INTRODUCTION

VASIST PROVIDERE PRIVATE LIMITED ("Company", "We", "Us", or "Our"), a company incorporated under the Companies Act, 2013 and having its registered office at No. 368, 14th Cross, Upper Palace Orchards, Bengaluru - 560 080, Karnataka, owns and operates the mobile and web-based platform "VYAPAR-E" (the "Platform"), which enables users to digitally purchase, and thereafter request for a physical delivery through authorised delivery partners of gold and silver ("Precious Metals"). The platform also provides ancillary services, including price tracking and portfolio management (collectively, "Services"). The Company is the sole owner, operator, author, and publisher of the Platform.

By accessing or using the Platform, the user ("User", "You", "Your") acknowledge that You have read, understood, and agreed to these Terms of Use ("Terms"), along with all policies published on the Platform ("Platform Policies").

THESE TERMS: (I) WILL BE CONSIDERED TO BE AN ELECTRONIC RECORD UNDER THE RELEVANT PROVISIONS OF THE INFORMATION TECHNOLOGY ACT, 2000; (II) THE BHARATIYA SAKSHYA ADHINIYAM, 2023; AND (III) WILL NOT REQUIRE ANY PHYSICAL, ELECTRONIC, OR DIGITAL SIGNATURE BY THE COMPANY.

NATURE OF THE PLATFORM

The Platform enables You to:

The Company is not a financial institution, NBFC, bank, or investment adviser. The Platform acts as an online marketplace and technology intermediary under the Information Technology Act, 2000.

Precious Metals are sourced, stored, and fulfilled through independent third-party partners ("Vendor"). The Company does not itself mint, manufacture, or refine gold/silver.

The Company does not guarantee investment returns, resale value, appreciation, or market performance of Precious Metals. No chit fund, deposit scheme, collective investment scheme, or loan activity is offered unless expressly notified and separately regulated.

ACCEPTANCE OF TERMS

The Users are advised to read and understand these Terms carefully before using the Platform and the same shall be binding on the Customer without any objection.

If You do not agree to these Terms or any applicable Platform Policies, You are advised NOT TO ACCESS OR USE THE PLATFORM.

By accessing or using the Platform, You further consent to receive communications from the Company, including but not limited to service updates, transactional messages, promotional content, and marketing communications via email, SMS, phone calls, push notifications, or any other electronic or non-electronic medium.

If You wish to opt out of promotional or marketing communications, You may do so by writing to the Company at the contact details provided under the Contact Us section of these Terms. However, You acknowledge and agree that certain transactional and service-related communications cannot be opted out of.

You understand and acknowledge that the Platform and the Services are provided on an "AS IS" and "AS AVAILABLE" basis, without any warranties except as expressly provided herein. Company does not warrant that Your use of the Platform will be uninterrupted, error-free, accurate, compatible with Your device, or fit for a particular purpose.

If You are not registered under the Goods and Services Tax Act, 2017 ("GST Act") and at any time during Your use of the Platform You become liable to register or voluntarily register under the GST Act, You shall promptly notify the Company of such change in status and provide all information, documents and declarations that the Company may reasonably require to update its records or comply with applicable law.

ELIGIBILITY

Access to and use of the Platform is only permitted to individuals who are at least 18 (eighteen) years of age, are legally competent to enter into binding contracts under applicable Indian laws, and are not barred, suspended or otherwise prohibited from using the Platform under any applicable legislation or due to any prior action by the Company.

By accessing or using the Platform, You confirm that You meet these eligibility requirements, possess full legal capacity, and are using the Platform exclusively within India. Use of the Platform from outside India, or by any person who does not satisfy the foregoing conditions, is strictly prohibited.

ACCOUNT REGISTRATION

To access the Platform, You must create an account by providing Your accurate, complete and current information as requested, and You agree to promptly update such information to update its accuracy.

You acknowledge that the Company may require additional information or documentation for identity verification and KYC compliance and may restrict or deny access if such information is not provided or is found to be false, misleading or incomplete.

You are solely responsible for maintaining the confidentiality of Your login information and all activities that occur under Your Account and must immediately notify the Company of any unauthorized access or breach.

You agree not to create multiple accounts, impersonate any person, or transfer, sell or share Your account with any third party. The Company reserves the right to refuse registration, suspend, disable or terminate Your account at its sole discretion for any violation of these Terms, Policies or applicable laws, or for conduct that may threaten the integrity or security of the Platform.

The Company does not store Aadhaar numbers or biometrics. If Aadhaar-based e-KYC is used, it will be conducted only through a UIDAI approved KUA partner and not by the Company directly.

Failure to complete KYC may restrict or block Services, including purchase, redemption or withdrawal.

PURCHASE OF GOLD/SILVER

Users may purchase digital Precious Metals through the Platform in such quantities and denominations as are made available from time to time. All purchases shall be made at live market prices displayed on the Platform at the time of making the transaction. These prices may change and subject to irregularities in line with the market conditions.

Upon successful completion of payment, the corresponding quantity of Precious Metals is allocated to You and credited to Your digital vault balance on the Platform. Each unit of digital Precious Metals purchased is backed by an equivalent quantity of physical bullion stored in secure third-party vaults operated by authorized Vendors. The Company does not itself refine, mint, store or maintain the custody of bullion. It facilitates User access to Precious Metals through partnerships with independent custodians, and Users acknowledge that the Company's obligations are limited to reflecting the digital balance allocated by such custodians.

You expressly acknowledge and agree that upon receiving Your purchase instruction, the Company's authorised Vendor procures and allocates an equivalent quantity of physical bullion meeting applicable BIS Hallmarking standards, which is thereafter held on an allocated and segregated basis in secure vaults. Title to such bullion passes to You once the bullion is so allocated in the vault or when a final invoice is generated, subject to applicable law. You authorise the Company and the Vendor to store, insure and maintain such bullion on Your behalf. It is hereby clarified that Your purchase of the Precious Metals corresponding to the order shall be deemed to be completed and title in relation thereto shall be deemed to have been passed upon such relevant portion of the Precious Metals being stored in the vault on Your behalf or upon a final invoice being issued by the Company in accordance with these Terms, subject to applicable laws.

All digital gold/silver purchased is backed by 100% physical bullion stored in secure vaults operated by authorized Vendors.

All such bullion is stored under industry-standard "all-risk" insurance policies obtained by the Vendor, covering (to the extent provided by such policy) fire, burglary, theft, natural calamities and loss during authorised transit. The Vendor acts as Your nominee/beneficiary under such insurance solely for purposes of protecting Your interest in the stored Precious Metals. Insurance coverage subsists only until successful delivery to You in accordance with these Terms. Events not covered by such insurance may pose a residual risk, which You accept as part of using the Platform.

VALUATION, PHYSICAL DEPOSIT & DIGITAL CONVERSION OF PRECIOUS METALS

The Platform may permit You to physically deposit Your existing gold or silver for valuation and conversion into a corresponding digital balance ("Physical Deposit"). Such facility, where offered, shall be managed exclusively by the Company's authorised Vendor.

Upon receipt of a Physical Deposit request, the Vendor will weigh, test and assess the purity of the deposited metal using certified equipment and processes. A valuation shall be provided to You through the Platform. Upon Your confirmation, the ownership of the deposited item irrevocably transfers to the Vendor, and the equivalent digital balance is credited to Your account. Once confirmed, a Physical Deposit cannot be reversed or reclaimed.

The Vendor and Vaulting Partner shall thereafter treat such Precious Metals as part of the allocated bullion backing Your digital balance.

DELIVERY OF PRECIOUS METALS

Users may request conversion of their digital holdings into physical gold/silver ("Delivery Request"), subject to (a) minimum conversion quantity, (b) making charges, (c) delivery charges, (d) logistics charges, (e) applicable taxes.

Upon receiving a valid Delivery Request, the authorised Vendor shall prepare and package the required quantity of Precious Metals in secure, tamper-evident packaging and dispatch the same through insured and reputable logistics partners. Delivery timelines displayed on the Platform are indicative and may vary due to operational or logistical constraints.

All products delivered shall be hallmarked as per the BIS standards (Gold: 14K–24K, Silver: 800–900 grades).

Delivery timelines are indicative and subject to logistics constraints. Delivery shall be refused or cancelled if (a) address verification fails, (b) KYC mismatch occurs, (c) suspicious activity is detected under PMLA, (d) payments are unsuccessful or reversed.

Delivery is deemed successfully completed upon authentication via OTP/PIN or other delivery verification methods used by the logistics partner. The logistics partner's records shall constitute conclusive proof of delivery.

Risk and title in the Precious Metals requested for delivery shall pass to You only upon the successful completion of delivery at the address provided by You, as confirmed by the delivery partner's tracking records or proof of delivery. Until such delivery is completed, the custody of the Precious Metals shall remain with an authorized partner acting on behalf of the Company.

The Vendor retains full responsibility and risk for the Precious Metals during transit until such proof of delivery is obtained.

The Company shall not be liable for any loss, damage, theft, tampering or deterioration of the Precious Metals occurring after delivery has been successfully completed, including situations where the package is collected by an authorized recipient at the delivery address or where You fail to collect the package despite reasonable delivery attempts. Upon delivery, You shall assume full ownership, responsibility, and the risks associated with the physical Precious Metals, including subsequent storage, handling, insurance, resale or valuation.

FEES AND PAYMENT

All prices for the purchase of Precious Metals, conversion to physical delivery, making charges, logistics charges, and any ancillary Services offered on the Platform shall be displayed at the time You initiate the transaction. Precious Metal prices are derived from live market-linked rates and may fluctuate throughout the day based on market conditions, supplier pricing, applicable taxes, and operational factors. The price applicable to Your purchase shall be the price displayed and confirmed at the time the transaction is successfully completed. All prices are dynamic and may be revised at any time without prior notice.

GST at a rate of 3% (three percent) shall be applicable on gold/silver purchases as per GST Act. You are responsible for ensuring that payment instruments used for purchases are valid, authorized and funded. The Company is not liable for delays, failures or reversals arising from issues associated with banks, payment gateways, network connectivity, or third-party payment systems.

Payments may be made only through electronic payment instruments supported by the Platform, such as UPI, credit cards, debit cards, net banking, prepaid payment instruments, or any other payment modes enabled through RBI-regulated payment gateways. All payments shall be made only in Indian Rupees. The Company does not accept cash transactions for the purchase of digital Precious Metals.

By submitting payment information on the Platform, You represent and warrant that:

You agree that the Company is entitled to rely on the information provided by You without independent verification.

You acknowledge that all payments made on the Platform are processed through independent third-party payment gateway service providers regulated under the Payment and Settlement Systems Act, 2007. The Company does not control such gateways and shall not be responsible for any delays, errors, breaches, or failures attributable to payment processing. The terms and policies of such third-party facilitators will apply to each transaction. The Company shall not be liable for any unauthorized transactions, payment failures, chargebacks, rejection of transactions, or technical issues arising from banks, NPCI, payment processors, or network outages.

Depending on the nature of the transaction, the Company may levy additional charges, including but not limited to:

All applicable charges shall be displayed prior to completion of the transaction and are non-negotiable. Fees and charges, once paid, are non-refundable except where expressly required under applicable law or explicitly stated otherwise on the Platform.

The Company may suspend, restrict, or terminate Your access to the Platform or decline to process any transaction if You fail to pay applicable fees, if a payment is reversed or disputed, or if the Company reasonably suspects fraud, misuse, or violation of law. Without prejudice to other remedies, the Company reserves the right to recover any outstanding amounts due from You and/or to initiate legal action where necessary.

The Platform does not offer any credit facility, delayed payment arrangement, EMI, or buy-now-pay-later mechanism for the purchase of Precious Metals unless expressly introduced and permitted under applicable law. All purchases must be settled immediately at the time of confirmation. The Company reserves the right to cancel, reverse, or void any transaction that remains pending or incomplete due to payment failure.

COMPANY'S REPRESENTATIONS AND WARRANTIES

The Company represents and warrants that (i) it is duly incorporated, validly existing and in good standing under the laws of India, and has the full corporate power and authority to own and operate the Platform, offer the Services, and enter into, execute, and perform its obligations under these Terms; (ii) these Terms have been duly authorized executed, and delivered by the Company and constitute a valid, legal and binding obligation of the Company, enforceable against it in accordance with their terms, subject to applicable laws relating to insolvency and equity; (iii) the execution, delivery and performance of these Terms do not and will not conflict with or violate any applicable law, rule, regulation, order, judgment or decree, nor result in any breach of, or default under, any charter document, contract, agreement, license or commitment to which the Company is a party or by which it is bound; (iv) the Company has obtained, and shall maintain all registrations, approvals, licenses and permissions necessary to operate the Platform and provide the Services, including those required under applicable e-commerce, consumer protection, digital asset, and data protection laws; and (v) the Company shall operate the Platform and perform its obligations in a professional, compliant and commercially reasonable manner consistent with applicable law and industry standards for digital gold, vaulting, logistics and payment services.

OBLIGATIONS AND RESPONSIBILITIES

While accessing or using the Platform, You agree to comply at all times with these Terms and Conditions, along with any instructions, notices, advisories, or warnings that may be issued or displayed on the Platform from time to time. You shall not modify, alter, interfere with, disrupt, or in any manner compromise the integrity, functionality, performance, or appearance of the Platform, any Content, or any Services offered by the Company.

You agree to act honestly, responsibly, and in good faith, and in accordance with all applicable laws, regulations, industry practices, and contractual obligations. Without limiting the generality of the foregoing, You specifically represent, warrant and undertake that:

You shall not copy, reproduce, sell, republish, distribute, upload, post, perform, modify, alter or create derivative works from any part of the Platform. You agree not to remove, obscure or tamper with any copyright notices, trademarks or proprietary rights notices contained in any content obtained from the Platform. You shall not use the Platform in a manner that could adversely affect the Platform or interfere with any other user's lawful access, use or enjoyment of the Platform.

You acknowledge, confirm and agree that You alone are responsible, and not the Company, for all actions taken using Your account and for any consequences, liabilities, losses or damages that arise from Your acts, omissions, or inaccuracies, including but not limited to incorrect inputs relating to UPI details, bank account information, contact information, delivery addresses, or any other User-submitted data. Without prejudice to any other rights or remedies under these Terms, You shall be solely liable for any harm, loss, claim or damage caused to the Platform as a result of any breach, misuse or failure to perform Your obligations under these Terms.

COMPLIANCE WITH PMLA

To comply with the Prevention of Money Laundering Act, 2002 and applicable rules, the Company may:

You expressly agree and undertake that:

The Company shall not be liable for any loss, delay, or inability to access Services arising from actions taken to comply with legal or regulatory obligations under PMLA.

INTELLECTUAL PROPERTY RIGHTS

The Platform and all information, content, materials, products including but not limited to text, photographs, graphics, images, audio-visual content, video and audio files, is owned, controlled, or licensed by the Company. The design, compilation, arrangement, expression and selection of the Content are protected under applicable copyright, trademark, patent and other intellectual property laws, either in favour of the Company or third parties from whom the necessary rights or licenses have been lawfully obtained by the Company.

All trademarks, trade names, service marks, logos and brand identifiers displayed on the Platform ("Marks") are the exclusive property of the Company, its affiliates, or the respective third-party owners, as applicable. You shall not copy, reproduce, use, display, publish, distribute or in any manner exploit any Marks without the prior written consent of the Company. Any unauthorized use of the Marks is strictly prohibited and may constitute a violation of applicable intellectual property laws.

Except for Your personal information and data submitted for the purpose of accessing or using the Platform in accordance with these Terms, You acknowledge that all information transmitted, uploaded, shared or otherwise provided by You on the Platform shall be deemed to be the property of the Company. The Company shall be entitled to use any ideas, suggestions, concepts, feedback, know-how or techniques submitted by You through the Platform for any purpose, without obligation of notice, acknowledgment or compensation to You, provided such use complies with applicable law.

By initiating a query through the Platform, You expressly consent to being contacted by the Company, its personnel, or third-party partners engaged by the Company for the purpose of providing Services, responding to Your requests, or facilitating Your use of the Platform.

INDEMNITY & LIMITATION OF LIABILITY

You agree to indemnify the Company, its directors, officers, employees, agents, affiliates, partners and service providers from and against any and all losses, liabilities, claims, demands, actions, damages, costs, expenses or penalties arising directly or indirectly out of (a) Your access to or use of the Platform, Content or Services; (b) any breach of these Terms, applicable laws or policies by You; (c) any inaccuracy, misrepresentation or omission in the information or documents provided by You; (d) any act, omission, negligence, misconduct or fraudulent activity committed by You or through Your account; and e) any claim, dispute, or proceedings initiated by a third party, including other Users, regulators or authorities, arising out of or in connection with Your actions, conduct, or use of the Platform.

To the maximum extent permitted under applicable law, Your aggregate liability under this indemnity shall not be subject to any limit where such liability arises from fraud, willful, misconduct, or gross negligence on Your part. In all other circumstances, You agree that the Company may recover from You the full extent of losses actually incurred as a result of Your breach of these Terms or Your actions on the Platform.

To the maximum extent permitted under applicable law, the Company, its directors, officers, employees, affiliates, agents, and service partners shall not be liable to You for any indirect, incidental, consequential, punitive, exemplary, or special damages of any kind arising out of or in connection with Your access to or use of the Platform, including but not limited to loss of profits, loss of revenue, loss of data, loss of business opportunities, investment losses, business interruption, or loss of goodwill whether arising in contract, tort negligence, strict liability or otherwise.

Without prejudice to the foregoing, the total aggregate liability of the Company for any claim arising out of or in connection with Your use of the Platform, digital gold/silver purchases, delivery Services, or any Content or Services offered, shall not exceed the total amount paid by You to the Company for the transactions giving rise to such claim during the 2 (two) months preceding the event. This limitation shall apply regardless of the number of claims.

The Company shall not be liable for any delay, failure, interruption, suspension, loss or damage caused by events beyond its reasonable control, including but not limited to acts of God, natural disasters, strikes, labour disputes, server outages, payment failures, technical malfunctions or actions of third-party partners.

You acknowledge that the prices are market-linked and dynamic, and the Company does not guarantee any appreciation, resale value, investment returns or market accuracy. The Company shall not be responsible for any loss arising from market movements Or Your investment decisions.

Nothing in these Terms shall exclude or limit liability where such exclusion or limitation is prohibited under applicable law, including liability arising from fraud, willful misconduct, gross negligence, or any statutory liability that cannot be legally disclaimed.

TERMINATION AND CONSEQUENCES OF TERMINATION

The Company reserves the right to suspend, restrict, deactivate, or terminate Your access to the Platform at any time if You breach these Terms or any applicable law, if any activity associated with Your account is suspected to be fraudulent, unlawful, irregular, or high-risk, if You fail to complete or update KYC requirements, if Your actions compromise the security or functioning of the Platform, if required by a regulatory authority, law enforcement or court order, or if the Company decides to modify, discontinue, or limit any part of the Services. Suspension or termination may take place with or without prior notice, depending on the severity of the circumstances and the Company's assessment of risk.

You may terminate Your account at any time by submitting a request through the Platform or by contacting customer support, subject to completing all pending transactions, clearing any outstanding dues, and complying with KYC or other requirements specified by the Company. Termination, regardless of whether initiated by You or the Company, does not affect any rights, liabilities or obligations that accrued prior to the effective date of termination.

If Your account remains inactive for a period prescribed under applicable law or as notified by the Company, the Company may classify it as dormant and temporarily restrict certain features, including new purchases, redemptions, or delivery requests, until necessary KYC refresh, verification or compliance checks are completed. Before classifying the account as dormant or initiating any deactivation, the Company may provide prior notice to Your registered contact details and give You an opportunity to log in or contact support. If the account continues to remain inactive despite such notice, the Company may deactivate the account; however, this will not affect Your ownership of digital gold or silver already purchased, though access to transact or request delivery may require reactivation procedures. The Company may retain, archive or delete Your data in accordance with applicable law and may permanently delete or anonymise data after giving advance notice as required under law and the Company's Privacy Policy.

Upon suspension or termination of Your account, Your ability to access the Platform, view Your dashboard, or use any Services may be disabled. Termination does not extinguish Your ownership of the digital gold or silver already allocated to You; however, Your ability to purchase, transfer, redeem, or request physical delivery of such Precious Metals may be subject to additional verification, settlement procedures or compliance checks. In cases involving suspected fraud, regulatory concerns, or ongoing investigations, the Company may temporarily freeze Your balance, withhold redemption or delivery, or take such measures as may be required under applicable law.

On termination, any transaction or delivery request initiated prior to termination will be processed only if all verification, compliance, and operational requirements are satisfied. The Company may cancel, hold, or decline to process any pending transaction if proceeding would violate law, compromise security, or relate to suspicious or high-risk activity. Amounts relating to charges, administrative fees, or deductions incurred prior to termination shall not be reversed. Any promotional credits, rewards, loyalty points, referral bonuses or non-monetary benefits standing to Your account at the time of termination shall automatically lapse and shall not be reinstated.

Following termination, the Company may permanently close Your account and archive Your data in accordance with applicable record-retention requirements under the various applicable laws, and other regulatory obligations. Transaction logs, audit trails, KYC documents and related information may continue to be retained for the legally mandated period even after the account is closed. If Your account has been terminated due to breach, fraud, impersonation, regulatory issues, or security concerns, the Company may restrict or prohibit You from creating a new account or accessing the Platform in the future.

Termination shall not affect the Company's right to recover from You any amounts due, nor shall it affect Your obligations relating to indemnity, limitation of liability, data retention, compliance with law, or any provision intended by its nature to survive termination. The Company shall not be liable to You or to any third party for any suspension, deactivation, or termination of Your account, or for any consequences arising from such termination, provided that the Company has acted in accordance with law and these Terms.

PRIVACY

Your use of the Platform is subject to Company's Privacy Policy, which sets out how We collect, use, store and protect Your information. The Privacy Policy is available at: Privacy Policy.

ADDITIONAL PROVISIONS

Force Majeure: Company is not liable for delays or failure to perform obligations caused by events beyond reasonable control, including natural disasters, pandemic, war, strikes, cyber incidents or system failures.

Governing Law & Jurisdiction: These Terms are governed by the Indian law. Any disputes arising from or connected to this Policy shall be adjudicated by a court having competent jurisdiction in India.

Severability: If any part of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in effect.

No Waiver: Failure to enforce any right does not constitute a waiver of such right.

Assignment: Company may assign or transfer its rights under these Terms. You may not assign or transfer rights without prior written approval.

Entire Agreement: These Terms and applicable policies constitute the complete agreement between You and Company regarding Platform use.

CHANGES TO TERMS

The Company may revise or update these Terms periodically. Revised Terms will be posted on the Platform and updated with the effective date. Continued use of the Platform constitutes acceptance of updated Terms.

GRIEVANCE REDRESSAL

For any complaints or concerns related to the Platform, You may contact the designated grievance officer:

Name: [To be specified]
Email: [To be specified]
Response Time: Within the timelines required under applicable law.