- This document is an electronic record in terms of Information Technology Act, 2000 and rules there under as applicable and the amended provisions pertaining to electronic records in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical or digital signatures.
- The domain name www.shopbaaz.com (“Website“), including its online services, such as use of software on Website and information, articles , news, blogs and text, graphics, images and information obtained from service providers and any other material contained on the Website (“Materials”) is owned and operated DIGIBIOTIC SERVICES having its registered office at: Omrahaganj, post+p.s+dist, Murshidabad, PIN-742149, West Bengal, India, where such expression shall, unless repugnant to the context thereof, be deemed to include its respective representatives, administrators, employees, directors, officers, agents and their successors and assigns.
- The term ‘You’ & ‘Seller’ shall mean any legal person, seller or entity accessing using this Website to services provided or registered on this Website, who is competent to enter into binding contracts, as per the provisions of the Indian Contract Act, 1872;
- The terms ‘We’, ‘Us’ &‘Our’ shall mean the Website and/or the Company, as the context so requires.
- The terms ‘Party’& ‘Parties’ shall respectively be used to refer to the Seller and the Company individually and collectively, as the context so requires.
- The headings of each section in these Terms are only for the purpose of organizing the various provisions under these Terms in an orderly manner, and shall not be used by either Party to interpret the provisions contained herein in any manner. Further, it is specifically agreed to by the Parties that the headings shall have no legal or contractual value.
- The Seller unequivocally agrees that these Terms and the aforementioned Policy constitute a legally binding agreement between the Seller and the Company, and that the Seller shall be subject to the rules, guidelines, policies, terms, and conditions applicable to any service that is provided by the Website, and that the same shall be deemed to be incorporated into these Terms, and shall be treated as part and parcel of the same. The Seller acknowledges and agrees that no signature or express act is required to make these Terms and the Policy binding on the Seller, and that the Seller’s act of visiting the any part of the Website constitutes the Seller’s full and final acceptance of these Terms and the aforementioned Policy.
- The Company reserves the sole and exclusive right to amend or modify these Terms without any prior permission or intimation to the Seller, and the Seller expressly agrees that any such amendments or modifications shall come into effect immediately. The Seller has a duty to periodically check the terms and stay updated on its requirements. If the Seller continues to use the Website following such a change, the Seller will be deemed to have consented to any and all amendments / modifications made to the Terms. In so far as the Seller complies with these Terms, he/she is granted a personal, non-exclusive, non-transferable, revocable, limited privilege to enter and use the Website.
- OUR SERVICES
SHOPBAAZ is a recent entrant into online ecommerce platform. The website provides platform to all enthusiastic and novice entrepreneurs (referred to as Seller) to reach out to a wider online population. The sellers with core knowledge of their products advertise their merchandise on the platform. SHOPBAAZ takes the responsibility of marketing and popularizing the site through different means as found feasible The Company caters to different business functions through individual websites. SHOPBAAZ is in B2C space and caters to individuals looking for niche and semi-premium products. The website is an online platform that enables you to purchase products listed on the website at the price indicated therein at any time from any location.
Shopbaaz.com is a platform facilitating easy access between end user of the website and sellers selling and merchandising goods on the website; however the platform will ensure the responsibility of the quality lies on the seller and they will conform to the Company terms & conditions for doing business online. Registered Sellers are solely responsible for quality of goods they provide. The Company accepts no responsibility for any legal or financial consequences or implications arising out of use of the Website, including any Online Services, or Materials. The Company disclaims any warranties express or implied connected with use of the Website including its quality, availability or accuracy, which are provided on an “AS IS” basis..
The Seller represents and warrants that he/she is competent and eligible to enter into legally binding agreements and that he/she has the requisite authority to bind himself/herself to these Terms, as determined solely by the provisions of the Indian Contract Act, 1872. The Seller may not use this Website if he/she is not competent to contract under the Indian Contract Act, 1872, or is disqualified from doing so by any other applicable law, rule or regulation currently in force.
These Terms shall continue to form a valid and binding contract between the Parties, and shall continue to be in full force and effect until:
- The Seller continues to access and use the Website; or
- The Transaction between the Parties, if any, concludes to the satisfaction of both Parties;
Whichever is longer? The Parties agree that certain portions of these Terms (“Sections”), such as Sections 13, 14, 16 & 18 shall continue to remain in full force and effect indefinitely, even after the expiry or termination of these Terms as contemplated herein.
- COVENANTS OF SELLER
The Seller hereby covenants with the Company as under:
- The Seller shall not approach and/or offer discounts to customers/buyer received through the Shopbaaz. In case found doing such activities theCompanyhas the right to break this agreement with immediate effect and Seller has no right to claim for any pending dues.
- Not to send any kind of promotion material or any such material, which is, derogatory to and/or adverse to the interests financial or otherwise of the Company, to the customer either along with the services provided or in any manner whatsoever.
- Not to do any act/deal in a thing / products/goods/services which are either banned/prohibited by law or violates any of the intellectual property right of any party in respect of such good/services/product/thing.
- The Seller declares that it has all rights and authorizations in respect of intellectual property rights and is authorized to sale/provide/license such services/goods to the customer. The “Seller” shall provide a copy of its authorization documents, identification proofs and licenses (all or whichever applicable) to the Company at the time of entering into the said agreement.
- The Seller shall not be involved in any crime or pending cases in Indian/International Court.
The Company reserves the right, in its sole discretion, to unilaterally terminate the Seller’s access to the products and services offered on the Website, or any portion thereof, at any time, without notice or cause. The Seller shall continue to be bound by these Terms, and it is expressly agreed to by the Parties that the Seller shall not have the right to terminate these Terms till the expiry of the same, as described in Clause 3 hereinabove.
- FACILITIES TO BE RENDERED BY THE WEBSITE
- To provide a Log-in Id and password to enable registered Seller to create, update, and make any changes in its Profile Page as required.
- To facilitate e-mail communication between Website’s registered Sellers and the registered customer to enable Sellers to make and receive queries.
- Shopbaaz does not make any representations or warranties regarding specifics (such as quality, value, and salability) of the items or services proposed to be sold, offered to be sold or purchased on the Website.
- The Shopbaaz is only a platform that can be utilized by you to reach a larger customer base to sell items or services. Shopbaaz only provides a platform for communication and it is agreed that the contract for sale of any products or services shall be a strictly bipartite contract between Seller and the buyer.
- The Shopbaaz does not at any point of time during a transaction between Seller and a buyer on the Website come into or takes possession of any of the products or services offered by Seller, gain title to or have any rights or claims over the products or services offered by you to the buyer.
- By using this Website, and providing his/her contact information to the Company through the Website, the Seller hereby agrees and consents to receiving calls, auto dialled and/or pre-recorded message calls, e-mails and SMSs from the Company and/or any of its affiliates or partners at any time, subject to the Policy. In the event that the Seller wishes to stop receiving any such marketing or promotional calls / email messages / text messages, the Seller may send an e-mail to the effect to [email@example.com] with the subject [mention Email subject]. The Seller agrees and acknowledges that it may take up to nighteen (90) business days for the Company to give effect to such a request by the Seller.
The Seller expressly agrees that notwithstanding anything contained hereinabove, he/she may be contacted by the Company or any of its affiliates / partners relating to any service availed of by the Seller on the Website or anything pursuant thereto.
It is expressly agreed to by the Parties that any information shared by the Seller with the Company shall be governed by the Policy.
- KYC FULFILMENT
- “KYC” stands for Know Your Customer and refers to the various norms, rules, laws and statutes issued by Reserve Bank of India from time to time.
- In order to use the platform to sell products, Sellers need to have the following:-
- GSTIN Number (GSTIN/TIN number not mandatory for few categories).
- PAN Card of Proprietor as well as of the Business of the Seller.
- Aadhar Card of the Proprietor.
- Brand authorization letter/Trademark Registration Certificate or Acknowledgement.
- Bank Account with Kyc Documents (Address Proof and Cancelled Cheque).
- Website is required to procure personal identification details from the Seller before any Services/Goods can be delivered and at the time of Registration and/ or on a later date, for availing and / or continuation of Website.
- We reserve the right to discontinue Services/ reject applications for registration at anytime if there are discrepancies in information and/or documentation provided by you.
- If the particulars provided by you in the KYC documents do not match with the details mentioned in the KYC enrolment form, then Website has the right to forfeit the balance amount in your wallet.
- Subject to guidelines/notifications issued by RBI from time to time these limitations may be reviewed and modified at the discretion Website without prior intimation you.
- CHARGES & PAYMENT
The Company shall not charge any fee for listing products/items for sale on the website of the Company. It shall be free of cost. Although, as a consideration for providing platform for revenue to the Seller, the Company shall charge from the Seller as follows:
- The Company will charge certain % percentage of commission on the products sold by the Seller through this online website depending upon the categories and sub-categories.
- The Company shall process the payment to the Seller within 7-45 days for the orders sold by the Seller after deducting above mentioned charges through cheque and Bank transfers etc. by Company.
- In case of product exchange or return, the later date will be taken as order fulfillment date.
However, the Company reserves the right to amend this fee policy for any or all goods offered or sold. In such an event, the Seller will be intimated of the same when he/she attempts to access the Website, and the Seller shall have the option of declining to avail of the services offered on the Website. Any such change, if made, shall come into effect immediately upon such change being notified to the Seller, unless specified otherwise.
- TERMS, CONDITIONS AND DUTIES OF THE SELLER
- It is the duty of Seller to provide true/accurate / complete information about its shop/store, locality of shop, and all the details relating thereof.
- It is duty of Seller to ensure that he is an authorized Brand Seller of the product.
- It is the duty of Seller not to force any customer for the purchase of product in the greed of commission.
- The Seller is allowed to do advertisement of the Company’s product at their individual capacity.
- Seller has to have a minimum number of products on the site at any given point of time as decided by the Company from time to time. Seller will have to refresh all products on site within a span of 7 days.
- It is the duty of Seller to check the products on regular basis to avoid delay for shipping, if he fails to do so than he will be held liable for all the injuries/harm/loss suffered by the customer/members.
- It is the duty of Seller to guide the customer according to its specification (if any).
- The Seller will have to choose any one package at the time of their registration. (Package name will be provided by the ShopBaaz) against this Seller will have to pay particular amount of money to the company at that time company will provide them such things e.g. Shipping Bag, Bob Tape etc with the logo of company which is mandatory for the vendor/seller to use. This particular amount they will have to pay as Server Maintenance charge, sms charge, online vendor/seller panel tools, others support and welcome kit.
- Vendor/seller must use company’s invoice and shipping label at the time of shipping products.
- Sellers help in processing and fulfillment of the order and timely shipment of the product, ensuring packaging of goods according to the Company Terms and conditions (if any), refreshing of the products on the website.
- The Seller needs to take care that the consignment/parcel should not contain any letter of communication cash, any of hazardous nature or such things that will infringe the Indian Postal Act 1983 or expressly prohibited by the railway/airport authority or any other transport agency, shall not be accepted.
- Seller shall indemnify and hold the Company, harmless for any loss or damage arising out of Seller’s or Shipper’s failure to comply with any applicable laws or regulations and for breach of the following warranties and representations.
- Seller has to provide at least 2 copies of invoice/declaration to facilitate delivery.
- The Seller shall be solely responsible for the appropriate quality/quantity/ standard/expiry value of the goods provided by him, as agreed by the parties to the Contract. If any commission/ omission on the part of Seller which resulted into destruction or decrease/ diminishes the quality/standard/ value of the services/goods provided by Seller, shall be under legal obligation to compensate the Company for such goods.
- Seller will be responsible for the quality of the product displayed on-site. In situations where product quality is found to be substantially different from the advertised product, Seller will replace the product at no additional cost. Seller promises to replace product for all non-perishable products at no additional cost if buyer decides to have them replaced.
- Seller will take utmost care to ensure that the order/product is couriered / parcelled within 24 hours from order placed. Seller will ensure the product is properly sealed and packaged at par with company Brand Policy. Seller has to ensure the product couriered is 100% in line with product displayed on site. Shared liability towards packaging will be borne by both Seller and Company.
- The Seller owed duty or takes sole responsibility toward third party for any dilemma which is occurred due act/ omission/ fault/ mistake on the part of Seller during the selling the goods as agreed by the parties to the contract. And also, Seller shall indemnify Company from fault.
- The Seller shall not try to directly approach the Customers of the Company. If any act/ omission on the part of Seller which is contrary to agreed terms and condition, the Companyis authorize to terminate the agreement and Seller is under legal obligation to pay compensation to the firm due to act/omission on the part of Seller.
- The Seller shall provide same goods to the Company as agreed by the parties or describe by the Seller at the time of the contract. If any changes/modification occurs, the Company is not under legal obligation to accept such services/products or Company may terminate the contract with the Seller.
- The Seller shall at all times during the pendency of this agreement endeavor to protect and promote the interest of the Companyand ensure that there will be no damage to third party (client/customer) due to act/ omission on the part of the Seller.
- Seller is bound not to cut, copy, distribute, modify, recreate, reverse engineer, distribute, disseminate post, publish or create derivative works from, transfer, or sell any information or software obtained from the Website. Any such use / limited use of the Website will only be allowed with the prior express written permission of the Company. For the removal of doubt, it is clarified that unlimited or wholesale reproduction, copying of the content for commercial or non-commercial purposes and unwarranted modification of data and information contained on the Website is expressly prohibited.
- The Seller has to ensure that the products listed on the website are free of any legal bindings. Any legal complications arising out of above will be borne by the Seller.
- The Seller will be responsible for the quality of the product listed on the website, in situations where the product quality is found to be substantially different from the advertised product; Seller will replace the product at no additional cost.
- Further undertakes not to:
- Abuse, harass, threaten, defame, disillusion, erode, abrogate, demean or otherwise violate the legal rights of any other person or entity;
- Engage in any activity that interferes with or disrupts access to the Website or the goods provided therein (or the servers and networks which are connected to the Website);
- Impersonate any person or entity, or falsely state or otherwise misrepresent his/her affiliation with a person or entity;
- Publish, post, disseminate, any information which is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, paedophilic, libellous, invasive of another’s privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever under any law, rule or regulation currently in force; or unlawfully threatening or unlawfully harassing including but not limited to “indecent representation of women” within the meaning of the Indecent Representation of Women (Prohibition) Act, 1986;
- Post any image/file/data that infringes the copyright, patent or trademark of another person or legal entity;
- Upload or distribute files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of the Website;
- Download any file posted/uploaded by another Seller of the Website that the Seller is aware, or should reasonably be aware, cannot be legally distributed in such a manner;
- Probe, scan or test the vulnerability of the Website or any network connected to the Website, nor breach the security or authentication measures on the Website or any network connected to the Website. The Seller may not reverse look-up, trace or seek to trace any information relating to any other Seller of, or visitor to, the Website, or any other customer of the Website, including any Seller account maintained on the Website not operated/managed by the Seller, or exploit the Website or information made available or offered by or through the Website, in any manner;
- Disrupt or interfere with the security of, or otherwise cause harm to, the Website, systems resources, accounts, passwords, servers or networks connected to or accessible through the Websites or any affiliated or linked websites;
- Collect or store data about other Sellers of the Website.
- Use the Website or any material or content therein for any purpose that is unlawful or prohibited by these Terms, or to solicit the performance of any illegal activity or other activity which infringes the rights of this Website or any other third party(ies);
- Violate any code of conduct or guideline which may be applicable for or to any particular product or service offered on the Website;
- Violate any applicable laws, rules or regulations currently in force within or outside India;
- Violate any portion of these Terms or the Policy, including but not limited to any applicable additional terms of the Website contained herein or elsewhere, whether made by amendment, modification, or otherwise;
- Threaten the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign states, or public order, or cause incitement to the commission of any cognizable offence, or prevent the investigation of any offence, or insult any other nation.
- Publish, post, or disseminate information that is false, inaccurate or misleading;
- Directly or indirectly offer, attempt to offer, trade, or attempt to trade, any item the dealing of which is prohibited or restricted in any manner under the provisions of any applicable law, rule, regulation or guideline for the time being in force.
- Commit any act that causes the Company to lose (in whole or in part) the services of its internet service provider (“ISP“) or in any manner disrupts the services of any other supplier/service provider of the Company/Website;
- Engage in advertising to, or solicitation of, other Sellers of the Website to buy or sell any products or services not currently displayed on the Website. The Seller may not transmit any chain letters or unsolicited commercial or junk email/messages to other Sellers via the Website. It shall be a violation of these Terms to use any information obtained from the Website in order to harass, abuse, or harm another person, or in order to contact, advertise to, solicit, or sell to another Seller of the Website without the express prior written consent of the Company.
The Seller hereby expressly authorises the Company/Website to disclose any and all information relating to the Seller in the possession of the Company/Website to law enforcement or other government officials, as the Company may in its sole discretion, believe necessary or appropriate in connection with the investigation and/or resolution of possible crimes, especially those involve personal injury and theft / infringement of intellectual property. The Seller further understands that the Company/Website might be directed to disclose any information (including the identity of persons providing information or materials on the Website) as necessary to satisfy any judicial order, law, regulation or valid governmental request.
The Seller expressly agrees and acknowledges that the Company/Website has no obligation to monitor the materials posted on the Website, but that it has the right to remove or edit any content that in its sole discretion violates, or is alleged to violate, any applicable law or either the spirit or letter of these Terms. Notwithstanding this right, the Seller remains solely responsible for the content of the materials posted on the Website by him/her. In no event shall the Company/Website assume or be deemed to have any responsibility or liability for any content posted, or for any claims, damages or losses resulting from use of any such content and/or the appearance of any content on the Website. The Seller hereby represents and warrants that he/she has all necessary rights in and to all content provided as well as all information contained therein, and that such content does not infringe any proprietary or other rights of any third party (ies), nor does it contain any libellous, tortuous, or otherwise unlawful or offensive material, and the Seller hereby accepts full responsibility for any consequences that may arise due to the publishing of any such material on the Website.
- TERMS, CONDITIONS AND DUTIES OF COMPANY
- The Company shall list item(s), products or goods for sale on the Website in accordance with the policies.
- The Company shall be legally authorized to sell the item(s) listed for sale on Website and have all the necessary licenses and permits required for such sale.
- Duty of Company not to mislead the description of the item and describe actual condition of the product.
- The Company will not be responsible for any business loss (including loss of profits, revenue, contracts, anticipated savings, data, goodwill or wasted expenditure) or any other indirect or consequential loss that is not reasonably foreseeable to both customer and the Seller that is commenced using the website.
- The Company will not be held responsible for any delay or failure to comply with the obligations under these conditions if the delay or failure arises from any cause which is beyond reasonable control of the Company.
- The Company will do utmost to ensure that availability of the website will be uninterrupted and that the transmissions will be error-free. However, due to the nature of the internet, this cannot be guaranteed. Also, customer’s access to the website may also be occasionally suspended or restricted due to repairs, maintenance, or the introduction of new facilities or services at any time without prior notice.
- The Company reserves the right to reject or take down any product from the website which it may necessary.
- The Company will offer discounts on the products displayed from time to time.
Seller in such cases will be taken into confidence and are expected to adhere to discounting guidelines.
- SUSPENSION OF SELLER ACCESS AND ACTIVITY
Notwithstanding other legal remedies that may be available to it, the Company may in its sole discretion limit the Seller’s access and/ or activity by immediately removing the Seller’s access credentials either temporarily or indefinitely, or suspend / terminate the Seller’s membership, and/or refuse to provide Seller with access to the Website, without being required to provide the Seller with notice or cause:
- If the Seller is in breach any of these Terms or the Policy;
- If the Seller has provided wrong, inaccurate, incomplete or incorrect information;
- If the Seller’s actions may cause any harm, damage or loss to the other Sellers or to the Website/Company, at the sole discretion of the Company.
- If Seller’ action copying or duplicating in any manner any of content or other information available from the Website.
- INDEMNITY AND LIMITATIONS
The Seller hereby expressly agrees to defend, indemnify and hold harmless the Website and the Company, its directors, affiliate Sellers, employees, officers, agents and their successors and assigns and against any and all claims, liabilities, damages, losses, costs and expenses, including attorney’s fees, caused by or arising out of claims based upon the Seller’s actions or inactions, including but not limited to any warranties, representations or undertakings, or in relation to the non-fulfilment of any of the Seller’s obligations under this Agreement, or arising out of the Seller’s infringement of any applicable laws, rules and regulations, including but not limited to infringement of intellectual property rights, payment of statutory dues and taxes, claims of libel, defamation, violation of rights of privacy or publicity, loss of service by other subscribers, or the infringement of any other rights of a third party.
In no event shall the Company/Website be liable to compensate the Seller or any third party for any special, incidental, indirect, consequential or punitive damages whatsoever, including those resulting from loss of use, data or profits, whether or not foreseeable, and whether or not the Company/Website had been advised of the possibility of such damages, or based on any theory of liability, including breach of contract or warranty, negligence or other tortuous action, or any other claim arising out of or in connection with the Seller’s use of or access to the Website and/or the products, services or materials contained therein.
The limitations and exclusions in this section apply to the maximum extent permitted by applicable law, and the Parties expressly agree that in the event of any statute, rule, regulation or amendment coming into force that would result in the Company/Website incurring any form of liability whatsoever, these Terms and the Policy will stand terminated one (1) day before the coming into effect of such statute, rule, regulation or amendment. It is further agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy.
- INTELLECTUAL PROPERTY RIGHTS
Unless expressly agreed to in writing, nothing contained herein shall give the Seller a right to use any of the Website’s trade names, trademarks, service marks, logos, domain names, information, questions, answers, solutions, reports, images, and other distinctive brand features, save according to the provisions of these Terms. All logos, trademarks, brand names, service marks, domain names, including material, designs, and graphics created by and developed by the Website and other distinctive brand features of the Website are the property of the Company. Furthermore, with respect to the Website created by the Company, the Company shall be the exclusive owner of all the designs, graphics and the like, related to the Website.
The Seller may not use any of the intellectual property displayed on the Website in any manner that is likely to cause confusion among existing or prospective Sellers of the Website, or that in any manner disparages or discredits the Company/Website, to be determined in the sole discretion of the Company.
The Seller is aware that the products displayed on the Website are the artistic creations of their respective owners, and that all intellectual property, including but not limited to copyrights, relating to said products resides with the said owners, and that at no point does any such intellectual property stand transferred from the aforementioned creators to the Website/Company, or to the Seller. The Seller is aware that the Company merely provides a platform through which the aforementioned products are listed for sale to the Sellers of the Website, and the neither the Company nor the Website owns any of the intellectual property relating to the products displayed on the Website.
The Seller is further aware that any reproduction or infringement of the intellectual property of the aforementioned owners by the Seller will result in legal action being initiated against the Seller by the respective owners of the intellectual property so reproduced / infringed upon. It is agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy.
- DISLAIMER OF WARRANTIES AND LIABILITIES
- Except as otherwise expressly stated on the Website, all products/services offered on the Website are offered on an “as is” basis without any warranty whatsoever, either express or implied.
- The Company/Website makes no representations, express or implied, including without limitation implied warranties of merchantability and fitness of a product for a particular purpose.
- The Website and the Company accepts no liability for any errors or omissions, whether on behalf of itself or third parties, or for any damage caused to the Customer, resulting from the use or misuse of any product purchased by the Seller from the Website.
- The Company/Website does not guarantee that the functions and services contained in the Website will be uninterrupted or error-free, or that the Website or its server will be free of viruses or other harmful components, and the Seller hereby expressly accepts any and all associated risks involved with the Seller’s use of the Website.
- It is further agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy.
Any comments, ideas, suggestions, initiation, or any other content contributed by the Seller to the Company or this Website will be deemed to include a royalty-free, perpetual, irrevocable, nonexclusive right and license for the Company to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works, display worldwide, or act on such content, without additional approval or consideration, in any media, or technology now known or later developed, for the full term of any rights that may exist in such content, and the Seller hereby waives any claim to the contrary. The Seller hereby represents and warrants that he/she owns or otherwise controls all of the rights to the content contributed to the Website, and that use of such content by the Company/Website does not infringe upon or violate the rights of any third party. In the event of any action initiated against the Company/Website by any such affected third party, the Seller hereby expressly agrees to indemnify and hold harmless the Company/Website, for its use of any such information provided to it by the Seller. The Company reserves its right to defend itself in any such legal disputes that may arise, and recover the costs incurred in such proceedings from the Seller.
The Company grants Seller a limited, non-transferable, non-exclusive, non-sub licensable, non-assignable and personal license to use “Powered by Shopbaaz” name and/or logo on Seller’s invoice for transactions concluded on the Website. Further, Shopbaaz grants Seller a limited, non-transferable, non-exclusive, non-sub-licensable, non-assignable and personal license to use “Shopbaaz” name and/or logo on packing material used by Seller for delivery of Products sold on the Website.
- DISPUTE RESOLUTION AND JURISDICTION
It is expressly agreed to by the Parties hereto that the formation, interpretation and performance of these Terms and any disputes/claim/refund/compensation arising here from will be resolved through a two-step Alternate Dispute Resolution (“ADR”) mechanism. It is further agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy.
- Mediation: In case of any dispute/claim/refund/compensation between the parties, the Parties will attempt to resolve the same amicably amongst themselves, to the mutual satisfaction of both Parties. In the event that the Parties are unable to reach such an amicable solution within thirty (30) days of one Party communicating the existence of a dispute to the other Party, the dispute will be resolved by arbitration, as detailed herein below;
- Arbitration. In the event that the Parties are unable to amicably resolve a dispute by mediation, said dispute will be referred to arbitration under Arbitration and Conciliation Act, 1996 by a sole arbitrator to be appointed by the Company, and the award passed by such sole arbitrator will be valid and binding on both Parties. The Parties shall bear their own costs for the proceedings, although the sole arbitrator may, in his/her sole discretion, direct either Party to bear the entire cost of the proceedings. The seat of Arbitration shall be in the state of West Bengal, India.
The Parties expressly agree that the Terms, Policy and any other agreements entered into between the Parties are governed by the laws, rules and regulations of India, and that the Courts at West Bengal shall have exclusive jurisdiction over any disputes arising between the Parties.
Any or all kind of communication relating to any dispute or grievance experienced by the Seller may be communicated to the Company by the Seller reducing the same to writing, and sending the same to the registered office of the Company by Registered Post Acknowledgement Due / Speed Post Acknowledgement Due (RPAD / SPAD).
- MISCELLANEOUS PROVISIONS
- Entire Agreement: These Terms, read with the Policy form the complete and final contract between the Seller and the Company with respect to the subject matter hereof and supersedes all other communications, representations and agreements (whether oral, written or otherwise) relating thereto;
- Waiver: The failure of either Party at any time to require performance of any provision of these Terms shall in no manner affect such Party’s right at a later time to enforce the same. No waiver by either Party of any breach of these Terms, whether by conduct or otherwise, in any one or more instances, shall be deemed to be or construed as a further or continuing waiver of any such breach, or a waiver of any other breach of these Terms.
- Severability: If any provision/clause of these Terms is held to be invalid, illegal or unenforceable by any court or authority of competent jurisdiction, the validity, legality and enforceability of the remaining provisions/clauses of these Terms shall in no way be affected or impaired thereby, and each such provision/clause of these Terms shall be valid and enforceable to the fullest extent permitted by law. In such case, these Terms shall be reformed to the minimum extent necessary to correct any invalidity, illegality or unenforceability, while preserving to the maximum extent the original rights, intentions and commercial expectations of the Parties hereto, as expressed herein.