Seller Rules & Policy
VENDOR AGREEMENT FOR PROVISION OF E-COMMERCE SERVICES
This seller agreement is an electronic record and does not require any physical, electronic or digital signature. This agreement is a legally binding document between you and www.ThankOye.com By Sambak Technologies Private Limited.
The terms of this agreement will be effective upon your acceptance of the same and will govern the relationship between you and www.ThankOye.com including with respect to the listing, advertising, exhibiting, making available, marketing, sale and/or delivery of any products through the website.
Here you (refer for vendor) and Firm (www.ThankOye.com By Sambak Technologies Private Limited)
The Registered Firm (under the company act 2013) having his/her/its address/registered office B- 2 Puja Abhisek Building , Tihal Road Valsad , Gujarat : 396001 and Operational Office at at 703 / C Santa , Mahesh Apt , Andheri West , Mumbai , Maharastra : 400058 the
CIN : U52609GJ2017PTC097379 (refer as www.ThankOye.com By Sambak Technologies Private Limited ) duly authorized to enter in to present agreement as the First Part.
Duly authorized by partners of the firm to enter in to present agreement (hereinafter referred to as “the Firm”) of Second Part the parties above referred are individually known as “the party”/ “the Vendor” / “the Firm” as the case may be and collectively referred to as “the parties”;
AND WHEREAS the Firm is owner of E-Commerce Website by the name of www.ThankOye.com wherein various products of different nature are marketed and sold using electronic medium more particularly through them e-commerce domain.
AND WHEREAS the parties hereto have after mutual discussions have come to an agreement that the products of the Vendor will be marketed by www.thankoye.com on their ecommerce store;
AND WHEREAS parties have agreed to reduce their terms in writing.
NOW THIS AGREEMENT WITNESSES AS UNDER
1. Marketing Tools/Support, Products, Availability of products etc :
1.1 The Vendor will keep informed at all times the Firm about the availability of the products in its inventory along with detailed specifications like size, colour, texture etc. etc. as may be required of the product. Order once placed on the Firm by the customer shall have to be honoured by the Vendor at all costs.
2. Fee/Commissions etc :
2.1 The firm as such shall not charge any fee for providing webspace/display on website however for all such sales that are made/generated using the website www.ThankOye.com a commission shall be paid by the Vendor to the Firm. The details of commissions to be paid product category wise is specified is given on https://sellerhub.thankoye.com . The schedule can be amended to modify any rate of commission in respect of any product or category. Any amendment to such schedule will be express. The said schedule is to be treated as part and parcel of the agreement.
2.2 It is expressly agreed by the parties hereto that the Firm shall debit the amount of commission from the remittance to Vendor at the time of forwarding the order received from the end customer.
3. Order, Handling, Delivery etc :
3.1 Orders for the product shall be received using the website www.ThankOye.com and shall be forwarded to the Vendor by the Firm via email/Telephone/Fax/Courier.
3.2 The Vendor shall upon receipt of the order from the Firm immediately arrange to deliver the products to the designated address as early as possible but in any case the dispatch shall be made within 2 to 4 (Two - Four) days of the receipt of the Order. In case the Vendor fails to dispatch the order shall be considered as breach of the agreement and be one of the cause for termination of agreement. The Vendor shall provide to the Firm the consignment number, details of courier/shipment agency immediately followed by proof of delivery.
3.3 The Vendor have to use shipping service provided by www.ThankOye.com to deliver products to customer at the given address , The Vendor itself can ship the product by other means or shipping service only if the shipping service of www.ThankOye.com is not available to the Vendors given address (PinCode/City/State). The Vendor will be charged Shipping Fees as per the shipping rates provided by the firm. To check the shipping rates or fees (https://sellerhub.thankoye.com ),The schedule can be amended to modify any rate or fees of the Shipping Service. Any amendment to such schedule will be express. The said schedule is to be treated as part and parcel of the agreement.
3.4 The Vendor shall ensure that the products dispatched are of the specifications ordered and there is no variation whatsoever. The necessary guarantee/warranty shall be provided by the Vendor to the customer.
3.5 The Vendor agrees to replace or refund the amount of the defective products supplied to the customer at its own cost and shall not hold the Firm( www.ThankOye.com By Sambak Technologies Private Limited responsible in any manner whatsoever.)
3.6 The Firm may, at its discretion arrange to lift the defective products from the customer however the Vendor will still be liable to replace the defective product. Any charges incurred by the Firm for lifting and forwarding such defective goods shall be on account of the Vendor. The Vendor shall make good such charges to the Firm upon receipt of invoice/debit note. No request for any adjustment from future payables to the Vendor from Firm will be made however, the Firm is at its liberty to deduct such amount from future payables of fresh Orders. Such deductions shall not be treated as practice and/or precedent. For avoidance of doubts it is clarified that defective would mean and include but is not limited to wrong product, damaged product, mis sized product and any other shortcoming which the customer may point out. The Vendor hereby authorizes the Firm to entertain all claims of return of the Product in the mutual interest of the Vendor as well as the Customer.
4. Covenants of Vendor:
The Vendor hereby covenants with the Firm as under :
4.1 To deliver the product of the Ordered specifications/description only including quantity and quality prescribed in the Order and there should be no instance of wrong item being delivered and/or quality issue and/or issue of Non delivery. Further, the Vendor shall maintain adequate stock/inventory of the items at all times. In case the Vendor is running out of supplies or is likely not to fulfill the Order received by the Firm, it shall intimate to the Firm at least 12 hours in advance so that notice of OUT OF STOCK for the product can be placed on the website.
4.2 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 Firm, to the customer either along with the products supplied or in any manner whatsoever.
4.3 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 product.
4.4 The Vendor declares that it has all rights and authorisations in respect of intellectual property rights of third parties and is authorised to sale/provide/licence such products to the customer. The copy of such authorization shall be provided on demand without failure and/or protest.
4.5 The Vendor agrees to indemnify and keep indemnified the Firm from all claims/losses (including advocate fee for defending/prosecuting any case) that may arise against the Firm due to acts/omission on the part of the Vendor
4.6 To provide to the Firm, for the purpose of the creation/display on website of Firm, the product description, images, disclaimer, delivery time lines, price and such other details for the products to be displayed and offered for sale.
4.7 To ensure and not to provide any description/image/text/graphic which is unlawful, illegal, intimidating, obnoxious, objectionable, obscene, vulgar, opposed to public policy, prohibited by law or morality or is in violation of intellectual property rights including but not limited to Trademark and copyright of any third party or of inaccurate, false, incorrect, misleading description or is surrogatory in nature. Further it will forward the product description and image only for the product which is offered for sale through the website of the Firm. The Vendor agrees that in case there is violation of this covenant, it shall do and cause to be done all such acts as are necessary to prevent disrepute being caused to the Firm
4.8 To provide full, correct, accurate and true description of the product so as to enable the customers to make an informed decision. The Vendor agrees not to provide any such description/information regarding the product which amounts to misrepresentation to the customer.
4.9 To be solely responsible for the quality, quantity, merchantability, guarantee, warranties in respect of the products offered for sale through portal of the Firm.
4.10 At all times have access to the Internet and its email account to check the status of approved orders and will ensure prompt deliveries within the time frame mentioned herein before in the agreement.
4.11 Provide information about the Order Status including Airway Bill Number on a daily basis.
4.12 To raise an invoice as well as receipt of payment in the name of Customer for an amount equivalent to the amount displayed as MRP on the online store to the customer and paid by/charged to the customer.
4.13 Not to 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 To provide satisfactory proof about the ownership/licences of all the legal rights in the Products that are offered for sale on the Online Store as and when demanded by the Firm.
4.15 To pass on the legal title, rights and ownership in the Products sold to the Customer.
4.16 To be solely responsible for any dispute that may be raised by the customer relating to the goods, merchandise and services provided by the Vendor. No claim of whatsoever nature will be raised on the Firm.
4.17 The Vendor shall at all time during the pendency of this agreement endeavor to protect and promote the interests of the Firm 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, Central Sales Tax, Service tax, Value added tax, Standards of Weights & Measures legislation, Sale of Goods Act, Excise and Import duties, Drugs and Cosmetics Act, Drugs and Remedial Magic Act, Code of Advertising Ethics, etc.
4.19 To provide to the Firm copies of any document required by the Firm for the purposes of performance of its obligations under this agreement within 48 hours of getting a written notice from the Firm.
4.20 To seek advance written approval from the Firm, prior to release of any promotion/advertisement material, in so far as the same relates to services offered pursuant to the terms of this Agreement.
5. Warranties, Representations and Undertakings of the Vendor:
The Vendor warrants and represents that
5.1 The signatory to the present agreement is having the right and full authority to enter into this Agreement with the Firm and the agreement so executed is binding in nature.
5.2 All obligations narrated under this Agreement are legal, valid, binding and enforceable in law against Vendor.
5.3 There are no proceedings pending against the Vendor, which may have a material adverse effect on its ability to perform and meet the obligations under this Agreement;
5.4 That it is an authorized business establishment and hold all the requisite permissions, authorities, approvals and sanctions to conduct its business and to enter into present agreement with the Firm.
5.5 It shall, at all times ensure compliance with all the requirements applicable to its business and for the purposes of this agreement 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. It further declares and confirm that it has paid and shall continue to discharge all its obligations towards statutory authorities.
5.6 That it has adequate rights under relevant laws including but not limited to various Intellectual Property Legislation(s) to enter into this Agreement with the Firm and perform the obligations contained herein and that it has not violated/ infringed any intellectual property rights of any third party.
5.7 It shall maintain details of all transaction and mark as complete / incomplete as the case may be and shall provide the same to the Firm upon demand.
6. Rights of Firm:
6.1 Vendor agrees and acknowledges that the Firm, 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 without any prior intimation to Vendor in the event the said text, image, graphic is found to be in violation of law, breach of any of the terms of this Agreement, terms and conditions of www.ThankOye.com Shopping Website. In such an event, the Firm reserve the right to forthwith remove/close the online store of the Vendor without any prior intimation or liability to the Vendor.
6.3 At any time if the Firm believes that the services are being utilized by the Vendor or its Customer in contravention of the terms and provisions of this Agreement, Terms and conditions of use of www.ThankOye.com Shopping, the Firm shall have
the right either at its sole discretion or upon the receipt of a request from the legal / statutory authorities or a court order to discontinue/terminate the said service(s) to Customer or the End user as the case may be, forthwith remove/block/close the online store of the Vendor and furnish such details about the Vendor and/or its customers upon a request received from the Legal/ Statutory Authorities or under a Court order.
7.1 The Vendor indemnifies and shall hold indemnified the Firm, its partners, 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 Firm shall also include the Mobile Operators and such other agencies through whom the Firm shall make the Online Store available to the Customers.