Oxigen General Terms & Conditions CSP-RO Agreement

General Terms and Conditions - CSP-RO Agreement

These General Terms and Conditions shall govern your CSP-RO relationship with Oxigen Services (India) Private Limited, a company incorporated under the provisions of the Companies Act, 1956 and having its Corporate Office at Building No. 77-B, Iffco Road, Sector 18, Gurgaon 122015, Haryana, India Gurgaon-122016 (hereinafter referred to as “Oxigen” or “Company”, which expression shall unless repugnant to the context or contrary to the meaning shall include all its permitted assigns and successors).

“Oxigen” and “RO or CSP-RO” are hereinafter individually referred to as a “Party” and collectively as “Parties”.

PREAMBLE

1.1.	The CSP-RO wishes to become a retailer of Company for providing electronic prepaid products and services, banking services of Oxigen, being offered by Oxigen, as BC of banks from time to time on behalf of the various SP/Banks.
1.2.	The Company wishes to appoint the CSP-RO as a point of sale retailer for electronically distributing the prepaid products/services of SP, specified banking services of banks through the Terminal Equipment (TE) or through Internet or mobile as per agreed terms and conditions.
1.3.	The CSP-RO can order prepaid products or services or can carry out specified banking services of banks using the Terminal Equipment supplied by the Company or through internet or mobile in order to instantly download the same if sufficient balance of the CSP-RO is available with the Company.
1.4	The Parties accordingly wish to record the basis of their agreement and their respective rights and obligations as under

NOW THEREFORE, in consideration of the recitals set forth above, the parties’ mutual obligations hereunder, and other good and valuable consideration, the parties hereby agree as follows:

1. DEFINITIONS

In this agreement, including the schedules to this agreement, the following words and phrases shall have the following meaning:

1.1	“RO and CSP-RO” shall mean such ‘Retail Outlet’ or merchant establishment, which has been identified by the company’s representative directly or through RMU and is willing or has entered into an arrangement with Company to retail Oxigen services. RO performing or delivering banking/financial services as agent of Oxigen which is the Business Correspondent of banks will also be called Customer Service Point (CSP)-Retail Outlet (CSP-RO).
1.2	"Banks" shall mean any bank which is represented by Oxigen as their "Business Correspondent" (BC). It is also clarified that as per present regulation, a CSP can represent only one bank at any time for acquiring banking transactions and account opening.
1.3	"Business Correspondent" shall mean Company engaged by Banks for carrying out banking/financial services as defined by RBI from time to time.
1.4	“Customer” shall mean customers of the Company or the customer of the CSP-ROs, as the context may require.
1.5	“End User” shall refer to the customer of the Company, to whom the CSP-RO makes a sale of prepaid products/services or specified Banking Services.
1.6	“Oxigen Services or Company” shall mean to include all such services presently offered and future services to be offered by Oxigen to SPs as a facilitator enabling the electronic distribution, marketing, retailing, support, advertising, etc of various services offered by SP to its customers or subscribers. Oxigen Services include the distribution of electronic recharge of prepaid talk-time. It shall also mean and include services of Business Correspondent of banks such as SBI Bank as at present and as defined by agreement signed by Oxigen with banks.
1.7	“PIN Number” refers to a unique identification number, which upon input into end-users phone instrument grants the end-user products/services as offered by the Company.
1.8	“Recharge Voucher” refers to a physical recharge card with a PIN Number having the facility to top up the prepaid products/services as offered by the Company from time to time. In case of a pin less transaction, the recharge voucher will be called a recharge receipt.
1.9	“Non-refundable Deposit” refers to the initial amount paid by the CSP- RO to the Company for the purpose of provisioning the Company's service(s) of mobile recharge distribution/ banking services as BC, to the CSP-RO by providing him a login ID and a password and setup cost associated with it. Such money is a onetime cost to the CSP-RO to begin service and is not refundable except under the schemes launched by the Company from time to time for upgradeation/exchange of Terminal Equipment (TE).
1.10	“RMU” refers to "Retail Outlet Management Unit", a distributor, appointed by Oxigen Services to promote, distribute and market retail sale of the OXIGEN Services apart from discharging other duties and responsibilities undertaken by them including cash collection, allocation of transaction limits and services support including assist in repair and replacement of TEs and Biometric Scanners through a network of CSP-ROs to be signed up and managed by the RMU for and on behalf of OXIGEN as per OXIGEN business and retail strategy & policies.
1.11	“Security Deposit” refers to any security, cash or otherwise, given by the CSP-RO to the Company for the purpose of provision of Terminal Equipment and or/prepaid products/services or any accessory by the Company as its commitment to enter into this business with Oxigen and as security for performance of CSP-RO services in the manner as agreed. This is subject to change as announced by Oxigen from time to time. Such money will not carry any interest.
1.12	“SP” shall refer to any "Service Provider" which is providers of consumer services such as telecom operators, DTH Operators, Electricity Distribution Companies etc with whom Company has entered into an agreement to distribute & provide support etc of their products/services or offer Bill Payment Services.
1.13	“Terminal Equipment” shall refer to electronic hardware devices that are capable of accepting the input of data and communicating such data to various remote computer networks and interchanging information. Computer system with prescribed configuration and licensed Operating Software (OS) shall refer to electronic hardware devices capable of receiving data, its process and communicating output data through internet having login ID and password to be provided by bank for banking services.
1.14	“Software Program” shall refer to various Software Programs supplied by the Company that can be installed into Terminal Equipment or computer tills enabling the dispensation of prepaid products/services electronically.
1.15	“Effective Date” shall be the date of signing/ accepting of this agreement.
1.16	“Specified Banking Services” means the services to be distributed by CSP-RO, offered by banks to Oxigen as its BC as specified services, from time to time and broadly described as under:

(a)	No Frills Savings Bank A/c through CSP-RO model,	(g)	Kisan Credit Card,
(b)	Home Loans/ Loans Against Property,	(h)	Current Account,
(c)	Auto Loans,	(i)	Saving A/c other than No Frills A/c,
(d)	Loan against TDR/NSC/KVP,	(j)	Term Deposit A/c,
(e)	Gold Loans and SME Loans,	(k)	Recurring Deposit A/c,
(f)	General purpose credit card,	(l)	Mutual Funds on referral basis etc.

2. APPOINTMENT AND TERM

2.1

Scope of Appointment
Oxigen hereby appoints CSP-RO as its RO in the territory for promoting, distributing and selling Oxigen Services in retail in accordance with business rules/guidelines of Oxigen. RO shall engage and work in coordination with company or RMU of OXIGEN who will manage and supervise discharge of responsibilities by RO, and also provide services from time to time.

2.2

Term
This Agreement shall be valid and operative for a period of three (3) years from the date of acceptance of this agreement, unless sooner terminated as provided herein. Upon expiry of the Term, this Agreement shall stand automatically renewed for another each term of three (3) years on same terms and conditions as set out herein unless the Agreement has been terminated in accordance with the provisions of this Agreement.

3. PROVISION OF TERMINAL EQUIPMENT AND SOFTWARE

3.1

The Company agrees to supply, install, integrate and commission a TE with requisite software at the CSP-RO or through Internet or mobile phone that is capable of communication with the servers or network of the Company or Banks. This is required for acceptance of orders of stock of prepaid products or services, electronic delivery of stock and dispensing electronic prepaid products or services or downloading or printing PINs for purchase by end-users of prepaid products or services for facilitating specified banking transactions by electronic dispensing of Oxigen Services to the end users.

3.2

The TE or Internet or Mobile Phone shall be operated at the CSP-RO's cost. Oxigen may levy software charges from CSP-RO as per circulars or notifications issued from time to time.

4. SECURITY DEPOSIT/MINIMUM BALANCE

4.1	Unless otherwise agreed in writing, the CSP-RO agrees to give a onetime Non-refundable and non-interest bearing Deposit to the Company as a charge towards setting up costs of the Company, for enrolling the CSP-RO and setting him up as a registered CSP-RO of the Company. This is for the purpose of distributing Oxigen Services such as prepaid products or services of various SPs or providing specified Banking Services either through the Terminal Equipment or through Internet or Mobile.
4.2	The Deposit shall be of an amount as mentioned in Form 1 part to this agreement against the TE supplied by the Company and will not be payable in case of internet or mobile phone.
4.3	The CSP-RO agrees that the business done through this account will be as per Form 1 failing which the Company has the right to terminate this agreement and the Terminal Equipment shall be returned back to the Company within three (3) days of such termination of this Agreement.
4.4	Oxigen reserves the right to suspend/terminate Internet and Mobile Phone based accounts in case of non-compliance with the terms of this Agreement.

5. DISPENSATION OF SPECIFIED BANKING SERVICES

5.1	Oxigen shall have exclusivity at the CSP for banking services. CSP shall source and provide services of the bank authorized by Oxigen only.
5.2	CSP-RO must have a reasonably good computer system with licensed software and adequate antivirus software to run the BC’s prescribed program. The cost and maintenance of computer system and software shall be borne by CSP-RO. Any breakdown in hardware and software should be promptly informed to Oxigen. CSP-RO shall be provided necessary guidelines and support besides training to start business effectively.
5.3	CSP-RO shall maintain secrecy of transaction carried by its customers according to Fair Practice Code of Indian Bank’s Association (IBA). It will not resort to harassment and intimidation for lending and collection of dues from borrowers of its customers, relatives or their friends.
5.4	CSP-RO shall issue receipts of transactions to customers generated through system. If manual receipts are issued, the responsibility of such shall be of CSP-RO and non-compliance will result in termination of CSP-RO Agreement at the sole discretion of Oxigen.
5.5	CSP-RO shall, without fail, deposit any or all money received from the customers or end users in the authorized bank within 24 hours of the receipt of such money by him and duly receipted as above. Any breach of this obligation shall constitute a material breach of this Agreement on his part. In case of illiterate customers, the CSP-RO shall follow guideline of IBA, RBI or the Bank issued from time to time.
5.6	CSP-RO shall display at their establishment applicable charges for the services provided by them.

6. CHARGES AND PAYMENTS

6.1	Payments for prepaid products/services purchased by the CSP-RO shall be made in advance to the Company through RMU.
6.2	The charges payable by the CSP-RO for products/services ordered for various denominations of various SPs shall be an amount equivalent to the face value of the airtime thereof, less the discount applicable as may be stipulated by the Company from time to time. The initial discounts shall apply from the effective date as set out in this agreement.
6.3	Once an order placed by the CSP-RO is executed and the products/services are delivered to the Terminal Equipment, all risks pertaining to that products/ services supplied by the Company shall lie with the CSP-RO. The Company shall be entitled to charge the CSP-RO any cash handling fee and/or other banking fees and/or other relevant administration fees that may be incurred by the Company as a result of the CSP-RO depositing funds into the Company's account and/or for any debit instructions that the Bank may charge.
6.4	CSP-RO shall be paid fees and commission by Oxigen as announced through circulars issued from time to time or as amended from time to time and will be subject to TDS and other taxes as per the laws applicable
6.5	The Company may charge fees from CSP-RO like software or terminal upgradation fee or any other fee to recover the cost of upgradation/installation of software/terminal/any other equipment.
6.6	For all Merchant Payments through Cards or any other method launched in future will be credited in CSP-RO’s trading advance after settlement is received from bank. CSP-RO has been provided a special SKU on PoS/PC which can be used by CSP-RO to transfer part or entire amount to the designated bank account, for which cancelled cheque has been provided by CSP-RO. Company will execute this transaction in T+1 Banking day through NEFT.

7. TERMINATION AND CONSEQUENCES

7.1	This Agreement may be terminated in the following events:
7.1.1	This Agreement may be terminated by Oxigen with immediate effect by giving a written notice to CSP-RO in the event that there is a change in the ownership and/ or control of CSP-RO provided such change materially affects either the terms or conditions of this Agreement or RMU's performance obligations herein.
7.1.2	Oxigen may terminate this agreement at any time during its validity by giving fifteen (15) days prior notice in writing and CSP- RO may do so by giving three (3) month’s prior written notice to this effect.
7.1.3	The notice for termination served by CSP-RO under this clause shall be a valid only if the notice is sent in writing by regt. post to the Joint Managing Director, Oxigen Services (India) Pvt. Ltd Basement & 2nd floor,77B, Iffco Road, Sector 18, Gurgaon 122015, Haryana or email sent to: legal@myoxigen.com from CSP-RO’s registered email-id and copy endorsed to RMU concerned and notice period shall be computed from the date of receipt of notice by Oxigen as above.
7.1.4	All other communication sent to employee of Oxigen or through any other means will not be considered for the purpose of Notice for Termination of Agreement.
7.1.5	Oxigen may terminate this Agreement by notice in writing (the “Termination Notice”) to CSP-RO if the CSP-RO or any of its Affiliates:

	(i)	Commits a material breach of its obligations under this Agreement and has failed to remedy such breach, if the breach is capable of remedy, within seven (7) days of being specifically required in writing to do so by Oxigen .In such an event, the Agreement shall stand terminated at the end of such Notice.
	(ii)	Makes an assignment for the benefit of creditors generally,
	(iii)	CSP-RO is subjected to any decision, ruling, judgment, order, law, regulation, decree or other intervention of a regulatory authority or government which prevents or materially affects its continued involvement in its business in relation to this Agreement and which Company or RMU is unable to mitigate the effects of,
	(iv)	Undergoes liquidation, insolvency, voluntary or involuntary winding up, except winding up in the course of an amalgamation or merger.

7.1.6

Notwithstanding the above, either of the Parties hereto shall be entitled at its sole discretion to terminate this Agreement forthwith by a notice to the other party if any direction or order from any statutory authority or any change in applicable statutes, rules and regulations or government policies is made which prevents or significantly impairs the implementation of this Agreement or directly or indirectly so restricts the scope and exercise of rights and privileges of either of the Parties hereto so as to render the objectives of this Agreement impossible to achieve,

7.1.7

Notwithstanding the above, Oxigen shall have right to suspend operation of this Agreement without prior notice by sending a email to this effect to CSP-RO in case of any of the following circumstances :

	a	When ‘fraud, forgery, scam, infringement of intellectual property of the Company, associate company, business associate directly or indirectly reported to the company whether from internal or external sources in which direct or indirect involvement of CSP-RO either reported or suspected.
	b	In case of defamation of the Company, associate company, its directors or employee.

7.1.8	In case of termination of agreement or cessation of business as mentioned in clause 7 above, the CSP-RO shall return the Terminal Equipment to the Company within next seven (7) days in good working condition. Failure to do so would entitle the Company to forfeit the Trading Balance and Security Deposit lying to the credit of the CSP-RO.
7.1.9	The CSP-RO shall be liable for a cancellation fee of 10% of the Security Deposit unless otherwise agreed in writing in Form 1 in case of notice given by the CSP- RO to terminate any of the services within six (6) months of signage thereof.
7.1.10	Should the CSP-RO wish to terminate this agreement with the Company, it is the CSP-RO shall return the Terminal Equipment or any other accessory in proper working condition from its outlet within 3 days of the termination of the Agreement.
7.1.11	The Company reserves the right, at its sole and absolute discretion, to disconnect or suspend this arrangement to the CSP-RO without explanation and without notice, should the CSP-RO not fulfill any of his obligations herein or should the Company suspect that the CSP-RO is not acting in good faith or should any fraudulent activity be suspected or for any reason whatsoever. The CSP-RO shall be liable for any amount due or those that have become payable prior to the date of suspension/disconnection.
7.1.12	The Company has the right to forfeit the security deposit of the CSP-RO along with unused Trading Balance in case the CSP-RO neither has done any transactions using the terminal during the last thirty (30) days nor has returned the terminal in good working condition to the Company.
7.1.13	Subject to the terms of this Agreement, the amount of security deposit shall be returned to the CSP-RO upon termination of this agreement only on fulfillment of all the obligations by the CSP-RO, as stipulated herein.
7.1.14	The Company reserves the right to offset any payment due to it from the Security Deposit if any, payable to the CSP-RO and shall also be entitled to appropriate, without prejudice, any such payment to any other liability, which, at its own discretion it deems, the CSP-RO owes to the Company.
7.1.15	The terminal is property of the Company at all times. CSP-RO/RMU has no right, whatsoever, on the ownership of terminal or any other asset provided by the company. Upon forfeiture, CSP-RO/RMU is under real obligation to return the terminal in good working condition. Failing to return terminal to company entitles company to recover the terminal along with cost of recovery of the terminal.
7.1.16	On termination of this Agreement by either party for any reason :

	(i)	CSP-RO shall forthwith return to the Oxigen such hardware equipment, originals and any copy of any software, books, documents, records, papers and materials of Oxigen and/or SPs in the possession of or control of RO that was supplied by Oxigen and/or SP in relation to rendering of Oxigen Services by RO,
	(ii)	RO will immediately cease holding itself out as a RO to Oxigen and shall remove all signs, names, insignia, advertisements and/or any other material which identifies it as part of the distribution network of Oxigen and shall return to Oxigen all literature and other material relating to the Oxigen Services including trouble shooting TE,
	(iii)	Oxigen shall be free to appoint any other entity as its RO without any obligation to RO to continue servicing of ROs in case of inferior servicing by RO or on termination of agreement,
	(iv)	As applicable, RMU shall ensure that any and all ROs that have received any equipment including TE shall immediately return the same in original condition to Oxigen,
	(v)	Upon termination of this Agreement for whatever reason, ROU shall forthwith, cease to do any or all acts permitted under this Agreement including but not limited to the use of Oxigen Intellectual Property and/or Intellectual Property of the SPs

8. NO PARTNERSHIP

8.1	The Company, the RMU and the CSP-RO are independent businesses doing respective businesses at arms length basis and the arrangement between them is purely contractual as governed by the terms and conditions of the respective agreement and nothing contained herein shall be interpreted in such a way as to imply that the Company, RMU and the CSP-RO are partners or employer/employees, joint undertakers or shareholders for any purpose whatsoever.
8.2	It is specifically agreed that the CSP-RO shall not be deemed to be the agent of bank, except in respect of banking transactions which gives rise to principal agent relationship by implication.
8.3	Neither CSP-RO nor its employee shall be entitled to claim permanent absorption or benefit against the bank.

9. DAMAGES

9.1

The Company is hereby exempted from and shall not be liable under any circumstances whatsoever to the CSP-RO for any loss, damage, whether direct, indirect, consequential or otherwise, or for any loss of profits, or other special damages of any kind whether within contemplation of the parties or not, that the CSP-RO may suffer as a result of any breach by the Company on any of its obligations under this agreement or otherwise.

9.2

The CSP-RO indemnifies the Company against all claims, actions, proceedings, demands, liabilities of damages made or levied against Oxigen by any third party or customer or end user arising out of relating to discharge of its obligations by the CSP-RO. This indemnity specifically covers and includes any claim or loss suffered or damages imposed on Oxigen arising out of any alleged or proven misappropriation of funds obtained by CSP-RO and/or RMU from retail customers in the course of any transaction of Oxigen Services offered or carried out pursuant to this Agreement.

10. DISPUTES

10.1

The CSP-RO shall be liable for all legal costs (including reasonable attorney and legal costs) incurred by the Company in enforcing its rights in this agreement as well as for expenses incurred by the Company in exercising any rights arising out of breach of the CSP-RO's obligations herein including but not limited to collection charges and/or tracing fees. All disputes, obligations, performance, interpretations arising out of this agreement shall be construed under Indian laws and subject to the jurisdiction of courts at Gurgaon, Haryana.

10.2

11. ELECTRONICS AND SOFTWARE FACILITIES

11.1	Ownership of any Terminal Equipment supplied to the CSP-RO shall vest with the Company and shall be returned to the Company by the CSP-RO, at the CSP-RO's own cost and expense, within fifteen (15) days after termination of any part of this agreement.
11.2	The CSP-RO shall be liable for the replacement costs of any of the relevant items should it fail to return such equipment within fifteen (15) days in good working order condition. All risks including the risk of destruction by any kind or loss of equipment in any way shall pass on to the CSP-RO, upon taking delivery of the Terminal Equipment from the Company.
11.3	The CSP-RO is not permitted to sell/transfer or assign Terminal to any third party.
11.4	The CSP-RO is not permitted to transfer or shift the Terminal from one place to another place without the prior approval of the Company.
11.5	Ownership and copyright to any software program associated with the Terminal shall vest solely with the Company. The CSP-RO shall be responsible and held liable for any unauthorized copying or modifications thereto.

12. AMENDMENTS AND NOTICES

The Company may amend, modify or substitute any terms and conditions of this agreement and/or any charges and the same shall be duly notified to the CSP-RO.

13. UPGRADATION OF TERMINAL OR SOFTWARE

The Company reserves the right to upgrade, modify or alter the software or Terminal Equipment or any other equipment provided to the CSP-RO, at any time, by giving the CSP-RO prior notice of such up gradation. In the event of up gradation, CSP-RO shall be liable to return the old Terminal or Modem or any other equipment in proper working condition to the Company and to pay the requisite installation/up gradation fee, if any. The Company, at its option, may convert the refundable security deposit into non-refundable security deposit, as charges for use of such upgraded equipment. Upon termination of the CSP-RO Agreement/Arrangement for any reason whatsoever, the CSP-RO shall be obliged and liable to return the upgraded equipment in proper working condition to the Company.

14. UNDERTAKINGS BY THE CSP - RO

14.1	The CSP-RO undertakes not to do anything that damages the good name and reputation of the Company, it's subsidiaries or it's holding Company or the SP and/or Banks and shall protect and enhance the good name and reputation of the Company in the fulfillment of its obligations under this agreement.
14.2	To procure such promotional or advertising material as may be provided by the Company or SP or Bank from time to time to the CSP-RO displayed at all times in the CSP-RO outlets in accordance with the directions and requirements of the Company.
14.3	To indemnify the Company and the SP and/or Banks against any loss, penalties or damages suffered by the Company as a result of the CSP-RO or its outlet failure to comply with all obligations, which may fall on the CSP-RO arising out of this agreement, including annexure hereto and any service level procedure manuals, as shall be made available to the CSP-RO from time to time.
14.4	To procure the compliance of the CSP-RO's outlets with all provisions of this agreement in the same manner as the CSP-RO is obliged to comply therewith.
14.5	In the event of the Company being aware of any breaches of the provisions of this clause or any provisions of the agreement by any of the CSP-RO outlets, the Company shall be entitled, without prejudice to any of its rights, to terminate services to the CSP-RO.
14.6	Not to sell the products/services of at prices above or below the marked price and not to overcharge the end user the fees/charges as indicated by the Company or Bank. The CSP-RO will also be directly liable to the Company, in case of breach of this condition.
14.7	Not to indulge in or promote any unlawful, illicit or illegal activity or purposes pertaining to the line of business of the agreement or products mentioned herein. Any such activity noticed by the CSP-RO in the market place must be brought to the notice of the Company immediately.10.8. Not to provide service of a similar nature from a competing company from the premises where the Terminal Equipment is installed, during the validity of this Agreement.

15. INTELLECTUAL PROPERTY

Any and all trademarks, trade names, logos, service marks, trade dress or other proprietary indicia of Oxigen (collectively, the "Company Marks") are and shall remain the exclusive property of Oxigen. CSP-RO or RMU has no rights in and to the Company Marks and may not utilize the Company Marks for any purpose without the prior written consent of Oxigen. Any unauthorized use or misuse of the Company Marks shall constitute an infringement of the Oxigen's rights in and to the Company Marks and shall constitute a material breach of this Agreement.Either Party hereby grants to the other party a non-exclusive, royalty-free, limited license to use, display and reproduce the Company Marks of other party solely in connection with purpose of the Agreement. Each Party shall prominently display, on the Website or Mobile App or any other media in offline or online marketing materials if so requested by other party. Any usage shall be in compliance with such approval and policies as may be notified from time to time.

16. CONFIDENTIALITY

Each party agrees that any disclosure and/or return of information by a party under this Agreement shall maintain the confidentiality of protecting and preventing any unauthorized disclosure, copying, use, distribution, or transfer of possession of such information. All right, title and interest in and to the Disclosing Party's Confidential Information and all intellectual property rights therein shall remain with the Disclosing Party.

17. WORKPLACE RESPONSIBILITIES - DOS AND DON'TS

17.1	General - Dos:
	i.	Personal integrity, privacy and personal rights of every individual.
	ii.	Work together with men and women of diverse nationalities, cultures, religions and races in a professional manner.
	iii.	Be open and honest and stand by your responsibilities.
17.1.2	General - Don'ts:
	i.	Discriminate, harass or offend anybody by whatever means, sexual or otherwise.
	ii.	Engage with competitors that could create an appearance of improper agreements whether the contact is in person, in writing, by telephone or through emails.
17.2.1	Privacy - Dos:
	i.	Properly control access to your work areas and computers.
	ii.	Protect the physical security of official information.
	iii.	Limit access to information strictly to those with a legitimate business reason for seeking that information.
17.2.2	Privacy - Don'ts:
	i.	Discuss sensitive matters or confidential information in public places.
	ii.	Transfer official information into personal databases or carry hard copies of official information outside the office without prior permission from your superiors.
17.3	Know Your Customer / Anti Money Laundering
	i.	Money Laundering legislation criminalizes money laundering in respect of all crimes including drug trafficking , terrorism, theft, tax evasion, fraud, handling of stolen goods, counterfeiting and blackmail. It is an offense to undertake and/or facilitate transactions with individuals and entities involved in criminal activities.
	ii.	CSP/RO is aware that the Company has adopted and announced its own Anti Money Laundering Policy.
	iii.	RO must exercise requisite care in selecting those with whom he conducts business. While doing so, he must adhere to processes which are in place for checking the credit character of customer and counter parties.
	iv.	The CSP/RO shall conduct Kyc of the customer as per the training provided by Oxigen and shall be responsible for competing the original seen and verified (OSV) attestation of the documents submitted by any customer. The hard copy of the customer’s self-attested documents will be sent to Oxigen’s head office within the period stipulated by Oxigen from time to time.
17.3.1	Dos:
	i.	Undergo relevant training to update yourself on applicable KYC/AML guidelines.
	ii.	Exercise due diligence while accepting a customer and undertaking a transaction and make reasonable enquiries in case of doubt.
	iii.	Escalate all suspicious activities/transactions in respect of money laundering of the amount involved or nature of the offence as per applicable procedures, Failure to report suspicious transactions despite having knowledge is an offence.
17.3.2	Don'ts:
	i.	Provide assistance to any person to launder proceeds of any criminal conduct.
	ii.	Prejudice an investigation by informing (i.e. tipping off) the person who is the subject of suspicious transaction.

18. GENERAL

18.1	Compliance with Law
18.1.1	CSP-RO shall maintain and procure necessary licenses and approvals as required for his activities pursuant to this Agreement, from the concerned authorities.
18.1.2	CSP-RO shall be fully responsible for compliance with all applicable laws in respect of his establishment and business operations.
18.2	Maintenance of Records
18.2.1	For the Banks and RBI or any authority Services and other services, CSP-RO shall maintain and ensure safe custody of all records so as to enable concerned authority to inspect the same.
18.2.2	The Company shall have right to monitor and access all records in order to monitor performance of CSP-RO and he shall take steps to rectify deficiencies pointed out.
18.3	Code of Conduct
18.3.1	The Customer communication information, Facilities including but not limited to product information fees and transaction limits needs to be displayed in the Premises in such a way that it is prominently visible to the approaching customers.
18.3.2	Customers need to be attentively attended to and all their doubts and queries should be clarified on best effort basis and they should be handheld wherever required while performing various operations including but not limited to Account opening , deposits and withdrawals.
18.3.3	Any disputes or transaction errors at the counter should be raised or resolved with Oxigen's call center.
18.3.4	While accepting cash or disbursing cash to customers, proper care and due diligence of the currency notes needs to be done.
18.4	The CSP-RO shall not delegate or assign any of its rights or obligations to any third party without the prior written consent of Oxigen.
18.5	The CSP-RO recognizes, acknowledges and agrees that the RMU of the Company or Company as the case may be has been authorized by the Company to supervise discharge of duties and responsibilities by the CSP-RO under this Agreement and the RMU may be held liable to company in the event of failure of CSP-RO to deliver on targets assigned to them under this Agreement or due non- compliance by them to the terms and conditions set out herein. The CSP-RO states, confirms and undertakes that notwithstanding the above, he shall be liable and responsible for due performance of its obligations cast upon it under this Agreement and he shall be liable for consequences of non- conformance on its part of its obligations set out herein as per provisions of this Agreement.
18.6	The CSP-RO is an independent contractor, and not an agent of Oxigen. As such, the RO acknowledges and agrees that it is not authorized to waive any right or to incur, assume or create any debt, obligation or contract of any kind in the name of, or on behalf of Oxigen. Nothing herein shall be construed to create between the parties any partnership, joint venture, employment relationship, franchise, or agency. As an independent contractor, the RO acknowledges that it is solely responsible for any expenses it may incur in the performance of its obligations hereunder and for complying with applicable laws, related to its own business operations.
18.7	RO agrees and recognizes that all terms and conditions stated herein are material to this Agreement and agrees to comply with the same.
18.8	The provisions of this Agreement shall, as far as permitted by law, include and cover parties to this Agreement and their respective executors, assigns, heirs, successors in interest, administrators or successor in title.
18.9	If any provision of this Agreement is invalid or unenforceable or prohibited by the applicable law of the land, this Agreement shall be considered divisible and its remainder/balance shall remain in effect, be valid, binding and of the like effect as if such invalid provision had not been included herein in the first place.
18.10	This Agreement supersedes all previous negotiations, writings, commitments or agreements, either oral or written, between the Parties hereto. Oxigen may at its discretion amend, modify or substitute any terms and conditions of this Agreement and/or any charges and the same shall be duly notified to the CSP-RO
18.11	This Agreement shall be governed as per laws of India and in the event of any dispute courts of Delhi shall have the exclusive jurisdiction.