Privacy Policy

Woople Foods LLP (Henceforth referred to as “Company“) is the operator  and licensee of https://www.wooplefoods.com (“Website”). The protection  and security of your personal information is one of Company’s top  priorities. This online Privacy Policy discloses Company’s information  practices for this Website and subscriber / membership-based services  (“Services”) including the type of information being collected, method of  such information collection, use of such information and sharing of such  information with third parties. 

By using this Website, you agree to accept the terms of this Privacy Policy  as well as the Website’s Terms of Use. By accessing or using this Website  you expressly consent to our use and disclosure of your personal  information in any manner described in this Privacy Policy. This Privacy  Policy extends to both, users who visit the Website but do not transact  business on the Website (“Users”) as well as users who are registered and  are authorized by the Website to transact business on the Website  (“Members”).“Personal Information” refers to any information that  identifies or can be used to identify, contact or locate the person, to whom  such information pertains including, but not limited to, name, address,  phone number, fax number, email address, financial profiles, identification  number and credit card information. 

PLEASE READ THE FOLLOWING TERMS OF OUR PRIVACY  POLICY 

PERSONAL INFORMATION THAT MAY BE COLLECTED 

Company and/or Website shall collect and store any information that you  may provide on our websites. To enable you to become a member or  subscriber of our Websites we need to have your basic Personal  Information. Apart from this, when you visit our site, our systems collect  details about your computer’s personal information like your IP address.  Please note that your IP address does not identify you personally. No use  or Services available on this Website are directed towards children.  Company and/or Website does not knowingly collect Personal Information  from children or sell of its products to children. 

USE OF INFORMATION COLLECTED

The Company owns all the information collected via the Website. As  applicable, the information collected by the Company shall be used to  contact you about the websites and Website related news and Services  available on the websites; monitor and improve the Website; calculate the  number of visitors to the Website and to know the geographical locations  of the visitors; update you on all the special offers available on the Website  and provide you with a better shopping experience. Please note that when  you place an order, some of your Personal Information will be passed on to  the others who shall need to have access to some Personal Information like  courier companies, credit card processing companies, vendors etc. to  enable them and Company and/or Website perform their duties and fulfill  your order requirements. The Company does not allow any unauthorized  persons or organization to use any information that Company and/or  Website may collect from you through these Websites.In the event the  Company is required to respond to subpoenas, court orders or other legal  process, your Personal Information may be disclosed pursuant to such  subpoenas, court order or legal process, which may be without notice to  you. Cookies are small pieces of information saved by your browser onto  your computer. Cookies are used to record various aspects of your visit  and assist Company to provide you with uninterrupted service. Company  and/or Website do not use cookies to save Personal Information for outside  uses.As you browse Website, advertising cookies will be placed on your  computer so that we can understand what you are interested in. The  techniques employed to retarget advertisements on the basis of your  previous interaction with the Website do not collect personal information  such as your name, email address, postal address or telephone number. The  Company may share collective information such as demographics and  Website usage statistics with our sponsors, advertisers or other third parties  (such third parties do not include the Company’s marketing partners and  network providers). When this type of information is shared, such parties  do not have access to your Personal Information.This Website may contain  links which may lead you to other Websites. Please note that once you  leave our Website you will be subjected to the Privacy Policy of the other  website and this Privacy Policy will no longer apply. 

BY USING THIS WEBSITE, YOU SIGNIFY YOUR AGREEMENT TO  THE TERMS OF THIS PRIVACY POLICY, THE COMPANY  RESERVES THE RIGHT, IN OUR SOLE DISCRETION, TO CHANGE, 

MODIFY, ADD OR DELETE PORTIONS OF THE TERMS OF THIS  PRIVACY POLICY AT ANY TIME. 

If you have any questions about this Privacy Policy, please feel free to  reach us through our Website or write to us at info@wooplefoods.com

POLICY FOR SELLERS 

Capitalized terms used but not defined herein shall have the meaning  given to them under the User Agreement

Seller Registration: A User who wishes to sell items on the Website shall  register with Website providing the requisite information/ data on the  Company’s Seller Registration page including details of the seller’s Valid  Bank Account. The sellers 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 Company’s Seller Registration and the use of the Website by  the seller 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 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 like Ebay 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. Therefore, invoicing and shipping to customer is your  responsibility. Also, any taxation related to sale of your products like VAT,  CST etc. is your responsibility. Also, liabilities arising from the use,  consumption and/or interaction with your products is solely yours and  Website will not be responsible for any loss or damage due to your  products. 

Hold, Suspension and Termination of Company’s 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, the Company may  

suspend and/or terminate the Company’s Seller Registration or may put  the remittances on hold with respect to such Seller. The Company may 

reinstate or activate Company’s Seller 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  Company 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 Company 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  Company’s Seller Registration and/or at any time thereafter and/or from  time to time as may be required, the Company 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 Company 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 or at any subsequent date. 

The Company 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 Company has  the right to reject 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 Company shall levy charges/ fees  from time to time (for providing facilities to sell on the Website) to the  Sellers in accordance with the Facility Charges Policy incorporated herein  by reference. The Company will provide the Seller with an invoice  reflecting the facility charges on a monthly basis. If the seller avails of any  of the services provided under Logistics by the Company, the seller 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 Websites and/or under Company’s Logistics. Any such  changes shall be effective from the time that the Company posts the same  on the Website. 

The Seller will be responsible for paying all charges associated with the  use of the Websites and/or Company’s Logistics and agrees to bear any  and all applicable taxes, charges, cesses, surcharges etc. levied thereon.  The seller shall pay the remit the appropriate charges to the Company or  the Company will deduct such charges from the Transaction Price to be  

remitted to the seller. The Company shall issue the invoice after such  deduction and remittance. Unless otherwise provided, the charges are  payable by the Seller 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 (flavor/grammage 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 Items set out in Annex 1 hereto. 

All listed items must be kept in stock for successful fulfilment 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 User 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 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 Company 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 Company is not deemed to have  any knowledge of such prohibitive, restricted or violative 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 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 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. 

Use of Branding & Photographs

In order to enable the Company to successfully market the products of the  Seller, the Company will be entitled to develop its own marketing  materials and collaterals, which may be disseminated in physical form and/  or electronically / via SMS, email, etc. The Seller consents to its trade  name/s, trade mark/s, logos and brands being used by the Company in  such marketing materials / communications, whether independently or in  conjunction with the brands and marks of any other vendors. Such use of  all such intellectual property of the Seller by the Company shall be  deemed for all purposes to be expressly authorized use, and shall not  constitute an act of infringement or violation of any trademark or other  property rights of the Seller in relation to such marks. 

The Seller shall be obliged to provide high-resolution photographs of such  of the products as maybe required by the Company, along with a brief  write-up of its own history and also such other written, pictorial or  photographic materials as may be reasonably required by the Company for  the purposes of enabling the Company to develop marketing material. 

Packaging

The seller shall ensure that the product shall be placed in suitable inner  packing that is water-tight, air-tight and tamper proof (“Inner Packing”) as  chosen by the Seller. The Inner Packing shall be chosen in such a manner  as to secure the contents of the product being shipped, and to ensure that it  is capable of transportation without contamination. Compliance with all  labelling and packing requirements under applicable laws shall be the  obligation of the Seller. 

The Inner Packing shall thereafter be packed by the Seller securely inside  suitable outer packaging as provided in advance stock by the Company  (“Outer Packaging”). The Company shall be entitled to apply its own  designs and formats to the Outer Packaging, and to exclusively apply its  own marks, name and logo to the Outer Packaging. The Seller shall not  modify the Outer Packaging in any material fashion, other than to ensure that all labelling and packing requirements under applicable laws in  relation to the Outer Packaging are also met, and appropriate consignee  (customer) details are also displayed. 

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  location 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 Company. 

Any image used in the listing must be of the actual item proposed to be  sold on the listing and 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 by the Company you  agree to comply with the terms and conditions incorporated herein by  reference. If you choose, Company 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  Company and edit/ modify/ vary/ delete as may be necessary to accurately  describe the item to be listed. It is clarified that the copyright in all  photographs/ images produced with the assistance of Company shall  exclusively belong to the Company. You agree that under no circumstance  will the Company be liable for any misrepresentation in respect of the  listed item. 

Categories: 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 is 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 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 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 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 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 items. 

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 any services or otherwise. The Company also  reserves the right to take legal action in case of such non-payment. 

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. 

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 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  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 items. 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  Seller, in case of payment by Payment on Billing, upon successful receipt  of the Transaction Price by the Company from the Buyer within [3] days  

of booking the Transaction and completion of verification of payment, the  Company shall notify the buyer and the seller that the Transaction Price  has been received. 

Rules for Dispatch: The seller (other than a seller availing the ‘courier’  services under Company’s Logistics) is required to Dispatch the items for  every Transaction to the Buyer within [3] days from the Payment  Confirmation or within such timelines as may be agreed upon between the  buyer and seller through the Website to ensure that the items are Delivered 

within timely manner. You should Dispatch the item only after receiving  the Payment Confirmation from the Company. 

You must use reputed postal/ courier service provider with good track  record which provide tracking facility for shipped items. 

You shall Dispatch the items using only a delivery channel which provides  appropriate ‘proof of dispatch’ & ‘proof of delivery’ documentation. Such  proof of dispatch and proof of delivery documentation (PODs) relating to  

the Dispatch and Delivery should be maintained by you for period of [9]  months from the date of the Dispatch. The PODs should be furnished to  the Company on demand within the timeframe as notified from time to  time. 

You agree that the Dispatch Details shall be true, correct and duly  authorized and shall not be misleading, fraudulent, false, unauthorized or  otherwise illegal and shall not contain any misrepresentation of facts. 

You shall send an invoice addressed to the Buyer for the Transaction Price  together with the item at the time of Dispatch. 

If the Seller fails to provide the Dispatch Details as prescribed below, in  addition to the cancellation of the transaction, such failure may lead to  suspension and/or termination of Seller’s Registration and/or any  consequent actions as specified in the User Agreement. 

Dispatch Details: The Seller shall provide the Dispatch Details on the  Website within [7] days from the Payment Confirmation or within such  timelines as may be agreed upon between the buyer and seller on the  Website. If the Seller fails to enter the Dispatch Details in the Website  within such prescribed time, the Company may in its sole discretion cancel  the Transaction and refund the Transaction Price (if paid) to the Buyer. 

If the seller has opted for the ‘courier’ services under Company’s Logistics  the seller will be bound by the terms of the Policy for Company’s Logistics  (incorporated herein by reference) and the Logistics Partner and/or the  Company shall be responsible for abiding by the terms and obligations of  this provision including but limited to providing the Dispatch Details. 

Delivery: The time within which the seller or the Company (if the seller is  availing Company’s Logistics services) is required to ensure Delivery of 

the items to the Buyer shall be calculated from the time the Seller enters  the Dispatch Details on the Website i.e. within 10 days from entering the  Dispatch Details for delivery within India or such other timeline as may  have been agreed upon between the Buyer and Seller on the Website. 

It is the sole responsibility of the seller to ensure that the goods shipped  are received by the buyer are in good condition and not damaged for any  reason whatsoever, irrespective of whether the delivery is made by the  Logistics Partner or seller has availed the services of Company’s Logistics. 

Remittance to Sellers: Seller agrees that the Transaction Price paid by a  Buyer will be remitted to Seller’s Bank Account contingent upon the  following events: 

Buyer confirming the Delivery of items in the Transaction, or 

Buyer not taking any action on the Website to confirm Delivery or non receipt of item within [5] days of expiry of the prescribed Delivery time  despite the confirmation of Dispatch of item by Seller to the Buyer, or 

Buyer does not raise a refund claim within [5] days of expiry of the  prescribed Delivery time or if such claim has been raised by the Buyer, the  same is rejected by the Company on account of any breach of the User  Agreement and the rules and polices made thereunder and/or applicable  law. 

The Company reserves the right to keep on hold the remittance to the  Seller for purposes of safety of the Company and/or Users. In such case,  the Seller will be intimated and required to complete additional check and  verification and the Company may contact the Seller for verification of or  additional information, details, data and documents. The Company  reserves the right to refund the Transaction Price that has been kept on  hold to the Buyer, if such requisite information, details, data and  documents are not provided within the stipulated time, or the same is false,  misleading, incorrect or incomplete. 

Remittances to the Seller for their successful Transactions would be in  accordance with the provisions contained herein and applicable laws in  India, particularly the directions issued by the Reserve Bank of India from  time to time for opening and operation of accounts and settlement of 

payments for electronic payment transactions involving intermediaries  dated 24 November 2009. 

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 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  Company by providing facilities on the Website and/or Company’s  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 sent to  the Buyer. PODs should be furnished to the Company on demand within  the prescribed time period. Failure to furnish proof of delivery will be  tantamount to the product not sent by the seller and the buyer will be  entitled to refund. 

In the event that: 

the Seller fails to Deliver within the time prescribed; or 

the Seller sells or Delivers any illegal, prohibited or counterfeit items; or 

the description of the items listed do not match the actual condition of the  items or the items are defective or damaged on Delivery; or 

there is any dispute between Seller 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 right  to set off from subsequent remittances to seller 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  Seller 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 Seller. 

Seller 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 Seller’s part while entering into and  performing the contract with the Buyers or using the Company’s services. 

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

Seller 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. 

Seller verification and refund to Buyers: The Seller authorizes the  Company 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  Company 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 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: 

If the Seller does not provide the requisite verification documents within  the prescribed time frame communicated by the Company 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 verification documents suggest that the Dispatch has been done to an  address which is different from the shipping address provided by the  Buyer; or 

If the Seller has not Dispatched the items using a recognized dispatch  channel but used any other means; or 

If Seller has provided incorrect or invalid Dispatch Details or has not  Delivered the item to Buyer; 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 Company 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 Company will not be held liable for any loss  incurred by the Seller arising out of such refund. 

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 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 Seller by the Company. If no such amount is payable the Company  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 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 Seller 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 polices 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 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, 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 drugs or herbal drugs or any kind of online pharmacies which  includes drug or any other products which requires 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 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 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 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 

Mailing lists 

ANNEX 2 

COMMISSION STRUCTURE 

We charge minimum 30% commission + applicable service tax. This may  be subject to changes basis discussions at the discretion of the Company  on a case-to-case basis. The commission is calculated on the sale price of  the product of the Seller. Any direct or indirect discounts given by the  Company will not be considered in the sale price. Shipping, packaging and  handling are to be invoiced by the Seller as per the policies of the  Company. 

POLICY FOR BUYERS 

Capitalized terms used but not defined herein shall have the meaning  given to them under the User Agreement. 

As a buyer, you understand and accept that upon initiating a Transaction  on the Website, you are entering into a legally binding and enforceable 

contract with the seller to purchase the items from the seller using  Payment on Billing as the method of payment to pay the Transaction Price  which shall be paid to the seller through your Issuing Bank (except in case  of cash payments). You agree and acknowledge that the Company is only a  facilitator of collection and remittance of Transaction Price. No interest or  any benefits whatsoever is given to or can be claimed by the Buyer on the  Transaction Price collected by the Company through and of the prescribed  payment methods. 

You may agree with the seller on the commercial terms of the Transaction  including terms of Dispatch and Delivery time or any extension thereof by  way of exchange of electronic records/ electronic communication by using  

the features as may be provided on the Website and the Transaction shall  stand amended to such extent, provided that any such variation of the  terms of the Transaction are not in violation of the User Agreement and the  rules and policies made there under. 

Payment Method: You shall pay the Transaction Price through the  available methods of payment i.e. Payment on Billing for the Transactions  conducted on the Website. You will be intimated when (i) the Transaction  Price is credited to the account of the Company (in case of Payment on  Billing), which will be confirmed by the Website. The Website shall notify  the Buyer upon Payment Confirmation as provided herein. 

Non-payment: Buyers are not permitted to buy any product without  making a payment of the Transaction Price by Payment on Billing or such  other payment method provided by the Company on the Website, in  respect of the product as described in the listing. 

Contacting Users: Users shall not communicate with other Users outside  the Website to warn them about a seller, products or listing. However, you  are entitled to provide feedback and/or reviews/ ratings for sellers as per  the feedback facilities provided on the Website. 

Contact Information: The contact details provided by you on the Website  shall be accurate and current at all times and you shall be obliged to update  any change in your contact information on the Website immediately. The  Company takes no responsibility for any delay/ non delivery of the goods  on account of failure of the User to update the contact information 

provided on the Website and any consequent negative feedback by the  buyer will be deleted or modified. 

Feedback: You shall use the feedback and review mechanism to  communicate your fair opinion and facts in respect of any User or the  Website or your experience whilst using the Website, known to you from  first-hand experience only. You shall not include any hearsay information,  or information that results in maligning any User, brand or product in your  feedback. You must inform the Company immediately on becoming aware  of violation of any applicable laws or violation of the provisions of this  User Agreement and the rules and policies made thereunder  at info@wooplefoods.com 

Limit on volume of Transactions: The Company reserves the right to  limit the amount payable and the volume of the Transaction that may be  conducted on a single Valid Card/ Valid Bank Account by a Buyer and may  refuse to process Transactions exceeding such limits and may also block  certain Valid Cards or Valid Bank Accounts that are suspected to be  misused while paying the Transaction Price. 

Verification of payment: To prevent any misuse, a payment (in whichever  method) of the Transaction Price initiated by the Buyer may be flagged or  kept on hold for additional checks and verification in which case the  Company may contact the buyer for verification of or additional  information, details, data and documents. The Company may not confirm  the payment if such information, details, data and documents are false,  misleading, incorrect or incomplete and consequently the Valid Card and/ or the Valid Bank Account will not be charged. In such case, the Dispatch  timelines will not commence until Payment Confirmation. The result of the  checks and verification shall be communicated to the buyer and seller. 

The Company reserves the right to refuse to process Transaction Price in  respect of Transactions by Buyers with a prior history of questionable  charges including without limitation breach of any agreements by Buyer  with the Company or breach/ violation of any applicable law or any  charges imposed by the Issuing Bank. 

Payment Confirmation: In case of payment by Payment on Billing, upon  successful receipt of the Transaction Price by the Company from the Buyer  within [3] days of booking the Transaction and completion of verification 

of payment in accordance with the clause above, the Company shall notify  the buyer and the seller that the Transaction Price has been received. 

Dispatch Details: The seller or the Company (if the seller is availing  Company’s Logistics services) shall provide the Dispatch Details on the  Website within [7] days from the Payment Confirmation or within such  timelines as may be agreed upon between the buyer and seller on the  Website. If the Seller fails to enter the Dispatch Details on the Website  within such prescribed time, the Company may in its sole discretion cancel  the Transaction and refund the Transaction Price (if paid) to the Buyer. 

Delivery: The time within which the seller or the Company (if the seller is  availing Company’s Logistics services) is required to ensure Delivery of  the items to the buyer shall be calculated from the time the seller/Company  enters the Dispatch Details on the Website i.e. within 7 days from entering  the Dispatch Details for delivery within India and within 21 days from  entering the Dispatch Details for delivery outside India or such other  timeline as may have been agreed upon between the buyer and seller and  intimated on the Website. 

Delivery confirmation: You shall immediately notify the Website upon  Delivery or non-Delivery within the prescribed time period. If you fail to  provide such notification/ confirmation of receipt or non-receipt of an item  within [7] days of expiry of the Delivery time prescribed in the above  clause, it shall be construed as a deemed Delivery in respect of that  Transaction and the Transaction Price shall not be refunded. 

Refund: You shall be entitled to claim a refund of the Transaction Price  (as your sole and exclusive remedy) within [7] days of expiry of the  Delivery time (including any extension thereof) if you do not receive the  Delivery within the time period agreed in the Transaction or within the  time period prescribed herein, whichever is earlier. In the event you do not  raise a refund claim using the Website within the prescribed time you shall  be ineligible for a refund. 

If you fail to receive an item shipped to you on account of providing  inadequate or inaccurate shipping address or your non-availability at the  address provided, the Transaction will be cancelled and the item will be  returned to the seller and the Company and the seller will be entitled to  recover reasonable compensation for services provided and costs incurred 

for shipping, handling, couriering, processing your order and any other  services provided to you. 

In cases where the buyer has received Delivery of the item within the  stipulated time but the item is not as described in the listing, the buyer is  entitled to claim a refund for the entire Transaction Price paid within [5]  days from the expiry of the Delivery time. If such refund claim is raised by  the buyer, the seller has the option to disagree to the same, in which case  the Company may put the refund claim on hold for checks and  verifications. The Company may contact the Users for the purposes of  verification. As a result of such verification, the refund claim may either be  accepted or rejected by the Company in its sole discretion which shall not  be disputed by the Users. If the refund claim is accepted then the  Transaction Price will be refunded to the buyer. 

All payments for refund of the Transaction Price shall be as follows and in  accordance with the provisions contained herein and applicable laws in  India, particularly the directions issued by the Reserve Bank of India from  time to time for opening and operation of accounts and settlement of  payments for electronic payment transactions involving intermediaries  dated 24 November 2009. 

Refund, if any, shall be made at the same Issuing Bank from where  Transaction Price was received. 

Refunds shall only be made in Indian Rupees and shall be equivalent to the  Transaction Price received. Buyer shall bear any foreign exchange  conversion risk, loss, charges or fees, if any. 

For electronics payments, refund shall be made by the Company using  NEFT / RTGS or any other online banking / electronic funds transfer  system approved by Reserve Bank India. 

Refund shall be subject to the buyer complying with the provisions of the  User Agreement and the rules and polices made hereunder and the  Company shall have recourse to such refund in case of any misuse by  buyer. 

Arrangement with the Issuing Bank: All Transactions conducted on the  Website for which Valid Cards and Valid Bank Accounts are used for 

remittance of payment for Transactions on the Website will also be  governed by the terms and conditions agreed to between the buyer and the  respective Issuing Bank and payment instrument issuing company and you  shall not violate any such terms and conditions. You agree to indemnify  and hold harmless the Company and its service providers against any  direct or indirect liability that may arise on account of such violation. All  online bank transfers from Valid Bank Accounts are processed using the  gateway provided by the respective Issuing Bank which support the  Website to provide these services to the Users. 

Octroi and other local levies: Delivery of items to buyers located in  places where octroi or other local taxes and levies are charged will be  liable to pay the same to the courier company even though the listing  mentioned no such octroi, taxes or levy. 

Advice received via the sites/services should not be relied upon for  personal, medical, legal or financial decisions and you should consult an  appropriate professional for specific advice tailored to your situation. 

While we work to ensure that information is correct, on occasion sellers/ product manufacturers may alter their ingredient lists. The actual product  packaging and materials may contain more and/or different information  than that shown on our websites. You acknowledge and agree that you will  not solely rely on the information presented and that you will always read  labels, warnings, and directions before using or consuming a product. You  specifically agree that the Company shall not be liable for any claim  arising out of use of any of the products displayed and/or purchased from  its websites/services. 

The Company and/or its respective sellers make no representations about  the suitability, reliability, availability, timeliness, lack of viruses or other  harmful components and accuracy of the information, software, products,  

services and related graphics contained within the websites for any  purpose. All such information, software, products, services and related  graphics are provided “as is” without warranty of any kind. The Company  and/or its respective sellers hereby disclaim all warranties and conditions  with regard to this information, software, products, services and related  graphics, including all implied warranties and conditions of 

merchantability, fitness for a particular purpose, workmanlike effort, title  and non- infringement. 

This site may contain links to other web sites operated by third parties  (“linked sites”). You acknowledge that, when you click on a link to visit a  linked site, a frame may appear that contains the Company logo,  advertisements and/or other content selected by the Company. You  acknowledge that the Company and its sponsors neither endorse nor are  affiliated with the linked site and are not responsible for any content of any  linked site or any link contained in a link site, or any changes or updates to  such sites. You also acknowledge that the Company is providing these  links to you only as a convenience. 

You specifically agree that the Company shall not be responsible for  unauthorized access to or alteration of your transmissions or data, any  material or data sent or received or not sent or received, or any transactions  entered into through our websites. You specifically agree that the Company  is not responsible or liable for any threatening, defamatory, obscene,  offensive or illegal content or conduct of any other party or any  infringement of another’s rights, including intellectual property rights. 

In no event shall the Company and/or its sellers be liable for any direct,  indirect, punitive, incidental, special, consequential damages or any  damages whatsoever including, without limitation, damages for loss of  use, data or profits, arising out of or in any way connected with the use or  performance of the website/services, with the delay or inability to use the  Company sites/services or related services, the provision of or failure to  provide services, or for any information, software, products, services and  related graphics obtained through the Company sites/services, or otherwise  arising out of the use of the Company sites/services, whether based on  contract, tort, negligence, strict liability or otherwise, even if Company or  any of its suppliers has been advised of the possibility of damages. 

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