Mussoorie Heritage Centre is glad to have you partner with us. For legal formalities we have compiled the norms below. We look forward to a cordial, long-lasting and fruitful relationship with your organization.
This seller’s agreement entered into by and between –
Mussoorie Heritage Centre, Incorporated under the provisions of the Indian Partnership Act 1932, having its registered office at Parade Point House, Clock Tower, Landour Bazar, Mussoorie- 248179, Dist. Dehradun, India., represented by its Co-Founding Partner Surbhi Agarwal, Indian National and Citizen of India (hereinafter referred to as “Mussoorie Heritage Centre” or “The Firm” or “Website” which expression shall unless repugnant to the context shall mean and include its successors-interest and assigns) of the first part.
(Hereinafter referred to as “Seller” which expression shall unless repugnant to the context shall mean and include its successors-interest and assigns) of the Second part.
Both of whom are hereinafter referred to as “Parties” in the collective sense and each of them is hereinafter referred to as “Part” in individual sense.
Whereas Mussoorie Heritage Centre is involved in the business activities of designing, manufacturing, developing, research and archival of the Arts and handicrafts of the region and sale of handcrafted goods, Mussoorie Heritage Centre offers here a proposal for the seller to join the ‘Online handicrafts knowledge and sale’ platform.
PURPOSE & SCOPE
The purpose of this agreement is to clearly identify the roles and responsibilities of each party as they relate to the use of Mussoorie Heritage Centre’s ‘online handicrafts knowledge and sale’ platform for the sale and archival of the ‘goods and process/heritage’ ’produced and practiced’ by the Seller.
A user who wishes to sell items on the Website shall place a request through the seller registration form provided on the website. Our representatives shall subsequently get in touch and organize visits/meetings/calls to conduct due diligence and setup tieups for setting up seller showcase, synching accurate inventory and coordination with the logistics partner.
During the entire flow stated above the seller shall provide true, correct and duly authorized data / information and shall not be misleading, fraudulent, false, unauthorized and otherwise illegal. The Firm has the right to suspend / terminate the Seller Registration and the use of the Website by the seller if the Firm discovers or it is brought to the Firm’s notice that the aforesaid data is misleading or does not comply with the User Agreement and the rules and polices made thereunder and in such case the seller shall also be liable for all the liabilities, risks, damages and consequences that may arise.
INVOICING, SHIPPING & PRODUCT LIABILITIES
Please note that we are a marketplace platform and provide marketplace services to you. We help Buyers and Sellers connect whereby as Sellers you are selling to customers via our platform and we are charging commission for services associated with it. Also, the liabilities arising from the use, consumption and/or interaction with your products are solely yours and Mussoorie Heritage Centre will not be responsible for any loss or damage claimed by the customers buying your products.
HOLD, SUSPENSION AND TERMINATION OF SELLER REGISTRATION
In case of any breach or violation or suspected breach or violation of any of the provisions of this policy or the User Agreement, Mussoorie Heritage Centre may suspend and/or terminate the Seller Registration or may put the remittances on hold with respect to such Seller. Mussoorie Heritage Centre may reinstate or activate seller’s Registration or remit the Transaction Price to seller subject to the Seller providing such information, data, documents and undergoing such verification as may be desired by the Firm and as provided in the User Agreement or the rules and polices made thereunder. Seller’s Registration is subject to the seller remaining an active User of the Website.
Upon identifying or being notified by any person or by law enforcement agency that Seller has violated any law in the performance of the Transaction, the Firm may immediately suspend seller’s Registration, notify law enforcement or any other authority including banks for appropriate action or act in any other way to cooperate with authorities or protect its interests.
KNOW YOUR CUSTOMER (KYC) DOCUMENTATION
At the time of Seller Registration and/or at any time thereafter and/or from time to time as may be required, the Firm may seek KYC Documents from Seller and further usage of the Website shall be subject to Seller’s submission of KYC Documents. ‘KYC Documents’ shall mean such information, data or documents as may be specified by the Firm from time to time which clearly and unambiguously verifies the details, including the Seller’s Bank Account provided by Seller at the time of registration with the company or at any subsequent date.
The Firm may seek KYC Documents from the Seller at any point of time during the subsistence of this policy for compliance with the provisions of the User Agreement and the rules and polices made thereunder as well as compliance with applicable laws. The Firm has the right to reject/question data within any one or more of the KYC Documents submitted by seller and may ask for other documents or further information.
CHARGES APPLICABLE TO SELLERS
The Firm shall levy charges/fees from time to time (for providing facilities to sell on the Website) to the Sellers in accordance with the Charges Policy incorporated herein by reference. The Firm will provide the Seller with an invoice reflecting the charges on a monthly basis. If the seller avails of any of the services provided by the Firm, the seller will be liable to pay additional fees, charges in respect of the services availed as set out in the Charges Policy.
The Firm reserves the right to change the Charges Policy and the related rules and policies from time to time. The Firm may introduce new services and modify some or all of the existing services offered on the Website and/or Logistics. Any such changes shall be effective from the time that the Firm posts the same on the Website.
The Seller will be responsible for paying all charges associated with the use of the Website and/or Logistics and agrees to bear any and all applicable taxes, charges, cesses, surcharges etc. levied thereon. The seller shall pay to remit the appropriate charges to the Firm or the Firm will deduct such charges from the Transaction Price to be remitted to the seller. The Firm shall issue the invoice (with detailed itemized breakup) after such deduction and remittance. Unless otherwise provided, the charges are payable by the Seller irrespective of any charge back, refund or non-fulfillment of the Transaction.
The Firm reserves the right to set minimum and maximum transaction limits on the Website as it may determine for the safety of its Users.
POLICY FOR PHOTOSHOOT
Seller mentioned in all the models (ANNEX 2) can request for the photoshoot of their products to be listed on the website.
Photoshoot and content writing by the Mussoorie Heritage Centre team is whole and sole property of Mussoorie Heritage Centre. All the copyrights are reserved with Mussoorie Heritage Centre. Breach of any copyright shall handle by the legal team of Mussoorie Heritage Centre.
Without the written permission of Mussoorie Heritage Centre nobody can use photoshoot and content of the website on their website, social media platform and print media.
Seller can use the photoshoot and content only after payment to the Mussoorie Heritage Centre (as decided by the parties) and Mussoorie Heritage Centre shall release the No Objection Letter for use of specific photoshoot and content. The Courier charges specifically for the photoshoot shall be borne by the seller.
You will only make one listing for each single item that is offered for sale by you on the Website. If you propose to sell more than one identical item you will make a separate listing for each of them and if all listings result in successful sale you must be in a position to fulfill all such orders. All listed items must be listed in an appropriate category on the Website. Each listing must contain only one specific item for sale.
You agree not to list and propose to sell any item on the Website that is set out in the list of Restricted Items set out in Annex 1 hereto.
All listed items must be kept in stock for successful fulfillment of sales. No listing can contain a disclaimer that suggests that a sale will be completed or order will be confirmed only if the item is available with the Seller who is listing the item. You agree that you shall not list an item if you are not in a position to deliver it immediately.
You shall not make any listing in the nature of ‘wanted advertisements’ that do not offer to sell an item but invites Users to make an offer to you for sale of any item.
You will also not make any offer, either online or offline, or by making another listing on a different website, to sell an item once you have made a listing with respect to such an item on the Mussoorie Heritage Centre Website. You will not make a listing on the Website with respect to an item which is subject to an existing online or offline offer which can be validly accepted, including listing on the Website or other websites. In no circumstances will you attempt to divert any User through your listing to any other webpage or provide him any information in order to conduct any transaction outside of the Website.
The Firm will be required to remove a listing only upon it being reported to be prohibited or restricted (Annex 1) or violative of applicable law or terms of the User Agreement. The Firm is not deemed to have any knowledge of such prohibitive, restricted or violative listing until it has been reported to the Firm. Upon receiving such reporting the Firm will take best efforts to remove such listing at its sole discretion (but will not be liable to do so), within 7 days of receiving such reporting.
NO INFRINGEMENT OF INTELLECTUAL PROPERTY OF FIRM AND THIRD PARTIES
You must ensure that the listed items do not infringe upon the intellectual property, trade mark, copyright, trade secret or other proprietary rights or rights of publicity or privacy rights of any third party. Listings may only include content generated by you in the form of text descriptions, graphics and pictures that describe your item for sale. You agree that use of logos or trademark owned by a third party producer or manufacturer can lead to infringement of intellectual property rights of such third party. You will be solely responsible for listing and use of such trademark or intellectual property on the Website, and will hold the Website and the Firm indemnified and harmless against any claim by third parties that may arise in respect of such use. You agree that under no circumstances would you use brand names or trademarks not owned by you unless the item that you are listing on the Website carries the brand name or trademark of its original manufacturer or producer. You further agree not to use any intellectual properties of the Website or the Firm including its trademarks, brand name in any manner whatsoever. You will not represent to any User or third party, in any manner, that you are affiliated or associated with the Website or the Firm beyond the capacity of being a ‘seller’ or that you have any right to represent the Website or the Firm.
APPROPRIATE DESCRIPTION IN LISTING
You shall be responsible for providing information relating to the items offered to be sold by you on the Website. You undertake that all such information at all times shall be accurate and complete in all respects. The listing description of the item must not be misleading in any manner whatsoever and must describe the actual condition of the item. You shall not exaggerate or over emphasize the attributes of any items you propose to sell on the Website so as to mislead other Users in any manner. If the item description does not match the actual condition of the item, you agree to refund any amounts that you may have received from the buyer. You agree not to use misleading titles for listing and not provide misleading or inadequate information about the artisan of any listed item. If for any reason you are unable to deliver to any specific location, destination or country, you must clearly mention the same on the listing. You shall not use unrelated keywords, or brand names (even if such use does not lead to any intellectual property right violation), or text unrelated to the item on offer for sale in your listing.
You shall not provide any information such as a catalogue of your items in your listing or on the items or packaging thereof which will enable a buyer to contact you outside the Website to buy such item directly from you instead of buying it from the listing on the Website. You shall not solicit Users to send you payments by any method not approved or provided for on the Website by the Firm.
Any image used in the listing must be of the actual item proposed to be sold on the listing and you shall not copy images from other listings available on the Website. You cannot disclaim any liability including liability with respect to authenticity, merchantability of items that you offer to sell on the Website.
You shall not endorse any item other than that being listed by you anywhere in the Website. You agree not to provide any description in any listing made by you in any manner that suggests you are in any way connected to, or are representing or selling on behalf of a manufacturer or producer of the item unless you are the manufacturer or producer, or you have obtained a written permission or entered into an agreement with such manufacturer or producer under which you are entitled to represent as such.
[Any free or bonus item promised in a listing for promotional purposes must be delivered together with the main item being offered through the listing. All provisions of the User Agreement including the rules and policies made there under that apply to the main item will apply mutatis mutandis to the free or bonus item as well to the extent it may be applicable.]
If you opt to avail of the ‘listing services’ provided under Logistics services by the Firm you agree to comply with the terms and conditions of Policy of Logistics incorporated herein by reference. If you choose, our team will assist you in writing an appropriate description of an item to be listed, taking photographs/images of the items to be uploaded on the Website etc. In such case, you are liable to verify all such content of the listing, photograph/ image etc. provided by our team and edit/ modify/ vary/ delete as may be necessary to accurately describe the item to be listed. You agree that under no circumstance will the Firm be liable for any misrepresentation in respect of the listed item.
Every 3 months (90 days) your unsold listings will expire and you will need to re-check their quality and presence in your physical inventory and subject to that remove or refresh the listing.
If the Website provides for categories of items, then the User must take adequate care to list items in the appropriate category. Failure to do so may result in cancellation of listing.
Method of Payment: At the time of listing, of the various modes of payment provided by the Firm (currently only the online payment gateway) on the Website.
You represent and confirm that you shall be the sole and exclusive legal owner of all items of any description that you propose to offer for sale on the Website. You shall have absolute right free of any encumbrance, lien, hypothecation, mortgage, charge, and adequate title and authority to deal in and offer for sale such items as may be listed by you on the Website.
If it comes to your knowledge that any Transaction or attempted Transaction relating to any item listed on the Website is in violation of this clause or this User Agreement or applicable laws, you shall take all steps to inform the Firm of the same forthwith.
UNFAIR CONSUMER PRACTICE
You will not engage in any unfair consumer practice or any such practices that are forbidden under applicable laws, including but not restricted to the Consumer Protection Act, 1986.
Buyers of items on the Website are entitled to write reviews and rate the items as well as the seller on the Website. As a seller, you accept that such reviews and rating may be adverse to your business, economic and other interests including reputation. You hereby relinquish any right you may have to take legal or any other action against persons who have provided such reviews/ratings against the Firm or the Website for any loss of business, reputation or any other loss arising out of such reviews or ratings provided by buyers and other Users in consideration of being allowed to participate in the website for the purpose of selling your items.
The Firm reserves the right to issue a warning, temporarily/indefinitely suspend or terminate your membership of the Website and refuse to provide you with access to the Website in case of non-payment of Facility Charges or any other fees payable by you to the Firm. The Firm also reserves the right to take legal action in case of such non-payment.
It will be solely your responsibility to ensure that before listing an item for Global sale on the Website, such item can be shipped outside India under applicable laws. If you list any item that is in violation of the applicable laws, you will be liable to make good any loss suffered or cost borne by the Website, the Firm or other Users who rely on such listing including reimbursement of any service charges incurred or any other mode of payment or payments made towards taxes or government charges or any levy in respect of such item. You shall also be responsible for complying with all laws that may be applicable in the country where such item is proposed to be delivered. You are prohibited from selling any item to buyers in countries with which trading is prohibited or under embargo (in general or with respect to certain kind of goods) as imposed by the Government of India.
REFUSAL TO SELL
Once any User confirms a purchase in response to a listing made by you by making requisite payment through Payment on Billing, the sale is considered complete and all property and title in the listed item passes on to the buyer. You cannot refuse to sell the item after the payment has been successfully made and the Transaction is confirmed.
PRICE AND UPON DELIVERY
The seller’s price of the item proposed to be purchased shall Include all costs, expenses, duties, taxes and margins that need to be accounted on the seller’s side and exclude the non-seller shipping, handling, insurance, taxes, duties, charges and expenses to be accounted on Mussoorie Heritage Centre side.
All such additional charges shall be added to the seller’s price by Mussoorie Heritage Centre. Seller’s base price and all other charges mentioned above shall be charged to the end client in normal circumstances.
If the buyer makes payment in any currency other than Indian Rupees, the cost of conversion/ exchange rate shall be borne by the buyer.
You hereby accept the obligation to ensure high level of buyer satisfaction. If you receive more than 10% negative reviews or feedback from Users who have bought items listed by you, you will be considered to have failed to comply with this obligation. In such case, the Firm may at its sole discretion cancel your listing, place limits on availability of services and facilities, suspend your account, demand a security deposit for future listings or continue your listings, impose higher fees and additional charges for permitting you to continue using the Website for listing and selling items.
ENDING OF LISTING
You understand and agree that the Firm at its sole discretion may end any listing at any point of time without any notice and also in case where any listing does not result in a successful transaction within 30 days of listing. However, the Firm may choose not to remove any such listing and extend the period of listing for such time as it thinks fit. A listing will naturally end if it results in a confirmed Transaction.
Subject to the modes of payment chosen by the Seller upon successful receipt of the Transaction Price by the Firm from the Buyer, the Firm shall notify the buyer and the seller that the Transaction Price has been received.
It is the sole responsibility of the seller to ensure that the goods shipped are received by Mussoorie Heritage Centre are in good condition and not damaged for any reason whatsoever.
In case of delivery of a product damaged or other than what has been ordered is sent to the Firm from your warehouse. The shipping charges of its return & re sending would be born by you the seller.
WARRANTIES AND UNDERTAKINGS
Seller warrants and undertakes that:
All sales of items listed on the Website are on principal to principal basis and bipartite contracts between seller and buyer. Seller shall be solely responsible for the quality, condition, description, trademark, Delivery, warranty, payment, all applicable government taxes and duties, legality, legal title in relation to the items and other terms and conditions of the Transaction. The Firm by providing facilities on the Website and/or Logistics services does not in any way becomes a party to the contract for the sale of the item.
Seller shall maintain proper proof of delivery (POD) of the items. PODs should be furnished to the Firm on demand within the prescribed time period. Failure to furnish proof of delivery will be tantamount to the product not sent by the seller.
PENALTIES VERIFICATION AND REFUND TO BUYERS
The Seller authorizes the Firm to perform certain checks before remitting the Transaction Price to Seller’s Bank Account to ensure the safety of the Transaction, Website and to mitigate any payment risks. As part of performing such checks, the Firm will also have the right to hold the remittance to the Seller’s Valid Bank Account and require Seller to furnish certain documents for verification purposes. The Firm also reserves the right to refund the Transaction Price back to the Buyer which the Firm has withheld or continue holding the periodic payments, including
If the Seller does not provide the requisite verification documents within the prescribed time frame communicated by the Firm or as provided in the rules and policies of the Website; or
If the verification documents submitted are invalid, tampered or forged; or
If the Seller has not Dispatched the items using a recognized dispatch channel but used any other means; or
If the Seller has listed an Item which violates the User Agreement or the rules and polices made thereunder; or
If the Seller has Dispatched an item different from the description mentioned on the Transaction, or
The Firm is instructed by any law enforcement agency or government or statutory authority to deny or decline or withhold such remittance.
In all the above cases the Firm will not be held liable for any loss incurred by the Seller arising out of such refund.
In the case that due to one or more of the above mentioned events is found to have genuinely transpired and the sale is cancelled and the buyer refunded and the fault is found to rest with the seller, in such a case Mussoorie Heritage Centre shall be entitled to recover from the seller is incurred processing costs and charges. (Ref. Charges policy)
A chargeback occurs when the card-holder disputes a charge on his credit / debit card statement with his card-Issuing Bank. On receiving such complaint from the card-holder, the card Issuing Bank credits the card holder and recovers the amount from the Firm. The Firm is entitled to deduct such amount from any amount payable to the Seller by the Firm. If no such amount is payable the Firm may demand such amount to be paid forthwith by the Seller. The Seller will be notified of the recovery, if any, through an email and may receive an acknowledgement of payment if requested. If the payment gateway facility provider, bank or the service providers of the Firm charge the Firm with any penalty or fee or charge for such chargeback in respect of the Transaction which the Firm is required to pay, the Seller will be liable to pay such penalty or fee to the Firm, and the same may be recovered in the manner aforesaid.
Firm will try its best to facilitate discussions between the seller and the payment gateway/ bank for any dispute resolution in the above regard.
The Firm will retain personal information in accordance with the privacy polices posted on the Website and applicable laws.
LIST OF RESTRICTED ITEMS
Alcohol which includes alcohol or alcoholic beverages such as beer, liquor, wine or champagne
Adult goods and services which includes pornography and other sexually suggestive materials (including literature, imagery and other media); escort or prostitution services; Website access and/or website memberships of pornography or illegal sites
Body parts which includes organs or other body parts
Bulk marketing tools which includes email lists, software or other producers enabling unsolicited email messages (spam)
Cable descramblers and black boxes which includes devices intended to obtain cable and satellite signals for free
Child pornography which includes pornographic materials involving minors
Copyright unlocking devices which include Mod chips or other devices designed to circumvent copyright protection
Copyrighted media which includes unauthorized copies of books, music, movies and other licensed or protected materials
Copyrighted software which includes unauthorized copies of software, video games and other licensed or protected materials, including OEM or bundled software
Counterfeit and unauthorized goods which includes replicas or imitations of designer goods; items without a celebrity endorsement that would normally require such an association; fake autographs, counterfeit stamps, and other potentially unauthorized goods
Drugs and drug paraphernalia which includes illegal drugs and drug accessories, including herbal drugs like salvia and magic mushrooms
Drug test circumvention aids which includes drug cleansing shakes, urine test additives, and related items
Endangered species which includes plants, animals or other organisms (including product derivates) in danger of extinction
Gaming/Gambling which includes lottery tickets sports bets, memberships/enrollment/ online gambling sites, and related content
Government IDs or documents which includes fake IDs, passports, diplomas and noble titles
Hacking and cracking material which includes manuals, how-to guides, information, or equipment enabling illegal access to software’s, servers websites, or other protected property
Illegal goods which includes materials, products, or information promoting illegal goods or enabling illegal acts
Miracle cures which includes unsubstantiated cures, remedies or other items marketed as quick health fixes
Offensive goods which includes literature, products or other material that:
Defame or slander any person or groups of people based on race, ethnicity, national origin, religion, sex, or other factors
Encourage or incite violent acts
Promote intolerance or hatred
Offensive goods, crime which includes crime scene photos or items, such as personal belongings, associated with criminals
Prescription dugs or herbal drugs or any kind of online pharmacies which includes drug or any other products which requires a prescription by a licensed medical practioner.
Pyrotechnic devices, combustibles, corrosives and hazardous materials which includes explosives, fireworks and related goods; toxic, flammable and radioactive materials and substances
Regulated goods which includes air bags; batteries containing mercury; Freon or other similar substances/refrigerants; chemical/industrial solvents; government uniforms; car titles; license plates; police badges and law enforcement equipment; lock-picking devices; pesticides; postage meters; recalled items slot machines; surveillance equipment; goods regulated by government or other agency specifications
Securities which includes stocks, bonds, or related financial products
Tobacco and cigarettes which includes cigarettes, cigars, chewing tobacco, and related products
Traffic devices which includes radar detectors/jammers, license plate covers, traffic signal changers, and related products
Weapons which includes firearms, ammunition, knives, brass knuckles, gun parts and other armaments
Wholesale currency which includes discounted currencies or currency exchanges
Live animals or hides/skin/teeth, nails and other parts etc. of animals
Multi level marketing collection fees
Matrix sites or sites using a matrix scheme approach
Work-at-home approach and/or work-at-home information
Any product or service which is not in compliance with all applicable laws and regulations whether federal, state, local or international, including the laws of India.
The merchant providing services that have the potential of citing the Payment Gateway Facilitators in a poor light and/or that may be prone to “Buy & Deny” attitude of the cardholders when billed (e.g. adult material/mature content/escort services/friend finders) and thus leading to chargeback and fraud losses
Business or websites that operate within the scope of law which are not absolutely clear or are ambiguous in nature (Web-based telephony, websites supplying medicines or controlled substances, websites that promise online match making, etc)
Businesses out rightly banned by law (e.g. betting & gambling/publications and content that is likely to be interpreted by authorities as leading to moral turpitude or decadence or incite caste/communal tensions, lotteries/ sweepstakes& games of chance)
The merchant who deal in intangible goods/services (e.g. software download/health/beauty products), and business involving pyramid marketing schemes or get-rick-quick schemes. Any other product or service which in the sole opinion of the EBS or the Payment Gateway facilitators, is detrimental to the image and interests of either of them/ both of them, as communicated by either of them/both of them to the merchant from time to time. This shall be without prejudice to any other terms and conditions mentioned in this Agreement.
Bulk marketing tools which includes emails, lists, software or other products enabling unsolicited email messages (spam)
Web-based telephony/SMS/Text/Facsimile services or Calling cards. Bandwidth or data transfer/ allied services. Voice process/knowledge process services
The commission is calculated on the sale price of the product of the Seller. Any direct or indirect discounts given by the Firm will not be considered in the sale price. However, there are various models for different sellers depending upon the assistance they would need from Mussoorie Heritage Centre in setting up their e-shop. Mussoorie Heritage Centre shall work in the two different models. The seller shall select the appropriate model at the time of agreement. If seller opts to change the model, it shall inform Mussoorie Heritage Centre atleast one month in advance. The two different models shall be as under:
MODEL – I: DIRECT PURCHASE MODEL
In this model the seller shall completely sale the products to Mussoorie Heritage Centre. Seller shall raise the invoice to Mussoorie Heritage Centre. Mussoorie Heritage Centre shall replace or return back the products in case of any discrepancy like damage, quality, quantity etc. The payment in respect of invoice shall be made to the seller within 45-60 days of the receipt of goods at the warehouse of Mussoorie Heritage Centre.
MODEL – II: WAREHOUSING AT MUSSOORIE HERITAGE CENTRE (30% MODEL)
Mussoorie Heritage Centre shall procure the goods from seller on the basis of challan and shall keep the products at the warehouse. Mussoorie Heritage Centre shall list the products on the website and on the successful delivery of products to the customer; on monthly basis it shall pay the outstanding amount to the seller. The detail policy shall be as under:
Also the Firm is entitled to extract payment gateway charge as applicable from the seller in case of failed transaction.