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Terms & Conditions

Terms & Conditions

STANDARD TERMS AND CONDITIONS FOR RETAILERS ON THE INDIYAZ PLATFORM

These Standard Terms and Conditions (“Terms”) constitute a binding agreement between we, Private Limited, a company incorporated under the Companies Act, 2013,  (hereinafter  “we/our/ours/us” “TANGI”), and you, the Retailer (“you/your/yours/” “Retailer”) , who agrees to be bound by these Terms by executing the Onboarding Form or accessing the Indiyaz Platform (the “Platform”)  and Retailer Services (collectively “Services”) If you disagree with any part of these Terms and Conditions then you may not access the Service.

Your access to and use of the Services is conditioned on your acceptance of and compliance with the TANGI policies.

TANGI reserves the right to update and change the Terms from time to time. You are advised to check the Terms from time to time for any updates or changes that may impact you. If, for any reason, we believe that you have not complied with these terms and conditions, we may, at our sole discretion, cancel or restrict your access to all or part of TANGI Platform and Services immediately and without prior notice.

You must read, agree with, and accept all of the terms and conditions expressly referenced in these Terms before signing up on the Platform.

  • Definitions:

For the purpose of these Terms and Conditions, the following capitalized terms shall have the meanings assigned below, unless the context otherwise requires:

    • “Account” means a unique account created for the Retailer to access our Services and Platform.
    • “Platform” means the software application known as ‘INDIYAS’, developed and maintained by TANGI, which enables the Retailer to receive and manage customer orders via WhatsApp for Business, process payments, manage limited inventory (where applicable), and utilize advertising and promotional tools.
    • “Customer” means any individual or entity who places an order for goods or services through the Retailer’s WhatsApp for Business number integrated with the Platform.
    • “KYC Documents” refers to the documents required from the Retailer for onboarding onto the Platform, which includes but is not limited to a GST certificate, legal business name, nature of business, and any other documents mandated by applicable law or by TANGI in its sole discretion.
    • “Retailer” means any person or legal entity engaged in the business of retailing any permitted goods and registered as a vendor on the Platform for the purposes of offering such goods to end-customers through the Platform.
    • “Service Fee” refers to the commercial amounts payable by the Retailer to TANGI for the services rendered under these Terms, including the one-time onboarding fee and per-order commission or transaction fee, as agreed in Annexure – 1.
    • “Onboarding Form” means the physical or digital form provided by TANGI to the Retailer at the time of registration, which captures relevant business details, payment details, and service preferences.
    • “WABA” refers to the WhatsApp Business Account created and maintained for each Retailer under the Platform, using a dedicated mobile number as specified under the onboarding process.
  • Scope of Services:
    • TANGI shall provide the Retailer with access to the Platform in order to facilitate the following:
  • Creation of an account by the Retailer on the Platform for accessing the Services available on the Platform.
  • Creation and configuration of a dedicated WhatsApp for Business (WABA) account using a new mobile number provided by the Retailer;
  • Technical integration of the WABA with the Platform to enable seamless interaction with Customers through WhatsApp, including automated workflows, chatbot services, and order management features;
  • Access to a basic storefront account where the Retailer can receive, track, and fulfil customer orders placed via WhatsApp through text messages, voice notes, or photos of shopping lists;
  • Integration of a payment gateway through which payment links can be shared with Customers and payments can be directly received by the Retailer into its bank account;
  • Access to optional promotional tools to market the Retailer’s goods and services to Customers, subject to applicable charges;
  • At TANGI’s sole we are not providing delivery service and activity, assignment of delivery personnel
  • Access to a digital wallet on the Platform to use promotional tools to promote their products.
  • Access to advertisement on the Platform.
    • Eligibility norms for admission for Store Owner account on the Platform:
  • Retailer must provide the following documents:
  • For Business verification:
  • GST registration certificate
  • PAN Card
  • Shops & Establishment License (if applicable)
  • FSSAI License (if applicable)
  • KYC documents:
  • Identity Proof: Aadhaar, Passport, Voter ID
  • Address Proof: utility bills, Bank statements
  • Bank account details:
  • Bank Statements
  • Bank account in the name of business or proprietor for settlements
  • The Onboarding process is subject to a document review process by TANGI’s team. TANGI reserves the right to periodically review and amend the above requirements. If you require any more information or have any questions regarding the onboarding process, please feel free to contact us.
  • Rejection of documents by Payment gateway will be based on their internal policy, TANGI will not be responsible for the rejection of account while onboarding.
  • Meta will reject or restrict to onboard the WABA TANGI will not be responsible for the same.
    • These Platform services are provided on a non-exclusive and revocable basis and are intended solely for use by the Retailer in the ordinary course of its business, subject to compliance with these Terms and any additional policies notified by TANGI from time to time.
  • Retailer Obligations:
    • On-boarding Obligations:
  • The Retailer shall be responsible for ensuring its name (including the legal name of the company, if applicable) is visible on the Platform.
  • The Retailer shall acquire a new mobile number (SIM card) that has not been used for WhatsApp communication for a minimum of six (6) months prior to onboarding, to be used for the WABA setup;
  • The Retailer shall furnish the required KYC Documents for verification and setup, including but not limited to:
  • Goods and Services Tax (GST) registration certificate;
  • Name and constitution of business (proprietorship, partnership, company, etc.);
  • Categories of goods sold;
  • Permanent Account Number (PAN) and any other documents as may be required by TANGI;
  • The Retailer shall link its active bank account to the Platform’s payment gateway for the purpose of receiving customer payments;
  • The Retailer shall pay the one-time onboarding fee as specified by TANGI in accordance with the onboarding plans available on the Platform before services are activated.
  • The Retailer shall, in accordance with their onboarding plan, open a digital wallet and shall provide relevant documents and KYC to TANGI for opening wallets on the Platform.
    • Operational Obligations:
    • Upon opening a store account, the Retailer must provide TANGI information that is accurate, complete, and current at all times. Any failure to do so, shall constitute a breach of the Terms.
    • The Retailer may not use a username of another person or entity that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than the Retailer without proper authorization, or a name that is otherwise offensive, vulgar or obscene.
    • The Retailer shall use the WABA account exclusively for communicating with Customers in connection with orders and delivery under the Platform;
    • The Retailer shall ensure that all goods ordered by Customers are promptly processed, packed, and kept ready for delivery or pickup as applicable;
    • The Retailer shall maintain the quality, quantity, and pricing of goods listed or sold through the Platform and shall be solely responsible for compliance with applicable laws and consumer protection standards;
    • The Retailer shall ensure that order payments are collected through the Platform-provided payment links only, and shall not divert Customers to alternative payment methods unless expressly permitted by TANGI;
    • The Retailer shall maintain the confidentiality of its login credentials and WABA account access and shall notify TANGI of any unauthorized use or access of its store account immediately;
    • The Retailer shall not misuse the Platform for unsolicited messages, false advertising, conduct of illegal activities/business, or any prohibited goods or services;
    • The Retailer shall be responsible for ensuring that delivery personnel (if provided or independently arranged) adhere to reasonable service standards and customer experience guidelines.
  • Commercial Terms:
    • Fees and Charges:
  • The Retailer shall pay TANGI a one-time onboarding fee at the time of registration, as per the subscription plans available on the Platform.
  • In addition to the onboarding fee, the Retailer shall pay a per-order service fee to TANGI, calculated on each transaction/order placed through the Platform. The applicable service fee may vary depending on transaction volume, location, and other commercial terms as may be separately agreed.
  • All fees shall be exclusive of applicable taxes, including GST, which shall be charged additionally at prevailing rates.
  • The Retailer authorizes TANGI to deduct such fees from any wallet maintained on the Platform, or to raise monthly invoices, payable within seven (7) days from the date of receipt. Late payments may attract interest at the rate of 1.5% per month or part thereof.
    • TANGI reserves the right to revise its fee structure (onboarding or per-order charges) by providing the Retailer with at least thirty (30) days’ prior written notice. Continued use of the Platform after such notice shall constitute deemed acceptance of the revised fees.
    • Onboarding fees, once paid, shall be non-refundable unless the onboarding process is terminated by TANGI due to capacity constraints or technical ineligibility.
  • Delivery and Inventory:
    • Retailer Fulfilment:
  • The Retailer shall be responsible for preparing and packaging customer orders in a timely and professional manner.
  • The Retailer shall ensure that goods are fit for sale, safe for consumption (where applicable), and conform to all labelling and packaging requirements under applicable laws.
  • Order confirmation, dispatch, and delivery updates (if enabled) must be recorded via the Platform interface or as instructed by TANGI.
    • Delivery Personnel Support:
  • TANGI may, Not provide the delivery service as it is sole responsibility of the Retailers.
  • TANGI shall not be liable for delivery delays or service failures caused by delivery personnel not directly employed or supervised by TANGI.
    • Returns and Refunds Policy
  • Returns Eligibility:

The Retailer must ensure that their return and refund policies comply with the Consumer  Protection (E-Commerce) Rules, 2020, The Consumer Protection Act, 2019, and any other applicable laws, rules, regulations. The Retailer shall agree to accept returns of products sold through the Platform under the following conditions:

  • The product is defective, damaged, expired, counterfeit, or materially different from what was described at the time of purchase.
  • The customer initiates a return request within the applicable return window as specified for the product category.
  • The product is returned in its original condition, including all tags, packaging, accessories, and invoices.
  • Refunds:

Refunds shall be processed to the customer upon successful receipt and inspection of the returned product. Refunds will not be processed via TANGI it should be done by Retailers to the customers.

  • Customer Disputes:

The Retailer shall take full responsibility of the return stock & refunds TANGI will not involve in the process, subject to applicable law.

  • Promotion and Advertisement:
    • Self-Promotion by Retailer:
  • Retailers may use promotional tools within the Platform to advertise their products and services to their existing and prospective Customers.
  • Retailers must add funds to their dedicated digital wallet on the Platform to activate such promotions.
  • Wallet balances shall be non-withdrawable and can only be used for availing promotional services. TANGI shall not be obligated to refund any unutilized wallet amounts.
    • Brand Promotion by TANGI
  • TANGI may, from time to time, collaborate with third-party brands to promote their products through the Retailers’ WABA interface.
  • Participation in such campaigns by the Retailer shall be voluntary. If the Retailer agrees to participate, they shall receive promotional compensation as per the terms separately notified. The Retailer agrees to be bound by such agreement entered into between the third-party brands and shall provide and signatures, if required by TANGI, for entering into such agreements.
  • TANGI shall retain the right to control the messaging, frequency, and branding format of such promotions.
    • Advertisement Charges:
  • Advertisement services, including but not limited to message broadcasts, banner placements, and customer retargeting, shall be charged as per applicable rate cards, which may be revised by TANGI from time to time.
  • The Retailer agrees to pay all applicable advertisement charges in advance through the wallet mechanism or other payment mode enabled by TANGI.
  • Platform Ownership and Intellectual Property:
    • Ownership:

All rights, title, and interest in and to the Platform, including all intellectual property rights, software code, databases, designs, user interfaces, logos, trademarks, trade secrets, and all related documentation and enhancements thereof, shall remain the sole and exclusive property of TANGI or its licensors.

    • Limited License:

Subject to compliance with these Terms, TANGI grants the Retailer a limited, non-exclusive, non-transferable, and revocable license to access and use the Platform solely for conducting retail operations through WABA for the benefit of end-customers. You may not reproduce, copy, distribute, store, or in any other fashion re-use, sell, rent, or sub-license any content or material unless otherwise indicated on the Platform or unless given express written permission to do so by TANGI.

    • Restrictions:

The Retailer shall not:

  • modify, adapt, translate, reverse-engineer, decompile, or disassemble any part of the Platform;
  • create any derivative works based on the Platform;
  • use the Platform for purposes other than those expressly permitted under these Terms;
  • license, sublicense, rent, sell, assign, or otherwise commercially exploit the Platform or make it available to any third party.
  • Confidentiality and Data Protection:
    • Confidentiality:

Each Party shall maintain in strict confidence all non-public information, trade secrets, business plans, pricing, technical documentation, and other confidential information disclosed by the other Party, whether orally or in writing (“Confidential Information”). Each Party shall use such Confidential Information solely for the purpose of fulfilling its obligations under these Terms and shall not disclose it to any third party without the prior written consent of the disclosing Party.

    • Data Protection:
  • The Retailer agrees and acknowledges that TANGI may collect, process, and use data, including Personal Information of Customers, solely for purposes of order fulfilment, analytics, marketing (with consent), and operational improvement.
  • TANGI shall comply with applicable laws relating to data protection and privacy.
  • The Retailer shall not misuse, sell, or disclose Customer data obtained via the Platform except as necessary to fulfill customer orders or as required under law.
  • Retailer shall implement adequate technical and organizational safeguards to prevent unauthorized access, loss, or misuse of customer data.
  • Term and Termination:
    • Term:

These Terms shall become effective on the date the Retailer completes onboarding on the Platform by paying the applicable onboarding fee and submitting the requisite KYC documentation. Unless terminated earlier in accordance with this Clause 9, these Terms shall remain in force on a continuing basis so long as the Retailer continues to use the Platform and maintains an active WABA account registered under INDIYAS.

    • Termination for Cause:

TANGI may immediately suspend or terminate the Retailer’s access to the Platform, in whole or in part, without prior notice, in the event of:

  • any material breach of these Terms;
  • submission of false or misleading information during onboarding or thereafter;
  • use of the Platform for unlawful purposes;
  • non-payment of service fees or charges;
  • inactivity for a continuous period exceeding 60 days.
    • Consequences of Termination:
  • Upon termination, the Retailer’s access to the Platform shall be disabled, and all pending promotions and wallet balances shall be forfeited unless otherwise agreed in writing.
  • All outstanding dues owed to TANGI by the Retailer shall become immediately payable.
  • Clauses relating to confidentiality, data protection, intellectual property, and limitation of liability shall survive termination.
  • Indemnity:
    • The Retailer shall indemnify, defend, and hold harmless TANGI, its directors, officers, employees, agents, affiliates, and service providers (from and against any and all claims, damages, liabilities, losses, costs, and expenses (including reasonable attorney’s fees) arising out of or in connection with:
  • any breach of these Terms or applicable law by the Retailer;
  • any claim made by a Customer or third party arising out of the sale, delivery, quality, or labeling of goods or services offered by the Retailer;
  • unauthorized use or misuse of the Platform or the WABA account by the Retailer;
  • any content, message, or communication shared by the Retailer through WhatsApp that violates applicable advertising, consumer, or content regulations;
  • any negligence, fraud, or willful misconduct by the Retailer or its employees or agents.
    • TANGI shall promptly notify the Retailer of any indemnifiable claim and may, at its sole discretion, allow the Retailer to assume defense of such claim at the Retailer’s cost. TANGI reserves the right to participate in such proceedings with counsel of its choice at its own cost.
    • The indemnity obligations of the Retailer shall survive the termination or expiry of these Terms.
  • Limitations:
    • Retailers agrees to protect and defend TANGI against all claims arising on our Platform. No Link(s) should appear on the Platform or WABA account that may be libelous, obscene, or unlawful, or which infringes, otherwise violates, or advocates the infringement or other violation of, any third-party rights.
    • TANGI is not liable for any damages (including without limitation, damages for loss of data or profit, or due to business interruption) arising out of the use or inability to use the materials on the Platform or the Services.  To the maximum extent permitted by law, we accept no liability for any direct or indirect loss or damage, foreseeable or otherwise, including indirect, consequential, special, or exemplary damages arising from the use of the Platform or any information contained therein. You should be aware that you use the Platform and its tools at your own risk.
  • Disclaimer:
    • All the information on this Platform is published in good faith and for general information purposes only. We do not ensure that the information on this website is correct, we do not warrant its completeness or accuracy; nor do we promise to ensure that the website remains available or that material on the website is kept up to date. TANGI excludes all representations, warranties, and conditions that the website will meet your requirements; that it will be of satisfactory quality, that it will be fit for a particular purpose, that it will not infringe the rights of third parties, that it will be compatible with all systems, that it will be secure and that all information provided will be accurate. We make no guarantee of any specific results from the use of our Service or Services.
    • No part of this Platform is intended to constitute advice and the content of this website should not be relied upon when making any decisions or taking any action. Whilst TANGI uses reasonable endeavors to ensure the website is secure and free of errors, viruses, and other malware, you are strongly advised to take responsibility for your own internet security, your personal details, and your computers.
  • Governing Law :
    • These Terms shall be governed by and construed in accordance with the laws of India, without regard to any conflict of law principles. Subject to Clause 11.2, the courts situated in Chennai, India shall have exclusive jurisdiction over all disputes arising out of or in connection with these Terms.
  • Miscellaneous:
    • No Waiver

In the event that any party to these Terms and Conditions fail to exercise any right or remedy contained herein, this shall not be construed as a waiver of that right or remedy.

    • Assignment

The Retailer shall not assign or transfer any of its rights or obligations under these Terms, in whole or in part, without the prior written consent of TANGI. TANGI may assign or delegate its obligations under these Terms to any affiliate, successor, or third-party service provider without notice or consent.

    • Amendments

TANGI reserves the right to amend these Terms at any time by publishing the updated terms on its Platform or notifying the Retailer via email, WABA, or dashboard communication. The Retailer’s continued use of the Platform after such notification shall constitute deemed acceptance of the revised Terms.

    • Force Majeure

TANGI shall not be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, epidemics, cyberattacks, server outages, governmental actions, or labor disputes.

    • Privacy

Use of the Platform is also governed by our Privacy Policy  Please click on the link above to view the Privacy Policy. By accessing the Platform, you agreed to be bound by the Privacy Policy and how TANGI shall process your data.

    • Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

    • Sound Box

These Terms and Conditions (“Terms”) govern the usage of the Sound Box (“Device”) provided to the Retailer by Indiyaz. By accepting and using the Device, the Retailer agrees to comply with these Terms.

1. Ownership and Custody

1.1 The Sound Box always remains the property of Indiyaz.
1.2 The Retailer is granted the right to use the Device solely for receiving payment alerts related to transactions through Indiyaz.
1.3 The Device shall not be sold, leased, pledged, or transferred to any third party without prior written consent from Indiyaz.

2. Usage

2.1 The Device is to be used exclusively for payment notifications linked to the Retailer’s Indiyaz account.
2.2 The Retailer shall ensure the Device is kept in good working condition, placed in a safe location, and used in accordance with the provided guidelines.
2.3 Any unauthorised modification, tampering, or repair is strictly prohibited.

3. Maintenance and Damage

3.1 In case of technical issues, the Retailer must promptly inform Indiyaz for support or replacement.
3.2 The Retailer shall be responsible for any damage caused by misuse, negligence, or intentional acts.
3.3 In the event of loss or irreparable damage, the Retailer shall bear the replacement cost as per Indiyaz’s current rates.

4. Fees and Charges

4.1 The Sound Box may be provided free of charge or on a rental/subscription basis, as agreed in writing.
4.2 Indiyaz reserves the right to recover any unpaid rental or service charges related to the Device.

5. Return of Device

5.1 Upon termination of the Indiyaz service, the Retailer must return the Sound Box in good condition within 7 days.
5.2 Failure to return the Device will result in recovery of the replacement cost and/or legal action.

6. Termination

6.1 Indiyaz may withdraw or deactivate the Device at any time in cases of non-compliance with these Terms, fraudulent activity, or misuse.
6.2 Termination of the Retailer’s Indiyaz account will automatically terminate the right to use the Sound Box.

7. Liability

7.1 Indiyaz shall not be liable for any losses arising due to failure of the Device caused by network issues, power outages, or misuse by the Retailer.
7.2 The Retailer shall indemnify Indiyaz against any claims, damages, or costs arising from misuse of the Device.

8. Amendments

Indiyaz reserves the right to update these Terms & Conditions at any time. The updated terms will be communicated to the Retailer and shall be binding from the date of notification.

Acceptance:
By signing below or by using the Device, the Retailer confirms that they have read, understood, and agreed to these Terms & Conditions.

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