AutoPay Subscription Agreement
Terms and Conditions

HIGHLIGHTS

The AutoPay Subscription Feature (defined below) allows you to pay for your school fees over multiple months as set out on your Payment Schedule (defined below). Payments are due as per the chosen Payment Schedule.

To apply you must be over 18 years old and be the authorized holder of:

● A valid Aadhaar ID and PAN Card

● Indian bank account

(see Section 8 for eligibility criteria)

All orders are subject to approval by zenda and/ or the education Institution/ School (“School”). For example, if you have past dues, zenda and/ or the School can stop you from using the AutoPay Subscription Feature.

You can make payments any time before the due date. Otherwise, payments will be attempted on the scheduled dates from your card pursuant to the payment authorization. If a payment is not successfully processed on or before the due date, collection fees may be applied as set out in Section 5.6 below.

The School will receive payments, as and when your payments get processed, unless otherwise agreed between the School and zenda.

All matters relating to education, complaints and refunds, should be directed to the School.

By using this AutoPay Subscription Feature, you agree to be bound by the terms and conditions of this Agreement and agree to zenda's End User Licensing Agreement (EULA) available at https://www.zenda.com/eula.

Please refer to this Agreement and to your Payment Schedule confirmation (defined below) for relevant information about non-payment, default and the right to accelerate payments.

The headings contained in this document are for reference purposes only. You are advised to print a copy of this Agreement for your records.

1. PARTIES TO THIS AGREEMENT

1.1 This Agreement is a contract between you ("you", "your"), zenda Technology Solutions India Pvt. Ltd. ("zenda") and the School.

1.2        This Agreement sets out the terms and conditions that apply to payments of Fees to the School using the extended repayment plan described in section 5 below (“AutoPay Subscription Feature/ AutoPay Subscription”). You agree that the use of the AutoPay Subscription Feature shall constitute your acceptance of this Agreement.

2. OUR RELATIONSHIP

By placing an order with us using the AutoPay Subscription Feature, you give consent for zenda and their authorized partner/the Payment Service Provider (“PSP"), to debit your debit/credit card, or bank account and/or such other designated payment channel (“Payment Channel/ Payment Method”), for collection of the payments due to the School towards tuition fee, education related spends and other expenditure (“Fees”), as per the agreed Payment Schedule, plus any additional applicable Collection Fees as defined and set out in Section 5 below.

3. CHANGES TO THIS AGREEMENT

zenda has the right to amend this Agreement from time to time and it is your responsibility to review this Agreement prior to each use of the AutoPay Subscription Feature. Any changes made to these terms will not affect/ be applicable to an existing order that has already been accepted prior to such amendment.  

4. TRANSFERS OR ASSIGNMENTS

  4.1. You cannot transfer or assign any rights or obligations under this Agreement without zenda’s prior written consent.

  4.2. You agree that zenda may appoint third party collections agencies to collect any amounts owed under the AutoPay Subscription.

  4.3. zenda may transfer or assign this Agreement, and any rights under this Agreement, to a third party without your consent.

  4.4. Should you desire to remove your child/ ward from  the School, please contact the School.

5. DESCRIPTION OF THE AUTOPAY SUBSCRIPTION FEATURE

 5.1. To use the AutoPay Subscription Feature, including making changes to your Payment Method and other personal information, you must create an account with zenda (“Account”).

  5.2. The AutoPay Subscription Feature enables you to pay for Fees in parts. Please note that zenda and/ or the School may set certain minimum and maximum purchase amounts to use the AutoPay Subscription Feature.

  5.3. The AutoPay Subscription Feature operates as follows:

     a. First, you will login to the zenda app, and review the total fees payable to the School ("Fees”). The Fees are added by the School and zenda has no role in determining or changing the same.

     b. Second, you will see a list of AutoPay Subscription, payment amounts and their associated due dates (Payment Schedule).

     c. Next, you will enter either Credit or Debit Card or bank account details, or UPI ID or other Payment Channel details to set up the Payment Schedule and process the transaction. Post successful transaction, your Payment Schedule will also be available through your Account along with your Payment Schedule confirmation.

     d. As described in your Payment Schedule, the PSP will collect payments (each, a Part Payment) by charging your selected Payment Method. All payments are processed by a PSP (Payment Service Provider).

     e. All payments will be processed in accordance with your confirmed Payment Schedule.

  5.4. You are responsible for ensuring that you have sufficient funds via your Payment Method available to make Payments on the dates specified in your Payment Schedule.

  5.5. The Payment Schedule can be modified by zenda and/ or the School. The amounts could increase or decrease if there is a change in the Fees as determined  by the School. At all times, you will have access to the latest Payment Schedule via the zenda app.

  5.6. Collection Fees

     a. There is no interest associated with using the AutoPay Subscription Feature, however a Service Charge could apply.

     b. If a scheduled payment fails due to insufficient balance maintained in the designated Payment Channel as specified in your Payment Schedule, you will be responsible for the following fees (Collection Fees):

        i. INR 500/- (Rupees Five Hundred Only)  the first time the scheduled payment has failed; and

        ii. INR 1,000/- (Rupees One Thousand Only)  if the relevant Payment has not been settled/ cleared within 15 days from the original due date. For every 15 days of non payment, additional INR 500/- (Rupees Five Hundred Only) will be added as Collection Fees.

        iii. In addition to the above the below charges may also be applied

           ● Bounce charges that may be imposed by the bank or PSP; and/or

            ● Any penalty that may be imposed by the School

       iv. Please note that zenda does not impose any charges on failed payments due to technical issues.

     c. In case Collection Fees applies, it will be processed first before the payment towards the AutoPay Subscription.

     d. zenda and / or the School may, in its sole discretion, delay the application of, or waive wholly or partly, any Collection Fee.

     e. Notwithstanding the above, in no event will you be required to pay Collection Fees that would be prohibited or considered to be a finance charge under applicable law.

     f. You authorize the PSP, to the extent permitted by law, to satisfy any monetary liability you owe by:

        i. debiting your Payment Method at a later time or date;

        ii. debiting any other Payment Method for which you have provided details;

        iii. debiting part of the payment amount;

        iv. taking pre authorisation from you card issuer for one or all of the upcoming payments;

        v. offsetting the payment amount against any amounts zenda may owe to you; or

        vi. any other legal means.

  5.7. If you fail to make payments in accordance with your Payment Schedule, zenda and/ or the School reserves the right to:

     a. limit, restrict, suspend or terminate your access to the AutoPay Subscription Feature;

     b. Take action as per the School’s internal policies, which can include, for example, non issuance of report cards/ examination results, non issuance of any school certificates/ transfer certificates/ references or letter of recommendations, blocking access to tech platforms e.g. parent portal, temporary suspension from the parent-teacher meetings (PTM), temporary suspension from the classroom etc, or non-enrollment in the school in the next academic year;

     c. Report non-payments to authorities;

     d. any other legal means.

  5.8. We do not give any express warranty or guarantee as to the suitability, reliability or availability of the AutoPay Subscription Feature.

  5.9. If you fail to make any payment when due in the manner required by this Agreement we may deem you in default of this Agreement and accelerate payments due under this Agreement.

6. PAYMENT AUTHORIZATION

  6.1. You hereby expressly consent to, authorize and instruct zenda and our PSP to initiate recurring debits from the selected Payment Channel  for the amounts and on the scheduled dates set out in your Payment Schedule. All payments will be automatically charged to the designated Payment Channel in accordance with your Payment Schedule. You acknowledge that you are giving the PSP the ability to collect or reverse variable payment amounts from or to your Payment Method, in accordance with your Payment Schedule and the terms of this Agreement.

  6.2. If the PSP is unable to collect any Payments because your specified Payment Channel is declined for whatsoever reason, in addition to the authorization above, you expressly consent to, authorize and instruct us and our PSP to charge your specified Payment Channel to collect the total of any such missed Payment (plus, for the avoidance of doubt, assessed Collection Fees, in accordance with Section 5.6).

  6.3. You agree to be bound by any rules that your debit or credit card issuer or financial institution requires for pre-authorized debit or credit card transactions. You are responsible for all fees charged by your debit or credit card issuer or financial institution associated with the Payment.

  6.4. You must update your Account with all changes to your designated Payment Channel information by logging into your Account. If you do not update your Account with changes to your Payment Channel information and we are unable to charge your Payment Channel for the amount due, you will be subject to Collection Fees and you may be subject to fees or charges assessed by your financial institution.

  6.5. We shall not bear any liability or responsibility for any losses of any kind that you may incur as a result of your use of the AutoPay Subscription Feature (including any fees levied by your bank/ financial institution).

7. ORDER CONFIRMATION, CANCELLATION AND REFUNDS

  7.1. All orders that you place with us that utilize the AutoPay Subscription Feature are subject to approval of zenda and/ or the School. zenda and/ or the School may, in its discretion, not provide the AutoPay Subscription Feature to you, or cancel an approved order for any reason including but not limited to your history of transactions with us or to prevent fraud, legal, regulatory or non-payment risk.

  7.2. If your previously approved use of the AutoPay Subscription Feature is canceled:

     a. Based on the Schools’ policies you may / may not be eligible for a refund

     b. You will have no obligation to make any further payments to us, or continue any other ongoing relationship with us, with respect to that order

  7.3. If you have left the School and need to initiate a refund:

     a. You should inform the School

     b. the School will cancel the AutoPay Subscription and based on its policies you may / may not be eligible for a refund

     c. Until the School has confirmed the relevant refund, you will remain liable for the full payment. During this time, we may continue to process any Part Payments in accordance with the dates set out in your Payment Schedule.

8. YOUR ELIGIBILITY

  8.1. To be eligible to use the AutoPay Subscription Feature, you must:

     a. be an individual who is at least 18 years old

     b. be a resident of India and hold a valid Aadhaar ID and PAN Card;

     c. be capable of entering into a legally binding contract;

     d. have a valid and verifiable mobile telephone number;

     e. be authorized to use the Payment Method provided; and

     f. create an Account and agree to zenda’s End User Licensing Agreement (EULA)

     g. have a sound history of making payments to the School in the past.

  8.2. By entering into this Agreement, you represent and warrant that you are eligible to use the AutoPay Subscription Feature.

  8.3. In addition to these eligibility requirements, please note that use of the AutoPay SubscriptionFeature is subject to approval of zenda and/ or Education Institution.

9. YOUR USE OF THE AUTOPAY SUBSCRIPTION FEATURE

  9.1. You promise to pay the full amount of the AutoPay Subscription set forth in your Payment Schedule.

  9.2. You agree that all information that you provide us is true, complete and accurate and you agree not to misrepresent your identity.

  9.3. If your information, including your Payment Method information, changes, you agree to notify us immediately.

  9.4. Prohibited uses of the AutoPay Subscription Feature:

You agree not to use the AutoPay Subscription Feature for any unlawful or fraudulent activity and to immediately contact us if you believe that your Payment Method may be subject to an unauthorized transaction, account takeover or other type of fraudulent activity or security breach. By using the AutoPay Subscription Feature, you agree that you will not do any of the following:

     a. engage in any activities related to the AutoPay Subscription Feature that are contrary to any applicable law or regulation or the terms of this Agreement;

     b. use the AutoPay Subscription Feature to accomplish a cash advance, including by purchasing goods or services and then requesting a chargeback from your bank.

10. ASSESSMENT AND CHECKS

  10.1. You agree to provide any information or documentation reasonably requested to verify your identity in connection with your order.

  10.2. You authorize us to make, directly or through third parties, any inquiries necessary to verify your identity and assess your capability to make payments according to the Payment Schedule in relation to all orders placed using the AutoPay Subscription Feature.

  10.3. As part of the approval process and assessment as to whether or not you have the means to fulfill your obligation to make future payments according to the Payment Schedule, we reserve the right, directly or through third parties, to conduct an assessment of your Payment Method.

11. COMPLAINTS AND DISPUTES

  11.1. If you have a complaint arising out of or related to this Agreement or the AutoPay Subscription Feature, other than with respect to the education delivered by the School,  you may raise such grievance to help@zenda.com. For the avoidance of doubt, any complaint against zenda and/or the School does not relieve you of your ongoing obligations (including payments) under this Agreement.

  11.2. We may request additional documentation from you to assist us in resolving any complaints or disputes, and you must provide all reasonable assistance to us to facilitate us in resolving any complaints or disputes.

12. APPLICABLE LAW AND JURISDICTION

  12.1. To expedite resolution and to minimize the cost of any dispute, controversy or claim between you and zenda related to any dispute or controversy arising from or relating to this Agreement, your use of any part of the AutoPay Subscription Feature or the enforcement of any provision of this Agreement (Dispute), you agree to first attempt to negotiate any Dispute informally for at least 30 days before initiating any further action. Such informal negotiations will commence upon receipt of a written notice (each, a Notice). Your address for such Notices is the email address you have provided in your Account. Our address for such Notices is compliance@zenda.com. Any Notice must include your name, account information, a brief description of the Dispute, and contact information, so that we may evaluate the Dispute and attempt to informally resolve the Dispute. If the informal negotiations are successful, no further action is necessary.

  12.2. If we are unable to informally resolve the Dispute, then such Dispute shall be subject to the exclusive jurisdiction of the Courts of Bangalore, Karnataka. This Agreement shall be construed, enforced, and performed in accordance with the laws of India.

13. LIMITATION OF LIABILITY

To the extent not prohibited by law, under no circumstances shall zenda, its subsidiaries, partners, or affiliates be liable to you for any indirect, incidental, consequential, special or exemplary damages, arising from or relating to this Agreement or your use or inability to use the AutoPay Subscription Feature. You agree that the aggregate liability of zenda, its subsidiaries, partners, and affiliates to you for all claims arising out of or related to this Agreements or your use or inability to use the AutoPay Subscription Feature will not (other than as may be required by applicable law) exceed the greater of: (a) the amount of the affected order (s) giving rise to such damages, or (b) the amount of INR 5000/- (Rupees Five Thousand Only).

14. INDEMNIFICATION

You agree to release, indemnify and hold harmless zenda, its subsidiaries, partners, affiliates, and their respective officers, directors, employees and agents from and against any liability arising out of or related to your use of the AutoPay Subscription Feature or violation of the terms of this Agreement.

15. CONSENT TO ELECTRONIC AND SMS COMMUNICATION

  15.1. By accepting this Agreement, you consent to electronically receive all records and notices related to the AutoPay Subscription Feature.

  15.2. To ensure that we are able to provide communications to you electronically, you agree to notify us immediately of any change in your email address by updating your Account or via email.

  15.3. To view and retain a copy of this Agreement and other communications under this Agreement, you will need a device (such as a computer or mobile phone) with a web browser and internet access and either a printer or local or cloud-based storage space. By accepting this Agreement electronically, you represent that (a) you have read and understand the above consent to receive records and notices electronically; (b) you satisfy the minimum hardware and software requirements specified in this Section 16.3; and (c) your consent will remain in effect until you withdraw your consent as specified above in Section 16.1.

  15.4. As part of the AutoPay Subscription Feature, we may send you SMS/ Whatsapp messages. You agree to receive SMS/Whatsapp messages to each telephone number provided by you to us regarding the AutoPay Subscription Feature

16. MISCELLANEOUS

16.1 This Agreement is effective until all amounts due under the Agreement are paid in full or otherwise canceled or refunded.

16.2 If any provision of this Agreement (or any portion thereof) is determined to be invalid or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and  shall be binding upon the parties and shall be enforceable, as though said invalid or unenforceable provision (or portion thereof) were not contained in this Agreement.

16.3 This Agreement, including all documents or other material incorporated by reference, constitutes and contains the entire Agreements between you and zenda with respect to the subject matter hereof and supersede any prior or contemporaneous oral or written Agreements. You acknowledge and agree that the other has not made any representations, warranties or Agreements of any kind, except as expressly set forth herein.

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