MOST IMPORTANT TERMS AND CONDITIONS

1. The Bank is inter alia engaged in the business of providing financial assistance to individuals and business entities;
2. PARTNER is inter alia engaged in the business of facilitating distribution of financial products and services. Further PARTNER will also assist the Bank with the recollection process as per the terms of this Agreement;
3. The Borrower is an individual who avails the technology services provided by Partner through the website https://cred.club/ and mobile application 'CRED' ("PARTNER App"), and has now enlisted to avail the financial services and loan products provided by the Bank ("Facility"); and
4. The Borrower shall be responsible for ensuring the complete and timely repayment of the loan amount to the Bank

1. Subject to the terms & conditions prescribed hereunder, the Bank may extend to the Borrower a loan amount (“Loan Amount”) for a period as specified in the Schedule (“Term”) through PARTNER which is acting as a facilitator between the Bank and the Borrower.
2. The Bank shall be entitled to vary at its discretion or at the request of the Borrower, the limits of the Facilities (i.e. increase/decrease or renew) sanctioned to the Borrower.

1. The Facility shall be made available to the Borrower only during the tenure of the Business Agreement between Bank and PARTNER and the same is available through the PARTNER App.
2. All transactions/withdrawal/utilisation of the Facilities (in one or more tranches) will be converted to EMI with a fixed term with applicable rate of interest as communicated by the Bank and mentioned on the PARTNER App & the Schedule, as per the request of the Borrower as well as in absolute discretion of the Bank.
3. In the event any portion of the Loan Amount are remaining due and payable by the Borrower to the Bank, whether under this Agreement or otherwise, the Bank may, at its sole discretion, reduce the overall limits and/or adjust such monies against the respective limits and all such adjustments shall be treated as drawals by the Borrower.
4. The Bank may, in its discretion and subject to no Event of Default or potential event of default having occurred and at the request of the Borrower, renew or continue the Facilities or any part thereof for such period and in such terms and in such event all terms as applicable for such Facilities shall mutatis mutandis apply for the rollover/extended portion of the Facilities.
5. The Bank may, at its discretion, allows drawals by way of temporary facilities for such period as is permitted by the Bank, reserves its right to suspend such excess drawings without any notice to the Borrower. In case of an incorrect excess borrowing, the Borrower shall repay all such excess drawings on demand unless otherwise specified by the Bank. Till repayment of such excess drawings, the excess drawn amounts shall carry interest at the rate of revised applicable rate of interest, unless a higher rate has been stipulated by the Bank. All the provisions of the Agreement will extend to cover such excess drawings.
6. If the Borrower opts on the CRED App to avail of insurance products at the time of drawing down the loan amount, the Bank shall deduct the premium for the said insurance products from the disbursed amount and transfer such deducted premium to the insurer, the appropriate insurance intermediary or the group administrator.

1. The Borrower shall pay to the Bank interest as determined by the Bank and mentioned in the Schedule & the PARTNER App at the time of taking loan on all outstanding amounts under the Facilities, at such intervals as stipulated in the PARTNER App.
2. The Borrower irrevocably acknowledges that any occurrence of breach of terms and conditions mentioned herein shall be deemed to require reassessment of initial credit parameters of the Borrower and as a consequence thereof, the Borrower shall, without demur/protest be liable to pay to the Bank, revised applicable rate of interest (in lieu of the applicable rate of interest) as may be applicable, from the date of happening/non-happening of the relevant conditions till such conditions are complied with to the satisfaction of the Bank.
3. The interest rate is subject to variation in consonance with RBI directions, statutory and regulatory requirements, any increase / variation in the un-hedged foreign currency exposure of the Borrower, conditions of money market, availability of loanable funds, internal policy of the Bank, etc.
4. The Borrower shall pay the Bank all other charges, including processing fee, cancellation charges and other fee/charges as may be charged by the Bank from time to time. The Borrower shall bear all applicable taxes including GST in connection with the Agreement herein. In the event of the Borrower failing to pay the monies referred to above, the Bank shall be at liberty (but shall not be obliged) to pay the same. The Borrower shall reimburse all sums paid by the Bank in accordance with the provisions contained herein.
5. All payments by the Borrower under the Agreement mentioned herein shall be made free and clear of and without any deduction of tax or levy, except as required under the Law. Any taxes or levy so deducted by the Borrower shall be paid within the statutory time frame AND thereafter within 7 (seven) days of depositing such payment or as provided under Law, whichever is earlier, deliver to the Bank satisfactory evidence that the tax or levy so deducted at source has been duly remitted to the appropriate authority.

1. All interest, all commissions, discount and all other charges shall accrue from day to day and when debited to the relevant account shall be calculated on the daily debit balance of such account and which shall be computed on the basis of 360 days a year and the actual number of days elapsed.
2. The interest and commission on the Facilities will be charged to accounts, unless specified otherwise, on a monthly basis (and in case of closure of individual Facility account on the day of such closure) and payable by the Borrower.
3. The Borrower/s shall pay Charges, non-refundable upfront transaction/processing fees, and other charges as and when applicable
4. Borrower hereby agrees and confirms that in case wherein the Borrower avails any third party services through the Bank then the fees/ charges applicable for the said third party services shall be deducted from the Loan amount and the Bank shall not be held liable for the services provided by such third party. It shall be the sole discretion of the Borrower to opt for such third party products and services and for any changes/cancellation on booking of such products will need to be done through relevant third party as per their product T&C. Bank shall not be liable for any claims and damages arising out of or in relation to third party product and services availed by the Borrower

1. Dues shall mean the principal/interest/any charges levied on the loan account which are payable within the period stipulated as per the terms of sanction of the credit facility.
2. Overdue shall mean the principal/interest/any charges levied on the loan account which are payable, but have not been paid within the period stipulated as per the terms of sanction of the credit facility. In other words, any amount due to the bank under any credit facility is 'overdue' if it is not paid on the due date fixed by the bank.
3. Non-Performing Asset (NPA) - is a loan or an advance where
   1. interest and /or instalment of principal remains overdue for a period of more that 90 days in respect of a term loan.
   2. the account remains 'out of order' as indicated below in respect of an Overdraft/Cash credit (OD/CC).
4. "First In First Out" (FIFO) - The relevance of ' First in First Out ' (FIFO) is in appropriation of payments into the borrowal account; The Principle of FIFO i.e., ' First In First Out accounting method is relevant to arrive at the No of days of overdue for determining the SMA/NPA status. The FIFO principle assumes that, the oldest outstanding dues in the loan account needs to be cleared first. The FIFO method thus requires that what is due first must be paid by the borrower first.
   For example:- If in any loan account as on 01.02.2021 there are no overdues and an amount of Rs. X is due for payment towards principal instalment/interest/charges any payment being credited on or after 01.02.2021 in the loan account will be used to payoff the dues outstanding on 01.02.2021. Assuming that nothing is paid/or there is partial payment (Rs Y) of dues during the month of February, the overdue as on 01.03.2021 will be Rs. X-Y. Additionally, an amount of Rs Z becomes due as on 01.03.2021. Now any payment partial payment into the account on or after 01.03.2021 will be first utilized to payoff the partial due o f 01.02,2021(Rs X- Rs Y). If there is more recovery that the Rs. X- Rs.Y then after r ecovering dues of 01.02.201, the remaining amount will be treated as recovery towards d ue of 01.03.2021.
5. Age of Oldest Dues - The age of oldest dues is reckoned in days from the date on which the oldest payment is due and continues to remain unpaid. In the aforesaid illustration, if the Dues relating to 1st February 2021 remain unpaid till 01.03.2021, the age of the oldest dues is reckoned as 29 days on 02.03.2021.
6. Classification as Special Mention Account (SMA) and Non-Performing Asset (NPA) Lending institutions will recognize the incipient stress in loan accounts, immediately on Default, by classifying them as Special Mention Accounts (SMA) The basis of classification o f SMA /NPA Category shall be as follows:

   Loans other than revolving facilities		Loans in the nature of revolving facilities like cash credit/overdraft
   SMA Sub- categories	Basis for classification - Principal or interest pa yment or any other am ount wholly or partly overdue	SMA Sub- categories	Basis for classification - Outstanding balance remains continuously in excess of the sanctioned limit or drawing power, whichever is lower, for a period of:
   SMA-0		Upto 30 days
   SMA-1	More than 30 days and upto 60 days	SMA-1	More than 30 days and upto 60 days
   SMA-2	More than 60 days and upto 90 days	SMA-2	More than 60 days and upto 90 days

   
   Out of Order - An account shall be treated as ' out of order ' if
   1. the outstanding balance in the CC/OD account remains continuously in excess of the sanctioned limit /drawing power for 90 days or
   2. the outstanding balance in the CC/OD account is less than the sanctioned limit/drawing power but there are no credits continuously for 90 days or the outstanding balance in the CC/OD account is less that the sanctioned limit/drawing power but credits are not enough to cover the interest debited during the precious 90 power but credits are not enough to cover the interest debited during the previous 90 days period
   Illustrative movement of an account to SMA category to NPA category based on delay Inon payment of dues and subsequent upgradation to Standard category at day end process:



Due date of payment	Payment date	Payment coversPayment covers	Age of oldest dues in days	SMA / NPA Categorisation	SMA since Date /SMA class date	categorization	NPA Date
01 .01.2022	01 .01.2022	Entire dues upto 01.01.2022		NIL
01 .02.2022	01 .02.2022	Partly paid dues of 01 .02.2022	1	SMA-O	01.02.2022
01 .02.2022	01 .02.2022	Partly paid dues of 01 .02.2022	2	SMA-O	01.02.2022		NA
01 .03.2022		Dues of 01.02.2022 not fully paid 01.03.2022 is also due at EOD 01 .03.2022	29	SMA-O	01.02.2022
		Dues of 01.02.2022 fully paid , Due for 01.03.2022 not paid at EOD 01.03.2022	1	SMA-O	01.03.2022
		No payment of full dues of 01.02.2022 and 01.03.2022 at EOD 03.03.2022	31	SMA-O	01.02.2022 03.03.2022
		Dues of 01.02.2022 fully paid , Due for 01.03.2022 not fully paid at EOD 1.03.2022	1	SMA-O	01.03.2022
01 .04.2022		No payment of dues of 01 .02.2022 ,01 .03.2022 and amount due on 01.4.2022 at EOD01 .04.2022	60	SMA-1	01.02.2022 03.03.2022
		No payment of dues of 01.02.2022 till 01.04.22 at EOD 02.04.2022	61	SMA-2	01 .02.2022 / 02.04.2022
01 .05.2022		No payment of dues of 01 .02.2022 till 01.05.22 at EOD 01 .05.2022	90	SMA-2	01 .02.2022 / 02.04.2022
		No payment of dues of 01.02.2022 till 01.05.2022 at EOD 02.05.2022	91	NPA		NPA	02.05.2022
01 .06.2022	01 .06.2022	Fully Paid dues of 01.02.2022 at EOD 01 .06.20222	93	NPA	NA		02.05.2022
01.07.2022	01.07.2022	Paid entire dues of 01 .03.2022 & 01.04.2022 at EOD 01.07.2022	62	NPA	NA	NPA	02.05.2022
01.08.2022	01.08.2022	Paid entire dues of 01 .05.2022 & 01.06.2022 at EOD 01 .08.2022	32			NPA	02.05.2022
01.09.2022	01.09.2022	Paid entire dues of 01 .07.2022 & 01.08.2022 at EOD 01 .09.2022	1				02.05.2022
01.10.2022	01.10.2022	Paid entire dues of 01.09.2022 & 01 .10.2022	0	Standard Account with No Overdues			STD from 01.10.2022


Note- Examples are illustrative and not exhaustive in nature covering common scenarios and that the IRACP norms and clarifications provided by RBI on the subject will prevail.


7. Amortization Schedule/Repayment Schedule;- The Amortization Schedule shall be provided separately after the disbursement of loan and shall consist details pertianing to exact due dates for repayment of loan, breakup between principal and interest, in case of loan facilities with moratorium on payment of principal and or interest, the exact date of commencement of repayment etc., shall also be specified in the said amortization schedule.

1. The Borrower shall make the payment through the PARTNER App and/or alternate channels enabled by PARTNER (“Repayment Mode”) in the form of Net Banking/Debit Card/UPI and/or Standing Instruction/ECS/NACH (‘Mandate’) from Borrower owned KYC compliant account to the Bank. Please note that Partner is acting only as a facilitator of the transactions between the Bank and the Borrower and is collecting the amounts due from the Borrower on behalf of the Bank.
2. The Borrower shall repay the Loan Amount availed under this Agreement and interest thereon in EMIs. The interest shall be at such rate which has been indicated by the Bank to the Borrower, through the PARTNER App, at the time of availing/utilising the Facility and as also as communicated to the Borrower thereafter. The interest calculation will start from the date of the confirmation of the request for availing the facility by the Borrower. The amount of the EMIs together with other details of the Loan Amount (including rate of interest) shall be also communicated to the Borrower at his/her registered email/mobile number.
3. The amount of EMI due for a particular month shall subsequently be reflected in the statement of that particular month. The PARTNER App and the Bank is authorised by the Borrower to debit his/her Bank account as has been intimated to the Borrower. Upon repayment by the Borrower, the Cash Limit / Credit Limit shall be reinstated to the extent of the amount of principal component of the EMI repaid by the Borrower.
4. The Borrower shall be required to pay the entire amount of the EMI for a particular month on the payment due date, as determined by the Bank and indicated by PARTNER or the Bank and the same shall not be permitted to be carried forward/included in the next month. In the event the payment is not made by the due date as specified, it shall be construed as a default by the Borrower and the Borrower shall become liable to pay the amount together with the interest as may be leviable on his Facility and late payment charges, as specified by the Bank.
5. Notwithstanding anything in this Agreement, the Parties agree that the Borrower shall, at all time, have the right to make repayment to the Bank through PARTNER App, in whole or part of the Loan Amount. Charges if any, will be applicable as per the schedule of charges.
6. The Bank may at any time, without assigning any reasons and without notice to the Borrower cancel the unutilized and/or drawn portion of the Facilities or any part thereof and demand repayment thereof, and thereupon the principal amount outstanding together with all interest, charges expenses etc. thereon shall become immediately due and payable by the Borrower to the Bank.
7. If the due date in respect of any amounts payable under the Facilities falls on a day which is not a business day at the place where the payment is to be made, the immediately preceding or succeeding business day shall be the Due Date for such payment.
8. The Borrower agrees that the Loan Amount or part thereof or the instalment amount or any other amount due to the Bank shall not be recovered from or demanded from PARTNER on behalf of the Borrower. For the avoidance of doubt and notwithstanding anything contained in this Agreement, it is clarified that the PARTNER or any of its group entities shall not, at any time, be held responsible for the repayment of any portion or whole portion of the Loan Amount from the Borrower to the Bank.
9. The Borrower agrees, declares and confirms that, notwithstanding any of the provisions of the Indian Contract Act, 1872 or any other Law, or any terms and conditions to the contrary contained in this Agreement, the Bank may, at its absolute discretion, appropriate any payments made by the Borrower under this terms and conditions or otherwise, towards the dues payable by the Borrower to the Bank under this Agreement and/or other agreements entered into between the Borrower and the Bank and in any manner whatsoever.
10. Credit for all payments will be given only on realization or on the relative due date, whichever is later.

1. The Borrower hereby represents, warrants, assures and confirms as applicable to it, that:
   1. By clicking on the tab/ button/ checkbox of “Confirm” or any other button/ checkbox of similar nature and along with providing OTP: (i) Borrower confirms that Borrower is eligible under Applicable Law to avail the Facility, (ii) Borrower consent to avail and use the Facility as per the terms and conditions of these Facility Terms and Conditions; and (iii) Borrower consent to receive communications, notices regarding transactional & promotional communication from Bank and our business partners, service providers, authorized third parties etc. (whether through SMS, whatsapp, emails, phone calls, automated phone calls or by any other means). Electronic communications shall be deemed to have been received by Borrower when we send the electronic communication to the email address / mobile number / details provided by Borrower or any other third party. Borrower agree that Borrower will not hold Bank or its business partners/ service providers/ authorized third parties responsible for any such communications received from Bank/ its our business partners/ service providers/ authorized third parties, nor will any such communication amount to spam, unsolicited communication or a violation of Borrower registration on the national do not call registry. The Borrower(s) have agreed to this Facility Terms and condition by click wrap method or by physically consenting as the case may be and the same is construed as express consent under the existing laws of India. The Facility terms and conditions set out herein shall be applicable to the Facility/Loan provided/ to be provided by the Bank to the Borrower(s).
   2. Authorize the Bank to make any enquiries regarding my application and make any queries/verification with any other finance company/bank/credit bureau agencies/ account aggregator/statutory bodies etc. as may be required or as they may deem fit and shall not hold the Bank (or any of its group companies or its/their agents/representatives) liable for use/sharing of this information. Except to the extent disclosed to the Bank, no director or a relative/near relation (as specified by RBI) of a director of a banking company (including the Bank) or a relative/near relation (as specified by RBI) of a senior officer of the Bank (as specified by RBI) is the applicant(s), or a partner of our concern, or of our subsidiary, or our holding company, or a guarantor on my/our behalf, or holds substantial interest in our concern or my/our subsidiary or holding company.
   3. The Borrower consents to receiving information from Central KYC Registry CERSAI through SMS/Email on my registered number/email address. I hereby provide the consent to bank to pull my KYC details from CERSAI & PAN details from NSDL as and when required by the Bank for the compliance. The Borrower agrees to abide by and be bound by all applicable rules/regulations/instruction/guidelines including but not limited to those issued by the Reserve Bank of India, including the Foreign Exchange Management Act, 1999 and Foreign Account Tax Compliance Act, 2010 (to the extent applicable to India) and the Common Reporting Standards (CRS), in force from time to time. I confirm having declared my status as per the rules applicable under section 285BA of the Income Tax Act, 1961 (the Act) as notified by Central Board of Direct Taxes (CBDT) in this regard.
   4. The Borrower hereby autrhorises the Bank and the PARTNER override my/our NDNC registration and give consent to the Bank or its Authorized Agents and third party service providers to use information/data provided by the Borrower to contact him through any channel of communication including but not limited to email, telephone, SMS, etc. and further authorize the disclosure of the information contained herein to its affiliates or their Authorized Agents or Third Party Service Providers in order to provide information and updates to the Borrower on various financial and investment products and offering.
   5. Has given complete and correct information and details in the application form about himself/herself.
   6. acknowledge that Partner is a mere facilitator/intermediary and the Loan is extended by Bank. The Borrower further acknowledges that the Loan amount / disbursement of Loan may flow from Partner’s or Bank’s banking account, in either case Borrower shall be liable to Bank to repay the outstanding on Loan account and any disputes on the Loan will be resolved between the Borrower and Bank without any recourse to Partner.
   7. The Borrower hereby undertakes to keep the Bank informed of any change in the Borrower's e-mail ID, Telephone number, Mobile number and Address. The Borrower authorizes the Bank to update the contact information change that the Bank may be informed of and hereby authorizes the Bank to contact the Borrower at the updated contact details, by post, phone, e-mail, SMS/text messaging.
   8. The Borrower hereby represent, warrant and confirm that the purpose of this Facility is personal consumption and also agree and undertake to utilize the Facility only for the above mentioned purpose and that the Facility shall not be used for any of the following purposes:
      • Illegal & antisocial activity;
      • Purchase of gold in any form including primary gold, gold bullion, gold jewellery, gold coins, units of Gold Exchange Traded Funds (ETF) and units of gold Mutual Funds
      • Speculative investment in real estate;
      • Investment in securities, debentures or the stock markets;
      • Money lending activities;
      • Speculative activity not mentioned above; or
      • Any other activities for which the Facility is not extended.
   9. the Borrower understands and confirms that if Aadhar OTP based EKYC/non-face to face KYC method has been used to create an account upto Rs 60000 with validity of 12 months (or as per the prevailing RBI compliance around the same) here then the borrower has not & will not use Aadhar OTP based EKYC/non-face to face KYC method to open any other account with any third party Regulated Entity (RE) as defined by RBI until and unless the KYC is upgraded
   10. the Borrower has the power and authority to execute, deliver and perform this terms & conditions and the same does not conflict with any Law, constitutional document, any other documents to which the Borrower is a party.
   11. The Borrower confirms that his/her Nationality is Indian.
   12. all accounts and financial statements furnished by the Borrower to the Bank have been prepared in accordance with accounting standards and practices in force in India and present true and fair financial position of the Borrower.
   13. no event or circumstance is outstanding which constitutes a default under any other agreement or instrument which is binding on the Borrower or its Affiliates or to which its assets are subject, which might have a material adverse effect.
   14. All statutory dues and taxes have been paid (save and except as disclosed in writing to the Bank).
   15. the information furnished by the Borrower to PARTNER or the Bank in connection with or for obtaining the Loan Amount/Facilities is true, complete and correct and not misleading in any material respect.
   16. neither the Borrower, nor any person acting on its behalf, has been engaged in (i) corrupt practices, fraudulent practices, collusive practices or coercive practices in connection with the Borrowers business and operations, (ii) money laundering or acted in breach of any Laws relating to money laundering; or (iii) the financing of terrorism.
   17. the Borrower has not committed any breach under any agreement entered into with any person for availing any finance facility and neither the Borrower are facing any litigation initiated by another financier including banks.
   18. the Borrower agrees that the customer grievances around account updations, refunds and loan closures will be responded by a designated authority of the bank within defined timelines as per bank's policies
   19. the Borrower agrees that the loan will be reported in Bureau as a Personal Loan & note that it generally takes upto 45-60 days for payment/closure/regularisation etc. of the facility, to reflect in the bureau.
   20. the Borrower hereby agree to abide and be bound by all applicable rules/regulations/instruction/guidelines including but not limited to those issued by the Reserve Bank of India including the FEMA Regulations 2000 governing EEFC Accounts, the Foreign Exchange Management Act, 1999 and Foreign Account Tax Compliance Act, 2010 (to the extent applicable to India) and the Common Reporting Standards (CRS), in force time to time. The Borrower confirms having declared our status as per the rules applicable under section 285BA of the Income Tax Act, 1961 (the Act) as notified by Central Board of Direct Taxes (CBDT) in this regard. The Borrower confirms that except to the extent disclosed to the Bank, no director or a relative (as specified by RBI) of a director of a banking company (as specified by RBI) or a relative of a senior officer of the Bank (as specified by RBI) is - the applicant(s), or a partner, managing agent, manager, employee, director of our concern, or of our subsidiary or our holding company, or a guarantor on my/our behalf, or holds substantial interest in our concern or my/our subsidiary or holding company. Country of birth India Place of birth India Country of residence as per tax laws India Foreign TIN NA TIN Issuing country India. If the Borrower provides deemed address proof, then within 3 months from date of disbursal, the Borrower will share the updated Officially Valid Document with the current address to the Bank.
   21. except to the extent disclosed to the Bank: (i) all the Borrower's contracts or agreements with, or any commitments to, any affiliates or group companies (if applicable) are on arms' length basis; (ii) he/she is not a director or specified near relation of a director of a banking company; (iii) he/she is not a specified near relation to any senior officer of the Bank.
   22. that neither the Borrower nor any other person benefiting in any capacity in connection with or from this Agreement and/or any instruments and/or payments thereunder is a Specially Designated National (SDN) and/or otherwise sanctioned, under the sanctions promulgated/issued by India and/or any other country from time to time (collectively, the "Sanctions"). This representation will continue to remain valid till the repayment of all amounts under this Agreement and conclusion of the underlying transaction pursuant to the Agreement.
   23. The Borrower undertakes and declare that if there are any changes in the particulars and information given by Borrower while availing the Loan facility, Borrower shall within 30 days from the date of any such change in the particulars and information shall disclose the details of such changes to the Bank without withholding the same.
   24. The Borrower hereby declares that Borrower is not a Politically Exposed Person (PEP)
2. All representations and warranties of the Borrower contained herein shall survive the execution, delivery and/or termination of this Agreement and until the Facilities has been repaid in full.
3. The Borrower will be deemed to have renewed each of these representation and warranties every time it avails the Facilities under this Agreement.

1. The Bank shall not be obliged to disburse the Loan Amount unless and until, the Borrower shall have complied with the disbursement conditions and/or such other conditions as may be stipulated by the Bank from time to time. Further, the Borrower undertakes that the Loan Amount availed from the Bank through the PARTNER App will not be used for any unlawful, illegal and anti-social activity or any other activity for which this facility is not extended.

1. Positive Covenants
   The Borrower covenants and undertakes that, so long as the Facilities or any part thereof are outstanding, and until full and final payment of all moneys owing hereunder, the Borrower shall not, without the prior written consent of the Bank: (i) Contract, create, incur, assume or suffer to exist any indebtedness, except as otherwise permitted under this Agreement or prepay any indebtedness; (ii) Make any investments whether by way of deposits, loans, or investments in share capital or otherwise, in any concern. This provision shall not apply to loans and advances granted in the ordinary course of business; and (iii) The Borrower shall not file any application for seeking immunity under any Law without obtaining prior written consent of the Bank;
   1. Notify PARTNER and the Bank of the occurrence of any event or the existence of any circumstances which constitutes or results in any declarations, representations, warranty, covenants or condition under this Agreement and/or the other agreement being or becoming untrue or incorrect in any respect.
   2. Inform PARTNER and the Bank of any litigation, arbitration or other proceedings, which have a Material Adverse Effect, within a period of two Business Days upon the same being instituted or threatened by any person whatsoever.
   3. Inform PARTNER and the Bank about any proposed action by the Borrower or action taken by any other person under any insolvency/bankruptcy laws against the Borrower.
   4. If required by PARTNER or Bank at any time, deliver to PARTNER and the Bank: (a) copies of all documents issued by the Borrower to all its creditors (or any general class of them) at the same time as they are issued; (b) such information and records (financial or otherwise) about the Borrower's business, as may be required by the Bank from time to time in relation to the Facilities within the period specified by the Bank; (c) a certificate from the statutory auditor of the Borrower or independent chartered accountant that the proceeds of the Facility(ies) has been utilized for the Purpose as and when demanded by the Bank; (d) stock and book debt statement at such intervals as may be required by the Bank, from time to time.
   5. If required by PARTNER or Bank at any time, deliver to PARTNER and the Bank in form and detail satisfactory to the Bank and in such number of copies as the Bank may request:
      1. unaudited semi-annual profit and loss statements and balance sheets, within sixty days, or such other period as reasonably required by the Bank, of the close of each semi-annual period;
      2. independently audited annual accounts within six months, or such other period as reasonably required by the Bank, of the close of each financial year; and
      3. such other statement or statements or information pertaining to the business operations of the Borrower as the Bank may reasonably require, within such period as required by the Bank.
   6. Perform, on request of PARTNER or the Bank and at the expense of the Borrower, such acts as may be necessary to carry out the intent of this Agreement including but not limited to executing and delivering such further agreements, undertaking, declarations, assurances and writings.
   7. Promptly inform PARTNER and the Bank of any distress or other process of court being taken against any of the Borrowers premises and/or property and/or assets.
   8. Notify PARTNER and the Bank of any material loss or damage which the Borrower may suffer due to any event, circumstance or act of God. Further, the Borrower agrees to intimate the Bank from time to time, details of insurance claims lodged/ filed and received by the Borrower.
   9. File all relevant tax returns and pay all its taxes/duties promptly when due.
   10. Comply with such other conditions as may be stipulated by the Bank from time to time on account of requirement of any Law.
   11. If required by PARTNER or Bank at any time, submit to the Bank the information etc. as envisaged under RBI circular No. DBOD.No.BP.BC.94 /08.12.001/2008-09 dated 8th December 2008, as amended/replaced from time to time.
   12. If required by PARTNER or Bank at any time, submit to the Bank information regarding its Un-hedged Foreign Currency Exposure (UFCE) in such form and manner and at such intervals as may be required by the Bank from time to time.
   13. Ensure all its assets that are material to the conduct of its business are in good operating condition, subject to ordinary wear and tear.
   14. Ensure that the transactions entered into pursuant to the Agreement do not violate any Sanctions, directly or through persons or entities subject to any Sanctions, which may pertain inter alia, to the purpose and/or end use of the Facility, goods manufactured in or originated from/through certain countries, shipment from/to/using certain countries, ports, vessels, liners and/or due to involvement of certain persons and entities.
2. Negative Covenants
   The Borrower covenants and undertakes that, so long as the Facilities or any part thereof are outstanding, and until full and final payment of all moneys owing hereunder, the Borrower shall not, without the prior written consent of the Bank:
   1. Contract, create, incur, assume or suffer to exist any indebtedness, except as otherwise permitted under this Agreement or prepay any indebtedness;
   2. Make any investments whether by way of deposits, loans, or investments in share capital or otherwise, in any concern. This provision shall not apply to loans and advances granted in the ordinary course of business; and
   3. The Borrower shall not file any application for seeking immunity under any Law without obtaining prior written consent of the Bank;

1. The occurrence of any one or more of the following events shall constitute an “Event of Default” under this Agreement:
   1. The Borrower fails to pay/repay any monies in respect of the Facilities on the due dates, whether at stated maturity, by acceleration or otherwise;
   2. Breach of any statement, representation, warranty or confirmation or covenant made herein or Borrowers proposal / application or in this Agreement or otherwise on the part of the Borrower/third party;
   3. Anyotherevent/materialchangewhichprejudiciallyalterstheBanksinterestormayhaveMaterial Adverse Effect including but not limited to nationalization/expropriation and/or compulsory acquisition of the Borrower and/or its assets by the authority of government;
   4. The Borrower is in breach/default of any agreement with any person who has provided loans, deposits, advances, guarantees or other financial facilities to the Borrower;
   5. Any steps taken by the Borrower under the insolvency or bankruptcy Law.
   6. Filing of petitions as against the Borrower under any bankruptcy or insolvency law or if the Borrower has taken or suffered to be taken any action for its reorganization or if a receiver has been appointed over all or any part of the assets of the Borrower.
   7. If any attachment or distress or restraint has been levied on the Borrower's assets or any order/certificate has been passed for recovery of dues and such order or judgment is not vacated, discharged or stayed for a period of 30 days, and such judgments or orders involve in the aggregate a liability which could have a Material Adverse Effect;
   8. Any legal, quasi-legal, administrative, arbitration, mediation, conciliation or other proceedings, claims, actions or governmental investigations of any nature pending against the Borrower in management of the Borrower or any of its assets which individually or in the aggregate would, if adversely determined, have a Material Adverse Effect.
   9. The Borrower is unable or has admitted in writing its inability to pay any of its indebtedness as they mature or when due;
   10. Any consent, authorization, approval or the like, or license of or registration with or declaration to government or statutory or regulatory authority made by the Borrower for entering into this Agreement and/or other Agreement is revoked or terminated and is not in full force and effect;
   11. Thedeath,lunacyorotherdisabilityoftheBorrower;
2. Upon occurrence of an Event of Default, the Bank shall be entitled, by a notice, to:
   1. declare the Facilities, together with accrued interest and other monies, to be immediately due and payable and upon such declaration, the same shall become immediately payable by the Borrower;
   2. declare that all undisbursed portion of the Facilities shall stand cancelled, whereupon the same shall be cancelled; and
   3. exercise any or all rights and recourses available under this Agreement and/or under applicable Law/

1. The Borrower agrees that in addition to any other rights enjoyed by the Bank, in the event of the Borrower committing any default, the Bank shall be entitled to disclose to the RBI or any other statutory or regulatory authority or to any other third person, the name/identity of the Borrower and/or its directors/partners/ trustees and the default committed. In case of default in payment of any of the indebtedness to the Bank, the Bank or the RBI will have an unqualified right to disclose or publish the name of the Borrower and/or its directors/partners/trustees as defaulters (including as wilful defaulters) in such manner and through such medium as the Bank and/or the RBI in their absolute discretion may deem fit. The Borrower further agrees that the Bank may, as it deems appropriate and necessary disclose and furnish to TransUnion CIBIL Limited (formerly known as Credit Information Bureau (India) Ltd (“CIBIL”) and any other agency authorized in this behalf by RBI all or any of the following:
   1. information and data relating to the Borrower;
   2. the information or data relating to the Facilities availed of/to be availed, by the Borrower; and
   3. the information and details of the default, if any, committed by the Borrower, in discharge of the indebtedness.
2. The Borrower agrees and undertakes that:
   1. CIBIL, CRIF, Experian, Equifax and any other agency so authorized may use, process the said information and data disclosed by PARTNER and/or the Bank in the manner as deemed fit by them; and
   2. CIBIL and any other agency so authorized may furnish for consideration, the processed information and data or products thereof obtained by them, to banks/ financial institutions and other credit grantors or registered users, as may be specified by the RBI in this behalf.
3. PARTNER and/or the Bank may at the risk and cost of the Borrower engage one or more person(s) to verify any facts or information furnished by, concerning or pertaining to the Borrower and/or in relation to this Agreement and/or to collect the indebtedness and may furnish to such person(s) documents, information, facts and figures as the Bank thinks fit and may delegate to such person(s) the right and authority to perform and execute all acts, deeds, matters and things connected therewith or incidental thereto as PARTNER and/or the Bank may think fit. The Bank shall be entitled to carry inspections at such intervals, as it may deem fit.
4. The Borrower hereby agrees and confirms that PARTNER and/or the Bank will have the right to disclose and share any personal information pertaining to the Borrower including, but not limited to, credit facility/ies, constitution, net worth, shareholding of the Borrower with (i) any other bank(s)/financial institution(s) in the form and manner prescribed by the RBI; (ii) any agent, contractor, third party service provider or professional adviser (wherever situated) of the Bank, for its business purpose, web analytics, data processing, advertising, e-mail distribution, payment processing, order fulfilment, and other services. ; (iii) any person to (or through) whom the Bank assigns or transfers or novates (or may potentially assign or transfer or novate) all or any of its rights or obligations under this Agreement or any other Agreement; (iv) any person to whom the Bank is required to make disclosure under the requirements of any law, regulation, guidelines (whether SEBI, RBI etc.) or practice.

1. The Borrower hereby agrees, aware and accepts that for the better and more effectual doing and performing of actions related to the Facility, the Bank has appointed PARTNER as its “Facility Agent” to do, execute and perform all or such acts or things as the Bank may assign, authorise or delegate it from time to time
2. The Borrower accepts that PARTNER and/or the Bank shall without prejudice to its right to perform the activities itself or through its officers or employees or other authorised agents, be entitled, and have full power and authority, to appoint one or more third parties and delegate to such third party all or any of its functions, rights and powers under this Agreement relating to the administration of the Loan including the right to collect and receive on behalf of the Bank all the dues under this Agreement and give valid and effectual receipts and discharge to the Borrower and to perform and execute all lawful acts, deeds, matters and things connected herewith or incidental hereto. For the purpose aforesaid or any other purpose which PARTNER and/or the Bank at the sole discretion may deem fit, PARTNER and/or the Bank shall be entitled to disclose to such third parties all necessary and relevant information pertaining to the Borrower.

1. All notices, requests, demands, waivers or other communications under or in connection with this Agreement shall be given in writing. Any such notice or other communication will be deemed to have been duly given and being received if: (a) if by personal delivery on the day after such delivery, (b) if by registered mail, on the third Business Day after the mailing thereof, (c) if by next-day or overnight mail/courier or delivery, on the day delivered, (d) if sent by email/facsimile, when sent (on receipt of a confirmation to the correct facsimile number). Provided, however, that no notice or communication to PARTNER and/or the Bank shall be effective unless actually received by PARTNER and/or the Bank. Notices or communication may be made to: (i) the Borrower’s address or facsimile number or e-mail id, and (ii) PARTNER’s and the Bank’s address or facsimile number specified in Schedule I hereof, or to such other address or facsimile number as may be designated by the Borrower and PARTNER and/or the Bank in writing to each other.
2. The entries made in the accounts / account books / records of the Bank maintained in accordance with its usual practice and in compliance with the statutory requirements and/or a statement signed by a designated officer of the Bank, shall be final and binding on the Borrower. Such entries and/or statement shall be prima-facie and conclusive evidence of the existence and amount of obligations of the Borrower as therein recorded in respect of the Facilities.
3. Subject to the provisions of the Recovery of Debts Due to Banks and Financial Institutions Act, 1993, the Courts/Tribunals in the city where the branch of the Bank is situated shall have exclusive jurisdiction in relation to this Agreement and all matters arising in connection herewith. Provided that nothing contained in this Section, shall limit the right of the Bank to take proceedings in any other Court or Tribunal of competent jurisdiction, nor shall the taking of proceedings in one or more jurisdictions preclude the taking of proceedings in any other jurisdiction, whether concurrently or not and the Borrower irrevocably submits to and accepts for themselves and in respect of their property, generally and unconditionally, the jurisdiction of such court or tribunal, and the Borrower irrevocably waives any objection it may have now or in the future to the laying of the venue of any proceedings and any claim that any such proceedings have been brought in an inconvenient forum.
4. The Borrower shall not assign or transfer or novate all or any of its rights, benefits or obligations under this Agreement and the other Agreement without the approval of the Bank. The Bank may, at any time, sell, assign or transfer or novate or allow risk participation all or any of its rights, benefits and obligations under this Agreement and the other Agreement to any person(s) of the Bank’s choice in whole or in part and in such manner and on such terms as the Bank may decide without any reference to the Borrower. In case the Bank assigns a part of the disbursed Facility to any person without the consent of the Borrower, such disbursed portion which has been assigned would constitute a separate and distinct loan and the Borrower shall not raise any objection or defense under Law, including any objection in terms of Order 2 Rule 2 of Code of Civil Procedure, 1908 or otherwise. The Borrower shall, unless otherwise notified by the Bank, continue to make all payments under this Agreement to the Bank and all such payments when made to the Bank shall constitute a full discharge to the Borrower from all its liabilities in respect of such payments.
5. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of prohibition or unenforceability but that shall not invalidate the remaining provisions of this Agreement or affect such provision in any other jurisdiction.
6. The Borrower hereby agrees and confirms that in case any other person providing any financial assistance to the Borrower imposes any conditions not included herein, or in case any of the terms offered by the Borrower to such person is more favorable to such person than the terms stipulated by, or offered to, the Bank, the Borrower shall promptly inform the Bank of such terms or conditions and such of those terms and conditions as may be considered necessary by the Bank, in its discretion, shall apply to the Facilities as if the Borrower had specifically agreed to such terms and conditions, which terms and conditions shall be deemed to have been expressly incorporated herein.
7. The Facility, this document/other documents, shall be governed by the laws of India. The Borrower hereto expressly agree that all disputes, differences and/or claim arising out of these presents including any dispute as to any amount outstanding, or in any way touching or concerning the same or as to constructions, meaning or effect hereof or as to the right and liabilities of the parties hereunder may be referred to Arbitration by Bank at its sole discretion, to be held in accordance with the provisions of the Arbitration and Conciliation Act, 1996 or any statutory amendments thereof and shall be referred to the arbitration of a sole arbitrator to be nominated by the Bank. In the event of death, refusal, neglect, inability or incapability of a person so appointed to act as an arbitrator, the Bank may appoint a new arbitrator. The award of the arbitrator shall be final and binding on all parties concerned. The arbitration shall be final and binding on all parties concerned. The arbitration proceedings shall be held at Mumbai or at the discretion of the Bank and the arbitration shall be conducted in English language.
8. The Borrower is aware that this document is an electronic record in terms of Information Technology Act, 2000 and rules there under as applicable to electronic records in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical signatures.
9. The Borrower is aware that by clicking on the tab/ button/ checkbox of “I Accept” or any other button/ checkbox of similar nature: (i) Borrower confirm that borrower(s) are eligible under applicable law to avail the Facility, (ii) Borrower consent to avail and use the Facility as per the terms and conditions of this Agreement; and (iii) Borrower consent to receive communications, notices and information from the Bank and our business partners, service providers, authorized third parties etc.(whether through SMS, emails, phone calls, automated phone calls or by any other means).
10. Electronic communications shall be deemed to have been received by the Borrower when we send the electronic communication to the email address / mobile number / details provided by Borrower or any other third party. Borrower undertakes that he/she will not hold Bank or Banks business partners/ service providers/ authorized third parties responsible for any such communications received from the Bank/ its business partners/ service providers/ authorized third parties, nor will any such communication amount to spam, unsolicited communication or a violation of Borrower(s) registration on the national do not call registry.