seller or vendor terms and conditions

Vendor / Seller’s Terms and Conditions

The Vendor / Seller appoints the Service Provider and the Service Provider accepts such appointments to make available the Service Provider Business to the Merchant for the Products and in accordance with the terms of this Agreement and as further agreed in commercial understanding electronic document or any other similar or analogous electronic or other document (“Commercial Terms”) and in accordance with various Platform rules and policies including privacy policy (“Platform Policies”). The Commercial Terms and Platform Policies are deemed to have been incorporated in this Agreement by way of reference.
The Service Provider as the proprietor and owner of the Platform and Platform Services and rights holder of the Brand Name may at its sole discretion carry out advertising and marketing activities in relation to promotion of the Platform, Platform Services and Brand Name in any manner and to any extent as may be deemed fit by the Service Provider and for such purposes may engage in certain sales promotion activities to increase the sales of Products on the Platform.
The End Customer Database shall be proprietary to the Service Provider. The Service Provider shall alone retain all rights including all Intellectual Property Rights in the End Customer Database and unless specifically agreed to in writing by the Service Provider, no rights in or to the End Customer Database are deemed to have been granted to the Vendor / Seller.
The Service Provider as such shall not charge any fee for providing web space/display on the website, however for all such sales that are made/generated using the website www.sparepartwale.com, a commission shall be paid by the Vendor / Seller to the Service Provider. The details of commissions to be paid product category wise specified in Schedule A to this agreement. The schedule can be amended by the Service Provider at any time at its sole discretion in respect of any product. Any amendment to such a schedule will be expressed and implemented by the Service Provider during the term of this Agreement without giving any reason whatsoever to the Vendor / Seller. The said schedule is to be treated as part and parcel of this Agreement.
The Service Provider shall have the right to receive the Services Fees from the amounts due to the Merchant under Payments Facilitation Services. To the extent the Service Provider is unable to receive the Service Fees from the Payment Facilitation Services as aforesaid; the Merchant shall make all payments within Fifteen (15) business days of receipt of the relevant invoice from the Service Provider.
Orders for the product shall be received using the website www.sparepartwale.com and shall be forwarded to the Vendor / Seller by the Service Provider via electronic medium/ email/Telephone/Fax/Courier.
The Vendor / Seller shall, upon receipt of the order from the Service Provider, immediately arrange to deliver the products to the designated address as early as possible but in any case, the dispatch shall be made within 3 Day of the receipt of the Order. In case the Vendor / Seller fails to dispatch the product within the aforesaid time, the Vendor / Seller will get notification for the same to fulfil the order and any failure to do so then the Service Provider might charge for loss of customer and goodwill at its sole discretion 10% of the total order value or any other value it deem fit to the Service Provider.
The Vendor / Seller has to return the amount received back to the Service Provider forthwith. No delay in returning the amount is permissible and any delay caused shall be considered as a breach of the agreement and be one of the causes for termination of the agreement. The Vendor / Seller shall provide to the Service Provider the consignment number, and details of the courier/shipment agency immediately followed by proof of delivery.
It is agreed between the Parties that in the event of the Service Provider or the End Customer, finding or noticing any shortfall or particular delivery is under quality or not as per quality parameter, the Service Provider shall have an unfettered right to reject such supplied Product and the Vendor / Seller shall be under obligation to replace the same quantity and arrange for transportation of such replaced Product at the End Customer, without any extra cost to the End Customer. It is agreed by the Vendor / Seller that the rejected Product shall be exchanged within a period of 15(Fifteen) days from the End Customer’s place after notice of rejection by the Service Provider to the Vendor / Seller.
To fulfil the product according to the Ordered specifications/description only including quantity and quality prescribed in the Order and there should be no instance of a wrong item being delivered and/or quality issue and/or issue of delivery. Further, the Vendor / Seller shall maintain adequate stock/inventory of the items at all times. In case the Vendor / Seller is running out of supplies or is likely not to fulfil the Order received by the Service Provider, it shall be updated in software to the Service Provider at least 24 hours in advance so that notice of OUT OF STOCK for the product can be placed on the website.
The Vendor / Seller agrees and acknowledges that the Service Provider, at all times during the continuance of this Agreement, shall have the right to remove/block/delete any text, graphic, image(s) uploaded on the online store by the Vendor / Seller without any prior intimation to Vendor / Seller in the event the said text, image, graphic is found to violate law, breach of any of the terms of this Agreement, terms and conditions of sparepartwale.com Shopping Website. In such an event, the Service Provider reserves the right to forthwith remove/close the online store of the Vendor / Seller without any prior intimation or liability to the Vendor / Seller.
The Service Provider based on representation by the Vendor / Seller is marketing the products of the Vendor / Seller on the shopping portal www.sparepartwale.com to enable Vendor / Seller to offer its products for sale through the said online shopping portal. This representation is the essence of the Contract. It is expressly agreed by the Vendor / Seller that the Service Provider shall under no circumstances be liable or responsible for any loss, injury, or damage to the Vendor / Seller, customer 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.
The Either Parties shall have the right to terminate the Agreement by giving 15 (Fifteen) days’ advance notice in writing and without assigning any reason, whatsoever. However, in the event of any breach of this Agreement, committed by the Vendor / Seller.
The Service Provider shall be released from all further obligations under this Agreement.
The Service Provider shall not be liable for any loss or damages (direct, indirect or inconsequential) incurred by the Vendor / Seller by virtue of termination of this agreement.
Neither the Service Provider nor the Vendor / Seller shall be considered in breach of this Contract to the extent that performance of their respective obligations is prevented by an Event of Force Majeure that arises after the Effective Date.
The Parties shall be entitled to amend and/or modify this Agreement and/or remove any ambiguity and/or rectify any typographical error by reducing such modification and/or amendment and/or rectification in writing and signed by the Parties by adding a separate annexure such agreement.
This Agreement shall be governed by the laws of Republic of India. The Courts at Ahmedabad, Gujarat, India shall have the exclusive jurisdiction to adjudicate any and all disputes arising out of or concerning this Agreement.
The essence of this Agreement shall be timely delivery of the best quality Product, as envisaged under this Agreement, to the satisfaction of the Service Provider, by the Vendor / Seller
The Vendor / Seller shall, at its own cost and efforts, be responsible to respond, cure, remedy and take action on any Court Case and/or Legal Notice and/or Notice from any third party and/or Government and/or Statutory Authority and/or Local Body, which relates to Vendor / Seller’s business and/or employee/staff/Vendor / Sellers etc. and and/or relates to and/or pertains to Quality and/or other issues of the Product. It is reiterated that the Vendor / Seller alone shall be solely responsible for any Court case including consumer case and/or Legal Notice and/or claim filed/sent by any person and/or statutory/government authority(ies), alleging any issue on the quality, quantity and/or process and/or effects of the Product.
It is specifically agreed by the Vendor / Seller that, the Service Provider shall always have the right to engage such other agency and/or person for the performance of obligations, as agreed to in this Agreement, which may be in addition to the Vendor / Seller or replacement of the Vendor / Seller. The Vendor / Seller specifically agrees that it shall never raise any objection to such an appointment of any other agency and shall cooperate for a smooth transition.

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the date first above written.

For the Service Provider

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Director

For the Vendor / Seller

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Authorized Signatory

Signed in the presence of following Witnesses:

1. Shri_______________________

2. Shri_______________________

Schedule A

Details of product category wise Commission/ Platform Fees Charged to Buyers *

Sr No. Category of Products Commission in % terms

Manufacturers for Bulk Orders.* 05%
Retail / to Individual Customers 15%
For Refurbished / 2nd hand Products 25%