This Merchant Agreement (hereinafter referred to as the “Agreement”) is entered between the “Merchant” / “Seller” (You or the entity you are representing) and Bulkli.com, (hereinafter referred to as “Bulkli”) a website owned by a Bulkli Online Marketing Services Private Limited a company incorporated under the provisions of Companies Act, 1956, having its registered office located at Office No 9 & 10, Trishul Apartment, Near New Post Office, Katemanivali, Kalyan East Dist Thane, Maharashtra, India – 421306
The Agreement shall put forward the terms and condition that shall govern all the online activities carried out by the Merchant while using the services and technology provided by Bulkli.com for the term of their association with imfibeam.com.
“Merchant” and “Bulkli” shall hereinafter be individually referred to as “Party” and collectively as “Parties”.
- Bulkli has its skilled expertise and knowledge in the field of providing an E – commerce platform services to enable retailing of various products and services to consumers in India across several categories under its owned URL named www.Bulkli.com
- Bulkli, has represented to Merchant about its skills and expertise in the field of E – commerce and on which Merchant has agreed to engage the Services of E – Commerce on the below mentioned terms and conditions of the Agreement.
- Merchant hereby appoints Bulkli for the purposes of providing an E- Commerce Platform to the Merchant and Bulkli hereby accepts such appointment for providing such services during the Term (as defined hereinafter) of this Agreement.
NOW THEREFORE in consideration of the foregoing and the mutual covenants and promises contained herein and other good and valuable consideration the receipt and adequacy of which is hereby acknowledged, the Parties intending to be bound legally, agree as follows:
- DEFINITIONS: –
1.1. “Merchant”: Person or any entity who desires to establish an online store for selling products or services using the space provided by Bulkli, by accepting this agreement’s terms and condition.
1.2. “Merchant Materials”: means all Trademarks, Content, information, data, materials, and other items (excluding Technology) provided or made available by Merchant or its Affiliates to Bulkli or its Affiliates.
1.3. “Merchant Order” means an order for a Merchant Product initiated through the website or via customers calling the Telephone Number pursuant to this agreement.
1.4. “Catalogue Data” Shall mean any and all the catalogue date or information including but not limited to price, image etc. in the format mutually agreed by the parties in relation to the product provided by Merchant to Bulkli.
1.5. “Catalogue management”: Catalogue management shall mean managing the content on the website which is primarily done using tools like the Content Tool (a module that has been developed to upload / manage product information on the website). The catalogue is uploaded using this tool and any subsequent product or content uploads or modifications are managed using this tool as well.
1.6. “Customer” shall mean any individual, group of individuals, firm, company or any other entity placing an order for the Products on Bulkli.com.
1.7. “E- Commerce Engine”: E-Commerce engine shall mean and include the Back End comprising of a set of seamlessly integrated applications that manage the operations and the various business work flows including, Catalogue Management; Product and Price Updates, Vendor and Delivery Partner Management, Order Processing and Vendor fulfilment.
1.8. “Encryption”: Encryption means the 3-D secure protocol provided by Visa/ MasterCard to enhance the security of internet payments which shall be implemented and it does not collect or store customers credit card details. The 3D secure implementation redirects the customer to the website of the card issuing bank where in the card details are entered and the transactions authorized. The authentication is based on a domain model – Acquirer Domain (the Commerce), the issuer Domain (the bank issuer often credit card) and finally the Interoperability Domain (Worldwide Credit Card and support).
1.9. “Intellectual Property Right” means any and all trademark patent rights, industrial design rights, copyrights, mask work rights, confidential information rights, trade secret or know-how rights, all rights of whatsoever nature in computer software and data, and any other intangible rights or privileges of a nature similar to any of the foregoing, in every case in any part of the world and whether or not registered. IP Rights shall also include all rights in any applications and granted registrations for any of the foregoing rights.
1.10. “Online Promotions”: Online promotions shall mean promotions relating to show-casing the products on the home page and store page of the website.
1.11. “Payment Gateway Engine”: Payment Gateway Engine shall mean integration of various gateways and payment options both Internal and External like Credit Cards, Debit Cards, Net banking, Pay by Cheque, Cash on delivery. The payment gateways are safe methods of payments which are 3D secured.
1.12. “Price” shall mean the cost at which the Products are to be delivered to the Customer inclusive of Shipping charges, applicable taxes if any.
1.13. “Products” shall mean the products of Merchant uploaded at Bulkli.com and such other products that may be uploaded to the Bulkli.com from time to time for distribution/sales under this Agreement
1.14. “Service charge” shall mean the margin per transaction charged by Bulkli to the Merchant at the rates agreed to between the parties, upon the sale of product on online store. (i.e. Margin per transaction charge for Merchant Product sold through Bulkli or any of its Affiliate website.
1.15. “Software Platform”: Platform means the technology solutions on the URL which have been built using the best technology platforms available in open source. The Solution is truly robust, scalable and capable of handling 1000s of simultaneous transactions and can seamlessly integrate with most vendor partners, Courier partners and payment gateways. The solution can be categorized into three parts- the front end (customer facing) and the back end (vendor facing) and the business – analytics.
1.16. “Shipping Charges” shall mean the logistics/courier/postal charges incurred for delivering the product(s) to the Customer.
1.17. Uniform Resource Locator (“URL”): In computing, a Uniform Resource Locator (URL) is a Uniform Resource Identifier (URI) that specifies where an identified resource is available and the mechanism for retrieving it. In popular usage and in many technical documents and verbal discussions it is often incorrectly used as synonym for URL. The best-known example of a URL is the “address” of a web page on the World Wide Web.
1.18. “Website”: shall mean www.Bulkli.com or any of its Affiliate website which are Powered by Bulkli from time to time for display and sale of the Product.
- SCOPE OF SERVICE: Bulkli is engaged in the business of online shopping portal for sale anddistribution of various products under various categories to the public at large through its website Bulkli.com (“Website”), Bulkli will provide a panel to Merchant through which Merchant will upload, create their catalogue for sale and distribute their products through www. Bulkli.com monitor and update order information received in their panels.
- ROLES AND RESPONSIBILITY OF BULKLI:
3.1. Bulkli shall bring in their technology through website development, online promotions, e-commerce engine and payment gateway integration and customer service for successful operation of website.
3.2. Bulkli will be responsible for managing the customer service for only such Products that sold through the www.Bulkli.com
3.3. Bulkli will be responsible for chargeback claims, if any product of Merchant sold through www.Bulkli.com and its affiliates.
3.4. Bulkli shall also be responsible for processing all refunds for the Merchant products sold through Bulkli.com.
3.5. The software platform; e-commerce engine and payment gateways will remain the sole property of Bulkli.
3.6. Bulkli shall have the sole right and discretion to decide about the selection and listing of Products on its website (i.e. Bulkli.com).
3.7. Bulkli shall not be liable for any manufacturing defect in the product in any circumstances.
- ROLES AND RESPONSIBILITY OF MERCHANT:
4.1. Merchant agrees to be Merchant of Bulkli for the sale and distributions of their product through Bulkli.com during the term of this Agreement.
4.2. Merchant shall be solely responsible to create and publish and to make live their product catalogue for display and sale of their products through Bulkli.com and Merchant will be responsible for updating / publishing or maintaining such information and will do so using the Bulkli Panel provided by Bulkli to Merchant. Bulkli shall not be liable for any catalogue creation, updating and management of Merchant Products catalogue.
4.3. Pricing of Product: Pricing of the Merchant Product will sole prerogative of Merchant in panel provided by Bulkli and web selling price of the Product (i.e. Product selling price on Bulkli.com) is sole discretion of Bulkli.
4.4. Pricing Updates Merchant shall be solely responsible for pricing update of their products (including discount and promotion information) on merchant panel provided by Bulkli. All the Pricing update shall be done through panel provided by Bulkli to Merchant and Bulkli shall not be liable in any circumstances for any pricing update of Merchant Product. Until a new price update by Merchant to their catalogue, Merchant will abide by the earlier price provided.
4.5. Inventory Updates: Merchant shall be solely responsible for inventory updates of their products (including discounts and promotions and information about product discontinuation) from time to time for publishing on the Bulkli website. All the Pricing or inventory update shall be done through panel provided by Bulkli to Merchant and until a new inventory update is published to Bulkli.com, Merchant will abide by the earlier inventory update. Bulkli shall not be liable in any circumstances for any inventory update of Merchant Product on Bulkli.com
4.6. Fulfilment of Product: During the Term of this Agreement, Merchant will be solely responsible for Fulfilment of their products to end customer for products sold in connection with Merchant transaction through its website or Merchant Products sold through Merchant catalogue on www.Bulkli.com, Merchant will source, pick, pack and dispatch the products to the applicable addresses of end customer.
4.7. Reverse Logistics:
- Merchant will be solely responsible for accepting and processing including pick, pack and returns of their Products and will communicate to customers all necessary information for the return of Products which are sold through Bulkli.com
- Bulkli at its sole discretion will refund the entire amount of the product/s to the customer, in case of failure of the Seller to arrange for reverse pick up within 10 days from the day customer raises a return request.
- In case customer to send the product, package return and incurred the logistic charges, then the same will be refunded to end customer and Bulkli shall have right to recovered such charges from the Seller
4.8. Return Policy: Further Merchant hereby agree to accept the return of their products upto 30 days from the date of delivery of the product to end customer.
4.9. Non-Delivery of Product: If any product is not delivered by Merchant to end-customer then in that case Bulkli will not be liable for the same. However, in case if Bulkli receive any complaint from end customer regarding non-delivery of product, then in that case Merchant agreed to provide all the necessary details including proof of delivery, virtual proof of delivery to Bulkli for providing sufficient reason to prove authenticity of delivery of such product.
4.10. Ownership; Risk of Loss: Merchant will bear the risk and will be responsible for all loss of and/or damage of products always which are sold through website. Further Merchant will bear the risk and will be responsible for all the loss of and/ or damage of Products always which are sold through Bulkli.com
4.11. Insurance: Merchant shall at all-time shall be responsible for insuring the Products and shall take out adequate insurance policies to cover all kind of risks involved. Further the Vendor shall be responsible for making timely payment of the insurance premiums.
4.12. Fulfilment of Specific Taxes: For avoidance of doubt and notwithstanding anything to the contrary herein, Merchant will indemnify, reimburse and hold Bulkli harmless from, for and against any sales, use, gross receipts, excise, franchise, business or other taxes or fees (including penalties, fines or interest thereon) imposed by any government or other taxing authority (collectively, “fulfilment Specific Taxes”) to the extent such taxes or fees are: (a) assessed on Bulkli as a result of inventory, packaging, gift wrap and other materials (i) owned by Merchant and/or (ii) sold to customers as contemplated hereunder; and (b) the primary legal obligation of Merchant.
4.13. Invoicing: Merchant will raise an invoice directly to the end Customer for all ordered successfully fulfilled by the Merchant to end customers.
4.14. Merchant shall provide a Self-Attested copy of VAT Certificate, TIN No, PAN Card. & Merchant Bank account details / Cancelled cheque and copy of RTGS mandate form.
4.15. By entering this Agreement and posting a listing for fixed price sale, Merchant agree to complete the transaction as described by this Agreement. Merchant acknowledge that by not fulfilling these obligations, Merchant action or inaction may be legally actionable.
4.16. Merchant is obligated to sell the product at the listed price to end customer who meet the Seller’s terms. By listing an item in a fixed price sale, Merchant represent and warrant to prospective Buyers that Merchant have the right and ability to sell, and that the listing is accurate, current, and complete and is not misleading or otherwise deceptive.
4.17. Before a Seller lists an item, the Seller needs to find out if the item is allowed to be sold on the website and if the type of item is subject to certain restrictions, to avoid potential issues with Seller listing. As a Seller, you are ultimately responsible for making sure that Selling an item is legal under applicable laws. By entering under this Agreement, Merchant represent that it shall not list the products which are prohibited under law and not engaged in any of the following activities:
Adult goods and services
Bulk marketing tools
and black boxes
and unauthorized goods
Offensive goods, crime
pornography and other sexually suggestive materials (including literature, imagery and other media); escort or prostitution services
Alcohol or alcoholic beverages such as beer, liquor, wine, or champagne
organs or other body parts
email lists, software, or other products enabling unsolicited email messages (spam)
devices intended to obtain cable and satellite signals for free
pornographic materials involving minors
Mod chips or other devices designed to circumvent copyright protection
unauthorized copies of books, music, movies, and other licensed or protected materials
unauthorized copies of software, video games and other licensed or protected materials, including OEM or bundled software
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.
illegal drugs and drug accessories, including herbal drugs like salvia and magic mushrooms
drug cleansing shakes, urine test additives, and related items
plants, animals or other organisms (including product derivatives) in danger of extinction
lottery tickets, sports bets, memberships/ enrolment in online gambling sites, and related content
fake IDs, passports, diplomas, and noble titles
manuals, how-to guides, information, or equipment enabling illegal access to software, servers, websites, or other protected property
materials, products, or information promoting illegal goods or enabling illegal acts
unsubstantiated cures, remedies or other items marketed as quick health fixes
literature, products or other materials that: a)Defame or slander any person or groups of people based on race, ethnicity, national origin, religion, sex, or other factors b) Encourage or incite violent acts c) Promote intolerance or hatred.
crime scene photos or items, such as personal belongings, associated with criminals
Prescription drugs or herbal drugs or any kind of online pharmacies
and hazardous materials
Tobacco and cigarettes
Marketing collection fees
Matrix sites or sites using a matrix scheme approach
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
drugs or other products requiring a prescription by a licensed medical practitioner
fireworks and related goods; toxic, flammable, and radioactive materials and substances
air bags; batteries containing mercury; Freon or 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
stocks, bonds, or related financial products
cigarettes, cigars, chewing tobacco, and related products
radar detectors/jammers, license plate covers, traffic signal changers, and related products
firearms, ammunition, knives, brass knuckles, gun parts, and other armaments
discounted currencies or currency exchanges
Violations of this Policy may result in a range of actions, including but not limited to the following:
- listing cancellation;
- limits on account privileges;
- account suspension; and/or
- loss of special status
*The above list is merely indicative and not exhaustive. Bulkli may at its sole discretion, amend or modify this list.
4.18. Brand Name Use & Restricted Word Policy: Merchant is not permitted to include any brand names or company logos in their listings other than the specific brand name authorised by the original manufacturer to be used for products being sold by Merchant under a particular listing. Certain uses of brand names may also constitute trademark infringement and could expose
Merchant to legal liability. Further, Merchant shall not be permitted to use the following words or phrases in their display names or listings
- Bulkli (including all cognate & grammatical variations thereof);
- REPRESENTATION AND WARRANTIES BY BENFIT:
5.1 Merchant undertakes that the goods/products delivered are defect free, without any encumbrances and there has been no IPR violation of any third party by the Merchant.
5.2 For any defect in the products delivered by Merchant, Merchant shall be solely responsible for the same.
5.3 Merchant shall be responsible for all/any repairs/replace etc. of the product prior / post the delivery of any such product.
5.4 The warranties in relation shall strictly be in accordance with the Merchant warranty policy as applicable to the Product.
- COMMERCIAL TERM:
6.1 For providing the services mentioned above Merchant will pay below mentioned Fees to Bulkli as per plan mentioned under below table: –
|Fixed Fee||Gateway||Merchant Sales / Month|
|Rs NIL||6%||Sales up to Rs 1 Lac / per month|
|Rs NIL||4%||Sales above Rs 1 Lac / per month|
*GST Charges will be applicable above the mentioned charges in the table above
6.2 Fees Schedule: –
- Fixed Monthly fees will be adjusted as per above mentioned slab in settlement cycle.
- Fixed Monthly Fees will be calculated on total gross transaction value on and it will not have considered any cancelled order in any case.
- Fixed Fee will depend on the slab of Bulkli sales (if Merchant is selling on Bulkli). E.g. If Merchant is on a silver plan with sales on Bulkli>1Lac, Merchant fixed charge will be Rs. 2500.
- Invoice Value will be used as base to calculate the Gross Transaction value / Transaction Fee.
6.3 Other Fees
- Bulkli does various marketing campaigns on its site through various channels. The marketing channels may include, but not limited to, Promotion / Coupon Codes, Bank Promotions, Cash Back Offers, Emails, Website Showcase, Social Media Promotions, Category Specific Campaigns, Print Media Campaigns etc.
- Merchant, at the time of sign up, is enrolled by default to participate into these campaigns, so that Bulkli can promote their products in the relevant campaigns. Bulkli may or may not include Merchants products on the marketing campaigns as it depends on the nature of the campaigns.
- Merchant can opt out of from their Panels if they do not wish to participate in any of the promotions.
- The above mentioned Payment Gateway Charges of 3% will be levied even in case of cancellations and such fees will not be reversed and non-refundable.
- The Marketing fee for such participation is as per the table below:
Marketing & Promotions
|Marketing Fee (Optional to||Mobiles – Category||All other products – 10 % of the Base|
|Merchant)||5% of the Base||Price*|
* Base prices are provided & uploaded by Merchants on Bulkli.com
Service tax charges will be applicable above the mentioned charges in the table above
Computer and Mobiles Category includes following products:
(Mobiles, Tablets, Laptops, PCs, Scanners, Printers, Electronic Storage Devices, Electronic Devices).
Calculation of Net Payable to Merchant:[/vc_column_text][/vc_column][/vc_row]