Vendor Registration: A User who wishes to sell Services on the Website shall register with the JNB TECH SERVICE Facility by providing the requisite information / data on the 2ba.in Vendor Registration page including details of the Vendor’s Valid Bank Account (JNB TECH SERVICE Vendor Registration). The Vendors shall provide true, correct and duly authorized data/ information and shall not be misleading, fraudulent, false, unauthorized and otherwise illegal. The Company has the right to suspend/ terminate the JNB TECH SERVICE Vendor Registration and the use of the Website by the Vendors if the Company discovers or it is brought to the Company’s notice that the aforesaid data is misleading or does not comply with the User Agreement and the rules and policies made there-under and in such case the Vendors 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 Vendors connect whereby as Vendors you are selling to customers via our platform and we are charging commission for services associated with it. Therefore, invoicing to customers is your responsibility. Also, any taxation related to sale of your Services like GST etc is your responsibility. Also, liabilities arising from the use, consumption and/or interaction with your products is solely yours and 2ba.in will not be responsible for any loss or damage due to your Service.

Hold, Suspension and Termination of JNB TECH SERVICE Vendor 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, the Company may suspend and/or terminate the JNB TECH SERVICE Vendor Registration or may put the remittances on hold with respect to such Vendors. The Company may reinstate or activate Vendors’s JNB TECH SERVICE Vendor Registration or remit the Transaction Price to Vendors subject to the Vendors providing such information, data, documents and undergoing such verification as may be desired by the Company and as provided in the User Agreement or the rules and policies made there-under. Vendors’s JNB TECH SERVICE Vendor Registration is subject to the Vendors remaining an active User of the Website.

Upon identifying or being notified by any person or by law enforcement agency that Vendors has violated any law in the performance of the Transaction, the Company may immediately suspend Vendors’s JNB TECH SERVICE Vendor 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 JNB TECH SERVICE Vendor Registration and/or at any time thereafter and/or from time to time as may be required, the Company may seek KYC Documents from Vendors and further usage of the Website shall be subject to Vendor’s submission of KYC Documents. ‘KYC Documents’ shall mean such information, data or documents as may be specified by the Company from time to time which clearly and unambiguously verifies the details, including the Vendors Bank Account provided by Vendors at the time of registration with JNB TECH SERVICE Facility or at any subsequent date.

The Company may seek KYC Documents from the Vendors at any point of time during the subsistence of this policy for compliance with the provisions of the User Agreement and the rules and policies made thereunder as well as compliance with applicable laws. The Company has the right to reject any one or more of the KYC Documents submitted by the Vendors and may ask for other documents or further information.

Charges Applicable to Vendors: The Company shall levy charges/ fees from time to time (for providing facilities to sell Services on the Website) to the Vendors in accordance with the Facility Charges Policy incorporated herein by reference. The Company will provide the Vendors with an invoice reflecting the facility charges on a Yearly basis. If the Vendor avails of any of the Extra services provided under 2ba.in the Vendors will be liable to pay additional fees, charges in respect of the services availed as set out in the Facility Charges Policy.

The Company reserves the right to change the Facility Charge Policy and the related rules and policies from time to time. The Company may introduce new services and modify some or all of the existing services offered on the Website and/or under 2ba.in. Any such changes shall be effective from the time that the Company posts the same on the Website.

The Vendors will be responsible for paying all charges associated with the use of the Website and/or 2ba.in and agree to bear any and all applicable taxes, charges, cesses, surcharges etc. levied thereon. The Vendors shall remit the appropriate charges to the Company or the Company will deduct such charges from the Transaction Price to be remitted to the Vendors. The Company shall issue the invoice after such deduction and remittance. Unless otherwise provided, the charges are payable by the Vendors irrespective of any charge back, refund or non-fulfilment of the Transaction.

The Company reserves the right to set minimum and maximum transaction limits on the Website as it may determine for the safety of its Users.

Single Listing: 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 fulfil 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 and no choices whatsoever (such as colour, size etc.) shall be provided to the buyer. [Note: Please confirm.]

You agree not to list and propose to sell any item on the Website that is set out in the list of Restricted Services set out in Annex 1 hereto.

All listed Services must be Fulfilled for successful sales. No listing can contain a disclaimer that suggests that will be completed or order will be confirmed only if the item is available with the User who is listing the item. You agree that you shall not list any Service 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 service.

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 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 web page or provide him any information in order to conduct any transaction outside of the Website.

The Company will be required to remove a listing only upon it being reported to be prohibited or restricted (Annex 1) or violate of applicable law or terms of the User Agreement. The Company is not deemed to have any knowledge of such prohibitive, restricted or violated listing until it has been reported to the Company. Upon receiving such reporting, the Company 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 Company and Third Parties: You must ensure that the listed Service does 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 trademarks owned by a third-party producer or manufacturer can lead to infringement of intellectual property rights of such third parties. 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 Company 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 Company 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 Company or that you have any right to represent the Website or the Company.

Appropriate Description in Listing: You shall be responsible for providing information relating to the Services 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 Services you propose to sell on the Website so as to mislead other Users in any manner. If the Service description does not match 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 location of any listed service. 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 endorse any service 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.]

Categories: If the Website provides for categories of Services, then the User must take adequate care to list Services 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 Company on the Website, you shall also choose the modes of payment which are acceptable to you and the buyer will have the option to pay the Transaction Price only by the modes of payment selected by you. If you fail to choose your preferred modes of payment, the Buyer will have the option to pay the Transaction Price by any mode of payment provided on the Website.

Clean Sale: You represent and confirm that you shall be the sole and exclusive legal owner of all Services 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 violative of this clause or this User Agreement or applicable laws, you shall take all steps to inform the Company 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.

Feedback: Buyers of Service on the Website are entitled to write reviews and rate the Services as well as the Vendors on the Website. As a Vendor, 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 or against the Company 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 Service.

Non-payment: The Company 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 Company whether for 2ba.in Logistics services or otherwise. The Company also reserves the right to take legal action in case of such non-payment.

International Trading: It will be solely your responsibility to ensure that before listing an item for 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 Company or other Users who rely on such listing including reimbursement of any service charges incurred towards the JNB TECH SERVICE Facility 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 kinds 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, or refuse to accept payment or fail to deliver the item after the payment has been successfully made and the Transaction is confirmed. In case of sale of item wherein the buyer has opted for Payment on Delivery as a payment method, the sale is considered complete and all property and title in the listed item passes on to the buyer only after payment of the Transaction Price and upon Delivery.

Pricing: The price of the item proposed to be purchased shall include, if applicable, the shipping charges, insurance charges and all other taxes, duties, costs, charges and expenses in respect thereof. The shipping and handling charges included in the price of the item must be reasonable and cannot be disproportionate to the cost of the item or significantly above actual cost which may be charged by a reputed and competitive service provider. If the buyer makes payment in any currency other than Indian Rupees, the cost of conversion/ exchange rate shall be borne by the buyer.

Buyer satisfaction: You hereby accept the obligation to ensure a high level of buyer satisfaction. If you receive more than 30% negative reviews or feedback from Users who have bought Services listed by you, you will be considered to have failed to comply with this obligation. In such a case, the Company 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 Services. You may communicate with a buyer after a confirmed sale has taken place and directly resolve any complaint or dispute that such buyer may have.

Ending of Listing: You understand and agree that the Company 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 Company 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.

Payment Confirmation: Subject to the modes of payment chosen by the Vendors, in case of payment by Payment on Billing, upon successful receipt of the Transaction Price by the Company from the Buyer within [7] days of booking the Transaction and completion of verification of payment, the Company shall notify the buyer and the Vendors that the Transaction Price has been received. In case of payment by Payment on Delivery, the Company shall notify the buyer and Vendors that the buyer has committed to pay the Transaction Price by Payment on Delivery.

Warranties and Undertakings

Vendors warrants and undertakes that:

All sales of Service listed on the Website are on principal-to-principal basis and bipartite contracts between Vendors and buyers. Vendors shall be solely responsible for the condition, description, trademark, Delivery, warranty, payment, all applicable government taxes and duties, legality, legal title in relation to the Items & Services  and other terms and conditions of the Transaction

In the event that:

If there is any dispute between Vendors and the Buyer relating to the Transaction, or the use of a Valid Card or Valid Bank Account by a Buyer while paying Transaction Price was unauthorized or was a result of fraud or hacking of bank account password; or the Buyer claims a refund of or charges back the Transaction Price,

the Company has the right to take appropriate legal action including the right to set off from subsequent remittances to the Vendors until such amount is fully recovered. In case the subsequent balances are not enough for recovery, within 7 days of receipt of a notice to that effect from the Company, the Vendors shall pay the shortfall to the Company. In case the Company is not able to recover the shortfall, within the given time, it reserves the rights to take appropriate legal actions against Vendors.

Vendors further unconditionally indemnifies and hold harmless the Company, its affiliates and its third party service providers and their respective directors, officers and employees against any actions, proceedings, costs, awards, claims and damages however incurred by or arising against them as a result of any act or omission on Vendors’s part while entering into and performing the contract with the Buyers or using the JNB TECH SERVICE Facility.

In the event that any Transaction Price remitted to Vendors is uncollectible and a claim is raised on the Company in respect thereof, the same shall be Vendors’s financial responsibility and the Company shall have the right to recover any such amounts from the Vendors in the manner provided herein above without any hindrance/ protest.

Vendors shall abide by and complete all Transactions in accordance with the description and conditions mentioned in such Transaction and the provisions of the User Agreement and the rules and policies made thereunder.

Vendors verification and refund to Buyers: The Vendors authorises the Company to perform certain checks before remitting the Transaction Price to Vendors’s Bank Account to ensure the safety of the Transaction, Website and to mitigate any payment risks. As part of performing such checks, the Company will also have the right to hold the remittance to the Vendor’s Valid Bank Account and require Vendors to furnish certain documents for verification purposes. The Company also reserves the right to refund the Transaction Price back to the Buyer which the Company has withheld or continue holding the periodic payments (including all future payments) in any of the following conditions:

Chargeback
A chargeback occurs when the card-holder disputes a charge on his credit / debit card statement with his card-Issuing Bank. On receiving such a complaint from the card-holder, the card Issuing Bank credits the card holder and recovers the amount from the Company. The Company is entitled to deduct such amount from any amount payable to the Vendors by the Company. If no such amount is payable the Company may demand such amount to be paid forthwith by the Vendors. The Vendors 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 Company charge the Company with any penalty or fee or charge for such chargeback in respect of the Transaction which the Company is required to pay, the Vendors will be liable to pay such penalty or fee to the Company, and the same may be recovered in the manner aforesaid.

Data-Retention
The Company will retain personal information in accordance with the privacy policies posted on the Website and applicable laws.

ANNEX 1

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 include organs or other body parts

Bulk marketing tools which include 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 include drug cleansing shakes, urine test additives, and related items

Endangered species which includes plants, animals or other organisms (including product derivatives) in danger of extinction

Gaming/Gambling which includes lottery tickets sports bets, memberships/enrolment/ 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 include materials, products, or information promoting illegal goods or enabling illegal acts

Miracle cures which include unsubstantiated cures, remedies or other Services marketed as quick health fixes

Offensive goods which include 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 Services, such as personal belongings, associated with criminals

Prescription drugs or herbal drugs or any kind of online pharmacies which includes drugs or any other products which require a prescription by a licensed medical practitioner.

Pyrotechnic devices, combustibles, corrosives and hazardous materials which includes explosives, fireworks and related goods; toxic, flammable and radioactive materials and substances

Regulated goods which include 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 include stocks, bonds, or related financial products

Tobacco and cigarettes which includes cigarettes, cigars, chewing tobacco, and related products

Traffic devices which include radar detectors/jammers, license plate covers, traffic signal changers, and related products

Weapons which include 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

Drop-shipped merchandise

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 matchmaking, 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 deals in intangible goods/services (e.g., software download/health/beauty products), and business involving pyramid marketing schemes or get-rich-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 include 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, Mailing lists

ANNEX 2

COMMISSION STRUCTURE

Our commission Charges are Varied as per categories. GST will be charged on the commission. The commission is calculated on the sale price of the product of the Vendors. Any direct or indirect discounts given by the Company will not be considered in the sale price. The minimum commission percentage from 1st April  is 5% + 18%Service Tax/GST. The commission could be variable for Vendors who require better penetration of products on 2ba.in website.