Terms & Conditions

Company Definition

Shanaya FinServices, a financial services firm incorporated under the provisions of the Indian Companies Act, 2013, is engaged in providing technology-enabled payment facilitation and receivables management solutions to businesses, sellers, vendors, and service providers (“Clients”).

The Company specializes in structured payment collection and invoice-based instalment facilitation, enabling Clients to receive payments from their customers or debtors within a defined timeframe. Our services are designed to improve cash flow visibility, reduce collection uncertainty, and enable customers or debtors to pay their dues through systematic, pre-agreed instalment schedules, without the Company providing any payment guarantee or credit assurance.

Shanaya FinServices operates solely as a collection and facilitation service provider and does not assume credit risk, underwriting responsibility, or liability for non-payment by customers or debtors.

For the purposes of these Terms & Conditions, Shanaya FinServices and the users who access or utilize the Company’s services—including Clients, customers, and debtors—shall collectively be referred to as the “Parties”, and individually as a “Party.”

2.Definitions

For the purposes of these Terms & Conditions, unless the context otherwise requires, the following terms shall have the meanings assigned to them below:

• 1) Seller : “Seller” means any individual, proprietorship, partnership, company, or business entity that avails the services of Shanaya FinServices and is legally entitled to receive payments from its customers or debtors for the sale or supply of goods and/or services.
• 2) Customer / Debtor : “Customer” or “Debtor” refers to any person or entity to whom the Seller has supplied goods or services and who is obligated to make payment to the Seller in respect of such supply.
• 3) Platform / Business Application: “Platform” or “Business Application” means the website, or software solution owned, operated, or authorized by Shanaya FinServices through which services are provided, invoices are managed, and payment settlements are facilitated between Sellers and Customers/Debtors.
• 4) Fees and Payment Structure: “Fees and Payment Structure” means the professional charges, service fees, late fees (if any), and other applicable costs determined by Shanaya FinServices for providing its services, as communicated to and accepted by the Seller from time to time.
• 5: Systematic Payment Schedule: “Systematic Payment Schedule” refers to the instalment-based payment plan automatically generated on the Platform for each invoice uploaded by the Seller and accepted by the Customer/Debtor, specifying the amount, frequency, and timeline of payments, including applicable fees or charges.

3. Scope of Services

Services Provided:

• A) Shanaya FinServices shall act solely as a payment collection and facilitation agent on behalf of the Seller for the purpose of collecting receivables from the Seller’s Customers or Debtors against valid invoices raised for the sale or supply of goods and/or services. All collections shall be carried out in accordance with the applicable Systematic Payment Schedule.
• B) As part of the collection facilitation, the Company may structure payments into equal periodic instalments, which may include: Collection of up to 10% of the invoice value per week, or Such other instalment structure as displayed and agreed upon on the Platform.
• C) Subject to timely payments by the Customer/Debtor, the total invoice amount shall ordinarily be collected and settled within the defined instalment period, which may extend up to ten (10) weeks from the date the invoice is uploaded on the Company’s Platform.
• D) Sellers shall upload valid invoices on the Platform for collection. Each invoice shall become eligible for collection only upon digital acceptance by the relevant Customer or Debtor through the Platform.
• E) Upon successful upload and acceptance of an invoice, the Platform shall automatically generate the corresponding Systematic Payment Schedule, detailing instalment amounts, due dates, and applicable charges.
• F) Customers/Debtors hereby authorize the Company to automatically debit the instalment amounts from their designated bank account or approved payment method in accordance with the generated payment schedule.
• G) Acceptance of an invoice by a Customer/Debtor shall be completed through secure verification, including one-time password (OTP) authentication of the registered mobile number on the Platform.

4.Payment Terms

Service Fees:

• A) The fees for services provided by Shanaya FinServices shall be payable exclusively by the Seller, unless expressly stated otherwise in writing. The Company does not charge Customers or Debtors any service or facilitation fees for availing the Seller’s services.
• B) In the event of a delay or failure by a Customer/Debtor to pay any instalment within the agreed timeframe, late payment charges, penalty fees, or mandate failure charges may be levied on the Customer/Debtor in accordance with the applicable Fee and Payment Structure displayed on the Platform.
• C) All fees, charges, and penalties applicable under these Terms shall be communicated transparently through the Platform and may be revised by the Company from time to time.

Taxes:
• A) All payments, fees, and charges shall be subject to applicable taxes, including Goods and Services Tax (GST) or any other statutory levy, as per the prevailing laws of India.
• B) Each Party shall be solely responsible for its own tax obligations, filings, and compliances arising from transactions carried out under these Terms.

5. Representations and Warranties by the Company

1) Shanaya FinServices represents that it shall use reasonable commercial efforts and deploy adequate technical and operational resources to provide the services in an efficient and professional manner.

2) The Company warrants that all services shall be performed in compliance with applicable laws, rules, and regulations, including those relating to payment systems and data protection.

3) The Company shall undertake all necessary actions and procedures required to effectively deliver the services as described under these Terms.

4) The Company shall facilitate the collection of invoice payments from the Customers’ or Debtors’ designated bank accounts or approved payment methods strictly in accordance with the applicable Systematic Payment Schedule and agreed fee structure.

5) The Company shall provide customer support and technical assistance related to the services and the operation of the Platform through its designated helpdesk or support channels.

6)Customers or Debtors hereby authorize and consent to Shanaya FinServices to collect invoice payments on behalf of the Seller by debiting their designated bank account or approved payment method in accordance with the applicable Systematic Payment Schedule.

7) Where Shanaya FinServices has been appointed as a collection facilitator for a particular invoice, Customers or Debtors shall not make any direct payment to the Seller in respect of such invoice without prior written consent from the Company.

8) Customers or Debtors acknowledge and consent to the Company creating, storing, and analyzing transactional and payment-related metadata arising from the use of the Platform, and to sharing such data with its partners, service providers, or affiliates strictly for service delivery, analytics, risk management, or regulatory compliance purposes.

9) Customers or Debtors agree that the Company may utilize third-party payment gateways, banking partners, or authorized payment service providers for the purpose of processing collections, auto-debits, and payment confirmations.

10)Customers or Debtors undertake to ensure timely payment of all instalments as per the agreed payment schedule and to maintain sufficient funds in their designated accounts to avoid payment failures.

11) In the event of any delay or failure in payment of an instalment, Customers or Debtors agree to pay the overdue amount along with applicable late payment charges, penalties, or transaction failure fees, as per the Company’s prevailing fee and payment structure displayed on the Platform.

6. Representations and Warranties by Both Parties

1) Each Party represents that it has undertaken all necessary legal, regulatory, tax, accounting, and compliance reviews required prior to accepting these Terms.

2) Each Party confirms that it has the full power, authority, and legal capacity to enter into and be bound by these Terms, and that all obligations hereunder shall be performed in a professional and industry-standard manner.

3) Acceptance of these Terms constitutes a valid, legal, and binding agreement, enforceable against each Party in accordance with its terms.

4) Both Parties agree to perform their respective obligations diligently, timely, and in good faith, in accordance with generally accepted business practices.

5) Unless expressly stated otherwise, each Party shall bear its own costs and expenses incurred in connection with the performance of its obligations under these Terms.

6) Each Party shall comply with all applicable laws, regulations, and statutory requirements in connection with the performance of its rights and obligations.

7)The execution, delivery, and performance of these Terms by either Party shall not violate or result in a breach of any applicable law, charter documents, court order, governmental directive, or contractual obligation to which such Party is subject.

7. Termination

• Termination for Breach: Either Party may terminate these Terms by providing thirty (30) days’ prior written notice to the other Party in the event of a material breach of any provision of these Terms or failure to perform any obligation hereunder.
• Settlement of Dues: Upon termination, each Party shall remain liable to settle all outstanding amounts payable to the other Party. All such dues shall be cleared within fifteen (15) days from the date of receipt of the termination notice, unless otherwise agreed in writing.
• Effect of Termination:Termination or expiration of these Terms shall result in the cessation of all rights and services provided hereunder from the effective date of termination. However, termination shall not affect: Any rights or obligations accrued prior to termination; or Provisions which by their nature are intended to survive termination, including but not limited to confidentiality, payment obligations, limitation of liability, and dispute resolution.
• Automatic Termination These Terms shall automatically terminate: Upon termination or expiry of the service agreement between the Seller and the Company; orIf the Company discontinues providing payment collection or facilitation services to the Seller.

8. Confidentiality

Protection of Confidential Information

Each Party agrees to keep all Confidential Information of the other Party strictly confidential and to use such information solely for the purposes permitted under these Terms. Each Party shall protect Confidential Information using the same degree of care it applies to its own confidential information, and in any event, not less than a reasonable standard of care.

Permitted Disclosures

The contents of these Terms and all non-public business, financial, technical, or transactional information exchanged between the Parties shall be treated as Confidential Information. Such information may be disclosed only to:

Affiliates, employees, service providers, advisors, or partners On a need-to-know basis, and Subject to confidentiality obligations no less restrictive than those contained here in. Nothing in this clause shall restrict a Party from disclosing Confidential Information where such disclosure is required by applicable law, regulation, court order, or governmental authority.

Return or Destruction of Information

Upon termination or expiry of these Terms, each Party shall, within a reasonable time, return or securely destroy all Confidential Information belonging to the other Party, including any copies stored in electronic or physical form, except where retention is required by law.

9. Force Majeure & General Provisions

Force Majeure

Neither Party shall be held liable for any delay or failure in the performance of its obligations under these Terms if such delay or failure arises due to events beyond its reasonable control, including but not limited to natural disasters, acts of God, government actions, regulatory restrictions, network or communication failures, system outages, pandemics, or other unforeseen circumstances (“Force Majeure Event”).

Extension of Time

In the event of a Force Majeure Event, the affected Party’s performance timelines shall be extended for a reasonable period necessary to overcome the impact of such event.

Dispute Resolution & Arbitration

Any dispute, difference, or claim arising out of or relating to these Terms, including their interpretation, breach, termination, or validity, shall first be resolved amicably through mutual discussion.

If such dispute is not resolved within a reasonable period, it shall be referred to arbitration in accordance with the provisions of the Arbitration and Conciliation Act, 1996, as amended from time to time.

• The arbitral tribunal shall consist of three (3) arbitrators, one appointed by each Party and the third appointed by the two arbitrators so appointed.
• The arbitration proceedings shall be conducted in English.
• The arbitral award shall be final and binding on both Parties.

Modification and Waiver

No amendment, modification, or waiver of any provision of these Terms shall be valid unless made in writing and accepted by the Parties. Failure or delay by either Party to enforce any right shall not be construed as a waiver of such right.

Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

Assignment

Neither Party shall assign or transfer its rights or obligations under these Terms, in whole or in part, without prior written consent of the other Party, except as permitted by law.

Notices

All notices or communications under these Terms shall be made in writing and may be sent by:

• Registered or certified mail
• Courier service
• Email or other electronic communication

Notices shall be deemed received upon actual delivery, or in the case of electronic communication, upon acknowledgement of receipt

Company Contact Details

Shanaya FinServices

Email: support@shanayafinservices.com

Counterparts

These Terms may be executed or accepted electronically or in counterparts, each of which shall be deemed an original, and together shall constitute one binding agreement.

Headings

Section headings are provided for convenience only and shall not affect the interpretation or construction of these Terms.

10. Contact Information