VYAP Accounts Terms & Conditions
VYAP Accounts Terms & Conditions
These terms and conditions ("Terms") govern your access to and use of a set of features, services, and functionality on the Business to Business marketplace of vyap.in for registered business customers to purchase products for business purposes ("Vyap Business"). These Terms constitute an agreement between Adcount Technologies Private Limited and/or its affiliates (“Vyap," “Adcount Technologies,” "we," "us," or "our") and the entity you represent ("you"). Please note that your use of Vyap Business is also governed by the Conditions of Use and the Vyap.in Privacy Notice, as well as all other applicable terms, conditions, policies, limitations, and requirements on the Vyap.in website, all of which (as changed over time) are incorporated into these Terms. Capitalized terms have the meanings given to them in these Terms or the Conditions of Use.
An organization has a Business Account with Vyap once an individual associated with the organization registers the business and creates the first business user account associated with that organization. As and when we launch this functionality, individual(s) who have created the business user account can invite others to be part of the organization's Business Account. Each additional user that purchases or otherwise acts on behalf of the business and joins the organization's Business Account must create a new business user account that is part of and associated with the organization's Business Account. Business Accounts and business user accounts are intended for businesses and business-related organizations and may be used solely for business purposes. To create a business user account, users must use a valid email address. Unless explicitly permitted, a user may only create one account per email address. Once you complete the Business Account registration and verification process, your organization will be registered with Vyap.
You are responsible for all activities that occur under your organization's Business Account and any associated business user accounts (if and when applicable), regardless of whether the activities are undertaken by you, your employees or a third party (including your contractors or agents). Except to the extent caused by our breach of these Terms, we and our affiliates are not responsible for unauthorized access to your Business Account or business user accounts (if applicable). You are solely responsible for maintaining the security of your password. You may not disclose your password to any third party (other than third parties authorized by you to use your Business Account or associated business user accounts, if applicable, in accordance with these Terms) and are solely responsible for any use or action taken under your password. You will contact us immediately if you believe an unauthorized third party may be using your Business Account or associated business user accounts, if applicable, or if your Business Account or any business user account information, if applicable, is lost or stolen.
As and when we decide to launch this feature, we may give users the ability to invite other individuals affiliated with your organization to create business user accounts that are associated with the organization's Business Account and purchase, approve or act as an administrator on behalf of your organization. Administrators have the ability to invite other users to join the Business Account and to administer, manage, or close business user accounts. You will be responsible for all actions taken by Business Account users. You acknowledge that users may have access to information from your Business Account and associated business user accounts, such as shipping addresses, payment methods, and order history. Administrators are responsible for inviting only people affiliated with, and authorized to act on behalf of, your organization to create a business user account that is associated with your organization's Business Account. Any user designated as an administrator will have similar capabilities to manage Business Account features and invite new users to purchase, approve or act as an administrator on behalf of your organization. You agree that Vyap is not responsible for, and will have no liability arising from, the disclosure of the information of your organization or any associated business user accounts to any user associated with your organization.
If any user with a business user account that is associated with your Business Account leaves your organization or is no longer authorized to purchase, approve or otherwise act on behalf of your organization, you are solely responsible for contacting Vyap through tools we designate to have that user's business user account closed, disabled or removed from the organization's Business Account. Vyap disclaims all liability for, and you are solely responsible for, any actions taken or purchases made prior to closing, disabling or removing the user's business user account from the organization's Business Account. Please note that a business user account that is removed is converted back into a personal account, with the individual able to access order history for purchases made using an individual payment method while associated with the organization's Business Account.
If you, as an individual user, create a business user account that is associated with an organization's Business Account, you acknowledge and consent that your organization and designated individuals acting as administrators have full access to and authority over (a) your business user account (with the ability to close or disable your business user account or remove it from the business and convert it into a personal account), and (b) details from your business user account, such as, and not limited to: order history, addresses, payment details, and other personal information associated with your business user account. By creating a business user account that is associated with an organization's Business Account, you, as an individual user, consent to sharing this information with your organization and its designated representatives and agree to release Vyap for any and all liability for any of your business user account information provided to or used by your organization, the administrator(s) of your organization, and any other users associated with your organization.
BUSINESS AND ORDER VERIFICATION
We may use the business name, address, VAT/ CST/ CIN number and any other information you provide about your organization or users or that we may request or determine is necessary to verify accuracy and eligibility for Vyap Business. We may make, directly or through third parties, inquiries to validate information that you provide to us. We may accept or refuse use of Vyap Business at our discretion and may modify purchasing rights or privileges at any time. We may share any information or documents you provide with third-party sellers that offer certain Vyap Business features for verification purposes.
Certain products may require licensing, certification or other credentials to purchase them. To purchase such products, you must provide us with a valid license, certification or other credentials (collectively, the "Credentials"), as determined in our sole discretion. We may use information you provide, as well as information relating to your account such as your business name and address, to verify the Credentials, and we may request additional information from you to assist in that verification. We may, in our sole discretion and at any time, suspend or terminate your ability to purchase such products.
THIRD PARTY SERVICE PROVIDERS
As and when we decide to launch this feature, Vyap Business may enable third party service providers ("providers") to integrate with Vyap Business. If you choose to use such a provider in connection with your Business Account, you authorize Vyap to disclose to the provider account information, including, without limitation, information regarding you, your Users, your employees or agents, and your and your User's orders. You acknowledge this information will be governed by the provider's privacy, data and security policies. You consent to Vyap's sharing this information with the provider and agree that Vyap is not responsible for and will have no liability arising from Vyap's disclosure of, or any provider's use of, this information.
Vyap is not responsible for any services provided by the provider. You are responsible for the approvals of Vyap orders, verification of shipping addresses and any disputes regarding orders, and you agree that Vyap will have no liability arising in any way from your use of the provider, including, but not limited to, any unauthorized charges you or your employees or agents incur.
REPRESENTATIONS, WARRANTIES AND COVENANTS
You represent, warrant and covenant that:
- you are using Vyap Business for business purposes and you agree that you will not purchase any products from Vyap Business for individual, personal, family or household use;
- your organization is duly organized, validly existing and in good standing in the jurisdiction in which your organization is registered;
- the individual entering into these Terms on behalf of your organization has all necessary legal authority to bind you to these Terms;
- you have all requisite right, power, and authority to enter into these Terms, perform your obligations, and grant the rights and authorizations in these Terms;
- any information provided or made available by you to Vyap or its affiliates is at all times accurate and complete;
- you and all your subcontractors and agents will comply with all applicable laws, rules, regulations, codes, orders and other requirements of governmental agencies ("Laws") in your performance of your obligations and exercise of your rights under these Terms and with your purchase and use of any products from Vyap.in;
- all users who use business features or purchase on behalf of your organization are authorized to do so and all purchases made by these users are authorized purchases of your organization;
- any Credentials, and all documentation or other information you provide to us to validate such Credential, are accurate, complete and reflect your Credential status, and that you will provide updates, additional Credentials or supporting information as required to ensure all such documentation or information remains up-to-date at all times;
- the provision to Vyap of any Credentials and related information, any delegation of purchasing authority under any Credentials and all purchases made using the Credentials are with the authority of the Credential holder;
- you will only purchase products requiring Credentials as permitted under any Laws and within the scope of any Credential you provide;
- (k) if your Business Account has a tax exemption certificate associated with it, any tax exempt purchase made from business user accounts are paid for with the organization's funds;
- (l) unless authorized by Vyap, you will not use any product purchased from Vyap Business in connection with, or to fulfill, a central, state, or local government contract or subcontract, if doing so could subject Vyap to any term, condition, obligation or other provision different from or in addition to the provisions of these Terms;
- you will use any products purchased from Vyap.in as intended by the manufacturer and in compliance with all product information provided by the manufacturer;
- your purchase of products from us will not, either by your export of those products, your sale or use of those products, your legal status or otherwise, cause us to violate any Law; and
- you are not an agent of Vyap and agree to comply with the applicable provisions of the Foreign Corrupt Practices Act and the provisions of the Prevention of Corruption Act, 1988, or any other applicable requirement under the Laws. You agree and acknowledge that any of the products purchased by you will not be used, or made available to a third party for use for any unlawful purpose.
Subject to your compliance with these Terms and your payment of any applicable fees, Vyap or its content providers grant you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use Vyap Business solely in accordance with these Terms. This license does not include the right to resell any Vyap Business feature; any collection and use of any product listings, descriptions, or prices; any derivative use of Vyap Business; any downloading or copying of Vyap Business information for the benefit of another merchant; or any use of data mining, robots, or similar data gathering and extraction tools. All rights not expressly granted to you in these Terms are reserved and retained by Vyap or its licensors, suppliers, publishers, rightsholders, or other content providers. No feature or part of Vyap Business may be reproduced, duplicated, copied, sold, resold, or otherwise exploited for any commercial purpose without express written consent of Vyap. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Vyap without express written consent. You may not use any meta tags or any other "hidden text" utilizing Vyap's name or trademarks without the express written consent of Vyap. You may not misuse Vyap Business. You may use Vyap Business only as permitted by law. The licenses granted by Vyap terminate if you do not comply with these Terms.
You agree to indemnify, defend and hold harmless us and our affiliates, and our and their respective officers, directors, employees, representatives and agents against any loss, claim, damage, settlement, cost, expense, tax or other liability (including, without limitation, reasonable attorneys' fees) (each a "Claim") arising from or related to (a) any breach of the Terms, (b) any unlawful or improper use by anyone of any product ordered by you, or (c) your negligence or willful misconduct. You will use counsel reasonably satisfactory to us to defend each indemnified Claim. If at any time we reasonably determine that any indemnified Claim might adversely affect us, we may take control of the defense at our expense. You may not consent to the entry of any judgment or enter into any settlement of a Claim without our prior written consent, which may not be unreasonably withheld.
PRODUCT INFORMATION; PRODUCT COMPLIANCE AND SUITABILITY
We recommend that you do not rely solely on the information presented on our website. Please always read labels, warnings and directions provided with the product before use.
Vyap does not guarantee compliance or suitability of products with any Laws, nor does Vyap accept responsibility for installation and/or use of a product. It is your responsibility to review the product application and all applicable Laws for each relevant jurisdiction to be sure that the installation and/or use involving the products comply with applicable Laws.
VYAP.IN SITE AND FEATURES
SELLER CREDENTIALS. Any diversity, industry and other certifications made available to you are provided by third-party sellers on Vyap.in and have not been independently verified by Vyap. You should carefully review and validate any certifications and supporting information that you use to make your purchasing decisions. We take no responsibility and assume no liability for any certifications or supporting information provided by third-party sellers.
BUSINESS PRICING. The sellers may provide you access to discounts for business customers. In these instances, the available price on the detail page will reflect this discount. You agree not to manually copy or use any data mining, scraping, or similar data gathering and extraction tools with respect to such pricing or discounts.
Vyap MAKES NO WARRANTY OR REPRESENTATION CONCERNING THE ACCURACY OF PRODUCT INFORMATION PROVIDED. Vyap DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW. Vyap ALSO DISCLAIMS ANY LIABILITY FOR CLAIMS ARISING OUT OF MISUSE, IMPROPER SELECTION, IMPROPER INSTALLATION, MODIFICATION, MISREPAIR OR MISAPPLICATION OF THE PRODUCT.
LIMITATIONS OF LIABILITY
UNDER NO CIRCUMSTANCES WILL Vyap 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 Vyap.IN, EVEN IF Vyap HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.