Merchant Terms

The information I provided above is a general overview of common franchise terms. However, a formal franchise agreement will contain much more detailed and legally binding language.

1. Definitions


1.1. “Platform” means the eCommerce platform Mobile Apps and associated web application operated by the Intermediary.


1.2.Services refer to the eCommerce services provided by the Intermediary to the Merchant, which include but are not limited to: listing and displaying the Merchant's products and services prominently on the Platform, actively promoting Merchants and their offerings to Platform users through exclusive deals and attractive discounts, facilitating seamless communication between Merchants and Platform customers, providing user-friendly search tools to help customers easily discover and explore Merchant options, offering advanced search functionalities to guide customers towards their desired Merchants, simplifying the payment process through secure bill payments and settlements, expanding the Merchant’s market reach by showcasing their products and services to a wider audience, and delivering comprehensive customer support services.


1.3.“eCommerce Intermediary Platform and Payment Management Service Agreement” means the services provided by the Intermediator to the Merchant in relation to collection of bill payments from customers for the Merchant’s products or services.


2. Appointment of eCommerce Intermediary Platform and Payment Management Service Agreement.


2.1. The Merchant hereby appoints the Intermediary as its exclusive eCommerce intermediary and bill payment collection agent for the sale of its products or services to the Platform customers.


2.2. The Intermediary shall provide the Services to the Merchant in accordance with the terms and conditions of this Agreement.


3. Merchant Obligations

3.1. The Merchant shall provide accurate and complete information about its products or services to the Intermediary.


3.2. The Merchant shall comply with all applicable laws and regulations in connection with the sale of its products or services.


3.3. The Merchant shall be responsible for the quality, description, and pricing of its products or services.


3.4. The Merchant shall indemnify and hold harmless the Intermediary from and against all claims, damages, liabilities, and expenses arising out of or in connection with the Merchant’s breach of this Agreement or the sale of its products or services.



Merchant Policy: Sale of Legal Goods Only


Merchants are strictly prohibited from listing, advertising, or selling any illegal or prohibited items on our platform.


This includes but is not limited to items that:


  • • Violate any applicable laws, rules, or regulations

  • • Infringe upon the intellectual property rights of others

  • • Pose a safety or health risk to consumers

  • • Are considered obscene, defamatory, or offensive

  • • Are restricted or prohibited by our platform policies


Failure to comply with this policy may result in severe consequences, including but not limited to:



  • • Immediate removal of the offending listing

  • • Suspension or termination of the merchant's account

  • • Legal action against the merchant


By agreeing to these terms, merchants acknowledge their responsibility to ensure that all products and services offered on the platform are legal and compliant.


4. Intermediary Obligations


4.1. The Intermediary shall provide the Services to the Merchant in a professional and efficient manner.


4.2. The Intermediary shall use commercially reasonable efforts to protect the Merchant’s confidential information.


4.3. The Intermediary shall process payments from customers for the Merchant’s products or services in accordance with the terms of this Agreement and applicable laws and regulations.


4.4. The Intermediary shall remit to the Merchant the net proceeds from the sale of the Merchant’s products or services, less any applicable fees and charges, in accordance with the terms of this Agreement.


Here are some additional obligations that could be considered for inclusion in your agreement, depending on the specific nature of your e-commerce platform and the services offered:


4.5. Platform Maintenance and Uptime: The Intermediary shall use commercially reasonable efforts to maintain the Platform in good working order and ensure maximum uptime.


4.6. Data Privacy and Security: The Intermediary shall implement and maintain appropriate security measures to protect the personal data of Merchants and their customers in accordance with applicable data protection laws and regulations.


4.7. Dispute Resolution: The Intermediary shall provide a platform for Merchants and Customers to resolve disputes efficiently and shall cooperate in good faith with any dispute resolution process.


4.8. Intellectual Property Rights: The Intermediary shall respect the intellectual property rights of the Merchant and shall not use or disclose any confidential or proprietary information of the Merchant without prior written consent.


4.9. Performance Metrics: The Intermediary shall provide the Merchant with regular performance metrics related to the Merchant's listings, sales, and customer engagement.


4.10. Marketing and Promotion: The Intermediary shall undertake reasonable efforts to market and promote the Merchant's products or services on the Platform.


4.11. The Intermediary reserve the right to modify this policy at any time without prior notice.


(If you have any questions or concerns, please contact our merchant support team).


5. Fees and Charges


5.1. The Merchant shall pay the Intermediary a commission of 10% (warry from merchant to merchant) of the total amount (including any taxes) of the invoices paid by the customer against the product or service sold to the platform members (Customers).


5.2. The Merchant shall not be responsible for paying any applicable transaction fees, payment processing fees, and other charges imposed by the Intermediary or third-party service providers.


5.3. The intermediary may charge additional fees for merchant promotions, advertisements, specific product listings, featured placement, and other value-added services.


6. Term and Termination


6.1. This Agreement shall commence on the 1st of September 2024 and shall continue in full force and effect until terminated by either party upon 7 days’ written notice to the other party.


6.2. Either party may terminate this Agreement immediately if the other party materially breaches this Agreement and fails to cure such breach within 7 days of written notice.


7. Dispute Resolution


7.1. Any disputes arising out of or in connection with this Agreement shall be resolved through negotiation in good faith.


7.2. If the parties are unable to resolve a dispute through negotiation, such dispute shall be submitted to [Dispute Resolution Method, e.g., arbitration, mediation, or litigation].


Incorporating Daily Settlement into the Agreement


8. Settlement of Funds


8.1. Daily Settlement: The Intermediary will settle the net proceeds from bill payments made through its platform by its members against the bills for the Merchant's products or services purchased by those members. Net proceeds are calculated by subtracting the Intermediary's commission and any applicable fees or charges from the total sales amount.


8.2. Settlement Timeline: The Intermediary will initiate the transfer of net proceeds to the Merchant’s designated bank account within 24 hours of the end of each business day.


8.3. Settlement Cutoff Time: The Intermediary and Merchant will mutually agree on a daily cutoff time for processing sales and initiating settlements.


8.4. Bank Details: The Merchant must provide accurate and up-to-date bank account details to the Intermediary for fund transfers. The Intermediary is not liable for settlement delays or errors caused by incorrect or outdated bank information provided by the Merchant.


8.5. Settlement Confirmation: The Intermediary will provide the Merchant with a daily settlement report detailing the total sales amount, commission deducted, and net amount transferred.


8.6. Currency: Generally, settlements will be in the local currency and equivalent to wallet balances at a 1:1 ratio. Beneficiaries may request settlement in multiple currencies denominated in the local currency or USD, subject to applicable exchange rates and fees borne by the merchant.


8.7. Payment Methods: Settlements will be made through bank transfer, UPI, or other mutually agreed-upon payment methods, and bank charges for transfers will be borne by the Merchant.


8.9. Dispute Resolution: Any discrepancies in settlement amounts will be resolved through generally acceptable manners by both part tiles.


8.10. Force Majeure: Force Neither party will be liable for delays in settlement due to unforeseen circumstances beyond its reasonable control, such as Networks & Banking system issues, natural disasters, war, government actions and so on.