Terms of Service

Terms of Service

Welcome to Pazy!

Pazy is a technology platform for corporate payment automation, expense management, procurement, and financial operations. These Terms of Service ("Terms") govern your access to and use of the Pazy platform (app.pazy.io), our website (www.pazy.io), and all related services ("Services").

By accessing or using the Services, you confirm that you have read, understood, and agree to these Terms, together with our Privacy Policy. If you do not agree, please do not use the Services.

This document is an electronic record published under Rule 3 of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021, and the Information Technology Act, 2000, and does not require physical or digital signatures.

1. Eligibility & Account Registration

1.1 Who Can Use Pazy

Pazy's Services are designed for businesses with operations and registered entities in India. The Platform operates within India's regulatory framework, including RBI, NPCI, and applicable Indian law. Businesses incorporated or registered outside India but operating through a legally registered Indian entity are equally eligible to use the Services, subject to the same eligibility and compliance requirements. To use Pazy, you must:

• Form a binding contract with Pazy.

• Be a legally registered business entity — such as a private limited company, LLP, partnership firm, or sole proprietorship — and provide valid registration documents.

• If you are an individual acting on behalf of a business, be at least 18 years of age and have the legal capacity to enter into binding contracts.

• Have a verifiable bank account in India with no history of fraudulent activity.

• Not operate in a prohibited or high-risk industry (e.g. weapons, illegal substances, unlicensed financial services).

• Maintain compatible hardware and software required for integration with the Pazy Platform.

• Comply with all Applicable Laws, including Anti-Money Laundering (AML) and Know Your Customer (KYC) requirements.

Pazy may conduct credit checks and reserves the right to decline or terminate access to any entity that does not satisfy these eligibility requirements. Pazy's Services are available for use in India only.

1.2 Creating Your Account

To access most of Pazy's features, you will need to create an account. When registering:

• Provide accurate, complete, and current information.

• Keep your account information updated if anything changes.

• Designate at least one Administrator to manage the account, users, and permissions.

• Keep your login credentials confidential — you are responsible for all activity under your account.

• Notify Pazy immediately at support@pazy.io if you suspect unauthorized access.

By registering, you consent to Pazy contacting you about your account, Services, and (unless you opt out) relevant updates and offerings — via email, SMS, phone, or other digital means. Pazy may share your information with authorized partners as necessary to deliver the Services.

1.3 KYC Requirements

For financial transactions and regulatory compliance, Pazy may require you to complete KYC (Know Your Customer) verification. You agree to provide all necessary documentation promptly. Pazy reserves the right to suspend or restrict Services if required KYC documents are not provided upon request.

2. Services Overview

Pazy provides a suite of corporate finance and payment automation tools through the Pazy Platform (app.pazy.io). The specific Services available to you depend on the modules you have subscribed to. These include:

Service Module What It Does Accounts Payable Automation Automates invoice capture, approval workflows, vendor payments, GST/TDS support, and reconciliation. Procurement Management Handles purchase requisitions, PO management, vendor onboarding, spend analytics, and budget controls. Employee Reimbursements Enables employees to submit and get reimbursed for business expenses with multi-level approvals. Prepaid Corporate Cards Issues physical/virtual prepaid cards with spending controls. UPI Petty Cash Payments Processes UPI-based vendor and employee payments through RBI/NPCI-authorized Payment Partners. Connected Banking Platform Links multiple bank accounts via a single interface for transactions, statements, and ERP reconciliation. Bank Payout API API enabling payment initiation, account validation, reconciliation, and ERP integration directly within client's internal systems.

Some Services may be delivered or supported by Pazy Affiliates, Third-Party Service Providers, or Financial Institution Partners. Using certain Services may require you to agree to additional terms from those partners.

3. Your Responsibilities

3.1 Acceptable Use

When using the Pazy Platform, you agree to:

• Use the Services solely for legitimate, authorized business purposes — not for personal, household, or family use.

• Ensure all transactions initiated through Pazy comply with Applicable Laws, payment network rules, and Pazy's policies.

• Maintain accurate and up-to-date account information and data. Inaccurate data may result in suspension of Services.

• Ensure your employees and users who access the Platform are aware of and comply with these Terms.

• Promptly report any unauthorized transactions, lost cards, or suspicious activity to Pazy.

3.2 Prohibited Activities

You must not use Pazy's Services to:

• Commit or facilitate fraud, money laundering, terrorist financing, or any other illegal activity.

• Initiate transactions for sanctioned entities or individuals.

• Transmit malware, viruses, or any harmful software through the Platform.

• Violate any third party's intellectual property rights or sell counterfeit goods.

• Reverse engineer, decompile, or attempt to extract the source code of the Pazy Platform.

• Engage in harassment, defamation, or abusive conduct.

• Interfere with the integrity or performance of the Services or gain unauthorized access to any system or network.

• Provide false or misleading information during onboarding or thereafter.

Any violation of these terms may result in immediate suspension or termination of your access to Pazy, recovery of any resulting losses, and referral to law enforcement authorities.

4. Privacy & Data

Your privacy matters to us. Our Privacy Policy explains in full how we collect, use, store, and share your information. By using the Services, you consent to our data practices as described in the Privacy Policy, available at www.pazy.io.

In brief:

• Your Data (invoices, vendor details, employee data, payment records) remains your property.

• Pazy processes your data solely to provide the Services — never to train AI or ML models.

• Pazy notifies you within 48 hours of discovering any data breach affecting your Personal Data.

• Upon termination, you can export your data for 30 days; Pazy deletes all copies within 90 days.

• Pazy may share data with authorized sub-processors with appropriate protections.

5. Intellectual Property

Pazy owns all intellectual property rights in and to the Pazy Platform, including its code, interfaces, graphics, algorithms, branding, and documentation. Your subscription grants you a limited, non-exclusive, non-transferable licence to use the Platform for your internal business purposes only — it does not transfer any ownership to you.

All data you input into the Platform (invoices, purchase orders, expense records, etc.) remains yours. Pazy has no ownership rights over your data and uses it only to provide the Services.

You may not: (a) sell or sub-licence access to the Platform to third parties; (b) reverse engineer or decompile the Platform; or (c) modify, copy, or create derivative works from Pazy's technology. Any enhancements or improvements Pazy makes to its own Platform remain Pazy's property.

6. Data Processing

Where Pazy processes personal data on your behalf, the following applies in accordance with India's Digital Personal Data Protection Act, 2023 (DPDPA):

Role Definition Your Role Data Controller — you decide why and how personal data is used Pazy's Role Data Processor — we process data only on your documented instructions

Pazy's data processing commitments:

• Bind all personnel to strict confidentiality obligations.

• Implement appropriate technical and organisational security measures (encryption, access controls, MFA, regular audits).

• Assist you in responding to Data Subject rights requests under DPDPA.

• Notify you within 48 hours of discovering a Data Breach.

• Never use your data to train AI or ML models.

• Make your data available for export for 30 days post-termination and delete all copies within 90 days.

7. Warranties & Disclaimers

7.1 What Pazy Promises

Pazy warrants that:

• It holds all necessary regulatory approvals and licences to provide the Services and will maintain them throughout the term.

• It has the skills and resources to deliver the Services professionally and in compliance with Applicable Laws.

• The Services will not infringe the intellectual property rights of any third party.

• Where Payment Services are offered, Pazy has the necessary arrangements with licensed, RBI-authorized Payment Partners.

• It will protect the confidentiality of your data.

7.2 What Pazy Does Not Promise

Beyond the above, the Services are provided on an "as is" and "as available" basis. Pazy expressly disclaims all other warranties, including:

• That the Services will be uninterrupted, error-free, or perfectly accurate at all times.

• That the Services will meet every specific business requirement you may have.

• That the Services will be free from hacking, viruses, or malicious code (though Pazy takes reasonable security measures).

• That Third-Party Services (e.g. your bank, NPCI, or ERP systems) will perform as expected — Pazy is not responsible for third-party performance.

• That merchants or vendors have provided correct payment information.

Pazy is also not responsible for issues arising from: (a) data you provide being inaccurate or incomplete; (b) outages caused by public networks or third-party infrastructure; (c) unauthorised use of your credentials; or (d) Force Majeure Events.

8. Specific Terms for UPI Services

8.1 Payment Partner and Regulatory Framework

(a) UPI-based Payment Services are facilitated through Pazy's duly licensed and authorized Payment Partners. Pazy acts as a technology service provider and facilitator.

(b) Pazy represents and warrants that it has the necessary arrangements with licensed and RBI/NPCI-authorized Payment Partners to facilitate UPI-based Payment Services.

(c) All service-related issues, operational matters, disputes, and communications shall be routed exclusively through Pazy, and the Client shall not be required to communicate directly with Payment Partners for the aforesaid.

8.2 Client Obligations — UPI

The Client shall:

• Ensure that all UPI payments initiated through the Pazy Platform are for authorized business purposes only;

• Maintain adequate funds in Linked Accounts to honor all UPI payment transactions;

• Ensure that all Linked Accounts belong to the Client and are duly authorized for use through the Pazy Platform;

• Promptly notify Pazy of any unauthorized or suspicious UPI transactions;

• Implement and maintain appropriate security measures to protect UPI credentials and login credentials;

• Ensure that employees do not share UPI PINs, OTPs, or account credentials with unauthorized persons;

• Regularly monitor UPI transactions and promptly report any discrepancies;

• Cooperate with Pazy and its Payment Partners in any investigation of fraudulent or unauthorized transactions;

• Comply with all applicable NPCI UPI Procedural Guidelines and RBI regulations.

8.3 Pazy Liability — UPI

The Client agrees that Pazy shall not be held liable for:

• Rejection, decline, or failure of any UPI transaction by the Client's bank, receiving bank, or NPCI;

• Unauthorized transactions resulting from the Client's or its employees' negligence, including sharing of UPI PINs, OTPs, or credentials;

• Insufficient funds, account freezes, or banking restrictions affecting the Client's Linked Accounts;

• Delays in UPI transaction processing caused by banking infrastructure, NPCI systems, or Payment Partners;

• Disputes between the Client and its vendors, employees, or other beneficiaries relating to UPI payments;

• Any action or inaction of the Client's bank in relation to UPI transactions.

8.4 Payment Gateway Charges — UPI

In addition to Pazy's fees, the Client acknowledges that payment gateways may levy separate charges, which shall be borne by the Client. The Client acknowledges that Pazy has no role in levying the aforesaid charges.

8.5 Regulatory Changes — UPI

In the event of any change in Applicable Laws, RBI regulations, or NPCI guidelines that materially affects the UPI services, Pazy may:

(a) modify the terms with reasonable notice to the Client;
(b) suspend or discontinue UPI services if compliance becomes impracticable or legally prohibited;
(c) require additional documentation or compliance measures from the Client.

The Client shall cooperate with all such requirements and shall not hold Pazy liable for any modifications, suspensions, or discontinuations necessitated by regulatory changes.

9. Limitation of Liability

To the maximum extent permitted by applicable law, neither Pazy nor its officers, directors, employees, affiliates, or providers shall be liable for any indirect, consequential, special, exemplary, or punitive damages — including loss of profits, revenue, reputation, or data — even if advised of the possibility of such damages.

Pazy is not responsible for ensuring the compliance of any vendors or third parties that you engage through the Pazy Platform. You are solely responsible for selecting, overseeing, and ensuring compliance of such vendors.

10. Indemnity

You agree to indemnify, defend, and hold harmless Pazy, its Financial Institution Partners, and Third-Party Service Providers from and against any claims, liabilities, losses, costs, and legal fees arising from:

• Your breach of these Terms or any Applicable Law.

• Misuse of the Services by you or your employees.

• Your breach of KYC, AML/CFT, or other regulatory requirements.

• Unauthorized, fraudulent, or prohibited transactions initiated through your account.

• Disputes with your vendors, employees, or merchants relating to payments made via Pazy.

• Chargebacks, merchant disputes, or card-related losses attributable to your negligence.

Equally, Pazy will indemnify you from third-party claims alleging that the Services infringe any intellectual property right. In such cases Pazy may, at its option: (a) secure your right to continue using the Services; (b) modify the Platform to make it non-infringing; or (c) if neither is practicable, terminate and refund prepaid unused fees.

Neither party is liable to the other for indirect or consequential damages under any indemnity.

11. Changes to These Terms

Pazy may update these Terms from time to time — for example, to reflect changes in law, new Services, updated processes, or feedback from users. When we make changes, we will notify you (via email or a notice on the Platform) before the changes take effect.

Your continued use of the Services after a change takes effect means you accept the revised Terms. If you do not agree with a change, you should stop using the Services and may terminate your subscription with 30 days' written notice.

12. Termination

Pazy may terminate or suspend your access immediately if:

• You breach any material term of these Terms and do not remedy it within 30 days of notice (or immediately for non-remediable breaches).

• You become insolvent, enter liquidation, or cease to operate.

• Your use involves fraudulent, illegal, or high-risk activity, as determined by Pazy's internal assessment.

• Required by a Financial Institution Partner, government authority, or law enforcement.

• You provided misleading information during onboarding.

• There are pending, excessive, or anticipated disputes, refunds, or chargebacks.

• A regulatory change makes continuation impracticable (particularly for card and UPI services).

13. Governing Law and Dispute Resolution

These Terms are governed by the laws of the Republic of India.

Step 1 — Talk to Us First

If you have a dispute, please contact us at legal@pazy.io before taking any formal action. We commit to responding within 10 business days and working in good faith to resolve the matter within 30 days.

Step 2 — Escalation

Unresolved issues may be escalated through the Escalation Matrix set out in your Service Agreement, which contains named contacts at each escalation level.

Step 3 — Arbitration

If informal resolution fails, disputes will be settled by arbitration under the Arbitration and Conciliation Act, 1996. Proceedings will be conducted in English in Bangalore, India, before a single arbitrator jointly appointed by the parties.

Injunctive Relief

Nothing in these Terms prevents either party from seeking urgent injunctive or equitable relief from the courts at Bangalore. The courts of Bangalore have exclusive jurisdiction over any non-arbitral matters.

14. General Terms

These Terms constitute the entire agreement between you and Pazy regarding your use of our Services and supersede any prior agreements. Our failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

15. Contact Us

If you have any questions about these Terms or our Services, please contact us at:

DecentGrad Technologies Private Limited
2nd floor, Prestige Pinnacle, 113, Bengaluru, Karnataka 560095, India
Email: support@pazy.io