THIS AGREEMENT is made as of __________, 2022, between Intermingle India Pvt. Ltd. (hereby referred to as The Company) with its registered office at Sunrise Narayan Apartment, Gayatri Nagar, Patna 800014 through its authorized signatory _____________________________, and _______________________________ (hereby referred to as ‘Merchant’) through its authorized signatory __________________________, with its registered office at _________________________________________________________________________.
1.1 Intermingle India Pvt. Ltd. provides a portal (www.Weavehand.com) for the merchant to host their merchandise for commercial activities.
1.2 Merchant makes or deals in a set of products currently or in future for commercial purposes available for sale on the website currently named www.Weavehand.com
1.3 The set of products with consumer prices shall be listed by Weavehand.com on the web site.
1.4 The Company and the Merchant agree on a Net Amount Payable (referred as Transfer Price) for each product or SKU (Stock Keeping Unit). This is the amount remitted to merchant after that SKU is delivered to the consumer/ customer.
It is expressly agreed between www.weavehand.com and the Merchant that:
Payments for the sale by the merchant to a customer through Weavehand.comshall be collected by the company on behalf of the merchant.
All notices and communications (including those related to changes in the TOS, Service, termination of Service etc.) shall be in writing in English and shall deemed given if delivered personally or by commercial messenger or courier service, or mailed by registered or certified mail (return receipt requested) or sent via email/facsimile (with acknowledgment of complete transmission) to the following address:
If to the merchant, then at ______________________________________________________ or at the address posted on its website.
If to Fashion Pulp.com, at the communication address and/or email address specified in this Agreement.
By accepting this agreement, the Merchant:
In the event of any violation of 2.1(a) and 2.1(b), the company reserves the right to disable Merchant’s store on its web site / portal.
Both the parties represent and warrant that they have obtained the necessary permissions and licenses to carry out their business under this agreement and do not violate any proprietary rights of any third party, including, without limitation, confidential relationships, patent, trade secrets, copyright rights and any other proprietary rights.
Merchant would be responsible for updating stock position to the company so as to give correct information on stock availability to the users at any point of time. This is essential to ensure orders are dispatched on time which is necessary to deliver a positive customer experience and help build customer loyalty. The company understands that due to unpredictable demand at times certain items might become out of stock at short notice; however the Merchant undertakes that as a guideline no more than 1% of all orders placed through the company will be placed on hold for any reason whatsoever.
Merchant would ensure that items to be shipped as per customers’ orders are packed in a fashion so as to not cause any damage during shipment. The LSP would have all rights to refuse pick up in cases where it deems the packing to be unsatisfactory. The company shall provide outer tamper-proof packaging material which has to be used for all orders while sending the shipment to the customer. In the event of the company’s branded packaging material not being available, the merchant may use only plain un-branded material at their own cost. In case any damage happens to the product due to wrong packing, the charges of return shall be borne by the merchant. The merchant will also ensure providing the new product to the customer as soon as possible.
2.5 PRODUCT WEIGHT
Merchant also takes the responsibility to share accurate gross weight (inclusive of packing) for every item he would be offering for selling for the purpose of determination of shipping costs.
2.6 PRODUCT QUALITY
Merchant would be solely responsible for the quality of all products and services made available by him in his store on the Fashion Pulp.com web site. It is desirable from the merchant to provide complete details about their product in product description section in order to reduce order cancellation.
2.7 RETURNS & REFUNDS
The merchant agrees to comply with the company’s returns and refunds policies. These policies may be revised with mutual consent from time to time by giving the merchant 7 days notice. The company currently operates a few days no questions asked return / refund policy for all unused and undamaged products returned in their original packaging ( Written in website ) The merchant agrees to accept such returns and the company will refund such payment to the customer. Returns / requests for refunds for used items which are being returned due to the product description being inaccurate or the product being of poor quality will be considered by the merchant in good faith and the merchant undertakes to refund the customer where the complaint is deemed genuine by the company. In case any wrong product is dispatched to the customer, the merchant agrees to bear the shipping cost (dispatch & return).
2.8 OVERALL STORE RESPONSIBILITY
Merchant would be solely responsible for all goods and services offered at his store, for all aspects of all sales of goods and services through his store, for all materials used and displayed at his store, and for all acts or omissions that occur at the store in connection with his account or password. The company reserves the right to impose additional requirements on some merchants or some stores.
Merchant is disallowed from reverse engineering, decompiling, disassembling, modifying, adapting, translating or using for derivative works any software provided by the company to them for their use. They are also disallowed from copying, reproducing, distributing or transferring the software.
Any content available from the company is protected by copyright, trademark, patent or propriety rights and laws.
All warranties, conditions, representations, indemnities and guarantees with respect to the merchandise sold online, whether expressed or implied, arising by law, custom, prior oral or written statements by the company or otherwise (including, but not to any warranty or merchantability, satisfaction, fitness for particular purpose, title and non-infringement) are hereby overridden, excluded and disclaimed. The company also disclaims any responsibility for the deletion, failure to store, mis-delivery, or untimely delivery of any information or material. The company further disclaims any responsibility for any harm resulting from downloading or accessing any information or material though the products and services.
Under any circumstances the company will not be liable for any consequential, indirect, special, punitive or incidental damages or lost profits whether foreseeable or unforeseeable, based on claims of merchant.
At no point of time does the company take on ownership of Merchant’s merchandise or Merchant Agency responsibility of any form and all invoicing will be done by the merchant.
The company only takes the role of a business facilitator for the Merchant but not as an agent. Merchant, therefore, shall not raise any invoice on the company. All statutory compliances, e.g. accurate calculation, payment and filing of GST, Local Sales Tax or Central Sales Tax returns, TDS, Service Tax, Excise or any prevailing duties would be the sole responsibility of the Merchant. It is clarified further that Merchant will not claim any such tax or duty payments from the company and that all such amounts would be considered before arriving at the consumer price. The company will pay any applicable government taxes on its commission.
This Agreement shall not be for a fixed period but remain enforce till revocation by either of
the parties of the contract with mutual consent and commencing on the date first written above.
However, at any time during the term, the company has the right to review any store to ensure Merchant’s compliance with the Agreement, and terminate, remove or disable store.
This Agreement may be terminated by either party, with or without cause, upon Ninety (90)
days prior written notice to the other party.
Merchant will indemnify the company and its parents, subsidiaries, affiliates, associates, directors, shareholders, employees and agents from against any damage, loss, liability or expense (including lawyers’ fees) that the company may incur (i) with respect to any negligent act or omission by, or wilful misconduct of, Merchant, Merchant’s employees or agents or (ii) as a result of any warranty, condition, representation, indemnity or guarantee granted by Merchant or provided by law in addition to or in lieu of the warranties specified earlier.
Neither party will be liable for any failure or delay in performing an obligation under this Agreement that is due to causes beyond its reasonable control, such as natural catastrophes, governmental acts or omissions, laws or regulations, transportation stoppages or slowdowns and the like. These causes will not excuse Merchant from paying accrued amounts due to Fashion Pulp.com through any available lawful means acceptable to the company. If any of these causes continue to prevent or delay performance for more than 60 days, either party may terminate this Agreement, effective immediately upon notice to the other party; however this does not absolve either party from clearing any dues.
This Agreement and its Exhibits constitute the complete and entire statement of all terms, conditions and representations of the agreement between the company and Merchant with respect to its subject matter and it supersedes all prior writings or understandings.
Neither party may assign or transfer this Contract without the prior written consent of the other party.
IN WITNESS WHEREOF, INTERMINGLE INDIA PVT. LTD. AND MERCHANT CAUSE THIS AGREEMENT TO BE EXECUTED BY THEIR DULY AUTHORISED REPRESENTATIVES IDENTIFIED BELOW:
INTERMINGLE INDIA PVT. LTD.
TERMS & CONDITIONS