Create Your Online Store with Grocito Business Web/App

Terms and Conditions

EFFECTIVE DATE: June 06, 2023

These terms and conditions (“Terms”) as available on the URL https://seller.grocito.com/term_condition and the privacy policy (“Privacy Policy”) as available on the URL https://seller.grocito.com/privacy_policy (collectively “User Agreement”) forms an electronic record in terms of Information Technology Act, 2000 (“IT Act”) and rules made there under, as applicable, and the amended provisions pertaining to electronic records in various statutes, as amended from time to time.

This User Agreement is published in accordance with the provisions of Rule 3(1) of the Information Technology (Intermediaries Guidelines) Rules, 2011 that require publishing the rules and regulations, privacy policy and terms and conditions for access or usage of the website seller.grocito.com (including the uniform resource locator created for each Merchant) (“Website”), the mobile application available on Play Store and app store- Grocito Business (“App”) and the uniform resource locator created for each Merchant (the ‘Website’, the ‘App’ is collectively hereinafter referred to as the “Platform”), operated by Grocito Online Private Limited, a company incorporated under the laws of India and its registered office at J979, C/o Hanuman Sahay Gupta, Raja Colony, Dausa – 303303, Rajasthan.

Ø General

· For the purposes of these Terms, ‘User’ and wherever the context may require, ‘You’ (or any variation thereof), shall mean any natural or legal person (including any legal heirs, administrators or successors) who has agreed to become a user of the Platform by accessing or using the Platform. If You are accepting these Terms and using the Services (as defined below) or the Platform on behalf of a company, organization, government, or other legal entity, You represent and warrant that You are authorized to do so.

· Unless the context otherwise requires, “Grocito Online Private Limited’’, “We”, “us”, “our” or “Company” shall mean Grocito Online Private Limited or any of its licensees, whether now or in the future.

· The Company enables transactions on its Platform between participating restaurants/stores/merchants/sellers and buyers, dealing in (a) food and beverages, (b) provisions, consumer goods, consumables etc., and (c) any other products or services ("Platform Services''). The buyers ("Buyers'') can choose and place orders ("Orders'') from a variety of products and services listed and offered for sale by various merchants including but not limited to the restaurants, eateries, grocery stores, other service providers ("Merchants''), on the Platform.

· The Terms encompass a set of rules, regulations, policies, and terms and conditions that apply to any individual accessing or utilizing the Platform. These terms may be modified and updated periodically.

· Your usage and access to the Platform and its Services are bound by the guidelines, policies, rules, regulations, notices, terms, and conditions stated in these Terms.

· Please read these Terms carefully before using or registering on the Platform or listing any item, accessing any material, information or Services, posting any information at or through the Platform.

· By becoming a User, you acknowledge that the User Agreement becomes effective and legally binding upon your acceptance. In this context, 'acceptance' refers to your affirmative action of providing requested information on the sign-up page or simply accessing and visiting the Platform. If you do not agree to be bound by the User Agreement and our Policies (as defined below), please refrain from entering information on the sign-up page and clicking the "Accept" button, or from seeking access to, viewing, visiting, downloading, or using the Platform, its components, constituents, information, or Services.

· By accepting these Terms, whether impliedly or expressly, you also agree to be bound by the Company's relevant policies, including the Privacy Policy. These policies are published on the Platform and are communicated to Users through their publication on the Platform.

· The content available on the Platform is intended solely for general information purposes. It should not be considered as advice that you should solely rely on. Before making any decisions or taking any actions based on the content found on the Platform, it is important that you seek professional or specialized advice.

Ø Amendment

· The Company maintains the right to modify the Platform, make changes to these Terms and/or Policies, and deny access to the Platform at any time. This includes the right to terminate membership and delete user accounts of individuals who are believed to have violated the provisions outlined in the User Agreement.

· Please be informed that any amendments made to the User Agreement, which is incorporated herein by reference, will be communicated through publicly accessible links on the Platform. By accessing, browsing, or using the Platform, you agree that such publication on the Platform will serve as sufficient notice to you for all purposes. The revised version or terms will become effective as soon as the Company publishes them on the Platform.

· The Company is not obligated to provide prior notice to Users regarding any amendments to the User Agreement that, in the Company's opinion, may reduce existing user rights or impose additional obligations. You acknowledge and agree that the determination of whether proposed amendments have such effects will be solely at the discretion of the Company.

Ø Definitions

· The term "Affiliate" refers to any individual or entity that is directly or indirectly controlled by, controls, or is under common control with the Company. In this context, "Control" denotes the possession, either individually or through a group of individuals acting together, of the authority to direct or influence the management and policies of another individual or entity. Control can be established through various means, such as holding a majority of voting rights, having the power to appoint the majority of directors, or through contractual agreements.

· The term "Authority" encompasses any union, national, state, local, or other governmental, statutory, administrative, judicial, regulatory, or self-regulating entity that possesses jurisdiction over the relevant matter.

· The "Grievance Redressal Officer" refers to the individual appointed by the Company in accordance with applicable laws, periodically, to handle and address grievances.

· The term "Information" refers to any confidential and/or personally identifiable data or other details that are provided to the Company or other Users of the Platform during registration, through email/messaging features, or otherwise. This includes but is not limited to your name, gender, age, email address, mailing address, phone number (if provided), or any other personal information.

· The term "Internal Service Provider" refers to the logistics or back-end service providers appointed by the Company. These providers assist in various services necessary for the operation of the Platform. Examples of these services include facilitating or outsourcing aspects of the business, product and service operations on the Platform. This may encompass tasks such as search technology, managing discussion boards, handling payments, administering affiliate and rewards programs, managing co-branded credit cards, providing maintenance services, and overseeing database management, among others.

· The term "Law" encompasses all statutes, enactments, acts of legislature, laws, ordinances, rules, bylaws, regulations, notifications, guidelines, policies, directions, directives, and orders issued by any government or Authority.

· The term "Losses" encompasses various types of negative outcomes, which may include, but are not limited to, losses, liabilities, actions, suits, claims, proceedings, costs, damages, penalties, judgments, amounts paid in settlement, expenses, and other similar consequences.

· The term "Pay Facility" refers to the automated electronic payment or collection and remittance system provided by the Company. This facility enables Buyers to make payments for paid services on the Platform directly through banking or financial institution infrastructure. Alternatively, payments can be made indirectly through payment gateway facility providers, or any other facility authorized by the Reserve Bank of India to provide support for payment collection and remittance.

· The term "Person" encompasses and includes any individual, legal entity, company, body corporate, partnership firm, association, Hindu undivided family, trust, society, limited liability partnership, or proprietorship, regardless of whether they are incorporated or not.

· The term "Policies" refers to the Privacy Policy and any other policies of the Company. These policies may be amended and made available on the Platform or communicated to the Users through other means periodically.

· The term "Services" pertains to the services provided by the Platform, which are specifically notified by the Company on the Platform or through other means of communication. These services are in compliance with applicable laws and currently include acting as an intermediary or facilitator for offering a web and/or mobile application platform. This platform enables users to sell their products or services online.

· “User(s)” shall mean a user of the Platform.

Ø Eligibility

· In order to use the Platform, You need to be 18 (eighteen) years of age or older. The Platform may only be used or accessed by such Persons who can enter into and perform legally binding contracts under Indian Contract Act, 1872.

· The Company shall not be liable in case of any false information is provided by the User including User’s age and the User and/or his natural or appointed guardian alone shall be liable for the consequences as per the applicable Law of the country to which the User belongs.

· The Company disclaims all liability arising out of such unauthorised use of the Platform and any third-party liability arising out of Your use of the Platform if You are a minor.

Ø Registration and Creation of Profile:

· A User is required to register and create a profile by creating a username and password or registering using mobile verification and providing necessary details about the User in order to be eligible to access the relevant Services.

· You are solely responsible for maintaining secrecy and confidentiality of Your login details including Your username, password and user code (if any).

· The User acknowledges and agrees that if any person obtains their username, password, and code, the Platform will grant access to that person as if it were the User. The User is responsible for all activities carried out under their username, password, and any code. If the User is registered on the Platform, they are responsible for maintaining the confidentiality of their account access information and password. The User is also responsible for all usage of their account and password, regardless of whether it is authorized by the Merchant.

· The User is required to promptly notify the Company in the event of any actual or suspected unauthorized use of their account or password. While the Company and its Personnel (including directors, shareholders, Affiliates, employees, associates, contractors, or agents) shall not be held responsible for any Losses resulting from a breach of username, password, user code confidentiality, or any unauthorized account use, the User will be held liable for any Losses incurred by the Company or other affected parties due to such unauthorized use of their account.

· By agreeing to these terms, you acknowledge that the sole intention behind registering on or using the Platform is to technically facilitate the operation of your lawful online business. You agree not to utilize the Platform for any purpose other than the aforementioned lawful business activities and refrain from engaging in any activities that are prohibited by the applicable laws.

Ø User Information

· By agreeing to these terms, you agree to provide true, accurate, up-to-date, and complete information during the sign-up process on the Platform or whenever prompted or requested to do so for any other purpose on the Platform.

· You acknowledge that certain information you provide on the Platform, particularly in your profile, may disclose or allow others to identify various aspects of your private life and personal details. By accepting the terms of the User Agreement, you are expressly and voluntarily consenting to supply such information on the Platform. This includes information that may be considered "personal" or "sensitive" under applicable laws. Your provision of this information is entirely voluntary on your part.

· In order to utilize our Services, you will need to use specific devices, software, and data connections, which we do not provide. By using our Services, you agree to download and install updates to our Services as necessary. This includes the automatic downloading and installation of such updates for as long as you continue to use our Services.

· You are solely responsible for any fees, taxes, or charges imposed by your carrier or service provider for the data plan and other expenses related to your use of our Services. We reserve the right to charge you for the use of our Services, including any applicable taxes. Please note that we generally do not offer refunds for our Services, except as mandated by law.

· The Company shall not assume any responsibility for verifying the authenticity of the personal information or sensitive personal data or information provided by the User to the Company or any other person acting on behalf of the Company.

· You are strictly prohibited from misrepresenting your identity and agree not to portray yourself as another User or register/login using someone else's identity. It is your responsibility to maintain and timely update the information provided during sign-up, verification, or for any other purposes on the Platform. You must ensure that the information you provide is always true, accurate, current, complete, and not misleading.

· If you provide any information that is found to be untrue, inaccurate, misleading, not current, or incomplete, or if the Company has reasonable grounds to believe so, or if it does not comply with the User Agreement, the Company reserves the right to suspend, terminate, or block your access to the Platform indefinitely. In the event that any other User or person relies on such untrue, inaccurate, not current, or incomplete information provided or verified by you, the Company and its Personnel shall not be held liable for any damages, losses, direct or indirect, immediate or remote, interests, or claims arising from such information to you or any third party. By agreeing to these terms, you also agree to indemnify and hold harmless the Company and its Personnel as outlined in the Indemnity clause within these Terms.

Upon signing up on the Platform, you grant permission and allow the Platform to access certain features and information on your mobile device. This includes accessing and storing mobile phone numbers of other Users, tracking your location, accessing your device's storage (both inbuilt and external), accessing the internet, controlling device vibration, accessing accounts on your device, and managing data or information downloaded, added, edited, stored, processed, used, or deleted on or from your mobile device.

Ø Electronic Communication

· You agree to stay informed and updated with all the data, information, and communications relevant to you that are made available on the Platform by the Company. You also acknowledge that your use of the Platform and any provision of data or information, including any correspondence with the Company (via email or other means), will be conducted through electronic records. By agreeing to these terms, you consent to receiving communications from the Company in the form of electronic documents, including emails and/or SMS messages. Such electronic communications will be considered sufficient for the purpose of notice or as electronic records.

· You acknowledge that you may be responsible for any charges or fees associated with accessing such communication, including text messaging charges for messages sent to your mobile device. Our communications to you may include information about various features of our services. Additionally, unless you have opted out of receiving promotional information, the Company may send you promotional messages.

· There may be certain communications and notifications that we need to send you, such as service announcements and administrative messages. These communications are an integral part of the Services and your account, and you may not be able to opt out of receiving them. In the event that you have added your phone number to your account, and you subsequently change or deactivate that phone number, it is your responsibility to update your account information to prevent us from communicating with anyone who may acquire your old number.

Ø General Terms

· The commercial and contractual terms related to the products and services offered by Merchants are solely agreed upon between the Buyers and Merchants. These terms include aspects such as price, taxes, shipping costs, payment terms, delivery dates, warranties, and after-sales services. The Company does not have control over or participate in the offering or acceptance of these commercial and contractual terms between Buyers and Merchants. However, the Company may provide support services to Merchants for order fulfilment, logistics, payment methods, and other related services, based on the agreement between the Company and the Merchants. The price of the products and services offered by Merchants is determined solely by the Merchants themselves, and the Company has no involvement in the determination of prices.

· The Company does not provide any guarantee or warranty regarding the specific details of the Merchants (such as legal title, creditworthiness, or identity). It is advisable for You to independently verify the credibility of any Merchant You choose to engage with on the Platform and use Your own judgment in making such decisions. Any offers or promotions provided by Merchants, or third parties are subject to their respective terms and conditions, and the Company does not assume any responsibility for such offers or promotions.

· The Company does not provide any guarantee or warranty regarding the specific details of the products or services available for sale on the Platform, including their quality, value, or saleability. The Company does not endorse or support the sale or purchase of any products or services on the Platform, either implicitly or explicitly. The Company shall not be held liable for any errors or omissions in the information provided by itself or third parties, including the Merchants.

· The Company shall not be held responsible for any failure to perform or breach of contract between Buyers and Merchants on the Platform. The Merchant agrees to indemnify the Company for any Losses incurred by the Company as a result of the Merchant's use of the Platform and interactions with Buyers. The Company cannot guarantee the performance of any transaction conducted on the Platform by Buyers and Merchants. The Company shall not be liable for any dissatisfaction, non-performance, damages, or delays arising from products that are out of stock, unavailable, or backordered.

· As an online marketplace, the Company acts as a facilitator and does not acquire or possess any products or services offered by Merchants on the Platform. The Company does not have any right, title, or interest in the products or services, nor does it have any obligations or liabilities with respect to the contracts entered into between Buyers and Merchants on the Platform.

· The Company acknowledges that the contract for the sale of products or services is solely between the Merchant and the Buyer, and the Company acts as a platform for communication between them. If a Buyer has any complaints regarding the efficacy, quality, or other issues related to a product or service, the Company's responsibility is to notify the Merchant and redirect the Buyer to the Merchant's consumer call centre. The Merchant is solely responsible for addressing and resolving Buyer complaints. If you raise a complaint regarding a Merchant accessed through the Platform, the Company will assist you to the best of its abilities by providing relevant information to facilitate the resolution of the complaint, such as details of the Merchant and the specific Order involved.

Ø Merchant Terms

· The Merchants may list and provide the details of the products/ services offered for sale to the Buyers as a registered user of the Platform, however the Merchants shall not be permitted to sell any product that fall are under the list of banned items (https://docs.google.com/document/d/12N1_8h4cezUkFt6mPN-OarSQJFsEPKc40gtjKNkcU7I/) identified by the Company from time to time, or are otherwise prohibited for sale under applicable Law.

· The Merchants agree and undertake that are legally permitted to sell the products listed for sale on the Platform. Listings may only include text descriptions, graphics and pictures that describe your products for sale. All listed products must be listed in an appropriate category on the Platform. Soliciting business offline or outside of the Platform with the Buyers is expressly prohibited and would be considered as a breach of the User Agreement. All listed products must be kept in stock for successful fulfilment of orders.

· The Merchants hereby agree and undertake that descriptions, images, and other content pertaining to the products/services is complete and accurate, and corresponds directly with the appearance, nature, quality, purpose and other features of such products/services.

· According to the provision mentioned, sellers are required to provide accurate and non-misleading descriptions of their products. The description should reflect the actual condition of the product being sold. If a discrepancy is found between the product description and the actual product received by the buyer, the seller agrees to refund any amounts received from the buyer. This ensures that buyers receive products that align with the information provided by the seller and prevents any misrepresentation or misleading claims.

· You shall not abuse or misuse the Platform or engage in any activity which violates the terms of the User Agreement. In any such case, the Company may suspend your account or permanently debar You from accessing the Platform.

Ø Terms and Conditions for using Grocito Delivery:

· The sellers on the platform are required to provide accurate, truthful, fair, correct, and factual declarations regarding the description and value of the products they offer for sale. This ensures transparency and helps buyers make informed decisions about their purchases.

· In cases where the sellers provide incorrect information regarding the description, weight, or price of a product, they may be held liable for any additional charges or costs incurred as a result. This ensures that sellers are accountable for providing accurate and reliable information to buyers, allowing for a fair and transparent transaction process.

· The registered sellers shall procure that the products offered by them are genuine in nature and match the description provided on the website. The sellers agree that the items so offered are within the limits of transportation under applicable laws and particularly not classified as “prohibited goods” as set out in Annexure I (“Prohibited Goods”) which can be downloaded from here.

· According to the stated provision, any disputes related to orders lost in transit, return to origin (RTO), undelivered shipments, or incorrect status updates must be raised within 45 days from the date of shipment creation. This clause sets a specific time limit within which users need to raise such disputes. It is important for users to be aware of this timeframe and take necessary actions within the given period to address any issues related to their orders.

Ø User Obligations

· You agree, undertake and confirm that Your use of Platform shall be strictly governed by the following binding principles:

· You shall not host, display, upload, download, modify, publish, transmit, update or share any information which:

· belongs to another person and which You do not have any right to;

· is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, paedophilic, libellous, slanderous, criminally inciting or invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatsoever; or unlawfully threatening or unlawfully harassing including but not limited to "indecent representation of women" within the meaning of the Indecent Representation of Women (Prohibition) Act, 1986;

· is misleading or misrepresentative in any way;

· is patently offensive to the online community, such as sexually explicit content, or content that promotes obscenity, paedophilia, racism, bigotry, hatred or physical harm of any kind against any group or individual;

· harasses or advocates harassment of another person;

· involves the transmission of "junk mail", "chain letters", or unsolicited mass mailing or "spamming";

· promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libellous;

· 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 or any other proprietary rights;

· 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;

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

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

· provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;

· contains video, photographs, or images of another person (with a minor or an adult);

· tries to gain unauthorized access or exceeds the scope of authorized access to the Platform or to profiles, blogs, communities, account information, bulletins, friend request, or other areas of the Platform or solicits passwords or personal identifying information for commercial or unlawful purposes from other Users;

· engages in commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising and pyramid schemes, or the buying or selling of products related to the Platform. Throughout these Terms, the Company’s prior written consent means a communication coming from the Company’s authorised representative, specifically in response to Your request, and expressly addressing and allowing the activity or conduct for which You seek authorization;

· solicits gambling or engages in any gambling activity which is or could be construed as being illegal;

· interferes with another user's use and enjoyment of the Platform or any third party's user and enjoyment of similar services;

· refers to any website or URL that, in our sole discretion, contains material that is inappropriate for the Platform or any other website, contains content that would be prohibited or violates the letter or spirit of these Terms;

· harm minors in any way;

· infringes any patent, trademark, copyright or other intellectual property rights or third party's trade secrets or rights of publicity or privacy or shall not be fraudulent or involve the sale of counterfeit or stolen products;

· violates any Law for the time being in force;

· deceives or misleads the addressee/users about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;

· impersonate another person;

· contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; or contains any trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, diminish value of, surreptitiously intercept or expropriate any system, data or personal information;

· 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 criminal offence or prevents investigation of any offence or is insulting any other nation;

· is false, inaccurate or misleading;

· directly or indirectly, offers, attempts to offer, trades or attempts to trade in any item, the dealing of which is prohibited or restricted in any manner under the provisions of any applicable Law, rule, regulation or guideline for the time being in force; or

· creates liability for us or causes us to lose (in whole or in part) the services of our internet service provider or other suppliers.

· According to the mentioned clause, if you become aware of any action, omission, transaction, or attempted transaction that violates the Terms or applicable laws, you are required to promptly inform the Company of such violation. The provided email address, support@grocito.com, can be used to report such violations. It is important to notify the Company to ensure appropriate action is taken in response to any violations.

· According to the mentioned clause, you are prohibited from using any automated or manual means to access, acquire, copy, or monitor any part of the Platform or its content without explicit authorization. This includes using "deep-linking," "page-scraping," "robots," "spiders," or any similar tools or methodologies. You are also prohibited from circumventing the navigational structure or presentation of the Platform in order to obtain materials, documents, or information that are not intentionally provided through the Platform. The Company reserves the right to prohibit and take action against any such activities.

· You shall not attempt to gain unauthorized access to any portion or feature of the Platform, or any other systems or networks connected to the Platform or to any server, computer, network, or to any of the services offered on or through the Platform, by hacking, "password mining" or any other illegitimate means.

· You are prohibited from engaging in activities that involve probing, scanning, or testing the vulnerability of the Platform or any network connected to it. Additionally, you are not allowed to breach the security or authentication measures of the Platform or any connected network. Reverse look-up, tracing, or seeking to trace information about other users or visitors of the Platform, including any account not owned by you, is also prohibited. Exploiting the Platform or any services or information offered through it in a manner that aims to reveal information other than your own is also prohibited.

· You may not use the Platform or any content on the Platform for any purpose that is unlawful or prohibited by the User Agreement, or to solicit the performance of any illegal activity or other activity that infringes the rights of the Company and/or others.

· You are obligated to adhere to the relevant provisions, as amended periodically, of the Information Technology Act, 2000, and its associated rules, as well as all applicable laws and international regulations. This includes complying with foreign exchange laws, statutes, ordinances, and regulations pertaining to taxation (such as sales tax/VAT, income tax, general sales tax, central excise, custom duty, local levies). You must refrain from participating in any transaction involving products or services that are prohibited by prevailing laws, including exchange control regulations. Ensuring compliance with these legal requirements is essential for utilizing the platform and engaging in activities such as listing, purchasing, soliciting offers, or selling products or services.

· By providing us with information, you agree to grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to utilize your information without violating your rights or any laws. This includes exercising any copyrights, publicity rights, database rights, or any other rights you may have in your information. We will only use your information in accordance with the Terms and Policies applicable to the use of the Platform. This grant allows us to use your information in any media, whether currently known or developed in the future.

· You are responsible for providing accurate and complete information about the products or services you intend to sell on the Platform. You agree that the information you provide will be truthful and not misleading in any way. It is important not to exaggerate or overstate the attributes of your products or services in order to avoid misleading other users of the Platform.

· You agree not to engage in advertising or solicitation of other users on the Platform to buy or sell any products or services, including those related to us. Sending chain letters, unsolicited commercial emails, or junk emails to other users is also prohibited. It is considered a violation of the User Agreement to use information obtained from the Platform to harass, abuse, or harm another person, or to contact, advertise to, solicit, or sell to another person without our explicit consent. We have the right to disclose any necessary information, including the identity of users, to comply with laws, regulations, or valid government requests. This may include disclosing information in response to a court order or subpoena. Additionally, we may disclose information about you to law enforcement or government officials if we believe it is necessary or appropriate in connection with the investigation or resolution of potential crimes, particularly those involving personal injury.

· We reserve the right, but have no obligation, to monitor the materials posted on the Platform. The Company 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. Notwithstanding this right, You remain solely responsible for the content of the materials You post on the platform and in Your private messages. Please be advised that such content posted does not reflect the Company’s views. In no event shall the Company 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 the content on the Platform. You hereby represent and warrant that You have all necessary rights in and to all content which You provide and all information it contains and that such content shall not infringe any proprietary or intellectual property or other rights of third parties or contain any libellous, tortious, or otherwise unlawful information.

· Any correspondence or business dealings you have with advertisers found on or through the Platform, including the payment and delivery of products or services, and any terms, conditions, warranties, or representations associated with such dealings, are solely between you and the advertiser. We are not responsible or liable for any loss or damage incurred as a result of such dealings or the presence of advertisers on the Platform.

· While we strive to maintain a safe and secure platform, we acknowledge that there is a possibility of other users, including unauthorized users or hackers, posting or transmitting offensive or obscene materials on the Platform. We cannot control or approve such unauthorized uses, and there is a risk of being exposed to such materials. Additionally, it is possible for others to obtain personal information about you through your use of the Platform, and they may use this information to harass or harm you. We are not responsible for the use of any personal information that you publicly disclose or share with others on the Platform. We advise you to carefully consider the type of information you choose to disclose or share with others on the Platform.

· The Company places importance on respecting the intellectual property rights of others and expects users of the Services to do the same. If you believe that your content has been copied in a way that constitutes copyright infringement, you can report it to us by sending an email to support@grocito.com. We reserve the right to remove any content that is alleged to be infringing, at our sole discretion and without prior notice. We will respond to notices of alleged infringement that comply with applicable laws and are properly provided to us. However, please note that we are not liable for any such infringement and our response is at our discretion.

· The Company may, in the future, introduce a fee or charges for registration on the Platform or for availing certain services provided by the Company. However, currently, there are no charges or fees for registration, access, or maintaining an account on the Platform. The Company reserves the right to introduce new services, including premium or paid services, or make changes to or discontinue existing services on the Platform. Any changes to the Terms or Policies will be published on the Platform and will become effective immediately upon publication. It is recommended that you regularly visit the Terms and Policies links on the Platform to stay updated on any amendments.

· You confirm that these Terms (including the User Agreement) will not conflict with or result in a breach of any other agreements or instruments to which you are a party or by which you are bound. These Terms will also not violate any provisions of your charter documents or any applicable statutes, orders, rules, or regulations that would materially and adversely affect your duties under these Terms. Furthermore, you have obtained any necessary consents, approvals, or authorizations from relevant authorities for the execution, delivery, and performance of your obligations under these Terms. In the event that the Company incurs any losses, damages, or claims as a result of your breach, default, or contravention of the User Agreement, you agree to promptly compensate the Company for such losses, damages, or claim amounts upon receiving notice from the Company.

· You confirm that there are no pending actions, suits, or proceedings against you, to your knowledge, which would prohibit you from entering into or fulfilling your obligations under the User Agreement.

· You confirm that you shall not transfer your account and shall not assign any rights and obligations under the User Agreement to any third party without the specific prior written permission of the Company.

Ø Action

· If you violate the User Agreement, the Company has the right to terminate your access or usage rights to the Platform without prior notice. Any violative information displayed or submitted on the Platform may be immediately and completely removed, and the Company reserves the right to report such violations to the relevant authorities as required by applicable laws.

· If your access to the Platform is terminated by the Company, the Company may, at its sole discretion, remove and delete any data and files stored by you on its servers. You acknowledge and agree that the Company and the Platform shall not be held responsible or liable for the removal or deletion of such information.

Ø No Endorsement

· We do not endorse any Merchant or the products/services they offer. While it is required for you to provide accurate information, we do not verify the identity of Merchants. Therefore, we cannot be held responsible for any damage or harm resulting from your interactions with Merchants.

· By using our Services, you agree that any legal remedy or liability you seek for actions or omissions of Merchants or other third parties will be limited to a claim against the specific Merchant or third party that caused the harm. You agree not to hold us liable or seek legal remedies from us in relation to such actions or omissions.

Ø Disclaimers

· The Platform may be under constant upgrades, and some functions and features may not be fully operational.

· Given the nature of electronic information distribution and the challenges involved in sourcing information from multiple channels, there is a possibility of delays, omissions, or inaccuracies in the content provided on the Platform. Additionally, there may be occasional delays or errors in the functionality of the Platform. Therefore, we cannot guarantee the absolute accuracy of the information posted on the Platform in every instance.

· We expressly disclaim all liabilities that may arise as a consequence of any unauthorized use of credit/ debit cards.

· The Company disclaims all liability that may arise due to any violation of any applicable Laws including the Law applicable to products and services offered by the Merchant.

· While the materials provided on the Platform were prepared to provide accurate information regarding the subject discussed, the information contained in these materials is being made available with the understanding that we make no guarantees, representations or warranties whatsoever, whether expressed or implied, with respect to professional qualifications, expertise, quality of work or other information herein. Further, we do not, in any way, endorse any service offered or described herein. In no event shall we be liable to You or any third party for any decision made, or action taken in reliance on such information.

· The information provided hereunder is provided "as is". We and / or our employees make no warranty or representation regarding the timeliness, content, sequence, accuracy, effectiveness or completeness of any information or data furnished hereunder or that the information or data provided hereunder may be relied upon. Multiple responses may usually be made available from different sources, and it is left to the judgement of Users based on their specific circumstances to use, adapt, modify or alter suggestions or use them in conjunction with any other sources they may have, thereby absolving us as well as our consultants, business associates, Affiliates, business partners and employees from any kind of professional liability.

· We shall not be liable to You or anyone else for any Losses or injury arising out of or relating to the information provided on the Platform. In no event will we or our Personnel be liable to You or any third party for any decision made, or action taken by Your reliance on the content contained on the Platform.

· We shall not be held liable for any damages, including but not limited to direct, indirect, incidental, special, consequential, or exemplary damages. This includes damages arising from personal injury or wrongful death, as well as damages resulting from lost profits, lost data, or business interruption. Such damages may result from any services provided by third parties or merchants accessed through the platform, regardless of whether the claim is based on warranty, contract, tort, or any other legal theory, and regardless of whether we were advised of the possibility of such damages.

· We reserve the right to do any of the following, at any time, without notice: (a) to modify, suspend or terminate operation of or access to the Platform, or any portion of the Platform, for any reason whatsoever; (b) to modify or change the Platform, or any portion of the Platform, and any applicable policies or terms; or (c) to interrupt the operation of the Platform, or any portion of the Platform, as necessary to perform routine or non-routine maintenance, error correction, or other changes.

Ø Intellectual Property

· We assert that we either own the intellectual property rights or possess the non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to utilize the intellectual property in the Platform. This includes the material published on the Platform, such as the user interface, layout format, order placing process flow, ideas, design, structure, expression, and any other content (excluding any content posted by Merchants).

· You recognize that the Company is the registered owner of the word mark ‘Grocito’ and the logo including but not limited to its variants (“IPR”) and You shall not directly or indirectly, attack or assist another in attacking the validity of, or Company’s or its Affiliates proprietary rights in, the licensed marks or any registrations thereof, or file any applications for the registration of the licensed marks or any names or logos derived from or confusingly similar to the licensed marks, any variation thereof, or any translation or transliteration thereof in another language, in respect of any products/services and in any territory throughout the world. If You become aware or acquire knowledge of any infringement of IPR You shall report the same at support@grocito.com with all relevant information.

· You are permitted to print one copy and download extracts of any page(s) from the Platform for your personal reference. You may also share material available on the Platform with others within your organization.

· It is prohibited to modify the paper or digital copies of any materials you have printed off or downloaded from the Platform. Additionally, you must not use any illustrations, photographs, video or audio sequences, or any graphics separately from any accompanying text.

· Using any part of the materials on the Platform for commercial purposes is strictly prohibited without obtaining a license from us or our licensors.

· If you print, copy, or download any part of the Platform in violation of these Terms, your right to use the Platform will be terminated immediately. At our discretion, you may be required to either return or destroy any copies of the materials you have made.

· You may download information presented on the Platform at Your sole risk, and without any express or implied warranty from us in relation to such information, provided that:

· such information is used solely for personal purposes and not for any commercial purposes whatsoever;

· no alterations or modifications of any kind are made to such information;

· no further statements and warranties shall be made with regard to such information or documents containing such information for or on our behalf;

· no statements and/or notifications indicating our ownership of and other legal rights and interests in relation to such information shall be removed, in part or in full;

· such information is not reproduced, republished, transmitted, displayed, posted or distributed in any form or by any means.

Ø Payment

· For all the transactions between the Merchant and the Buyer, the Merchant agrees to pay an amount equal to 2% of the transaction value (“Transaction Fees”) to the Company. The Merchant agrees that the Transaction Fees is subject to change, and such change shall be published on the Platform from time to time.

· We use third party service providers or payment gateway(s) for processing the payments made in relation to the purchase of products offered by the Merchants to Buyers.

· The relevant third-party service provider shall transfer the amount paid by the Buyer against an Order (after deducting the Transaction Fees) in the Merchant’s account, within 2 working days from the Buyer being in receipt of the good/service pursuant to such an Order delivered.

· In order to enable Buyers to use paid services on the Platform, the Company facilitates the provision of Pay Facility by a third-party service provider on the Platform, at its sole discretion. The Pay Facility shall enable automated collection and remittance services using the facilities of various Indian banks, financial institutions, credit/ debit/ cash card brands, various third-party service providers and/or payment card industry issuers and through such other infrastructure and facilities as may be authorized by the Reserve Bank of India for collection, refund and remittance, as the case may be. The Pay Facility shall be availed in accordance with these Terms.

· The Pay Facility may support payments through credit/debit cards from the banks that are available while selecting the Pay Facility as the payment method or by cash. The Pay Facility may support payments through UPI and mobile wallet payment options. However, payment mechanisms may be added or removed or suspended through any one or more banks directly or through any payment gateway facilitators and such change shall come into effect upon the same being published on such third-party service provider’s website.

· The Pay Facility shall be made available to the Buyers to make payment easier. In case wrong bank account details are used by the Buyer, the Company shall not be responsible for loss of money, if any. In case of there being any technical failure, at the time of transaction and there is a problem in making payment, You could contact us at support@grocito.com however, the Company shall not be liable for transaction failure or payment issues. You assume sole responsibility for all risks associated with transfer of money or payments to the Merchants, whether or not such transfer or payments are done through the use of a third-party payment gateway. All disputes regarding delayed payments or failed payments must be resolved by You, and the third-party payment gateway directly.

· You agree and acknowledge that the Company does not act as a trustee or in a fiduciary capacity in relation to any payment transactions facilitated through the Pay Facility or any other payment method provided to Buyers.

· While availing any of the payment method/s available on the Platform, we will not be responsible or assume any liability, whatsoever in respect of any loss or damage arising directly or indirectly to You due to:

· Lack of authorization for any transaction;

· Exceeding the pre-set limit mutually agreed by You and between "Banks";

· Any payment issues arising out of the transaction; or

· Decline of transaction for any other reason.

· All payment transactions are subject to approval by Your issuing bank as applicable. If Your bank refuses to authorize payment, the Merchant shall have the right to cancel the Order without any further liability. Further, You agree that we/Merchants will not be held accountable for any delays caused to the delivery in cases where the payment authorization is delayed by Your bank/ financial institution.

· You acknowledge and agree that You shall not use the details of credit card/debit card/net-banking or any other payment instrument which is not lawfully owned by You.

· All payments made against the purchases/Services on the Platform by You shall be compulsorily in Indian Rupees acceptable in the Republic of India. The Platform shall not facilitate transaction with respect to any other form of currency with respect to the purchases made on the Platform.

· The Merchants have specifically authorized the Company or its service providers to collect, process, facilitate and remit payments electronically or through ‘cash on delivery’ to and from other Buyers in respect of transactions through Pay Facility.

· Your relationship with the Company is based on a principal-to-principal basis, and by accepting these Terms, you acknowledge that the Company operates as an independent contractor. The Company does not have control over, or liability for, the products or services listed on the Platform that are paid for using the Pay Facility. The Company does not guarantee the identity of any Buyer and cannot ensure the completion of a transaction between a Buyer and a Merchant.

· You understand, acknowledge, and agree that the Pay Facility provided by the Company is not a banking or financial service. It is solely a facilitator that enables electronic, automated online payment, as well as cash on delivery collection and remittance, for transactions on the Platform. These services are conducted using existing authorized banking infrastructure and credit card payment gateway networks. It is important to note that the Company does not act as a trustee or in a fiduciary capacity regarding the transaction or the transaction price when providing the Pay Facility.

· Buyers acknowledge and agree that the Company acts as the Merchant's payment agent for the limited purpose of accepting payments from Buyers on behalf of the Merchant. Upon Your payment of amounts to us, which are due to the Merchant, Your payment obligation to the Merchant for such amounts is completed, and we are responsible for remitting such amounts to the Merchant. You shall not, under any circumstances whatsoever, make any payment directly to the Merchant for Order bookings made using the Platform.

· Payment Facility for Buyers:

· You, as a Buyer, understand that upon initiating a transaction You are entering into a legally binding and enforceable contract with the Merchant to purchase the products and /or services from the Merchant using the Pay Facility, and You shall pay the transaction price through Your issuing bank to the Merchant using Pay Facility.

· You, as a Buyer, shall be entitled to claim a refund of the transaction price from the Merchant (as Your sole and exclusive remedy) in case You do not receive the delivery of the goods or services being sold by the Merchant within the time period agreed in the transaction. In case You do not raise a refund claim using the Platform features within the stipulated time, then this would make You ineligible for a refund.

· You, as a Buyer, understand that refund may not be available in full or in part for certain category of products and/or services and/or transactions and hence You may not be entitled to a refund in respect of the transactions for those products and /or services.

· Except for ‘cash on delivery’ transactions, refund, if any, shall be made at the same issuing bank from where the transaction price was received, or through any other method available on the third-party payment gateway’s website, as chosen by You.

· For ‘cash on delivery’ transactions, refunds, if any, will be made via electronic payment transfers in accordance with the policies adopted by the third-party payment gateway.

· Refund shall be made in Indian Rupees only and shall be equivalent to the transaction price received in Indian Rupees.

· For electronics payments, refund shall be made through payment facility using any other online banking / electronic funds transfer system approved by Reserve Bank India (RBI).

· Refunds may be supported for select banks. Where a bank is not supported for processing refunds, You will be required to share alternate bank account details with for processing the refund.

· Refund shall be conditional and shall be with recourse available to the Company in case of any misuse by Buyer.

· We may also request You for additional documents for verification.

· The Company reserves the right to impose limits on the number of transactions or transaction price from an individual valid Credit/Debit/ Cash Card / Valid Bank Account/ and such other infrastructure or any other financial instrument directly or indirectly through payment aggregator or through any such facility authorized by Reserve Bank of India to provide enabling support facility for collection and remittance of payment or by an individual Buyer during any time period, and reserves the right to refuse to process transactions exceeding such limit.

· The Company reserves the right to refuse to process transactions by Buyers with a prior history of questionable charges including without limitation breach of the User Agreement by Buyer with the Company or breach/violation of any law or any charges imposed by the issuing bank.

· The Buyer and Merchant acknowledge that the Company will not be liable for any damages, interests or claims etc. resulting from not processing a transaction/transaction price or any delay in processing a transaction/transaction price which is beyond control of the Company.

· Compliance with Laws:

· Buyer and Merchant shall comply with all the applicable Laws (including without limitation Foreign Exchange Management Act, 1999 and the rules made and notifications issued thereunder and the Exchange Control Manual as may be issued by Reserve Bank of India from time to time, Customs Act, Information and Technology Act, 2000 as amended by the Information Technology (Amendment) Act 2008, Prevention of Money Laundering Act, 2002 and the rules made there under, Foreign Contribution Regulation Act, 1976 and the rules made there under, Income Tax Act, 1961 and the rules made there under, Export Import Policy of government of India) applicable to them respectively for using the payment facility.

· Buyer's arrangement with Issuing Bank:

· All valid credit / debit/ cash card/ and other payment instruments are processed using a payment gateway or appropriate payment system infrastructure and the same will also be governed by the terms and conditions agreed to between the Buyer and the respective issuing bank and payment instrument issuing company.

· All online bank transfers from valid bank accounts are processed using the gateway provided by the respective issuing bank which support Pay Facility to provide these services to the Users. All such online bank transfers on Pay Facility are also governed by the terms and conditions agreed to between Buyer and the respective issuing bank.

Ø Third Party Links

· The Platform may include links to advertisement banners and information about external services and resources provided by third parties. We do not provide any explicit or implicit warranties or guarantees regarding the content, services, and information offered on such linked websites. If you have any concerns about any services or resources provided through those links, you should contact the specific service or resource provider directly. These links are provided for the convenience of Platform visitors, and you are solely responsible for your decision to visit any linked websites. We do not assume any responsibility for the outcomes of your interactions with those third-party websites.

Ø Limitation of Liability

· The Company, its personnel, suppliers, service providers, and internal service providers shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data, or other intangible losses arising in any way out of or in connection with the Platform, the Pay Facility, services provided by internal service providers on behalf of the Platform or the Company, or any other services.

· The Company’s liability under all circumstances is limited to the amount of charges/ fees, if any, paid by You to the Company. The Company, its Personnel and internal service providers and technology partners make no representations or warranties about the accuracy, reliability, completeness, and/or timeliness of any information or communication provided on or through the use of the Platform or that of the operation of the Platform or Pay Facility will be error free and/or uninterrupted. The Company assumes no liability whatsoever for any monetary or other damage suffered by You on account of: (a) the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Platform or Pay Facility; or (b) any delay, failure, interruption or errors in the operation of the Platform or Pay Facility.

Ø Indemnity for non-compliance or breach

· You are responsible for indemnifying and holding harmless the Company, its parent company, subsidiaries, personnel, affiliates, internal service providers, and their respective officers, shareholders, directors, agents, and employees from any losses, liabilities, actions, suits, claims, proceedings, costs, damages, judgments, amounts paid in settlement, and expenses (including attorneys' fees and disbursements) arising from or related to your breach of the User Agreement or the provision of false, inaccurate, misleading, outdated, or incomplete information by you, which results in claims or actions by third parties.

Ø Consent and Privacy Policy

· By using the Platform and/or by providing Your Information, You consent to the collection and use of such Information disclosed by You on the Platform and on the Pay Facility (if applicable), by the Company. The personal information / data including but not limited to the information provided by You to the Platform /Pay Facility (if applicable) during the course of You being a registered User shall be retained in accordance with the Privacy Policy published on the Platform from time to time which is incorporated herein by reference and applicable Laws including but not limited to Information Technology Act, 2000 and rules there under. If You do not agree to Your information being transferred or used in this way, please do not use the Platform.

· The Company acknowledges the importance of protecting your privacy and considers it a fundamental principle. It recognizes that you and your personal information are valuable assets. The Company takes appropriate measures, including physical and technological security measures, to store and process the information you provide in compliance with applicable laws and regulations.

Ø Breach and Termination

· Without limiting other remedies that the Company may pursue, the Company may at its sole discretion take such action as it deems fit including but not limited to cancellation of the membership and deletion of the account , limit Your activity on the Platform, immediately remove Your information, or warn other Users of Your actions, forthwith temporarily/indefinitely suspend or terminate or block Your user account/membership, and/or refuse to provide You with access to the Platform or initiate any legal action it may deem fit, particularly in the event: You breach any of the provisions of the User Agreement, any of the documents, agreements between the Company and You in addition to these Terms, terms and conditions made thereunder which are incorporated therein by reference; any misuse of Your account or the Pay Facility (if utilised), in case the Company is unable to verify or authenticate any information provided by You, if the Company believes that Your actions may cause legal liability to the Company, other Users or Yourself.

· No actions, omissions or decisions taken by the Company shall waive any rights or claims that the Company may have against the User. Any User that may have been suspended or blocked may not register or attempt to register with the Platform or use the Platform in any manner whatsoever until such time that such User is reinstated by the Company. Notwithstanding the above, if You breach the Terms or the Policies and other documents incorporated therein by reference or any other agreements entered into by the Company and You in addition to the Terms, the Company reserves the right to take strict legal action including but not limited to referral to the appropriate police or other authorities for initiating criminal or civil or other proceedings against You.

· You agree and acknowledge that we, in our sole discretion, without prior notification or intimation, may terminate your access to all or part of the Platform or cease to provide accessibility to the Platform, for reasons including but not limited to:

· In response to the requests of law enforcement agencies or other government institutions;

· In response to your own request;

· The suspension or major modification of the website or any of its services;

· Unforeseeable technical issues;

· Occurrence of an event outside our control.

· All Your obligations and liabilities incurred prior to the termination date shall survive the termination of the User Agreement for all purposes.

Ø Grievance Redressal Mechanism

· In case of any grievance, objection or complaint on Your part with respect to the Platform, other Users or the Company, including any complaints or enquiry about suspension, termination or blocking of Your membership or right to use the Platform, You should promptly raise such grievance or complaint with the designated Grievance Officer at grievance.officer@grocito.com and provide the Grievance Officer with all necessary information and/or documents to enable the Company/Grievance Officer to try and resolve the issue.

· The Grievance Officer shall attempt to acknowledge your grievances/ complaints within 48 (forty-eight) hours of receiving it. The Grievance Officer may requisite such information as he may require in order to look into the grievances/ complaints for resolving the same. The Grievance Officer shall attempt to resolve the grievance/ complaint within 1 (one) month of having received it. You acknowledge that in the event you fail to provide the information sought by the Grievance Officer to look into your complaint, the Grievance Officer shall not be able to proceed with your grievance/ complaint, and as such, the grievance/ complaint may remain unresolved. By agreeing to the Terms herein, you hereby consent and authorize the Grievance Officer to contact you on the basis of the information provided by you, for the purposes of the grievance/ complaint.

Ø Confidentiality

· All communications between the You and the Company and all confidential information given to or received by You from the Company, and all information concerning the business transactions of the Company with any entity or person with whom it may or may not have a confidentiality obligation with regard to the matter in question, shall be kept confidential by You (whether or not such information or data has been marked as confidential) unless specifically permitted to the contrary in writing to the Company.

· Further the Company may at any time disclose any confidential information on a confidential basis to any prospective and current investors, strategic or financial, partners or service providers other than other Users of the Platform.

· This confidentiality obligation shall survive the termination of the agreement with and the User account of the concerned User.

Ø Severability

· If any provision of the User Agreement or the application thereof to any person or circumstance is determined to be invalid, unlawful, void or unenforceable to any extent for any reason including by reason of any applicable Law, the remainder of the User Agreement and the application of such provision to persons or circumstances other than those as to which it is held invalid or unenforceable shall not be affected thereby, and each provision of the User Agreement shall be valid and enforceable to the fullest extent permitted by Law. Any invalid or unenforceable provision of the User Agreement shall be replaced with a provision, which is valid and enforceable and most nearly reflects the original intent of the invalid and unenforceable provision.

Ø Governing Law and Jurisdiction

· The User Agreement and documents incorporated by reference shall be governed and construed in accordance with the laws of India. If any dispute arises between You and the Company during Your use of the Platform or the Pay Facility or any service incidental to the Platform or thereafter, in connection with the validity, interpretation, implementation or alleged breach of any provision of the Terms and/or any other agreement between the Company and You in addition to the User Agreement and any other documents incorporated therein by reference, the dispute shall be referred to the senior management of the Company for conciliation. If the dispute has not been resolved, then such a dispute shall be subject to the exclusive jurisdiction of the courts in Jaipur, Rajasthan and You hereby submit to the jurisdiction of such courts.