BC Agent Agreemernt-Ver.3.-11.02.2022

BUSINESS CORRESPONDENT AGENT AGREEMENT
This BC Agent Agreement is made at Saket on this 01st day of Aug, 2023
BETWEEN
Digicard Services Private Limited. Business at Plot 14A, Viom Building, Sector-
18,Maruti Industrial Complex,Gurgaon-122015 hereinafter called the “Organization”
(which expression shall unless repugnant to the context or contrary to the meaning thereof
include its successors or assigns) of the First Part.
AND
Kathakiya Dharmeshbhai Ghamshyambhai resident of S/o Ghamshyambhai

Kathakiya, 101 Panchpada Shivaji Nagar, Nikuflet Botad, Bhavnagar, Gujarat - 364710
(Hereinafter called the “Business Correspondent Agent”) of the Second Part.
“Organisation” and ―Business Correspondent Agent (BC Agent)” may hereinafter be

referred to as such or singularly and collectively as a ―Party‖ and the ―Parties‖ respectively.
APPOINTMENT AS A BUSINESS CORRESPONDENT AGENT:

1. The Organisation hereby appoints the BC Agent to avail the Services on terms and
conditions contained herein.
2. The BC Agent hereby agrees to act as a BC Agent of the Organisation and

undertakes to provide Services on the terms and conditions hereinafter mentioned.
The Parties acknowledge that the purpose of this Agreement is to provide a wider outreach
of the Organisation’s products and offerings through innovative technological solutions
offered by BC Agent. Accordingly, BC Agent agrees to provide the Services as per the terms
agreed herein and the applicable Law.
Digicard Services Pvt. Ltd.

Registered Office:
Plot 14A, Viom Building, Sector 18, Maruti Industrial Complex, Gurgaon-122015 | Phone: +91-124-6633400
Corporate Office:
D2 Southern Park, 5th Floor, Saket Place, New Delhi - 110017
CIN: U74999HR2016PTC066376 | ( 011 66025616 | Url: www.bharatpay.co.in | Email:info@bharatpay.co.in
SCOPE OF SERVICES
1. The role of the BC Agent is primarily of a facilitator and catalyst of the Bank’s
deposit products, lending products or any other products as decided by the
Organisation in its discretion (the ―Products‖) more particularly mentioned in
Schedule I of the Business Correspondent Agreement dated 16.11.2021 between
AXIS Bank Ltd. and Digicard Services Pvt. Ltd. (“Master Agreement”). The BC
Agent shall undertake and perform, the operations, duties and functions specified
hereinunder and covered in detail in Schedules of the Master Agreement including
but not limited to following:
PART „A‟
a. Identification of prospective customer / borrowers & fitment of activities.
b. Collection and preliminary processing of loan applications including verification

of primary data.
c. Creating awareness about savings and other products offered by the Bank/
Organisation and education and advice on managing money & debt counseling.
d. Processing & Submission of applications to the Organisation.
e. Promotion, nurturing, monitorin and handholding of Self Help Groups / Joint

Liability Groups / Credit Groups and others.
f. Post sanction monitoring in case of advances / loans granted by the Bank.
g. Follow up of Recovery.
h. Facilitating customers in filling up of account opening forms that the Bank may
require.
i. e-KYC based account opening.
j. Assist the Organisation in spreading financial literacy and conducting

awareness camps for dissemination of information on financial products and
services. .
k. Assist the customers to undertake transactions on the terminal.
PART „B‟

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a. Disbursal of Small Value Credits Strictly as per instructions of the Organisation.
b. Recovery of principal / interest from the borrowers and prompt deposit of the
same with the Organisation.
c. Collection of small value deposits & prompt deposit of the same with the
Organisation.
d. Sale of Micro / insurance / mutual fund / pension and other third-party

products as may be decided by the Organisation.
e. Receipt & delivery of small value remittances / other payment instruments.
f. Any other service as may be advised by the Organisation in writing to the BC

Agent.
2. BC Agent shall provide the Services on pan India basis, through its Platform and at
such locations, as agreed with the Organisation and specified in Schedule V of the
Master Agreement. The Organisation shall identify and depute the relevant branch
as required under the RBI Guidelines for ensuring oversight and supervision of the
Services provided by BC Agent in relation to the relevant locations.
3. Each Party shall be individually responsible for the compliance of applicable Law to
the extent applicable to them.
4. It is expressly agreed by the BC Agent that the quality of the Services shall be as per
the service level parameters (―SLAs‖) set out in Schedule I of the Master Agreement,
which shall be the essence of this Agreement.
5. Notwithstanding anything contained in this Agreement, any terms and conditions

contained in the SLAs, which (i) are not expressly included in this Agreement;
and/or (ii) are more stringent in comparison to the condition(s) contained in this
Agreement, in which case such condition(s) in the SLAs shall be binding on the
Parties and shall also be deemed to be included in this Agreement by reference.
6. Notwithstanding anything contained in this Agreement, the Bank reserves the right
to change / vary / the contents of Schedule I of the MAster Agreement, interalia, in
consonance with the RBI Guidelines applicable from time to time by advising the
same to Organisation in writing and upon such advise, the amended Schedule I of
the Master Agreement shall become effective.

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BC Agent acknowledges and agrees that it is aware of the sensitivity and banking secrecy
obligations of Bank in keeping the customer information and transaction records and shall
ensure BC Agent will do any act to violate the same. The BC Agent shall ensure that all its
representatives and all other Persons engaged by the BC Agent for rendering Services to the
Organisation shall hold in strict confidence and shall not, at any point of time divulge or
communicate or use its/his/her own purposes any personal information or personal data
of the customers and any details, documents, data, applications, software, systems, papers,
statements and business/customer information, business, marketing and financial
information and data of the Bank, customer lists, proprietary data and databases, all trade
secrets, know how licenses, know how formulae and processes and all other intellectual
property of the Bank whether or not marked confidential which may be disclosed to them or
may come to their knowledge in the course of performing the Services hereunder and which
they are not required to divulge or communicate to public. This clause is in addition to and
not in derogation of any of the clause under this Agreement.
RELATIONSHIP BETWEEN PARTIES – PRINCIPAL TO PRINCIPAL
1. The BC Agent shall provide the Services hereunder as an independent BC Agent i.e.,
on a principal to principal basis and nothing contained herein shall be deemed to
create any association, partnership, joint venture or relationship of principal and
agent or master and servant, or employer and employee between the Organisation
and the BC Agent and /or the Personnel assigned/provided/deployed by the BC
Agent or provide BC Agent and/or its Personnel with the right, power or authority,
whether express or implied to create any such duty or obligation on behalf of any of
them. The BC Agent acknowledges that it rendering Services is solely within its
controlled subject to the terms and conditions agreed upon and agrees not to hold
itself out to be an employee of the Organisation or any subsidiary or affiliate thereof.
2. The BC Agent have no authority / right to bind the Organisation in any manner. It is
also clarified that the BC Agent will be governed by the terms of this Agreement or
the BC Agent’s employment or such other agreement as the case may be and the BC
Agent alone shall be responsible and liable in the event of any adverse claims of
whatsoever nature made on the Organisation by the BC Agent.
3. BC Agent shall immediately notify the Organisation in writing about the occurrence
of any event which may result in or which may give reason to believe that there may

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be work stoppage, slowdown, labour dispute, strike, or other impediment or
disruption in the due performance of the its obligations.
4. BC Agent shall be responsible for compliance of all applicable Law, as applicable

for providing services under this Agreement.
5. In the event any legal proceedings are initiated by BC Agent against the Organisation
or the Organisation is made a party in any proceedings, the BC Agent shall implead
itself as a party therein and ensure that the claim/case against the Organisation is
defended/extinguished/ dismissed immediately. All costs and expenses in this
regard including Attorney’s fees shall be borne by the BC Agent. The BC Agent shall
indemnify and keep indemnified by the Organisation in this regard to the full extent.
CLAIMS AND RESPONSIBILITES
1. The representative or representatives to be nominated by the BC Agent will coordinate

between the Organisation’s authorized officer and the BC Agent for the purpose of this
Agreement and the BC Agent shall be liable for all acts on the part of the BC Agent
that may cause any damage, loss or injury to the Organisation and/or are considered
as detrimental to the interest of the Organisation and the Organisation at its sole
discretion without prejudice to its other rights and prejudice in law against the BC
Agent, may call upon the BC Agent to compensate the Organisation by way of
damages the extent of such loss or injury suffered by the Organisation. The BC Agent
will also be wholly liable/responsible for any breach/default either on the BC Agent’s
part for the purpose of the Agreement and the Organisation will be entitled to
terminate this Agreement forthwith for such breach / default without assigning any
reason whatsoever to the BC Agent. The Organisation shall have the right to claim
damages for any misrepresentation of facts or documents pertaining to a Product.
Such damages to be made good by the BC Agent till such damages are fully cleared.
2. The role of the BC Agent is primarily of a facilitator and a catalyst and in no

circumstances the BC Agent will accept any deposits directly from anyone by way
of/in cash or bearer cheques. In case the BC Agent during his/her campaign is offered

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any cheque (which should be an account payee cheque drawn on the customers own
account) towards any deposit/other products of the Bank, the said BC Agent will
accept the same for immediate onward delivery to the Organisation and hand over the
same to the Organisation’s authorized officer, before the close of business hours on
the next working day.
3. The BC Agent shall exercise due care, due diligence, caution and prudence in the
discharge of its functions herein.
4. It is expressly understood that BC Agent carrying out the services hereunder shall be
deemed to be or construed in any manner whatsoever as employees or staff or
workmen of Organisation and the Organisation shall have or be deemed to have any
employer-employee relationship with them. In case of death or bodily injury or other
injury which may incur to the BC Agent in the course of carrying out the services
hereunder, the Organisation shall not be liable in any manner whatsoever or be bound
to pay any compensation or otherwise be responsible in any way for the same.
5. The BC Agent shall ensure that at the point of customer interface, at a retail outlet of
Axis Bank or Organisation, shall represent and provide banking services of Axis Bank
only.
6. The BC Agent shall ensure that the distance between the place of business of a retail
outlet of Axis Bank or Organisation and the base branch of the Bank should ordinarily
not exceed the distance as stipulated in the applicable RBI Guidelines.
The BC Agent agrees and confirms that they are fully aware that failure to observe as above
shall attract penal provisions including termination of the Agreement without any notice. If
any complaint arises from customers of Bank or members of the public against the BC
Agent having used unethical or coercive measures in the process of recovering the dues, BC
Agent alone shall be liable and answerable for the same and the Organisation shall in
addition be entitled to recover such damages or compensation that the Organisation may be
constrained to pay as per any order of RBI, courts, tribunals or statutory authorities in this
regard.
INTELLECTUAL PROPERTY RIGHTS

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1. Each Party shall own all intellectual property rights in respect of its respective
websites and other services, including any literature, manuals, reports, research papers,
data, flow charts, drawings, designs, diagrams, tables, software, source code or object code
or other information or materials in whatever form and on whatever media stored or held,
acquired, created, developed, designed or otherwise prepared by the respective Party and
any related patents, trademarks and service marks, registered designs, utility models or
applications for any of the foregoing.
2. Neither Party shall use (except as otherwise provided herein) or infringe on the other
Party’s intellectual property rights at any point of time.
Both Parties further agree that the intellectual property rights of the other Party shall not
be used in any sales or marketing publication or advertisement or in any other manner
whatsoever without prior written consent of the concerned Party in writing.
AUDIT OF BC AGENT:
The Organisation may undertake audit of the operations, infrastructure, systems and
procedures, of the BC Agent, to ensure that the BC Agent and such entities are acting in
compliance with the applicable Law and the Act and any rules, regulations, policies,
procedures, guidelines issued by the Authority and The BC Agent shall provide full co-
operation to the Organisation or any agency approved and/or appointed by the
Organisation in the audit process, and provide to the Organisation or any agency appointed
by the Organisation, complete access to its procedures, records and information pertaining
to Services availed by the Organisation.
The provisions of this Clause shall survive expiry or termination of this Agreement.
DATA SECURITY, FRAUD & PREVENTION MEASURES
1. The BC Agent undertakes to provide complete support and assistance to the

Organisation in detecting, investigating and preventing Suspected Activity or any offence
that may be committed, or has been committed, by any Person against the BC Agent
and/or the Organisation.
2. The BC Agent shall not accept or agree to accept any kind of gift, commission or
favours of any kind whatsoever, whether in cash or kind, from any third Person as a
consideration for any transaction or any act affecting the Organisation.

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3. If the Organisation suspects involvement of the BC Agent in a Suspected Activity, the
Organisation may investigate the matter in its sole discretion and the BC Agent shall be
required to furnish any information or clarification as may be required in relation thereto
and such information shall not be withheld by the BC Agent.
4. Notwithstanding anything else contained in this Agreement, where the Organisation

has sufficient evidence to prove that the BC Agent is involved in any offence committed
against the Organisation or the customers, it shall have the right to take any action as
commercially reasonable including but not limited to – termination of this Agreement
forthwith without any notice, initiating legal action against the BC Agent or any other
action as may be deemed necessary in the sole opinion of the Organisation.
5. The BC Agent shall comply with all Data Protection Legislation and such compliance
shall include, but not be limited to, maintaining a valid and up to date registration or
notification (where applicable) under the Data Protection Legislation.
PRESERVATION OF RECORDS
1. The BC Agent agrees that it shall comply with all applicable Law in performing its
obligations hereunder, including the procurement of licenses, permits, approvals from the
relevant authorities and certificates and payment of taxes where required. If at any time
during the Tenure, the Organisation is informed or it is brought to the notice of the
Organisation that the BC Agent is or may be in violation of any Law, the Organisation shall
be entitled to terminate this Agreement with immediate effect without assigning any
reasons.
2. The BC Agent agrees that they will preserve the documents and data in accordance
with the legal/regulatory obligation of the Organisation in this regard.
INSURANCE
1. The BC Agent shall maintain at its own costs, throughout the Tenure and any
extensions thereof. Insurance coverage for adequate amount in consultation with the
Organisation, including but not restricted to, comprehensive general liability insurance
covering accidental losses, bodily harm, injury, death of all individuals employed/assigned
by BC Agent to perform the Services required under this Agreement.

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2. The BC Agent shall also take, at its own costs, insurance policies for adequate amount
against dishonesty, theft, extortion, robbery, forgery, altered documents, fraud, fidelity
and/or any other dishonest acts on the part of BC Agent with the Organisation as the loss
payee/beneficiary.
CONTROL AND MONITORING

1. Pursuant to the RBI Guidelines on the outsourcing, the following additional rules
would apply: Business Correspondent Agent shall provide regular reports containing such
information, in such format and at such intervals as may be specified by the Organisation
with respect to the Services.
2. Business Correspondent Agent hereby agrees to ensure reasonable standards of care

and skill in discharging the Services in terms of this Agreement.
3. During the Tenure, the Organisation will review the performance of Business
Correspondent Agent and will monitor the activities of Business Correspondent Agent. For
this purpose, the Organisation may visit the office of Business Correspondent Agent and
interact with Customers at periodical intervals.
If Business Correspondent Agent fails to perform in accordance with the terms and
conditions of this Agreement, the Organisation will intimate Business Correspondent Agent
of such shortcomings. If Business Correspondent Agent fails to cure such shortcomings
within thirty (30) days of such intimation, the Organisation shall have the option to
terminate this Agreement forthwith.
AND WHEREAS the BC Agent is willing to render such services to the Organization, for the
above-mentioned purpose, the parties after having mutual discussion hereby enter into this
agreement on the following terms and conditions:
1. BC Agent shall be governed by the existing relevant terms and conditions of Service
and/or Service Rules which may be revised from time to time.
2. BC Agent will be responsible for keeping the premises open before time at least
15minutes ahead of office opening time and on all such days when the bank is working &
opened.
3. Digicard services shall pay to you a professional fee/ Commission of Rs.10446/-(Rupees

Ten Thousand Four Hundred Forty Six Only) per month subject to deduction of
applicable taxes as may be applicable in India.

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4. Other terms and conditions of the service and fringe benefits / perquisites applicable to
the regular employees of the Company shall not be applicable to you as BC Agent.
You will not be entitled for the fee (Professional fee as mentioned above) when there is no
assigned work on between during a particular month or period and the concept of No-work
No-pay shall prevail there in.
5. It is specifically and clearly understood that if there is any change in the Management of
the Organisation or there is temporary or permanent closure of the Organisation due to any
reason whatsoever, this agreement shall stand temporarily terminated as the case may be
and neither of the parties shall have or raise any claim on the other party for the
loss/damage caused due to such circumstances.
6. While your initial posting will be at Haripura for the specific job that you have been
allotted, you can however be placed anywhere in India to any Branch/Office or Division of
the company as the company may deem fit and proper at any point of time on the same
terms and conditions.
7. In all matters including those not specially covered by this Agreement, you shall be
governed by such Rules & Regulations, Service Conditions/Standing Orders etc. as may be
framed by the Organisation from time to time for the establishment, where you are placed
or transferred.
8. This Agreement and its continuance are subject to your being found and remaining
medically (physically & mentally) fit by a Medical Practitioner for the purpose.
9. This offer is based on the information supplied by you in your application & on
recommendation of your supervisor (business facilitator) & the project manager In the event
of any information given therein being found incorrect or suppressed in any respect (in the
Organisation’s opinion) this appointment shall be null and void and the job shall be
terminated forthwith.
10. You shall strictly abide by the instructions, orders, circulars etc. that may be issued to
you from time to time either verbally or in writing by the Management or any other
delegated authority/ies.
11. Should you be in possession of any company assets / equipment/ documents of

importance or legal nature, you are required to hand over the same in good working
condition at the time of exit from the Organisation. In case you fail to comply in this regard,

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Organisation may impose a monetary compensation equivalent to the original sum of the
asset / equipment in lieu thereof & take any other recourse as may be required to recover
the same.
12. Any non-compliance & non-adherences of terms and conditions required herein for the
BC Agent work under this contract including its processes, or in case of any complaint
received against you for any violation of the processes or misappropriation of fund at your
premises it will lead to immediate termination including FIR/ court enquiry/ portal closure
etc… without any prior notice. Actions will be initiated as per the rules and regulations as
prevailing under the Business Correspondent Agreement, with immediate taking over the
charges from you.
13. In case of any violation, misappropriation of fund from your end, you at your own
expense, shall indemnify and hold harmless the Organization with respect to any claim,
loss, demand, cause of action, debt or liability, including paying attorney's fees, arising
from failure, misconduct, misappropriation of fund, negligence, illegal transactions, or
actions, breach of this contract or failure under your supervision in complying with the
terms of the agreement.
14. In case of any dispute arising in respect of the terms and conditions specified in this
contract, the decision of the Management of the Organisation shall be final and biding upon
parties to this contract.
ROLES AND RESPONSIBILITIES OF THE BC AGENT:
i) The BC Agent shall have the following functions and obligations:—
(a) The BC Agent shall provide the Services through the Platform and such locations
as may be determined by the Organisation from time to time.
(b) The BC Agent shall undertake the Services as determined by the Organisation.
(c) The BC Agent assumes complete responsibility for ensuring that its processes,
procedures, systems and infrastructure are in compliance with standards and
specifications issued by RBI from time to time. The scope of the Services to be
rendered by the BC Agent shall be modified in consonance with RBI Guidelines
applicable from time to time and the BC Agent shall continue to render the
Services within the scope and ambit of the existing RBI Guidelines and applicable
Laws.

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(d) The BC Agent is fully aware that the public shall have the freedom to use banking
facilities by approaching the Bank directly even though the BC Agent is providing
Services on behalf of the Organisation. Hence BC Agent shall not directly or
indirectly convey or create an impression among the public that the Organisation
cannot be approached other than through than the BC Agent. However, BC Agent
shall be entitled to advertise the benefits of the Bank’s Products.
(e) The BC Agent shall not tie the Products offered on behalf of the Organisation to
the sale of any other product of BC Agent or of any other Person, unless agreed by
the Organisation.
(f) The BC Agent shall promptly provide any material provided by the Organisation
including charges for the Financial Products, if any, in the form of online literature
as and when requested by the customer.
(g) The BC Agent shall perform the Services in accordance with the reasonable
instructions given by the Organisation from time to time.
(h) The BC Agent undertakes that any equipment and technology used by it shall
comply with industry standards and are updated regularly.
(i) The BC Agent shall disclose, forthwith, instances of security breaches, if any, as
soon as the same comes to its notice.
(j) The BC Agent shall not demand, collect/ recover any commission/service charges
or other monies from the customers to the Bank/ Organisation under this
Agreement under any circumstances.
(k) The BC Agent shall adhere to the Organisation’s code of conduct to the extent
applicable to its obligations and Services hereunder. The BC Agent’s failure to
adhere to said code of conduct shall be deemed to be a material breach of this
Agreement and the Organisation shall have the right to terminate this Agreement
pursuant to the terms agreed under this Agreement. Additionally, the BC Agent
shall adhere to extant instructions on Fair Practices Code for lending as also their
own code for collection of dues or in the absence of such a code at the minimum
adopt the Indian Bank Association (IBA’s) code for collection of dues and
repossession of security. It is essential that the BC Agent refrains from committing
any action that could damage the integrity and reputation of the Organisation.
(l) BC Agent shall not misappropriate the funds of the Bank’s/ Organisation’s
customers in any manner.

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(m) BC Agent shall act prudently in accordance with the terms of this Agreement and
shall exercise all due diligence in carrying out its duties and obligations under this
Agreement.
(n) are properly trained to perform the BC Agent obligations under this agreement,
maintain, privacy of customer information and informing the correct terms and
conditions of the products offered etc.
The BC Agent unconditionally agrees and accepts that:-
(a) The Organisation shall at its discretion accept or reject an application submitted
by the BC Agent on behalf of a prospective customer for any Product at any stage.
The BC Agent hereby represents that, the data provided by the BC Agent to the
Organisation during the application process is true to the best of its knowledge
and belief, and if at any stage of processing the application, if it comes to the
knowledge of the Organisation or the Organisation is of the opinion that, the BC
Agent has knowingly or unknowingly provided any incorrect information, and/or
fabricated documents, and/or fake documents, and/or documents appearing to
have been manipulated, the Organisation reserves the right to take appropriate
action against the BC Agent including the right to reject such application as well
as terminate this Agreement, without assigning any reason whatsoever.
(b) The BC Agent also unconditionally agrees and accepts that the Organisation shall
have every right to compare the data available with the Organisation or provided
with, by any other Organisation/ bank/ financial institution/ credit information
company while processing the application, and in case the Organisation, in its sole
and exclusive opinion, determines that the details provided by the BC Agent are
inconsistent with the data that may be otherwise available, in terms of the
Organisation's/ Bank’s due diligence/ policy/ process to assess the applications,
the Organisation shall have every right and liberty for rejecting the application so
provided and enforce any remedy that may be so available with the Organisation
against the BC Agent and/or such customer providing such details in the
application, under applicable Law or in equity.
(c) The BC Agent further unconditionally agrees and undertakes that the Organisation
shall be at its liberty, to share any information with any other Organisation/
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Authorities either as a part of a consortium of a part of sole banking relationship,
or otherwise, or to any credit information company as the Organisation may so
decide, and the BC Agent hereby waives any and all confidentiality obligations with
respect to the information provided to the Organisation by the BC Agent.
(d) The BC Agent shall at all times ensure that, it is not owned or controlled by any
director/officer/employee of the Organisation or their relatives having the meaning
assigned under the Companies Act, 2013.
The BC Agent shall at all times comply with the information and security requirements,
security control and measures as listed in Schedule IV of the Master Agreement. On request
of the Organisation, the BC Agent shall forthwith to provide a certificate on compliance for
the same to the Organisation.
INDEMNITIES AND OTHER PROVISIONS :
1. The BC Agent shall indemnify the Organisation and keep the Organisation indemnified
fully and without limit against all costs, claims, damages, expenses, fines, losses, liabilities
and penalties including attorney's cost, expenses accruing, incurred or suffered by the
Organisation directly or indirectly arising on account of:
a) failure by the BC Agent to perform any of its obligations under this Agreement,
in accordance with the provisions of this Agreement;
b) any default on the part of BC Agent to conform or comply with any applicable
Law in performing this Agreement;
c) any claim from any statutory authority with respect to the terms of service of
the BC Agent, arising in relation to non-compliance by the BC Agent with any
matter set out in herein in this agreement;
d) breach of confidentiality obligations specified under this Agreement;
e) any act, commission or omission, negligence, fraud, forgery, dishonesty,

misconduct or violation of any of the terms and conditions of this agreement by
the BC Agent;
f) any robbery, theft, extortion, misappropriation or accident in relation to any

assets or properties or documents or instruments of the Organisation which
are, or are deemed to be, in the custody of the BC Agent;

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g) past, present and future claims relating to fake notes which have been collected
by the BC Agent from ATMs/ places / customers of the Bank/ Organisation
being serviced by the BC Agent ; and
h) any and all adverse claims of whatsoever nature made on the Organisation by
the BC Agent.
2. The BC Agent shall be liable to pay the amount to the Organisation, as determined by the
Organisation in its sole discretion under this provision, on demand and the Organisation
shall be entitled to adjust the amounts so determined to be due from the BC Agent against
the future payments due by the Organisation to the BC Agent.
3. The BC Agent shall co-operate fully in defending any claim/s by any local, state or
central authority against the Organisation with respect to any levies, taxes, duties, fines,
and/or penalties etc. due and payable by the BC Agent, and shall indemnify the
Organisation, fully and without limit, against the same.
4. The BC Agent hereby agrees to indemnify and hold the Organisation harmless from any
loss, claim, damage, costs or expense of any kind including reasonable attorney's fees, to
which the Organisation may be subjected by virtue of a breach of any of its representations
and/or warranties.
5. Any operational loss which can be attributed due to negligence/ fraudulent activities
of the BC Agent shall be borne by the BC Agent.
This Clause shall survive the termination of this Agreement.
CONFIDENTIALITY:
i) Business Correspondent Agent acknowledges and agrees that it is aware of the

sensitivity and banking secrecy obligations of Bank in keeping the customer information
and transaction records and shall ensure neither Business Correspondent Agent will do
any act to violate the same.
AMENDMENT
This Agreement shall not be varied, amended, altered or modified by any of the Parties
in any manner whatsoever unless such variation, amendment or modification is
mutually discussed and agreed to in writing and duly executed by both the Parties.

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FORCE MAJEURE EVENT:
The Business Correspondent Agent confirms that the Business Correspondent Agent has
the necessary infrastructure, expertise and financial resources to provide the Services to
the Organisation at all times and agrees to provide the Services as mentioned in this
Agreement in all circumstances, without any demur or delay. Business Correspondent
Agent unconditionally and unequivocally agrees and confirms that, notwithstanding
anything to the contrary contained in this Agreement, in the event of occurrence of any
force majeure event such as any act of god, lightening, flood, drought, earthquake,
landslide, hurricane, cyclone, typhoon, pandemic/epidemic, famine, extremely adverse
weather conditions which are in excess of statistical measures of last 100 years, fire,
explosion, chemical or radioactive contamination, ionising radiation, volcanic eruption,
riots or civil disturbance, war (whether declared or undeclared), act of public enimity,
terrorist act, military action, lockdown, curfew declared by government or regulatory
order/notification, other action of government/other authorities, court order, or industry-
wide/ region-wide/ nation-wide strike, work-to-rule action, go slow or similar labour action
general failure of electricity or other supply, technical failure, accidental or mechanical or
electrical breakdown, computer/network failure or failure of any money transmission or
payment gateway or core banking system (―Force Majeure Event‖), Organisation may in it’s
sole discretion continue with the Services, or suspend or terminate the Services and/or this
Agreement with no additional cost or liability to the Organisation. In the event of
suspension or termination of the Services and/or this Agreement by the Organisation on
account of a Force Majeure Event, Organisation shall make payment of the fees accrued for
the Services provided in accordance with this Agreement till the date of such suspension or
termination
REDRESSAL OF GRIEVANCES
a) The Organisation represents and warrants that it has in place a grievance redressal
mechanism for the redress by the Customers of all grievances in relation to the
Services.
b) The Organisation represents and warrants that the said grievance redressal
mechanism is in no way compromised due to the engagement of BC Agent to provide
Services.

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Corporate Office:
Business Correspondent Agent shall at the Organisation’s cost assist the Organisation in
giving wide publicity about grievance redressal machinery followed by the Organisation to
redress the grievances of the Customers. BC Agent shall endeavor that the name and
contact number of designated Grievance Redressal Officer of the Organisation is made
known and widely publicized through the Platform. BC Agent shall direct any grievance of
the Customer pertaining to the Services to the grievance redressal machinery of the
Organisation. Grievance redressal officer of the Organisation shall ensure that genuine
grievances of Customers are redressed promptly.
TERM & TERMINATION
1) This Agreement shall continue to be in effect and remain in force for a period of Thirty
Six (36) months from the Effective Date unless terminated in accordance with the
provisions of this Agreement (―Initial Term‖).
2) The Parties further agree that the Initial Term of this Agreement can be extended by a
written agreement for such further period and on such conditions as may be mutually
agreed between the Parties ("Renewal Term‖). (the Initial Term, together with the Renewal
Term, if any, shall collectively be referred to as the ―Tenure‖). The last undisputed bill
raised by the BC Agent before the end of the Tenrue as per the provisions of this Agreement
will be paid by the Organisation only upon renewal or termination of the Agreement as the
case may be.
3) Unless expressly provided for and to the extent specified in the relevant Clause, it is
expressly agreed that any transaction by way of completion of Services after the termination
of this Agreement but initiated prior to the termination of this Agreement shall not be
construed to be and shall not be an extension of this Agreement.
4) Termination by Notice - Either Party may terminate the Agreement by giving thirty (30)
days prior written notice to the other Party.
ASSIGNMENT
Business Correspondent Agent shall itself perform its obligations under this Agreement.
and except as provided herein, shall not assign, transfer or sub-contract any of its rights

Registered Office:
Corporate Office:
and obligations in relation to all or part of the Service or related thereto, under this
Agreement, without the prior written permission of the Organisation.
GOVERNING LAW AND DISPUTE RESOLUTION
1. Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of
the Republic of India. Subject to following clause, disputes, if any, between the
Parties, for the purposes of challenge of the award of the arbitrator or for any interim
relief shall be subject to the exclusive jurisdiction of the courts in Kolkata.
2. Dispute Resolution
(a) Any and all disputes between the Parties arising out of or in connection with
this Agreement or its performance (including the validity of this Agreement) shall be
settled by way of arbitration in accordance with this clause.
(b) Such arbitration shall be carried out in accordance with the Indian Arbitration
and Conciliation Act, 1996. The seat of the arbitration shall be Kolkata. All
proceedings of such arbitration shall be in the English language and the award of
such arbitration shall binding and enforceable on both the parties.
(c) The arbitration Tribunal shall be presided over by a Sole Arbitrator appointed
by mutual consent, failing which, the Party initiating the arbitration proceedings
may approach the Competent Court of proper jurisdiction under The Arbitration &
Conciliation Act, 1996 for appointment of such Arbitrator and provision of The
Arbitration & Conciliation Act, 1996 shall apply to such arbitration.
(d) The arbitration award rendered shall be final and binding on the Parties.
GENERAL PROVISION:
Apart from all the above mentioned provisions, all the terms and conditions of Schedules- I
to VII as mentioned in the Master Agreement shall be applicable to BC Agent also in the
same manner and way as it is applicable to the Organisation.

Registered Office:
Corporate Office:
IN WITNESS WHEREOF the parties hereto have hereunto set and subscribed the respective
hands and seals, the day, month and year first above written.
For Digicard Services Pvt. Ltd.
Authorized Signatory
I confirm acceptance of the above

terms and conditions of Agreement.
………………………………..……
(BC Agent)

Registered Office:
Corporate Office:

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BUSINESS CORRESPONDENT AGENT AGREEMENT

Kathakiya Dharmeshbhai Ghamshyambhai resident of S/o Ghamshyambhai

“Organisation” and ―Business Correspondent Agent (BC Agent)” may hereinafter be

APPOINTMENT AS A BUSINESS CORRESPONDENT AGENT:

2. The BC Agent hereby agrees to act as a BC Agent of the Organisation and

Digicard Services Pvt. Ltd.

a. Identification of prospective customer / borrowers & fitment of activities.

b. Collection and preliminary processing of loan applications including verification

d. Processing & Submission of applications to the Organisation.

e. Promotion, nurturing, monitorin and handholding of Self Help Groups / Joint

f. Post sanction monitoring in case of advances / loans granted by the Bank.

i. e-KYC based account opening.

j. Assist the Organisation in spreading financial literacy and conducting

k. Assist the customers to undertake transactions on the terminal.

Digicard Services Pvt. Ltd.

d. Sale of Micro / insurance / mutual fund / pension and other third-party

e. Receipt & delivery of small value remittances / other payment instruments.

f. Any other service as may be advised by the Organisation in writing to the BC

5. Notwithstanding anything contained in this Agreement, any terms and conditions

Digicard Services Pvt. Ltd.

RELATIONSHIP BETWEEN PARTIES – PRINCIPAL TO PRINCIPAL

Digicard Services Pvt. Ltd.

4. BC Agent shall be responsible for compliance of all applicable Law, as applicable

CLAIMS AND RESPONSIBILITES

1. The representative or representatives to be nominated by the BC Agent will coordinate

2. The role of the BC Agent is primarily of a facilitator and a catalyst and in no

Digicard Services Pvt. Ltd.

INTELLECTUAL PROPERTY RIGHTS

Digicard Services Pvt. Ltd.

DATA SECURITY, FRAUD & PREVENTION MEASURES

1. The BC Agent undertakes to provide complete support and assistance to the

Digicard Services Pvt. Ltd.

4. Notwithstanding anything else contained in this Agreement, where the Organisation

Digicard Services Pvt. Ltd.

CONTROL AND MONITORING

2. Business Correspondent Agent hereby agrees to ensure reasonable standards of care

3. Digicard services shall pay to you a professional fee/ Commission of Rs.10446/-(Rupees

Digicard Services Pvt. Ltd.

11. Should you be in possession of any company assets / equipment/ documents of

Digicard Services Pvt. Ltd.

ROLES AND RESPONSIBILITIES OF THE BC AGENT:

i) The BC Agent shall have the following functions and obligations:—

Digicard Services Pvt. Ltd.

Digicard Services Pvt. Ltd.

The BC Agent unconditionally agrees and accepts that:-

Digicard Services Pvt. Ltd.

INDEMNITIES AND OTHER PROVISIONS :

d) breach of confidentiality obligations specified under this Agreement;

e) any act, commission or omission, negligence, fraud, forgery, dishonesty,

f) any robbery, theft, extortion, misappropriation or accident in relation to any

Digicard Services Pvt. Ltd.

This Clause shall survive the termination of this Agreement.

i) Business Correspondent Agent acknowledges and agrees that it is aware of the

Digicard Services Pvt. Ltd.

Digicard Services Pvt. Ltd.

TERM & TERMINATION

Digicard Services Pvt. Ltd.

GOVERNING LAW AND DISPUTE RESOLUTION