whizzQ Business & Merchant Terms

Effective Date: September 15, 2026 Version: 2.0 Last Updated: September 15, 2026 These Business & Merchant Terms (“Merchant Terms”) govern access to and use of the whizzQ platform by businesses, professionals, service providers, business owners, organisations and other commercial users. whizzQ is operated by SCHEDMAD Private Limited (“SCHEDMAD”, “whizzQ”, “we”, “us” or “our”). By creating, activating or administering a Business Account, accepting an Order Form, subscribing to a whizzQ plan, listing a business or service, receiving a booking, using payment or communication functionality, or otherwise using whizzQ in a commercial capacity, the Merchant agrees to these Merchant Terms. These Merchant Terms should be read together with, where applicable: the applicable Merchant Onboarding & Order Form; the whizzQ Privacy Notice; the Booking, Cancellation, Refund & Payment Policy; the Data Processing Addendum; the Branded / White-Label Application Addendum; any applicable subscription-plan description; any marketplace, commission, payment or promotional schedule; any feature-specific terms; and any additional written commercial terms expressly agreed between SCHEDMAD and the Merchant. Where an Order Form or expressly agreed Schedule conflicts with these Merchant Terms regarding a specific commercial matter, the more specific agreed document will ordinarily prevail for that matter, subject always to applicable law.

1. Definitions

For these Merchant Terms:

“Account Administrator”

means a person authorised by the Merchant to administer the Business Account, Locations, Authorised Users or associated settings.

“Authorised User”

means an employee, contractor, staff member, administrator or other individual whom the Merchant permits to access the Business Account.

“Auto Confirm”

means functionality through which the Merchant authorises whizzQ to automatically confirm eligible Booking Requests based on availability and other Merchant-configured parameters.

“Booking Request”

means a Consumer request for a Merchant service submitted through whizzQ which has not yet become a Confirmed Appointment.

“Business Account”

means the account through which a Merchant accesses and manages whizzQ business functionality.

“Cancellation Charge”

means the Merchant-configured charge applicable to qualifying late Consumer cancellations under the Booking, Cancellation, Refund & Payment Policy.

“Completed” or “Fulfilled”

means the Platform state indicating that the underlying Merchant service has been delivered or otherwise completed for purposes including settlement processing.

“Confirmed Appointment”

means a Booking Request accepted manually by the Merchant or automatically pursuant to Merchant-authorised Auto Confirm.

“Consumer”

means an individual using whizzQ to discover, request, book or receive Merchant services.

“Location”

means a branch, outlet, clinic, office, practice, centre, franchise location or other service point administered through a Business Account.

“Marketplace Consumer”

means a Consumer who independently registers with, accesses or uses the whizzQ marketplace.

“Merchant”

means the legal person, proprietorship, company, partnership, professional, organisation or other business that accepts these Merchant Terms and uses whizzQ commercially.

“Merchant-Originated Customer”

means a customer whose information was initially provided, imported or entered into whizzQ by the Merchant for the Merchant's scheduling, CRM, service or related purposes.

“Merchant Prepaid Service Balance”

means the Merchant-facing advance service/accounting balance maintained within whizzQ for eligible communications, Platform services, adjustments and other amounts permitted under these Merchant Terms.

“Merchant Disruption Penalty”

means an amount chargeable to the Merchant in circumstances such as qualifying late Merchant cancellation, abandonment or failure to process a booking, as described in the applicable Booking, Cancellation, Refund & Payment Policy.

“Order Form”

means an order, subscription form, commercial schedule, online acceptance record or other document specifying the Merchant's selected whizzQ services, pricing, fees, plan, commission or other commercial terms.

“Payment Processing Charge”

means the applicable charge payable in connection with online payment processing and associated Platform/payment administration.

“Platform”

means the whizzQ software, applications, marketplace, websites, APIs, interfaces and underlying technology operated by SCHEDMAD.

“Platform Fee”

means the applicable whizzQ marketplace, booking, platform or commission charge payable by the Merchant under its plan or commercial arrangement.

“Service Disruption Voucher”

means a non-cash promotional benefit that may be provided to an affected Consumer in connection with qualifying Merchant-caused cancellation or disruption.

2. Merchant Eligibility and Authority

2.1 Legal Capacity

The Merchant represents that it is legally entitled to operate the business, profession or service it lists through whizzQ.

2.2 Authority to Accept Terms

The individual creating or administering the Business Account represents that they are the Merchant, are authorised by the Merchant, or otherwise have sufficient authority to bind the Merchant to these Merchant Terms.

2.3 Accurate Entity Information

The Merchant must provide reasonably accurate information concerning legal or trading name, business address, relevant Locations, authorised representatives, contact details, tax information where required, payment-linked-account information and other information reasonably required to establish or administer the Merchant relationship. SCHEDMAD may require reasonable evidence of identity, authority or business status.

3. Nature of the Relationship

3.1 Independent Business

The Merchant is an independent service provider. Nothing in these Merchant Terms creates employment, partnership, franchise relationship with SCHEDMAD, joint venture, fiduciary relationship, general agency or authority for either party to bind the other, except for limited technology or payment actions expressly authorised under these Merchant Terms.

3.2 Merchant Provides the Underlying Service

Unless a separately agreed commercial programme expressly states otherwise, the Merchant—and not SCHEDMAD—is responsible for providing the underlying service booked by a Consumer. The Merchant is responsible for performance, quality, professional standards, personnel, premises, hygiene, safety, licences, regulatory compliance, service outcomes and any warranty or obligation arising from the underlying Merchant service.

3.3 whizzQ Provides Technology and Marketplace Services

whizzQ may provide SaaS scheduling functionality, marketplace discovery, booking functionality, queue management, Merchant listings, communication tools, payment facilitation, settlement administration, refund processing, Merchant offers, analytics, customer-management functionality, integrations and other Platform services. These activities do not ordinarily make SCHEDMAD the Merchant or supplier of the underlying service.

4. Licence to Use whizzQ

Subject to payment of applicable fees and continued compliance with these Merchant Terms, SCHEDMAD grants the Merchant a limited, non-exclusive, non-transferable, revocable right to access and use whizzQ for the Merchant's authorised business operations. The Merchant does not receive ownership of the Platform, ownership of source code, ownership of database architecture, rights to whizzQ algorithms, rights to Platform intellectual property or rights to commercially exploit whizzQ technology outside the permitted service. The licence ends when the applicable subscription or Merchant relationship ends.

5. Business Accounts, Locations and Authorised Users

5.1 Multiple Locations

A Merchant may create or administer multiple Locations through one Business Account where supported by its plan. Locations may also be configured or assisted by whizzQ administrators at the Merchant's request.

5.2 Responsibility for Locations

The Merchant is responsible for information and activity associated with Locations created under its Business Account.

5.3 Independently Operated or Franchise Locations

Where a Location is operated by a separate legal entity, franchisee, licensee, affiliate, independently owned branch or another third-party operator, the Merchant represents that it has authority to create or administer that Location through its Business Account. SCHEDMAD may require operator identity, legal entity details, additional acceptance, separate Merchant onboarding or a separate Order Form where reasonably necessary.

5.4 Account Administrator

The Merchant is responsible for assigning appropriate administrative rights and limiting access to authorised personnel.

5.5 Authorised Users

The Merchant remains responsible for acts and omissions occurring through its Authorised Users to the extent such activity arises from access granted by the Merchant. The Merchant must promptly revoke access when an Authorised User leaves the organisation, changes role, ceases to require access or presents a security risk.

5.6 Online Operational Configuration

The Merchant may enter, configure and update operational information through the authenticated Business Account, including Locations, services, service prices, staff, schedules, availability, holidays, slot capacity, Auto Confirm settings, cancellation parameters, offers, communication preferences and other supported settings. Information, selections, configurations and instructions submitted by the Merchant or its Authorised Users through the Business Account constitute the Merchant's operational instructions under the Agreement to the extent applicable to the relevant feature. The Merchant is responsible for the accuracy, legality and ongoing maintenance of those configurations. The Merchant may update operational settings through the Platform without signing a new Order Form unless the change affects a separately agreed commercial commitment, plan, add-on or other term requiring additional acceptance. SCHEDMAD may maintain audit records of material configuration changes, including the user, timestamp and value changed, where supported by the Platform.

6. Merchant Listings

The Merchant is responsible for keeping its listing materially accurate. This includes business name, service descriptions, prices, availability, service duration, staff information, Location details, operating hours, qualifications where displayed, images, restrictions, taxes, cancellation parameters and promotional offers. The Merchant must not intentionally provide misleading descriptions, false qualifications, fictitious availability, deceptive prices, materially inaccurate service claims or unlawful promotional content. SCHEDMAD may request correction or remove materially misleading information.

7. Merchant Regulatory Responsibilities

The Merchant is solely responsible for obtaining and maintaining all licences, registrations, permissions and approvals required for its own business. Depending upon the Merchant category, this may include professional, municipal, healthcare, trade, tax, food, hospitality, consumer, employment or other regulatory requirements. Use of whizzQ does not constitute certification or legal approval of the Merchant. The Merchant represents that it will not offer through whizzQ a service it is prohibited from providing.

8. Pricing, Taxes and Consumer Charges

8.1 Merchant Service Pricing

The Merchant is responsible for determining and maintaining the price of its underlying services unless a specific whizzQ commercial programme provides otherwise.

8.2 Transparency

The Merchant must not intentionally display materially misleading pricing or impose undisclosed charges inconsistent with information presented to the Consumer.

8.3 Merchant Taxes

The Merchant remains responsible for determining, collecting, invoicing and remitting taxes applicable to the underlying Merchant service.

8.4 whizzQ Fees

SCHEDMAD remains responsible for invoicing taxes applicable to its own SaaS, Platform Fee, commission, add-on or other charges where required.

9. Subscription Plans

Merchant access to whizzQ functionality may depend upon the Merchant's selected subscription plan, purchased add-ons, top-ups, usage entitlements, promotional entitlements, account configuration or other commercial arrangement. Features, usage limits, allowances and available functionality may vary by plan and may include, for example, Locations, staff, bookings, communications, offers, analytics, online payment functionality, marketplace functionality and other Platform features. Current plan features, usage allowances, pricing, top-ups and available add-ons may be displayed through the Platform, Merchant dashboard, pricing page, Order Form or other commercial communication made available by SCHEDMAD. Unless expressly stated in an Order Form or separately agreed commercial schedule, product features and usage allowances do not form a fixed contractual commitment that prevents SCHEDMAD from reasonably evolving the Platform, subject to the protections stated in these Merchant Terms for material reductions to paid core services during a committed term.

10. Fees and Billing

The Merchant agrees to pay all fees applicable to its use of whizzQ. Fees may include subscription fees, setup fees, onboarding fees, Platform Fees, marketplace commission, Payment Processing Charges, messaging charges, add-on fees, branded-app fees, migration fees, integration charges and other charges agreed through an Order Form or selected service. Applicable GST or other taxes may be charged in addition. The Merchant may purchase additional usage credits, top-ups, add-ons or optional services through supported Platform functionality or another commercial process made available by SCHEDMAD. Applicable pricing and conditions will be displayed or communicated before purchase.

11. Payment Terms

Unless otherwise specified: recurring or subscription fees may be payable in advance; usage charges may be deducted from the Merchant Prepaid Service Balance or billed; marketplace fees may be deducted from transaction proceeds; overdue fees may lead to service restriction or suspension; and amounts already earned by SCHEDMAD remain payable after termination. Prepaid subscription fees are non-refundable except where expressly provided in an Order Form, under an applicable refund policy or where refund is required by law.

12. Online Payment Infrastructure

12.1 Payment Provider

Where online payment functionality is enabled, whizzQ may integrate with authorised payment providers such as Razorpay. The Merchant may be required to complete payment-provider onboarding, complete KYC, establish a linked account, provide bank information, accept third-party payment terms and maintain an eligible payment account.

12.2 Razorpay Route

whizzQ currently uses or may use Razorpay Route for supported marketplace transactions. Each eligible Merchant may be onboarded through a linked account.

12.3 Payment Collection

The Consumer may pay the Booking Amount through the integrated payment infrastructure. Successful payment does not remove the Merchant's obligation to accept or reject a Booking Request, honour a Confirmed Appointment and properly mark the appointment Fulfilled where service is actually delivered.

13. Authorisation for Split Settlement and Deductions

The Merchant expressly authorises SCHEDMAD and the applicable payment infrastructure, to the extent technically and legally permitted, to calculate, deduct, allocate, transfer and reconcile amounts associated with transactions processed through whizzQ. This may include Platform Fee, Payment Processing Charge, applicable taxes, Merchant Cancellation Charge, refunds, adjustments, chargebacks, Merchant Disruption Penalties and other contractually authorised amounts. For a standard fulfilled online marketplace transaction, the Merchant's net transaction entitlement may generally be calculated as: Gross Booking Amount less Platform Fee less Payment Processing Charge less other applicable authorised adjustments = Net Merchant Amount The exact fees may vary according to Merchant plan and commercial configuration.

14. Platform Fee and Payment Processing Charge

14.1 Platform Fee

The Platform Fee represents whizzQ's applicable charge for marketplace, booking, platform or related facilitation services.

14.2 Payment Processing Charge

The Payment Processing Charge represents the Merchant-facing contractual charge associated with online payment processing and related payment administration. The Payment Processing Charge is not necessarily identical to the actual internal fee charged to SCHEDMAD by any particular payment provider.

14.3 Dynamic Plan Configuration

Applicable percentages or charges may depend upon subscription plan, Merchant-specific commercial arrangement, add-on, marketplace programme or Order Form.

15. Settlement Timing

Merchant transaction amounts are not ordinarily released merely because payment has been captured. For the intended whizzQ marketplace payment model:

1. Consumer payment is successfully captured;
2. the relevant Booking Request is processed;
3. the appointment is confirmed;
4. the Merchant provides the service;
5. the appointment is marked Completed/Fulfilled; and
6. the eligible Merchant amount is released through the applicable Razorpay Route settlement workflow. Merchant settlement will ordinarily occur following fulfilment and payment-provider processing. Any indicative settlement period is subject to Razorpay processing, bank processing, holidays, payment-provider settlement schedules, KYC status, fraud checks, refunds, disputes, chargebacks, technical failures, legal restrictions and regulatory holds. SCHEDMAD does not guarantee a fixed banking settlement time unless expressly agreed as an SLA.

16. Accurate Fulfilment Status

The Merchant must not falsely mark an appointment Completed, Fulfilled, attended or otherwise successfully delivered where the service was not actually provided. False fulfilment reporting may constitute a material breach and may result in settlement withholding, refund, investigation, suspension, recovery, termination or other appropriate action.

17. Booking Requests

The Merchant is responsible for reviewing and responding to Booking Requests in accordance with Platform functionality. A Booking Request remains unconfirmed until accepted by the Merchant unless Auto Confirm applies. The Merchant should not intentionally leave paid Booking Requests unresolved where it reasonably could accept or reject them.

18. Auto Confirm

18.1 Merchant Authorisation

By enabling Auto Confirm, the Merchant gives whizzQ a standing instruction to automatically confirm qualifying Booking Requests based on Merchant-configured availability, service configuration, capacity, staff availability, booking rules and other relevant settings.

18.2 Merchant Responsibility for Configuration

The Merchant remains responsible for maintaining accurate schedules, holidays, service duration, staff availability, blocked slots, capacity and other Auto Confirm inputs.

18.3 Effect of Auto Confirmation

A booking confirmed through Auto Confirm is treated as a Confirmed Appointment of the Merchant in the same manner as if the Merchant had manually confirmed it. The Merchant may not avoid responsibility for the booking merely by asserting that the Platform automatically confirmed it where the Merchant had enabled Auto Confirm.

19. Merchant Fulfilment Obligations

The Merchant must use reasonable commercial efforts to honour Confirmed Appointments. The Merchant is responsible for providing the booked service, maintaining adequate staff, maintaining reasonable availability accuracy, keeping Consumers informed of material changes, providing service at the disclosed Location where applicable, maintaining appropriate service standards and complying with applicable laws. Repeated failure to honour Confirmed Appointments may result in enforcement action.

20. Cancellation Parameters

The Merchant may configure cancellation parameters supported by whizzQ. These may include cancellation window, hours before appointment, cancellation percentage and other supported conditions. The Merchant represents that cancellation terms it configures will be reasonable, transparent, lawful, proportionate and appropriately disclosed to Consumers through the Platform.

21. Consumer Cancellation Charge

Where a Consumer cancels a Confirmed Appointment within the applicable Merchant-configured late-cancellation window, a Cancellation Charge may apply. Subject to the applicable Booking, Cancellation, Refund & Payment Policy: whizzQ may retain the applicable Platform Fee; the Consumer receives the eligible refund; the Merchant is entitled to the applicable Cancellation Charge; and the original full Merchant settlement may be stopped and recalculated. The Merchant Cancellation Charge is intended to compensate the Merchant for reserved capacity that may not reasonably be capable of being reallocated.

22. Merchant Cancellation

22.1 Consumer Refund

Where the Merchant cancels a Confirmed Appointment, the Consumer will ordinarily receive a full refund of the Booking Amount actually paid, subject to applicable law and the Refund Policy.

22.2 Merchant Financial Consequences

Depending upon booking status, timing, Merchant cancellation window, reason for cancellation and applicable policy, the Merchant may incur Payment Processing Charge, Platform Fee, Merchant Disruption Penalty and other contractually permitted recovery amounts.

22.3 Late Merchant Cancellation

Where a Merchant cancels a Confirmed Appointment during a period when the Consumer would have incurred a Cancellation Charge for cancellation of the same appointment, whizzQ may provide the Consumer with a Service Disruption Voucher. The standard whizzQ fairness principle is that such voucher will have a value at least equivalent to the Cancellation Charge that would have been payable by the Consumer in the equivalent circumstances, unless a greater benefit is offered.

22.4 Funding of Merchant-Side Liability

The Merchant acknowledges that qualifying Merchant cancellation may give rise to liabilities recoverable through Merchant Prepaid Service Balance, negative balance, future top-ups, future Marketplace settlements, set-off, invoice or another lawful recovery method.

23. Rejected or Expired Booking Requests

Where a Merchant rejects a paid Booking Request, fails to respond within the applicable period, abandons a booking, permits a Booking Request to expire or otherwise fails to process it, whizzQ may: cancel or expire the booking; issue the Consumer an applicable full refund; stop Merchant settlement; impose applicable Merchant-side charges; debit or adjust the Merchant Prepaid Service Balance; and take account-performance action. The detailed rules are stated in the Booking, Cancellation, Refund & Payment Policy.

24. Merchant Prepaid Service Balance

24.1 Purpose

whizzQ may provide a Merchant Prepaid Service Balance to support eligible Platform services and account adjustments. It may be used for SMS, WhatsApp communications, metered services, Platform utilities, applicable account adjustments, Merchant liabilities, Merchant Disruption Penalties, payment-related recoveries and other amounts permitted under the Merchant agreement.

24.2 No Bank Account or Consumer Wallet

The Merchant Prepaid Service Balance is not a bank account, is not a consumer wallet, is not intended as a general payment instrument, cannot ordinarily be transferred to another Merchant, cannot ordinarily be withdrawn as cash and may only be used within the whizzQ commercial relationship as permitted by SCHEDMAD.

24.3 Top-Up

The Merchant may add funds through supported payment methods. Applicable payment-processing costs may be reflected in the relevant top-up or service configuration where disclosed.

24.4 Usage-Based Deductions

Eligible Platform services may automatically debit the Merchant Prepaid Service Balance. Examples include SMS, WhatsApp utility messaging, metered communication functionality and other usage-based services.

24.5 Insufficient Balance

Where the balance is insufficient for optional services, whizzQ may pause communication dispatch, restrict relevant functionality or require top-up.

24.6 Negative Balance

Where the Merchant incurs a valid liability exceeding the available Prepaid Service Balance, SCHEDMAD may permit the balance to become negative. A negative balance represents an amount due from the Merchant and may be recovered through future top-ups, future settlement, set-off, invoice, deduction from other Merchant receivables or another lawful recovery method.

24.7 No Avoidance Through Non-Top-Up

The Merchant cannot avoid a liability merely by maintaining an insufficient or zero Prepaid Service Balance.

25. Right of Set-Off

To the extent permitted by law and the applicable payment arrangement, the Merchant authorises SCHEDMAD to set off undisputed amounts due from the Merchant against amounts otherwise payable to the Merchant through the Platform. This may include Platform Fees, Payment Processing Charges, refunds, chargebacks, Merchant Disruption Penalties, negative Prepaid Service Balance, subscription arrears, fraud losses attributable to Merchant conduct and other contractually due amounts. Where appropriate, SCHEDMAD will maintain records of such adjustments.

26. Refunds

The Merchant authorises whizzQ to initiate Consumer refunds where the applicable Platform rules determine that a refund is due. Refunds may arise from Consumer cancellation, Merchant rejection, Merchant cancellation, booking expiry, duplicate payment, failed service, payment error, dispute resolution, technical correction or another applicable reason. Eligible monetary refunds will ordinarily be made to the Consumer's original payment source through the relevant payment provider. The Merchant agrees not to obstruct a refund properly due under the applicable Consumer policy.

27. Chargebacks and Payment Disputes

Where a Consumer or payment provider initiates a chargeback, dispute or payment reversal relating to a Merchant booking, the Merchant must reasonably cooperate with SCHEDMAD and the payment provider. The Merchant may be required to provide booking evidence, confirmation records, fulfilment evidence, invoices, service correspondence, refund records or other relevant information. Where a chargeback arises because of Merchant non-performance, Merchant fraud, duplicate charging by the Merchant, misrepresentation, unlawful service, Merchant cancellation, Merchant breach or another matter attributable to the Merchant, SCHEDMAD may recover the resulting amount from the Merchant.

28. Merchant-Funded Offers

Merchants may create offers through supported whizzQ functionality. Offers may include percentage discounts, flat discounts, service-specific offers, business-wide offers, time-based promotions, minimum-spend conditions and other supported structures. The Merchant is responsible for funding its Merchant-created offers unless expressly agreed otherwise. The Merchant must configure the offer accurately, honour eligible offers, maintain sufficient service capacity, avoid misleading promotional claims and comply with applicable consumer and advertising laws.

29. Offer Expiry and Technical Errors

An offer applies only within its configured eligibility and validity period. whizzQ may reject or reverse an offer application affected by manifest technical error, fraud, manipulation, duplicate use contrary to terms, unauthorised configuration or other obvious system error, subject to applicable consumer rights.

30. Merchant Customer Data

Data used through whizzQ does not have a single uniform legal character. The Merchant acknowledges that the Platform may contain Merchant-Originated Customer Information, Marketplace Consumer information, shared booking/transaction records, Merchant business information, Platform technical information, aggregated or de-identified analytics and whizzQ intellectual property. Each category is governed according to its purpose and applicable law.

31. Merchant-Originated Customer Information

Where the Merchant imports or enters an existing customer's information for scheduling, CRM or service administration, the Merchant represents that it has the lawful authority to provide and use that information. Where whizzQ processes that information solely on Merchant instructions, the applicable Data Processing Addendum may govern the processing. The Merchant remains responsible for notices it is required to provide, permissions or consent it is required to obtain, accuracy of imported information and lawful use of the information.

32. Marketplace Consumer Information

Where a Consumer independently uses whizzQ and then books the Merchant, that Consumer has a direct relationship with the whizzQ marketplace. The Merchant receives access to information reasonably necessary to review the Booking Request, confirm the booking, provide the service, communicate regarding the appointment, maintain lawful transactional records and fulfil legal obligations. The Merchant does not acquire unrestricted rights to the wider whizzQ consumer database, consumers of other Merchants, Platform marketing lists or unrelated Marketplace Consumer information.

33. Export of Consumer Information

Bulk or structured export of Marketplace Consumer information may be restricted. Where a Merchant requires an export, it may request it through help@whizzq.app. SCHEDMAD may review the request for Merchant identity, authority, customer relationship, legitimate business need, scope, privacy, security, contractual entitlement and applicable law. SCHEDMAD may approve, limit, condition or decline an export where reasonably necessary for privacy, security or Platform integrity.

34. Merchant Marketing to Consumers

The Merchant must not assume that access to a Consumer's details through whizzQ constitutes unrestricted consent for unrelated marketing. The Merchant is responsible for ensuring that its marketing communications comply with applicable data-protection law, telecommunications and commercial-communication requirements, messaging-provider policies and applicable consumer law. This includes obtaining and maintaining any consent or preference required for promotional communications.

35. whizzQ Marketing to Merchant-Originated Customers

The Merchant acknowledges that whizzQ may establish a direct relationship with a Merchant-Originated Customer if that individual subsequently registers with whizzQ, directly accesses whizzQ, uses marketplace functionality or provides whizzQ with appropriate consent. Where the Consumer independently consents to whizzQ marketing, whizzQ may use relevant information for disclosed marketplace recommendations, cross-category promotions, participating Merchant offers and whizzQ promotional communications. The Merchant does not obtain exclusivity over a Consumer merely because that Consumer was initially imported by the Merchant.

36. Transactional and Service Communications

The Merchant authorises whizzQ to send or facilitate communications reasonably necessary for bookings and Platform services. These may include Booking Request notifications, confirmation messages, appointment reminders, queue status, rescheduling, cancellation messages, payment confirmations, refund notifications, security messages and service-related communications. whizzQ may use providers including MSG91, Meta / WhatsApp Cloud API and other approved communication providers.

37. Promotional Communications

Promotional communications must be distinguished from transactional or service communications. The Merchant must not intentionally use transactional templates, service-message channels or Platform functionality to disguise promotional content as operational communication. Where promotional consent or registration is required, the Merchant is responsible for complying with those requirements. The Merchant must comply with applicable DLT requirements, sender/header rules, template rules, consent requirements, opt-out rules, WhatsApp policies and other applicable communication regulations.

38. Communication Charges

Communication usage may be included within a plan quota, billed per unit, deducted from the Merchant Prepaid Service Balance or charged under an add-on. Applicable rates may vary according to communication type, provider pricing, plan, message category and other commercial configuration.

39. Privacy and Data Protection

The Merchant agrees to comply with applicable privacy and data-protection law for processing activities for which it determines the purpose and means. The Merchant must process Personal Data lawfully, restrict access to authorised personnel, maintain reasonable security, honour applicable Data Principal rights, cooperate with legitimate privacy requests, notify SCHEDMAD of material security incidents affecting whizzQ data where appropriate and not use Personal Data obtained through whizzQ for unlawful purposes.

40. Data Fiduciary and Data Processor Roles

SCHEDMAD and the Merchant may each act as an independent Data Fiduciary for different processing purposes. SCHEDMAD may act as a Data Processor where it processes specific information solely on Merchant instructions. Nothing in these Merchant Terms creates a blanket processor relationship covering all whizzQ Personal Data. The separate Data Processing Addendum will apply only to processing expressly within its scope.

41. Security Obligations of Merchant

The Merchant must take reasonable security measures concerning passwords, OTPs, devices, staff accounts, API credentials, access permissions, exported information and customer records. The Merchant must promptly notify whizzQ if it becomes aware of unauthorised account access, credential compromise, material data leakage, misuse of customer information or another security incident materially affecting whizzQ.

42. Healthcare Merchants

Healthcare-related Merchants remain responsible for professional licensing, medical conduct, clinical decisions, patient care, professional confidentiality and health-sector regulatory obligations. The current ordinary whizzQ booking system is intended for appointment and operational information rather than clinical records. Healthcare Merchants should not require Consumers to submit diagnoses, prescriptions, clinical histories, medical reports or other clinical records through general-purpose whizzQ booking fields unless whizzQ expressly introduces a feature intended for that purpose.

43. Artificial Intelligence and Automated Features

whizzQ may provide automated or AI-enabled functionality including scheduling optimisation, queue prediction, demand analysis, appointment recommendations, Merchant offer recommendations, marketplace recommendations, fraud detection, communication assistance and operational analytics. AI or automated functionality may produce estimates, recommendations, generated content, predictions or automated actions.

44. Merchant Responsibility for Automated Settings

Where automation operates based on Merchant settings or standing instructions, the Merchant remains responsible for maintaining appropriate availability, pricing, capacity, services, staff schedules, offers, cancellation settings and operational information. The Merchant must exercise appropriate human oversight where an automated result could materially affect service delivery, consumer charges, professional decisions, regulated services or legal obligations.

45. AI Output Disclaimer

AI-generated or automated outputs may be incomplete, inaccurate or unsuitable for a particular Merchant context. Unless SCHEDMAD expressly agrees otherwise, AI functionality is provided to assist Merchant operations and does not constitute legal advice, medical advice, financial advice, professional advice or a guarantee of business performance. The Merchant remains responsible for final decisions concerning its business.

46. AI and Merchant Data

SCHEDMAD does not acquire an unrestricted right to train AI models using identifiable Merchant-Originated Customer Information merely because such data is stored on whizzQ. SCHEDMAD may use aggregated information, de-identified information, technical metrics, statistical information and appropriately processed Platform data for legitimate Platform improvement, analytics and product-development purposes, subject to applicable privacy law. Specific AI functionality involving Personal Data may be governed by additional notices or terms.

47. Merchant Content

The Merchant retains applicable rights in its own logos, trademarks, photographs, service descriptions, promotional content, business information and other Merchant-owned materials. The Merchant grants SCHEDMAD a non-exclusive, worldwide, royalty-free licence during the Merchant relationship to host, reproduce, format, display, distribute, communicate, adapt for technical presentation and promote Merchant Content as reasonably necessary to operate and market the whizzQ Platform and the Merchant's listing.

48. Merchant Content Warranty

The Merchant represents that it has the necessary rights to use and provide Merchant Content. The Merchant must not upload content that infringes intellectual property, unlawfully uses another person's image, contains false claims, contains prohibited content, violates advertising laws or otherwise violates applicable law.

49. whizzQ Intellectual Property

All rights in the whizzQ Platform remain with SCHEDMAD or its licensors. This includes source code, software, reusable components, APIs, data structures, database architecture, algorithms, product logic, trademarks, interfaces, documentation, analytics systems, AI systems and underlying technology. Nothing in the Merchant relationship transfers ownership of whizzQ intellectual property.

50. Platform-Generated and Aggregated Information

Subject to applicable privacy law, SCHEDMAD may generate and use aggregated usage information, de-identified marketplace analytics, system-performance metrics, transaction trends, category-level insights, capacity analysis, fraud intelligence and other Platform-generated information. The Merchant does not acquire ownership of whizzQ algorithms, aggregate marketplace intelligence or cross-Merchant analytics merely because its activity contributes to such information.

51. Reviews and Ratings

Consumers may be permitted to review Merchants. SCHEDMAD does not guarantee favourable ratings. The Merchant must not purchase false reviews, create fake Consumer identities, coerce Consumers, retaliate unlawfully against reviewers, manipulate ratings, provide undisclosed incentives contrary to Platform policy or otherwise falsify marketplace reputation. The Merchant may use available Platform mechanisms to respond to or report reviews.

52. Prohibited Merchant Conduct

The Merchant must not: engage in fraud; create fictitious bookings; manipulate transactions; falsely mark appointments completed; scrape Platform data; access Consumers unrelated to its business; bypass whizzQ fees through deceptive conduct; misuse payment functionality; send unlawful marketing; upload malware; interfere with Platform security; impersonate another business; infringe intellectual property; provide unlawful services; misuse Consumer Personal Data; manipulate reviews; or materially abuse Platform functionality.

53. Circumvention

The Merchant must not deliberately manipulate booking, payment or attribution mechanisms for the primary purpose of improperly avoiding fees contractually due to whizzQ. This clause does not prevent a Merchant from lawfully serving its independently acquired customers through channels permitted under the applicable whizzQ plan. Any distinction between Merchant-originated booking, whizzQ marketplace-sourced booking and other booking channels will be determined according to applicable commercial rules and technical attribution.

54. Monitoring and Audit Information

SCHEDMAD may maintain records reasonably necessary to administer fees, verify transactions, investigate fraud, enforce these Merchant Terms, support Consumers, reconcile settlements and comply with law. Where reasonably necessary to investigate a material issue, SCHEDMAD may request relevant Merchant information. Nothing in this section gives SCHEDMAD unrestricted access to records unrelated to the whizzQ relationship.

55. Suspension

SCHEDMAD may suspend some or all Merchant functionality where reasonably necessary because of overdue payment, fraud, suspicious transactions, Consumer safety concerns, repeated booking failures, false fulfilment, significant complaint patterns, illegal activity, regulatory risk, data-security concerns, misuse of Consumer data, platform abuse, payment-provider action, app-store action, breach of these Merchant Terms or legal requirement. SCHEDMAD may act immediately where delay could create significant consumer harm, security risk, regulatory exposure, fraud loss or Platform risk.

56. Termination by Merchant

The Merchant may terminate its subscription or Business Account according to the applicable plan, Order Form, billing cycle and cancellation procedure. Termination does not automatically entitle the Merchant to refund of prepaid fees. The Merchant remains responsible for accrued obligations.

57. Termination by SCHEDMAD

SCHEDMAD may terminate the Merchant relationship where the Merchant materially breaches these Terms, breach remains uncured after reasonable notice where cure is appropriate, fraud is established, Merchant operations become unlawful, continued service creates material security or regulatory risk, payment-provider eligibility is lost, fees remain materially overdue, Merchant repeatedly harms Consumers or another contractual termination right applies.

58. Effect of Termination

On termination: Merchant access may cease; listings may be removed; booking functionality may stop; integrations may be disabled; future bookings may be addressed according to applicable transition procedures; outstanding amounts remain due; valid Consumer refund rights remain unaffected; and data will be retained, returned, exported or deleted according to applicable privacy, contractual and legal requirements.

59. Merchant Data Export Following Termination

Where appropriate and reasonably practicable, a Merchant may request export of data to which it is contractually and legally entitled. Marketplace Consumer information remains subject to the restrictions in these Merchant Terms and applicable privacy law. SCHEDMAD may verify entitlement, provide the information in a reasonable format, exclude Platform proprietary data, exclude unrelated marketplace information and charge reasonable extraction/service fees where permitted and disclosed.

60. Survival

Provisions concerning accrued fees, settlements, refunds, set-off, intellectual property, confidentiality, data protection, indemnity, limitations of liability, dispute resolution and other provisions that by their nature should survive will continue after termination to the extent applicable.

61. Confidentiality

Each party may receive confidential information from the other. Confidential information may include non-public technical information, commercial terms, security information, customer information, product plans, business information and other information reasonably understood to be confidential. The receiving party must protect Confidential Information using reasonable care, use it only for the authorised relationship and disclose it only to persons who reasonably need access and are subject to appropriate obligations. Confidentiality obligations do not apply to information that is lawfully public, independently developed, already known without confidentiality restriction or received from another lawful source. Disclosure required by law is permitted subject to applicable procedural protections.

62. Merchant Warranties

The Merchant warrants that it has authority to enter these Merchant Terms, its business is lawfully operated, information supplied to whizzQ is materially accurate, Merchant Content is lawfully usable, it has appropriate authority to process customer information, it will honour applicable Consumer obligations, it will not intentionally misuse whizzQ and it will comply with laws applicable to its business.

63. Platform Warranties

SCHEDMAD warrants that it has the authority to provide access to the whizzQ Platform. Except for express warranties stated in these Merchant Terms or an applicable Order Form, the Platform is provided on an “as available” basis to the extent permitted by law. SCHEDMAD does not guarantee uninterrupted availability, specific booking volumes, revenue growth, particular marketplace ranking, Consumer acquisition, absence of all software errors, uninterrupted third-party integrations or commercial success.

64. Merchant Indemnity

To the extent permitted by law, the Merchant will indemnify and hold harmless SCHEDMAD, its affiliates, directors, officers, employees and authorised representatives against third-party claims, regulatory actions, losses, damages, penalties, liabilities and reasonable legal costs arising from or relating to:

1. the Merchant's underlying services;
2. Merchant negligence or misconduct;
3. injury or damage caused by Merchant operations;
4. violation of professional or regulatory requirements;
5. misleading Merchant listings;
6. Merchant Content infringement;
7. unlawful marketing;
8. misuse of Consumer Personal Data;
9. Merchant tax non-compliance;
10. Merchant fraud;
11. Merchant staff or Authorised User conduct;
12. Merchant breach of these Terms; or
13. chargebacks or Consumer claims attributable to Merchant non-performance or wrongdoing. The indemnity does not apply to the extent a claim is caused by SCHEDMAD's own fraud, wilful misconduct or liability that cannot lawfully be shifted.

65. Indemnity Procedure

Where indemnification is sought, the indemnified party should provide reasonable notice of the claim, the indemnifying party should reasonably cooperate, defence and settlement should be managed reasonably and no settlement admitting liability or imposing material non-monetary obligations on the indemnified party may be entered without reasonable consent. Failure to provide immediate notice will not automatically eliminate indemnity unless material prejudice results.

66. Limitation of Liability

To the maximum extent permitted by law, SCHEDMAD will not be liable for indirect, consequential, exemplary, punitive or special losses arising from the Merchant relationship where such exclusion is legally valid. SCHEDMAD is not responsible for losses arising solely from Merchant service failure, Merchant staff, Merchant pricing errors, inaccurate Merchant configuration, unauthorised use caused by Merchant credential failures, payment-provider outages, telecommunication failures, third-party systems outside reasonable SCHEDMAD control or Merchant violation of law.

67. Aggregate Liability Cap

Except for liabilities that cannot lawfully be limited and subject to any different cap expressly agreed in an Order Form, SCHEDMAD's aggregate contractual liability to the Merchant arising from the whizzQ commercial relationship during a relevant claim period will not exceed the total fees actually paid or payable by the Merchant to SCHEDMAD under the relevant service during the six months immediately preceding the event giving rise to the claim. Where the Merchant has used whizzQ for less than six months, the cap will be based on fees paid or payable during the actual period of use. The liability cap does not apply where limitation is prohibited by applicable law.

68. Excluded Liability Categories

Nothing in these Merchant Terms excludes or limits liability for fraud, wilful misconduct, liability that applicable law prohibits from being excluded, accrued payment obligations, infringement attributable to the liable party, unauthorised use or disclosure of Confidential Information where exclusion would be unlawful or other liability expressly stated as uncapped in an Order Form.

69. Force Majeure

Neither party is liable for failure caused by circumstances beyond reasonable control, including natural disaster, epidemic, government action, war, civil disorder, major internet failure, cloud outage, widespread banking disruption, telecommunications failure, labour disruption outside the affected party's reasonable control or similar events. This does not excuse amounts already due or mandatory Consumer refunds.

70. Third-Party Providers

whizzQ relies on third-party providers including payment infrastructure, cloud providers, communication providers, app stores, mapping providers, analytics tools and external integrations. SCHEDMAD is not responsible for independent third-party failure beyond SCHEDMAD's reasonable control. SCHEDMAD may replace third-party providers where reasonably necessary.

71. Branded and White-Label Applications

Where the Merchant purchases a branded or white-label application, the Branded / White-Label Application Addendum and the applicable Branded App Order Form apply. Unless expressly stated otherwise: the application is powered by whizzQ; SCHEDMAD retains underlying Platform IP; source code is not transferred; Merchant branding remains Merchant property; and publishing arrangements are specified in the applicable Branded App Order Form and Addendum. The preferred publishing model is publication through a Merchant or brand-owned Apple/Google developer account. Where separately agreed, SCHEDMAD may publish through a SCHEDMAD/whizzQ-controlled developer account subject to additional protections and terms.

72. App Store and Third-Party Platform Rules

Where Merchant services depend upon Apple, Google, Meta, Razorpay or other third-party platforms, the Merchant acknowledges that availability may be affected by those providers' policies, technical requirements, review processes, pricing, restrictions and enforcement decisions. The applicable Addendum will allocate responsibilities for branded applications in greater detail.

73. Changes to Services

SCHEDMAD may modify Platform functionality to improve the service, address security, comply with law, respond to third-party changes, support new features, retire legacy functionality or manage technical architecture. Where a change materially reduces a paid core service during a committed Order Form term, applicable contractual remedies, if any, will be governed by that Order Form.

74. Changes to Merchant Terms

SCHEDMAD may update these Merchant Terms for legitimate reasons including law, regulation, Platform evolution, new functionality, security, payment architecture or business-model changes. Material changes should be communicated through reasonable means. Where a material amendment requires express acceptance under law or the agreed commercial arrangement, SCHEDMAD may require the Merchant to affirmatively accept the updated Terms. Continued use alone will not replace fresh consent where law requires affirmative consent.

75. Notices

SCHEDMAD may provide contractual notices through registered Merchant email, Business Account dashboard, in-app notification, Order Form contact or another reasonable electronic channel. The Merchant is responsible for keeping account contact information current. Legal notices to SCHEDMAD should be sent to legal@whizzq.app. Operational support requests should be sent to help@whizzq.app.

76. Assignment

The Merchant may not assign these Merchant Terms or transfer its Business Account to another legal entity without SCHEDMAD's prior written consent. SCHEDMAD may assign its rights or obligations in connection with merger, restructuring, acquisition, financing, transfer of business or group reorganisation, subject to applicable law.

77. Change in Merchant Ownership

The Merchant must notify SCHEDMAD of a material change in ownership or legal identity where relevant to payment KYC, settlement, tax, licensing, data protection or account administration. SCHEDMAD may require updated onboarding or documentation. A Merchant should not simply transfer login credentials to a buyer or new operator.

78. Severability

If a provision is invalid or unenforceable, the remaining provisions will remain effective to the extent legally possible.

79. Waiver

Failure to enforce a contractual right on one occasion does not constitute permanent waiver of that right.

80. Entire Agreement

These Merchant Terms together with the Merchant Onboarding & Order Form, any applicable Negotiated Commercial Schedule, applicable Addenda, campaign or add-on schedules, and expressly incorporated policies constitute the agreement between SCHEDMAD and the Merchant concerning the relevant whizzQ commercial services.

81. Order of Precedence

Unless expressly agreed otherwise, contractual conflicts will ordinarily be resolved in the following order for the relevant subject matter:

1. signed or electronically accepted Merchant Onboarding & Order Form, or a specific add-on/order form for the relevant service;
2. applicable specific Addendum, Negotiated Commercial Schedule, campaign schedule or add-on schedule;
3. these Business & Merchant Terms;
4. incorporated operational policies; and
5. general product descriptions and pricing/feature information. Privacy and statutory obligations remain governed by applicable law regardless of contractual precedence.

82. Dispute Resolution

The parties should first use reasonable commercial efforts to resolve a dispute through authorised representatives. Either party may send written notice describing the dispute, relevant transaction, amount or remedy sought and supporting information. Nothing prevents either party from seeking urgent interim relief from a competent court where legally appropriate.

83. Governing Law

These Merchant Terms are governed by the laws of India.

84. Jurisdiction

Subject to applicable mandatory law, courts of competent jurisdiction at: Vadodara, Gujarat, India will have jurisdiction over disputes arising from these Merchant Terms. Any separately agreed arbitration clause contained in an Order Form or enterprise agreement may apply instead to the extent valid and enforceable.

85. Contact

SCHEDMAD Private Limited Operator of whizzQ Registered / Business Address: S-7, Second Floor, National Plaza, R.C. Dutt Road, Alkapuri, Vadodara, Gujarat 390007 Merchant Support: help@whizzq.app Legal Notices / Legal Contact: legal@whizzq.app Contractual Jurisdiction: Vadodara, Gujarat, India.