Empanelment and partnerships · Neutral ODR under the Mediation Act, 2023 +91 92160 24226 panel@vakilkaro.com

TERMS AND CONDITIONS

For the Vakilkaro Lender Portal and Lenders

A platform operated by Jsons Solicitors Private Limited, under the brand "Vakilkaro"

Effective Date: 26.09.2026 | Last Updated: 08.10.2026 | Version: 1.1

1. Introduction and Acceptance of Terms

1.1 These Terms and Conditions ("Terms") govern registration, onboarding, and use of the Vakilkaro Online Dispute Resolution platform and the associated Lender Portal, including its website, dashboard, mobile interfaces, reporting tools, and Application Programming Interfaces (collectively, the "Portal" or "Platform"), by banks, non-banking financial companies ("NBFCs"), housing finance companies ("HFCs"), microfinance institutions ("MFIs"), credit corporations, insurers, fintech lenders, asset reconstruction companies, co-operative credit societies, and other business entities that submit accounts or disputes for online dispute resolution ("Lender", "you", "your", or "User").

1.2 By registering on, accessing, browsing, or using the Portal in any manner, including through an authorised employee, agent, or integration, you accept and agree to be bound by these Terms, the Vakilkaro Privacy Policy, the Fair Practices Code addendum, and the Partnership/Onboarding Agreement executed between you and Vakilkaro (together, the "Agreement"). If you do not agree to any part of these Terms, you must not register for or use the Portal.

1.3 These Terms apply in addition to, and do not override, your executed Partnership Agreement or any Master Services Agreement, Statement of Work, or annexure executed with Vakilkaro. In the event of any conflict or inconsistency, the bilaterally executed agreement shall prevail solely to the extent of such inconsistency, and these Terms shall govern all matters not expressly addressed in that agreement.

1.4 Vakilkaro ODR is a neutral, technology-enabled dispute resolution platform and case-management intermediary. It is not a law firm, does not provide legal advice to any party, does not represent the Lender or the borrower/counterparty in any Case, and does not adjudicate disputes itself. Nothing on the Portal, in these Terms, or in any communication from Vakilkaro constitutes legal, financial, or tax advice, and Lenders should obtain independent professional advice where required.

1.5 Where you access the Portal on behalf of an entity, you represent and warrant that you are duly authorised to bind that entity to these Terms, and "you"/"your" shall be construed as referring to that entity.

2. Definitions

  • "Account" means the Lender's registered profile on the Portal, including all sub-user logins created under it.
  • "Authorised Signatory" means the individual(s) formally designated by the Lender, and verified by Vakilkaro, as competent to act on the Lender's behalf on the Portal.
  • "Case" / "Matter" means a defaulted account, credit dispute, or contractual disagreement submitted by the Lender to the Portal for mediation, conciliation, or arbitration.
  • "Dashboard" means the web-based interface through which a Lender views Case status, fees, invoices, reports, and audit trails.
  • "Case Fee" means the fee payable online when a Case is filed: a fixed Mediation Fee for a Case referred to mediation, or the applicable Slab Fee for a Case referred directly to arbitration.
  • "Escalation Fee" means the fee payable when a Case that did not settle in mediation is taken to arbitration.
  • "Fair Practices Code" or "FPC" means the RBI-mandated (or equivalent regulator-mandated) code of conduct governing borrower outreach, recovery communication, and fair treatment, as applicable to the Lender's licence category.
  • "Grievance Officer" means the officer designated by Vakilkaro under Clause 29 to receive and resolve Lender grievances.
  • "LMS" means the Lender's Loan Management System or equivalent internal system that may integrate with the Portal via API.
  • "Neutral" means an empanelled advocate, retired judicial officer, arbitrator, mediator, or subject-matter expert engaged by Vakilkaro to hear Cases.
  • "Personal Data" and "Data Principal" shall have the meanings assigned under the Digital Personal Data Protection Act, 2023.
  • "Portal" or "Platform" means the Vakilkaro ODR website, Lender Portal, dashboard, mobile applications, and APIs, collectively.
  • "Service Level Agreement" or "SLA" means the service availability, response-time, and support commitments set out at Clause 18 and any bilaterally agreed annexure.
  • "Settlement Agreement" means a mediated or conciliated settlement executed by the parties to a Case, governed by the Mediation Act, 2023.
  • "Slab Fee" means the fee for arbitration, fixed by bands of the amount in dispute, charged irrespective of case outcome.
  • "Success Fee" means the fee payable by the Lender to Vakilkaro, as a percentage of the settlement amount, when a Case is settled in mediation.
  • "Arbitral Award" means the binding decision issued by an empanelled arbitrator, governed by and enforceable under the Arbitration and Conciliation Act, 1996.

3. Eligibility

To register on the Portal as a Lender, your entity must, on a continuing basis:

  • Be a duly incorporated or registered legal entity with a bona fide lending, recovery, or dispute portfolio (bank, NBFC, HFC, MFI, credit corporation, insurer, fintech lender, ARC, or other permitted business);
  • Provide valid KYC documentation, including certificate of incorporation, GST and PAN details, board resolution or equivalent authorisation, and identity proof of the Authorised Signatory;
  • Hold all regulatory licences, registrations, or certificates of registration required for its lending or recovery activity (e.g., RBI registration/licence for banks and NBFCs, National Housing Bank registration for HFCs, as applicable);
  • Not be, and not have any promoter, director, or Authorised Signatory who is, listed on any applicable sanctions, debarment, or wilful-defaulter list maintained by a regulator or government authority;
  • Agree to route all borrower/counterparty outreach and recovery communication concerning a Case through the Portal, in compliance with the Fair Practices Code; and
  • Be legally competent to contract under the Indian Contract Act, 1872, and not be a person or entity barred from contracting under applicable law.

Vakilkaro reserves the right, at its sole discretion and subject to applicable law, to accept, reject, place on hold, or revoke any registration, including on grounds of incomplete KYC, adverse regulatory findings, or capacity constraints on the Portal. Registration, empanelment, or continued access does not guarantee any minimum case throughput, allocation volume, or settlement rate.

4. Registration, Onboarding and Verification

4.1 You must submit accurate, current, and complete information during registration, including entity details, registered address, contact information, banking and UPI details for the collection of settlement amounts, and supporting KYC documents, and must promptly notify Vakilkaro of any change (including change of Authorised Signatory, registered office, or licence status).

4.2 Vakilkaro will conduct verification as part of onboarding, followed by execution of a commercial/partnership agreement, configuration of fee slabs, and activation of your Dashboard. Verification and activation timelines are indicative and not guaranteed, and may be extended where additional documentation or clarification is required.

4.3 Vakilkaro may, as part of onboarding or on an ongoing basis, conduct due diligence checks including entity and director screening against sanctions and adverse-media databases. You agree to cooperate with such checks and provide supporting information on request.

4.4 Providing false, misleading, incomplete, or fraudulent information at registration or at any point thereafter is a material breach of these Terms, and constitutes grounds for immediate suspension or termination and, where applicable, referral to the appropriate regulatory authority or law enforcement.

5. Lender Portal Access, Accounts and Security

5.1 Access Credentials. On activation, Vakilkaro will provision login credentials for the Lender's Authorised Signatory, who may create and manage sub-user accounts (e.g., case managers, viewers, finance users) with role-based permissions appropriate to their function.

5.2 Security Obligations. You are responsible for maintaining the confidentiality of all login credentials, API keys, and access tokens issued to you, and for all activity conducted under your Account, whether or not authorised by you. You must:

  • Enable and maintain multi-factor authentication where offered;
  • Immediately notify Vakilkaro of any suspected unauthorised access, credential compromise, or security incident involving your Account;
  • Promptly deactivate access for personnel who cease to be authorised (e.g., on resignation or role change);
  • Not share credentials between individuals or permit access by any person not authorised under your internal policies; and
  • Access the Portal only through supported browsers, devices, and, for integrations, documented API versions; Vakilkaro is not responsible for malfunction arising from unsupported or deprecated access methods.

5.3 Vakilkaro may suspend or restrict Account access, without prior notice where reasonably necessary, on detecting suspicious activity, suspected compromise, or a security threat to the Portal or other Users, and will restore access promptly once the matter is resolved.

5.4 Monitoring. Vakilkaro may monitor Portal usage for security, quality assurance, fraud prevention, and compliance purposes, and may retain logs of such activity in accordance with Clause 16.

6. Nature and Scope of Services

  • Bulk upload of defaulted accounts or disputes via CSV, secure file transfer, or API/LMS integration, in Vakilkaro's prescribed data schema;
  • Validation and, where applicable, pricing of each submitted Case before it enters the Portal workflow;
  • Outreach to borrowers/counterparties conducted in compliance with the Fair Practices Code, with every communication timestamped, logged, and available for audit;
  • Allocation of Cases to empanelled Neutrals based on subject matter, language, geography, and case value/complexity;
  • Documentation of settlements as Settlement Agreements, executed via e-signature, and of arbitral proceedings culminating in an Arbitral Award;
  • Dashboard access for case status tracking, fee payment and tax invoices, document repository, MIS reports, and audit export; and
  • Where integrated, webhook or API-based status updates to the Lender's LMS.

Vakilkaro provides the technology infrastructure, case-management workflow, empanelment of Neutrals, and payment facilitation for this process. Vakilkaro does not itself act as a mediator, conciliator, or arbitrator, is not a party to any Settlement Agreement or arbitration, and does not control or direct a Neutral's independent professional judgment.

7. Case Submission, Data Format and Integration

7.1 Bulk Upload and API Integration. You may submit Cases through the Dashboard's bulk-upload facility (CSV/XLSX in the prescribed template) or through API/LMS integration using Vakilkaro's published API specification. You are responsible for the accuracy and completeness of all data submitted, including borrower identification details, outstanding amounts, contractual documents, and any prior communication history.

7.2 Validation and Rejection. Vakilkaro will validate each submitted Case for completeness and eligibility before allocation. Vakilkaro may reject, hold, or request correction of a Case that is incomplete, duplicative, outside the scope of these Terms, or which appears, on a preliminary review, to be frivolous, statute-barred, or otherwise unsuitable for the Portal's process; such rejection does not constitute a determination on the merits of the underlying claim.

7.3 API Access. Where API access is provisioned, you agree to use it in accordance with the published documentation, including applicable rate limits, authentication requirements, and versioning policy. Vakilkaro may deprecate an API version on reasonable prior notice and will provide a migration window before withdrawing support for a superseded version.

7.4 Withdrawal of a Case. You may request withdrawal of a Case prior to allocation to a Neutral without charge; withdrawal after allocation may attract processing charges as set out in your commercial agreement, and does not affect fees already accrued for services rendered up to that point.

8. Case Allocation and Neutral Empanelment

8.1 Cases are allocated to empanelled Neutrals by Vakilkaro based on subject matter expertise, language preference, case value, complexity, and Neutral availability. Lenders do not have a right to select, pre-approve, or reject the allocated Neutral, save on a disclosed and substantiated conflict-of-interest objection, which Vakilkaro will consider and, if upheld, will result in re-allocation.

8.2 Neutrals are engaged by Vakilkaro as independent professionals and are not employees or agents of Vakilkaro. Each Neutral is required to disclose any conflict of interest and to conduct proceedings independently and impartially.

9. Fees and Payment Terms

9.1 Case Fee, Escalation Fee and Success Fee

  • Onboarding is subject to verification. There is no onboarding fee, annual fee or minimum monthly commitment.
  • A Case Fee is payable online when a Case is filed; a Case is taken up only after its Case Fee is paid. A Case referred to mediation carries the Mediation Fee; a Case referred directly to arbitration carries the applicable Slab Fee.
  • If a Case does not settle in mediation and the Lender chooses to take it to arbitration, the Escalation Fee is payable before the arbitration begins.
  • A Success Fee applies to all Lenders, including MFIs and Section 8 companies, on Cases that are settled in mediation, calculated on the settlement amount. No Success Fee is charged on Cases that do not settle, or on Cases decided in arbitration.
  • All fees are exclusive of GST, which is charged at the applicable rate.
  • The exact rates — Mediation Fee, Success Fee percentage, Escalation Fee and Slab Fees — are those set out in the proposal accepted by the Lender and shown on the Lender's Dashboard, and shall prevail over any indicative rate mentioned elsewhere on the Portal.

9.2 Invoices and Taxes

  • Vakilkaro may suspend Case processing, allocation, or Dashboard access for accounts in default of payment obligations, on notice.
  • GST-compliant tax invoices will be issued for all fees charged; you are responsible for any TDS deduction obligation applicable under the Income-tax Act, 1961, and for remitting deducted amounts together with the requisite TDS certificate to Vakilkaro.

9.3 General Payment Terms

  • All payments are processed through the Portal's designated online payment mechanism; Vakilkaro does not accept fee payments outside this mechanism save as bilaterally agreed in writing.
  • Vakilkaro reserves the right to withhold, adjust, or reverse a payment where fraud, error, or a compliance issue is identified, subject to notice and a reasonable opportunity for you to respond.
  • Fee schedules may be revised prospectively on reasonable notice; changes will not affect Cases already allocated or settled under the prior schedule unless otherwise agreed.
  • Any billing dispute must be raised in writing within thirty (30) days of the relevant invoice or payment, failing which the entry shall be deemed accepted, without prejudice to fraud or manifest-error claims.
  • Refunds, where due, will be credited to the originating payment instrument within a commercially reasonable period, subject to completion of any verification required. Notwithstanding the foregoing, any fee paid by the Lender to Vakilkaro shall not be refunded under any circumstances, including where mediation fails to result in a settlement.

9.4 Success Fee Billing Cycle and Consequences of Non-Payment

The billing cycle for Success Fee shall be fifteen (15) days. Each invoice raised for Success Fee shall be payable by the Lender within seven (7) days from the date of issue of such invoice. In the event of failure to make payment within this period, Vakilkaro reserves the right to stop, suspend, or disable the Lender's Dashboard/Panel access, without prejudice to any other rights or remedies available to Vakilkaro under these Terms, including recovery of outstanding dues with applicable interest.

10. Mediation Process

All mediation conducted through the Portal is governed by the Mediation Act, 2023, and Settlement Agreements executed thereunder are enforceable in the same manner as a decree of a civil court, subject to the Act's requirements being met, including registration where mandated. Where a Case instead proceeds to arbitration under Clause 11, the corresponding provisions of that clause apply in place of this clause. Mediation sessions may be conducted online, and both parties will be given a fair opportunity to be heard before any Settlement Agreement is finalised.

Mediation and Arbitration Timelines: Mediation shall ordinarily be conducted within a cycle of twenty-one (21) days from the date of allocation of the Case to a Neutral. Where mediation does not conclude within this cycle and the Case proceeds to arbitration under Clause 11, arbitration shall ordinarily be conducted and concluded within ninety (90) days from the date of reference. Notwithstanding the foregoing, the mediation and/or arbitration process may extend beyond these timelines, including beyond ninety (90) days in aggregate, where reasonably necessary having regard to the complexity of the Case, procedural requirements, non-cooperation of a party, or the availability of the Neutral. These timelines are indicative and do not constitute a binding commitment by Vakilkaro to conclude a Case within a specified period.

11. Arbitration and Arbitrator Standards

11.1 Where a governing contract contains an arbitration clause and mediation does not result in settlement, the matter may proceed to arbitration through an empanelled arbitrator, subject to the applicable arbitration agreement and the Arbitration and Conciliation Act, 1996, and any rules of procedure notified by Vakilkaro for arbitrations conducted on the Portal.

11.2 Every arbitrator empanelled to hear Lender-referred matters is required to hold a minimum of ten (10) years of relevant professional experience in arbitration, adjudication, or the specific subject matter of the dispute, in addition to satisfying the qualification and disclosure requirements prescribed under the Arbitration and Conciliation Act, 1996.

11.3 Before a reference to arbitration is confirmed, Vakilkaro will share the proposed arbitrator's profile — including qualifications, relevant experience, and any disclosed conflicts — with the Lender, and the arbitrator will furnish a statement of independence and impartiality under Section 12 of the Arbitration and Conciliation Act, 1996.

11.4 The Arbitral Award, once rendered, is final and binding on the parties and enforceable in the same manner as a decree of a civil court, subject to the limited grounds of challenge available under the Arbitration and Conciliation Act, 1996. Vakilkaro is not a party to the arbitration and assumes no liability for the arbitrator's findings, conduct, or the resulting Arbitral Award.

11.5 The seat and venue of arbitration, the language of proceedings, and the applicable procedural rules shall be as specified in the arbitration agreement between the Lender and the borrower/counterparty, or as otherwise notified by Vakilkaro where the Portal's standard rules of procedure apply by consent of the parties.

12. Settlement Agreements, Execution and Outcome Disclaimers

12.1 Settlement Agreements are executed via Aadhaar-based e-signature, DigiLocker, or another Vakilkaro-approved electronic signature mechanism compliant with the Information Technology Act, 2000, if any, giving each party a verifiable and non-repudiable copy.

12.2 Vakilkaro does not guarantee that any Case will result in a settlement or a favourable Arbitral Award, nor does it guarantee the recoverability or realisation of any settled or awarded amount. The Portal is a facilitation mechanism, not an insurer, guarantor, or debt-recovery agent.

12.3 Borrowers/counterparties retain the right to decline participation in mediation, and to decline arbitration except where bound by a valid, pre-existing arbitration agreement, and in either case to pursue other lawful remedies, subject to their underlying contractual and legal obligations.

13. Compliance and Regulatory Matters

13.1 RBI / Regulator Fair Practices Code

You must ensure all recovery-related outreach complies with the Fair Practices Code applicable to your licence category, including permitted contact windows, frequency caps, language of communication, and record-keeping requirements. The Portal logs and timestamps outreach to support such compliance, but compliance with the Fair Practices Code, and with any regulator directions specific to your entity, remains your own regulatory obligation.

13.2 Know Your Customer (KYC) and Anti-Money Laundering

Onboarding includes verification of entity registration, GST/PAN, and Authorised Signatory identity, and, where applicable, sanctions-list screening. Vakilkaro may decline or suspend onboarding, or suspend an active Account, where KYC/AML checks cannot be satisfactorily completed or where an adverse finding emerges.

13.3 Regulatory Change

Vakilkaro reserves the right to amend Portal processes, documentation requirements, data-retention practices, or fee structures to remain compliant with changes in applicable law or regulatory guidance, including directions issued by the Reserve Bank of India, the Ministry of Law and Justice, or the Data Protection Board of India.

13.4 Cross-Border Considerations

Case data and Personal Data processed on the Portal are hosted on infrastructure located in India. Where a Lender or borrower/counterparty is located outside India, or where a Neutral is retained on a cross-border basis, the parties agree to comply with applicable foreign exchange, cross-border data transfer, and sanctions requirements, and Vakilkaro may require additional documentation before processing such a Case.

14. Data Protection, Security and Retention

  • Case files and Personal Data are stored on infrastructure located in India, with role-based access controls and periodic security testing.
  • Personal Data is processed in accordance with the Digital Personal Data Protection Act, 2023, and the Vakilkaro Privacy Policy; Vakilkaro acts as a data processor/significant data fiduciary's processor in respect of Case data uploaded by the Lender, who remains the data fiduciary for such data.
  • You must not upload data you are not legally authorised to share, and must obtain any necessary consents or provide any required notices to borrowers/data subjects prior to uploading their Personal Data to the Portal.
  • Case data and associated logs will be retained for the period required under applicable law (including limitation periods and RBI record-retention norms) or as agreed in your commercial agreement, and will thereafter be securely deleted or anonymised, save where retention is required for an ongoing legal or regulatory proceeding.
  • In the event of a personal data breach materially affecting Lender or borrower data, Vakilkaro will notify the affected Lender without undue delay and will cooperate on any notification the Lender is required to make to the Data Protection Board of India or an affected Data Principal.
  • On termination of your registration, Vakilkaro will, on written request, export your Case data in a commonly used format within a reasonable period, and will thereafter delete or anonymise such data in accordance with its retention schedule, save for data required to be retained by law.

15. Audit, Reporting and Record-Keeping

15.1 The Dashboard provides MIS reports, case-status exports, and an audit trail of outreach, allocation, and settlement events, timestamped and exportable in commonly used formats (CSV/PDF).

15.2 Vakilkaro will, on reasonable written notice and subject to confidentiality safeguards, permit the Lender or its regulator to inspect records specific to the Lender's own Cases for compliance verification purposes, provided such inspection does not disclose another Lender's data or a Neutral's deliberative process.

15.3 You are responsible for maintaining your own internal records as required under applicable law, and the Portal's audit trail is provided as a facilitative record and does not substitute your statutory record-keeping obligations.

16. Service Levels and Support

18.1 Vakilkaro will use commercially reasonable efforts to maintain Portal availability and to provide support during published business hours, with escalation channels for urgent issues (e.g., payment failures, security incidents) available as notified on the Dashboard.

18.2 Specific uptime commitments, response-time targets, and support-tier definitions, where bilaterally agreed, will be recorded in an SLA annexure to your commercial agreement, which shall govern in the event of any inconsistency with this Clause 18.

18.3 Scheduled maintenance will, where practicable, be notified in advance through the Dashboard or email; Vakilkaro is not liable for Portal unavailability arising from emergency maintenance reasonably necessary to preserve security or data integrity.

17. User Conduct and Prohibited Activities

You agree that you will not:

  • Submit false, fraudulent, or misleading information or documentation in respect of any Case or your Account;
  • Use the Portal for any unlawful purpose, including harassment or communication that violates the Fair Practices Code or any applicable regulatory code;
  • Attempt to circumvent the Portal to solicit fees, cases, or clients directly from a borrower, counterparty, or empanelled Neutral, in a manner that breaches these Terms or your empanelment/partnership agreement;
  • Share login credentials, allow unauthorised access to your Account, or misuse another User's data;
  • Upload malicious code, attempt to probe, scan, or breach Portal security, or interfere with the Portal's operation, availability, or integrity;
  • Use the Portal to file, encourage, or pursue frivolous, vexatious, statute-barred, or bad-faith claims;
  • Reverse-engineer, decompile, or attempt to derive the source code of the Portal, save to the extent such restriction is not permitted by applicable law; or
  • Use automated means (bots, scrapers) to access the Portal outside the documented API, or exceed agreed API rate limits.

18. Non-Solicitation and Non-Circumvention

During your registration on the Portal and for twelve (12) months thereafter, you agree not to directly or indirectly solicit, engage, or transact with an empanelled Neutral outside the Portal in respect of a Case that was, or could have been, referred through the Portal, without Vakilkaro's prior written consent. This clause does not restrict engagement of a Neutral in a wholly unrelated matter that has no connection to their empanelment or any Case handled through the Portal.

19. Intellectual Property

All content, trademarks, logos, software, workflows, templates, and materials on the Portal (excluding Case-specific documents you upload) are the property of Vakilkaro or its licensors and are protected under applicable intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable licence to access and use the Portal solely for its intended purpose during the term of your registration. No right, title, or interest in the Portal's intellectual property is transferred to you, and this licence terminates automatically on termination of your registration.

Case documents, Settlement Agreements, and data you upload remain your property (or that of the relevant party), subject to Vakilkaro's licence to process such data for the purpose of providing the Services and to retain records as required under Clauses 14 and 15.

20. Confidentiality

You agree to maintain the confidentiality of Case information, mediation/arbitration proceedings, and settlement terms, consistent with the confidentiality provisions of the Mediation Act, 2023, except:

  • Where disclosure is required by law or directed by a competent court or regulatory authority;
  • Where disclosure is necessary to enforce a Settlement Agreement or Arbitral Award;
  • Where disclosure is made to your own auditors, insurers, or legal advisors under an equivalent duty of confidentiality; or
  • Where the disclosing party has obtained prior written consent.

This obligation survives termination of your registration or empanelment for a period of five (5) years, save for trade secrets and Personal Data, for which the obligation survives indefinitely or as required under applicable law.

21. Third-Party Service Providers and Sub-processors

Vakilkaro may engage third-party service providers (including cloud hosting, payment gateway, e-signature, and communication service providers) to support the Portal's operation. Vakilkaro will require such providers to maintain confidentiality and data-protection standards materially consistent with these Terms, and remains responsible to you for the performance of the Services as a whole.

22. Limitation of Liability

The Portal is provided on an "as is" and "as available" basis. Vakilkaro does not warrant uninterrupted, error-free, or secure access at all times.

Vakilkaro shall not be liable for:

  • The outcome of any mediation or arbitration, including non-settlement, non-recovery, or an unfavourable Arbitral Award;
  • The conduct, advice, or professional judgment of any Neutral, who acts as an independent professional;
  • Any indirect, incidental, consequential, special, or punitive damages arising from use of the Portal, including loss of profit, business, or goodwill;
  • Losses arising from your breach of these Terms, applicable law, or a bilateral agreement; or
  • Interruption, corruption, or loss of data arising from causes outside Vakilkaro's reasonable control, including third-party service outages.

To the maximum extent permitted by law, Vakilkaro's aggregate liability to you arising out of or relating to these Terms or the Portal, whether in contract, tort, or otherwise, shall not exceed the fees actually paid or payable by/to you in the six (6) months preceding the event giving rise to the claim.

Nothing in these Terms limits liability for fraud, wilful misconduct, gross negligence, or any liability that cannot be excluded under applicable law.

23. Indemnification

You agree to indemnify and hold harmless Vakilkaro, its officers, employees, empanelled Neutrals, and affiliates from and against any claims, losses, damages, liabilities, and expenses (including reasonable legal fees) arising from:

  • Your breach of these Terms or applicable law;
  • Inaccurate, false, or fraudulent information provided by you, including in respect of a Case;
  • Your conduct in connection with a Case, including any regulatory non-compliance in your outreach or recovery practices;
  • Unauthorised access to the Portal arising from your failure to safeguard credentials; or
  • Any third-party claim arising from your use of the Portal, including a claim by a borrower/counterparty relating to your underlying credit or recovery relationship with them.

24. Suspension and Termination

Vakilkaro may suspend or terminate your access to the Portal, with or without notice where reasonably necessary, where:

  • You breach these Terms or any applicable agreement;
  • False or misleading information is discovered;
  • Regulatory, legal, or compliance concerns arise, including an adverse regulatory action against you;
  • Your regulatory licence or registration lapses, is suspended, or is revoked;
  • You fail to pay fees or invoices when due for an extended period despite notice; or
  • Continued access poses a risk to the Portal, other Users, borrowers, or third parties.

You may terminate your registration/empanelment by providing thirty (30) days' written notice to Vakilkaro, subject to completion of, or agreed transition arrangements for, any pending Cases and settlement of outstanding dues.

Termination does not affect accrued rights and obligations, including payment of fees for Cases concluded, allocated, or in progress prior to termination, data export/retention obligations under Clause 14, and confidentiality obligations under Clause 22, all of which survive termination.

25. Disclaimers

Vakilkaro ODR is not a law firm and does not provide legal advice. You should consult independent legal counsel where required, including before relying on a Settlement Agreement or Arbitral Award for enforcement purposes.

Nothing on the Portal, including testimonials, case studies, or aggregate case statistics, constitutes a guarantee of settlement, arbitration, or recovery outcomes for any specific Case.

26. Representations and Warranties

Each party represents and warrants that it has full power and authority to enter into these Terms, that its performance does not conflict with any other agreement to which it is a party, and, in the Lender's case, that all Case data submitted to the Portal has been lawfully obtained and may lawfully be processed for the purposes contemplated under these Terms.

27. Grievance Redressal

Vakilkaro maintains a Grievance Officer to receive and resolve Lender grievances relating to the Portal, billing, or service quality. Grievances may be submitted to the contact details in Clause 32, and Vakilkaro will acknowledge a grievance within three (3) business days and endeavour to resolve it within thirty (30) days, or provide a reasoned update where more time is required. This mechanism does not affect your right to approach a regulator or a court of competent jurisdiction.

28. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of India.

Any dispute arising out of or in connection with these Terms (as distinct from a Case submitted for mediation/arbitration under Clauses 10–11) shall first be attempted to be resolved through good-faith negotiation between senior representatives of the parties, and failing resolution within thirty (30) days, through arbitration by a sole arbitrator appointed by mutual consent, conducted under the Arbitration and Conciliation Act, 1996, seated at Jaipur, Rajasthan, India, in the English language. Subject to the foregoing, the courts at [Insert City], India shall have exclusive jurisdiction.

Nothing in this clause prevents either party from seeking urgent injunctive or equitable relief before a competent court.

29. Force Majeure

Vakilkaro shall not be liable for any delay or failure to perform resulting from causes beyond its reasonable control, including natural disasters, pandemic or public-health restrictions, internet or infrastructure failures, third-party service outages, government action, or regulatory changes. Vakilkaro will notify affected Lenders and use reasonable efforts to resume performance promptly.

30. Amendments

Vakilkaro reserves the right to amend these Terms at any time. Material changes will be notified through the Portal, email, or Dashboard notification, with reasonable prior notice where practicable. Continued use of the Portal after such changes take effect constitutes acceptance of the revised Terms. If you do not agree to the amended Terms, you should discontinue use of the Portal and may terminate under Clause 26.

31. Miscellaneous

Entire Agreement

These Terms, together with the Privacy Policy and any executed bilateral agreement (including SLA annexures), constitute the entire agreement between you and Vakilkaro regarding use of the Portal, superseding all prior discussions or understandings on the subject.

Relationship of Parties

Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between Vakilkaro and the Lender, or between Vakilkaro and any empanelled Neutral. Each party acts as an independent contractor.

Severability

If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall continue in full force and effect, and the invalid provision shall be reformed to the minimum extent necessary to make it enforceable while preserving its intent.

No Waiver

Failure to enforce any provision of these Terms shall not constitute a waiver of that or any other provision.

Assignment

You may not assign or transfer your rights or obligations under these Terms without Vakilkaro's prior written consent. Vakilkaro may assign these Terms in connection with a merger, acquisition, corporate restructuring, or sale of assets, on notice to you.

Notices

All notices under these Terms shall be in writing and sent to the contact details provided during registration, or to Vakilkaro at the address in Clause 32, and shall be deemed delivered on confirmed email transmission or, for postal notice, five (5) business days after dispatch.

Interpretation

Clause headings are for convenience only and do not affect interpretation. Words importing the singular include the plural and vice versa, and references to statutes include amendments, re-enactments, and rules made thereunder.

32. Contact Us

For questions regarding these Terms, onboarding, billing, or to raise a grievance, please contact:

Vakilkaro ODR — Lender Panel Desk / Partnerships & Grievance Team

Email: contact@vakilkaroodr.com

Phone: +91 92160 24226

Disclaimer: Vakilkaro ODR is a neutral dispute-resolution platform, not a law firm. Empanelment or registration is at Vakilkaro's sole discretion and does not guarantee any volume of case allocations, settlements, or recoveries. Nothing on the Portal or in these Terms constitutes legal, financial, or tax advice, or an offer of employment.