Refund & Cancellation Policy

1.1 Scope of this Policy

This Master Refund & Cancellation Policy ("Policy") governs all refund and cancellation rights, obligations, and procedures across the entire Cladbe ecosystem, specifically:

• Subscription fees, implementation fees, consulting fees, and other recurring or one-time charges for use of Cladbe's SaaS products, including THE STUDIO, THE OS, THE STAGE, Cladbe AI modules, and the Cladbe Connect Pack (Omni-Channel Add-on);
• Digital booking flows, Expressions of Interest ("EOIs"), token amounts, convenience fees, and service fees processed through Property.new, Cladbe Experience Centres, Channel Partner ("CP") interfaces, and any OS-powered booking module;
• Post-sale payments, customization charges, maintenance dues, and facility booking fees processed through the "My Home" App;
• B2B payouts processed through the Unified Payout Engine, including vendor disbursals, commission payouts, incentive settlements, and contractor payments; and
• Commission Float deposits, Wallet balances, and any pre-funded amounts held within the Cladbe ecosystem on behalf of Builders or Channel Partners.

1.2 Cladbe's Intermediary Status

Where Cladbe processes payments solely as a technology provider or payment facilitator on behalf of a Builder, Promoter, or Channel Partner, the underlying commercial refund obligation lies exclusively with that Builder or Channel Partner under the Real Estate (Regulation and Development) Act, 2016 ("RERA"), the Consumer Protection Act, 2019, and the applicable agreement between the buyer and the Builder/CP. Cladbe assists with digital workflows and status updates but does not undertake to adjudicate disputes between buyers and Builders, nor does it guarantee any refund beyond what the Builder/CP agrees or is legally bound to provide.

1.3 Relationship with Other Agreements

This Policy must be read together with Cladbe's Master Terms of Use, Master Privacy Policy, Builder Master Service Agreement ("MSA"), Channel Partner Agreement, Project Onboarding Schedules, and any specific Statements of Work ("SOWs"). In the event of a conflict between this Policy and a specific commercial agreement executed between the parties, the specific commercial agreement shall prevail to the extent permitted by applicable law.

1.4 Experience Centre and Offline Transactions

All EOIs, token payments, and booking transactions initiated at a Cladbe Experience Centre (including Phase 11 pop-up centres and any future physical locations) are digitally processed through the same Cladbe OS and Property.new infrastructure. The refund and cancellation terms set out in this Policy apply equally to transactions originating from offline Experience Centre touchpoints. The physical point of initiation does not alter the digital processing rules, Algorithmic Priority Logic outcomes, or non-refundable fee structures defined herein.

The following definitions apply throughout this Policy and carry the same meaning when used in related Cladbe agreements:

"Algorithmic Priority Logic" means the automated, system-driven priority algorithm deployed by Cladbe to resolve competing EOIs submitted for the same unit during Flash Drops, pre-launch campaigns, or high-demand allocation events, based on objective, server-side parameters including timestamp, token confirmation speed, and pre-defined builder allocation rules.

"Builder/Broker" means the real estate developer, promoter, or brokerage entity that lists inventory, sells units, or provides services using the Cladbe ecosystem.

"Cladbe Connect Pack" means the Omni-Channel communication add-on enabling Calling, messaging, video calls, WhatsApp etc natively on any OS plan, as priced in the executed MSA or active billing dashboard.

"Commission Float" means the pre-funded deposit maintained by a Builder in the Cladbe Wallet under the Captain engagement model, from which CP commissions are auto-deducted and disbursed via Flash Pay at the rate specified in the executed MSA.

"Convenience Fee / Service Fee" means any non-refundable fee charged by Cladbe for technology infrastructure, platform usage, booking workflow facilitation, payment gateway processing, campaign execution, or other digital facilitation services, including the B2C online blocking fee via Property.new (as priced in the active fee schedule).

"Digital Twin" means the comprehensive digital representation of a project (comprising files, maps, videos, floor plans, 3D models, VR/AR assets, and walkthroughs) created under THE STUDIO pillar.

"EOI/Token" means an expression of interest, booking token, or advance amount paid digitally for reservation of a unit or participation in a campaign (including Flash Drops), typically remitted in favour of the Builder/Promoter through a Cladbe-designated Nodal Account or Payment Aggregator.

"Flash Drop" means a time-limited, high-urgency inventory release event conducted through the Cladbe platform, designed to generate rapid EOI submissions and unit allocations.

"Flash Pay" means Cladbe's accelerated Channel Partner commission disbursement mechanism, wherein commissions are auto-deducted from Builder-deposited Commission Float (Wallet model) and paid to CPs.

"Nodal Account" means the designated escrow or nodal bank account operated by an RBI-licensed Payment Aggregator through which all customer tokens and EOI amounts are routed, held, and settled.

"NRI Buyer" means a Non-Resident Indian or Person of Indian Origin transacting through the Cladbe platform from outside India, whose payments are subject to FEMA regulations and RBI foreign exchange guidelines.

"SaaS Subscriptions" means paid plans for THE OS (including Free, Grow, and Enterprise tiers as priced in the active billing dashboard), THE STUDIO consulting engagements, THE STAGE distribution services, fees, commissions and any other recurring or one-time software fees charged by Cladbe.

"Strategic Assets" means all deliverables produced under THE STUDIO, including Market Research reports, Predictive Pricing Ladders, GTM Strategies, Unit-Mix Plans, 3D Renders, Unreal Engine 5 Digital Twins, VR/AR models, branding collateral, and any other intellectual output representing a completed transfer of analytical or creative value.

"The Time Machine" means Cladbe's immutable, timestamped audit trail system that automatically logs all transactions, approvals, cancellations, refund events, and system actions across the ecosystem.

"Unified Payout Engine" means Cladbe's consolidated B2B payment routing system through which all verified outflows — invoice payments, contract disbursals, CP commissions, incentives, and payroll — are processed subject to multi-level approval hierarchy.

3.1 Technology Facilitator, Not Seller

Cladbe is a technology and facilitation platform. It is not a developer, promoter, or seller of real estate units listed by Builders on Property.new or via the OS and Stage. Refunds of booking amounts, EOIs, or property consideration are governed by the agreement between the buyer and the Builder/Broker (including the booking form, allotment letter, and sale agreement) and applicable laws such as RERA and the Consumer Protection Act.

3.2 Fund Segregation and Escrow Architecture

All customer token payments and EOI amounts are routed through RBI-licensed Payment Aggregators and held in designated Nodal Accounts. Cladbe acts purely as the technology orchestration layer triggering payment webhooks and settlement instructions. Cladbe does not hold, pool, or commingle buyer funds with its own operating accounts at any point in the transaction lifecycle.

3.3 Separation of Fee Components

Every transaction processed through the Cladbe ecosystem comprises distinct, separately identifiable fee components:

• Token Principal: The booking amount or EOI deposit payable to the Builder, held in the Nodal Account.
• Cladbe Convenience/Service Fee: The non-refundable technology infrastructure fee charged by Cladbe for digital facilitation.
• CP Commission: The Channel Partner's earned commission, disbursed via Flash Pay upon confirmed allocation.
• Government Charges: Applicable GST, stamp duty, registration fees, and other statutory levies.
• Interest on Delay (IOD): Any interest or penalty amounts auto calculated by the Revenue Command Center for delayed buyer payments, which constitute Builder revenue collected through the platform.

Each component follows independent refund rules as detailed in this Policy.

3.4 NRI and Off-Site Buyer Transactions

For NRI Buyers and off-site customers utilizing the online token payment mechanism, the following additional principles apply:

• All refunds shall be processed in Indian Rupees (INR) to the original payment source, regardless of the currency in which the payment was originally made.
• Cladbe shall not be liable for any foreign exchange conversion losses, currency fluctuation, or intermediary bank charges incurred during the refund process.
• Refund processing timelines for international payment instruments may exceed standard domestic timelines due to cross-border settlement mechanics and FEMA compliance requirements.
• NRI Buyers are solely responsible for ensuring compliance with FEMA regulations, RBI guidelines, and applicable tax obligations in their country of residence with respect to property transactions initiated through the Cladbe platforms.

4.1 Free Plans and Trials

Where a plan is designated as "Free Forever" (the Launch tier) or where Cladbe offers time-bound trials or promotional credits, such offerings are entirely discretionary and non-refundable. Cladbe reserves the right to modify or discontinue free offerings at any time without liability.

4.2 Paid Subscriptions — General Rule

Given the nature of SaaS provisioning, white-glove onboarding investments, and infrastructure allocation, all paid SaaS subscription fees (as priced in the executed MSA or active billing dashboard), implementation fees, onboarding charges, and usage-based fees are non-refundable once access has been provisioned or services commenced, except where explicitly required by mandatory provisions of applicable law.

4.3 Cancellation and Downgrade Mechanics

Customers may cancel or choose not to renew their SaaS subscription via in-app settings or by contacting Cladbe support. Key rules:

• Cancellation takes effect at the end of the current billing term. No pro-rata refund is provided for unused days, units, or seats within the active billing period.
• Requests to downgrade a plan (e.g., Enterprise to Grow) or reduce unit/seat counts will take effect from the next billing cycle only.
• For overdue invoices, Cladbe may suspend access without obligation to provide refunds for any downtime caused by the customer's non-payment.
• Upon cancellation, the Builder's data shall remain accessible in read-only mode for a period of ninety (90) days, after which Cladbe reserves the right to archive or delete such data in accordance with the Master Privacy Policy. The Builder may request a data export in a standard machine-readable format (CSV/JSON) within this 90-day window, subject to a Data Export & Portability Fee as applicable under the current Fee Schedule at the time of request. Cladbe reserves the right to revise the export fee structure with prior notice.

4.4 Post-Cancellation Listing and Display Rights

Cancellation or non-renewal of a SaaS subscription does not affect Cladbe's irrevocable right (for the duration of the MSA or, in the case of Free/Launch tier users, for the duration of the user's active account, or in the case of Grow, Enterprise, or any Custom Plan users, for the duration of the applicable subscription term or executed MSA, whichever is longer) to list, aggregate, index, and publicly display the Builder's live inventory data on the Property.new marketplace and the Cladbe Network. This right applies universally across all subscription tiers and engagement models including Free/Launch, Grow, Enterprise, and any Custom Plan or Project Mandate arrangement. By entering inventory data into THE OS under any tier or engagement model, the Builder expressly consents to such display. The Builder may not demand removal of project listings from Property.new as a condition of or consequence of SaaS cancellation. This right may not be revoked while any MSA, Project Mandate Schedule, Statement of Work, or active OS account remains in effect.

4.5 THE STUDIO — Strategic Assets and Consulting Deliverables

For engagements involving THE STUDIO (Pillar 1), all Strategic Assets delivered by Cladbe — including Market Research, Predictive Pricing Ladders, Unit-Mix Plans, Amenities Mix Strategies, GTM Strategies, 3D Renders, Unreal Engine 5 Digital Twins, VR/AR models, branding collateral, and all related creative/analytical outputs — represent a completed, irreversible transfer of intellectual value.

All strategy, design, and consultancy milestone payments are 100% non-refundable upon delivery of the applicable milestone, regardless of whether the Builder successfully launches the project, utilizes the assets, or achieves the projected sales outcomes. Studio pricing is governed by the slab-based rate card and Minimum Floor Engagement Fee as stipulated in the executed MSA or applicable SOW.

4.6 Flash Sale Event Setup Fees

Fees associated with configuring the Digital EOI Engine for a "Limited Inventory Drop" or Flash Sale Event (including setup fees and performance-linked components as specified in the executed MSA or SOW) are strictly non-refundable. Cladbe provides the technological capability to handle massive concurrent traffic and real-time allocation; Cladbe does not guarantee real estate sales outcomes. If a Builder's inventory fails to sell, or the Builder cancels the event after configuration has commenced, all setup and execution fees remain fully non-refundable.

4.7 Cladbe Connect Pack (API & Telephony)

Any credits, top-ups, or base fees paid for the Cladbe Connect Pack (Virtual Numbers, WhatsApp API, SMS, Omni-Channel calling minutes, as priced in the active billing dashboard) are immediately consumed as they cover third-party telecom carrier costs incurred in real-time. These funds are 100% non-refundable, even if the Builder downgrades their core OS plan, their account is suspended for non-payment, or the subscription is terminated for any reason.

Meta/WhatsApp Policy Compliance: If a Builder's WhatsApp Business API access is suspended, restricted, or permanently banned by Meta due to spam, unsolicited bulk messaging, or violation of Meta's Commerce Policies or Business Messaging Policies, no refunds will be issued for the remaining validity of the Cladbe Connect Pack subscription. Reactivation of WhatsApp API services following a Meta-imposed ban will require a fresh subscription and may be subject to additional compliance verification at Cladbe's discretion. Cladbe shall not be liable for any business disruption, lead loss, or revenue impact arising from a Meta-imposed suspension caused by the Builder's messaging conduct.

4.8 AI Credits and Agentic Features

The Enterprise plan includes access to AI-powered features including AI Sales Coach, AI Analytics and Scoring, Conversational AI chatbots, and AI Agentic Communication. Any AI credits, API tokens, or computational resources consumed through these modules are non-refundable upon consumption. Cladbe does not guarantee specific sales outcomes, lead conversion rates, or quality scores generated by AI-powered modules. AI-derived insights and recommendations are advisory in nature and do not constitute binding financial or legal advice.

4.9 Exceptions — Cladbe Service Failure or Billing Error

Cladbe may, at its sole discretion, consider partial or full refunds (or equivalent account credits) only in the following limited circumstances:

• A verified, material technical failure in Cladbe's core platform preventing the use of subscribed features, which Cladbe is unable to resolve within thirty (30) days from the date of the support ticket; or
• A clear, documented duplicate charge or billing error directly attributable to Cladbe's billing systems.

Any such refund shall be subject to Cladbe's internal verification and may, at Cladbe's election, be provided as an account credit, a subscription term extension, or a monetary refund to the original payment method.

5.1 Role Demarcation — Cladbe vs. Builder/Broker

For all property bookings, EOIs, and token payments facilitated through Property.new, Experience Centres, or any Cladbe-powered booking interface, Cladbe acts strictly as a digital booking facilitator. The commercial terms of cancellation and refund — including refund amounts, permitted deductions, processing timelines, and interest obligations — are determined solely by the Builder/Broker, subject to the buyer's signed booking documents and applicable laws (including RERA).

5.2 The B2C Platform Convenience Fee — Non-Refundable Technology Infrastructure Fee

Any Convenience Fee or Service Fee charged by Cladbe (including the online blocking fee per digital EOI via Property.new, as published in the active fee schedule) constitutes a Non-Refundable Technology Infrastructure Fee. This fee covers the cost of utilizing the verified Cladbe ecosystem — including real-time inventory validation, payment gateway processing, Algorithmic Priority Logic execution, and digital document generation — and is 100% non-refundable from the instant the digital EOI is successfully routed through the system.

This fee is distinct and legally separate from the Builder's principal token amount. Even if the buyer subsequently cancels the real estate purchase, the Builder defaults on the project, or the EOI is rejected by the Algorithmic Priority Logic, the Convenience Fee remains irrevocably with Cladbe.

5.3 Algorithmic EOI Resolution and Auto-Refund

Submitting an EOI and paying a token through Property.new, a Flash Drop event, or an Experience Centre does not constitute a legally binding property allotment. All EOIs are subject to Cladbe's Algorithmic Priority Logic and the Builder's final allocation approval.

The Algorithmic Priority Logic operates as a fully automated, server-side, time-stamped digital queue based exclusively on objective parameters including server-recorded submission timestamp, token payment confirmation speed, and Builder-defined pre-allocation rules. No human intervention, Channel Partner identity, commission value, or commercial relationship influences allocation outcomes. The Time Machine audit trail constitutes forensic proof of chronological integrity and is available to any regulatory authority upon lawful request. The allocation outcome determined by the system, based on these objective parameters, shall be treated as final in the absence of a demonstrated system error or technical malfunction. By submitting an EOI or participating in a Flash Drop, the End Customer explicitly acknowledges this mechanism and irrevocably waives the right to raise any unfair trade practice claim under the Consumer Protection Act, 2019 or the Consumer Protection (E-Commerce) Rules, 2020 regarding unit allocation, provided the Time Machine audit trail demonstrates chronological integrity with no evidence of system manipulation.

If the system rejects an EOI because the unit was allocated to a competing buyer with higher priority, Cladbe will auto-initiate the refund of the token principal amount (excluding the non-refundable Convenience Fee) to the buyer's original payment method. Cladbe is not liable to pay any interest, compensation, penalty, or opportunity cost for the duration EOI funds were held in transit within the Nodal Account pending allocation resolution.

5.4 Flash Pay Commission Protection

5.4.1 Buyer-Side Shield: Cladbe's Flash Pay system auto-deducts Channel Partner commissions from customer tokens (Nodal model for Titan mandates) or Builder-deposited Commission Float (Wallet model for Captain engagements) and disburses them to CPs after confirmed allocation.

If an End Customer cancels an EOI or booking after a CP commission has been disbursed via Flash Pay, Cladbe is completely absolved of any obligation to refund the buyer the commission component or to claw back any funds from the CP. The End Customer's sole legal and financial recourse for the full token amount (including the commission component already disbursed) is strictly and exclusively against the Builder under the terms of the signed booking documents and applicable RERA provisions.

5.4.2 CP Fraud Clawback: Notwithstanding the buyer-side protections in Section 5.4.1, Cladbe reserves the absolute right to claw back Flash Pay commissions from a Channel Partner's future payouts, Cladbe Wallet balance, or any pending settlements in the following circumstances:

• The CP is found to have submitted a fake, fabricated, or self-generated EOI to trigger commission disbursement;
• The CP is found to have engaged in under-the-table kickbacks, cash "setting," or preferential allocation manipulation in violation of the Channel Partner Agreement and the Lean Code of Ethics;
• The CP has violated the Non-Circumvention rules by closing a deal directly with the Builder using leads, inventory data, or pricing information sourced from the Cladbe platform;
• The CP has leaked, shared, or screenshotted the Stakeholder Prism dashboard, dynamic pricing ladders, or any confidential inventory data to competitors or the public; or
• A court, regulatory authority, or Cladbe's internal investigation (supported by The Time Machine audit trail and Omni-Channel Recorder evidence) determines that the transaction underlying the commission was fraudulent, manipulated, or in material breach of the CP Agreement.

In such cases, Cladbe may offset the clawback amount against any outstanding or future commissions payable to the CP across all projects and all Builder mandates on the platform. Repeated violations will trigger an immediate, permanent global ban from the Cladbe ecosystem. If a clawback amount cannot be recovered from a Channel Partner's future payouts, pending settlements, or Wallet balance within thirty (30) days of the clawback trigger event, the outstanding amount shall constitute an immediately enforceable legal debt owed by the CP to Cladbe, recoverable through all available legal mechanisms including civil proceedings.

5.5 Booking Cancellation by Buyer

Where a buyer initiates cancellation of a confirmed booking:

• The Builder/Broker may deduct a cancellation fee and refund the balance in accordance with the signed booking form, allotment letter, and applicable RERA norms (typically within 45–90 days of cancellation request acceptance).
• Cladbe facilitates the cancellation by providing digital workflows to initiate the request, track processing status, and update the Inventory Matrix in real-time, but is not liable for Builder delays in processing refunds.
• The Cladbe Convenience Fee remains non-refundable regardless of the cancellation reason.
• Any commission already disbursed to Channel Partners via Flash Pay is not subject to clawback by Cladbe from the buyer's perspective (see Section 5.4.1).

5.6 Unit Transfer by Buyer

Where a buyer requests transfer of unit ownership to another individual, entity, or nominee:

• The transfer is subject to the Builder's approval and applicable transfer fees as defined in the Builder's booking terms and RERA provisions.
• Cladbe facilitates the transfer through the Sales Management module by updating ownership records, regenerating booking documentation, and adjusting the Inventory Matrix. This facilitation does not constitute Cladbe's endorsement or guarantee of the transfer.
• No refund of the original Cladbe Convenience Fee or CP commission is triggered by a unit transfer. The original transaction fees remain fully earned and non-refundable.
• Any additional processing fee charged by Cladbe for executing the digital transfer workflow is non-refundable upon initiation.

5.7 Builder Default or Project Cancellation

If a Builder is in default, deregistered under RERA, or cancels the project entirely:

• The Builder bears sole responsibility for paying the full refund to the buyer, including applicable interest as mandated by RERA and the Consumer Protection Act.
• Cladbe will facilitate the disbursal of refund amounts only upon receiving cleared funds from the Builder into the Nodal Account. Cladbe does not advance, guarantee, or underwrite any Builder refund obligations.
• The Cladbe Convenience Fee remains non-refundable, as it compensates Cladbe for technology services already rendered at the point of EOI submission.

5.8 Unit Customizations and Upgrades

Payments made by buyers through the Cladbe OS for flat alterations, customizations, or upgrade requests are direct pass-throughs to the Builder's construction ledger, processed via the Customization Management module. Cladbe assumes zero liability for refunding customization fees if the buyer later cancels the flat, if the Builder fails to deliver the requested modifications, or if there is a dispute regarding the quality, scope, or timeliness of the delivered customization. All such disputes are exclusively between the buyer and the Builder.

5.9 Interest on Delay (IOD) and Penalty Collections

The Revenue Command Center automatically calculates and generates Interest on Delay (IOD) and applicable penalties based on pre-defined payment logic. IOD and penalty amounts collected through the platform constitute Builder revenue. Cladbe acts solely as the collection facilitator and shall not be liable for refunding, reversing, or waiving any IOD or penalty charges to the buyer. All disputes regarding the applicability, calculation, or fairness of IOD charges must be directed to the Builder or resolved through applicable RERA mechanisms.

6.1 B2B Vendor Disbursal (Unified Payout Engine)

The Cladbe OS features the Unified Payout Engine, used by Builders to process payments to vendors, contractors, and service providers. Cladbe acts strictly as a payment router — once a Builder authorizes a payout via the multi-level approval hierarchy (Maker → Checker → Approver), the transaction is final on Cladbe's end. Cladbe will not facilitate chargebacks, reverse payments, or mediate financial disputes between Builders and their contractors regarding defective work, delayed delivery, or contractual non-compliance.

6.2 Blind Invoice Verifier and Tax Automation Disclaimer

The Blind Invoice Verifier module enables Site Engineers to verify material delivery (via photo and status confirmation) without visibility into the negotiated price. This verification serves as a delivery acknowledgment only and does not constitute Cladbe's endorsement of invoice accuracy, vendor legitimacy, or GST compliance.

Tax Automation Disclaimer: Cladbe's automated tax calculation engine provides indicative computations for GST, TDS, stamp duty, and registration charges based on builder-configured parameters. The Builder remains solely and exclusively responsible for the accuracy, filing, and compliance of all statutory deductions. Cladbe shall not be liable for any penalties, interest, demands, or proceedings arising from incorrect tax filings or deductions, regardless of whether such calculations were generated by the OS. No SaaS fees shall be refundable on account of alleged tax computation inaccuracies.

The Builder warrants the accuracy and tax compliance of all vendor invoices approved through the OS, and fully indemnifies Cladbe against any losses arising from fraudulent, inaccurate, or non-compliant vendor disbursals.

6.3 Commission Float and Wallet Balance

For Builders operating under the Captain engagement model (Wallet-based Flash Pay):

• The Commission Float deposited by the Builder in the Cladbe Wallet is held for the sole purpose of enabling Flash Pay commission disbursements to Channel Partners.
• Unused Commission Float may be withdrawn by the Builder upon written request, subject to a processing period of fifteen (15) business days and deduction of any pending or disputed CP commissions.
• If the Builder terminates the MSA or downgrades from the Captain model, any residual Commission Float will be refunded within thirty (30) business days after settlement of all outstanding CP commission obligations and pending Flash Pay transactions.
• Cladbe shall not pay interest on Commission Float balances held in the Wallet, as these are operational pass-through funds, not deposits.

6.4 Commission and Incentive Settlements at Termination

Upon termination of a Builder MSA or Channel Partner Agreement:

• All commissions and incentives earned by CPs for confirmed, allocated units prior to the termination date remain payable and shall be processed through the Unified Payout Engine within the standard Flash Pay timeline.
• Commissions for transactions in-progress (EOI submitted but not yet allocated) at the date of termination shall be settled based on the final allocation outcome, regardless of the termination.
• No new commission entitlements accrue after the effective date of termination. CPs shall not be entitled to any trailing, residual, or post-termination commissions unless explicitly agreed in writing.

6.5 Post-Handover Payments (My Home App)

When residents utilize the "My Home" App to pay maintenance dues, late fees, facility booking charges, or other post-handover amounts, the funds flow directly to the Builder's facility management arm or the Resident Welfare Association ("RWA"). Cladbe will not issue refunds for contested late fees, cancelled facility bookings, disputed maintenance charges, or grievances regarding society management. All such financial disputes must be resolved directly with the RWA, Facility Manager, or Builder as applicable.

Unless mandated by a final, non-appealable order of a court or tribunal of competent jurisdiction, or explicitly agreed in writing by an authorized signatory of Cladbe, the following items are strictly non-refundable:

8.1 Chargeback Procedure

Initiating a chargeback with a bank, card issuer, or UPI provider does not automatically entitle the initiator to a refund from Cladbe. Users, Builders, and Channel Partners are strongly encouraged to first raise a support ticket through Cladbe's designated channels before escalating to financial institutions.

8.2 Cladbe's Rights on Chargeback

Cladbe reserves the right to:

• Dispute improper, unfounded, or bad-faith chargebacks with supporting documentation, including system-generated audit trails from The Time Machine, Omni-Channel Recorder logs, and multi-level approval chain records;
• Suspend or terminate access to all Cladbe Services where chargebacks are raised in bad faith or in breach of contractual obligations;
• Withhold any disputed commission, fee, or payout amounts pending final resolution by the Payment Aggregator or Nodal Bank; and
• Route all formal chargeback resolutions directly through the designated Payment Aggregator/Nodal Bank in compliance with RBI Payment Aggregator Guidelines.

8.3 Nodal Account Chargeback Handling

For chargebacks involving customer tokens or EOI amounts routed through Nodal Accounts, the resolution process shall be governed by the Payment Aggregator's standard dispute resolution mechanism. Cladbe shall cooperate fully by providing transaction logs, allocation records, and system audit trails, but shall not independently reverse or refund any amounts without written instruction from the Payment Aggregator or a binding order from a competent authority.

Cladbe publishes this Policy in a clear, accessible, and conspicuous manner as required under the Consumer Protection (E-Commerce) Rules, 2020. Specifically:

• Where Cladbe qualifies as a marketplace or intermediary, it clearly identifies Builders/Brokers as the sellers of real estate units, and provides visibility to their applicable booking, cancellation, and refund terms on the Property.new listing page.
• Cladbe facilitates accessible grievance redressal channels, including a designated Grievance Officer (as required under the IT Act 2000 Intermediary Guidelines) and in-app support workflows.
• Nothing in this Policy is intended to restrict, override, or waive non-waivable consumer rights under the Consumer Protection Act, 2019, including the right to approach Consumer Disputes Redressal Commissions.
• Where RERA mandates specific refund timelines, interest calculations, or cancellation terms, such statutory requirements shall prevail over any conflicting provision in this Policy.

To ensure timely and efficient handling, all stakeholders must follow the designated procedures:

10.1 SaaS Subscription and Studio Fees

• Email Cladbe support with the account ID, invoice reference, and a detailed explanation of the request.
• Requests must be raised within thirty (30) days of the disputed charge.
• Cladbe will acknowledge receipt within two (2) business days and provide a substantive response within ten (10) business days.

10.2 Property Booking, EOI, or Token Refund

• Follow the cancellation process defined in the Builder/Broker's signed booking documents (booking form, allotment letter).
• Simultaneously notify Cladbe support with the booking reference number, EOI ID, and transaction ID so that Cladbe can update the Inventory Matrix and initiate workflow tracking.
• Cladbe's obligation is limited to facilitating the digital workflow; the refund timeline is governed by the Builder's policies and applicable RERA norms.

10.3 Failed or Duplicate Transactions

• In the event of a failed, reversed, or duplicate online payment, note the transaction ID and contact both the issuing bank/UPI provider and Cladbe support simultaneously.
• Refunds for genuinely failed transactions are typically initiated by the payment gateway or bank within RBI-prescribed timelines (seven to ten working days).
• Cladbe will provide transaction logs and confirmation to expedite resolution.

10.4 Channel Partner Commission Disputes

• CPs must raise commission disputes through the CP Dashboard within the Cladbe OS, referencing the specific transaction ID and allocation record.
• Disputes are resolved based on the system's immutable audit trail (The Time Machine) and the Omni-Channel Recorder logs establishing first-engagement attribution.
• Cladbe's determination, supported by system records, shall be final and binding on the parties.

10.5 Commission Float Withdrawal

• Builders requesting withdrawal of unused Commission Float must submit a written request through the OS Dashboard or to Cladbe support.
• Withdrawal is subject to settlement of all outstanding CP commission obligations and a processing period of fifteen (15) business days.

Cladbe's responsibility in relation to refunds is strictly limited to:

• Processing SaaS-related refunds in accordance with the terms of this Policy;
• Facilitating refund workflow execution and providing status updates for transactions between buyers and Builders/Brokers; and
• Cooperating with Payment Aggregators and Nodal Banks in the resolution of chargeback disputes.

Cladbe shall not be liable for:

• Non-payment, delayed payment, or partial payment of refunds by Builders, Brokers, banks, or payment gateways, except to the limited extent directly caused by Cladbe's proven gross negligence or wilful misconduct;
• Any indirect, consequential, incidental, punitive, or special damages, including lost profits, lost opportunity costs, or diminution in property value, related to any refund, cancellation, allocation decision, or tax computation;
• Any loss arising from the buyer's acceptance of Algorithmic Priority Logic outcomes for EOI/Flash Drop allocations; or
• Any foreign exchange conversion losses, currency fluctuation, or intermediary bank charges incurred during international payment refund processing for NRI Buyers.

In no event shall Cladbe's aggregate monetary liability under this Policy exceed the lesser of: (a) the total fees actually received by Cladbe from the claimant in the three (3) months immediately preceding the event giving rise to the claim; or (b) Indian Rupees Ten Thousand (₹10,000). For users on the Free/Launch tier or any complimentary, trial, or promotional plan where no fees have been paid to Cladbe, Cladbe's total aggregate liability shall be nil. This cap applies regardless of the legal theory under which the claim is brought, and is consistent with the aggregate liability cap set out in the Master Terms of Use.

All transactions, approvals, cancellations, and refund events processed through the Cladbe platform are automatically logged by The Time Machine. By using the Cladbe platform, all Users, Builders, and Channel Partners expressly acknowledge and agree that:

• System-generated logs, maker-checker approval records, digital signatures, and database-recorded clicks constitute legally valid electronic records under the Information Technology Act, 2000 and the Indian Evidence Act, 1872 (as amended);
• Such records shall be admissible as evidence in any dispute, regulatory inquiry, or legal proceeding relating to transactions processed through the Cladbe ecosystem; and
• The audit trail maintained by The Time Machine shall serve as the primary, authoritative record for resolving factual disputes regarding transaction timelines, approval chains, allocation decisions, and commission attribution.

Cladbe shall not be liable for any delay or failure in processing refunds, payouts, or cancellation workflows arising from events beyond its reasonable control, including but not limited to: acts of God, natural disasters, epidemics or pandemics, government actions or regulatory changes, bank holidays, payment gateway downtime, third-party service provider failures, internet or telecommunications disruptions, cyberattacks, civil unrest, war, or any other event constituting force majeure under Indian law.

Force Majeure events shall expressly include:

• Regulatory inspection, audit, suspension, or freezing of Nodal Accounts by the Reserve Bank of India or any competent regulatory authority;
• Revocation or suspension of a Payment Aggregator's RBI licence or authorisation;
• RBI directives restricting payment settlement or fund release;
• Banking moratoriums or government-imposed payment restrictions; and
• DDoS attacks, network anomalies, or infrastructure overload events affecting Flash Drops or High-Velocity Traffic Events.

During any Force Majeure event affecting payment infrastructure or Nodal Accounts, Cladbe's obligation to facilitate refunds, commission payouts, or any fund disbursement is entirely suspended until the Payment Aggregator or relevant authority releases the frozen funds. Cladbe's operating capital shall not be used to pre-fund or guarantee any refund obligation attributable to a third-party regulatory freeze.

In all other Force Majeure events, the affected timelines shall be extended by a period equal to the duration of the force majeure event, and Cladbe shall use commercially reasonable efforts to resume normal processing as soon as practicable.

If any provision of this Policy is held to be invalid, illegal, or unenforceable by a court, tribunal, or regulatory authority of competent jurisdiction, such invalidity, illegality, or unenforceability shall not affect the remaining provisions of this Policy, which shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the original intent of the parties to the maximum extent permissible under applicable law.

Cladbe may update or modify this Refund & Cancellation Policy from time to time to reflect changes in legal requirements, regulatory guidance, product offerings, pricing structures, or business practices. Material changes will be notified to affected stakeholders via website updates, in-product notifications, email communication, or WhatsApp broadcast (through the Cladbe Connect Pack infrastructure). Continued use of the Cladbe Services after notification of changes constitutes acceptance of the revised Policy. Where a material change adversely affects an existing paid subscription, Cladbe will provide at least seven (7) days' advance notice before the change takes effect.

This Policy shall be governed by and construed in accordance with the laws of India. Any dispute arising out of or in connection with this Policy that cannot be resolved through Cladbe's internal grievance mechanism shall first be referred to binding arbitration under the Arbitration and Conciliation Act, 1996. The arbitration shall be conducted by a sole arbitrator mutually appointed by the parties, or in the absence of agreement, appointed under the Act. The seat and venue of arbitration shall be New Delhi, India, and proceedings shall be conducted in English. The arbitral award shall be final and binding on the parties.

Subject to the foregoing arbitration obligation, the courts at New Delhi, India shall have exclusive jurisdiction for interim relief and enforcement of awards. Nothing in this clause shall prevent a buyer from exercising statutory rights under RERA before the relevant Real Estate Regulatory Authority or Appellate Tribunal, or under the Consumer Protection Act before the appropriate Consumer Disputes Redressal Commission, unless otherwise mandated by applicable law.

For any questions, requests, or grievances relating to this Policy, please contact:

Depending on the nature of the query, Cladbe may direct the requester to the appropriate internal team, the relevant Builder/Broker, or the designated Payment Aggregator partner for resolution.