1. Definitions

1.1

Account Administrator: The person designated by the Client to manage the Darb account and oversee card usage and platform settings.

1.2

Authorized User: Any individual designated by the Client to use a Darb card, including drivers or fleet personnel.

1.3

Cards: Physical or virtual Darb cards issued to Clients for fleet management purposes.

1.4

Dashboard: Darb’s digital platform that enables Clients to manage their cards, monitor transactions, and configure spending controls.

1.5

Client or You: The business entity or government agency registered in Saudi Arabia that applies for Darb services.

1.6

Darb or We: The fintech company licensed by the Saudi Central Bank and operating the fleet card management platform.

1.7

Electronic Money Account: The wallet system that holds Client funds for use in card transactions.

1.8

Know Your Customer (KYC): The electronic verification process required for compliance with Saudi Central Bank regulations.

1.9

Merchants: Authorized fuel stations and vehicle service providers that accept Darb cards.

1.10

Saudi Central Bank (SAMA): The regulatory authority responsible for overseeing Darb’s financial activities.

2. Service Overview

2.1

Darb provides fleet card management solutions designed for businesses and government agencies in Saudi Arabia. Our services include:

• Physical and virtual card issuance
• Customizable spending controls
• Real-time transaction monitoring
• Comprehensive reporting and analytics tools
• Dashboard integration for centralized management

2.2

All services are subject to Saudi Central Bank regulatory compliance and require identity verification.

2.3

Client entities must be legally registered in Saudi Arabia and have legitimate business operations.

3. Registration and Approval

3.1

Clients must complete the electronic Know Your Customer (KYC) verification process, which requires:

• Valid business entity registration in Saudi Arabia
• Identity documents for authorized officials
• Proof of business address
• Entity banking information

3.2

At least one Account Administrator must be designated who bears full responsibility for account management and card usage.

3.3

Darb reserves the right to request additional documentation or clarifications during the approval process.

3.4

Darb reserves the right to reject or suspend any registration in case of non-compliance, incomplete documentation, or regulatory concerns.

4. Card Issuance, Activation and Usage

4.1

Cards are issued subject to Darb’s approval process and regulatory compliance requirements.

4.2

Each card must be activated by the designated Authorized User before first use through Darb’s secure activation process.

4.3

Cards may be used only for business-related fuel and vehicle maintenance expenses at authorized merchants.

4.4

Clients can configure spending controls including merchant category restrictions, daily/weekly/monthly limits, time-based restrictions, and odometer reading requirements.

4.5

Cards remain the property of Darb and must be returned upon request or account termination.

4.6

Cardholders must ensure that Authorized Users take all reasonable steps to keep their cards, PINs, and any other personal security credentials safe. The Client is responsible for card usage, and personal use by Authorized Users is strictly prohibited.

4.7

Darb reserves the right to deactivate any card in case of suspicious activity, fraud risk, regulatory non-compliance, or upon Client request.

4.8

Clients are entitled to a refund for any unauthorized or incorrectly executed payment transaction. To claim a refund, the Client must notify Darb without undue delay, and no later than six (6) months from the date the transaction was debited from the account.

5. International Transactions and Exchange Rates

5.1

Exchange Rate Source: All transactions made in a currency other than the card’s billing currency will be converted using the Visa exchange rate applicable on the transaction processing date. The Visa exchange rate is determined by Visa and may differ from the rate on the transaction date.

5.2

Darb’s Foreign Exchange Margin: Darb applies a margin fee on the foreign exchange rate in addition to the Visa exchange rate. The current margin fee is 2.75% excluding VAT. This fee is added to the converted amount and will appear in the final amount debited from your account.

5.3

Exchange Rate and Fee Variations: The exchange rate and margin fees applied to the following transaction events may differ from those used at the time of original authorization:

• Settlement (when the merchant completes the transaction).
• Refunds.
• Authorization reversals.

5.4

Client Responsibility: By using Darb’s services, you acknowledge and accept that exchange rates and fees may vary depending on the timing and nature of the transaction, and that Darb is not responsible for any loss or gain resulting from these currency fluctuations.

6. Fees and Billing

6.1

Darb charges the following fees:

6.2

Clients will receive invoices detailing fees charged. All invoices must be paid within 3 business days of issuance.

6.3

Failure to pay invoices on time may result in service suspension, card deactivation, or legal collection actions.

6.4

All fees exclude VAT and other applicable taxes.

6.5

Darb reserves the right to deduct any applicable fees, charges, or penalties directly from the Client’s wallet or available account balance. By using the service, the Client authorizes Darb to make such deductions without requiring further consent.

7. Data Privacy and Compliance

7.1

Darb complies with the Personal Data Protection Law (PDPL) and SAMA’s Cybersecurity Framework.

7.2

Client data, including transaction records and cardholder information, will be stored securely within Saudi Arabia unless otherwise permitted by SAMA.

7.3

Darb may share Client data with regulatory authorities, law enforcement, or authorized third parties where required by law.

7.4

Clients are responsible for informing their users about Darb’s data processing policies and obtaining any necessary consents.

8. Use of Platform and Dashboard

8.1

The Dashboard enables Clients to:

• View transaction history and fuel consumption.
• Configure card usage controls (such as time restrictions and spending limits).
• Set budgets per card.
• Activate or deactivate cards.
• Track odometer readings and related data.
• Manage driver and vehicle assignments.
• Create and manage spending policies.
• Monitor alerts for suspicious or policy-violating behavior.
• Export transaction reports.

8.2

Clients are responsible for maintaining the confidentiality of access credentials.

8.3

Darb may suspend Dashboard access in case of security breach, policy violation, or non-payment.

9. Safeguarding of Clients Funds and Top-Ups

9.1

Darb is committed to safeguarding client funds in accordance with applicable regulatory requirements. All client funds are held in segregated accounts with licensed financial institutions and are not commingled with Darb’s operational funds.

9.2

Your wallet can only be topped up via bank transfer to Darb’s designated account. Processing times may vary depending on the issuing bank.

9.3

Clients are responsible for ensuring accurate reference details during top-up transactions to avoid delays in fund allocation.

9.4

Darb reserves the right to set minimum or maximum top-up limits and may refuse or delay top-ups if they appear suspicious or violate applicable regulations.

9.5

Funds deposited on the platform do not earn interest and may only be used for authorized business transactions through Darb’s system.

9.6

In case of account closure, remaining client funds (after settlement of all dues) will be returned to the registered bank account on file within a reasonable timeframe, subject to compliance checks.

9.7

The Account Administrator may request cash-out of funds held in their Darb wallet at any time. Cash-outs will be processed at par value to the Client’s registered bank account on file. Any applicable cash-out fees, which will be disclosed to you in our fee schedule, must be proportionate to the actual costs incurred by Darb.

10. Legal and Regulatory Compliance

10.1

Darb is licensed and regulated by the Saudi Central Bank.

10.2

Clients must not use Darb cards or services for money laundering, terrorism financing, or any activity prohibited under Saudi law.

10.3

Darb may freeze funds or suspend access upon authorization from SAMA or relevant authorities.

10.4

Clients agree to cooperate with any investigation or audit conducted by Darb or regulatory authorities.

11. Liability and Indemnification

11.1

Darb shall not be liable for:

• Indirect or consequential damages.
• Transactions occurring before loss or theft of card is reported.
• Third-party system outages or ATM malfunctions.

11.2

Client agrees to indemnify Darb against claims arising from platform misuse, user negligence, or violation of laws.

11.3

In accordance with SAMA guidelines, Clients have the right to raise disputes regarding unauthorized or incorrect transactions, which will be investigated and resolved according to regulatory timelines.

12. Termination

12.1

Either party may terminate this Agreement with 30 days’ written notice.

12.2

Darb may terminate immediately in cases of:

• Suspected fraud or illegal use.
• Breach of Agreement terms.
• Regulatory order or compliance concerns.

12.3

Upon termination:

• All active cards will be deactivated.
• Remaining balances will be refunded (subject to Client identity verification).
• Client access to Dashboard and reports will be revoked.

13. Amendments

13.1

Darb may amend these Terms and Conditions at any time by providing you with at least thirty (30) days’ prior written notice via email or the Darb dashboard.

13.2

If you do not agree to the proposed changes, you have the right to terminate this Agreement immediately and without any fees by notifying us at any time before the changes take effect.

13.3

Continued use of the platform constitutes acceptance of the amended terms.

14. Governing Law and Jurisdiction

14.1

This Agreement is governed by the laws and regulations of the Kingdom of Saudi Arabia.

14.2

Disputes are resolved by the competent courts in Riyadh.

15. Complaint Handling and Dispute Resolution

15.1

Our Commitment: Darb is committed to providing excellent service and will handle any client complaints in a fair, effective, and timely manner.

15.2

How to Submit a Complaint: If you are dissatisfied with any aspect of our service, you can submit a complaint through one of our dedicated channels:

• Email: complaints@darbpay.com
• Toll-free number (within Saudi Arabia): 8001110980
• Client Dashboard: via the “Support” or “Help” section in your Darb dashboard.

15.3

Complaint Handling Procedures:

a) We will acknowledge receipt of your complaint within forty-eight (48) hours and provide you with a unique reference number for tracking.

b) We will investigate the complaint and provide you with a complete written response and resolution within ten (10) calendar days from the date of receiving the complaint.

c) If our investigation requires additional time for reasons beyond our control, we will notify you of the delay and provide a new timeline, not exceeding thirty (30) calendar days from the date you first submitted the complaint.

15.4

Escalation: If you are not satisfied with our final response, you have the right to escalate your complaint to the Saudi Central Bank (SAMA).

16. Contact

17. Client Rights and Disclosures

17.1

Clients may request a copy of this Agreement at any time via email or through their account dashboard.

17.2

Clients have the right to clear information about all applicable fees, responsibilities, and timelines.

17.3

Darb is committed to transparency, fairness, and compliance with client protection principles issued by the Saudi Central Bank.

18. Acknowledgement and Signature of the Parties

In witness whereof, the parties have executed this Agreement as of the dates set forth below, acknowledging their full understanding and acceptance of its terms and conditions.