Santhe – Terms & Conditions

Last updated on 18/10/2022

These terms and conditions of use (also referred to as “Terms of Use” or just “Terms”) mandate the terms on which the users (“You” or “Your” or “Yourself” or “Users” or “Customers” or “Merchants”) access, register and use the mobile applications (also referred to as “mobile apps” or just “apps) namely “Santhe” and “Santhe Merchant” , including the company website Santhe.in reachable at https://www.santhe.in , owned, operated and managed by EcoConsumer Solutions Private Limited (“The Company”) with its registered address at 140, 14th Cross, Telecom Layout, Bangalore-560064.

These terms are to be effective and deemed as your unconditional acceptance from the moment you initiate a registration on any of the company mobile applications as well as when you are accessing the company website. These terms do not alter in anyway the terms and conditions of any other agreement or contract you may have with the company.

1. Registration, User Account & Security

• a. You acknowledge that your use of the company mobile applications is contingent upon your registration to the mobile apps. However, your access of the content on the company website may not need registration and account creation.
• b. You acknowledge that continued use of the mobile apps of the company and the services rendered via the mobile apps is subject your continued registration and the presence of an active account on the mobile apps.
• c. You acknowledge that you will be required to enter your personal information like mobile phone number, name, email address, physical address, location data etc while registering to use the mobile apps. The company may at its sole discretion decide to ask for additional information during or after registration as maybe required to render the promised services and you acknowledge to conform to the company’s request of additional data.
• d. You acknowledge that the right and permission to avail the services rendered by the company via the company mobile apps is subject to you providing your authentic information during registration and validating your phone number via an OTP (“One Time Passcode” or “One Time Password”).
• e. You acknowledge that you will ensure the account information provided by you is complete, accurate and up to date. In the event of any changes to your account information, or if any information is incomplete or incorrect, you shall promptly update your information on the company apps. If you provide any information that is untrue, inaccurate, unauthorised, not current, or incomplete (or becomes untrue, inaccurate, not current, or incomplete), or if the company has reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, the company has the right to refuse all the services.
• f. You acknowledge that you will be responsible for maintaining the confidentiality of your account information like passwords and other access credentials if any. You acknowledge that you are fully responsible for all activities that occur under your account on the company apps. You agree to immediately notify the company of any unauthorised use of your account information or any other breach of security. The Company cannot and will not be liable for any loss or damage arising from authorised or unauthorised use of your account because of your failure in keeping your account information secure and confidential.

Please refer to our Privacy Policy for more details on how we collect, store, use, and retain your data in our systems.

2. Eligibility to use

The Services offered by the Company are not available to persons or individuals or businesses who are “incompetent to contract” within the meaning of the Indian Contract Act, 1872 including minors, undischarged insolvents etc. You hereby acknowledge that you are:

• a. of legal age to enter into a binding contract
• b. competent to enter into a binding contract

If you are a minor, i.e., under the age of 18, you may avail the services of the company only with the express consent and supervision of a parent or guardian.

3. Services

You acknowledge that you understand and agree to the following services descriptions and associated clauses.

1. a. The company offers a unique platform for connecting local customers with local merchants for buying and selling of goods and services including but not limited to groceries, fruits, vegetables, fresh meat, pharmacies etc.
2. b. The Company will also integrate ONDC (Open Network for Digital Commerce – https://ondc.org ) to make available a list of shops that service the address of the customers. The customers can choose to buy the products offered by the local shops directly from the Santhe App.
3. c. Services offered via Santhe App:
   • Users of the Santhe App are primarily, but not limited to the end customers who consume various aforementioned products and services
   • Users of the Santhe App can create and manage their shopping list by easily adding items to their list as per their convenience. The items can be added either from the pre curated product catalog as determined by the company or by adding a custom item
   • Users can “Send” or “Publish” or “Broadcast” their shopping list to merchants or vendors near their home. “Sending shopping list to shops” would imply that the users provide an implicit consent to the company to distribute a copy of users’ shopping list electronically to the merchants in the vicinity of the users. The company can at its sole discretion determine the definition of “vicinity” while transmitting the electronic copy of users’ shopping lists to shops or merchants.
   • Any offers or bids made by the merchants against the shopping list of users will be made available to the users to choose the best offer as it suits them. The company can at its sole discretion decide on filtering and ordering the bids and offers of the merchants for a visual representation in the Santhe App.
   • Users can accept one of the offers or bids made by various merchants for their shopping list. Accepting an “Offer” or “Bid” would imply an explicit consent by the user accepting the offer to share his or her contact details with the merchant who has made that “Offer” or “Bid”.
   • Users can chat with a merchant only after accepting an offer from the merchant and less than 72 hours since their sending the list to the shops. The company can at its sole discretion decide on the duration of the keeping the contact between the user/customer and the merchant active and concerning any provision to allow access to the previous chat history between them
4. d. Services offered via Santhe Merchant App:
   • Users of the Santhe Merchant App are primarily, but not limited to “Merchants”, “Vendors” and “Businesses” who sell various aforementioned products and services.
   • Users of Santhe Merchant App can also choose a list of categories of products and services as relevant for them. The selection can be from a pre curated list as determined by the company or the users can also add their custom category
   • Users can receive the shopping list request from customers who would have sent the Shopping list to Shops via the Santhe App. The company can at its sole discretion decide if a merchant (user of Santhe Merchant App) is eligible to receive a copy of the shopping list as shared by the users of the “Santhe” App.
   • Users can make an “offer” or “bid” by adding prices to the items in the shopping list. Users can at their sole discretion decide on the prices they offer for the products/items in the shopping list and the company is not liable or responsible for the pricing offers by the users.
   • Users of Santhe Merchant App can make an offer to the entire shopping list by using the respective feature in the App. Sending or Making an offer would imply an explicit consent by the user for the company to electronically share a copy of the prices and other information he or she added to the list with the user who sent that list.
   • On acceptance of the offer or bid made by the user of the Santhe Merchant App by the user of the Santhe App, the contact details of both users would be made available to each other to enable them to connect with each other for clarification about product delivery and payment.
5. The company would promptly and efficiently respond to any queries or issues relating to the users’ account and services availed through company apps in a reasonable amount of time.

The company, at its sole discretion, may add, modify, or remove any of the services listed above from time to time without special notice. The company, at its sole discretion, may decide to offer or restrict its services to any locality or region in India. Even if the users are registered in any locality, the company is not liable to ensure that there is a large base of the merchants or customer profiles available on the apps in that locality.

4. Product Prices, Discounts and Fees

• a. The Company do not hold the inventory and do not decide on the end prices of the products sold on its Apps. The shops which are registered with the Santhe App and/or are available in the App by the ONDC integration, are solely responsible for the product prices of the inventory that they sell to the end customers
• b. The company may or may not add additional discounts and convenience fees at the time of checkout and payment which would be clearly displayed before the user choses to make the payment.

5. Product Delivery Service, Time & Delivery Fees

• a. The Company do not provide the delivery of the products that are sold by the participating Sellers/Shops on its platform and Apps. The Shops listed/registered on the Santhe Apps are solely responsible for the delivery and fulfilment/shipping services. This is especially true with the Shops that are listed on Santhe App via the ONDC integration as is mentioned in previous sections. However, depending on the level of technical integration, the Company will disclose the delivery information and the tracking of the delivery/fulfilment process of the order.
• b. You are made available the Terms & Conditions of the Shops/Sellers they are buying from, before they make the payment for their order. The Terms & Conditions of the Shops/Sellers will highlight the delivery/fulfilment terms and by proceeding to pay for an order, you expressly consent to the Terms and Conditions of the Shop/Seller.
• c. The Products will be delivered to the delivery address chosen by you while placing the order. You are solely responsible for providing a complete and correct delivery address and, if applicable, further instructions for delivery.
• d. In the event you opt to make payment for the Products by ‘Cash on Delivery (CoD)’ mode, the delivery service providers engaged by the Shops/Sellers, shall have the right to refuse delivery of the ordered Products to You if You fail to make the complete payment and such order is treated as cancelled order. The Company and/or the participating Shops/Seller on Santhe Apps shall reserve the right to charge You, the delivery fee for such cancelled order and recover the same, at its sole discretion towards the cost incurred on such delivery attempt.
• e. The company may in future offer the delivery service, either solely or in partnership with other service providers, in which case the customers would be made aware of the same and the details of delivery and fulfilment will be provided with each order, post successful payment confirmation.

6. Returns, Refunds and Cancellations

• a. You may return or cancel an entire order or certain products within an order, subject to the returns policy of the Shops/Seller from whom the order is purchased on the Santhe Apps.
• b. You agree to carefully read and understand if a product can be returned or cancelled before you make the payment and confirm the order
• c. In case of full or partial the return, the Seller/ Shops may reserve the right to charge You a reverse shipment fee, which would again be mentioned in the returns policy of the Seller/Shop.
• d. In case of partial or full cancellation of an order, before the order is shipped, The Company and the Seller/Shops reserves the right to not refund the convenience and other fees other than the product prices.
• e. In case of partial or full cancellation of an order, after the order is shipped, The Company and the Seller/Shops reserves the right to not refund the delivery/shipping fees, convenience and other fees other than the product prices.
• f. Refunds for a returned order will be processed within 7 days after receiving the products that are returned to the point of Origin and the Seller/Shop has confirmed the same.
• g. Refunds for the cancelled order before shipping will be processed within 7 days after the Order is cancelled.
• h. Refunds of the cancelled order after shipping has been initiated will be processed within 7 days after the products of the cancelled order are returned to the point of Origin and the Seller/Shop has confirmed the same.

7. Use of Company Applications, Website, Systems and Services

• a. Subject to compliance with these Terms & Conditions, the company grants you a non-exclusive, limited privilege to access and use its applications, website, and services.
• b. You agree to use the company applications and services only:
  1. for your personal, non-commercial use only;
  2. in accordance with any applicable law, regulation or generally accepted practices or guidelines
• c. You agree not to engage in activities that may adversely affect the use of the applications by the company or other users
• d. You agree not to access (or attempt to access) the company mobile applications and website by any means other than through the interface provided by the company. You agree not to use any deep-link, robot, spider or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the mobile applications or website, or in any way reproduce or circumvent the navigational structure or presentation of the applications and website, materials or any company property, to obtain or attempt to obtain any materials, documents or information through any means not specifically made available through the mobile applications or website.
• e. You acknowledge and agree that by accessing or using the company mobile applications, you may be exposed to content from others that you may consider offensive, indecent, or otherwise objectionable. Although the company would implement measures to avoid posting of any offensive and objectionable content on its mobile applications, websites, systems, or servers, to its best efforts, the company shall disclaim all liabilities arising in relation to such offensive content.
• f. You agree not to:
  1. defame, abuse, harass, threaten, or otherwise violate the legal rights of others via the company applications or website
  2. publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, disparaging, ethnically objectionable, obscene, indecent, or unlawful topic, name, material, or information.
  3. copy, republish, post, display, translate, transmit, reproduce, or distribute any company property through any medium without obtaining the necessary authorization from the company
  4. conduct any unauthorised promotional activities like contests, pyramid schemes, viral campaigns etc that might harm the interest of others
  5. upload or distribute files that contain software or other material protected by applicable intellectual property laws unless you own or control the rights thereto or have received all necessary consents.
  6. upload or distribute files or documents or videos (whether live or pre-recorded) that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of the company applications or website or others’ computers
  7. attempt to gain unauthorized access to any portion or feature of the company applications or other systems or networks connected to them, to any company server, or platforms, by hacking, password mining or any other illegitimate means
  8. engage in any activity that interferes with or disrupts access to the company applications, website, servers, or networks
  9. post any content or information on company applications or website or engage in any activity that might be harmful to children or minors.
  10. disrupt or interfere with the security of, or otherwise cause harm to, the company applications, systems resources, accounts, passwords, servers, or networks connected to or accessible through the company mobile apps, website, or any other affiliated websites
  11. publish or post any content on company apps or website or engage in activities violate any law that in in force for the time being
  12. publish or post any content on company apps or website that would deceives or misleads the addressee about the origin of the content or knowingly and intentionally communicates any information which is patently false or misleading in nature but may reasonably be perceived as a fact
  13. impersonates another person while using the company apps and websites and any other affiliated sites
  14. publish or post any content on company apps or website that can be deemed threatening to 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 cognisable offence or prevents investigation of any offence or is insulting other nation
  15. reverse engineer, modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information or software obtained from the company mobile apps or website
• g. You shall solely be responsible for procuring the necessary computer equipment, mobile devices and internet connections that may be required to access and use the services of the company offered via its mobile applications and website and other systems
• h. You agree and acknowledge that the use of the company services offered via its applications and systems is at your sole risk and that the company disclaims all representations and warranties of any kind, whether express or implied as to condition, suitability, quality, merchantability, and fitness for any purposes are excluded to the fullest extent permitted by law.
• i. You agree not to use the company mobile applications, websites, systems, servers, or services in way which might be deemed to affect serviceability of the these previously mentioned services or adversely impact the business of the company.

8. Intellectual Property Rights

• a. The company mobile applications, website, systems and process, and their interfaces and presentation, including but not limited to, all text, videos, graphics, user interfaces, visual interfaces, sounds and music, artwork, algorithm and computer code (and any of its derivate works), except any third party software available thereto, is owned by the company and the design, structure, selection, co-ordination, expression, look and feel and arrangement of such company property is protected by copyright, patent and trademark laws, and various other intellectual property rights. You are not permitted to use the company property without the prior written consent of the company
• b. The company is not responsible for the content of any third-party sites and does not make any representations regarding the content or accuracy of material on such sites. If you decide to access a link of any third-party websites, you do so entirely at your own risk and expense.

9. Disclaimer of Warranties & Liability

You expressly understand and agree that, to the maximum extent permitted by applicable law:

• a. The company mobile applications, website, systems, and services are provided on an “as is” basis without warranty of any kind, express, implied, statutory, or otherwise, including the implied warranties of title, non-infringement, merchantability, or fitness for a particular purpose. Without limiting the foregoing, the company makes no warranty that
  1. the mobile applications, website, systems, and services will meet your requirements, or your use of the Platform will be uninterrupted, timely, secure, or error-free
  2. the quality of the mobile applications, website, systems, and services will meet your expectations
  3. any errors or defects in the mobile applications, website, systems, and services will be corrected.
• b. No advice or information, whether oral or written, obtained by you from the company shall create any warranty not expressly stated in these Terms and Conditions
• c. The company will not be liable for any loss that you may incur because of unauthorized use of your account or account information in connection with the company mobile application, website, systems, or servers with or without your knowledge.
• d. The company will have no liability related to any user content arising under intellectual property rights, libel, privacy, publicity, obscenity, or other laws. The company also disclaims all liability with respect to the misuse, loss, modification, or unavailability of any user content.
• e. The company shall not be responsible for the delay or inability to use its mobile applications, websites, systems, servers, services or related functionalities, the provision of or failure to provide functionalities, or for any information, software, or functionalities. Further, the company shall not be held responsible for non-availability of its mobile applications, websites, systems, servers, services or related functionalities during periodic maintenance operations or any unplanned suspension of access that may occur due to technical reasons or for any reason beyond the company’s control.
• f. You understand and agree that any material or data downloaded or otherwise obtained through the company mobile applications, websites, systems, servers, services, or related functionalities is done entirely at your own discretion and risk, and that you will be solely responsible for any damage to your computer systems or loss of data that results from the download of such material or data.
• g. The company has put its best efforts to ensure that all the information on its mobile applications, websites, systems, servers is correct, but the company neither warrants nor makes any representations regarding the quality, accuracy or completeness of any data, information regarding the services, functionalities, features or otherwise.
• h. The company is not liable or responsible for the prices or quality of the products and services exchanged between the users on the company mobile applications and systems. The users of the Santhe Merchant App would at their sole discretion, set the prices against the items/products in the shopping list shared by the users via the Santhe App. The users of Santhe App, who would receive offers from merchants, can at their sole discretion choose to accept any one offer from the list of the offers or choose not to accept any offers.
• i. The company is not liable or responsible in any way for the contents of the conversation between the users of the company mobile applications and systems
• j. The company is not liable or responsible for any payment or financial transaction or product delivery arrangements that the users might agree to after being connected with each other on the company applications and systems.
• k. As part of the features and functionalities offered in its mobile applications and website, the company has defined and configured a product catalog with naming and imagery of various products to assist the users to create their shopping lists. The imagery and naming are to be considered as only indicative and do not represent real products or any brands.
• l. While the company has made best efforts to display the colours of various imagery in its applications and websites as accurately as possible, the actual colours of the imagery and content you see will depend on your monitor or device, and the company does not provide any guarantee in respect of such display and will not be responsible or liable for the same.
• m. The company makes no representation that the content on its applications or websites is appropriate to be used or accessed outside the Republic of India. Any users who use or access the company applications or websites from outside the Republic of India, do so at their own risk and are responsible for compliance with the laws of such jurisdiction and the company shall not be liable for the same whatsoever.

10. Indemnification and Limitation of Liability

• a. You agree to indemnify, defend and hold harmless the company and its affiliates including but not limited to its officers, directors, consultants, contractors, agents and employees (“Indemnitees”) from and against any and all losses, liabilities, claims, damages, demands, costs and expenses (including legal fees and disbursements in connection therewith and interest chargeable thereon) asserted against or incurred by the Indemnitees that arise out of, result from, or may be payable by virtue of, any breach or non-performance of any obligation, covenant, representation or warranty by you pursuant to these Terms and Conditions. Further, you agree to hold the Indemnitees harmless against any claims made by any third party due to, or arising out of, or in connection with, your use of the company mobile applications, websites, systems, servers, services, any misrepresentation with respect to the data or information provided by you in relation to your account, your violation of the Terms and conditions, or your violation of any rights of another, including any intellectual property rights.
• b. In no event shall the Indemnitees, be liable to you or any third party for any special, incidental, indirect, consequential, or punitive damages whatsoever, arising out of or in connection with your use of or access of the company mobile applications, websites, systems, servers.
• c. Your indemnification obligation under the company Terms and Conditions will survive the termination of your account or use of the company mobile applications, websites, systems, servers, and services.
• d. Subject to applicable laws, in no event will the company or its employees aggregate liability, arising from or related to use of the company mobile applications, websites, servers, systems, or services shall not exceed INR 100 (One hundred Indian rupees only) for any and all causes of actions brought by you or on behalf of you.

11. Violation of the Terms of Use

You agree that any violation by you of these Terms and Conditions will constitute an unlawful and unfair business practice and will cause irreparable harm to the company for which monetary damages would be inadequate, and you consent to the company obtaining any injunctive or equitable relief that they deem necessary or appropriate in such circumstances. These remedies are in addition to any other remedies that the company may have at law or in equity. If the company takes any legal action against you as a result of your violation of these Terms and Conditions, they will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief that may be granted.

12.Term, Suspension and Termination

• a. You acknowledge that these Terms and Conditions will continue to apply until terminated by either you or the company as set forth below. If you object to these Terms and Conditions or are dissatisfied with the company mobile applications, websites, systems or services, your only recourse is to
  1. Close your Account on the Platform by writing to the company at contact@santhe.in. The company will make your account dormant upon receipt
  2. Stop accessing or uninstalling the company mobile applications, website, systems, or services as is applicable.
• b. The company may delist you or block your future access to the company applications, websites, systems or suspend or terminate your account if it believes, in its sole and absolute discretion that you have infringed, breached, violated, abused, or unethically manipulated or exploited any term of these Terms and Conditions or anyway otherwise acted unethically.
• c. Notwithstanding anything in this clause, these Terms and Conditions will survive indefinitely unless and until the company chooses to terminate them.
• d. You agree and acknowledge, that upon termination, the company shall have the right to retain all non personal or anonymised information pertaining to the transactions initiated by you on the company mobile applications, websites, or systems.

13. Governing Law

These Terms and Conditions shall be governed by and constructed in accordance with the laws of India without reference to conflict of laws principles and disputes arising in relation hereto shall be subject to the exclusive jurisdiction of courts, tribunals, fora, applicable authorities at Bengaluru.

14. Communications

• a. You hereby expressly agree to receive communications by way of SMS, telephone calls, WhatsApp, or e-mails from the company and other third parties duly authorised by the company. You hereby expressly consent to the monitoring and recording, by the company of any and all communications between you and the company or its agents, employees, consultants, contractors, or representatives of the company or of their authorised partners, and such monitoring or recording waives any further notice or consent requirement under the applicable laws.
• b. You can unsubscribe/ opt-out from receiving non-essential communications (promotional, marketing-related) through SMS, WhatsApp, or email anytime by contacting us on contact@santhe.in. However, the company may still send you non-promotional emails/communications, such as emails/communications with respect to the Platform and Your account and related activity/transactions.

15. General Conditions

• a.Amendments: The company reserves the unconditional right to modify or amend this Terms and Conditions without any requirement to notify you of the same. You can determine when this Terms and Conditions was last modified by referring to the “Last Updated” legend above. It shall be your responsibility to check this Terms and Conditions periodically for changes. Your acceptance of the amended Terms and Conditions shall signify your consent to such changes and agreement to be legally bound by the same.
• b. Notice: Notices if any will be served by the company via email on your registered email address or by general notifications on the company mobile applications or websites.
• c. Assignment: You cannot assign or otherwise transfer the Terms and Conditions, or any rights granted hereunder to any third party. The company’s rights under the Terms and Conditions are freely transferable by the company to any third party without the requirement of informing you or seeking your consent.
• d. Severability: If, for any reason, a court of competent jurisdiction finds any provision of these Terms and Conditions, or any portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties as reflected by that provision, and the remainder of the Terms and Conditions shall continue in full force and effect.
• e. Force Majeure: The company shall not be liable to you for its failure to perform or for delay in providing you access to its mobile applications, websites, systems, servers or services to the extent such failure or delay results from causes beyond its reasonable control, including, without limitation, acts of God, fires, explosions, wars or other hostilities, insurrections, revolutions, strikes, labour unrest, earthquakes, floods, pandemic, epidemics or regulatory or quarantine restrictions, unforeseeable governmental restrictions or controls or a failure by a third party hosting provider or internet service provider or on account of any change or defect in the software and/or hardware of your computer system or mobile device.
• f. Waiver: Any failure by the company to enforce or exercise any provision of the Terms and Conditions, or any related right, shall not constitute a waiver by the company of that provision or right.

16. IP Infringement

If you believe that the company and or its mobile applications, websites, systems, or services violates your intellectual property, you must promptly notify the company in writing at contact@santhe.in These notifications should only be submitted by the owner of the intellectual property or an agent duly authorised to act on his/her behalf. However, any false claim by you may result in the termination of your access to the company mobile applications, websites, systems, or services. You are required to provide the following details in your notice:

• a. The intellectual property that you believe is being infringed
• b. The details and location of the item, your think is infringing, on the company mobile applications, websites, or systems
• c. A statement that you believe in good faith that the item you have identified as infringing is not authorised by the intellectual property owner, its agent, or the law to be used in connection with the company mobile applications, websites, or systems
• d. Your contact details, such as your address, telephone number, and/or email
• e. A statement and any supportive documentation that the information you provided in your notice is accurate, and that you are the intellectual property owner, or an agent authorised to act on behalf of the intellectual property owner whose intellectual property is being infringed
• f. Your physical or electronic signature

These Terms and Conditions are an electronic record in terms of the Information Technology Act, 2000 and rules made thereunder as applicable. The Terms and Conditions are (i) published in accordance with the provisions of Rule 3(1)(a) of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 and (ii) generated by a computer system and does not require any physical, electronic, or digital signatures by the company.