MERCHANT AGREEMENT AVAILING THE SERVICE OFFERED BY WEBSITE ZEBTEK.INSHALL MEAN THAT THE MERCHANT AGREES WITH THE FOLLOWING TERMS AND CONDITIONS MENTIONED AS UNDER IN THE MERCHANTAGREEMENT:
This MerchantAgreement (hereinafter referred to as the “Agreement”) is entered between the “Merchant”/ “Seller” (You or the entity you are representing) and Zebtek.in, (hereinafter referred to as “Zebtek”) a website owned by Mr.Sharafat Ali having its registered office located atSikandraPhulpur Allahabad, India. The Agreement shall put forward the terms and condition that shall govern all the online activities carried out by the Merchantwhile using the services and technology provided by Zebtek.in for the term of their agreement. “Merchant” and “Zebtek” shall hereinafter be individually referred to as “Party” and collectively as “Parties”.
Zebtek has its skilled expertise and knowledge in the field of providing an E -commerce platform services to enable retailing of various products and services to consumers in India across several categories under its owned URL named www.zebtek.in.
Zebtek, has represented to Merchantabout its skills and expertise in the field of E –commerce and on which Merchanthas agreed to engage the Services of E –Commerce on the below mentioned terms and conditions of the Agreement.
Merchanthereby appoints Zebtek for the purposes of providing an E-Commerce Platform to the Merchant and Zebtek hereby accepts such appointment for providing such services during the Term (as defined hereinafter) of this Agreement.
NOW THEREFORE: in consideration ofthe foregoing and the mutual covenants and promises contained herein and other good and valuable consideration the receipt and adequacy of which is hereby acknowledged, the Parties intending to be bound legally, agree as follows:
1. DEFINITIONS: -
1.1. “Merchant”: Person or any entity who desires to establish an online store for selling products or services using the space provided by Zebtek, by accepting this agreement’s terms and condition.
1.2.“MerchantMaterials”: means all Trademarks, Content, information, data, materials, and other items (excluding Technology) provided or made available by Merchant or its Affiliates toZebtekor its Affiliates.
1.3. “MerchantOrder” means an order for a MerchantProduct initiated through the website or via customers calling the Telephone Number pursuant to this agreement.
1.4."Catalogue Data" :Shall mean any and all the catalogue data or information including but not limited to price, image etc. in the format mutually agreed by the parties in relation to the product providedby Merchantto Zebtek.
1.5. “Customer”: Shall mean any individual, groupof individuals, firm, company or any other entity placing an order for the Products on Zebtek.in.
1.6. “E-Commerce Engine”: E-Commerce engine shall mean and include the Back End comprising of a set of seamlessly integrated applications that manage the operations and the various business work flows including, Catalogue Management; Product and Price Updates, Vendor and Delivery Partner Management, Order Processing and Vendor fulfilment.
1.7. “Encryption”: Encryption means the 3-D secure protocol provided by Visa/ MasterCardto enhance the security of internet payments which shall be implemented and it does not collect or store customers credit card details. The 3D secure implementation redirects the customer to the website of the card issuing bank where in the card details are entered and the transactions authorized. The authentication is based on a domain model –Acquirer Domain (the Commerce), the issuer Domain (the bank issuer often credit card) and finally the Interoperability Domain (Worldwide Credit Card andsupport).
1.8."Intellectual Property Right"means any and all trademark patent rights, industrial design rights, copyrights, mask work rights, confidential information rights, trade secret or know-how rights, all rights of whatsoever nature in computer software and data, and any other intangible rights or privileges of a nature similar to any of the foregoing, in every case in any part of the world and whether or not registered. IP Rights shall also include all rights in any applications and granted registrations for any of the foregoing rights.
1.9. “Online Promotions”: Online promotions shall mean promotions relating to show-casing the products on the home page and store page of the website.
1.10.“Payment Gateway Engine”:Payment Gateway Engine shall mean integration of various gateways and payment options both Internal and External like Credit Cards, Debit Cards, Net banking, Cash on delivery. The payment gateways are safe methods of payments which are 3D secured.
1.11.“Price”shall mean the cost at which the Products are to be delivered to the Customer inclusive of Shipping charges, applicable taxes if any.
1.12. “Products “shall mean the products of Merchantuploaded at Zebtek.in and such other products that maybe uploaded to the Zebtek.in from time to time for distribution/sales under this Agreement.
1.13. “Service charge “shall mean the margin per transaction charged by Zebtek to the Merchantat the rates agreed to between the parties, upon the sale of product on online store. (I.e. Margin per transaction charge for MerchantProduct sold through Zebtek or any of its Affiliate website)
1.14. “Shipping Charges “shall mean the logistics/courier/postal charges incurred for delivering the product(s) to the Customer i.e. Zebtek.in.
2. SCOPE OF SERVICE: Zebtek is engaged in the business of online shopping portal for sale and distribution of various products under various categories to the public at large through its website www.Zebtek.in(“Website”), Zebtek will provide a panel to Merchantthrough which Merchantwill upload, create their catalogue for sale and distribute their products through www. Zebtek.in monitor and update order informationreceived in their panels.
3. ROLES AND RESPONSIBILITY OF ZEBTEK:
3.1. Zebtek shall bring in their technology through website development, online promotions, e-commerce engine and payment gateway integration and customer service for successful operation of website.
3.2. Zebtek will be responsible for managing the customer service for only such Products that sold through the www.Zebtek.in.
3.3. Zebtek will be responsible for chargeback claims, if any product of Merchantsold through www.Zebtek.in.
3.4. Zebtek shall also be responsible for processing all refunds for the Merchantproducts sold through Zebtek.in.
3.5. The software platform; e-commerce engine and payment gateways will remain the sole property ofZebtek.
3.6. Zebtek shall have the sole right and discretion to decide about the selection and listing of Products on its website (i.e. Zebtek.in).
3.7. Zebtek shall not be liable for any manufacturing defect in the product in any circumstances.
4. ROLES AND RESPONSIBILITY OF MERCHANT:
4.1. Merchantagrees to be Merchant of Zebtek for the sale and distributions of their product through Zebtek.in during the term of this Agreement.
4.2. Merchantshall be solely responsible to create and publish and to make live their product catalogue for display and sale of their products through Zebtek.in and Merchant will be responsible for updating / publishing or maintaining such information and will do so using the Zebtek Panel provided by Zebtek to Merchant. Zebtek shall not be liable for any catalogue creation, updating and management of Merchant Products catalogue.
4.3. Pricingof Product:Pricing of the Merchant Product will sole prerogative of Merchantin panel provided by Zebtek and web selling price of the Product (i.e. Product selling price on Zebtek.in) is sole discretion of Zebtek.
4.4. Pricing Updates Merchant shall be solely responsible for pricing update of their products (including discount and promotion information) on merchant panel provided by Zebtek. All the Pricing update shall be done through panel provided by Zebtek to Merchant and Zebtek shall not be liable in any circumstances for any pricing update of Merchant Product. Until a new price update by Merchant to their catalogue, Merchant will abide by the earlier price provided.
4.5. Inventory Updates: Merchant shall be solely responsible for inventory updates of their products (including discounts and promotions and information about product discontinuation) from time to time for publishing on the Zebtek website. All the Pricing or inventory update shall be done through panel provided by Zebtek to Merchantand until a new inventory update is published to Zebtek.in, Merchant will abide by the earlier inventory update. Zebtek shall not be liable in any circumstances for any inventory update of Merchant Production Zebtek.in
4.6. Fulfilment of Product: During the Term of this Agreement, Merchant will be solely responsible for Fulfilment of their products to end customer for products sold in connection with Merchant transaction through its website or Merchant Products sold through Merchant catalogue on www.Zebtek.in, Merchant will source, pick, pack and dispatch the products to the applicable addresses of end customer.If Merchan want than Zebtek can provide logistic services.
4.7. Reverse Logistics:
Merchantwill be solely responsible for accepting and processing including pick, pack and returns of their Products and will communicate to customers all necessary information for the return of Products which are sold through www.Zebtek.in
Zebtek at its sole discretion will refund the entire amount of the product/s to the customer, in case of failure of the Seller to arrange for reverse pick up within 10 days from the day customer raises a return request.
In case customer to send the product package return and incurred the logistic charges, then the same will be refunded to end customer and Zebtek shall have right to recovered such charges from the Seller
Return Policy: Further Merchant hereby agree to accept the return of their products up to 30 days from the date of delivery of the product to end customer.
4.8. Non Delivery of Product: If any product is not delivered by Merchant to end-customer then in that case Zebtek will not be liable for the same. However, in case if Zebtek receive any complaint from end customer regarding non delivery of product, then in that case Merchant agreed to provide all the necessary details including proof of delivery, virtual proof of delivery to Zebtek for providing sufficient reason to prove authenticity of delivery of such product.
4.9. Ownership; Risk of Loss: Merchant will bear the risk and will be responsible for all loss of and/or damage of products at all times which are sold through website. Further Merchant will bear the risk and will be responsible for all the loss of and/ or damage of Products at all times which are sold through Zebtek.in
4.10. Invoicing: Merchant will raise an invoice directly to the end Customer for all ordered successfully Fulfilled by the Merchant to end customers.
4.11. By entering into this Agreement and posting a listing for fixed price sale, Merchant agree to complete the transaction as described by this Agreement. Merchant acknowledge that by not fulfilling these obligations, Merchant action or inaction may be legally actionable.
Any product or service, which is noting compliance with all applicable laws and regulations whether federal, state, local or international including the laws of India Violations of this Policy may result in a range of actions, including but not limited to the following:
Limits on account privileges
Account suspension; and/ord. loss of special status
*The above list is merely indicative and not exhaustive. Zebtek may at its sole discretion, amend or modify this list.
5. TRANSACTION PROCESSING:
5.1 Collection of Payment: Zebtek will collect the payment through its designated payment gateway and shall remain the sole property of Zebtek only. On all the Payment Gateway aspects, the identity of Zebtek shall be mentioned.
5.2 Zebtek shall be responsible for all customer complaints in regards to payment gateway issues and system related errors. All costs and liabilities arising due to the same shall be solely borne by Merchant. Zebtek shall not be held liable at any point in time during the subsistence of this Agreement.
6. Term and Termination: This Agreement shall be valid and binding on both the parties until it isterminated by either party by giving 60 days’ prior written notice to the other party without assigning any reason whatsoever for such termination.
Zebtek may terminate this Agreement immediately in case of breach of any of the provisions of this Agreement by the Merchant, if the Merchant does not proceed to cure the breach within ten(10) days after receipt of a written Notice of the breach.
Termination for Bankruptcy, Insolvency, Winding Up, etc.
A. Either party may terminate this Agreement with immediate effect upon written notice in the
Event that the other party abandons its responsibilities under this Agreement, becomes
Bankrupt or insolvent or files any proposal or makes any assignment for the Merchant of
Creditors, or an order is made for its winding up or a receiver is appointed for substantial part ofits property
B. On termination of this Agreement, all outstanding obligations of the parties under the terms ofthis Agreement shall continue to subsist until the same are fulfilled / realized in totality.
7. LIMITATION OF LIABILITY: ZEBTEK WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND,INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIALDAMAGES, ARISING OUT OF OR IN CONNECTION TO THIS AGREEMENT, THE INABILITY TO USE THE SERVICES OR THE TRANSACTION PROCESSING SERVICE, OR THOSE RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTOTHROUGH THE SERVICES.
Governing Law and Jurisdiction: This agreement shall be construed only in accordance with the laws of India. In respect of all, Claims, matters/disputes arising out of, in connection with or inrelation to this Agreement, only the competent Courts at Allahabad UttarPradesh shall have exclusive jurisdiction. No other Court shall have jurisdiction to deal with any dispute or any matter between the parties arising out of this Agreement.
DISCLAIMER: THIS DISCLAIMER SHALL BE APPLICABLE TO ANY PERSON, COMPANY, INDIVIDUAL ORENTITY WHO HAS ENTERED INTO THIS MERCHANT AGREEMENT AND OTHER RELATED SERVICESPROVIDED HEREIN. THE INFORMATION CONTAINED IN THESE TERMS AND CONDITIONS HAVE BEENPROVIDED SPECIFICALLY FOR THE PURPOSE OF OFFERING THE SERVICES MENTIONED IN THISMERCHANT AGREEMENT AND THE SAME IS ACKNOWLEDGED AND DULY SIGNED BY MERCHANT.
ZEBTEK DOES NOT HAVE ANY METHOD TO ASSESS OR VERIFY THE VERACITY OF INDIVIDUAL'SOR ENTITY'S OR THIRD PARTY'S PRODCUCT AND SERVICES WHICH ARE OFFERED UNDER THISAGREEMENT. MERCNAHT FURTHER AGREE AND ACKNOWLEDGE THAT MERCHANT ALONE SHALLBE HELD RESPONSIBLE FOR ANY PROFIT OR LOSS INCURRED DURING THE TERM OF THISAGREEMENT.
ZEBTEK.IN WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OFTHIS SITE, SERVICE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVEAND CONSEQUENTIAL DAMAGES. MERCHANT EXPRESSLY AGREE THAT MERCHANT USE OF THISSITE IS AT MERCHANT SOLE RISK.