PLEASE READ THIS AGREEMENT CAREFULLY
This services agreement (the “Agreement”) is made between you, as a User (as defined below), and the Rabbagash.com entity listed below (“Rabbagash.com” or “we”), which supplements the Rabbagash.com Transaction Services Agreement regarding your use of the Rabbagash.com Supplemental Services (as defined below) provided to registered members of the www.Rabbagash.com online site (“Rabbagash.com Site”). you are contracting with Rabbagash.com OPC Private Limited (incorporated in India with Company Identity No. U50400TN2019OPC131105). and its affiliate(s) which provides technical support in connection with the transaction services utilizing its strengths in network technologies, etc.
- Acceptance of Terms
1.1 You acknowledge that you have read this Agreement prior to your use of Rabbagash.com Supplemental Services. Each time you use Rabbagash.com Supplemental Services you confirm that you agree to be bound by the terms and conditions of this Agreement and any subsequent amendments or modifications as may be made from time to time.
1.2 As some or part of the Rabbagash.com Supplemental Services may be supported and provided by affiliates of Rabbagash.com, Rabbagash.com may delegate some of the Rabbagash.com Supplemental Services to its affiliates.
1.3 We may amend this Agreement at any time by posting an updated version at www.Rabbagash.com (the “Rabbagash.com Site”). The updated version of this Agreement shall take effect immediately upon posting. By continuing to use the Rabbagash.com Supplemental Services, you agree that the amended terms will apply to you.
- Rabbagash.com Supplemental Services
2.1 The “Rabbagash.com Supplemental Services” are services provided by Rabbagash.com and our affiliates to facilitate payments in connection with the online transactions concluded on and through the Rabbagash.com Sites. These transactions (“Online Transactions”) are subject to the Rabbagash.com Transaction Services Agreement . Unless otherwise defined in this Agreement, capitalized terms shall have the same meanings as used in the Rabbagash.com Transaction Services Agreement.
2.2 The Rabbagash.com Supplemental Services are only available to registered members of the Rabbagash.com Sites (“Users”). A User who purchases or acquires any product or service in an Online Transaction is referred to also as a “Buyer”, and a User who sells or provides any product or service in an Online Transaction is also referred to as a “Seller”. If your subscription to any membership services of the Rabbagash.com Sites expires or is terminated for any reason, you are not eligible to use the Rabbagash.com Supplemental Services to conclude online transactions on Rabbagash.com Sites. In addition, Rabbagash.com is not obliged to provide the Rabbagash.com Supplemental Services where the bank account designated by a Seller in an Online Transaction to receive the transaction price has not been verified and confirmed by Rabbagash.com and our affiliates.
2.3 Rabbagash.com shall have the right to refuse to provide the Rabbagash.com Supplemental Services for any Online Transaction if (a) the Online Transaction does not satisfy the terms and conditions in the Rabbagash.com Transaction Services Agreement or other applicable terms, rules and policies concerning Rabbagash.com’s transaction services under the Rabbagash.com Transaction Services Agreement in accordance with Rabbagash.com’s instructions or (b) if Rabbagash.com has reason to believe that the Online Transaction may violate any laws, rules or regulations or may otherwise subject Rabbagash.com or any of our affiliates to liability.
2.4 You agree that Rabbagash.com shall have the sole and absolute discretion to remit funds subject to the terms of this Agreement .
- Rabbagash.com Supplemental Services for Online Transactions
3.1 Buyer of an Online Transaction shall pay the full transaction price listed for the Online Transaction to the Seller through the Rabbagash.com Website or Rabbagash website unless another option is made available directly by Rabbagash.com on the Rabbagash.com Site. When using Rabbagash.com to submit payment for an Rabbagash.com Online Transaction, payments are processed through accounts owned by Rabbagash.com or one of its affiliates and/or a registered third party service provider acting on Rabbagash.com’s behalf. The funds are received for the Seller in accordance with the Rabbagash.com Transaction Services Agreement . The Seller agrees that the Buyer’s full payment of the transaction price listed for the Online Transaction to Rabbagash.com constitutes final payment to the Seller and Buyer’s payment obligation for the Online Transaction is fully satisfied upon receipt of funds by Rabbagash.com’s account. The payment must be made in US Dollar or any other currencies as supported by Rabbagash.com from time to time.
3.2 Upon receipt of the Buyer’s payment, Rabbagash.com shall promptly notify Rabbagash.com Sites of the details of the payment. Rabbagash.com shall also monitor and keep safe custody of the received funds and shall not release the funds unless an event set forth in clause 3.3 below occurs.
3.3 Rabbagash.com shall retain the funds received in connection with an Online Transaction unless, as agreed between Seller and Rabbagash.com, any of the following events occurs:
(a) in case of the successful completion of the Online Transaction upon Buyer’s confirmation, all the funds will be remitted to Seller;
(b) in case of absence of the Buyer‘s confirmation of receipt of the goods within the time limit prescribed by Seller and as agreed by Rabbagash.com, all the funds will be remitted to Seller;
(c) in case of the cancellation of the Online Transaction, all the funds will be refunded to Buyer;
(d) in case of any settlement agreement reached by Buyer and Seller, the funds will be disposed of in accordance with such settlement agreement;
(e) in case a dispute in relation to Transaction Services has been submitted to Rabbagash.com Sites for Rabbagash.com’s determination and Rabbagash.com’s determination has become final and binding according to clause 10 of the Rabbagash.com Transaction Services Agreement , the funds will be disposed in accordance with Rabbagash.com’s determination; or
(f) if Rabbagash.com or our affiliates receives any order, ruling, award or judgment from a competent court, arbitration tribunal or authority which directs us to release the funds, the funds will be disposed of in accordance with such order, ruling, award or judgment.
Rabbagash.com is not holding any funds on behalf of Buyer, or in any escrow or trust relationship. Seller has requested that the settlement of funds to Seller be delayed as provided in this clause 3.3.
3.4 You acknowledge that Rabbagash.com may also provide buyer protection plan for certain Online Transactions. In case of Seller who has been offered to subscribe the buyer protection plan, upon entering into a separate agreement with Rabbagash.com, Seller may be required to provide deposits using the methods as designated by Rabbagash.com on the Rabbagash.com Sites to secure Seller’s due performance of obligations under the relevant buyer protection plan. Seller agrees to permit and hereby authorize Rabbagash.com, which in turn instructs Rabbagash.com to deduct, withhold and dispose any deposits provided in accordance with the terms under the relevant buyer protection plan. Buyer acknowledges and agrees that the protection afforded to you under a buyer protection plan applies to those Online Transactions where the Seller subscribed to such plan and the purchase falls within the buyer protection plan’s scope. Services described under clause 3.3 of this Agreement will not be applicable to you if Seller subscribed to the buyer protection plan and such plan already covers your purchase.
3.5 When releasing any funds, Rabbagash.com shall have the right to deduct any financial charges or service fees due and payable to Rabbagash.com (if any) in such amount as instructed by Rabbagash.com pursuant to the agreement between Seller and Rabbagash.com.
3.6 In the event that the Buyer makes payment in a currency that is different from the currency stated in the transaction price of the Online Transaction, any refund made by Rabbagash.com to the Buyer pursuant to this Agreement shall be made in the currency used by the Buyer in the Online Transaction, at the exchange rate utilized by Rabbagash.com to convert from the currency stated in the transaction price as at the date of refund (or such other applicable date), less any applicable charges or fees set out in Clause 3.5 of this Agreement. Due to currency fluctuations, such amount refunded may be less than the amount paid by the Buyer in the Online Transaction, and Rabbagash.com shall not be liable to any party for any difference in the amount refunded attributable to currency conversion costs or exchange rate movements.
3.7 Unclaimed funds will be held by Rabbagash.com for a period of five years as instructed by Rabbagash.com, at which time, the Seller will be deemed to have waived any claim in respect of such funds or, if required by applicable escheat laws, we will remit the funds (less any fees, if any and to the extent permitted under applicable laws) to the relevant competent authority. You hereby agree that upon expiry of such period or upon remittance of such funds to the relevant competent authority in accordance with the applicable escheat laws, Rabbagash.com will be relieved of any further obligation to pay those unclaimed funds to you.
3.8 You acknowledge and agree that Rabbagash.com may receive interest for the funds held on behalf of you pursuant to Rabbagash.com Supplemental Services rendered to you in accordance with applicable laws and you will not receive interest or other profits in relation to the Rabbagash.com Supplemental Services.
- Users’ Responsibilities
4.1 All Online Transactions are concluded by and between Users only. You shall complete Online Transactions in accordance with the Rabbagash.com Transaction Services Agreement and Rabbagash.com Sites’ terms, rules and policies. You agree that you will not hold Rabbagash.com and our affiliates or agents liable for any Online Transaction or any products or services supplied under any Online Transaction.
4.2 You agree to give all notices, provide all necessary information, materials and approval, and render all reasonable assistance and cooperation necessary for Rabbagash.com’s provision of the Rabbagash.com Supplemental Services. If your failure to do so results in any delay in the provision of any Rabbagash.com Supplemental Services or cancellation of any Online Transaction, Rabbagash.com and our affiliates shall not be liable for any loss or damages arising from such delay.
4.3 You represent and warrant that:
(a) you will use the Rabbagash.com Supplemental Services in good faith and in compliance with all applicable laws and regulations;
(b) the information and material you provide in connection with the use of the Rabbagash.com Supplemental Services is true, lawful and accurate, and is not false, misleading or deceptive;
(c) you will not use the Rabbagash.com Supplemental Services to defraud Rabbagash.com, our affiliates or other members or users or engage in other unlawful activities (including without limitation dealing in products or services prohibited by law);
(d) in case that you are a Seller of products, you have the legitimate right and authorization to sell, distribute or export the products using the Transaction Services and such products do not infringe any third party’s rights;
(e) in case that you are a Seller of products, you have good title to the products ordered under the Online Transaction, and the products meet the agreed descriptions and requirements; and
(f) in case that you are a Seller of services, you will provide the services ordered with reasonable care and skills.
4.4 If in Rabbagash.com’s opinion, any User is not acting in good faith, abusing the Rabbagash.com Supplemental Services, or in breach of this Agreement, Rabbagash.com shall have the right to cancel the Online Transaction.
4.5 You as the User shall be solely responsible for payment of any taxes, duties or other governmental levies or any financial charges that may be imposed on any products or services purchased or supplied through the Rabbagash.com Supplemental Services or otherwise arising from the Online Transaction.
4.6 You agree to indemnify Rabbagash.com and our affiliates and our employees, directors, officers, agents and representatives and to hold them harmless from any and all losses, damages, actions, claims and liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, from your use of the Rabbagash.com Supplemental Services or from User’s breach of this Agreement. Rabbagash.com reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by User, in which event User shall cooperate with Rabbagash.com in asserting any available defenses.
- Personal Data Privacy
- Suspension of Systems
6.1 If you are unable to use the Rabbagash.com Supplemental Services directly or indirectly due to any of the following reasons, you agree you will not hold Rabbagash.com its affiliates or agents liable for any default, delay or failure in performing its obligations under this Agreement:
(a) system suspension which has been announced by Rabbagash.com in advance;
(b) any Force Majeure Event (as defined under Clause 8).
- Disclaimer and Limitation of Liability
7.1 Rabbagash.com will only be liable for the obligations expressly set forth in this Agreement.
7.2 You agree that all risks arising from the Online Transaction will be borne by you and your counterparty.
7.3 Users’ information is provided by Users themselves. Rabbagash.com makes no representation or warranty with respect to the accuracy, truthfulness and completeness of the Users’ information. You will be solely responsible for all consequences resulting from your own judgment and decision to use or otherwise rely on such information.
7.4 Rabbagash.com makes no warranty regarding the Rabbagash.com Supplemental Services or any products or services supplied by the sellers under any Online Transaction, including but not limited to:
(a) the Rabbagash.com Supplemental Services will meet your requirements;
(b) the Rabbagash.com Supplemental Services will be uninterrupted, timely or error free; OR
(c) any products, information or material obtained by you in connection with the Rabbagash.com Supplemental Services will meet your requirements.
7.5 Any proposal or material that you may obtain from Rabbagash.com or our staff or through the use of the Rabbagash.com Supplemental Services, whether in writing or oral, shall not constitute Rabbagash.com’s warranty regarding the Rabbagash.com Supplemental Services.
7.6 EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT AND TO THE FULL EXTENT PERMITTED BY LAW THE SERVICES ARE PROVIDED ON THE “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASES. ANY AND ALL SUCH WARRANTIES, REPRESENTATIONS, CONDITIONS, UNDERTAKINGS AND TERMS, WHETHER EXPRESS OR IMPLIED, ARE HEREBY DISCLAIMED AND EXCLUDED.
7.7 TO THE FULL EXTENT PERMITTED BY LAW, Rabbagash.COM AND OUR AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS OR REVENUES, BUSINESS INTERRUPTION, LOSS OF BUSINESS OPPORTUNITIES, LOSS OF DATA OR LOSS OF OTHER ECONOMIC INTERESTS, WHETHER IN CONTRACT, NEGLIGENCE, TORT OR OTHERWISE, ARISING FROM THE USE OF OR INABILITY TO USE THE Rabbagash.COM SUPPLEMENTAL SERVICES.
7.8 THE AGGREGATE LIABILITY OF Rabbagash.COM AND OUR AFFILIATES ARISING FROM THE Rabbagash.COM SUPPLEMENTAL SERVICES IN CONNECTION WITH ANY ONLINE TRANSACTION SHALL NOT EXCEED THE TOTAL REMUNERATIONS THAT Rabbagash.COM MAY DERIVE FROM SUCH TRANSACTION.
7.9 By using the Rabbagash.com Supplemental Services, you acknowledge and agree that Rabbagash.com is not a bank and the Rabbagash.com Supplemental Services should in no way be construed as the provision of banking services. Rabbagash.com is not acting as a trustee, fiduciary or escrow with respect to User’s funds and it does not have control of, nor liability for, the products or services that are paid for with the Rabbagash.com Supplemental Services. Rabbagash.com does not guarantee the identity of any User or ensure that a Buyer or a Seller will complete a transaction on Rabbagash.com Sites.
7.10 Some states do not allow the exclusion of implied warranties or the limitation or exclusion of liability for incidental or consequential damages, so the foregoing exclusions or limitations may not apply to you. You may also have other rights that vary from state to state.
7.11 If you have a dispute with other parties, you release us (and our affiliates and officers, directors, agents, and employees thereof) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you agree to waive California Civil Code Section 1542, which states, in part: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if not known by him or her must have materially affected his or her settlement with the debtor.”
- Force Majeure
No party, its affiliates or agents shall be held liable for any default, delay or failure in performing its obligations under this Agreement resulting directly or indirectly from acts of nature, forces or causes beyond such party’s, its affiliates or agents’ reasonable control, including without limitation, (i) a fire, flood, elements of nature or other acts of God, (ii) an outbreak or escalation of hostilities, war, riots or civil disorders, or an act of terrorism; (iii) Internet failures, computer, telecommunications, electrical power failures or any other equipment failures; (iv) a labor dispute (whether or not employees’ demands are reasonable or within the party’s power to satisfy), (v) acts or omissions of a government authority prohibiting or impeding the affected party (or its affiliates or agents) from performing its obligations under this Agreement, including orders of domestic or foreign courts or tribunals, governmental restrictions, sanctions, restrictions on foreign exchange controls, etc. or (vi) the nonperformance by a third party for any similar cause beyond the reasonable control of the Party (collectively, a “Force Majeure Event”). If a Force Majeure Event occurs, the non-performing party will be excused from any further performance of the obligations affected by the event only for as long as the Force Majeure Event continues and the party continues to use commercially reasonable efforts to resume performance.
9.1 This Agreement shall be interpreted, construed and enforced in all respects in accordance with the laws of the Republic of India. You irrevocably consent to the exclusive jurisdiction of the courts of India, in connection with any action to enforce the provisions of this Agreement, to recover damages or other relief for breach or default under this Agreement, or otherwise arising under or by reason of this Agreement.
9.2 If any dispute or claim arises from or in connection with this Agreement, an Online Transaction or your use of the Rabbagash.com Supplemental Services (“Dispute”), the relevant parties shall resolve the Dispute through amicable negotiations. If any Dispute arises between Buyer and Seller in connection with an Online Transaction, you agree that such Dispute shall be resolved in accordance with the procedures set forth in clause 10 of the Rabbagash.com Transaction Services Agreement only. If you initiate any legal proceedings against Rabbagash.com or our affiliates in breach of clause 10 of the Rabbagash.com Transaction Services Agreement, you shall indemnify and hold Rabbagash.com and our affiliates, agents, employees, directors, officers and agents harmless and indemnified against any claim, loss, damages that may be suffered by us.
9.3 In any event, you may not make any claim against Rabbagash.com or our affiliates under this Agreement after one year from the date of occurrence of the matter giving rise to the claim.
9.4 Notwithstanding the foregoing provisions, either party may seek injunctive or other equitable relief against the other party in any court of competent jurisdiction prior to or during the arbitration.
- General Provisions
10.1 If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be deleted and the remaining provisions shall be enforced.
10.2 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
10.3 No agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement.
10.4 Any failure by Rabbagash.com to exercise any of our rights under this Agreement shall not constitute a waiver of such right or a waiver with respect to subsequent or similar breaches. A waiver shall be effective only if made in writing.
10.5 Rabbagash.com shall have the right to assign this Agreement (including all of our rights, titles, benefits, interests, and obligations and duties in this Agreement) to any of our affiliates and to any successor in interest. Rabbagash.com may delegate certain of Rabbagash.com rights and responsibilities under this Agreement to independent contractors or other third parties. User may not assign, in whole or part, this Agreement to any person or entity.
10.6 If there is any conflict between the English version and another language version of this Agreement, the English version shall prevail.