Seller Terms and conditions and Agreement
AVAILING THE SERVICE OFFERED BY WEBSITE ABOUTKART.COM SHALL MEAN THAT THE MERCHANT AGREES WITH THE FOLLOWING TERMS AND CONDITIONS MENTIONED AS UNDER IN THE MERCHANT AGREEMENT:
This Merchant Agreement (hereinafter referred to as the “Agreement”) is entered between the “Merchant” / “Seller” /“Vendor”(You or the entity you are representing) and Aboutkart.com, (hereinafter referred to as “Aboutkart”) a website owned by Aboutkart Retail Services Private Limited
The Agreement shall put forward the terms and condition that shall govern all the online activities carried out by the Merchant while using the services provided by aboutkart.com for the term of their association with aboutkart.com.
“Merchant” and “Aboutkart” shall hereinafter be individually referred to as “Party” and collectively as “Parties”.
1. Definitions
For the purpose of this Agreement between the Merchant and Aboutkart.com, the following words and phrases shall have the meaning assigned to them under this Article.
1.1. “Company” shall mean Aboutkart.com / Aboutkart Retail services private Limited .
1.2. “Customer” shall mean any proprietors, group of individuals, firms, company or any other entity placing an order for the Products of the Vendor through the Online Store.
1.3. “Price” shall mean the cost at which the Products and services are to be delivered to the Customer inclusive of Shipping charges, if any.
1.4. “Effective Date” shall mean the date on which this Agreement is executed between the parties.
1.5. “Form” shall mean Form for Ecommerce Service Agreement to be filled in and executed by the Vendor at the time of execution of this Agreement annexed hereto as Annexure “A”.
1.6. “Vendor”/“Merchant” shall mean the entity incorporated or otherwise more specifically described hereinabove, which sells its products through the aboutkart.com and more particularly described in the attached “Form”.
1.7. “Online Store” shall mean a electronic marketplace created on the website Aboutkart.com for sale of the Vendor’s Products either through web site of the Company or any other gadget or instrument displaying the particulars of the Vendor’s Products available for sale , or any other means by which the Customer places an order
1.8. “Order” for the Product of the Vendor. “Order” shall mean an order for purchase of products wherein customer has agreed to purchase the product upon the terms and conditions and at the Price indicated on the online store of the Vendor.
1.9. “Products” shall mean goods / merchandise items /services of the Vendor put up for sale on the Online Store by the Vendor.
1.10. “Price” means the sale price of a product inclusive of delivery charges and applicable taxes.
1.11. “Shipping Charges” shall mean the logistics/courier/postal charges including all taxes incurred for delivering the product(s) to the Customer.
1.12. “Shipment Cost” shall mean the cost and taxes recovered by the Company from the Vendor per order for handling the logistics.
1.13. “Commission” shall mean the margin per transaction charged by the Company to the Vendor at the rates agreed to between the parties, upon the sale of product on online store.
1.14. “Transaction Charges ” shall mean the charges per transaction charged by the Company to the Vendor at the rates agreed to between the parties, upon the sale of product on online store.
2. Banned items
the below items and any other items which are illegal or prohibited by law are banned on this site and you must not list or sell the same.
2.1) Adult goods and services which includes pornography and other sexually suggestive materials (including literature, imagery and other media); escort or prostitution services.
2.2) Alcohol which includes Alcohol or alcoholic beverages such as beer, liquor, wine, or champagne.
2.3) Body parts which includes organs or other body parts.
2.4) Bulk marketing tools which includes email lists, software, or other products enabling unsolicited email messages (spam).
2.5) Cable descramblers and black boxes which includes devices intended to obtain cable and satellite signals for free.
2.6) Child pornography which includes pornographic materials involving minors.
2.7) Copyright unlocking devices which includes Mod chips or other devices designed to circumvent copyright protection. 8) Copyrighted media which includes unauthorized copies of books, music, movies, and other licensed or protected materials.
2.9) Copyrighted software which includes unauthorized copies of software, video games and other licensed or protected materials, including OEM or bundled software.
2.10) Counterfeit and unauthorized goods which includes replicas or imitations of designer goods; items without a celebrity endorsement that would normally require such an association, fake autographs, counterfeit stamps, and other potentially unauthorized goods.
2.11) Drugs and drug paraphernalia which includes illegal drugs and drug accessories, including herbal drugs like salvia and magic mushrooms.
2.12) Drug test circumvention aids which includes drug cleansing shakes, urine test additives, and related items.
2.13) Endangered species which includes plants, animals or other organisms (including product derivatives) in danger of extinction.
2.14) Gaming/gambling which includes lottery tickets, sports bets, memberships/ enrolment in online gambling sites, and related content.
2.15) Government IDs or documents which includes fake IDs, passports, diplomas, and noble titles.
2.16) Hacking and cracking materials which includes manuals, how-to guides, information, or equipment enabling illegal access to software, servers, watomites, or other protected property.
2.17) Illegal goods which includes materials, products, or information promoting illegal goods or enabling illegal acts.
2.18) Miracle cures which includes unsubstantiated cures, remedies or other items marketed as quick health fixes.
2.19) Offensive goods which includes literature, products or other materials that: a) Defame or slander any person or groups of people based on race, ethnicity, national origin, religion, sex, or other factors b) Encourage or incite violent acts c) Promote intolerance or hatred.
2.20) Offensive goods, crime which includes crime scene photos or items, such as personal belongings, associated with criminals.
2.21) Prescription drugs or herbal drugs or any kind of online pharmacies which includes drugs or other products requiring a prescription by a licensed medical practitioner.
2.22) Pyrotechnic devices and hazardous materials which includes fireworks and related goods; toxic, flammable, and radioactive materials and substances.
2.23) Regulated goods which includes air bags; batteries containing mercury; Freon or similar substances/refrigerants, chemical/industrial solvents, government uniforms, car titles or logos, license plates, police badges and law enforcement equipment, lock-picking devices, pesticides; postage meters, recalled items, slot machines, surveillance equipment; goods regulated by government or other agency specifications.
2.24) Securities, which includes stocks, bonds, or related financial products.
2.25) Tobacco and cigarettes which includes cigarettes, cigars, chewing tobacco, and related products.
2.26) Traffic devices which includes radar detectors/ jammers , license plate covers, traffic signal changers, and related products.
2.27) Weapons which includes firearms, ammunition, knives, brass knuckles, gun parts, and other armaments. 28) Wholesale currency which includes discounted currencies or currency exchanges.
2.29) Live animals or hides/skins/teeth, nails and other parts etc of animals.
2.30) Multi Level Marketing collection fees.
2.31) Matrix sites or sites using a matrix scheme approach.
2.32) Work-at-home information.
2.33) Drop-shipped merchandise.
2.34) Any product or service which is not in compliance with all applicable laws and regulations whether federal, state, local or international including the laws of India.
2.35) The Merchant shall not sell, purchase, provide or exchange a cardholder’s name or MasterCard / Visa account number information in any form obtained by reason of a MasterCard/ Visa Card transaction to any third party other than its MasterCard/ Visa acquiring Member-Citrus Pay, or pursuant to a government /statutory or competent body’s request.
2.36) Pyrotechnic devices, combustibles, corrosives and hazardous materials which includes explosives, fireworks and related goods; toxic, flammable, and radioactive materials and substances
2.37) Regulated goods which includes air bags; batteries containing mercury; Freon or similar substances/refrigerants; chemical/industrial solvents; government uniforms; car titles; license plates; police badges and law enforcement equipment; lock-picking devices; pesticides; postage meters; recalled items; slot machines; surveillance equipment; goods regulated by government or other agency specifications
3. SCOPE OF SERVICE:
ABoutkart Retail Services Private Limited is engaged in the business of providing electronic online marketplace / shopping portal for sale and distribution of various products under various categories to the public through its website www.aboutkart.com (“Website”), Aboutkart.com will provide a portal to Merchant through which Merchant will upload, create their catalogue for sale and distribute their products through www. aboutkart.com monitor and update order information received in their panels.
4. ROLES AND RESPONSIBILITY OF MERCHANT:
4.1. Through the portal provided by the Company for the creation on Online Store of Vendor, shall upload the product description, images, disclaimer, delivery time lines, price and such other details for the products to be displayed and offered for sale through the said online store.
4.2. Vendor shall ensure not to upload any description/image/text/graphic that is unlawful, illegal, objectionable, obscene, vulgar, opposed to public policy, prohibited or is in violation of intellectual property rights including but not limited to Trademark and copyright of any third party. Vendor shall ensure to upload the product description and image only for the product which is offered for sale through the Online Store and for which the said Online Store is created.
4.3. Vendor shall provide full, correct, accurate and true description of the product so as to enable the customers to make an informed decision.
4.4. Vendor shall be solely responsible for the quality, quantity, merchantability, guarantee, warranties in respect of the products offered for sale through their online store.All the warranty/guarantee has to be mentioned in the product description or product specifications.
4.5. At all times have access to the Internet and its email account to check the status of approved orders,
4.6. On receipt of the approved order, Vendor shall dispatch / deliver the products within a period not exceeding 48 hours or within the time as specified in the product description on its online store.
4.7. In respect of the orders for Products placed through the Online Store, Vendor shall submit proof of dispatch to the satisfaction of Company within 48 hours of the request made by Company.
4.8. In the event the products are not accepted by the Customer due to any wrong / damaged products dispatched, then the same shall be replaced by the Vendor at no extra cost to the aggrieved customer. Since the Company is a Facilitator, the Vendor hereby authorizes the Company to entertain all claims of return of the Product in the mutual interest of the Vendor as well as the Customer. If the vendor/Merchant cancels an order Aboutkart.com shall still receive the commission and transaction charges.
4.9. Update the Order tracking and order status on a daily basis,
4.10. The Vendor shall not send any of its promotional or any other information with the Products ordered by the customer and also shall ensure that no material or literature is sent which may be detrimental to the business/commercial interests of the Company,
4.11. The Vendor shall dispatch the Products of same description, quality and quantity and price as are described and displayed on the Online Store and for which the Customer has placed the order.
4.12. Vendor shall raise invoice in the name of Customer. Vendor further undertakes and agrees to raise the invoice of an amount equivalent to the amount displayed on the online store to the customer and paid by/charged to the customer.
4.13. The Vendor shall not offer any Products for Sale on the Online Store, which are prohibited for sale, dangerous, against the public policy, banned, unlawful, illegal or prohibited under the Indian laws.
4.14. The Vendor shall ensure that they own all the legal rights in the Products that are offered for sale on the Online Store.
4.15. The Vendor shall pass on the legal title, rights and ownership in the Products sold to the Customer.
4.16. Vendor shall be solely responsible for any dispute that may be raised by the customer relating to the goods, merchandise and services provided by the Vendor.
4.17. The Vendor shall at all time during the pendency of this agreement endeavor to protect and promote the interests of the Company and ensure that third parties rights including intellectual property rights are not infringed.
4.18. The Vendor shall at all times be responsible for compliance of all applicable laws and regulations including but not limited to Intellectual Property Rights, Local Sales Tax,
4.19. The Vendor shall not try to establish contact with the customer directly or indirectly .
4.20. The Vendor shall only send the invoices sent from aboutkart.com with the package.Any other invoice sent will lead to account suspension.
4.21. Non Delivery of Product: If any product is not delivered by Vendor to end-customer then in that case Aboutkart.com will not be liable for the same. However, in case if Aboutkart.com receives any complaint from end customer regarding non delivery of product, then in that case Vendor agrees to provide all the necessary details including proof of delivery, virtual proof of delivery to ABoutkart.com for providing sufficient reason to prove authenticity of delivery of such product.
4.22. Vendor will bear the risk and will be responsible for all loss of and/or damage of products at all times which are sold through website. Further Merchant will bear the risk and will be responsible for all the loss of and/ or damage of Products at all times which are sold through Aboutkart.com
4.23. Vendor shall at all-time shall be responsible for insuring the Products and shall take out adequate insurance policies to cover all kind of risks involved . Further the Vendor shall be responsible for making timely payment of the insurance premiums.
4.23. Vendor By entering into this Agreement and posting a listing for sale, Vendor agrees to complete the transaction as described by this Agreement. Merchant acknowledge that by not fulfilling these obligations, Merchant action or inaction may be legally actionable.
5. Seller Fees and charges
1.Seller agrees to pay all the fees and charges including shipping charges as mentioned here Seller Fees .
2.The seller fees / commission/ transaction are all subject to government taxes and charges and deductions as per the prevailing law .
6.Term and Termination
This Agreement shall be valid and binding on both the parties until it is terminated by either party by giving 30 days’ prior written notice to the other party without assigning any reason whatsoever for such termination.
Aboutkart.com may terminate this Agreement immediately in case of breach of any of the provisions of this Agreement by the Merchant, if the Merchant does not proceed to cure the breach within ten (10) days after receipt of a written Notice of the breach.
7. Warranties, Representations and Undertakings of the Vendor
The Vendor warrants and represents that
7.1. They have the right and full authority to enter into this Agreement with the Company.
7.2. All their obligations under this Agreement are legal, valid and binding obligations enforceable in law.
7.3. There are no proceedings pending, which may have a material adverse effect on their ability to perform and meet their obligations under this Agreement;
7.4. That they are an authorized business establishment and hold all the requisite permissions, authorities, approvals and sanctions to conduct their business and to enter into an arrangement with the Company. They shall at all times ensure compliance with all the requirements applicable to their business and for the purposes of this arrangement including but not limited to Intellectual Property Rights, Sales Tax, Central Sales Tax, Service tax, Standards of Weights & Measures legislation, Sale of Goods Act, Value added tax, Excise and Import duties, etc. They confirm that they have paid and shall continue to discharge all their obligations towards statutory authorities.
7.5. That they have adequate rights under relevant laws including but not limited to various Intellectual Property Legislation(s) to enter into this Agreement with the Company and perform the obligations contained herein and that it has not violated/ infringed any intellectual property rights of any third party 6. That they shall provide the Company with copies of any document required by the Company for the purposes of this performance of its obligations under this arrangement within 24 hours of getting a written notice from the Company.
7.6. That the complete product responsibility and liability shall solely vest with Vendor and that the Vendor shall be solely responsible to the customer for the sale of the Product by Vendor including but not limited to its delivery to the Customer and that Vendor shall not raise any claim on the Company in this regard.
7.7. Vendor agrees and undertakes not to upload any text, images, graphics (for description and display of product on the online store) that is vulgar, obnoxious, inaccurate, false, incorrect, misleading, intimidating, against the public policy.
7.8. Vendor shall pay the Company a service charge as specified by the Company on every transaction it enables and that Vendor shall provide all completed transaction details to the Company for record keeping and reconciliation.
7.9. That Vendor shall draw the invoice / bill directly in the name of the Customer.
7.10. Vendor shall prior to release of any promotion/advertisement material seek prior written approval for the same from the Company, in so far as the same relates to services offered pursuant to the terms of this Agreement.
8. Indemnity
8.1. The Vendor indemnifies and shall hold indemnified the Company, its directors, officers, employees, representatives, agents from and against all losses, damages, claims, suits, legal proceedings and otherwise howsoever arising from or in connection with any claim including but not limited to claim for any infringement of any intellectual property rights or any other rights of any third party or of law, concerning quality, quantity and any claim in relation to the Vendor’s product, the breach of any of the Vendor’s warranties, representations or undertakings or in relation to the non-fulfillment of any of its obligations under this Agreement or arising out of the Vendor infringing any applicable laws, regulations including but not limited to Intellectual Property Rights, Local Sales Tax, Central Sales Tax, Service tax, Value Added tax, The Standards of Weights & Measures legislation, Excise and Import duties, etc . For the purpose of this clause reference to the Company shall also include the Mobile Operators and such other agencies through whom the Company shall make the Online Store available to the Customers.
8.2. The Company agrees to indemnify and to keep indemnified the Vendor in respect of all claims losses and expenses (including the cost of litigation if any) arising out of any breach or default part of the Company to perform its obligations under this Agreement.
8.3. This article shall survive the termination or expiration of this Agreement.
9. Arbitration
9.1. Any dispute arising out of or related to or connected with any provisions under this Agreement shall be referred to the arbitration of a single arbitrator to be appointed jointly by the parties.
9.2. The arbitration shall be conducted in Mumbai in accordance with the Arbitration and Conciliation Act of 1996 or any modification or reenactment for the time being in force.
9.3. The language of arbitration shall be English. The arbitration shall be held at Mumbai, India.
9.4. The award of the arbitrator or arbitrators as the case may be shall be final and binding on the parties.
10. Jurisdiction and Governing law
10.1. The obligations, performance, interpretation and contents shall be governed by Indian law.
10.2. Subject to the provisions of negotiation and arbitration each Party irrevocably and unconditionally submits to the jurisdiction of Courts at Mumbai .
11. Intellectual Property Rights
It is expressly agreed and clarified that, except as specified agreed in this Agreement, each Party shall retain all right, title and interest in their respective trademarks and logos and that nothing contained in this Agreement, nor the use of the trademark / logos on the publicity, advertising, promotional or other material in relation to the Services shall be construed as giving to any Party any right, title or interest of any nature whatsoever to any of the other Party’s trademarks and / or logos.
12. Confidentiality:
Vendor agrees and undertakes to maintain the confidentiality of the information and user/customer data disclosed, generated or made available to Vendor under this Agreement.
The said information shall not be used by the Vendor for any purpose other than for the performance of its obligations under this Agreement. Vendor agrees that the unauthorized disclosure or use of such Information would cause irreparable harm and significant injury, the degree of which may be difficult to ascertain. Accordingly, Vendor agrees that the Company shall have the right to obtain an immediate injunction from any court of competent jurisdiction enjoining breach of this Agreement and/or disclosure of the Confidential Information. Company shall also have the right to pursue any other rights or remedies available at law or equity for such a breach.
13. Limitation of Liability
13.1. The Company on the basis of representation by the Vendor has created the online store of the Vendor on Aboutkart.com to enable Vendor to offer the Vendor’s products for sale through the said Online Store. This representation is the essence of the Contract.
13.2. The Company shall under no circumstances be liable or responsible for any loss, injury or damage to the Vendor, or any other party whomsoever, arising on account of any transaction under this Agreement or as a result of the Products being in any way damaged, defective, in unfit condition, infringing/ violating any laws / regulations /intellectual property rights of any third party. Vendor agrees and acknowledges that
13.3. Vendor shall be solely liable for any claims, damages, allegation arising out of the Products offered for sale through its online store (including but not limited to quality, quantity, price, merchantability, use for a particular purpose, or any other related claim) and shall hold the Company harmless and indemnified against all such claims and damages.
13.4. Further the Company shall not be liable for any claims, damages arising out of any negligence, misconduct or misrepresentation by the Vendor or any of its representatives.
13.5. The Vendor hereby agrees, confirms and acknowledges that the Product is owned by the Vendor and that the Company is merely a facilitator for sale of the Vendor’s Product, hence the Company is not responsible/ liable for the Product, its design, its function and condition manufacturing and selling and financial obligations, warranties, guarantees whatsoever. The Company reserves its right to state appropriate Disclaimers on its website/ online store.
14. Relationship of Parties
Nothing in this Agreement will be construed as creating a relationship of partnership, joint venture, agency or employment between the Parties. The Company shall not be responsible for the acts or omissions of the Vendor, and Vendor shall not represent neither has, any power or authority to speak for, represent, bind or assume any obligation on behalf of the Company.
15. Force Majeure
Neither Party will be liable for any failure to perform any of its obligations hereunder by reason of Force Majeure Event, provided that the affected Party provides the other Party prompt notice of the applicable circumstance and uses commercially reasonable efforts to re-commence performance as promptly as possible; and provided further that if a Party performance is delayed for a period of more than thirty (30) days by reason of any Force Majeure Event, then the other Party may at its option, by written notice to the affected Party, either: (a)
terminate this Agreement; or (b) extend the Term of this Agreement for a number of days equal to the duration of the affected Parties non-performance.
16. Other terms and conditions
In addition to the above the vendor agrees to the below policies and fees schedule: