VENDOR AGREEMENT FOR PROVISION OF CARRYBEE E - COMMERCE SERVICES
This agreement is made between Vendor And Ojis Trading & Transport Services WLL. having its address/registered office at Doha Qatar
WHEREAS the Vendor is engaged in the business of selling online
AND WHEREAS Ojis Trading and Contracting WLL is owner of E-Commerce Website and mobile App by the name of www.carrybee.qa wherein various products of different nature are marketed and sold using electronic medium more particularly through the e-commerce domain.
AND WHEREAS the parties hereto have after mutual discussions have come to an agreement that the products of the Vendor will be marketed by www.carrybee.qa on their e-commerce store;
AND WHEREAS parties have agreed to reduce their terms in writing
NOW THIS AGREEMENT WITNESSES AS UNDER
1. Commencement, Term, Renewal
1.1 The date of execution of this agreement shall be the commencement date and the agreement shall remain valid and binding for a period of One year initially and can be renewed on mutually agreed terms at the time of renewal for such terms as the parties agree. All renewals of the agreement shall be express and in writing. No oral agreement shall be binding on either of the party.
2. Marketing Tools/Support, Products, Availability of products etc.
2.1 The Vendor will keep informed at all times the Firm about the availability of the products in its inventory along with detailed specifications like size, colour, texture etc. as may be required of the product. Order once placed on the Firm by the customer shall have to be honored by the Vendor at all costs.
3. Fee / Margin etc
3.1 The firm as such shall not charge any fee for providing webspace/display on website however for all such sales that are made/generated using the website www.carrybee.qa a Margin shall be paid by the Vendor to the Firm. The details of Margins to be paid product category wise will be decided and to be informed via mail . It can be amended to modify any rate of Margin in respect of any product. Any amendment to such schedule will be express. The said schedule is to be treated as part and parcel of the agreement.
3.2 It is expressly agreed by the parties hereto that the Firm shall debit the amount of Margin from the remittance to Vendor at the time of forwarding the order received from the end customer.
4. Order, Handling, Delivery etc.
4.1 Orders for the product shall be received using the website www.carrybee.qa and mobile app shall be forwarded to the Vendor by the Firm via carrybee vendor OMS cockpit.
4.2 The Vendor shall upon receipt of the order from the Firm immediately arrange to deliver the products to the designated address as early as possible. In case the Vendor fails to dispatch the product within the aforesaid time, it has to return the amount received back to the Firm forthwith. No delay in returning the amount is permissible and any delay caused shall be considered as breach of the agreement and be one of the causes for termination of agreement. The Vendor shall provide to the Firm the consignment number, details of shipment/agency immediately followed by proof of delivery.
4.3 The Vendor shall ensure that the products dispatched are of the specifications ordered and there is no variation whatsoever. The necessary guarantee/warranty shall be provided by the Vendor to the customer.
4.4 The Vendor agrees to replace the defective products supplied to the customer at its own cost and shall not hold the Firm responsible in any manner whatsoever
4.5 Fulfilment Options
1. Fulfilment by Vendor
2. Fulfilment by Carrybee
5 Limitation of Liability
5.1 The Firm on the basis of representation by the Vendor is marketing the products of the Vendor on the shopping portal Carrybee to enable Vendor to offer the its products for sale through the said online shopping portal. This representation is the essence of the Contract. It is expressly agreed by the vendor that the Firm shall under no circumstances be liable or responsible for any loss, injury or damage to the Vendor, customer or any other party whomsoever, arising on account of any transaction under this Agreement or as a result of the products being in any way damaged, defective, in unfit condition, infringing/ violating any laws/ regulations/ intellectual property rights of any third party. The Vendor agrees and acknowledges that it shall be solely liable for any claims, damages, allegation arising out of the Products offered for sale through online shopping portal Carrybee (including but not limited to quality, quantity, price, merchantability, use for a particular purpose, or any other related claim) and shall hold the Firm harmless and indemnified against all such claims and damages. Further the Firm shall not be liable for any claims, damages arising out of any negligence, misconduct or misrepresentation by the Vendor or any of its representatives.
5.2 The Firm under no circumstances will be liable to the Vendor for loss and/or anticipated loss of profits, or for any direct or indirect, incidental, consequential, special or exemplary damages arising from the subject matter of this Agreement, regardless of the type of claim and even if the Vendor has been advised of the possibility of such damages, such as, but not limited to loss of revenue or anticipated profits or loss business, unless such loss or damages is proven by the Vendor to have been deliberately caused by the Firm.
6 Termination and effects of Termination
6.1 This Agreement may be terminated by the Firm forthwith in the event
6.1.1 Vendor fails to make payment of the sum demanded after it has been served 48 hours written notice;
6.1.2 Vendor commits a material breach of any representation, obligations, covenant, warranty or term of this agreement and the same is not cured within 30 days after written notice given by the Firm.
6.1.3 If a Petition for insolvency is filed against the Vendor.
6.1.4 If the Vendor is in infringement of the third-party rights including intellectual property rights.
6.2. This agreement may be terminated without reason by either party after serving upon the other, a written notice of 30 days. The agreement shall stand terminated after expiry of such period.
6.3 Effect of Termination:
6.3.1 In the event of termination/expiry of this Agreement, the Firm shall remove the Links and shall discontinue display of the Products on online shopping portal Carrybee with immediate effect.
6.3.2 Firm shall not be liable for any loss or damages (direct, indirect or inconsequential) incurred by the Vendor by virtue of termination of this agreement.
6.3.3 During the period under notice both the parties shall be bound to perform its obligations incurred under this agreement and this sub-clause shall survive the termination of this agreement.
7.1 All notices and other communication under this Agreement shall be in writing, in English language and shall be caused to be delivered by hand or sent by email or courier in each case to the addresses as set out at the beginning of this Agreement.
8. Intellectual Property Rights
8.1 The Vendor expressly authorises the Firm to use its trade marks/copy rights/ designs /logos and other intellectual property owned and/or licensed by it for the purpose of reproduction on the website and at such other places as the Firm may deem necessary. It is expressly agreed and clarified that, except as specified agreed in this Agreement, each Party shall retain all right, title and interest in their respective trademarks and logos and that nothing contained in this Agreement, nor the use of the trademark / logos on the publicity, advertising, promotional or other material in relation to the services shall be construed as giving to any Party any right, title or interest of any nature whatsoever to any of the other Party’s trademarks and / or logos.
You shall indemnify and hold harmless Carrybee its owner, licensee, affiliates, subsidiaries, group companies and their respective officers, directors, agents, and employees arising from any claim, demand, or actions including reasonable attorneys' fees made by any third party or penalty imposed due to or arising out of your breach of policies or your violation of any law, rules, regulations or the rights including of intellectual property infringement rights of any third party.
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