Bharat FinOps IFSC Pvt. Ltd

GENERAL TERMS AND CONDITIONS

 

1. ABOUT BHARAT FINOPS

Bharat FinOps IFSC Pvt. Ltd., a company incorporated, registered in India (CIN U66190GJ2025PTC169036) and authorised as a payment service provider under the IFSCA (Payment Services) Regulations, 2024, with its registered office address at 246 Pragya Accelerator II, Building 15B Block No 15, Gift City, Gandhi Nagar, Gandhi Nagar- 382050, Gujarat, India, hereinafter referred to as “Bharat FinOPS".

Bharat FinOPS System is a “business-to-business” online payment platform available on brucbond.com that allows you to use Bharat FinOPS Services to instruct payment transactions using your Bharat FinOPS Account.

2. SCOPE OF THE TERMS & CONDITIONS

  • These Terms & Conditions govern the opening and use of your Bharat FinOPS Account and the Bharat FinOPS System and any other related payment services that you have access to as a registered user. Together with the Bharat FinOPS Privacy and Data Protection Policy (https://www.brucbond.com/legal/privacy-data-protection-policy) as well as the Client Agreement for the provision of payment services concluded with you, they constitute the complete set of legal agreements between you and Bharat FinOPS. You (or “the User”) are advised to print and keep a copy of these documents for future reference. All capitalised words and expressions (if not defined herein) shall have the meaning respectively given to them in the Client Agreement.
  • Bharat Finops IFSC Pvt Ltd will be regulated by the IFSCA Act and applicable regulations / guidelines / directions / circulars thereunder (including the IFSCA (Payment Services) Regulations, 2024)
  • These Terms and Conditions, the Client Agreement, and the Bharat FinOPS Privacy and Data Protection Policy (https://www.brucbond.com/legal/privacy-data-protection-policy) embody the entire agreement between you and Bharat FinOPS and there are no provisions, terms, conditions or obligations, oral or written, expressed or implied, other than those contained herein. All obligations of Bharat FinOPS and you to each other under previous agreements on similar services (if any) are hereby released, and overridden by the foregoing terms but without prejudice to any rights which have already accrued to either Bharat FinOPS or you.
  • To the extent that there is any conflict or inconsistency between these Terms and Conditions, the Client Agreement, and the Bharat FinOPS Privacy and Data Protection Policy (https://www.brucbond.com/legal/privacy-data-protection-policy), the Client Agreement shall prevail, control, govern, and be binding upon Bharat FinOPS and you, but only to the extent of such conflict or inconsistency.

3. BHARAT FINOPS SERVICES

  • Your Bharat FinOPS Account is a payment account connected to your Bharat FinOPS System which, in addition to other functionalities, enables you to use the Bharat FinOPS Services including instructing payment transactions through your Bharat FinOPS Account, as well as converting currency.
  • The funds transferred through the Bharat FinOPS Account remains under the control of Bharat FinOPS only for as long as necessary for operational and technical reasons to execute your transaction initiated via the Bharat FinOPS System. Delays in the execution of your transaction may result from timing (e.g. weekends and public holidays), missing or inadequate know-your-client (KYC) documentation, for Bharat FinOPS’s compliance with applicable law(s), or technical issues. Bharat FinOPS offers the following services:
  • sending bank transfers to other bank accounts or payment service provider’s accounts either in the form of SWIFT transfers or local bank transfers where applicable;
  • receiving bank transfers to the Bharat FinOPS Account from other bank’s or payment service provider’s accounts;
  • opening the Bharat FinOPS Account for you through which permissible outgoing and incoming transfers will take place, subject to the laws of respective jurisdiction involved in the transfer, and      
  • exchange of foreign currency through an IFSC Banking Unit, subject to availability with respective IFSC Banking unit and as such foreign currency being permitted by IFSCA.
  • Bharat FinOPS Services can be provided in SGD, AUD, EUR, GBP, USD, HKD, and other foreign currencies, as permissible by IFSCA. Bharat FinOPSExchange of currency services will be provided only in relation to Bharat FinOPS Services when necessary. Please refer to section 6 on Fees for more information on the applicable rates and fees.
  • Services in other currencies might be available – please inquire with the Bharat FinOPS team if such need arises.
  • By accepting these Terms & Conditions you acknowledge that the Deposit Insurance is not available for the funds maintained with the IBU’s. However, the IFSCA (Payment Services) Regulations, 2024 has a mechanism for safeguarding the funds of the customers.
  • Pursuant to IFSCA (Payment Services) Regulations, 2024, any applicable funds (as defined in section 2(d) of the IFSCA (Payment Services) Regulations, 2024), in scope of Bharat FinOPS’s Services will be protected in accordance with safeguarding provisions specified in Chapter VI of the IFSCA (Payment Services) Regulations, 2024.
  • Your Bharat FinOPS Account belongs to you, the legal entity agreeing to these Terms and Conditions and which is registered as a user(s) and the holder of the Bharat FinOPS Account, and has an account to use the Bharat FinOPS System. No person other than you will have any rights in relation to the funds being transferred through your Bharat FinOPS Account, except in cases of succession (when the User is a private person) in accordance with applicable laws. You may not assign or transfer your Bharat FinOPS Account to a third party or otherwise grant any third party a legal or equitable interest over it, without the prior written consent of Bharat FinOPS.

  

4. BHARAT FINOPS ACCOUNT

  • In order to use the Bharat FinOPS Services, you must first open the Bharat FinOPS Account. You may apply for an account on the Bharat FinOPS Website or by directly contacting Bharat FinOPS: Email: info.india@brucbond.com;  address: 246 Pragya Accelerator II, Building 15B Block No 15, Gift City, Gandhi Nagar, Gujrat, India – 382050.As part of the signup process for the use of Bharat FinOPS System, you will need to:
  • identify yourself under instructions of Bharat FinOPS based on IFSCA (AML-CTF & KYC) Guidelines, 2022 and any other applicable laws on prevention of money laundering and terrorist financing, including notably by filling out Bharat FinOPS's application form and submitting it along with required documents; and
  • accept these Terms & Conditions and the Privacy and Data Protection Policy (https://www.brucbond.com/legal/privacy-data-protection-policy); and
  • sign and accept the Client Agreement on provisions of payment services with Bharat FinOPS.
  • After the due fulfilment of all actions listed above and subject to our internal Know-Your-Customer review process, Bharat FinOPS will create the Bharat FinOPS Account for you as well as grant you access to the Bharat FinOPS System in order to use Bharat FinOPS Services and execute Transactions.
  • You will be given a unique username and password in order to access the Bharat FinOPS System. You may be given multiple usernames and passwords which may be designated to different Authorized Persons as appointed by you to access and transact under your Bharat FinOPS Account subject to the Fees set out in Appendix 2 of the Client Agreement. An explicit approval by Bharat FinOPS is needed and a special fee applies if you request more than 2 usernames and passwords. Passwords will be provided to you during or after signing of the Client Agreement on provision of payment services. You will be required to change your passwords after they have been in use for at least 180 days.
  • You must take all reasonable steps to keep the Bharat FinOPS Account password safe at all times and never disclose it to anyone. Bharat FinOPS personnel will never ask you to provide your password to Bharat FinOPS or to a third party. You must never allow anyone to access your Bharat FinOPS System or watch you accessing your Bharat FinOPS System. It is your sole responsibility to ensure the protection and security of your Bharat FinOPS Account password and access to your Bharat FinOPS Account at all times.
  • You may only open one Bharat FinOPS Account unless Bharat FinOPS explicitly approves the opening of additional accounts.
  • You may only open the Bharat FinOPS Account or enter into these Terms and Conditions or the Client Agreement or the Privacy and Data Protection Policy (https://www.brucbond.com/legal/privacy-data-protection-policy) if it is legal to do so in your country of residence. By opening the Bharat FinOPS Account, you represent and warrant to Bharat FinOPS that your actions do not violate any laws, regulations applicable to you or your constitution, memorandum and articles of association, internal rules, corporate policies, or any contract you are bound by etc. You shall reimburse Bharat FinOPS against any costs and losses Bharat FinOPS incurs in connection with any breach of this section or of the Client Agreement or these Terms and Conditions or Privacy and Data Protection Policy (https://www.brucbond.com/legal/privacy-data-protection-policy) as provided in the agreement.
  • Bharat FinOPS may require you to provide any information or documents as Bharat FinOPS in its sole discretion determines necessary for Bharat FinOPS’s verification of your identity or compliance with applicable law or Bharat FinOPS’s internal procedures or investigations when you open your Bharat FinOPS Account and on an ongoing basis thereafter. All information or documents you have provided to Bharat FinOPS during the application process or any time thereafter must be accurate, complete and truthful. You must ensure that the information provided to Bharat FinOPS is always accurate and up to date and inform Bharat FinOPS about any change in the information and/or documents provided. Bharat FinOPS may ask you at any time to confirm the accuracy of your information or to provide additional documents or other evidence.
  • You should check your Bharat FinOPS Account balance and transaction history regularly. You should report any irregularities you observe or clarify any questions you have as soon as possible by contacting Bharat FinOPS.

5. PAYMENT TRANSACTIONS

  • Instruction for Execution of Transactions is done by placing Orders on the Bharat FinOPS System.
  • Due to applicable laws on prevention of money laundering and terrorist financing, Bharat FinOPS may require you to provide Bharat FinOPS with the payee's details, contact details as well as information on relationships between you and the payee.
  • In order to provide payment services, Bharat FinOPS may use third party intermediaries (i.e. banks and/or other payment service providers) to complete the fund transfer to the payee based on your instruction placed on the Bharat FinOPS System.
  • Sending payments is subject to Fees (including currency conversion fees) set out in Appendix 2 of the Client Agreement depending on the type of payment transaction you Order us to execute.
  • It is strictly forbidden to use your Bharat FinOPS Account for any illegal purposes including notably fraud and money laundering. Bharat FinOPS reserves the right to report any suspicious activity to the relevant competent authority without notifying you.
  • Bharat FinOPS has a right at its sole discretion to refuse to accept any Order or execute any payment transaction when execution of such transaction violates or could violate the law or the scope of activities with the Bharat FinOPS Account or any other of your activities whether on the Bharat FinOPS System or otherwise. In case of such circumstances, Bharat FinOPS may have a respective legal duty set in the laws to inform the competent authorities hereof. Bharat FinOPS will not be liable against you or any third party for acting in accordance with Bharat FinOPS’s rights under this clause.
  • Bharat FinOPS shall provide a summary of details of a transaction prior to you approving the transaction. The summary of details shall at a minimum include:

a. Information that identifies the beneficiary of the transaction such as name and telephone number;

b. The transaction amount;

c. The fees and charges as a result of the transaction;

d. A caution statement indicating time limits relevant for execution of the transaction and the point of time from which the time limits count, including the instance of finality and irrevocability of the transaction;

e. Where applicable, the average interbank exchange rate published

  • Further, Bharat FinOPS shall issue, free of charge, a confirmation for every transaction undertaken by you. The confirmation shall at a minimum, contain the following:

a. Name of beneficiary (if applicable);

b. Transaction amount;

c. Date transaction was completed;

d. The beneficiary’s account or wallet number (if applicable);

e. The originating source of transaction (if applicable);

f. The contact information of Bharat FinOPS’s dispute resolution mechanism.

6. FEES

  • Fees will be specified in an appendix of the Client Agreement. The Fees will be deducted by Bharat FinOPS in accordance with the Fee payment schedule provided in the appendix.
  • Fees payable by you will be deducted from your Bharat FinOPS Account balance and you hereby authorize us to do the same. If your Bharat FinOPS Account balance is insufficient to cover the fees, Bharat FinOPS may refuse to execute the Transaction or other payment.
  • Such Fees may be deducted from any amount which you instruct Bharat FinOPS to convert into another currency as part of Bharat FinOPS’s currency conversion services through an IFSC Banking Unit, to the extent permissible by the IFSCA.
  • In the event you fail to make any payments due to Bharat FinOPS (i.e. fees), you shall pay interest in the amount of 4% per month, until repayment of overdue amount.
  • Bharat FinOPS will apply exchange rates based on market rates quoted on the Bharat FinOPS System, which could change in real time due to the market conditions.

 

7. DATA PROTECTION

  • The processing of any personal data you provide us is governed by Bharat FinOPS Privacy and Data Protection Policy (https://www.brucbond.com/legal/privacy-data-protection-policy) which can be found on the Bharat FinOPS Website. Your agreement to these Terms and Conditions or the Client Agreement also signifies your agreement to the terms of the Privacy and Data Protection Policy. You should print and keep a copy of the Privacy and Data Protection Policy (https://www.brucbond.com/legal/privacy-data-protection-policy ) together with these Terms & Conditions.
  • Subject to your consent, you will receive e-mail newsletters that will inform you about new product features, events, promotions, special deals etc. If you do not wish to receive any newsletters from us, you can opt out at any time by contacting Bharat FinOPS. Any e-mail newsletter you receive will also give you the option to unsubscribe from any future newsletter.

8. LIABILITY

  • Bharat FinOPS shall not be liable for any disruption or impairment of Bharat FinOPS Services or for disruptions or impairments of intermediary services on which Bharat FinOPS relies for the performance of its obligations hereunder, provided that such disruption or impairment is due to circumstances beyond Bharat FinOPS’s reasonable control or the control of the intermediary affected.
  • Bharat FinOPS shall not be liable against you or any third party for any indirect or consequential losses including but not limited to loss of profit, loss of business and loss of reputation. Bharat FinOPS shall not be liable against you or any third party for any losses arising from any action that Bharat FinOPS takes as Bharat FinOPS in its own sole and absolute discretion deems necessary for Bharat FinOPS’s compliance with legal and regulatory requirements.
  • Bharat FinOPS obligations are limited to providing you with a payment account and related payment services as agreed within the frame of the Client Agreement
  • Bharat FinOPS shall not be liable for the assessment or payment of any taxes, duties or other charges that arise from the underlying commercial transaction between you and any third party.
  • You agree to indemnify, defend, reimburse or compensate Bharat FinOPS and hold Bharat FinOPS and any of Bharat FinOPS’s related corporations harmless from any claim, demand, expenses or costs (including legal fees, fines or penalties) that Bharat FinOPS incurs or suffers due to or arising out of your breach of these Terms & Conditions, the Client Agreement, or the Privacy and Data Protection Policy (https://www.brucbond.com/legal/privacy-data-protection-policy), breach of any applicable law or regulation and/or use of the offered services. This provision shall survive termination of the relationship between you and Bharat FinOPS.

9. TERMINATION

The Bharat FinOPS Account and your Bharat FinOPS System and these Terms and Conditions may be terminated immediately by Bharat FinOPS without notice in one of the following events:

  • you fail to make any payment which is due including Fees in accordance with the Client Agreement;
  • you are in breach of any relevant statute, law, regulation or instruction/direction of public authority (including but not limited to the International Finance Services Authority);
  • any part of the Client Agreement or these Terms and Conditions concluded between Bharat FinOPS and you become unlawful for Bharat FinOPS for any reason;
  • the Client Agreement is terminated;
  • you are unable, or know that you will be unable or intend to be unable, to pay your debts as they become due, or have a bankruptcy petition filed against you or any of the events specified above or anything analogous to them occurs under the laws of any applicable jurisdiction;
  • Bharat FinOPS in its sole discretion decides that you no longer meet the Bharat FinOPS clients’ profile;
  • you breach any representation or warranty provided in the Client Agreement or these Terms and Conditions and/or hereof or you fail to provide any information or documents required by Bharat FinOPS, or any information or document you provide to Bharat FinOPS is false, misleading or incomplete in any respect;
  • Bharat FinOPS has a reason to believe that you are in any way involved in any fraudulent activity, money laundering, terrorism financing or any other criminal or illegal activity;
  • any other reason specified in the Client Agreement concluded between Bharat FinOPS and you.
  • Bharat FinOPS may suspend the use of the Bharat FinOPS Account and the Bharat FinOPS System if Bharat FinOPS reasonably suspects your Bharat FinOPS Account and Bharat FinOPS System have been used or are being used without your authorisation or fraudulently.
  • You and Bharat FinOPS are entitled to terminate the Bharat FinOPS Account and the Bharat FinOPS System, by terminating the Client Agreement in accordance with clause 10.4 of the Client Agreement (including the requirement for prior 30 (thirty) days written notice and subject to payment of any expenses or Fees specified in the Client Agreement.

10. CHANGES TO THE TERMS & CONDITIONS

  • These Terms & Conditions and any additional terms and conditions that may apply to the legal relationship between Bharat FinOPS and you are subject to change at the sole discretion of Bharat FinOPS. Changes will be implemented with a prior notice from Bharat FinOPS under the procedure set forth in this section.
  • Bharat FinOPS shall inform you in a written notice about any change of the Terms & Conditions no less than 5 (five) business days before the intended change takes effect. Bharat FinOPS shall give notice to you of any change by sending an email to the primary email address registered with your Bharat FinOPS System.
  • In case you disagree with the change, you can terminate your Bharat FinOPS Account, Bharat FinOPS System and the Client Agreement as provided for under the conditions set forth in the Client Agreement.
  • If you continue to execute any Transaction or make any Order or take any other action using your Bharat FinOPS Account, or if you do not terminate your Bharat FinOPS Account, Bharat FinOPS System, and the Client Agreement as above-mentioned, you shall be deemed to have accepted the relevant changes.

 

 

11. COMMUNICATION AND NORMAL BUSINESS HOURS

  • Bharat FinOPS contacts you via e-mail or mobile phone. For this purpose, you must at all times maintain at least one valid email address and one mobile phone number in your profile on the Bharat FinOPS System. It is your sole responsibility to promptly update Bharat FinOPS of any changes to your email address and mobile phone number which may be done through the Bharat FinOPS System.
  • Bharat FinOPS communicates in English. Besides, Bharat FinOPS accepts communications made only in English. Documents or communications in any other languages are for convenience only and shall not constitute an obligation on Bharat FinOPS to conduct any further communication in that language
  • You may contact Bharat FinOPS at any time by e-mail at info.india@brucbond.com; or by post at 246 Pragya Accelerator II, Building 15B Block No 15, Gift City, Gandhi Nagar, Gandhi Nagar- 382050 during our business hours from 9am to 6pm on weekdays (Mondays to Fridays), other than on gazetted public holidays.

12. OTHER PROVISIONS

  • These Terms & Conditions, Privacy and Data Protection Policy and the Client Agreement shall be governed by and enforced in accordance with applicable data protection and other relevant laws in India and applicable to GIFT IFSC.
  • If any part of these Terms & Conditions is found by a court or tribunal of competent jurisdiction to be invalid, unlawful or unenforceable then such part shall be severed from the remainder of the Terms & Conditions, which shall continue to be valid and enforceable to the fullest extent permitted by law.
  • The Parties undertake to exert their best efforts to resolve any disagreements or disputes regarding this Agreement between them through bona fide parley and mutual agreement. The Parties must seek to find a mutual agreement within thirty (30) calendar days. Any dispute, controversy or claim arising out of or relating to this Agreement or the breach, termination or invalidity thereof, shall be finally settled only and exclusively by arbitration in the International Arbitration Centre at GIFT IFSC or Singapore International Arbitration Centre (SIAC) in accordance with the SIAC Rules. The number of arbitrators shall be 1. The language of arbitration shall be English.
  • The arbitration process and all of the documents and records related to it shall be kept in strict confidence. Both parties agree to continue to act in good faith in order to continue to provide the Clients with the Services, regardless of any dispute between the Parties.