, or court order under any applicable law without your consent; and with anyone else, with your consent.

  1. You agree not to access (or attempt to access) the Offering by any means other than through the interface that is provided by the Company, unless you have been specifically allowed to do so in a separate agreement with the Company.

  1. You agree that you will not engage in any activity that interferes with or disrupts the Offering (or the servers and networks which are connected to the Offering).

  1. You agree that you will not reproduce, duplicate, copy, sell, trade, or resell the Offering for any purpose.

  1. You agree that you are solely responsible for any breach of your obligations under the Terms, and that the Company has no responsibility to you or to any third party hereunder and for the consequences (including any loss or damage which the Company may suffer) of any such breach.

  1. Your Passwords and Account Security

  1. You agree and understand that you are responsible to the Company and to third parties for maintaining the confidentiality of passwords associated with any account you use to access the Offering. You agree to accept responsibility for all activities that occur under your account or password, and all actions performed by any person using your account and password shall be deemed to have been committed by you or personnel designated by you, and you shall be liable for the same. The Company reserves the right to terminate your registration at any time if it is found that you have been sharing the password with any unauthorised third party. If you become aware of any unauthorized use of your password or of your account, you agree to notify the Company immediately.

  1. You acknowledge and agree that the Company has the right to disable access to your account or login route, which may prevent you from accessing the Offering, your account details or any files or other content which is contained in your account. You acknowledge and agree that the Company may limit your use of the Offering in any way if such use hinders the ability of the Company to carry on its operations or the ability of other Users or their customers to use or access the Offering.

  1. It is your sole responsibility to:

  1. Control the dissemination and use of your identification codes and passwords;
  2. Authorize, monitor, and control access to and use of your identification codes and passwords; and
  3. Promptly inform the Company of any need to deactivate your identification codes or passwords.

  1. You are fully responsible for the security of data on your website or otherwise in your possession. You agree to comply with all applicable laws and rules in connection with your collection, security, and dissemination of any personal, financial, card, or transaction information (“Data”) on your website. You agree that at all times, you shall be compliant with the Payment Card Industry Data Security Standards (PCI-DSS) and the Payment Application Data Security Standards (PA-DSS), as applicable. You also agree that you will use only PCI compliant service providers in connection with the storage or transmission of Card Data defined as a cardholder’s account number, expiration date, and CVV2. You agree to not store CVV2 data at any time. Information on the PCI DSS can be found on the PCI Council’s website https://www.pcisecuritystandards.org/. It is your responsibility to comply with, and ensure your website complies with these standards, as applicable.

  1. Without prejudice to the rest of these Terms, you will be solely responsible for all activities that occur under your account and on your website. You shall not:

  1. Submit any card transaction for processing that does not arise from your sale of goods or service to a customer,
  2. Act as a payment intermediary or aggregator or otherwise resell the Company’s services on behalf of any third party,
  3. Send what you believe to be potentially fraudulent authorizations or fraudulent card transaction, or
  4. Use the Company Service in a manner that Visa, MasterCard, or any other payment provider reasonably believes to be an abuse of the card network or a violation of card network rules.

  1. Content

  1. You understand that all information (such as data files, written text, computer software, or images) which you may have access to as part of, or through your use of, the Offering are the sole responsibility of the person from which such content originated.

  1. You agree and understand that the content presented to you as part of the Offering, including but not limited to advertisements and promotional material of the Company or other companies, is protected by intellectual property rights which are owned by the Company, or the sponsors or advertisers who provide that content to the Company (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute, copy or create derivative work based on this content (either in whole or in part) unless you have been specifically told that you are expressly permitted do so by the Company or by the owners of that content, in a separate written agreement. Any content being disseminated using the Company's sales network or the product, service or platform may be pre-screened, reviewed, flagged, filtered, modified, or simply refused or removed. Any spam or pornographic material and / or any illegal content will be immediately deleted, and we reserve the right to take appropriate legal action.

  1. You agree that you are solely responsible for (and that the Company has no responsibility to you or to any third party for) any content that you create, transmit or display while using the Offering or for the consequences of your actions (including any loss or damage which the Company may suffer) by doing so.

  1. Intellectual Property Rights

  1. You acknowledge and agree that the Company (and/or the Company's licensors) owns all legal right, title and interest in and to the Offering, including any intellectual property rights which subsist in the Offering (whether those rights happen to be registered or not, and wherever in the world those rights may exist) and that you are merely a licensee of the Offering, and not the owner thereof. You further acknowledge that the Offering may contain information which is designated confidential by the Company and that you shall not disclose such information without the Company's prior written consent.

  1. Unless the Company has otherwise agreed in writing, nothing in the terms gives you a right to use any of the Company's trade names, trademarks, service marks, logos, domain names, and other distinctive brand features. You additionally agree that in using the Offering, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.

  1. The Company grants you a non-exclusive license to use the software provided to you by the Company as part of the Offering as provided to you by the Company. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Offering as provided by the Company, in the manner permitted by these Terms.

  1. You are not entitled to commercially exploit, either directly or by sale, or transfer commercially or profit from the Offering and products.

  1. You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the software or any part thereof.

  1. Unless the Company has given you specific written permission to do so, you may not assign (or grant a sublicense of) your rights to use the Services or otherwise transfer any part of your rights to use the service.

  1. Ending your relationship with the Company

  1. The Terms will continue to apply until terminated by either you or the Company as set out below.

  1. The Company may at any time, terminate its legal agreement with you or revoke your access and license to use the Offering if:

  1. You have breached any provision of the Terms (or have acted in manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Terms);
  2. The provision of the Offering to you is, or becomes, unlawful under applicable law; or
  3. The Merchant Site is used for illegal, unlawful, or immoral purposes.

  1. Upon termination, all of the legal rights, obligations and liabilities that you and the Company are subject to in relation to the obligation to maintain confidentiality or such other legal rights, obligations and liabilities which are expressed to continue indefinitely, shall be unaffected by this cessation.

  1. Exclusion of warranties

  1. You expressly understand and agree that your use of the Offering / Services is at your sole risk and that the Offering / Services are provided as is and as available. The Company, its licensors, partners, consultants, suppliers, employees and agents make no representations or warranties with respect to the accuracy, reliability, usefulness, completeness or timeliness of the Offering or Services made available to you or communications provided to you as a result of your use of the Offering or Services. To the maximum extent permitted by applicable law, the Company, its licensors, partners, consultants, suppliers, employees and agents, expressly disclaim all warranties, whether express or implied, statutory or otherwise, including but not limited to the implied warranties of merchantability, non-infringement and fitness for a particular purpose.

  1. To the extent permitted by law, the Company makes no representations or warranties as to the quality, suitability or merchantability of the Services and shall not be liable in respect of the same. In particular, the Company does not represent or warrant to you that:

  1. Your use of the Offering / Services will meet your requirements,
  2. Your use of the Offering / Services will be uninterrupted, timely, secure, or free from error, including specifically from server downtime.
  3. Any information obtained by you as a result of your use of the Offering / Services will be accurate or reliable.

  1. Any material downloaded or otherwise obtained through the use of the Offering is done at your own discretion and risk and the Company will not be responsible for any damage to your computer system or other device or loss of data that results from the download of any such material.

  1. No advice or information, whether oral or written, obtained by you from the Company or through or from the Offering shall create any warranty not expressly stated in the Terms.

  1. The Company provides the Services “As Is” and expressly disclaims all warranties and conditions of any kind, whether express or implied, including, but not limited to the implied warranties and conditions of merchantability, fitness for a particular purpose and non-infringement.

  1. Limitation of Liability

  1. You expressly understand and agree that the Company, its licensors, partners, consultants, suppliers, employees and agents shall not be liable to you for:

  1. Any direct, indirect, incidental, special, consequential, or exemplary damages which may be incurred by you, however caused and under any theory of liability. This shall include, but not be limited to, any loss of profit (whether incurred directly or indirectly), costs of delay, any failure of delivery, business interruption, any loss of goodwill or business reputation, any loss or damage of data or documentation suffered, cost of procurement of substitute goods or Offering, other intangible loss, or liabilities to third parties arising from any source, whether based on warranty, contract, tort or any other legal theory, and whether or not the Company has been advised of the possibility of such damages;
  2. Any loss or damage which may be incurred by you, including but not limited to loss or damage as a result of:

  1. Any changes which the Company may make to the Offering, or for any permanent or temporary cessation in the provision of the Offering (or any features within the Offering);
  2. The deletion of, corruption of, or failure to store, any content and other communications data maintained or transmitted by or through your use of the Offering;
  3. Your failure to provide the Company with accurate account information; or
  4. Your failure to keep your password or account details secure and confidential.

  1. This limitation upon damages and claims is intended to apply without regard to whether other provisions of these Terms have been breached or have proven ineffective. By entering into these Terms, you hereby waive and release the Company from any injury, including any bodily injury that may be caused by your use of the Offering or Services, including any claims for intentional misconduct, negligence or gross negligence. You hereby acknowledge your full understanding and willingness to accept any risks associated with your use of the Offering or Services and waive the Company from liability in relation thereto.

  1. External Sites.

  1. The Offering or the Website may include hyperlinks to other websites or content or resources. The Company may have no control over any websites or resources (each an “External Site”, which includes the Merchant Site) which are provided by companies or persons other than the Company.

  1. You acknowledge and agree that the Company is not responsible for the availability of any such External Sites, and does not endorse any advertising, products, or other materials on or available from such External Sites.

  1. You acknowledge and agree that the Company is not liable for any loss or damage which may be incurred by you as a result of the non-availability of any External Sites, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on or available from, such External Sites.

  1. Your use of these any offerings, services or goods from External Sites may be subject to separate terms between you and the owner of such concerned External Site.

  1. Changes to the Terms

  1. You agree that these Terms may be updated from time to time and any such changes shall be effective as soon as posted. You should review the Terms on a regular basis so that you remain aware of the most current terms and conditions that apply to you.

  1. Miscellaneous

  1. You understand and agree that the Services exclude any services provided to you by the Company under a separate written agreement, if any. The Terms constitute the legal agreement between you and the Company and govern your use of the Offering, but without prejudice to any additional terms which may be part of an agreement specific to the Services you wish to avail of (but excluding any Offering which the Company may provide to you under a separate written agreement), and completely replace any prior agreements between you and the Company in relation to the Offering.

  1. You agree that if the Company does not exercise or enforce any legal right or remedy which is contained in the terms (or which the Company has the benefit of under any applicable law), this will not be taken to be a formal waiver of the Company's rights and that those rights or remedies will still be available to the Company.

  1. If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these terms is invalid, then that provision will be removed from the terms without affecting the rest of the terms. The remaining provisions of the terms will continue to be valid and enforceable.

  1. The terms, and your relationship with the Company under the terms, shall be governed by the laws of India, and you agree to submit to the exclusive jurisdiction of the courts of Mumbai for the resolution of disputes arising out of these Terms.