Vendor terms and Conditions

These Vendor Terms and Conditions (“Agreement”) constitute a binding legal agreement between the vendor (“Vendor”) and Tesira E-commerce Private Limited (“Tesira”, “we”, “us”, or “our”), a company incorporated under the laws of India, with its registered office at NU/9B, Pitampura, Delhi North West Delhi, DELHI 110034. By creating a vendor account and using the Tesira platform (“Platform”), you agree to the following terms and conditions, which are in addition to the Vendor Contract that must be signed and agreed upon prior to the activation of the Vendor account.

1. VENDOR ELIGIBILITY

• The Vendor must be a legitimate business, registered with the appropriate government authorities as per the applicable laws of the jurisdiction in which it operates. Vendors must provide accurate and up-to-date proof of business registration, licenses, and certifications as required by law.
• The Vendor must have signed the Vendor Contract, which outlines the complete terms governing the Vendor’s relationship with Tesira. By agreeing to these terms and creating a vendor account, the Vendor promises to fully comply with all clauses stipulated in the Vendor Contract.
• The Vendor agrees to comply with all relevant local, state, national, and international laws, including but not limited to product safety, consumer protection, and tax laws, including Goods and Services Tax (GST) compliance.

2. PLATFORM USAGE

• The Vendor must follow all rules and guidelines provided by Tesira for the use of the Platform, including but not limited to product listings, pricing, and inventory management.
• Product Listings: Vendors are responsible for listing products accurately, including descriptions, images, and pricing. Tesira reserves the right to modify, edit, or remove any listings that do not comply with Platform standards.
• Pricing Uniformity: Vendors must maintain uniform pricing between the Tesira platform and any other online or offline channels operated by the Vendor. Any discrepancies in pricing may result in penalties, including but not limited to deactivation of the Vendor account.
• Inventory Management: Vendors are responsible for maintaining up-to-date inventory and ensuring timely fulfillment of orders. Tesira is not liable for any Vendor’s failure to manage their inventory properly.

3. COMMISSION AND PAYMENTS

• Tesira charges a 15% commission on the sale price of every item sold through the Platform, which includes delivery charges, discounts, and promotions.
• Vendors are responsible for handling and remitting all applicable taxes, including GST, VAT, or any other applicable sales taxes, as required by law.
• Payments to the Vendor will be processed in accordance with the payment schedule specified in the Vendor Contract and subject to the deduction of commission and any applicable fees.

4. ORDER FULFILLMENT

• Vendors are required to process and ship orders in a timely manner, adhering to the shipping and delivery times indicated in their product listings.
• No Cash-on-Delivery (COD): Vendors are prohibited from accepting cash-on-delivery orders. All transactions must be conducted through the payment gateways integrated on the Tesira platform.
• Failure to fulfill orders, repeated delays, or cancellations may result in penalties, including deactivation of the Vendor account, termination of this Agreement, or other actions as deemed appropriate by Tesira.

5. RETURNS, REFUNDS, AND DISPUTES

• Vendors are responsible for handling product returns based on Tesira’s Return and Refund Policy, which covers returns due to poor quality, damages, or fit issues.
• Refunds for non-delivered items will be the responsibility of the Vendor, and Tesira will retain its commission for all processed orders, including undelivered items.
• In the event of disputes between the Vendor and the customer, Tesira reserves the right to act as a final arbitrator, ensuring a fair resolution while protecting the reputation of the Platform.

6. TERMINATION OF VENDOR ACCOUNT

• Termination by Tesira: Tesira reserves the right to terminate the Vendor’s account without notice for any of the following reasons:
  • Repeated failure to fulfill orders.
  • Listing counterfeit or illegal products.
  • Breach of any Platform policies, including pricing uniformity, customer engagement, or marketing violations.
  • Engaging in fraudulent, abusive, or illegal activities.
• Termination by Vendor: The Vendor may terminate this Agreement with 30 days’ written notice to Tesira, provided that all outstanding orders are fulfilled and the Vendor Contract is duly closed.

7. MARKETING AND PROMOTIONS

• Vendors are required to participate in Tesira’s platform-wide promotional campaigns, which may include discounts of up to 20% on products. Tesira will notify Vendors at least one week in advance of such campaigns.
• Vendors must ensure consistency in pricing during promotional campaigns across all platforms where their products are listed. Tesira’s commission of 15% will apply to the final discounted price of any product sold during a promotional period.
• Failure to comply with promotional terms may result in penalties, including removal from future campaigns or suspension of the Vendor account.

8. INTELLECTUAL PROPERTY

• Vendors represent and warrant that they have the legal right to sell the products listed on the Platform and that the products do not infringe on any third-party intellectual property rights.
• Vendors grant Tesira a non-exclusive, royalty-free, worldwide license to use the product images, descriptions, and related content for marketing and promotional purposes on the Platform and other marketing channels, including social media and advertisements.
• Unauthorized use of Tesira’s brand name, logo, or other intellectual property is strictly prohibited and may result in legal action.

9. CONFIDENTIALITY AND DATA PROTECTION

• Vendors agree to keep all proprietary information received from Tesira confidential, including but not limited to sales data, customer insights, and Platform strategies. Disclosure of this information to third parties is prohibited without Tesira’s prior written consent.
• Vendors must comply with all applicable data protection laws, including the Indian Information Technology Act, 2000, and the Indian Data Protection Bill (as applicable), in handling customer data. Customer information must be used solely for fulfilling orders and must be safeguarded to prevent unauthorized access or misuse.

10. PROHIBITED ACTIVITIES

• Vendors are prohibited from directly contacting customers outside of the Platform or soliciting sales outside Tesira. Violations may result in penalties, including blacklisting or monetary fines as per the Vendor Contract.
• Vendors are prohibited from engaging in activities that harm or disrupt the Platform, including but not limited to hacking, distributing viruses, or using automated bots.

11. COMPLIANCE WITH LAWS

• Vendors are responsible for complying with all applicable local, national, and international laws governing the sale of their products, including but not limited to consumer protection, labeling, product safety, and environmental laws.
• Vendors are strictly prohibited from listing or selling illegal, counterfeit, or unauthorized products on the Platform. Tesira reserves the right to remove any such listings and terminate this Agreement immediately if the Vendor is found to be in violation.

12. GOVERNING LAW AND DISPUTE RESOLUTION

• This Agreement shall be governed by and construed in accordance with the laws of India. Any disputes arising out of or related to this Agreement shall be subject to the exclusive jurisdiction of the courts in New Delhi, India.
• In the event of a dispute between Tesira and the Vendor, both parties agree to attempt to resolve the matter amicably. If a resolution cannot be reached, the dispute will be referred to arbitration in accordance with the Arbitration and Conciliation Act, 1996. The arbitration will be conducted in New Delhi in English.

13. ADHERENCE TO THE VENDOR CONTRACT

• The Vendor acknowledges that this Agreement is supplementary to the Vendor Contract, which must have been signed by both the Vendor and Tesira prior to the creation of the Vendor account.
• By using the Platform, the Vendor promises to fully adhere to all clauses and obligations set forth in the Vendor Contract, including but not limited to product listing standards, customer service obligations, payment terms, and penalties for non-compliance.
• The Vendor Contract is legally binding, and failure to adhere to its clauses may result in penalties, suspension, or termination of the Vendor’s account.

14. MODIFICATION OF VENDOR TERMS

• Tesira reserves the right to modify these Vendor Terms and Conditions at any time without prior notice. Any changes will be effective immediately upon posting on the Platform. Continued use of the Platform by the Vendor following such changes constitutes the Vendor’s acceptance of the revised terms.

15. LIMITATION OF LIABILITY

• Tesira shall not be liable for any indirect, incidental, or consequential damages arising out of the Vendor’s use of the Platform, including but not limited to loss of profits, revenue, or data.
• Vendors assume full responsibility for the accuracy, legality, and safety of the products listed on the Platform and shall indemnify Tesira against any claims arising from defects, legal violations, or other disputes related to the products.

By registering as a Vendor and using the Tesira platform, you acknowledge that you have read, understood, signed the Vendor Contract, and agreed to these Vendor Terms and Conditions.