Agent Agreement
Please read the following terms and conditions of the agreement carefully. It contains very important information about your rights and obligations, as well as limitations and exclusions that may apply to you. This document contains a dispute resolution clause. By clicking on the “I AGREE” button, you are consenting to be bound by and are becoming a party to this agreement.
HDFC Pension Management Company Limited (“HDFC Pension”) and the person who is bound by the terms and conditions of their Agreement shall hereinafter collectively referred to as “Parties” and individually also as “Party”.
WHEREAS:
I. HDFC Pension has been granted a certificate of registration as a Point of Presence (POP) by the Pension Fund Regulatory and Development Authority (“Authority”) for providing various services as provided under applicable laws including but not limited to Pension Fund Regulatory and Development Authority (Point of Presence) Regulations 2018.
II. HDFC Pension is permitted to provide NPS services using either offline or online module or both and/or to assign the same to other entities, in accordance with and subject to the terms and conditions prescribed by Authority.
III. The Agent has applied for registration as – a NPS Agent with HDFC Pension and acceptance of such registration as per the internal policies of HDFC Pension the Agent shall receive a registration number from HDFC Pension. The Agent agrees and is aware that the acceptance of the registration shall be at the sole discretion of HDFC Pension.
IV. The obligations of parties under this Agreement shall only be invoked only post successful registration as an Agent with HDFC Pension.
V. Agent has represented that they have adequate facilities/ infrastructure, expertise and required experience of selling financial products to provide NPS services in accordance with the HDFC Pensions’ requirements in compliance with rules, regulations, guidelines, directions, notifications, circulars, code of conduct and their amendments issued by HDFC Pension from time to time.
VI. HDFC Pension has agreed to engage the Agent basis the representations provided by the Agent and on terms and conditions as mutually agreed under this Agreement.
Now, therefore, in consideration of the mutual understanding as set forth in this Agreement the Parties hereto have agreed to the following terms and conditions:
1. The Agent shall abide by all applicable laws and regulations including but not limited to the service standards provided under the regulations and guidelines issued by Authority in relation to National Pension System, for providing the functions relating to registration of subscribers and any other activity as prescribed / notified by the Authority and required under Prevention of Money Laundering Act (PMLA) 2002.
2. The Agent shall be provided access to HDFC Pensions portal (“Portal”) or through the Central Record-keeping Agency through which the Agent shall on board the customer. For online mode of customer on boarding, Agent shall be provided user credentials ;
a. Where –Agent on boards customers using POP provided redirection model, the KYC verification shall be done by POP..
b. Where – Agent on-boards customers using API based model, – Agent shall undertake Know Your Customer (KYC) verification process by utilising its own infrastructure for KYC verification process as per the regulation and guidelines of the Authority.
c. Agent shall be solely liable/responsible to ensure the sanctity /correctness of the verification process
3. This Agreement shall come into force on the Effective Date and shall remain valid unless this Agreement is terminated by the Parties pursuant to any provision of this Agreement.
4. This Agreement may be terminated by either Party by giving 30 days’ notice to other Party in writing. Neither party is required to give any reason for termination. However in case of breach of any terms and conditions of this Agreement, HDFC Pension may terminate this Agreement with immediate effect.
5. This Agreement shall also stand terminated with immediate effect in the event, Authority cancels either the registration or refuses to renew the registration of the Agent.
6. The Agent shall:
a. Comply with the rules, regulations and guidelines issued by Authority in relation to National Pension System and relevant laws and guidelines issued by other statutory authorities;
b. Abide by code of conduct and operational instructions/ directives issued by Authority from time to time and other laws in force;
c. Keep and maintain the books and documents specified under rules, regulations and guidelines issued by Authority in relation to National Pension System;
d. Comply with the Know Your Customer requirements specified or laid down by the Authority for National Pension System;
e. Ensure the preservation and protection of the security and confidentiality with regard to all matters, documents, information or data already exchanged or to be exchanged in relation to any subscriber.
f. Associate only with single POP.
7. General Obligations: –Agent shall, subject to Clause 3 of this Agreement,
a. Provide subscriber registration form to customer for NPS subscription as per availability of infrastructure and case to case basis;
b. Receive subscriber registration form in Authority’s prescribed format duly filled and signed by the subscriber along with the necessary documentation;
c. Ensure that prescribed Know Your Customer documents have been attached with the Subscriber registration form.
d. Ensure that TATs pertaining to NPS account opening, Contribution processing or any Non financial transaction request from customers are adhered to as per applicable regulations and guidelines of the Authority.
e. Ensure that the subscriber registration form submitted by the applicant is complete in all respects;
f. Ensure that contribution is collected only by means of cheque/demand draft drawn in favour of “HDFC Pension Mgmt Co Ltd – Collection A/C – NPS – NPST”. Collection of National Pension System contributions by way of cash is not permitted by Agent.
g. Ensure that Service Standards as provided in the agreement between the POP and National Pension System Trust and also provided in PFRDA and NPS Trust Regulations & circulars are adhered to.
h. Agent shall indemnify the customer and HDFC Pension from any liability, penalty, cost, compensation, order, demand, claim or any other liability arising due to breach of TAT or any applicable regulation by Agent with respect to services under NPS as prescribed by Authority and/or services provided under this Agreement including but not limited to KYC verification process.
General Obligations of HDFC Pension
1) It shall comply with the timelines in respect of opening of NPS Account of the employees and adhere with all the Service Level standards as mandated by PFRDA under The Pension Fund Regulatory and Development Authority (Point Of Presence) Regulations, 2018 and various circulars/notifications issued pursuant to the same from time to time.
2) It shall address queries of potential subscribers if any regarding pension schemes.
3) Ensuring compliance with the provisions of Prevention of Money Laundering Act, 2002 (17 of 2003) including amendments thereof and the rules framed thereunder from time to time, as may be applicable;
8. Agent shall not assign, delegate or transfer any rights, duties or obligations hereunder or interests herein without prior written consent of HDFC Pension and any attempted assignment shall be null and void.
9. Agent agrees not to represent itself in any capacity other than providing NPS services as Agent with HDFC Pension. Further it shall not undertake any other activity for or on behalf of HDFC Pension during the existence of this Agreement and shall not act in any manner whatsoever for or on behalf of HDFC Pension after the expiry / termination of this Agreement unless expressly agreed by the Parties.
10. Agent undertakes to ensure that its employees and Agents, if any, shall act in strict compliance with this Agreement and all applicable laws and shall ensure strict conformity to regulations, directions guidelines, notifications, circulars and code of conduct and their amendments from time to time issued by the Authority.
11. Remuneration to Agent:
a. Subject to the provisions made by the Authority, the Parties agree that HDFC Pension shall pay the consideration to the – Agent for providing services agreed under the Agreement in accordance with the regulations and guidelines issued by Authority in relation to National Pension System.
b. All payments shall be subject to statutory deductions and other laws applicable from time to time. HDFC Pension may, basis mutual discussion, revise the fees, charges or deposits from time to time and the same will be applicable from the date mentioned in the communication received from HDFC Pension.
c. In the event of any applicable charges, levied by POP’s vendor utilities including but not limited to Payment Gateway, KRA, CKYC, XML Aadhaar, the same shall be adjusted/set-off with the Remuneration payable to Agent.
12. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior written agreements, understandings and negotiations, both written and oral, between the Parties with respect to the subject matter of this Agreement.
13.1 The Agent shall use reasonable precautions, including but not limited to, physical, software, and network security measures, , to prevent anyone from monitoring, using, gaining access to or import of HDFC Pension’s information.
13.2 The Agent shall initiate all measures which a prudent person, would take to secure and defend its systems that contain HDFC Pension’s information against “hackers” and others who may seek, without authorisation, to modify or access its systems or HDFC Pension’s information. The Agent will periodically test its systems for potential areas where security could be breached.
13.3 The Agent shall take appropriate technical measures against (a) any unauthorised or unlawful processing or alteration of HDFC Pension’s information in the systems of the Agent, (b) any resultant loss or destruction of, or damage to, HDFC Pension’s information due to unauthorised processing or alterations, and (c) unauthorised or accidental access, processing, erasure, transfer, use, modification, or other misuse of HDFC Pension’s information and shall ensure no third party shall have access Pension’s information.
13.4 The Agent shall be vigilant and to report any breach in the security practices, control processes and checks of the Agent and all suspected security events immediately to HDFC Pension’s Information Security Team at [email protected].
13.5 The Agent acknowledges and agrees that, in the course of its engagement by HDFC Pension, the Agent may receive or have access to personal information or sensitive personal data or information of HDFC Pensions customers. The Agent shall comply with the terms and conditions set forth in this Agreement and provisions under applicable law in its collection, receipt, transmission, storage, disposal, use and disclosure of such personal information or sensitive personal data or information and be responsible for the unauthorized collection, receipt, transmission, access, storage, disposal, use and disclosure of personal information or sensitive personal data or information under its control or in its possession.
13.6 All personal information or sensitive personal data or information acquired by the Agent from HDFC Pension or its customers shall only be used for the purposes of this Agreement and shall not be further processed or disclosed without the prior written consent of HDFC Pension.
13.7 Any information and data provided by the HDFC Pension or its customers to the Agent and used by the Agent directly or indirectly in the performance of this Agreement shall remain at all times the property of the HDFC Pension. It shall be identified, clearly marked and recorded as such by the Agent on all media and in all documentation
14. The – Agent shall indemnify HDFC Pension and its officers, directors, employees, representatives, Agents, respective directors, and assigns from and against any liability, loss, damage, claims, settlement, cost, expenses and penalties of any kind levied on HDFC Pension caused due to the Agent including but not limited to the following (a) contravention of any applicable laws; (b) breach of the terms, conditions, covenants, representations, undertakings, obligations or warranties of this Agreement; and (c) non-compliance of the directions of the Authority. HDFC Pension reserves the right to withhold the payment due to – Agent to the extent of such unpaid loss/ damage
15. Agent agrees not to use the HDFC Pension’s name, logo, trademark, service marks or any other intellectual property right in any advertisement, publication, leaflet or document of any kind without obtaining prior written approval of HDFC Pension.
16. All notices shall be in writing and sent by registered post or courier. If a notice is to be sent to the Agent by HDFC Pension then it shall be sent to the address available in the records of HDFC Pensions and if a notice is to be sent by the Agent to HDFC Pension then it shall be sent to the following address:
Address: 14th Floor, Apollo Mills Compound, N.M. Joshi Marg, Mahalaxmi, Mumbai – 400011
17. If the whole or any part of the performance by the Parties of their respective obligations hereunder is prevented or delayed by causes, circumstances or events beyond the control of the Parties including delays due to floods, fires, accidents, earthquakes, riots, explosions, wars, hostilities, acts of government, custom barriers, or other causes of like character, then to the extent the Parties are prevented or delayed from performing their obligations hereunder by reason thereof despite due diligence and reasonable efforts to do so notwithstanding such causes, circumstances or events, the Parties shall be excused from performance hereunder for so long as such causes, circumstances or events shall continue to prevent or delay such performance. The occurrence of a force majeure event shall be communicated immediately to the other Party
18. This Agreement may be terminated by the Parties by giving 30 days’ notice to other Party in writing. Neither party is required to give any reason for termination. However in case of breach of any terms and conditions of this Agreement, HDFC Pension shall terminate this Agreement with immediate effect
19. If any provision of this Agreement is agreed by the Parties or held to be illegal, void or unenforceable under any law that is applicable hereto or if any court of competent jurisdiction in a final decision so determines, this Agreement shall continue to remain in force save that such provision shall be deemed to be deleted here from with effect from the date of such agreement or decision or such earlier date as the Parties may agree
20. Any and all disputes or differences between the Parties arising out of or in connection with this Agreement or its performance shall, so far as it is possible, be settled amicably between the Parties. If after 30 (thirty) days of consultation, the Parties fail to reach an amicable settlement, any and all disputes or differences arising out of or in connection with this Agreement or its performance thereof, shall be referred to arbitration at the request of a Party upon written notice to that effect to the other Party and such arbitration shall be conducted in accordance with the Arbitration and Conciliation Act, 1996, as may be amended from time to time. A sole arbitrator shall be mutually appointed by the Parties. The Award of the Arbitrator shall be final and binding upon the Parties. The Seat of Arbitration shall be Mumbai only
21. This Agreement shall be governed by the laws of India. For all purposes in relation to this Agreement, and specifically with regard to clause 21 relating to Arbitration, the Courts at Mumbai alone shall have exclusive jurisdiction. No other Court shall have jurisdiction to deal with any dispute or any matter between the Parties arising out of this Agreement.
22. Revisions to this Agreement: HDFC Pension may at any time revise/ amend the terms and conditions of this Agreement by updating it and providing notice to you of that change. Any changes to regulatory/ statutory provisions shall automatically be deemed to incorporated into this Agreement without providing any notice and the terms and conditions in this Agreement shall stand modified to such extent.
23. By checking/ clicking “I AGREE” the Agent hereby agrees to have read and understood the terms of this Service Level Agreement and be bound by same at all times. By checking/ clicking the “I AGREE” the Agent shall have deemed to have placed his signature on this document.