Seller Policy

This document is an electronic record as per the Information Technology Act, 2000 (hereby referred to as the “Act”) and rules made under it as applicable and provisions relating to electronic records in various statutes as amended by the Act. This electronic record is generated by a computer system and does not require any physical or digital signatures.

This document is published in accordance with the provisions of Rule 3 (1) of The Information Technology guidelines (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 that require publishing the rules and regulations, privacy policy and terms of use for access or usage of website. The website, https://www.thecandlestore.in and related mobile application(s) (hereinafter collectively referred to as the “Platform”) and the information, services and other materials contained therein are provided and operated by Nyn Lifestyle Pvt Ltd, a company incorporated under the Companies Act, 2013 with its registered office at Rajesh Corporation Compound, Opp Janta Lunch Home, Premier road , Kamani-Kurla West, Mumbai 400070 (hereinafter referred to as "NYN", “We”, “Us” or “Our” hereinafter).

Unless otherwise provided by context, wherever the rights, privileges and responsibilities of the Platform are referred to, it shall mean to include the rights privileges and responsibilities of the Company.

By browsing or accessing the Platform or upon signing up for a TCS Account (defined below) or by using any Services (defined below), you are agreeing to be bound by the following terms or conditions ("Terms of Use”).

As used in these Terms of Use, “You”, “Your”, “User” means any legal person (including the individual(s) authorized to act on behalf of such person) which has agreed to become a seller / buyer on the Platform by registering for an account on the Platform (“TCS Account”).

Please review our Terms of Use, Privacy Policy and other policies available on the Platform (collectively referred to as the “Terms”) that govern the use of the Platform and the Services thereof. We reserve the right, at our sole discretion, to change, modify, add or remove portions of these Terms, at any time without any prior written notice to You. By accessing, browsing, or otherwise using the Platform or using the Services, including following the posting of changes, the User agrees to accept and be bound by the Terms (as may be amended from time to time). It is your responsibility to review these Terms periodically for any updates / changes.

PLEASE READ THE TERMS CAREFULLY BEFORE PROCEEDING AND IF YOU DO NOT AGREE TO ALL OF THESE TERMS, PLEASE DO NOT ACCESS OR USE THE PLATFORM OR THE SERVICES.

Additional terms and conditions may apply to You in respect of availing specific services and/or to specific portions or features of the Platform, including but not limited to, Services, any other additional services as may be offered by us from time to time, contests, offers, schemes, promotions or other similar features, all of which terms are to be read as part of these Terms. You agree to abide by such other terms and conditions, including, where applicable, representing that You have the legal capacity to use or participate in such service or feature. If there is a conflict between these Terms and the terms posted for or applicable to a specific portion of the Platform or for any specific service offered on or through the Platform, the latter terms shall control with respect to your use of that portion of the Platform or the specific service. We expressly reserve the right at any time, to add to and/or alter, modify, change or vary all or any of the terms and conditions or to replace wholly or in part, the contests, offers, schemes, promotions etc. with another contest, offer, scheme, promotion etc. or to withdraw it altogether.

For the ease of reference, this document is divided into following sections:

I. General Terms; and

II. Specific Terms.

The Platform is utilized by the Users to meet, interact with each other in connection with sale and purchase by of buyers (“Buyer(s)”) products listed third-party sellers (“Seller(s)”) on the Platform. The Platform is not and cannot be a party to or control in any manner any transaction between the Platform's Users.

I. GENERAL TERMS:

1. APPLICATION AND ACCEPTANCE OF THE TERMS:

(i) Your use of the Platform’s services, features, functionality, software and products (collectively the “Services” hereinafter) is subject to the Terms.

(ii) You must read Privacy Policy which governs the collection, use, and disclosure of personal information about Users. You accept the terms of the Privacy Policy and agree to the use of the personal information about You in accordance with the Privacy Policy.

By impliedly or expressly accepting these Terms, You also accept and agree to be bound by any amendments, updates and modifications to the Terms and the other policies (including but not limited to, Privacy Policy), as maybe amended, updated and modified from time to time.

2. PROVISION OF SERVICES:

(i) You must register on the Platform in order to access and use the Services. Further, We reserve the right, without prior notice, to restrict access to or use of certain Services (or any features within the Services) subject to other conditions that We may impose in Our discretion.

(ii) In case You avail services while accessing the Platform, that may be supported and/or provided by third-party service provider(s), for all such services your contracting entity will be such third-party service provider(s), as the case may be. We disclaim all liability for any claims that may arise pursuant to your use of services provided by such third- party service provider(s).

(iii) User agrees and confirms that any Services provided to You by Us are on best efforts basis and We may engage services of third-party service provider(s) to facilitate such Services to you. We shall not in any manner be liable to you for failure or delay in providing the Services or for any temporary disablement, permanent discontinuance of the Services by us or for any consequences resulting from such actions or reasons that are beyond our reasonable control.

(iv) User acknowledges that the Services are being provided to You on an ‘as is’ and ‘as available’ basis and may be interrupted while browsing, transacting, using or uploading information on the Platform. User agrees that We reserve the right to suspend the Services, forthwith without assigning any reason whatsoever, at our sole discretion.

(v) We may at any time with or without notice, withdraw, terminate, and/or suspend any or part of the Services without cause or in case of any breach of the Terms by the User. In addition, termination of any or part of any Services shall not impact provision of other services or other business arrangements or agreements which the User may have entered into with Us.

3. ELIGIBILITY:

The Platform is available for use and access to Users, shall be a person, who can form legally binding contracts under Indian Contract Act, 1872. If You are a minor i.e., under the age of 18 years, You may use the Platform only with involvement of a parent or guardian.

For the purposes of these Terms, the term ‘persons’ shall mean any sole proprietor, firm, company, corporation, government, state or agency of a state or any association, trust, joint venture, consortium or partnership (whether or not having separate legal personality) or any other body corporate duly incorporated under the laws of India.

We retain the right to deny access to anyone who We believe has violated any of these Terms.

4. USER ACCOUNTS AND VERIFICATION OF ACCOUNT:

(i) To access and use the Services, You must register for a TCS Account. To complete your account registration, You must provide us with your full legal name, business address, phone number, a valid email address, and any other information as may be required by us for the purposes of registration on the Platform. Except with our approval, one User may only register one account on the Platform. We may cancel or terminate a User’s account if We have reasons to suspect that the User has concurrently registered or controlled two or more accounts. Further, We may reject User’s application, without assigning any reasons thereof, for registration for any other reason.

(ii) A set of user ID and OTP (One Time Password) / password is unique to a single account. Any action triggered on Your TCS Account on the Platform or by using the unique OTP will be deemed to have been authorised by You and with Your express consent. You shall be solely responsible for maintaining the confidentiality and security of Your user ID and password and for all activities that occur under Your account. You agree that all activities that occur under Your account (including without limitation, posting any company or product information, clicking to accept any terms & conditions or rules, subscribing to or making any payment for any Services, sending emails using the Platform or other communications) will be deemed to have been authorized by You.

(iii) When you access the Platform, You are electronically communicating with Us. We may communicate with you by e-mail, SMS, WhatsApp messages or messages through other modes of communication, phone call or by posting notices on the Platform or by sending in-app notifications or any other mode of communication. For contractual purposes, you consent to receive communications (including transactional, promotional and/or commercial messages) in the above manner, from Us with respect to your use of the Platform and it shall be deemed by your continued use of the Platform that you agree and consent to receive any communications from Us.

5. TRANSACTIONS BETWEEN BUYER AND SELLER:

(i) We are merely a facilitator and are not and cannot be a party to or control in any manner any advertisement, exhibition, making available, offer to sell or transactions of sale or purchase on the Platform.

(ii) When a product is listed for sale on the Platform by a Seller, products sold to Buyer by the Seller will be governed by the bipartite contractual arrangement entered into directly between the Buyer and the Seller.

(iii) All commercial/contractual terms are offered by and agreed to between Buyers and Sellers alone. The commercial/contractual terms include without limitation to price, shipping costs, payment methods, payment terms, date, period, and mode of delivery, warranties related to products and services, and after-sales services related to products and services. We do not have any control or does not determine or advise or in any way involve itself in the offering or acceptance of such commercial/contractual terms between You and the Sellers.

(iv) We do not make any representation or warranty as to specifics (such as quality, value, salability, etc.) of the products or services proposed to be sold or offered to be sold or purchased on the Platform. We do not implicitly or explicitly support or endorse the sale or purchase of any products or services on the Platform. We accept no liability for any errors or omissions, whether on behalf of itself or third parties.

(v) We are not responsible for any non-performance or breach of any contract entered into between Buyers and Users. We cannot and do not guarantee that the concerned Buyers and/or Sellers will perform any transaction concluded on the Platform.

(vi) At no time shall We hold any right, title or interest over the products nor shall We have any obligations or liabilities in respect of such contract entered into between Buyers and Sellers. We are not responsible for unsatisfactory or delayed performance of services or damages or delays as a result of products which are out of stock, unavailable or back ordered.

(vii) For any Services, We do not represent either the Sellers or the Buyer in specific transactions. We do not control and is not liable to or responsible for the quality, safety, suitability of products, lawfulness or availability of the products or services offered for sale on the Platform, or the ability of the Seller to complete a sale or the ability of Buyers to complete a purchase. We do not implicitly or explicitly support or endorse the sale or purchase of any products on the Platform.

(viii) Each User acknowledges that it is fully assuming the risks of conducting any sale transactions (hereinafter referred to as “Transaction Risk”) in connection with using the Platform or Services, and that it is fully assuming the risks of liability or harm of any kind in connection with subsequent activity of any kind relating to products or services that are the subject of transactions using the Platform. User acknowledges and undertakes that it is transacting on the Platform at its own risk and is using its best and prudent judgment before entering into any transactions through the Platform.

(ix) We shall neither be liable nor responsible for any actions or inactions of the User nor any breach of conditions, representations or warranties of the products and hereby expressly disclaims any and all responsibility and liability in that regard. We shall not mediate or resolve any dispute or disagreement between Buyer and the Seller of the products or any third-party that is rendering services to you.

(x) In the event that any User has a dispute with any party to a transaction such User agrees to release and indemnify NYN (and our agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such transaction. This clause shall also apply to any services opted for by the User by accessing any link from Our site to avail of any independent services related to the transaction of buy-sell conducted on the Platform from any third-party.

(xi) We do not make any representations pertaining to the information, content, products included on or delivery of the products or otherwise made available to User and User acknowledges that we are only acting as an intermediary between the Buyer and the Seller. User hereby further agrees, acknowledges and confirms that we are not responsible in any way for the products purchased by the Buyer from the Seller and it is explicitly agreed by the User that we will not in any way, under any circumstances whatsoever, be responsible or held liable for products purchased by Buyer from the Seller and/or in relation to any issue and/or dispute thereof. User hereby further agrees, acknowledges and confirms that under the aforesaid circumstances Buyer’s only recourse will be against the Seller and we will not be made a party to any such issue and/or dispute between the Seller and the Buyer.

(xii) The User(s) shall be solely responsible for obtaining all necessary third-party licenses and permissions (if any required under applicable law) regarding the right and authority (if required under applicable laws) to re-sell, trade, re-distribute or export or offer to sell, trade the products or services and such sale, trade, distribution or export or offer does not violate any applicable laws.

(xiii) You understand, accept, and agree that NYN is neither a banking nor financial service, but merely a facilitator of information to a payment aggregator that is providing an electronic, automated online electronic payment facility for receiving payment, collection and remittance for transactions on the Platform. You have specifically authorised such third party service provider/ payment aggregator to collect, process, facilitate, and remit payments and / or the transaction price electronically to and from Buyers in respect of transactions through payment facility. Further, any cash on delivery (COD) shall be collected by NYN or its service provider and you authorize NYN and/or its service provider to collect the COD and remit payments to and from you in respect of transactions.

6. USER(S) GENERALLY:

a) Contents Posted on Site

You are responsible for any notes, messages, e-mails, billboard postings, photos, drawings, profiles, opinions, ideas, images, videos, audio files, details about the product published on the listing pages or other materials or information posted or transmitted to the Platforms (collectively, "Content"). Such Content shall be licensed to NYN throughout the universe. NYN shall be entitled to, consistent with our Privacy Policy, use the Content or any of its elements for any type of use forever, including but not limited to promotional and advertising purposes and in any media whether now known or hereafter devised, including the creation of derivative works that may include Content you provide. You agree that any Content you post may be used by NYN, consistent with our Privacy Policy and Rules of Conduct on Platform as mentioned herein, and You are not entitled to any payment or other compensation for such use.

b) Rules of Conduct on Site

(i) You agree that (a) you will not copy, reproduce, download, re-publish, sell, distribute or resell any Services or any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etc. available on or through the Platform (the “Platform Content”), and (b) you will not copy, reproduce, download, compile or otherwise use any Platform Content for the purposes of operating a business that competes with NYN, or otherwise commercially exploiting the Platform Content or systematic retrieval of Platform Content from the Platform to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes).

(ii) NYN may review, edit, reject, refuse to post and/or delete any Content that in the sole judgment of NYN violates these Terms of Use or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of another person.

(iii) Any information provided by you on this Platform shall not be patently false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person.

(iv) You may not post or transmit Content, if it in any way:

(a) is patently offensive to the online community, such as sexually explicit content, or content that promotes obscenity, pedophilia, pornographic, bigotry, invasive of another’s privacy including bodily privacy, hatred or physical harm of any kind against any group or individual, insulting or harassing on the basis of gender, racially or ethnically objectionable, or otherwise inconsistent with or contrary to the laws in force;

(b) harasses or advocates harassment of another person;

(c) involves the transmission of “junk mail,” “chain letters,” or unsolicited mass mailing or “spamming”;

(d) promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libellous;

(e) infringes upon or violates any third-party's rights [(including, but not limited to, intellectual property rights, rights of privacy (including without limitation unauthorized disclosure of a person's name, email address, physical address or phone number) or rights of publicity];

(f) promotes an illegal or unauthorized copy of another person's copyrighted work (see "Copyright Complaint" below for instructions on how to lodge a complaint about uploaded copyrighted material), such as providing pirated computer programs or links to them, providing information to circumvent manufacture- installed copy-protect devices, or providing pirated music or links to pirated music files;

(g) violates any law for the time being in force;

(h) impersonates another person;

(i) contains restricted or password-only access pages, or hidden pages or images (those not linked to or from another accessible page);

(j) provides material that exploits people in a sexual, violent or otherwise inappropriate manner or solicits personal information from anyone;

(k) provides instructional information about illegal activities such as making or buying illegal weapons, violating someone’s privacy, or providing or creating computer viruses;

(l) is harmful to child and/or contains video, photographs, or images of another person age 18 or older without his or her express written consent and permission or those of any minor (regardless of whether you have consent from the minor or his or her legal guardian);

(m) tries to gain unauthorized access or exceeds the scope of authorized access (as defined herein) to the Platform or to profiles, blogs, communities, account information, bulletins, or other areas of the Platform or solicits passwords or personal identifying information for commercial or unlawful purposes from other users;

(n) engages in commercial activities and/or sales without NYN ’s prior written consent such as contests, sweepstakes, barter, advertising and pyramid schemes, or buying or selling of “virtual” items related to the Platform. Throughout this Terms of Use, NYN ’s “prior written consent” means a communication coming from NYN ’s legal department, specifically in response to your request, and specifically addressing the activity or conduct for which you seek authorization;

(o) solicits money laundering, gambling or engages in any gambling activity which NYN, in its sole discretion, believes is or could be construed as being illegal; contains viruses, time bombs, trojan horses, cancelbots, worms or other harmful or deleterious components or devices, or any other computer code, file or program designed to interrupt, destroy or limit the functionality of any computer resource;

(p) threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign States, or public order, or causes incitement to the commission of any cognisable offence or prevents investigation of any offence or is insulting other nation;

(q) interferes with another user's use and enjoyment of the Platform or any other individual's user and enjoyment of similar services; or

(r) refers to any Platform or URL that, in the sole discretion of NYN, contains material that is inappropriate for the Platform, contains content that would be prohibited on the Platform, or violates the letter or spirit of these Terms of Use.

(v) You must use the Platform in a manner consistent with any and all applicable laws and regulations. Illegal and/or unauthorized uses of the Sites, including without limitation, collecting usernames and/or email addresses of registered members by electronic or other means for the purpose of sending unsolicited email and unauthorized framing of or linking to the Sites, are not permitted. This includes the unauthorized interception of the data stream coming from or going into the Sites, as well as attempting to gain unauthorized access to the Sites or exceeding your authorized access.

(vi) You may not engage in advertising to or solicitation of, other users through the Platform to sell any products or services, including, but not limited to, products or services related to the Platform. You may not transmit any chain letters or unsolicited commercial or junk emails to other users via the Platform. It is also a violation of these Terms of Use to use any information obtained from the Platform in order to harass, abuse, or harm another person, or in order to contact, advertise to, solicit, or sell to another person outside of the Platform without their prior explicit consent. In order to protect our users from such advertising or solicitation, NYN reserves the right to restrict the number of messages or emails which a User may send to other user in any 24-hour period to a number which NYN deems appropriate in its sole discretion.

(vii)You understand that NYN has the right at all times to disclose any information (including the identity of the persons providing information or materials on the Platform) as necessary to satisfy any law, regulation, or valid governmental request. This may include, without limitation, disclosure of the information in connection with an investigation of alleged illegal activity or solicitation of illegal activity or in response to a lawful court order or subpoena. In addition, We can (and You hereby expressly authorize Us to) disclose any information about You to law enforcement or other government officials, as We, in our sole discretion, believe necessary or appropriate in connection with the investigation and/or resolution of possible crimes, especially those that may involve personal injury.

(viii) NYN reserves the right, but has no obligation, to monitor the materials posted in the public areas of the Platform. NYN shall have the right to remove or edit any Content that in its sole discretion violates, or is alleged to violate, any applicable law or either the spirit or letter of these Terms of Use. Notwithstanding this right of NYN, YOU REMAIN SOLELY RESPONSIBLE FOR THE CONTENT OF THE MATERIALS YOU POST IN THE PUBLIC AREAS OF THE PLATFORM AND IN YOUR PRIVATE MESSAGES. Please be advised that Content posted in public areas of the Platform does not necessarily reflect the views of NYN. In no event shall NYN assume or have any responsibility or liability for any Content posted or for any claims, damages or losses resulting from use of Content and/or appearance of Content on the Platform. You hereby represent and warrant that You have all necessary rights in and to all Content You provide and all information it contains and that such Content shall not infringe any proprietary or other rights of third parties or contain any libelous, tortious, or otherwise unlawful information.

(ix) Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Platform, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between You and such advertiser. NYN shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Platform.

(x) It is possible that other users (including unauthorized users or “hackers”) may post or transmit offensive or obscene materials on the Platforms and that You may be involuntarily exposed to such offensive and obscene materials. It is also possible for others to obtain personal information about You due to your use of the Platform, and that the recipient may use such information to harass or injure You. NYN does not approve of such unauthorized uses but by using the Platform You acknowledge and agree that NYN is not responsible for the use of any personal information that You publicly disclose or share with others on the Platform. Please carefully select the type of information that You publicly disclose or share with others on the Platform.

(xi) NYN shall have all the rights to take necessary action and claim damages that may occur due to your involvement/participation in any way on your own or through group/s of people, whether direct or indirect in DoS/DdoS (Distributed Denial of Services) attack or any other cybercrime.

c) Your Account

You agree that any use of the Platform is at your own risk and NYN is not responsible for it. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and You agree to accept responsibility for all activities that occur under your account or password. Products sold on the Platform are not for people below aged 18, however any products available for children below age 18, can be bought by adults.

7. BREACHES AND SUSPENSION:

(i) If any User breaches any Terms, or if We have a reasonable ground to believe that a User is in breach of any Terms, or could subject NYN or its affiliates to liability, or is otherwise found inappropriate or unlawful in Our opinion, We shall have the right to take such disciplinary actions as it deems appropriate, including without limitation to:

(a) suspending or terminating the User’s account and any and all accounts determined to be related to such account by NYN in its discretion;

(b) blocking, restricting, downgrading, suspending or terminating the subscription of, access to, or current or future use of any Service;

(c) removing any product listings or other Content that the User has submitted, posted or displayed;

(d) withhold settlement of payments by NYN to the User;

(e) any other corrective actions, discipline or penalties as NYN may deem necessary or appropriate in its sole discretion.

(ii) We do not pre-screen any content or information posted, published or transmitted on the Platform by the users and We are under no obligation to pre-screen any such content or information. However, We may at our discretion and/or in accordance with applicable law may voluntarily take down any content or information posted by you on the Platform and if We determine that any content or information is in violation of these Terms, We may remove such content or information from the Platform without notice. Such actions do not in any manner negate or dilute our position as an intermediary or impose any liability on Us with respect to content or information posted, published or transmitted by users on the Platform.

(iii) Notwithstanding anything contained herein these Terms, We may with or without notice and in our sole discretion be entitled to suspend, reduce visibility of the product listings, de- activate, or de-list any product listings or User’s account for any reasons, including without limitation, economic constraints, operational difficulties, financial implications, usage behaviour of the User on the Platform, performance of the User on the Platform, etc.

(iv) In the event a User becomes inactive or if no transaction is noticed by Us, in such a case We reserve our right to delist, deactivate or suspend a User’s account in our sole discretion, with or without giving any notice to the User.

(v) We reserve the right to cooperate fully with governmental authorities, private investigators, injured third parties in the investigation of any suspected criminal or civil wrongdoing and/or any third parties alleging a claim against you. Further, We may disclose the User's identity and contact information, if requested by any third-party, government or law enforcement body, an injured third-party, or as a result of a subpoena or other legal action.

8. LIMITATION OF LIABILITY AND INDEMNITY:

(i) To the maximum extent permitted by law, the Services provided by Us on or through the Platform are provided "as is", "as available" and “with all faults”, and We hereby expressly disclaim any and all warranties, express or implied, including but not limited to, any warranties of condition, quality, durability, performance, accuracy, reliability, merchantability or fitness for a particular purpose. All such warranties, representations, conditions, and undertakings are hereby excluded.

(ii) To the maximum extent permitted by law, We make no representations or warranties about the validity, accuracy, correctness, reliability, quality, stability, completeness or accurateness of any information provided on or through the Platform; We do not represent or warrant that the manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the platform does not violate any third-party rights; and We make no representations or warranties of any kind concerning any products or services offered or displayed on the platform. Except as provided herein, to the fullest extent permissible by applicable law, the aggregate liability of NYN for any claims that may arise in connection with these terms shall not exceed an amount of INR 1000/-.

(iii) Under no circumstances will NYN be liable for any consequential, incidental, special, exemplary or punitive damages, including but not limited to any lost profits that result from your purchase of any products on platform or any services availed, even if We have been advised of the possibility of such damages.

(iv) While availing any of the payment method/s offered by NYN, NYN is neither responsible nor takes any liability of whatsoever nature in respect of any loss or damage arising directly or indirectly to you out of the decline due to:

a) lack of authorization for any transaction/s,

b) exceeding the preset limit mutually agreed by You and between your "Bank/s",

c) any payment issues arising out of the transaction, or

d) decline of transaction for any other reason/s.

FORCE MAJEURE:

Under no circumstances, NYN shall be held liable for any default, losses, delay or failure or disruption of the content or in the performance of its or User’s obligations under this Agreement, or services delivered through the Platform resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, epidemics, pandemics, curfews, lock-down, orders of domestic or foreign courts or tribunals or non- performance of third parties.

10. INTELLECTUAL PROPERTY RIGHTS:

(i) NYN is the sole owner or lawful licensee of all the rights and interests in the Platform and the Platform Content. All title, ownership and intellectual property rights in the Platform and Platform Content shall remain with NYN or licensors of the Platform Content, as the case may be. All rights not otherwise claimed under the Terms or by NYN are hereby reserved.

(ii) "NYN " and any other related icons and logos are registered trademarks of NYN Internet Private Limited (or its licensors), in various jurisdictions and are protected under applicable copyright, trademark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.

(iii) NYN may, at its sole discretion, permit the User(s) of the Platform, in writing, to use “NYN” and any other related icons and logos for indicative purposes in the form and manner and terms and conditions as maybe agreed by NYN.

(iv) All text, graphics, photographs, trademarks, logos, and artwork available or accessible on the Platform are third-party user generated content and NYN has no control over such third-party user generated content as NYN is merely an intermediary for the purposes of these Terms.

(v) You shall be solely responsible for any content or information posted or transmitted on the Platform and shall indemnify NYN against any claim or liability arising from any content or information posted or transmitted by You on the Platform. Any content or information such as but not limited to images, text, videos posted or transmitted on the Platform shall be licensed to NYN by the User uploading such content and NYN shall have the worldwide, fully paid-up, perpetual and transferable license in such content or information for the purposes of its use on the Platform and for any purposes NYN deems fit. You shall not be entitled to any payment or compensation for any usage of the content by NYN.

11. NOTICES

(i) All notices or demands to or upon NYN shall be made in writing and sent to NYN personally, by courier or e-mail to the following address: Rajesh Corporation Compound, Opp Janta Lunch Home, Premier road , Kamani-Kurla West, Mumbai 400070, Attn: Legal Department. The notices shall be effective when they are received by NYN in any of the above-mentioned manner.

(ii) All notices or demands to or upon a User shall be effective if either delivered personally, sent by courier or registered email to the last-known correspondence or email address provided by the User to NYN, or SMS, WhatsApp messages, or in-app notifications, or by posting such notice or demand on an area of the Platform that is publicly accessible without a charge or through such other mode of communication as NYN may deem fit in its discretion. Notice to a User shall be deemed to be received by such User if and when, a) NYN is able to demonstrate that communication, whether in physical or electronic form, has been sent to such User, or b) immediately upon NYN posting such notice on an area of the Platform that is accessible by the User or publicly accessible without charge.

12. MISCELLANEOUS PROVISIONS

(i) Unless otherwise communicated to you by NYN, the Terms constitute the entire agreement between User and NYN and govern the User’s use of the Platform and any of the Services. The Terms shall supersede any prior written or oral agreements that you may have had in relation to the use of the Platform and any of the Services.

(ii) Unless stated otherwise, We will be your one stop solution for all the services on the Platform with effect from 10th August 2023 (“Cut-Off Date”), and any new transactions on the Platform shall be governed by these Terms. It is clarified that, any transaction made by you on the Platform before the Cut-Off Date shall be governed by your arrangements with the relevant parties (i.e., third-party service providers) as existing prior to the Cut Off Date, i.e. WhiteOrange World Private Limited. The erstwhile terms of use are available here.

(iii) NYN and User are independent contractors, and no agency, partnership, joint venture, employee-employer relationship is intended or created by the Terms. The relationship between you and us is one of independent contractors, and nothing contained in these Terms will be construed to (a) give either party the power to direct and control the day-to- day activities of the other, (b) constitute the parties as partners, joint ventures, co-owners or otherwise as participants in a joint or common undertaking, or (c) allow you to create or assume any obligation on our behalf for any purpose whatsoever.

(iv) If any provision of the Terms is held to be invalid or unenforceable, such provision shall be deleted and the remaining provisions shall remain valid and be enforced.

(v) NYN ’s failure to enforce any right or failure to act with respect to any breach by User under the Terms will not constitute a waiver of that right nor a waiver of NYN ’s right to act with respect to subsequent or similar breaches.

(vi) NYN shall have the right to assign the Terms (including all of our rights, titles, benefits, interests, and obligations and duties in the Terms to any person or entity (including any affiliates of NYN). User may not assign, in whole or part, the Terms to any third-party or person.

(vii)The Terms shall be governed by the laws of India and the parties to the Terms agree to submit to the exclusive jurisdiction of the courts of Bangalore, Karnataka, India.

13. GRIEVANCE MECHANISM

(i) The User may submit any grievance with respect to the Platform or the Services, including with respect to any abuse on the Platform and/or any discrepancies or grievances with respect to processing of information to the Grievance Officer at the contact details mentioned in 12 below. We will endeavor to resolve your grievances and concerns within timelines as mentioned under applicable laws.

(ii) In accordance with the IT Act, 2000, and the rules thereunder, the name and contact details of the grievance officer are provided below:

 

Mr. Mayur Nandwana

Grievance Officer, NYN Internet Private Limited,

Rajesh Corporation Compound, Opp Janta Lunch Home, Premier road , Kamani-Kurla West, Mumbai 400070, Phone: 9820098200

E-mail: customersupport@thecandlestore.in

Time: Mon - Sat (9 AM - 6 PM)

14. This site is controlled and operated by NYN and products are sold by respective Sellers. All material on this site, including images, illustrations, audio clips, and video clips, are protected by copyrights, trademarks, and other intellectual property rights. Material on Platform is solely for Your personal, non-commercial use. You must not copy, reproduce, republish, upload, post, transmit or distribute such material in any way, including by email or other electronic means and whether directly or indirectly and You must not assist any other person to do so. Without the prior written consent of the owner, modification of the materials, use of the materials on any other Platform or networked computer environment or use of the materials for any purpose other than personal, non-commercial use is a violation of the copyrights, trademarks and other proprietary rights, and is prohibited. Any use for which You receive any remuneration, whether in money or otherwise, is a commercial use for the purposes of this clause.

15. NYN respects the intellectual property of others. In case You feel that Your trademark has been infringed, You can write to us at customersupport@thecandlestore.in

Notice of Infringement

NYN Internet Private Limited

_______________________

 

_______________________

 

I, [name] ____________________________ of [address] _________________________ do solemnly and sincerely declare as follows:

 

I am the owner of certain intellectual property rights, said owner being named __________________ ("IP Owner").

I have a good faith belief that the item listings or materials identified in the annexure attached hereto are not authorised by the above IP Owner, its agent, or the law and therefore infringe the IP Owner's rights. Please expeditiously remove or disable access to the material or products claimed to be infringing.

I may be contacted at: Name ___________________________________________________________

Title & Company ________________________________________________________

Address _________________________________________________________

Email (correspondence) ___________________________________________________

Telephone/Fax _____________________________________________________________

Date _________________________________________________________________ and I make this declaration conscientiously believing it to be true and correct.

Declared by ______________________________ on [date] ___________________________________

in [place]________ Truthfully, Signature

 

Addendum to Notice of Infringement:

List of Allegedly Infringing listings or products

A Note on Reason Codes: When identifying item numbers please use the reasons below. When removing products from the site, NYN will inform Sellers of the specific reason for the removal of their products.

Select the most appropriate reason. Please associate each item you report with only one reason code.

Trademark-infringement

Trademark owner doesn't make this type of product or has discontinued the production of the product

Item(s) is an unlawful replica of a product made by the trademark owner or is counterfeit

Trademark-listing description infringement

Listing(s) has unlawful comparison to trademark owner's brand or product

Listing(s) contains unlawful use of trademark owner's logo

Copyright-item infringement

Software is being offered without any license or in violation of a license

Item(s) is a bootleg recording;

Item(s) is an unlawful copy (software, games, movies, etc.);

Item(s) is unlawful duplication of printed material

Item(s) is an unlawful copy of other copyrighted work (paintings, sculptures, etc.)

Copyright-listing content infringement

Listing(s) comprises unauthorized copy of copyrighted text

Listing(s) comprises unauthorized copy of copyrighted image

Listing(s) comprises unauthorized copy of copyrighted image and text

Reason Code: _____________________________________________________________

Work(s) infringed: _________________________________________________________

Item Number(s): ___________________________________________________________

Note:

Please provide the ownership of Trademark (Trademark Registration Certificate should be in the name of applicant) Please provide the evidence as to the ownership of copyright. All such Notices of Infringement shall be sent to customersupport@thecandlestore.in

Contacting the Seller

We are committed towards ensuring that disputes between Sellers and Buyers are settled amicably by way of the above dispute resolution mechanisms and procedures. However, in the event that a Buyer wishes to contact the Seller, he/ she may proceed to do so by accessing the Seller related information made available by the Sellers on their product listing pages. Alternatively, the Buyers may also reach out to customer support at customersupport@thecandlestore.in.

II. SPECIFIC TERMS:

These Specific Terms shall be read in conjunction with the General Terms and in the event of any conflict between the General Terms and Specific Terms, the Specific Terms shall supersede and prevail.

1. SELLER’S OBLIGATIONS, REPRESENTATIONS AND WARRANTIES

a. You represent, warrant and agree that:

i. you are a lawfully incorporated business entity and are fully able and competent to understand and agree to the Terms;

ii. you have full power and authority to accept the Terms, to grant the license and authorization (if applicable) and to perform the obligations hereunder;

iii. you shall use the Platform and Services for business purposes only;

iv. the address you provide when registering your account on the Platform is the Seller place of business of your business entity;

v. your business is validly existing and incorporated / established as per the provisions of applicable laws;

vi. you shall comply with all applicable laws while using and accessing the Platform;

vii. you and Products or services provided by you on the Platform (if any) comply with applicable laws;

viii. you shall be solely responsible for obtaining all necessary third-party licenses and permissions (if any required) regarding any Content that you submit, post or display;

ix. any Content that Seller submits, posts or displays does not infringe or violate any of the copyright, patent, trademark, trade name, trade secrets or any other personal or proprietary rights of any third-party (“Third-party Rights”);

x. you have the right and authority (if required under applicable laws) to sell, trade, distribute or export or offer to sell, trade, distribute or export the Products or services described in the Content and such sale, trade, distribution or export or offer does not violate any Third-Party Rights;

xi. the description and particulars of the Consignment (including but not limited to the weight, content, measure, quality, condition, marks, numbers, and value) are complete and accurate with all laws, regulations, and requirements that may be applicable. For the purposes of these Terms, “Consignment” or “Shipment” shall mean all products shipped under one waybill and which may be carried by any means We choose in our discretion, including air, road or any carrier;

xii. all information provided by you or person acting on your behalf relating to the Shipment(s) are complete and accurate;

xiii. the Shipment(s) are properly and sufficiently prepared, packed, stowed, labelled, and/or marked;

xiv. the Shipment(s) are packed in a manner adequate to withstand normal handling or storing while transporting;

xv. the Shipment(s) are in compliance with all laws, regulations, and requirements as may be applicable.

b. Seller will be required to provide information or material about Seller’s entity, its business or Products/services as part of the registration process on the Platform or Your use of any Service or the TCS Account. Seller represents, warrants and agrees that:

i. such information and material whether submitted during the registration process or thereafter throughout the continuation of the use of the Platform or Service is true, accurate, current and complete; and

ii. Seller will maintain and promptly amend all information and material to keep it true, accurate, current and complete.

c. The Seller confirms and understands that selling and delivering wrong, fake, duplicate, spurious, counterfeit, damaged, defective, refurbished, non-compliant or previously owned products through the Platform will cause great prejudice and harm to the reputation and goodwill of the Platform and may also cause harm and prejudice to the Buyers.

d. The Seller acknowledges and warrants that Seller shall not sell any product which may cause prejudice or harm to the reputation and goodwill of NYN. Seller undertakes and confirms that it deals only in original, legitimate, and genuine products and in which it owns rights, which are either self-manufactured or procured from legitimate channels and in compliance with all the legal requirements.

e. Seller may be required to furnish additional documents or information about products/ services that the Seller may offer for sale on the Platform in order to authenticate that the Products offered for sale are genuine and authentic and do not infringe intellectual property rights or proprietary rights of any third-party. Seller agrees to promptly provide such additional documents and information, failing NYN reserves its right to take appropriate measures as set out under Clause 8 of the General Terms.

f. The Seller confirms that it is the authorized distributor or seller and authorized by the brand or the trademark owner to sell the products on the Platform and may be required to furnish supporting documents as and when sought by NYN. The Seller represents that it is and shall be the sole and absolute owner of all right, title and interest in the products supplied to NYN but not limited to the all technology, know-how, patents, copyrights, trademarks, trade names and trade secrets therein or related thereto.

g. Seller consents to the inclusion of the contact information about Seller in NYN ’s database and usage of the same as per Privacy Policy.

h. Seller shall comply with the packaging guidelines as communicated to the Seller by NYN, from time to time. The said packaging guidelines can be accessed by the Seller on the Platform.

i. Seller shall ensure that the Consignment does not contain any letter of communication which will infringe the Indian Postal Act, 1983 or any other applicable laws. We accept Consignment in good faith that the Consignment do not contain anything which will infringe or be in violation of any applicable laws.

j. If more than one Consignment is booked to the same Buyer, Seller must ensure that the full address of the Buyer is written on all the Consignments.

k. Seller shall be solely responsible to declare the accurate value of the Consignment.

l. Seller shall be solely responsible to raise invoices directly on the Buyer for Products sold by the Seller to the Buyer. In the event any penalty is levied by any governmental or regulatory authority on us due to Seller’s non-compliance of applicable laws, including without limitation, non-availability of invoices with the Consignments etc., Seller agrees to indemnify us, in this regard for all costs, losses, liabilities, penalties or expenses that we may have to incur. We shall not assume any liability for Seller’s failure to comply with this clause.

m. In addition to these Terms, the Seller agrees to be bound by the terms of the Undelivered Shipment Policy and Return Shipments Policy, as may be amended from time to time, in case of any undelivered Shipment and return of Shipment respectively.

n. You agree and undertake to comply with and ensure that:

(i) You shall not adopt any unfair trade practice, whether during the course of offering the products for sale using the Platform or otherwise;

(ii) You shall not falsely represent itself as a customer and post reviews about products or services or misrepresent the quality or features of any products or services.

(iii) You shall not refuse to take back products or withdraw or discontinue services in relation to the services or products agreed to be availed, or refuse to refund consideration, if received from the Buyer, if such products or services are defective, deficient, or spurious or if the products or services are not of the characteristics or features as advertised by You on the listing page or if such products or services are delivered later from the stated delivery schedule, except for delays attributable to force majeure events.

(iv) You shall appoint a grievance officer for consumer grievance redressal mechanism to resolve the consumer disputes whenever referred by Platform and ensure that such consumer complaint is acknowledged within 48 hours and the redressal of the complaint is done within one month from the date of receipt of the complaint;

(v) The advertisement for marketing of the products / services offered on the Platform are consistent with actual characteristics, access, and usage conditions of such products / services as listed on Platform;

(vi) You provide to Us your legal name, principal geographic address of your headquarters and all branches, if any, the name and details of the website, email address, customer care contact details such as fax, landline, and mobile numbers and where applicable, GSTIN and PAN details.

o. You shall be responsible to provide all necessary information to us to be displayed on the Platform as may be required in accordance with the terms of Consumer Protection (E- Commerce) Rules, 2020 as prevalent from time to time.

2. SERVICES:

a. Platform Services:

i. You are allowed to list Products(s) for sale on the Platform subject to your compliance with these Terms. You must be legally able to sell the Products(s) you list for sale on the Platform.

ii. You must ensure that the listed product(s) do not infringe upon the intellectual property, trade secret or other proprietary rights or rights of publicity or privacy rights of third parties. Listings may only include text descriptions, graphics and pictures that describe your product for sale and other details as may be required to be displayed on the Platform in accordance with applicable laws.

iii. All listed product(s) must be listed in an appropriate category on the Platform. All listed Products must be kept in stock for successful fulfilment of sales. You agree to adhere to the listing guidelines that may be communicated to you by NYN, from time to time. The Seller agrees to ensure that the Platform reflects the real-time availability or non- availability of the products listed on the Platform. NYN shall not be responsible for any claims made by Buyers or any third party for inaccurate product availability details that are displayed on the Platform due to any negligence or any default on the part of the Seller to provide updated and accurate product information.

iv. The listing description of the product must not be misleading and must describe actual details and condition of the product. If the product description does not match the actual condition of the product, you agree to refund any amounts that you may have received from the Buyer.

b. Logistics Services:

i. You hereby agree to use the services of NYN (or its designated third-party logistics service provider) for collection, shipping and delivery of Your products listed and purchased on the Platform. You are required to route all Shipments through NYN / third-party logistics service provider unless otherwise specified.

ii. You will, in the format we require, provide accurate and complete information about Your products to be collected shipped and delivered using our logistics services. You will promptly update any information about Your products in accordance with our requirements and as necessary so that the information is at all times accurate and complete.

iii. Prior to the collection of your Products by NYN or the third-party logistics service provider, you will ensure that: (a) all Your products are suitable for transportation and are properly packaged for protection against damage and deterioration during collection, shipment and delivery in accordance with the packaging guidelines available here; and (b) all necessary documents required in connection with the shipment of Consignments including invoices, waybills, consignment note or any other document required by applicable laws are provided.

iv. Seller hereby expressly authorises us and/ or our third-party service providers to undertake insurances for safe keeping of Products in the warehouses and during transit of Products, as the case may be, and claim insurance from the relevant insurance company in the event of loss or damage of Products while in its custody (including transit). Seller shall have no objection to the payment of claims to us and/or our third- party service providers in the event of a loss.

v. Seller shall ensure that all the Consignments are provided to us before the cut-off-time specified by us for on time delivery with all the proper documents (in accordance with applicable laws including but not limited to applicable central, state, integrated, or union territory goods & services tax laws (GST)) required to ship the Shipments. GST on the Products contained in Shipments and all applicable statutory tax compliances shall be your sole responsibility and we shall not be responsible for any losses, damages resulting from any such non-compliances. You will be solely responsible for clearing any Shipments seized by regulatory authorities as a result of non-compliance of any required documentation requirement.

vi. Seller shall be solely responsible to ensure that the Consignment is handed over to us within the time slots allotted to Seller by us. If Seller does not handover the Shipment within the time slot allotted, then Seller shall be charged a fee, at the sole discretion of NYN, for the second attempt being made by us to take the Shipment. Such charges will be communicated to the Sellers from time to time.

vii. Sellers are required to behave professionally with the pickup and delivery associates of NYN. Any misbehavior, unprofessional conduct, verbal and physical abuse is prohibited and will be considered as a violation of these Terms. NYN reserves the right to remove selling privileges in its sole discretion if deemed that a Seller is in violation of this clause.

viii. Seller shall not enclose cash, digital currency, high value gift articles, share certificates, travel documents, Dangerous Goods, explosives, firearms, cattle, or any other product that is prohibited by applicable laws, in the Shipment. If Dangerous Goods or any goods that are prohibited by applicable laws are found in the Shipment which constitute a risk to other goods, property, life or health, such Shipment may without notice be destroyed or otherwise dealt with at our sole discretion and at your risk and expense. In this regard, you shall, at all times, fully indemnify us and hold us harmless against all penalties, claims, damages, losses, costs and expenses (including but not limited to legal expenses) whatsoever arising in connection with any such products. For the purpose of these Terms, “Dangerous Goods” shall mean products that are or may become of a dangerous, hazardous, inflammable, radioactive, or damaging nature, products liable to taint or affect other products and products likely to harbor or encourage vermin or other pests.

ix. Seller shall be solely responsible to raise invoices directly on the Buyer for products sold by the Seller to the Buyer on the Platform. In the event any penalty is levied by any governmental or regulatory authority on us due to Seller’s non-compliance of applicable laws, including without limitation, non-availability of invoices with the Consignments etc., Seller agrees to indemnify us, in this regard for all costs, losses, liabilities, penalties or expenses that we may have to incur. We shall not assume any liability for Seller’s failure to comply with this clause.

x. You acknowledge that NYN or third-party logistics service provider may refuse (without liability) to collect, ship or deliver any products: (a) that it may consider unsuitable for transportation in its sole discretion; and / or (b) where the product does not comply with the packaging guidelines. You acknowledge and agree that NYN and / or third-party logistics service provider are not obligated to but retain a right to inspect all packages or Shipments if it is found or if We believe in our reasonable opinion that the Shipment or products do not comply with applicable laws and/or do not comply with the packaging guidelines.

c. Payment and Settlement Services:

(i) We will facilitate the payment and settlement Services to the Sellers in relation to each transaction on the Platform. For this purpose, NYN has partnered with a third-party payment aggregator / payment gateway to collect, process, facilitate, and remit payments and / or the transaction price electronically to the Sellers in respect of the transactions on the Platform. However, NYN shall remain liable to the Seller for the performance of its obligations to provide Payment and Settlement Services under these Terms.

(ii) Seller acknowledges and agrees that in performing the payment services, we are acting merely as a facilitator of information to a third-party payment aggregator / payment gateway, solely in a fiduciary capacity, and shall take no responsibility as to the legality of any payment transaction between the Seller and the Buyer.

(iii) We shall have the right to withhold settlement of payments to You or any third -party, if we, in our sole discretion, determine that the transaction being undertaken by You is not genuine or suspicious or fraudulent.

(iv) You hereby consent and agree to comply with guidelines, instructions, requests, etc., as maybe made by us or third-party banks or financial institutions, as the case may be or a payment aggregator / payment gateway from time to time, in relation to these Payment and Settlement Services.

(v) Refunds (if any) shall be processed in the same manner as they are received. Refund amount will reflect in the Seller’s bank account based on respective banks policies.

(vi) We will settle the payments received from the Buyer at the time of actual delivery of the order(s) to the designated bank account of Seller (or third-party based on the instructions given by the Seller (if applicable)) within 10 bank working days from the date of delivery of the Consignment to the Buyer. Provided that, in case of any returns request raised by Buyer or any claims or disputes raised by Buyer, we reserve our right to withhold the settlement of payments to Seller until the resolution of such return requests, claims or disputes, as the case may be. It is hereby clarified that if the Buyer(s) make payments by way of cheque(s) at the time of actual delivery of the Order(s), we will settle such payments only upon the realisation of the cheque.

(vii)Where the Buyer makes online payments at the time of placing the order with the Seller or prior to the delivery of the Consignment, such payments shall be transmitted to the designated bank account of the Seller (or third-party based on the instructions given the Seller (if applicable)) within ‘T+1’ bank working days. For the avoidance of doubt, it is clarified that ‘T+1’ shall be the maximum period within which the settlement for such transaction shall be effected. For the purposes of these Terms, herein ‘T’ shall stand for the date falling on the expiry of 10 business days from the pick-up of the product from the Seller’s premises.

(viii) In any of the settlement methods, Seller (or third-party as per the instructions received from Seller) will receive the amount (minus our Fees in relation to the Services provided by Us, such other amounts due and payable by Seller to us or any third-party (in case we are instructed by such third-party or Seller to collect such monies from the Seller), any amount to be refunded to the Buyer and any taxes payable under applicable laws) within the aforesaid timelines. It is clarified that any settlement of payment to the Seller shall be subject to applicable tax laws and NYN may deduct or collect such taxes from the amount to be paid to the Seller in accordance with the provisions of applicable tax laws as amended from time to time.

(ix) Pursuant to the applicable tax collection at source provisions, We will collect tax collection at source at applicable rates on net value of taxable supplies made through the Platform and remit to the appropriate government.

(x) In case of any mismatches on account of tax collection at source, Seller shall be required to provide all relevant information to us, to correspond with the relevant authorities and also in case of any liability accruing on account of omission shall be Seller’s obligation to pay such deficit.

(xi) Seller will provide the corresponding Harmonised System Nomenclature (HSN) code number and applicable GST rates for every product sold of the Platform. You accept that declaring the HSN and GST rates of the product is your responsibility, and that in order to sell the product(s) on the Platform pre-declaring the respective HSN and GST rates shall be mandatory.

(xii) Seller will be responsible to provide their correct GST registration number against which the tax collected at source (under GST laws) need to be reported by us. We shall not hold any responsibility of incorrect disclosures of GST registration number and consequent loss of credits of tax collected at source in the hands of the seller. In case any tax, interest or penalty is imposed on us, on account of incorrect disclosure of information by the Seller, then such Seller shall indemnify us with respect to such tax, interest or penalty as may be levied by the GST authorities.

(xiii) We shall have the right to deduct or recover, as the case may be, tax deducted at source (“TDS”) as may be applicable under the applicable provisions of Income Tax Act,1961 (as may be amended from time to time) and as determined by us in our sole discretion on transactions and / or payments through or facilitated by the Platform. In respect of TDS deducted and / or recovered, we will provide certificate(s) evidencing and / or supporting the deposit of TDS in the prescribed format in accordance with the provisions of the Income Tax Act, 1961 (as may be amended from time to time). It is clarified that for this purpose, we will be entitled to rely upon the Permanent Account Number (“PAN”) and any other particulars provided to us and we shall have no obligation to validate or verify the same. In the event of any liability that may arise on account of incorrect or incomplete particulars / details being provided by Seller to us including interest, penalty or any other levies, we shall have the right to recover the same from the Seller in our sole discretion.

(xiv) Seller shall comply with all the applicable regulations/ laws in relation to cash transaction as stipulated under the applicable tax laws.

(xv)We shall be entitled to recover from the Seller, from time to time, any amounts due from it or incurred by us on account of the following, unless the same are caused on account of negligence, act or omission of our or its employees, officers etc.:

(xvi) If there are reasonable grounds to suspect that a transaction has been conducted in breach of any applicable laws or is a fraudulent transaction, we shall be entitled to suspend or withhold the payments of the Seller that are due to the Seller.

d. Video Assisted Shopping Feature:

Video Assisted Shopping feature may be enabled for select Sellers on NYN, subject to such Sellers meeting the eligibility criteria as determined by NYN from time to time. The details of the eligible Sellers, as per the criteria communicated to the Sellers from time to time, shall be displayed on the Platform or communicated otherwise.

e. Additional Services:

NYN may provide such other additional services as may be agreed with the Sellers, from time to time, for such fees as may be communicated from time to time.

3. FEES AND CHARGES:

(i) In consideration of the Services set forth above, NYN shall charge fees to You (“Fees”). The Fees payable for availing the Services will be displayed in the Rate Card section of the Platform and the same may be modified or amended, from time to time, solely in our discretion without any notice thereof. It shall be Your duty to routinely check on such charges. In the event You continue to avail the Services from us, it shall be deemed that You agree to such change in Fees and other charges.

(ii) We shall issue the invoice for Fees on You, and You shall make payment of the same to Us. Seller agrees that the Seller alone shall be responsible for ensuring that Fees is paid to You. You authorize us to adjust and set off such Fees from the amount collected or received by Us from the Buyer in accordance with the settlement process set out under the Payment and Settlement Services.

(iii) The Fee shall be subject to applicable taxes, as per prevailing applicable laws. Seller shall deduct income tax as applicable against the amounts payable to NYN if required by applicable law, except to the extent where NYN submits a nil/reduced withholding certificate. Seller shall remit the withholding taxes to the relevant tax authorities and enable NYN to claim a tax credit by providing an appropriate and timely certificate of withholding as stipulated under the applicable law.

(iv) NYN will charge additional charges from the Seller for providing any additional services or services that are not covered under the Services. NYN shall be entitled to recover/ deduct such additional charges from the amount collected or received by NYN from the Buyer and Seller hereby authorises NYN to adjust the charges from the receivable that are due and payable to Seller by NYN. Such settlement will be done as per the settlement clause set forth under the Payment and Settlement Services. If required by NYN, NYN may enter into a separate arrangement with the Seller to provide such additional services to the Seller.

(v) NYN reserves its right to levy penalty or late payment charges in case of delay by the Seller in clearing any dues payable to NYN, charge cancellation charges for any cancellation / rejection of orders by Seller and / or for non-compliance of these Terms. Seller authorises NYN to adjust / deduct such penalty amount, late payment charges or cancellation charges from the receivables that are due and payable by NYN to Seller. Such settlement will be done in accordance with the settlement process set out in the Payment and Settlement Services herein.

4. LIMITATION OF LIABILITY AND INDEMNITY:

(i) We shall not have any liability whatsoever for any claims arising from: (a) any of your acts or omissions; (b) compliance with the instructions given by you or any person acting on your behalf; (c) an act or order of any government authority; (d) the insufficiency of the packing or labelling of Shipment; (e) the nature or description of the Shipment; (f) riots, civil commotions, strikes, lockouts, stoppage or restraint of labour; (g) explosion, fire, flood or storm; (h) any cause which we could not avoid and the consequences whereof we could not prevent by the exercise of reasonable diligence; (i) any loss, miss-delivery, delay or damage to any Shipment; and/or (j) any dispute or claims between the Seller and the Buyer including without limitation relating to the Shipment or Products hereunder.

(ii) Each Seller agrees to indemnify NYN, its affiliates, directors, employees, agents and representatives and to hold them harmless, from any and all damages, losses, claims and liabilities (including legal costs on a full indemnity basis) which may arise from or in connection with: (i) your submission, posting or display of any Content; (ii) from your use of the Platform or any of the Services;(iii) from your breach of the Terms or breach of any applicable laws, including tax laws; (iv) any of the service availed by you from a third-party service provider using the Platform; (v) any liability or defect in the Products offered/ listed for sale on the Platform; (vi) your negligence or wilful misconduct; (vii) any sale or offer of sale of counterfeit or fake Products on the Platform or any alleged or actual patent, copyright, trade secret, trademark, trade name, or other intellectual property right infringement or other claim, demand or action resulting from the advertising, publishing, promotion, manufacture, sale, distribution or use of any of the Products; (viii) any alleged or actual personal injury, death or property damage suffered by NYN arising from the supply or sale of Products by Seller; and/or (ix) any claim by a third-party or Buyer made pursuant to, or liability arising under any consumer protection laws, including any non- conformity or defect in, or any recall of, any of Products.

Seller Policy

This document is an electronic record as per the Information Technology Act, 2000 (hereby referred to as the “Act”) and rules made under it as applicable and provisions relating to electronic records in various statutes as amended by the Act. This electronic record is generated by a computer system and does not require any physical or digital signatures.

This document is published in accordance with the provisions of Rule 3 (1) of The Information Technology guidelines (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 that require publishing the rules and regulations, privacy policy and terms of use for access or usage of website. The website, https://www.thecandlestore.in and related mobile application(s) (hereinafter collectively referred to as the “Platform”) and the information, services and other materials contained therein are provided and operated by Nyn Lifestyle Pvt Ltd, a company incorporated under the Companies Act, 2013 with its registered office at Rajesh Corporation Compound, Opp Janta Lunch Home, Premier road , Kamani-Kurla West, Mumbai 400070 (hereinafter referred to as "NYN", “We”, “Us” or “Our” hereinafter).

Unless otherwise provided by context, wherever the rights, privileges and responsibilities of the Platform are referred to, it shall mean to include the rights privileges and responsibilities of the Company.

By browsing or accessing the Platform or upon signing up for a TCS Account (defined below) or by using any Services (defined below), you are agreeing to be bound by the following terms or conditions ("Terms of Use”).

As used in these Terms of Use, “You”, “Your”, “User” means any legal person (including the individual(s) authorized to act on behalf of such person) which has agreed to become a seller / buyer on the Platform by registering for an account on the Platform (“TCS Account”).

Please review our Terms of Use, Privacy Policy and other policies available on the Platform (collectively referred to as the “Terms”) that govern the use of the Platform and the Services thereof. We reserve the right, at our sole discretion, to change, modify, add or remove portions of these Terms, at any time without any prior written notice to You. By accessing, browsing, or otherwise using the Platform or using the Services, including following the posting of changes, the User agrees to accept and be bound by the Terms (as may be amended from time to time). It is your responsibility to review these Terms periodically for any updates / changes.

PLEASE READ THE TERMS CAREFULLY BEFORE PROCEEDING AND IF YOU DO NOT AGREE TO ALL OF THESE TERMS, PLEASE DO NOT ACCESS OR USE THE PLATFORM OR THE SERVICES.

Additional terms and conditions may apply to You in respect of availing specific services and/or to specific portions or features of the Platform, including but not limited to, Services, any other additional services as may be offered by us from time to time, contests, offers, schemes, promotions or other similar features, all of which terms are to be read as part of these Terms. You agree to abide by such other terms and conditions, including, where applicable, representing that You have the legal capacity to use or participate in such service or feature. If there is a conflict between these Terms and the terms posted for or applicable to a specific portion of the Platform or for any specific service offered on or through the Platform, the latter terms shall control with respect to your use of that portion of the Platform or the specific service. We expressly reserve the right at any time, to add to and/or alter, modify, change or vary all or any of the terms and conditions or to replace wholly or in part, the contests, offers, schemes, promotions etc. with another contest, offer, scheme, promotion etc. or to withdraw it altogether.

For the ease of reference, this document is divided into following sections:

I. General Terms; and

II. Specific Terms.

The Platform is utilized by the Users to meet, interact with each other in connection with sale and purchase by of buyers (“Buyer(s)”) products listed third-party sellers (“Seller(s)”) on the Platform. The Platform is not and cannot be a party to or control in any manner any transaction between the Platform's Users.

I. GENERAL TERMS:

1. APPLICATION AND ACCEPTANCE OF THE TERMS:

(i) Your use of the Platform’s services, features, functionality, software and products (collectively the “Services” hereinafter) is subject to the Terms.

(ii) You must read Privacy Policy which governs the collection, use, and disclosure of personal information about Users. You accept the terms of the Privacy Policy and agree to the use of the personal information about You in accordance with the Privacy Policy.

By impliedly or expressly accepting these Terms, You also accept and agree to be bound by any amendments, updates and modifications to the Terms and the other policies (including but not limited to, Privacy Policy), as maybe amended, updated and modified from time to time.

2. PROVISION OF SERVICES:

(i) You must register on the Platform in order to access and use the Services. Further, We reserve the right, without prior notice, to restrict access to or use of certain Services (or any features within the Services) subject to other conditions that We may impose in Our discretion.

(ii) In case You avail services while accessing the Platform, that may be supported and/or provided by third-party service provider(s), for all such services your contracting entity will be such third-party service provider(s), as the case may be. We disclaim all liability for any claims that may arise pursuant to your use of services provided by such third- party service provider(s).

(iii) User agrees and confirms that any Services provided to You by Us are on best efforts basis and We may engage services of third-party service provider(s) to facilitate such Services to you. We shall not in any manner be liable to you for failure or delay in providing the Services or for any temporary disablement, permanent discontinuance of the Services by us or for any consequences resulting from such actions or reasons that are beyond our reasonable control.

(iv) User acknowledges that the Services are being provided to You on an ‘as is’ and ‘as available’ basis and may be interrupted while browsing, transacting, using or uploading information on the Platform. User agrees that We reserve the right to suspend the Services, forthwith without assigning any reason whatsoever, at our sole discretion.

(v) We may at any time with or without notice, withdraw, terminate, and/or suspend any or part of the Services without cause or in case of any breach of the Terms by the User. In addition, termination of any or part of any Services shall not impact provision of other services or other business arrangements or agreements which the User may have entered into with Us.

3. ELIGIBILITY:

The Platform is available for use and access to Users, shall be a person, who can form legally binding contracts under Indian Contract Act, 1872. If You are a minor i.e., under the age of 18 years, You may use the Platform only with involvement of a parent or guardian.

For the purposes of these Terms, the term ‘persons’ shall mean any sole proprietor, firm, company, corporation, government, state or agency of a state or any association, trust, joint venture, consortium or partnership (whether or not having separate legal personality) or any other body corporate duly incorporated under the laws of India.

We retain the right to deny access to anyone who We believe has violated any of these Terms.

4. USER ACCOUNTS AND VERIFICATION OF ACCOUNT:

(i) To access and use the Services, You must register for a TCS Account. To complete your account registration, You must provide us with your full legal name, business address, phone number, a valid email address, and any other information as may be required by us for the purposes of registration on the Platform. Except with our approval, one User may only register one account on the Platform. We may cancel or terminate a User’s account if We have reasons to suspect that the User has concurrently registered or controlled two or more accounts. Further, We may reject User’s application, without assigning any reasons thereof, for registration for any other reason.

(ii) A set of user ID and OTP (One Time Password) / password is unique to a single account. Any action triggered on Your TCS Account on the Platform or by using the unique OTP will be deemed to have been authorised by You and with Your express consent. You shall be solely responsible for maintaining the confidentiality and security of Your user ID and password and for all activities that occur under Your account. You agree that all activities that occur under Your account (including without limitation, posting any company or product information, clicking to accept any terms & conditions or rules, subscribing to or making any payment for any Services, sending emails using the Platform or other communications) will be deemed to have been authorized by You.

(iii) When you access the Platform, You are electronically communicating with Us. We may communicate with you by e-mail, SMS, WhatsApp messages or messages through other modes of communication, phone call or by posting notices on the Platform or by sending in-app notifications or any other mode of communication. For contractual purposes, you consent to receive communications (including transactional, promotional and/or commercial messages) in the above manner, from Us with respect to your use of the Platform and it shall be deemed by your continued use of the Platform that you agree and consent to receive any communications from Us.

5. TRANSACTIONS BETWEEN BUYER AND SELLER:

(i) We are merely a facilitator and are not and cannot be a party to or control in any manner any advertisement, exhibition, making available, offer to sell or transactions of sale or purchase on the Platform.

(ii) When a product is listed for sale on the Platform by a Seller, products sold to Buyer by the Seller will be governed by the bipartite contractual arrangement entered into directly between the Buyer and the Seller.

(iii) All commercial/contractual terms are offered by and agreed to between Buyers and Sellers alone. The commercial/contractual terms include without limitation to price, shipping costs, payment methods, payment terms, date, period, and mode of delivery, warranties related to products and services, and after-sales services related to products and services. We do not have any control or does not determine or advise or in any way involve itself in the offering or acceptance of such commercial/contractual terms between You and the Sellers.

(iv) We do not make any representation or warranty as to specifics (such as quality, value, salability, etc.) of the products or services proposed to be sold or offered to be sold or purchased on the Platform. We do not implicitly or explicitly support or endorse the sale or purchase of any products or services on the Platform. We accept no liability for any errors or omissions, whether on behalf of itself or third parties.

(v) We are not responsible for any non-performance or breach of any contract entered into between Buyers and Users. We cannot and do not guarantee that the concerned Buyers and/or Sellers will perform any transaction concluded on the Platform.

(vi) At no time shall We hold any right, title or interest over the products nor shall We have any obligations or liabilities in respect of such contract entered into between Buyers and Sellers. We are not responsible for unsatisfactory or delayed performance of services or damages or delays as a result of products which are out of stock, unavailable or back ordered.

(vii) For any Services, We do not represent either the Sellers or the Buyer in specific transactions. We do not control and is not liable to or responsible for the quality, safety, suitability of products, lawfulness or availability of the products or services offered for sale on the Platform, or the ability of the Seller to complete a sale or the ability of Buyers to complete a purchase. We do not implicitly or explicitly support or endorse the sale or purchase of any products on the Platform.

(viii) Each User acknowledges that it is fully assuming the risks of conducting any sale transactions (hereinafter referred to as “Transaction Risk”) in connection with using the Platform or Services, and that it is fully assuming the risks of liability or harm of any kind in connection with subsequent activity of any kind relating to products or services that are the subject of transactions using the Platform. User acknowledges and undertakes that it is transacting on the Platform at its own risk and is using its best and prudent judgment before entering into any transactions through the Platform.

(ix) We shall neither be liable nor responsible for any actions or inactions of the User nor any breach of conditions, representations or warranties of the products and hereby expressly disclaims any and all responsibility and liability in that regard. We shall not mediate or resolve any dispute or disagreement between Buyer and the Seller of the products or any third-party that is rendering services to you.

(x) In the event that any User has a dispute with any party to a transaction such User agrees to release and indemnify NYN (and our agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such transaction. This clause shall also apply to any services opted for by the User by accessing any link from Our site to avail of any independent services related to the transaction of buy-sell conducted on the Platform from any third-party.

(xi) We do not make any representations pertaining to the information, content, products included on or delivery of the products or otherwise made available to User and User acknowledges that we are only acting as an intermediary between the Buyer and the Seller. User hereby further agrees, acknowledges and confirms that we are not responsible in any way for the products purchased by the Buyer from the Seller and it is explicitly agreed by the User that we will not in any way, under any circumstances whatsoever, be responsible or held liable for products purchased by Buyer from the Seller and/or in relation to any issue and/or dispute thereof. User hereby further agrees, acknowledges and confirms that under the aforesaid circumstances Buyer’s only recourse will be against the Seller and we will not be made a party to any such issue and/or dispute between the Seller and the Buyer.

(xii) The User(s) shall be solely responsible for obtaining all necessary third-party licenses and permissions (if any required under applicable law) regarding the right and authority (if required under applicable laws) to re-sell, trade, re-distribute or export or offer to sell, trade the products or services and such sale, trade, distribution or export or offer does not violate any applicable laws.

(xiii) You understand, accept, and agree that NYN is neither a banking nor financial service, but merely a facilitator of information to a payment aggregator that is providing an electronic, automated online electronic payment facility for receiving payment, collection and remittance for transactions on the Platform. You have specifically authorised such third party service provider/ payment aggregator to collect, process, facilitate, and remit payments and / or the transaction price electronically to and from Buyers in respect of transactions through payment facility. Further, any cash on delivery (COD) shall be collected by NYN or its service provider and you authorize NYN and/or its service provider to collect the COD and remit payments to and from you in respect of transactions.

6. USER(S) GENERALLY:

a) Contents Posted on Site

You are responsible for any notes, messages, e-mails, billboard postings, photos, drawings, profiles, opinions, ideas, images, videos, audio files, details about the product published on the listing pages or other materials or information posted or transmitted to the Platforms (collectively, "Content"). Such Content shall be licensed to NYN throughout the universe. NYN shall be entitled to, consistent with our Privacy Policy, use the Content or any of its elements for any type of use forever, including but not limited to promotional and advertising purposes and in any media whether now known or hereafter devised, including the creation of derivative works that may include Content you provide. You agree that any Content you post may be used by NYN, consistent with our Privacy Policy and Rules of Conduct on Platform as mentioned herein, and You are not entitled to any payment or other compensation for such use.

b) Rules of Conduct on Site

(i) You agree that (a) you will not copy, reproduce, download, re-publish, sell, distribute or resell any Services or any information, text, images, graphics, video clips, sound, directories, files, databases or listings, etc. available on or through the Platform (the “Platform Content”), and (b) you will not copy, reproduce, download, compile or otherwise use any Platform Content for the purposes of operating a business that competes with NYN, or otherwise commercially exploiting the Platform Content or systematic retrieval of Platform Content from the Platform to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes).

(ii) NYN may review, edit, reject, refuse to post and/or delete any Content that in the sole judgment of NYN violates these Terms of Use or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of another person.

(iii) Any information provided by you on this Platform shall not be patently false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person.

(iv) You may not post or transmit Content, if it in any way:

(a) is patently offensive to the online community, such as sexually explicit content, or content that promotes obscenity, pedophilia, pornographic, bigotry, invasive of another’s privacy including bodily privacy, hatred or physical harm of any kind against any group or individual, insulting or harassing on the basis of gender, racially or ethnically objectionable, or otherwise inconsistent with or contrary to the laws in force;

(b) harasses or advocates harassment of another person;

(c) involves the transmission of “junk mail,” “chain letters,” or unsolicited mass mailing or “spamming”;

(d) promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libellous;

(e) infringes upon or violates any third-party's rights [(including, but not limited to, intellectual property rights, rights of privacy (including without limitation unauthorized disclosure of a person's name, email address, physical address or phone number) or rights of publicity];

(f) promotes an illegal or unauthorized copy of another person's copyrighted work (see "Copyright Complaint" below for instructions on how to lodge a complaint about uploaded copyrighted material), such as providing pirated computer programs or links to them, providing information to circumvent manufacture- installed copy-protect devices, or providing pirated music or links to pirated music files;

(g) violates any law for the time being in force;

(h) impersonates another person;

(i) contains restricted or password-only access pages, or hidden pages or images (those not linked to or from another accessible page);

(j) provides material that exploits people in a sexual, violent or otherwise inappropriate manner or solicits personal information from anyone;

(k) provides instructional information about illegal activities such as making or buying illegal weapons, violating someone’s privacy, or providing or creating computer viruses;

(l) is harmful to child and/or contains video, photographs, or images of another person age 18 or older without his or her express written consent and permission or those of any minor (regardless of whether you have consent from the minor or his or her legal guardian);

(m) tries to gain unauthorized access or exceeds the scope of authorized access (as defined herein) to the Platform or to profiles, blogs, communities, account information, bulletins, or other areas of the Platform or solicits passwords or personal identifying information for commercial or unlawful purposes from other users;

(n) engages in commercial activities and/or sales without NYN ’s prior written consent such as contests, sweepstakes, barter, advertising and pyramid schemes, or buying or selling of “virtual” items related to the Platform. Throughout this Terms of Use, NYN ’s “prior written consent” means a communication coming from NYN ’s legal department, specifically in response to your request, and specifically addressing the activity or conduct for which you seek authorization;

(o) solicits money laundering, gambling or engages in any gambling activity which NYN, in its sole discretion, believes is or could be construed as being illegal; contains viruses, time bombs, trojan horses, cancelbots, worms or other harmful or deleterious components or devices, or any other computer code, file or program designed to interrupt, destroy or limit the functionality of any computer resource;

(p) threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign States, or public order, or causes incitement to the commission of any cognisable offence or prevents investigation of any offence or is insulting other nation;

(q) interferes with another user's use and enjoyment of the Platform or any other individual's user and enjoyment of similar services; or

(r) refers to any Platform or URL that, in the sole discretion of NYN, contains material that is inappropriate for the Platform, contains content that would be prohibited on the Platform, or violates the letter or spirit of these Terms of Use.

(v) You must use the Platform in a manner consistent with any and all applicable laws and regulations. Illegal and/or unauthorized uses of the Sites, including without limitation, collecting usernames and/or email addresses of registered members by electronic or other means for the purpose of sending unsolicited email and unauthorized framing of or linking to the Sites, are not permitted. This includes the unauthorized interception of the data stream coming from or going into the Sites, as well as attempting to gain unauthorized access to the Sites or exceeding your authorized access.

(vi) You may not engage in advertising to or solicitation of, other users through the Platform to sell any products or services, including, but not limited to, products or services related to the Platform. You may not transmit any chain letters or unsolicited commercial or junk emails to other users via the Platform. It is also a violation of these Terms of Use to use any information obtained from the Platform in order to harass, abuse, or harm another person, or in order to contact, advertise to, solicit, or sell to another person outside of the Platform without their prior explicit consent. In order to protect our users from such advertising or solicitation, NYN reserves the right to restrict the number of messages or emails which a User may send to other user in any 24-hour period to a number which NYN deems appropriate in its sole discretion.

(vii)You understand that NYN has the right at all times to disclose any information (including the identity of the persons providing information or materials on the Platform) as necessary to satisfy any law, regulation, or valid governmental request. This may include, without limitation, disclosure of the information in connection with an investigation of alleged illegal activity or solicitation of illegal activity or in response to a lawful court order or subpoena. In addition, We can (and You hereby expressly authorize Us to) disclose any information about You to law enforcement or other government officials, as We, in our sole discretion, believe necessary or appropriate in connection with the investigation and/or resolution of possible crimes, especially those that may involve personal injury.

(viii) NYN reserves the right, but has no obligation, to monitor the materials posted in the public areas of the Platform. NYN shall have the right to remove or edit any Content that in its sole discretion violates, or is alleged to violate, any applicable law or either the spirit or letter of these Terms of Use. Notwithstanding this right of NYN, YOU REMAIN SOLELY RESPONSIBLE FOR THE CONTENT OF THE MATERIALS YOU POST IN THE PUBLIC AREAS OF THE PLATFORM AND IN YOUR PRIVATE MESSAGES. Please be advised that Content posted in public areas of the Platform does not necessarily reflect the views of NYN. In no event shall NYN assume or have any responsibility or liability for any Content posted or for any claims, damages or losses resulting from use of Content and/or appearance of Content on the Platform. You hereby represent and warrant that You have all necessary rights in and to all Content You provide and all information it contains and that such Content shall not infringe any proprietary or other rights of third parties or contain any libelous, tortious, or otherwise unlawful information.

(ix) Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Platform, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between You and such advertiser. NYN shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Platform.

(x) It is possible that other users (including unauthorized users or “hackers”) may post or transmit offensive or obscene materials on the Platforms and that You may be involuntarily exposed to such offensive and obscene materials. It is also possible for others to obtain personal information about You due to your use of the Platform, and that the recipient may use such information to harass or injure You. NYN does not approve of such unauthorized uses but by using the Platform You acknowledge and agree that NYN is not responsible for the use of any personal information that You publicly disclose or share with others on the Platform. Please carefully select the type of information that You publicly disclose or share with others on the Platform.

(xi) NYN shall have all the rights to take necessary action and claim damages that may occur due to your involvement/participation in any way on your own or through group/s of people, whether direct or indirect in DoS/DdoS (Distributed Denial of Services) attack or any other cybercrime.

c) Your Account

You agree that any use of the Platform is at your own risk and NYN is not responsible for it. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and You agree to accept responsibility for all activities that occur under your account or password. Products sold on the Platform are not for people below aged 18, however any products available for children below age 18, can be bought by adults.

7. BREACHES AND SUSPENSION:

(i) If any User breaches any Terms, or if We have a reasonable ground to believe that a User is in breach of any Terms, or could subject NYN or its affiliates to liability, or is otherwise found inappropriate or unlawful in Our opinion, We shall have the right to take such disciplinary actions as it deems appropriate, including without limitation to:

(a) suspending or terminating the User’s account and any and all accounts determined to be related to such account by NYN in its discretion;

(b) blocking, restricting, downgrading, suspending or terminating the subscription of, access to, or current or future use of any Service;

(c) removing any product listings or other Content that the User has submitted, posted or displayed;

(d) withhold settlement of payments by NYN to the User;

(e) any other corrective actions, discipline or penalties as NYN may deem necessary or appropriate in its sole discretion.

(ii) We do not pre-screen any content or information posted, published or transmitted on the Platform by the users and We are under no obligation to pre-screen any such content or information. However, We may at our discretion and/or in accordance with applicable law may voluntarily take down any content or information posted by you on the Platform and if We determine that any content or information is in violation of these Terms, We may remove such content or information from the Platform without notice. Such actions do not in any manner negate or dilute our position as an intermediary or impose any liability on Us with respect to content or information posted, published or transmitted by users on the Platform.

(iii) Notwithstanding anything contained herein these Terms, We may with or without notice and in our sole discretion be entitled to suspend, reduce visibility of the product listings, de- activate, or de-list any product listings or User’s account for any reasons, including without limitation, economic constraints, operational difficulties, financial implications, usage behaviour of the User on the Platform, performance of the User on the Platform, etc.

(iv) In the event a User becomes inactive or if no transaction is noticed by Us, in such a case We reserve our right to delist, deactivate or suspend a User’s account in our sole discretion, with or without giving any notice to the User.

(v) We reserve the right to cooperate fully with governmental authorities, private investigators, injured third parties in the investigation of any suspected criminal or civil wrongdoing and/or any third parties alleging a claim against you. Further, We may disclose the User's identity and contact information, if requested by any third-party, government or law enforcement body, an injured third-party, or as a result of a subpoena or other legal action.

8. LIMITATION OF LIABILITY AND INDEMNITY:

(i) To the maximum extent permitted by law, the Services provided by Us on or through the Platform are provided "as is", "as available" and “with all faults”, and We hereby expressly disclaim any and all warranties, express or implied, including but not limited to, any warranties of condition, quality, durability, performance, accuracy, reliability, merchantability or fitness for a particular purpose. All such warranties, representations, conditions, and undertakings are hereby excluded.

(ii) To the maximum extent permitted by law, We make no representations or warranties about the validity, accuracy, correctness, reliability, quality, stability, completeness or accurateness of any information provided on or through the Platform; We do not represent or warrant that the manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the platform does not violate any third-party rights; and We make no representations or warranties of any kind concerning any products or services offered or displayed on the platform. Except as provided herein, to the fullest extent permissible by applicable law, the aggregate liability of NYN for any claims that may arise in connection with these terms shall not exceed an amount of INR 1000/-.

(iii) Under no circumstances will NYN be liable for any consequential, incidental, special, exemplary or punitive damages, including but not limited to any lost profits that result from your purchase of any products on platform or any services availed, even if We have been advised of the possibility of such damages.

(iv) While availing any of the payment method/s offered by NYN, NYN is neither responsible nor takes any liability of whatsoever nature in respect of any loss or damage arising directly or indirectly to you out of the decline due to:

a) lack of authorization for any transaction/s,

b) exceeding the preset limit mutually agreed by You and between your "Bank/s",

c) any payment issues arising out of the transaction, or

d) decline of transaction for any other reason/s.

FORCE MAJEURE:

Under no circumstances, NYN shall be held liable for any default, losses, delay or failure or disruption of the content or in the performance of its or User’s obligations under this Agreement, or services delivered through the Platform resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, epidemics, pandemics, curfews, lock-down, orders of domestic or foreign courts or tribunals or non- performance of third parties.

10. INTELLECTUAL PROPERTY RIGHTS:

(i) NYN is the sole owner or lawful licensee of all the rights and interests in the Platform and the Platform Content. All title, ownership and intellectual property rights in the Platform and Platform Content shall remain with NYN or licensors of the Platform Content, as the case may be. All rights not otherwise claimed under the Terms or by NYN are hereby reserved.

(ii) "NYN " and any other related icons and logos are registered trademarks of NYN Internet Private Limited (or its licensors), in various jurisdictions and are protected under applicable copyright, trademark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.

(iii) NYN may, at its sole discretion, permit the User(s) of the Platform, in writing, to use “NYN” and any other related icons and logos for indicative purposes in the form and manner and terms and conditions as maybe agreed by NYN.

(iv) All text, graphics, photographs, trademarks, logos, and artwork available or accessible on the Platform are third-party user generated content and NYN has no control over such third-party user generated content as NYN is merely an intermediary for the purposes of these Terms.

(v) You shall be solely responsible for any content or information posted or transmitted on the Platform and shall indemnify NYN against any claim or liability arising from any content or information posted or transmitted by You on the Platform. Any content or information such as but not limited to images, text, videos posted or transmitted on the Platform shall be licensed to NYN by the User uploading such content and NYN shall have the worldwide, fully paid-up, perpetual and transferable license in such content or information for the purposes of its use on the Platform and for any purposes NYN deems fit. You shall not be entitled to any payment or compensation for any usage of the content by NYN.

11. NOTICES

(i) All notices or demands to or upon NYN shall be made in writing and sent to NYN personally, by courier or e-mail to the following address: Rajesh Corporation Compound, Opp Janta Lunch Home, Premier road , Kamani-Kurla West, Mumbai 400070, Attn: Legal Department. The notices shall be effective when they are received by NYN in any of the above-mentioned manner.

(ii) All notices or demands to or upon a User shall be effective if either delivered personally, sent by courier or registered email to the last-known correspondence or email address provided by the User to NYN, or SMS, WhatsApp messages, or in-app notifications, or by posting such notice or demand on an area of the Platform that is publicly accessible without a charge or through such other mode of communication as NYN may deem fit in its discretion. Notice to a User shall be deemed to be received by such User if and when, a) NYN is able to demonstrate that communication, whether in physical or electronic form, has been sent to such User, or b) immediately upon NYN posting such notice on an area of the Platform that is accessible by the User or publicly accessible without charge.

12. MISCELLANEOUS PROVISIONS

(i) Unless otherwise communicated to you by NYN, the Terms constitute the entire agreement between User and NYN and govern the User’s use of the Platform and any of the Services. The Terms shall supersede any prior written or oral agreements that you may have had in relation to the use of the Platform and any of the Services.

(ii) Unless stated otherwise, We will be your one stop solution for all the services on the Platform with effect from 10th August 2023 (“Cut-Off Date”), and any new transactions on the Platform shall be governed by these Terms. It is clarified that, any transaction made by you on the Platform before the Cut-Off Date shall be governed by your arrangements with the relevant parties (i.e., third-party service providers) as existing prior to the Cut Off Date, i.e. WhiteOrange World Private Limited. The erstwhile terms of use are available here.

(iii) NYN and User are independent contractors, and no agency, partnership, joint venture, employee-employer relationship is intended or created by the Terms. The relationship between you and us is one of independent contractors, and nothing contained in these Terms will be construed to (a) give either party the power to direct and control the day-to- day activities of the other, (b) constitute the parties as partners, joint ventures, co-owners or otherwise as participants in a joint or common undertaking, or (c) allow you to create or assume any obligation on our behalf for any purpose whatsoever.

(iv) If any provision of the Terms is held to be invalid or unenforceable, such provision shall be deleted and the remaining provisions shall remain valid and be enforced.

(v) NYN ’s failure to enforce any right or failure to act with respect to any breach by User under the Terms will not constitute a waiver of that right nor a waiver of NYN ’s right to act with respect to subsequent or similar breaches.

(vi) NYN shall have the right to assign the Terms (including all of our rights, titles, benefits, interests, and obligations and duties in the Terms to any person or entity (including any affiliates of NYN). User may not assign, in whole or part, the Terms to any third-party or person.

(vii)The Terms shall be governed by the laws of India and the parties to the Terms agree to submit to the exclusive jurisdiction of the courts of Bangalore, Karnataka, India.

13. GRIEVANCE MECHANISM

(i) The User may submit any grievance with respect to the Platform or the Services, including with respect to any abuse on the Platform and/or any discrepancies or grievances with respect to processing of information to the Grievance Officer at the contact details mentioned in 12 below. We will endeavor to resolve your grievances and concerns within timelines as mentioned under applicable laws.

(ii) In accordance with the IT Act, 2000, and the rules thereunder, the name and contact details of the grievance officer are provided below:

 

Mr. Mayur Nandwana

Grievance Officer, NYN Internet Private Limited,

Rajesh Corporation Compound, Opp Janta Lunch Home, Premier road , Kamani-Kurla West, Mumbai 400070, Phone: 9820098200

E-mail: customersupport@thecandlestore.in

Time: Mon - Sat (9 AM - 6 PM)

14. This site is controlled and operated by NYN and products are sold by respective Sellers. All material on this site, including images, illustrations, audio clips, and video clips, are protected by copyrights, trademarks, and other intellectual property rights. Material on Platform is solely for Your personal, non-commercial use. You must not copy, reproduce, republish, upload, post, transmit or distribute such material in any way, including by email or other electronic means and whether directly or indirectly and You must not assist any other person to do so. Without the prior written consent of the owner, modification of the materials, use of the materials on any other Platform or networked computer environment or use of the materials for any purpose other than personal, non-commercial use is a violation of the copyrights, trademarks and other proprietary rights, and is prohibited. Any use for which You receive any remuneration, whether in money or otherwise, is a commercial use for the purposes of this clause.

15. NYN respects the intellectual property of others. In case You feel that Your trademark has been infringed, You can write to us at customersupport@thecandlestore.in

Notice of Infringement

NYN Internet Private Limited

_______________________

 

_______________________

 

I, [name] ____________________________ of [address] _________________________ do solemnly and sincerely declare as follows:

 

I am the owner of certain intellectual property rights, said owner being named __________________ ("IP Owner").

I have a good faith belief that the item listings or materials identified in the annexure attached hereto are not authorised by the above IP Owner, its agent, or the law and therefore infringe the IP Owner's rights. Please expeditiously remove or disable access to the material or products claimed to be infringing.

I may be contacted at: Name ___________________________________________________________

Title & Company ________________________________________________________

Address _________________________________________________________

Email (correspondence) ___________________________________________________

Telephone/Fax _____________________________________________________________

Date _________________________________________________________________ and I make this declaration conscientiously believing it to be true and correct.

Declared by ______________________________ on [date] ___________________________________

in [place]________ Truthfully, Signature

 

Addendum to Notice of Infringement:

List of Allegedly Infringing listings or products

A Note on Reason Codes: When identifying item numbers please use the reasons below. When removing products from the site, NYN will inform Sellers of the specific reason for the removal of their products.

Select the most appropriate reason. Please associate each item you report with only one reason code.

Trademark-infringement

Trademark owner doesn't make this type of product or has discontinued the production of the product

Item(s) is an unlawful replica of a product made by the trademark owner or is counterfeit

Trademark-listing description infringement

Listing(s) has unlawful comparison to trademark owner's brand or product

Listing(s) contains unlawful use of trademark owner's logo

Copyright-item infringement

Software is being offered without any license or in violation of a license

Item(s) is a bootleg recording;

Item(s) is an unlawful copy (software, games, movies, etc.);

Item(s) is unlawful duplication of printed material

Item(s) is an unlawful copy of other copyrighted work (paintings, sculptures, etc.)

Copyright-listing content infringement

Listing(s) comprises unauthorized copy of copyrighted text

Listing(s) comprises unauthorized copy of copyrighted image

Listing(s) comprises unauthorized copy of copyrighted image and text

Reason Code: _____________________________________________________________

Work(s) infringed: _________________________________________________________

Item Number(s): ___________________________________________________________

Note:

Please provide the ownership of Trademark (Trademark Registration Certificate should be in the name of applicant) Please provide the evidence as to the ownership of copyright. All such Notices of Infringement shall be sent to customersupport@thecandlestore.in

Contacting the Seller

We are committed towards ensuring that disputes between Sellers and Buyers are settled amicably by way of the above dispute resolution mechanisms and procedures. However, in the event that a Buyer wishes to contact the Seller, he/ she may proceed to do so by accessing the Seller related information made available by the Sellers on their product listing pages. Alternatively, the Buyers may also reach out to customer support at customersupport@thecandlestore.in.

II. SPECIFIC TERMS:

These Specific Terms shall be read in conjunction with the General Terms and in the event of any conflict between the General Terms and Specific Terms, the Specific Terms shall supersede and prevail.

1. SELLER’S OBLIGATIONS, REPRESENTATIONS AND WARRANTIES

a. You represent, warrant and agree that:

i. you are a lawfully incorporated business entity and are fully able and competent to understand and agree to the Terms;

ii. you have full power and authority to accept the Terms, to grant the license and authorization (if applicable) and to perform the obligations hereunder;

iii. you shall use the Platform and Services for business purposes only;

iv. the address you provide when registering your account on the Platform is the Seller place of business of your business entity;

v. your business is validly existing and incorporated / established as per the provisions of applicable laws;

vi. you shall comply with all applicable laws while using and accessing the Platform;

vii. you and Products or services provided by you on the Platform (if any) comply with applicable laws;

viii. you shall be solely responsible for obtaining all necessary third-party licenses and permissions (if any required) regarding any Content that you submit, post or display;

ix. any Content that Seller submits, posts or displays does not infringe or violate any of the copyright, patent, trademark, trade name, trade secrets or any other personal or proprietary rights of any third-party (“Third-party Rights”);

x. you have the right and authority (if required under applicable laws) to sell, trade, distribute or export or offer to sell, trade, distribute or export the Products or services described in the Content and such sale, trade, distribution or export or offer does not violate any Third-Party Rights;

xi. the description and particulars of the Consignment (including but not limited to the weight, content, measure, quality, condition, marks, numbers, and value) are complete and accurate with all laws, regulations, and requirements that may be applicable. For the purposes of these Terms, “Consignment” or “Shipment” shall mean all products shipped under one waybill and which may be carried by any means We choose in our discretion, including air, road or any carrier;

xii. all information provided by you or person acting on your behalf relating to the Shipment(s) are complete and accurate;

xiii. the Shipment(s) are properly and sufficiently prepared, packed, stowed, labelled, and/or marked;

xiv. the Shipment(s) are packed in a manner adequate to withstand normal handling or storing while transporting;

xv. the Shipment(s) are in compliance with all laws, regulations, and requirements as may be applicable.

b. Seller will be required to provide information or material about Seller’s entity, its business or Products/services as part of the registration process on the Platform or Your use of any Service or the TCS Account. Seller represents, warrants and agrees that:

i. such information and material whether submitted during the registration process or thereafter throughout the continuation of the use of the Platform or Service is true, accurate, current and complete; and

ii. Seller will maintain and promptly amend all information and material to keep it true, accurate, current and complete.

c. The Seller confirms and understands that selling and delivering wrong, fake, duplicate, spurious, counterfeit, damaged, defective, refurbished, non-compliant or previously owned products through the Platform will cause great prejudice and harm to the reputation and goodwill of the Platform and may also cause harm and prejudice to the Buyers.

d. The Seller acknowledges and warrants that Seller shall not sell any product which may cause prejudice or harm to the reputation and goodwill of NYN. Seller undertakes and confirms that it deals only in original, legitimate, and genuine products and in which it owns rights, which are either self-manufactured or procured from legitimate channels and in compliance with all the legal requirements.

e. Seller may be required to furnish additional documents or information about products/ services that the Seller may offer for sale on the Platform in order to authenticate that the Products offered for sale are genuine and authentic and do not infringe intellectual property rights or proprietary rights of any third-party. Seller agrees to promptly provide such additional documents and information, failing NYN reserves its right to take appropriate measures as set out under Clause 8 of the General Terms.

f. The Seller confirms that it is the authorized distributor or seller and authorized by the brand or the trademark owner to sell the products on the Platform and may be required to furnish supporting documents as and when sought by NYN. The Seller represents that it is and shall be the sole and absolute owner of all right, title and interest in the products supplied to NYN but not limited to the all technology, know-how, patents, copyrights, trademarks, trade names and trade secrets therein or related thereto.

g. Seller consents to the inclusion of the contact information about Seller in NYN ’s database and usage of the same as per Privacy Policy.

h. Seller shall comply with the packaging guidelines as communicated to the Seller by NYN, from time to time. The said packaging guidelines can be accessed by the Seller on the Platform.

i. Seller shall ensure that the Consignment does not contain any letter of communication which will infringe the Indian Postal Act, 1983 or any other applicable laws. We accept Consignment in good faith that the Consignment do not contain anything which will infringe or be in violation of any applicable laws.

j. If more than one Consignment is booked to the same Buyer, Seller must ensure that the full address of the Buyer is written on all the Consignments.

k. Seller shall be solely responsible to declare the accurate value of the Consignment.

l. Seller shall be solely responsible to raise invoices directly on the Buyer for Products sold by the Seller to the Buyer. In the event any penalty is levied by any governmental or regulatory authority on us due to Seller’s non-compliance of applicable laws, including without limitation, non-availability of invoices with the Consignments etc., Seller agrees to indemnify us, in this regard for all costs, losses, liabilities, penalties or expenses that we may have to incur. We shall not assume any liability for Seller’s failure to comply with this clause.

m. In addition to these Terms, the Seller agrees to be bound by the terms of the Undelivered Shipment Policy and Return Shipments Policy, as may be amended from time to time, in case of any undelivered Shipment and return of Shipment respectively.

n. You agree and undertake to comply with and ensure that:

(i) You shall not adopt any unfair trade practice, whether during the course of offering the products for sale using the Platform or otherwise;

(ii) You shall not falsely represent itself as a customer and post reviews about products or services or misrepresent the quality or features of any products or services.

(iii) You shall not refuse to take back products or withdraw or discontinue services in relation to the services or products agreed to be availed, or refuse to refund consideration, if received from the Buyer, if such products or services are defective, deficient, or spurious or if the products or services are not of the characteristics or features as advertised by You on the listing page or if such products or services are delivered later from the stated delivery schedule, except for delays attributable to force majeure events.

(iv) You shall appoint a grievance officer for consumer grievance redressal mechanism to resolve the consumer disputes whenever referred by Platform and ensure that such consumer complaint is acknowledged within 48 hours and the redressal of the complaint is done within one month from the date of receipt of the complaint;

(v) The advertisement for marketing of the products / services offered on the Platform are consistent with actual characteristics, access, and usage conditions of such products / services as listed on Platform;

(vi) You provide to Us your legal name, principal geographic address of your headquarters and all branches, if any, the name and details of the website, email address, customer care contact details such as fax, landline, and mobile numbers and where applicable, GSTIN and PAN details.

o. You shall be responsible to provide all necessary information to us to be displayed on the Platform as may be required in accordance with the terms of Consumer Protection (E- Commerce) Rules, 2020 as prevalent from time to time.

2. SERVICES:

a. Platform Services:

i. You are allowed to list Products(s) for sale on the Platform subject to your compliance with these Terms. You must be legally able to sell the Products(s) you list for sale on the Platform.

ii. You must ensure that the listed product(s) do not infringe upon the intellectual property, trade secret or other proprietary rights or rights of publicity or privacy rights of third parties. Listings may only include text descriptions, graphics and pictures that describe your product for sale and other details as may be required to be displayed on the Platform in accordance with applicable laws.

iii. All listed product(s) must be listed in an appropriate category on the Platform. All listed Products must be kept in stock for successful fulfilment of sales. You agree to adhere to the listing guidelines that may be communicated to you by NYN, from time to time. The Seller agrees to ensure that the Platform reflects the real-time availability or non- availability of the products listed on the Platform. NYN shall not be responsible for any claims made by Buyers or any third party for inaccurate product availability details that are displayed on the Platform due to any negligence or any default on the part of the Seller to provide updated and accurate product information.

iv. The listing description of the product must not be misleading and must describe actual details and condition of the product. If the product description does not match the actual condition of the product, you agree to refund any amounts that you may have received from the Buyer.

b. Logistics Services:

i. You hereby agree to use the services of NYN (or its designated third-party logistics service provider) for collection, shipping and delivery of Your products listed and purchased on the Platform. You are required to route all Shipments through NYN / third-party logistics service provider unless otherwise specified.

ii. You will, in the format we require, provide accurate and complete information about Your products to be collected shipped and delivered using our logistics services. You will promptly update any information about Your products in accordance with our requirements and as necessary so that the information is at all times accurate and complete.

iii. Prior to the collection of your Products by NYN or the third-party logistics service provider, you will ensure that: (a) all Your products are suitable for transportation and are properly packaged for protection against damage and deterioration during collection, shipment and delivery in accordance with the packaging guidelines available here; and (b) all necessary documents required in connection with the shipment of Consignments including invoices, waybills, consignment note or any other document required by applicable laws are provided.

iv. Seller hereby expressly authorises us and/ or our third-party service providers to undertake insurances for safe keeping of Products in the warehouses and during transit of Products, as the case may be, and claim insurance from the relevant insurance company in the event of loss or damage of Products while in its custody (including transit). Seller shall have no objection to the payment of claims to us and/or our third- party service providers in the event of a loss.

v. Seller shall ensure that all the Consignments are provided to us before the cut-off-time specified by us for on time delivery with all the proper documents (in accordance with applicable laws including but not limited to applicable central, state, integrated, or union territory goods & services tax laws (GST)) required to ship the Shipments. GST on the Products contained in Shipments and all applicable statutory tax compliances shall be your sole responsibility and we shall not be responsible for any losses, damages resulting from any such non-compliances. You will be solely responsible for clearing any Shipments seized by regulatory authorities as a result of non-compliance of any required documentation requirement.

vi. Seller shall be solely responsible to ensure that the Consignment is handed over to us within the time slots allotted to Seller by us. If Seller does not handover the Shipment within the time slot allotted, then Seller shall be charged a fee, at the sole discretion of NYN, for the second attempt being made by us to take the Shipment. Such charges will be communicated to the Sellers from time to time.

vii. Sellers are required to behave professionally with the pickup and delivery associates of NYN. Any misbehavior, unprofessional conduct, verbal and physical abuse is prohibited and will be considered as a violation of these Terms. NYN reserves the right to remove selling privileges in its sole discretion if deemed that a Seller is in violation of this clause.

viii. Seller shall not enclose cash, digital currency, high value gift articles, share certificates, travel documents, Dangerous Goods, explosives, firearms, cattle, or any other product that is prohibited by applicable laws, in the Shipment. If Dangerous Goods or any goods that are prohibited by applicable laws are found in the Shipment which constitute a risk to other goods, property, life or health, such Shipment may without notice be destroyed or otherwise dealt with at our sole discretion and at your risk and expense. In this regard, you shall, at all times, fully indemnify us and hold us harmless against all penalties, claims, damages, losses, costs and expenses (including but not limited to legal expenses) whatsoever arising in connection with any such products. For the purpose of these Terms, “Dangerous Goods” shall mean products that are or may become of a dangerous, hazardous, inflammable, radioactive, or damaging nature, products liable to taint or affect other products and products likely to harbor or encourage vermin or other pests.

ix. Seller shall be solely responsible to raise invoices directly on the Buyer for products sold by the Seller to the Buyer on the Platform. In the event any penalty is levied by any governmental or regulatory authority on us due to Seller’s non-compliance of applicable laws, including without limitation, non-availability of invoices with the Consignments etc., Seller agrees to indemnify us, in this regard for all costs, losses, liabilities, penalties or expenses that we may have to incur. We shall not assume any liability for Seller’s failure to comply with this clause.

x. You acknowledge that NYN or third-party logistics service provider may refuse (without liability) to collect, ship or deliver any products: (a) that it may consider unsuitable for transportation in its sole discretion; and / or (b) where the product does not comply with the packaging guidelines. You acknowledge and agree that NYN and / or third-party logistics service provider are not obligated to but retain a right to inspect all packages or Shipments if it is found or if We believe in our reasonable opinion that the Shipment or products do not comply with applicable laws and/or do not comply with the packaging guidelines.

c. Payment and Settlement Services:

(i) We will facilitate the payment and settlement Services to the Sellers in relation to each transaction on the Platform. For this purpose, NYN has partnered with a third-party payment aggregator / payment gateway to collect, process, facilitate, and remit payments and / or the transaction price electronically to the Sellers in respect of the transactions on the Platform. However, NYN shall remain liable to the Seller for the performance of its obligations to provide Payment and Settlement Services under these Terms.

(ii) Seller acknowledges and agrees that in performing the payment services, we are acting merely as a facilitator of information to a third-party payment aggregator / payment gateway, solely in a fiduciary capacity, and shall take no responsibility as to the legality of any payment transaction between the Seller and the Buyer.

(iii) We shall have the right to withhold settlement of payments to You or any third -party, if we, in our sole discretion, determine that the transaction being undertaken by You is not genuine or suspicious or fraudulent.

(iv) You hereby consent and agree to comply with guidelines, instructions, requests, etc., as maybe made by us or third-party banks or financial institutions, as the case may be or a payment aggregator / payment gateway from time to time, in relation to these Payment and Settlement Services.

(v) Refunds (if any) shall be processed in the same manner as they are received. Refund amount will reflect in the Seller’s bank account based on respective banks policies.

(vi) We will settle the payments received from the Buyer at the time of actual delivery of the order(s) to the designated bank account of Seller (or third-party based on the instructions given by the Seller (if applicable)) within 10 bank working days from the date of delivery of the Consignment to the Buyer. Provided that, in case of any returns request raised by Buyer or any claims or disputes raised by Buyer, we reserve our right to withhold the settlement of payments to Seller until the resolution of such return requests, claims or disputes, as the case may be. It is hereby clarified that if the Buyer(s) make payments by way of cheque(s) at the time of actual delivery of the Order(s), we will settle such payments only upon the realisation of the cheque.

(vii)Where the Buyer makes online payments at the time of placing the order with the Seller or prior to the delivery of the Consignment, such payments shall be transmitted to the designated bank account of the Seller (or third-party based on the instructions given the Seller (if applicable)) within ‘T+1’ bank working days. For the avoidance of doubt, it is clarified that ‘T+1’ shall be the maximum period within which the settlement for such transaction shall be effected. For the purposes of these Terms, herein ‘T’ shall stand for the date falling on the expiry of 10 business days from the pick-up of the product from the Seller’s premises.

(viii) In any of the settlement methods, Seller (or third-party as per the instructions received from Seller) will receive the amount (minus our Fees in relation to the Services provided by Us, such other amounts due and payable by Seller to us or any third-party (in case we are instructed by such third-party or Seller to collect such monies from the Seller), any amount to be refunded to the Buyer and any taxes payable under applicable laws) within the aforesaid timelines. It is clarified that any settlement of payment to the Seller shall be subject to applicable tax laws and NYN may deduct or collect such taxes from the amount to be paid to the Seller in accordance with the provisions of applicable tax laws as amended from time to time.

(ix) Pursuant to the applicable tax collection at source provisions, We will collect tax collection at source at applicable rates on net value of taxable supplies made through the Platform and remit to the appropriate government.

(x) In case of any mismatches on account of tax collection at source, Seller shall be required to provide all relevant information to us, to correspond with the relevant authorities and also in case of any liability accruing on account of omission shall be Seller’s obligation to pay such deficit.

(xi) Seller will provide the corresponding Harmonised System Nomenclature (HSN) code number and applicable GST rates for every product sold of the Platform. You accept that declaring the HSN and GST rates of the product is your responsibility, and that in order to sell the product(s) on the Platform pre-declaring the respective HSN and GST rates shall be mandatory.

(xii) Seller will be responsible to provide their correct GST registration number against which the tax collected at source (under GST laws) need to be reported by us. We shall not hold any responsibility of incorrect disclosures of GST registration number and consequent loss of credits of tax collected at source in the hands of the seller. In case any tax, interest or penalty is imposed on us, on account of incorrect disclosure of information by the Seller, then such Seller shall indemnify us with respect to such tax, interest or penalty as may be levied by the GST authorities.

(xiii) We shall have the right to deduct or recover, as the case may be, tax deducted at source (“TDS”) as may be applicable under the applicable provisions of Income Tax Act,1961 (as may be amended from time to time) and as determined by us in our sole discretion on transactions and / or payments through or facilitated by the Platform. In respect of TDS deducted and / or recovered, we will provide certificate(s) evidencing and / or supporting the deposit of TDS in the prescribed format in accordance with the provisions of the Income Tax Act, 1961 (as may be amended from time to time). It is clarified that for this purpose, we will be entitled to rely upon the Permanent Account Number (“PAN”) and any other particulars provided to us and we shall have no obligation to validate or verify the same. In the event of any liability that may arise on account of incorrect or incomplete particulars / details being provided by Seller to us including interest, penalty or any other levies, we shall have the right to recover the same from the Seller in our sole discretion.

(xiv) Seller shall comply with all the applicable regulations/ laws in relation to cash transaction as stipulated under the applicable tax laws.

(xv)We shall be entitled to recover from the Seller, from time to time, any amounts due from it or incurred by us on account of the following, unless the same are caused on account of negligence, act or omission of our or its employees, officers etc.:

(xvi) If there are reasonable grounds to suspect that a transaction has been conducted in breach of any applicable laws or is a fraudulent transaction, we shall be entitled to suspend or withhold the payments of the Seller that are due to the Seller.

d. Video Assisted Shopping Feature:

Video Assisted Shopping feature may be enabled for select Sellers on NYN, subject to such Sellers meeting the eligibility criteria as determined by NYN from time to time. The details of the eligible Sellers, as per the criteria communicated to the Sellers from time to time, shall be displayed on the Platform or communicated otherwise.

e. Additional Services:

NYN may provide such other additional services as may be agreed with the Sellers, from time to time, for such fees as may be communicated from time to time.

3. FEES AND CHARGES:

(i) In consideration of the Services set forth above, NYN shall charge fees to You (“Fees”). The Fees payable for availing the Services will be displayed in the Rate Card section of the Platform and the same may be modified or amended, from time to time, solely in our discretion without any notice thereof. It shall be Your duty to routinely check on such charges. In the event You continue to avail the Services from us, it shall be deemed that You agree to such change in Fees and other charges.

(ii) We shall issue the invoice for Fees on You, and You shall make payment of the same to Us. Seller agrees that the Seller alone shall be responsible for ensuring that Fees is paid to You. You authorize us to adjust and set off such Fees from the amount collected or received by Us from the Buyer in accordance with the settlement process set out under the Payment and Settlement Services.

(iii) The Fee shall be subject to applicable taxes, as per prevailing applicable laws. Seller shall deduct income tax as applicable against the amounts payable to NYN if required by applicable law, except to the extent where NYN submits a nil/reduced withholding certificate. Seller shall remit the withholding taxes to the relevant tax authorities and enable NYN to claim a tax credit by providing an appropriate and timely certificate of withholding as stipulated under the applicable law.

(iv) NYN will charge additional charges from the Seller for providing any additional services or services that are not covered under the Services. NYN shall be entitled to recover/ deduct such additional charges from the amount collected or received by NYN from the Buyer and Seller hereby authorises NYN to adjust the charges from the receivable that are due and payable to Seller by NYN. Such settlement will be done as per the settlement clause set forth under the Payment and Settlement Services. If required by NYN, NYN may enter into a separate arrangement with the Seller to provide such additional services to the Seller.

(v) NYN reserves its right to levy penalty or late payment charges in case of delay by the Seller in clearing any dues payable to NYN, charge cancellation charges for any cancellation / rejection of orders by Seller and / or for non-compliance of these Terms. Seller authorises NYN to adjust / deduct such penalty amount, late payment charges or cancellation charges from the receivables that are due and payable by NYN to Seller. Such settlement will be done in accordance with the settlement process set out in the Payment and Settlement Services herein.

4. LIMITATION OF LIABILITY AND INDEMNITY:

(i) We shall not have any liability whatsoever for any claims arising from: (a) any of your acts or omissions; (b) compliance with the instructions given by you or any person acting on your behalf; (c) an act or order of any government authority; (d) the insufficiency of the packing or labelling of Shipment; (e) the nature or description of the Shipment; (f) riots, civil commotions, strikes, lockouts, stoppage or restraint of labour; (g) explosion, fire, flood or storm; (h) any cause which we could not avoid and the consequences whereof we could not prevent by the exercise of reasonable diligence; (i) any loss, miss-delivery, delay or damage to any Shipment; and/or (j) any dispute or claims between the Seller and the Buyer including without limitation relating to the Shipment or Products hereunder.

(ii) Each Seller agrees to indemnify NYN, its affiliates, directors, employees, agents and representatives and to hold them harmless, from any and all damages, losses, claims and liabilities (including legal costs on a full indemnity basis) which may arise from or in connection with: (i) your submission, posting or display of any Content; (ii) from your use of the Platform or any of the Services;(iii) from your breach of the Terms or breach of any applicable laws, including tax laws; (iv) any of the service availed by you from a third-party service provider using the Platform; (v) any liability or defect in the Products offered/ listed for sale on the Platform; (vi) your negligence or wilful misconduct; (vii) any sale or offer of sale of counterfeit or fake Products on the Platform or any alleged or actual patent, copyright, trade secret, trademark, trade name, or other intellectual property right infringement or other claim, demand or action resulting from the advertising, publishing, promotion, manufacture, sale, distribution or use of any of the Products; (viii) any alleged or actual personal injury, death or property damage suffered by NYN arising from the supply or sale of Products by Seller; and/or (ix) any claim by a third-party or Buyer made pursuant to, or liability arising under any consumer protection laws, including any non- conformity or defect in, or any recall of, any of Products.