Terms and Conditions

This Agreement was last modified on 18 February 2016.

SELLER AGREEMENT

THIS AGREEMENT (THE “AGREEMENT”) IS AN ELECTRONIC DOCUMENT IN TERMS OF THE INFORMATION TECHNOLOGY ACT, 2000 AND RULES MADE THERE UNDER AND THE AMENDED PROVISIONS PERTAINING TO

ELECTRONIC DOCUMENTS / RECORDS IN VARIOUS STATUTES AS AMENDED BY THE INFORMATION TECHNOLOGY ACT, 2000. THIS AGREEMENT DOES NOT REQUIRE ANY PHYSICAL, ELECTRONIC OR DIGITAL SIGNATURE.

THE AGREEMENT IS A LEGALLY BINDING DOCUMENT BETWEEN YOU AND SANKET SYSTEMS (BOTH TERMS DEFINED BELOW). THE TERMS OF THIS AGREEMENT WILL BE EFFECTIVE UPON YOUR ACCEPTANCE OF THE SAME AND WILL GOVERN THE RELATIONSHIP BETWEEN YOU AND SANKET SYSTEMS, INCLUDING WITH RESPECT TO THE LISTING, MARKETING, SALE AND DELIVERY OF ANY PRODUCTS THROUGH THE WEBSITE (www.hungamaprice.com). IF ANY TERMS OF THIS AGREEMENT CONFLICT WITH ANY OTHER DOCUMENT/ELECTRONIC RECORD, THE TERMS AND CONDITIONS OF THIS AGREEMENT SHALL PREVAIL, UNTIL FURTHER CHANGE / MODIFICATIONS ARE NOTIFIED BY SANKET SYSTEMS.

For the purpose of this Agreement, the individual or any legal entity (company, sole-proprietorship, partnership, HUF etc.) representing itself through its duly appointed authorized signatory only, who has completed SANKET SYSTEMS’s Seller Registration Form as required by SANKET SYSTEMS  (hereinafter, referred to as the “Seller” / “You”, which expression shall, unless it be repugnant to the context or meaning thereof, be deemed to mean and include Your heirs / subsidiaries, affiliates, successors and permitted assigns) shall constitute the FIRST PART;

AND

SANKET SYSTEMS, a company incorporated under the provisions of the Companies Act, 1956 and having its corporate office at UL-53, Apollo Enclave, Nr. Modhera Circle, Highway. Mahesana – 384002 (Gujarat), hereinafter referred to as “HUNGAMAPRICE” (which expression shall, unless repugnant to the context or meaning thereof, be deemed to mean and include its successors in interest and assigns) of the SECOND PART.

Seller/You and SANKET SYSTEMS can be referred to as the “Party” individually and as the “Parties” collectively, as the context may require.

Whereas

HUNGAMAPRICE provides an online marketplace for sellers (“Sellers”) and buyers (“Buyers”) to buy & sell products & services. Users of the platform/buyers can place orders on various listed sellers to fulfill the same. HUNGAMAPRICE’s role is limited to managing the website hungamaprice.com and offering other incidental services to enable transaction between the sellers and Buyers.

HUNGAMAPRICE and seller may be referred to as ‘Party’ individually and as ‘Parties’ collectively. Seller is desirous of selling its products through Hungamaprice.com, HUNGAMAPRICE’s mobile website or mobile app (collective referred to as “Hungamaprice.com” or “website”).

Subject to the provisions of this Agreement, and in consideration of the obligations undertaken by the seller as set forth in this Agreement, and relying on the representations and warranties of the seller, HUNGAMAPRICE is desirous of offering its marketplace services to the seller, enabling the seller to sell its products through Hungamaprice.com, under the terms and conditions mentioned herein:

 

 

  1. HUNGAMAPRICE RESERVATION OF RIGHTS
    • Seller shall accurately describe the Product for sale. Seller shall provide and/or upload the content and images of the products for which they are authorized to sell. HUNGAMAPRICE retains the right to determine the content, appearance, design, functionality and all other aspects of the website and to delay or suspend listing of, or to refuse to list, or to de-list, or to require seller not to list, any or all products on the website

 

  • HUNGAMAPRICE shall receive orders for the products displayed on behalf of the seller only in the capacity of the entity that provides an access to the website, marketing and distribution channel to the seller
  • With the sole intent of facilitating the transactions on com, HUNGAMAPRICE shall do payments processing, collection of receivables (through third party or through assignment of such receivables to Banks), refunds and adjustments and remittance of the sales proceeds to the seller’s Bank Account after deducting commission and other charges.
  • HUNGAMAPRICE shall capture the buyer/order details placed on the sellers and share the details of same with the seller for the supply of the products. The seller shall acknowledge receipt of the same. On receipt of the order, seller will make the products ready for dispatch. The seller shall issue Invoices to the buyers and deliver the products in accordance with the order received
  • HUNGAMAPRICE will extend its services to sellers by giving mandates to logistic partner for facilitating the smooth functioning of the transaction between the seller and buyer. Seller hereby gives rights to HUNGAMAPRICE to put the outer packing on an original packing through logistic partner to make the product suitable for shipping and transportation purpose. Any damage in transit on account of inadequate/unsuitable original packaging will be to the account of seller.
  • HUNGAMAPRICE shall not in any manner be held liable or responsible for the defects in the products, if any
  • HUNGAMAPRICE has the rights to change the display name of the seller on Hungamaprice.com at its discretion
  1. SELLER REPRESENTATIONS & WARRANTIES
  • The seller represents and warrants that it has all requisite corporate power and authority to execute, deliver and perform its obligations under this Agreement and has been fully authorized by all requisite corporate actions to do so
  • The seller represents and warrants that it is not in violation of any contract, law, regulation, order or decree or that it is hindered or obstructed in any manner by any contract, law, regulation, order or decree in effectively performing its obligations under the terms and conditions of this Agreement
  • The seller represents and warrants that it will perform its obligations under this Agreement in compliance with all applicable laws, necessary for the performance of its obligations mentioned in this Agreement
  • The seller represents and warrants that it will provide such cooperation as reasonably necessary in order to give full effect to the provisions of this agreement. The seller further represents and covenants that the products listed on Hungamaprice.com shall be in a merchantable condition and such products shall conform to the quality standards prescribed by applicable law, if any.
  • The seller agrees that it will not sell directly to any buyer received through Hungamaprice.com
  • The seller shall indemnify HUNGAMAPRICE with respect to any losses, damages, penalty, fines or other impositions caused due to non- compliance of standard operating procedures & agreement terms by the seller
  • The Seller certifies that the information provided in respect to Tax Identification Number (TIN) / GST is true and correct.
  1. PACKING & RETURNS
  • The seller acknowledges and agrees that packing of the products is an integral part of this agreement and the same shall be subject to all general standards of law applicable to the products as such
  • The seller shall ensure that packaging shall be sufficient to protect the products from outside elements, so as to have no or minimal adverse effect on the quality
  • If the products against an order are delivered in parts, they will be considered as part of single order and all expenses of packaging, storage and duties & taxes will be borne by seller.
  • HUNGAMAPRICE shall have no obligation to pay for or return any kind of packing material used by seller

FINANCIAL TERMS

  • Payments for orders completed shall be made to the seller on first Monday or after 2 working days from the date of delivery (whichever is later).
  • In case seller fails to make the product ready for dispatch within the period as stipulated above, HUNGAMAPRICE will be nonetheless be entitled to the commission fee on the product as agreed to in this agreement
  • Seller is obligated to sell the goods at competitive, best and listed prices (inclusive of all applicable taxes) to buyers
  • Seller represents and warrants that it has the right and ability to sell and that the listing is accurate, current, and complete and is not misleading or otherwise deceptive
  • Seller will be responsible for payment of all applicable SALES TAX/VAT /GST / etc
  • Seller agrees and acknowledges that it will pay the commission fees for all the orders received through HUNGAMAPRICE
  • Seller hereby agrees to accept all sales return, which are refused/not accepted by the buyer.
  1. CONSUMER RIGHTS
  • The title of ownership to the products shall pass to the buyer at the time of delivery
  • Seller shall issue a suitable, duly stamped, manufacturer’s warranty card to the buyer with the product at the time of dispatch of the products, if applicable
  • Seller shall be held liable or responsible for the defects in the products, if any. However, seller agrees that repair, replacement or 100% refund of money will be given to the buyer against manufacturing defect or damage
  • The responsibility for redressal of buyer complaints will rest solely with the seller, at all times
  • In the event the products provided by the seller are not in conformity with this agreement or the order, in such a case, the seller shall either (i) remove deficiencies from the products supplied; or (ii) replace the products
  1. INTELLECTUAL PROPERTY RIGHTS
  • Seller hereby declares & confirms that it deals in original, legitimate and genuine quality products
  • Seller represents & warrants that it has absolute right to sell the products through Hungamaprice.com
  • Seller shall not list any item or post any related material that (a) infringes any third-party intellectual property rights (including copyright, trademark, patent, and trade secrets) or other proprietary rights; or (b) is counterfeited, illegal, stolen, or fraudulent. HUNGAMAPRICE shall not be liable for contents and images shared, uploaded or displayed on website by seller regarding its products and all consequent liability will be borne by seller only
  • Seller hereby grants to HUNGAMAPRICE the right to display and delist the product, logo, trademark, brand name, etc. owned by it or its business associates for marketing/selling through com
  • Seller represents that it has the necessary rights to grant such permission to HUNGAMAPRICE and agrees to indemnify HUNGAMAPRICE in respect of any claims, damages, losses etc., arising out of or in connection with violation of the same. Nothing contained herein shall be deemed to grant to the party either directly or by implication, any license to under any patents, trademarks, designs etc. belonging to the owner of the products/ intellectual property to the products.
  • In order that either party may protect its trademarks, service marks, trade names, trade secrets, corporate slogans, corporate logos, product designations (collectively the “Marks”) and its goodwill, both seller agrees that they shall have no right to use the others marks in any mode or manner without the prior written consent of the other
  • Seller shall indemnify and hold HUNGAMAPRICE, its customers, the operators, the agents, the successors and assignees harmless in respect of any third party claim resulting from the fault or negligence of the seller, if the re-sale and distribution of the products or part thereof covered by this agreement within any country infringes or is alleged to infringe any license, patent, design duly granted or registered under applicable laws or any other intellectual property belonging to a third party.
  • SANKET SYSTEMS is not an expert in your intellectual property rights, and we cannot verify that the Suppliers of our online marketplace have the right to sell the goods and/or services offered by them. SANKET SYSTEMS is also not an arbiter or judge of disputes about intellectual property rights. By taking down a listing, as a prudential matter, SANKET SYSTEMS is not endorsing a claim of infringement. Neither, in those instances in which SANKET SYSTEMS declines to take down a listing, is SANKET SYSTEMS determining that the listing is not infringing, nor is SANKET SYSTEMS endorsing the sale of goods in such cases. SANKET SYSTEMS does not represent or endorse the accuracy or reliability of any information, or advertisements (collectively, the “content”) contained on, distributed through, or linked, downloaded or accessed from any of the services contained on its web site, or the quality of any products, information or other materials displayed, or obtained by you as a result of an advertisement or any other information or offer in or in connection with its services.
  • SANKET SYSTEMS respects the intellectual property rights of others, and we expect our Suppliers and User(s) to do the same. We believes that the User(s) agree that they will not copy, download & reproduce any information, text, images, video clips, directories, files, databases or listings available on or through the web site (the “SANKET SYSTEMS content”) for the purpose of re-selling or re-distributing, mass mailing (via email, wireless text messages, physical mail or otherwise), operating a business competing with SANKET SYSTEMS, or otherwise commercially exploiting the SANKET SYSTEMS content. Systematic retrieval of SANKET SYSTEMS content to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from SANKET SYSTEMS is prohibited.
  • In addition, use of the content for any purpose not expressly permitted in this Agreement is prohibited and may invite legal action. As a condition of your access to and use of SANKET SYSTEMS’s services, you agree that you will not use the web site service to infringe the intellectual property rights of others in any way. SANKET SYSTEMS reserves the right to terminate the account of a user(s) upon any infringement of the rights of others in conjunction with use of the SANKET SYSTEMS service, or if SANKET SYSTEMS believes that user(s) conduct is harmful to the interests of SANKET SYSTEMS, its affiliates, or other users, or for any other reason in SANKET SYSTEMS’s sole discretion, with or without cause.
  • In no event SANKET SYSTEMS shall be liable for any direct, indirect, incidental, punitive, or consequential damages of any kind whatsoever with respect to its services. User(s) of this site must hereby acknowledge that any reliance upon any content shall be at their sole risk.
  1. DATABASE AND CONFIDENTIALITY
  • Data of the buyers will be the exclusive property of HUNGAMAPRICE, and seller will not use for its own purpose or distribute it in any form and shall keep it confidential at all times
  • Confidential information would include but not be limited to buyer details, market information, all work products and documents related thereto, the contents of the website Hungamaprice.com or any other information which is treated as confidential by HUNGAMAPRICE, and any other information received or to be received by seller which is agreed to be treated under the same terms
  • The parties understand and acknowledge that, whether in the course of performance of this agreement or otherwise, it will receive or become aware of Confidential Information of the other party
  • The parties agree that it shall use the Confidential Information of the disclosing Party only as follows:
  • To use such Confidential Information only in relation to the Agreement;
  • Not to disclose any such Confidential Information or any part thereof to a person outside the receiving party’s business organization for any purposes unless expressly authorized by the disclosing party;
  • To limit dissemination of such Confidential Information to persons within the receiving Party’s business organization who are directly involved in the performance of this Agreement and have a need to use such Confidential Information;
  • To safeguard the Confidential Information to the same extent that it safeguards its own confidential materials or data.
  • The Parties hereby agree that Confidential Information shall not include any of the following information that: (i) is independently developed by the receiving party without reference to any Confidential Information of the disclosing Party; (ii) is subsequently learned from a third Party without a duty of confidentiality; (iii) is as of the time of its disclosure part of the public domain; (iv) at the time of disclosure was already in the possession of the receiving Party; (v) is required to be disclosed pursuant to a court order or government authority, whereupon the receiving Party shall, at its earliest opportunity, provide written notice to the disclosing Party prior to such disclosure and where feasible giving the disclosing Party a reasonable opportunity to secure a protective order or take other action as appropriate.
  • The receiving party shall immediately upon becoming aware of any unauthorized disclosure, give notice to the other Party of such unauthorized disclosure, misuse, theft or other loss of Confidential Information, whether inadvertently or otherwise.
  • The Parties’ obligations under this Clause shall extend to the non-publicizing of any dispute arising out of this Agreement. The terms of this clause shall continue in full force and effect for a period of three (3) years from the date of disclosure of such Confidential Information.
  1. INDEMNITY
  • Seller shall, at all times and to the complete satisfaction of HUNGAMAPRICE and without demur indemnify and hold HUNGAMAPRICE harmless for any and all claims, demands, lawful action suits or proceedings, liabilities, losses, costs, expenses (including legal fees) or damages asserted against HUNGAMAPRICE by the Buyer or any third party arising out of seller’s actions or omissions in connection with the sale of seller’s products and their performance during the period of this arrangement and for the products sold, even after the termination of this Agreement.
  • Seller represents and warrants that it is a legal entity engaged in a legitimate and lawful commercial enterprise & activity, having all regulatory approvals required to run the similar business and doing regular compliances with applicable provisions of laws. The seller shall indemnify HUNGAMAPRICE against any action by a third party against the products supplied by the seller that is based on any negligent act or omission or willful conduct of the seller or employees of the seller and which results in: (i) any bodily injury, sickness, disease or death; (ii) any injury or destruction to tangible or intangible property (including computer programs and data) or any loss of use resulting there from; or (iii) any violation of any statute, ordinance, or regulation. The seller hereby represents and warrants to HUNGAMAPRICE that it shall at all times keep HUNGAMAPRICE fully indemnified against all claims, actions, proceedings and demands including any suits, claims, disputes or such differences that are brought directly against HUNGAMAPRICE by any third party, on account of breach by the seller of any of the terms and conditions contained in this Agreement. Seller shall indemnify HUNGAMAPRICE at all times against all claims, actions, proceeding and demands including any suits, claims, disputes or such differences that are brought directly against HUNGAMAPRICE by any third party, on account of usage of the Product/s.
  1. LIMITATION OF LIABILITY
  • NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED IN THIS AGREEMENT, NEITHER PARTY SHALL, IN ANY EVENT, REGARDLESS OF THE FORM OF CLAIM, BE LIABLE FOR ANY INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, SPECULATIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF USE, BUSINESS INTERRUPTION, AND LOSS OF INCOME OR PROFITS, IRRESPECTIVE OF WHETHER IT HAD AN ADVANCE NOTICE OF THE POSSIBILITY OF ANY SUCH DAMAGES. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, HUNGAMAPRICE TOTAL LIABILITY TO THE SELLER UNDER THIS AGREEMENT SHALL NOT EXCEED INR. 5,000/-.
  1. ARBITRATION
  • If any dispute arises between the Parties hereto during the subsistence of this agreement or thereafter, in connection with or arising out of this agreement, the Parties hereto shall endeavor to settle such disputes amicably. In case the Parties fail to settle such disputes within a period of thirty (30) days, the dispute shall be referred to arbitration under the Indian Arbitration and Conciliation Act, 1996, by a panel of 3 (three) arbitrators. Each Party will appoint 1 (one) arbitrator and the 2 (two) arbitrators so appointed will appoint the third or the presiding arbitrator. Arbitration shall be held at Mehsana, Gujarat, India. The proceedings of arbitration shall be in the English language. The arbitrator’s award shall be final and binding on the Parties.

 

  1. TERM AND TERMINATION
  • This Agreement shall remain effective from the Effective Date until termination as provided under this Clause. HUNGAMAPRICE may terminate this Agreement upon written notice to the  seller in the event that: (a) the seller commits a material breach of the Agreement and fails to cure such default to the HUNGAMAPRICE reasonable satisfaction within thirty (30) days after receipt of notice; or (b) the seller becomes insolvent or bankrupt, assigns all or a substantial part of its business or assets for the benefit of creditors, permits the appointment of a receiver for its business or assets, becomes subject to any legal proceeding relating to insolvency or the protection of creditor’ rights or otherwise ceases to conduct business in the normal course. Both the parties may terminate this Agreement without cause at any time by providing the written notice of 60 (Sixty) days. In the event that this Agreement is terminated in its entirety, the seller shall complete the pending schedules/ Purchase Orders already placed through the website at the time of termination of the Agreement.

 

  1. MISCELLANEOUS
  • Governing Law

This Agreement shall be interpreted and construed in accordance with the laws of India. Courts at DELHI, the capital of India shall have exclusive jurisdiction over any/all claims arising out of this Agreement.

  • Entire Agreement

This Agreement shall constitute the entire Agreement between the Parties hereto relating to the subject matter thereof, and there are no oral statements, representations, warranties, undertakings or agreements between the Parties except as provided herein. This Agreement may not be amended or modified in any respect except by written instrument signed by the Parties hereto.

  • Waiver

The failure of any party to enforce any term or provision hereof shall not be construed to be waiver of such term or provision and shall in no way affect the right of such Party thereafter to enforce such term or provision or any term or provision hereof.

  • Amendments

No modification, amendment or waiver of the terms and conditions of this Agreement shall be valid or binding unless made in writing and duly executed by the Parties.

  • Principal -to-Principal Agreement

This Agreement has been entered into on a principal-to-principal basis and nothing contained in this Agreement shall be deemed to constitute a joint venture, partnership, or agency relationship between HUNGAMAPRICE and the seller. The Parties hereto shall not represent as an agent of the other under any circumstances and at any place and at any point of time and shall fulfil their obligations strictly in terms of this Agreement as between two independent principals in commercial transactions and none of the terms and conditions of this Agreement or their context shall be read or meant to be otherwise.

  • Assignment

Neither Party shall in any manner whatsoever transfer or otherwise assign this agreement or any of its rights or obligations hereunder without the prior written consent of the other Party. However it is hereby clarified and agreed between the parties to the agreement that HUNGAMAPRICE may assign this agreement to any of its subsidiary, group, affiliate or holding companies without any prior consent of seller

  • Notices

All notices, requests for written approval and other communication provided for in this agreement shall be submitted in writing and transmitted by registered post, prepaid registered airmail or courier service at the address of the Parties as given under the Agreement. Either Party may, inform the other Party in case of any address change.

  • Severability

If any provision of this Agreement is held by a court of competent jurisdiction to be void, invalid, unenforceable or illegal, such provision shall be enforced to the maximum extent possible and the remaining provisions shall remain in full force and effect.

  • Seller communication

HUNGAMAPRICE will send all notices and other communications (including transactional, promotional and/or commercial communication) to sellers at the registered email addresses, at the valid phone number provided by you or any other means then specified by HUNGAMAPRICE. You consent to receive such communications through any mode including SMS, email, phone calls, IVR etc. You may change your email addresses or phone numbers via Your Account.

COMMERCIAL TERMS – SANKET SYSTEMS SUPPLIER AGREEMENT

Products and Order:

  1. SANKET SYSTEMS follows dropship model:

In this Model, SANKET SYSTEMS’s Logistics partner will arrange to pick up goods from sellers premises and deliver at customer’s doorstep.

Inventory Liability

The liability of the Supplier for the losses/damage/pilferage to its goods stored in the fulfilment center shall not exceed 0.50% of total value of Goods Receipts during the year.

Payment Cycle

SANKET SYSTEMS will release payment to its vendors based on below matrix for all successfully fulfilled orders

Upcoming Monday after 2 working days from delivery to customer.

The mode of payment would be RTGS/NEFT

Logistic Charges

 Shipping Charges/Reverse Pick Up Fee Charges  Rs.35/500 Gram

SANKET SYSTEMS reserves the right to change the Logistic charges from time to time with prior notification to the Seller.

Discounting

If the vendor feels to give discount any product, the complete discount to be borne by the seller only.

Return and cancellations

Seller will bear commission fee, logistic charges and payment charges if the order cancellation is done because of delay in shipment by seller, DOA material, wrong shipment or out of stock.

Admin Fees

Admin fees will be 5% + GST, which will be applicable on the total billing value, excluding shipping charges.

Further SANKET SYSTEMS reserve rights to change the processing charges with prior notification to the seller. However

Order Processing Charges

There is Zero processing charges.

Further SANKET SYSTEMS reserve rights to change the processing charges with prior notification to the seller.

Marketing & Listing Fee:

There is Zero Marketing & Listing fee.

Further SANKET SYSTEMS reserve rights to change the marketing & listing fee with prior notification to the seller.

TCS

As per government guidelines 1% TCS is deducted from the basic (taxable) value of invoice which can be claimed by seller from his GST portal.

Further TCS charges may vary as per government guidelines.