Terms of Use
RetailCanvas TERMS OF USE
INTRODUCTION
Welcome to RetailCanvas, the New Window of opportunities for creating a beautiful home to get yourselves awesome home décor products and our website www.DHRETAILCANVAS.com (collectively the “Platform”). We believe whether it is your home or office, it should feel yours and to make it yours, decorate your space with the right products which speaks ‘you’. RETAILCANVAS is your one stop solution to pick your hand-made home décor products created by some of the most talented artisans in the country!
The Platform is owned and operated by RETAILCANVAS Private Limited, a company registered under the (Indian) Companies Act, 2013, having its registered address at 501, 5th Floor, SOUSA Business Centre, Mathias Plaza, 18th June Road, Panaji 403 001, Goa, India (hereinafter referred to as “RETAILCANVAS” or “we” or “us” or “our”).
This document is an electronic record in terms of Information Technology Act, 2000 and rules there under as applicable. This electronic record is generated by a computer system and does not require any physical or digital signatures.
1. These Terms Are Applicable To You
1.1 These RetailCanvas terms and conditions of use (“Terms”) govern the use of our Platform by all users of the Platform, including those who are just browsing, Customers, Sellers (both terms as defined below), those who use any functionality on our Platform, or those who avail any other service on the Platform or any other person who is in any manner connected with and/or contributes to the use of the Platform and/or the services provided through it (“Users” or “you” or “your”). These Terms are to be read concurrently with RetailCanvas Privacy Policy <link here> (“Policy”), RetailCanvas Community Guidelines <link here> (“Guidelines”) and other policies and notices as may be made available to you from time to time.
1.2 If you do not agree with any of these terms, Policy or Guidelines do not access or otherwise use the Platform, any of the Services, or any information or materials contained within the Platform. If you are using the Platform for your company’s use, you represent that you are an authorized representative who has the authority to legally bind your company to these Terms.
2. When the Terms Are Modified
2.1 RETAILCANVAS reserves the right, at its sole discretion, to change, amend, modify, vary, add or remove any content, features of the Platform and services including the provisions of these Terms (“Revisions”) at any time without any prior notice or any obligation to inform you and it is your responsibility to regularly check for any Revisions, from time to time. The revised/updated Terms shall be made available on the Platform and your continued use of the Platform following such Revisions will mean that you accept and agree to the Revisions. If you do not agree with any of the updated Terms, you must stop using the Platform and the Services.
3. Can You use this Platform?
3.1 Use of the Platform is available only to persons who can form legally binding contracts under the applicable law. You must be at least eighteen (18) years of age or the age of majority in the jurisdiction in which you reside to use the Services so that you can form a binding contract with RETAILCANVAS. By visiting the Platform and/or accepting these Terms, you represent and warrant that you are competent to contract and that you have
the right, authority and capacity to use the Platform and that you will use it only in full compliance with applicable laws.
3.2 We reserve the right to terminate your registration/account and/or refuse to provide you with access to the Platform or provision of any Services, at our sole discretion without any reasons whatsoever, in case you are ineligible or incompetent to contract or have otherwise violated the Terms.
4. RETAILCANVAS Services
4.1 Our Platform intends to be a medium for businesses to sell (“Sellers”) home décor products (“Products”) to a large customer base (“Customers”), who in turn can avail the benefit of finding varied interior decorating Products offered by Sellers who enter into an Agreement with RetailCanvas to sell their products. Sellers may or may not have a valid GST or UIN. RetailCanvas focuses on the supporting the unorganised sector where individuals who make hand crafted décor products for a living.
4.2 The Platform enables you to purchase Products, at the price indicated therein on the platform. RETAILCANVAS is only a retailer and cannot be a party to the quality of the Products bought through the Platform. However, we put in our best efforts to see to it that we pick only the best in terms of price and quality for our niche clientele.
4.3 RETAILCANVAS also provides the following Services on the Platform (collectively the “Services”):
a) Space for the Customers to post reviews, comments, rating, and other content regarding Products.
b) Payment gateway for Customers to pay and buy the Products.
c) Dispatch and delivery of Products to the Customer;
d) Processing of return of Products to Customers and refund of payment to them as per applicable Product Terms and Refund and Return Policy (Link here)
4.4 As we constantly develop our Services, the range of Services available may vary from time to time, be modified, replaced, or may be temporarily unavailable or discontinued, at any time and at our sole discretion.
5. Registering with RETAILCANVAS
5.1 All of you are welcome to browse the Platform. For Customers who wish to purchase Products from the Platform can browse for free, and will need to create an account in order to buy form the portal. Sellers who wish to sell their Products on the Platform, need to get in to an separate agreement with RetailCanvas. Please express your interest by sending an email to sellers@theretailcanvas.com and we shall get in touch with you take you through the process.
5.2 You shall:
a) register in your own name only and all account information provided by you shall be accurate, complete and up-to-date;
b) not pass yourself off as someone else or create multiple and/or false accounts;
c) not share your password or other account access information with any other party, temporarily or permanently and you shall be responsible for all uses of your Platform registrations and passwords, whether or not authorized by you;
d) not let others access or use your password or do anything else that might jeopardize the security of your Password; and/or e) immediately notify Us at customercare@theretailcanvas.com of any unauthorized use of your account or any breach of security in relation to the Platform.
5.3 Upon registration on the Platform in accordance with the Terms, you can build a profile by providing details like username, address, email ID, phone number, and password
5.4 As a registered User of RETAILCANVAS, you may avail all the Services of RETAILCANVAS in accordance with the Terms.
6. How to make payment for your Products
6.1 The approved payment methods to pay for the Products on the Platform shall be as set out in our payment page which is managed by our payment gateway partner (“Payment Partner”). We may add or change our Payment Partner at our discretion. By processing your payments or receiving payment from RETAILCANVAS (if applicable) you agree to be bound by the terms applicable to you as mandated by the Payment Partner. You are encouraged to visit the Payment Partner page to review those terms as applicable to you.
6.2 When you purchase or sell Products on the Platform, you must provide us with complete and accurate payment information. By submitting payment details you confirm that you are entitled to use those payment details. If we do not receive payment authorization or any authorization is subsequently cancelled, we may immediately terminate or suspend your access to the Platform. In suspicious circumstances we may contact the issuing bank/payment provider and/or law enforcement authorities or other appropriate third parties. Payment made by us to such account that you shared with us shall be conclusive proof of our payment to you and we shall not be responsible or liable for any error in the payment details provided by you.
6.3 User agrees that under no circumstances RETAILCANVAS shall be held responsible for any fraudulent/duplicate transactions and hence no claims should be raised to RETAILCANVAS. No communication received by RETAILCANVAS in this regard shall be entertained by us. RETAILCANVAS assumes no liability whatsoever for any monetary or other damage suffered by the User on account of delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the payment gateway or Services in connection thereto; and/ or any interruption or errors in the operation of the payment gateway or Platform.
7. Product Return and Refund Policy
7.1 Products are returnable on the Platform based on the Product Terms displayed on the Website.
7.2 A request to return the Product (“Return Request”) must be raised by the Customer at returnandrefund@theretailcanvas.com within 7 days from the date of delivery of the Products. The order number for the particular Product must be referred to in the subject line of the email request for return of the Products.
7.3 Return of a Product will be processed only if: Please refer Return and Refund Policy (Link here)
8. Content on the Platform
8.1 For the purpose of these Terms, “Content” includes any information, opinions, messages, data, text, logos, photographs, videos written posts, text, articles, comments, software, scripts, graphics, sounds, themes and interactive features generated, underlying source code, provided or otherwise made accessible on or through the Platform and shall include User Generated Content and RETAILCANVAS Content.
8.1 The Content made available on the Platform(s) shall include the Content from either of the following two categories:
a) Any Content generated or uploaded by Users and aggregated on the Platform(s) including but not limited to Product descriptions, licenses, certifications, videos, audios, messages and/or opinions and/or feedbacks, reviews, comments, questions, and all information uploaded onto the Platform by Users whether during the registration process, in the Forum, and/or while using any Services on the Platform including our chat functionality, (“User Generated Content”).
b) Content made available by RETAILCANVAS on its Platform(s) and owned by RETAILCANVAS including the Platform itself (“RETAILCANVAS Content”).
8.1.1 You hereby acknowledge and agree that you have all rights to upload and share the User Generated Content that you upload on the Platform and that we: (i) store User Generated Content uploaded by you and other information at the direction, request and with your authorization through these Terms; (ii) act as a passive conduit for the distribution of your User Generated Content; and (iii) play no active role and give no assistance in the presentation or use of the User Generated Content. You are solely responsible for all of the User Generated Content that you upload, post or distribute to, on or through the Platform, and, to the extent permissible by law, we are excluded from all liability with respect to all Content (including User Generated Content) and the activities of our Users with respect thereto. By posting User Generated Content you grant to us an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, reproduce, modify, adapt, publish, translate, perform, display, communicate and distribute such User Generated Content and to prepare derivative works of, or incorporate into other works (in any form, media, or technology) such User Consent, and to grant and authorize sublicenses thereof.
8.1.2 With respect to the RETAILCANVAS Content, you shall not do, or try to do, the following, without permission from RETAILCANVAS in writing:
a) access or tamper with areas of the Services, our computer systems, or the systems of our technical providers;
b) access or search the Services by any means other than the currently available published interfaces (e.g., APIs) that we provide, if any;
c) forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Services to send altered, deceptive, or false source-identifying information;
d) interfere with, or disrupt, the access of any other user, host, or network, including sending a virus, overloading, flooding, spamming, mail-bombing the Services and/or Platform, or by scripting the creation of Content or accounts in such a manner as to interfere with or create an undue burden on the Services and/or the Platform;
e) reproduce in whole or in part any portion of the Services and/or the Platform.
f) Intentionally submit on the Platform any incomplete, false or inaccurate information.
9. Your Obligations
9.1 You must not in general do the following acts while using the Platform and/or the Services (non-exhaustive list):
a) Defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
b) Use explicit/obscene language or solicit/post sexually explicit images (actual or simulated).
c) Post anything that exploits children or minors or that depicts cruelty.
d) Post any copyrighted or trademarked materials without the express permission from the owner.
e) Engage in any activity that interferes with or disrupts access to the Platform or our Services or the servers and networks which are connected to the Platform;
f) Disrupt or interfere with the security of, or otherwise cause harm to, the Platform, systems resources, accounts, passwords, servers or networks connected to or accessible through the Platform or any affiliated or linked sites and shall not bypass any measures used by us to prevent or restrict access to the Platform;
g) Collect or store data about other Users in connection with the prohibited conduct and activities set forth in this Section.
h) Create User accounts by automated means or under false pretenses or mislead others as to the origins of your communications.
i) Trick, defraud or mislead RETAILCANVAS or other Users, especially in any attempt to learn sensitive account information such as passwords;
j) Disseminate any unsolicited or unauthorized advertising, promotional materials, create or transmit unwanted electronic communications such as “spam”, ”chain letters”, “pyramid schemes’ or any other form of such solicitation to other Users or members of the Platform or otherwise interfere with other users or members’ enjoyment of the Services;
k) Post or upload implicitly or explicitly offensive Content, that engages in, endorses or promotes racism, bigotry, discrimination, hatred or physical harm of any kind against any group or individual; harasses, incites harassment or advocates harassment of any group or individual;
l) Disseminate or transmit viruses, worms, Trojan horses, Remote Access Trojans, keyboard loggers, time bombs, spyware, adware, cancelbots, passive collection mechanisms (‘PCMs’), or any other malicious or invasive code or program or upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including, without limitation, clear graphics interchange formats (‘gifs’), 1×1 pixels, web bugs, or other similar devices;
m) Use the Platform or any material or Content 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 RETAILCANVAS or other third parties; and/or
n) Violate any code of conduct or other guidelines or breach any applicable laws or regulations for the time being in force, which may be applicable for or to any particular Service including these Terms and/or our other policies.
9.2 You shall also NOT:
a) solicit personally identifiable information from other Users;
b) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way making up part of the Platform;
c) insert any personal URL, weblink, email address etc., while listing Products;
d) gain or attempt to gain unauthorized access (inter alia by hacking, password ‘mining’ or any other means) to any portion or feature of the Platform or any of the services or products offered on or through the Platform which are not intended for you;
e) modify the Services provided through the Platform or their appearance using any technology or overlay any additional offering on top of such Services or simulate the Platform Services or its functions in any manner whatsoever without the explicit consent obtained in writing from us;
f) use or attempt to use any automated program, software or system or any similar or equivalent process (including spiders, robots, crawlers, etc.) to access, navigate, search, copy, monitor, download, scrape, crawl or otherwise extract in any manner, any data content including but not limited to adding or downloading profiles, contact details or sent or redirect messages from the Platform;
g) scrape, download, replicate or otherwise extract any information or data from the Platform (by any process, whether automatic or manual) to offer services which are similar to or may in any manner compete with the Services of RETAILCANVAS;
h) circumvent or attempt to circumvent any service limits including but not limited to resume download limits;
i) forge headers or in any manner manipulate identifiers in order to disguise the origin of any User information;
j) impose an unreasonable or disproportionate large load on the Platform infrastructure; and/or
k) engage in ‘framing’, ‘mirroring’ or otherwise simulating the appearance of function of the Platform (or any part thereof) or providing deep links into the Platform (or any part thereof) without prior permission of RETAILCANVAS.
9.3 If you are in violation of your obligations as set out in this section above or such other term or condition as may be applicable to you, RETAILCANVAS reserves the right to take
such action as may be available to us in law or equity including but not limited our right to terminate or suspend your account as set out in detail in Termination section below.
10. Intellectual Property Rights
10.1.1 “IPR” as used in these Terms, shall mean intellectual property rights whether registered or unregistered including all
a) copyrights which shall include the exclusive right to make and distribute copies of, display and perform the copyrighted work and to prepare works derived from the original copyrighted work), software and source codes
b) trademark rights,
c) patent rights,
d) trade names or business names,
e) design rights,
f) mask-work rights, trade secrets, moral rights,
g) author’s rights,
h) rights in packaging,
i) goodwill and
j) other intellectual property rights, and all renewals and extension thereof and all rights or forms of protection of a similar nature or having an equivalent or similar effect to any of the above, which may subsist anywhere in the world, regardless of whether any of such rights arise under the laws of India or any other state, country or jurisdiction.
10.1.2 RETAILCANVAS reserves all rights (including IPR) in the Platform’s look and feel. RETAILCANVAS hereby authorizes you, subject to these Terms, to view the RETAILCANVAS Content (and other content to the extent the same are made available based on the privileges available to you) as per these Terms. The content on the Platform, such as designs, text, graphics, images, video, information, logos, button icons, software, audio files and other RETAILCANVAS Content, are protected under copyright, trademark and other applicable laws in India. All RETAILCANVAS Content is the property of RETAILCANVAS and/or its licensors. This Platform is designed, updated and maintained by us and/or our service providers.
10.1.3 We own and have the right to use all IPR to and in the trademark ‘RETAILCANVAS’, and the Platform(s) and its Services.
10.1.4 Access to this Platform does not confer and shall not be considered as conferring upon anyone, any license under any of our or any third party’s IPR. You shall not copy, store, modify, publish, transmit, transfer, sell, reproduce, create derivative work from, distribute, repost, perform, display or in any way exploit any of the Content available on the Platform either in whole or in part. Any use of this Platform or its Contents, including, copying or storing it or them in whole or part, other than for your own personal, non-commercial use is strictly prohibited without our prior express permission. You may not modify, distribute or re-post anything on this Platform for any purpose, except for utilizing the social share functionality provided on the Platform for sharing specific products or content through authorized channels in accordance with the Terms.
10.2 Unauthorized use of the RETAILCANVAS Content is strictly prohibited.
10.2.1 It is hereby clarified that we are not responsible for screening or verifying any Third-Party Content or User Generated Content on the Platform and such Content are that of such User alone and are available on the Platform on an as-is basis and RETAILCANVAS has neither created nor modified such User Generated Content nor does it claim any IPR, ownership or any other right to such Content other than a limited license to provide an access to such Content to Users on the Platform. RETAILCANVAS shall not be liable or responsible for any User Generated Content
which is outdated, incomplete, factually incorrect, illegal, obscene, threatening, defamatory, invasive of privacy, or infringes any IPR, proprietary, or other rights of any person or entity or is otherwise injurious to third parties or objectionable in any manner. However, we reserve the right to review and remove or disable access to any such third-party Content on our Platform for any reason including infringement.
10.2.2 The ownership in all User Generated Content that are accessible via the Platform, belongs to such User (or their licensors, assignors as the case may be) and their availability on the Platform does not in any manner affect the rights of the concerned Users to such User Generated Content including but not limited to all IPR in such User Generated Content.
10.2.3 Use of any Content and materials for any purpose not expressly permitted in these Terms is prohibited.
10.2.4 We are not liable for any infringement of IPR arising out of User Generated Content, posted on or transmitted through the Platform, or Products advertised on the Platforms, by any Users of our Platform. However, if you as a User believe that your rights to any or User Generated Content uploaded on the Platform have been infringed, kindly report such infringement to us immediately at customercare@theretailcanvas.com and we shall attempt to (without being obligated to do so) look into this and take necessary action at the earliest.
11. Disclaimers
11.1.1 Transmission of information over the Internet is not completely secure and we cannot, therefore, guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal data for improper purposes. You acknowledge that you provide your personal data at your own risk. Any actual or attempted use of the Services by you in violation of this Terms may result in criminal and/or civil prosecution, including, without limitation, punishment under the Information Technology Act, (as amended by the Information Technology Amendment Act, 2008) read with the Information Technology [Reasonable Security Practices and Procedures And Sensitive Personal Data Or Information] Rules, 2011 (SPDI Rules). RETAILCANVAS reserves the right in its sole discretion to review, monitor, and/or record any information relating to your use of the Services without any prior notice to or permission from you, including, without limitation, by archiving content and/or communications submitted to and/or sent by you through the Services.
11.1.2 You accept the Content on the Platform and our Services on an ‘as is’ and ‘as available’ basis without any warranties of any kind express or implied. To the extent that you make any reliance upon the Content from this Platform, you do so at your own risk.
11.1.3 Our Services and information provided on the Platform by us and/or third parties are intended to assist in the sale of Products. We specifically disclaim their suitability to your requirement. You should obtain independent verification before relying on information provided on or through the Platform.
11.1.4. We are not liable to you or any third party for any omissions, errors, inaccuracies, delays, failures, interruptions, viruses, defects, deletions, failure in networks or communications lines, destruction, theft or unauthorized access to your network, system or computer.
11.1.5. We assume no liability whatsoever for any monetary or other damage suffered by you on account of the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Platform or our Services; and/or any interruption or errors in the operation of the Platform; and/or your reliance of Content on the Platform without independent verification.
11.1.6. You shall accept sole responsibility for, and we shall not be liable for, any use of the Services by you or any other third-party and you shall hold RETAILCANVAS harmless
and fully indemnified against any claims, costs, damages, loss and liabilities arising out of such use.
11.1.7 The Services are provided by us without warranties of any kind, whether express or implied or statutory or otherwise including, but not limited to, implied warranties of merchantability or fitness for a particular purpose. Without limiting the foregoing, we do not warrant that the Services or any part thereof will meet your requirements or that the Services or any part thereof will be available at any particular time or location, uninterrupted or secure.
11.1.8 RETAILCANVAS makes no representations or guarantees regarding the truthfulness, accuracy, legality, completeness, timeliness or reliability of any documents posted by Users, or of any other form of communication engaged in by Users. Documents may contain inaccuracies or typographical errors. You agree that any reliance on documents posted by Users, or on any other form of communication with Users, will be at your own risk.
11.1.9 At no time shall RETAILCANVAS hold any right / title to or interest in the Products nor have any obligations or liabilities with respect to any Products except RETAILCANVAS-branded products. RETAILCANVAS is not responsible for unsatisfactory or delayed performance of services, Products, damages, or delays as a result of Products which are out of stock, unavailable, or back-ordered.
11.1.10 RETAILCANVAS is not responsible for the authenticity of the antiques listed on the Platform. RETAILCANVAS make no guarantees or warranties regarding the accuracy of the information provided by the Sellers regarding the origin, age, condition, or authenticity of the antiques. Customers are advised to exercise due diligence and conduct their own research and inspections before making any purchases. Any transactions or disputes arising from the sale of Antiques are solely between the Customer and the Seller. RETAILCANVAS shall not be held liable for any claims, damages, or losses arising from the purchase or use of Antiques listed on the Platform.
111.11 RETAILCANVAS makes no representations or guarantees regarding the Content of the Platform, websites, including, but not limited to, broken links, inaccuracies or typographical errors.
111.12 RETAILCANVAS would not be held liable for loss of any data technical or otherwise, and particulars supplied by Users due to reasons beyond our control like corruption of data or delay or failure to perform as a result of any causes or conditions that are beyond reasonable control including but not limited to strikes, riots, civil unrest, government policies, tampering of data by unauthorized persons like hackers, war and natural calamities.
112 Indemnity
To the maximum extent permitted by applicable law, you agree to defend, indemnify and hold harmless RETAILCANVAS and its subsidiaries, and their respective directors, officers, board members, employees, agents, successors and assigns, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to all legal fees and expenses) arising from: (i) your use of and access to the Services, including any data or content transmitted or received by you, except where such losses etc are suffered owing solely to a material breach or negligence on the part of RETAILCANVAS; (ii) your violation of any Terms and any other agreement that you have with RETAILCANVAS, including without limitation your breach of any of the representations and warranties herein; (iii) your violation of any third-party rights, including without limitation any right of privacy or Intellectual Property Rights; (iv) your violation of any applicable laws, rule or regulation, including, without limitation, to any applicable data protection laws, email marketing, or telemarketing laws (including any email, phone call or text message you send or make to another User); (v) any claims or damages that arise as a result of your User Generated Content; (vi) any other party’s access and use of the Services with your account or log-in information; and/or (vii) your intentional or wilful misconduct, or negligence.
113 Limitation of liability
RETAILCANVAS shall not be responsible for any issues arising from quality, value, and saleability of the Products simply because Products are not sold by RETAILCANVAS directly and is only an aggregator of the Products sold by third party Sellers through the Platform.To the fullest extent possible by law, RETAILCANVAS will not be held responsible and expressly disclaim any liability whatsoever for any claims, demands or damages, direct or indirect, of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with Services, including payment for Services provided by a third party even if such Services are the result of you meeting any third-party through the Platform. We are not responsible for any damages, injury or economic loss arising from the use of Services provided by us. This is a comprehensive limitation of liability that applies to all damages of any kind, including but not limited to direct, indirect, incidental, punitive, special, incidental, consequential or exemplary damages, damages for loss of profits, goodwill, use, data or other intangible losses, whether in tort or contract or under any applicable law and shall apply to the maximum extent permitted by applicable law.
114 Termination/Suspension of your account with RETAILCANVAS
114.11 You may at any time deactivate your accounts and discontinue your use of the Platform and the Services offered.
114.12 We also have the right to terminate or suspend your account and/or restrict or suspend your access to the Platform or any part thereof, at our sole discretion, without giving any notice or reasons thereof. You agree that we may access, preserve, suspend or delete your account, information and access to the Platform and disclose relevant information, if required to do so by law or if we genuinely believe that such action is reasonably necessary. We also have the right to immediately delete account(s) and/or initiate legal proceedings under applicable laws, against Users for fraudulent use of the Platform and any other unlawful acts or omissions in breach of these Terms. Even if we suspend or terminate your account with us, you will still be liable to us, for any act of yours before such suspension or termination.
114.13 You understand and acknowledge that you have no ownership rights in your account and that if you cancel your account or if your account is terminated, all your account information from RETAILCANVAS, including order history, payment history, wishlists, shopping cart, etc. will be marked as deleted. Information may continue to be available for some period of time because of delays in propagating such deletion through our web servers or for specific purposes as indicated in our Privacy Policy. Please also note that third parties may have retained saved copies of your information you shared, for which RETAILCANVAS disclaims any and all liability.
115 Confidentiality
115.11 You shall be responsible for maintaining the confidentiality of your account information, profile and passwords to prevent unauthorized access to your account as you shall be fully responsible for all activities that occur through your account.
115.12 Pursuant to your use of the Services, you may receive information or be exposed to features and functionality that are not known or available to the general public, including but limited to login credentials, technology, API keys, dashboards, widgets, insertion codes, identification details of the Customers, displays and guidelines and documentation relating to Services (“Confidential Information”). You agree to keep the Confidential Information confidential. You further confirm and agree that: (1) all Confidential Information will remain the exclusive property of RETAILCANVAS; (2) all Confidential Information used, with permission from RETAILCANVAS, shall be used only as is necessary for availing the Services in accordance with applicable privacy and data protection laws; (3) in case of a Seller, you will not disclose the names, identities, addresses or any other personal data/information of any Customer to any third parties; and (4) you will take appropriate physical, technical and administrative measures to protect the Content
you obtain from RETAILCANVAS against loss, misuse, unauthorized access, disclosure, alteration, removal or destruction.
116 Governing law and Dispute Resolution
Our rights and obligations pursuant to these Terms are governed and interpreted by, and shall be construed in accordance with, the laws of India and any disputes pertaining to the Platform, our Services and these Terms shall be subject the exclusive jurisdiction of the courts in Goa, India. You waive your right to institute legal proceedings in any other jurisdiction. However, we shall be entitled to institute legal proceedings in connection with any matter arising under these Terms in any jurisdiction where you reside, do business or have assets.
117 Miscellaneous
117.11 Nothing in this Agreement shall be construed as making either party the partner, joint venturer, employer, contractor or employee of the other. Neither party shall have or hold itself out to any third party as having any authority to make any statements, representations or commitments of any kind, or to take any action, that shall be binding on the other, except as provided for herein or authorized in writing by the party to be bound. Except as set out in these Terms, only you and RETAILCANVAS may enforce this Agreement as this contract is between you and RETAILCANVAS; no other party shall be entitled to enforce the Terms of this agreement.
117.12 Any waiver of any provision of this Agreement will be effective only if in writing and signed by RETAILCANVAS. No failure by RETAILCANVAS to exercise, or to delay in exercising, any rights hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right hereunder by precluding any other or future exercise of that right or any other right hereunder by RETAILCANVAS.
117.13 If any provision of these Terms is held invalid or unenforceable in whole or in part by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other provision and all other provisions of these Terms shall continue to be in full force and effect.
117.14 Notice shall be deemed to be given under these Terms, 12 hours after an e-mail bearing such notice is sent to the e-mail address of the party to whom such notice is sent unless the sending party is notified that the e-mail address is invalid. Alternatively, notice may be given by certified mail, postage prepaid to the address available with the other party, which shall be effective upon transmission.
117.15 By using the Platform and/or the Services, you consent to receive electronic communications from RETAILCANVAS in relation to the Services. These electronic communications are part of your relationship with RETAILCANVAS. You agree that any notices, agreements, disclosures or other communications that we send you electronically will satisfy any legal communication requirements, including that such communications be in writing.
117.16 In case you have any queries regarding these Terms or otherwise questions about your user account, or any other services-related questions, we encourage you to contact us at customercare@theretailcanvas.com
118 Grievance officer
The name and contact details of the Grievance Officer to whom you can report any abuses, violation of these Terms or express or share any other complaint or concern you have in connection with your use of the Platform and/or Services is provided below:
Name: Jay E-mail id: customercare@theretailcanvas.com
119.11 In addition to the general Terms and conditions above, in case you are Seller, you shall be deemed to have agreed and accepted and shall be bound by the following specific terms applicable to Seller as detailed in the Seller Agreement which will be mutually signed. In case Seller violates these Terms, then RETAILCANVAS, at its discretion may suspend its Service to the Seller and may also take such action as it may be advised.
119.12 Sellers who wish to avail the Services of RETAILCANVAS shall register with RETAILCANVAS as per the process prescribed by RETAILCANVAS from time to time.
119.13 At the time of registration, the Sellers shall furnish the following information with the Platform-
a) Complete name and address, including addresses of all warehouses (in case of multiple warehouses), and a separate correspondence address if applicable.
b) Registered Address – Principal geographical address of its headquarters and all branches.
c) GST Registration Number or UIN of the Seller (If applicable)
d) KYC details like Mobile Number
e) Complete contact details including phone number, email address, PAN, Pickup address of the Products being sold by the Seller
f) Bank A/c Details
g) Legal Name / Trade Name or Brand name in which you sell
h) Product details including refund applicability and restrictions, warranties, if any etc.
119.13.1 Sellers who are registered on the Platform in accordance with the Terms can use the Services to:
a) Get products listed on the RetailCanvas portal;
b) accept orders from customers through RetailCanvas;
c) have Products delivered to the Customers using the Services of RETAILCANVAS;
d) receive payment for the Products sold through the Platform from RetailCanvas.
119.13.2 RETAILCANVAS may change the Services and features from time to time, at its sole discretion. RETAILCANVAS will provide the Services to Seller pursuant to its standard policies and procedures then in effect. Service provided by RETAILCANVAS is neither re-saleable nor transferable by the Seller to any other person, corporate body, firm or individual concern. Seller or its representatives shall not use the Platform and the Services for any purpose other than for selling Products on the Platform.
119.14 Seller shall ensure full compliance with the provisions of Integrated Goods and Services Tax (“IGST”), Central Goods and Services Tax (“CGST”) and Union Territory Goods and Services Tax (“UTGST”) or State Goods and Services Tax (“SGST”) in respect of the Goods / Services supplied by you, where applicable. Seller shall also be required to provide the corresponding Harmonised System Nomenclature (“HSN”) code number for every listed Product. In the event that Seller does not provide the HSN code number that particular Product will be delisted and Seller will no longer be able to sell the Product on our Platform.
119.15 Listing of Products
a) By allowing RetailCanvas to list your Products on the Platform, you as a Seller confirms that you have obtained all licenses/permits as are necessary for sale of such Products and agree to indemnify RETAILCANVAS against all losses, claims, damages arising out of actions/claims that may be made in relation to the same.
b) The listing description of the Products shall not be misleading and must describe the actual condition of the Product.
c) RETAILCANVAS has the right to make all such modifications/editing of the description of the Products, including the product images, to list the Products on the Platform.
d) Description of the Products shall not contain (i) inaccurate, false, or misleading information, any hyperlinks, other than those specifically authorized by RETAILCANVAS; (ii) misleading, unreadable, or ‘hidden’ keywords, repeated keywords or keywords that are irrelevant to the Products; and/or (iii) the names, logos or trademarks of unaffiliated brands/products other than those of your own save where expressly agreed by RETAILCANVAS.
e) RETAILCANVAS reserves its right to change the look, feel, design, prominence, of the sections related to listing of the Products on the Platform or any part of the Platform at any time without assigning any reason and without giving any notice.
119.15.1 Sellers shall settle the Return Requests of the Customers within 3 days from receipt of the Return Request by the seller, triggered through RetailCanvas. Upon the Seller accepting the Return Request raised by the Customer, and the Customer returning the Product in accordance with these Terms, refund of the Product shall be credited to the Customer via the mode of payment made for purchase, within 7 working days. In case the Seller doesn’t close the Return Request within 3 days from the date of intimation to the Seller about the Refund Request, the Refund Request shall be settled in favour of the Customer by RETAILCANVAS. Any payments made by RETAILCANVAS in this regard shall be reimbursed by Seller or RETAILCANVAS shall make the payments to the Seller after setting off the amounts due to RETAILCANVAS.
119.15.2 Sellers shall ensure that applicable terms regarding the sale of their respective Product(s), which are not covered in these terms are included in detail in the Product description page on the Platform or such other designated section in the Platform including refund and return applicability, terms of replacement, Product restrictions, warranties or guarantees on the Products if any, etc. Sellers agrees, undertakes and confirms that in case of any inconsistency between the terms of sale of the Product displayed on the Platform by the Seller and these Terms, these Terms shall prevail for all intents and purposes.
119.16 Seller acknowledges and confirms to accept the decision made by RETAILCANVAS in the event of any dispute regarding refund between the Seller and the Customer.
119.17 If the item description does not match the actual condition of the Product, Seller agree to refund any amounts that Seller may have received from the Customer for the said Product.
119.17.1 Use and access of the Platform by representatives of the Seller shall be in accordance with these Terms and Sellers shall be liable for any and all breach of these Terms by its representatives.
119.18 Payment settlement process: Also refer the Seller Agreement. (Link here)
a) Seller has specifically authorised RETAILCANVAS or its service affiliates to collect, process, facilitate, and remit payments and / or the transaction price (received electronically or through cash on delivery process) to and from Customers in respect of sale of transactions through the Platform. Your relationship with RETAILCANVAS is on a principal-to-principal basis and by accepting the Terms, Seller agree that RETAILCANVAS is an independent contractor for all purposes.
b) Payments made by the Customer shall be processed by the Platform, and the net proceeds, after deducting applicable fees or commissions as agreed in the Seller Agreement shall be released to the Seller.
c) Seller understands, accept, and agree that the payment facility provided by RETAILCANVAS is neither a banking nor financial service, but merely a facilitator providing an electronic, automated online electronic payment facility for receiving payment, or cash on delivery payment, collection and remittance for transactions
on the Platform using the existing authorised banking infrastructure and credit card payment gateway network. Further, by providing payment facility, RETAILCANVAS neither acts as a trustee or fiduciary with respect to transaction or transaction price.
d) It is hereby clarified that cash on delivery option may not be available for select Products, at RETAILCANVAS’s sole discretion.
e) In the event of a dispute, RETAILCANVAS shall have the right to withhold payment until the dispute is resolved, and the Seller shall cooperate in providing necessary information to facilitate a resolution.
f) RETAILCANVAS reserves the right to set off any outstanding amounts owed by the Seller against the payments due for current or future transactions.
120 PRODUCT TERMS
120.11.1 Customers are requested to please carefully go through the below terms before placing an order for a Product with the Seller(s) on the Platform. By placing an order for any Product on the Platform, you are agreeing to be bound by these Terms as well as such other terms as may be specified by the Seller on the Platform as a condition for the sale of the Product. We do not have any control over nor do we determine or advise or in any way involve ourself in the offering or acceptance of the commercial/contractual terms between you as a Customer and the Sellers. All discounts, offers (including exchange offers) are by the Seller and not by RETAILCANVAS, unless otherwise mentioned. In this section, the reference to ‘you’ or ‘your’ shall mean the Customer.
a) Your placing of an order for the Product is an offer to RetailCanvas to buy the Product selected in your order. When you place an order to purchase a Product from the Seller, you will receive an e-mail confirming receipt of Your order and containing the details of your order (the “Order Acknowledgment”). The Order Acknowledgment is an acknowledgement that the Seller has received your order, but does not confirm acceptance of your offer to buy the Product ordered. It is only when the Product is being dispatched to you, and an e-mail confirmation is sent to you that the Product shall be provided to you on or with effect from a given date (the “Dispatch Confirmation”), that your offer to buy the Product stands accepted and the contract of sale for the Product ordered by you stands concluded. If your order for Product is dispatched in more than one package, you may receive separate Dispatch Confirmations for each package, and each Dispatch Confirmations and corresponding dispatch will conclude a separate contract of sale between you and the Seller for the Product(s) specified in the respective Dispatch Confirmations.
b) For every Product you buy from the Platform, your contract is with the Sellers and you confirm that the Product ordered by you is purchased for your internal / personal purpose and not for re-sale or business purpose. You authorize the Seller from whom you have ordered a particular Product to declare and provide declaration to any governmental authority on your behalf stating the aforesaid purpose of the Products ordered by you through the Platform.
c) Please note that RETAILCANVAS displays Products only in quantities which correspond to the typical needs of a household or individual. This applies both to the number of products ordered within a single order and the placing of several orders for the same product where the individual orders comprise a quantity typical for a normal household.
d) Please review the returns and refund policy of each Seller which are displayed on the Product detail page, which may be applicable to Products sold by Sellers. Refund shall not be made to the Customer if the Product(s) returned is/are not in accordance to these Terms or terms of refund displayed on the Product information page of the Platform.
e) The availability information of Products displayed on the Platform with the number of Products available for purchase shall be indicated on the Platform, including on each Product information page. If no Products are available for purchase, you will not be able to process the order for purchase of the Products. Beyond what is provided on the Platform, availability cannot be more specific.
Please note that dispatch estimates are just estimates. They are not guaranteed dispatch times and should not be relied upon as such. As the Seller processes your order, you will be informed by e-mail if any Product you ordered turns out to be unavailable.
f) All prices are listed in Rupees. “Price” displayed, is inclusive of all taxes at the appropriate rate. Items in your shopping cart will always reflect the most recent price displayed on the item’s product detail page. Please note that this price may differ from the price shown for the item when you first placed it in your cart. Placing an item in your cart does not reserve the price shown at that time. It is also possible that an item’s price may decrease between the time you place it in your cart and the time you purchase it. Shipping charges will be set out separately which shall be over and above the Product price. We do not guarantee that offer price of products provided by Sellers match prices provided in other websites.
g) You shall be responsible for payment of all fees/costs/charges associated with the purchase of Products from the Sellers and you agree to bear any and all applicable taxes including but not limited to VAT/CST, service tax, GST, duties and cesses etc. The taxes will be paid by RetailCanvas for those products sourced from the unorganised sector.
h) The Seller shall 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 either you or the Seller when a contract for the sale of a Product by Seller to you was formed.
i) The Seller shall not be held responsible for any delay or failure to comply with his/her/its obligations under these conditions if the delay or failure arises from any cause which is beyond the Seller’s reasonable control. This condition does not affect your statutory rights.
j) Please ensure to provide a valid phone number while placing an order with us. We may communicate with you by e-mail or by any other mode of communication as decided by us. For contractual purposes, you consent to receive communications (including transactional, promotional and/or commercial messages), from us with respect to your use of the Platform and/or your order placed on the Platform.