These Supplier Terms (“Terms”) govern your access to and use of the Dropspot supplier/lister panel, cataloguing tools, dashboards, integrations, APIs, order-routing tools, and related services made available by [Dropspot legal entity name] (“Dropspot”, “we”, “us”, or “our”).

These Terms apply to every supplier, manufacturer, stockist, importer, distributor, trader, brand owner, or other person or entity listing products on Dropspot (“Supplier”, “Lister”, “you”, or “your”).

By registering as a Supplier, accessing the seller panel, uploading any listing, or accepting any order through Dropspot, you agree to be bound by these Terms, together with all related Dropspot policies, including the Listing & Compliance Policy and the Orders, Returns & Payments Policy (collectively, the “Platform Policies”).

If you do not agree, do not use the seller panel or list products on Dropspot.

1. Nature of the Platform

1.1 Dropspot operates a technology platform that enables third-party suppliers to upload products and make them available for promotion, resale, and fulfilment through the Dropspot ecosystem.

1.2 The Dropspot ecosystem may include:

• the Dropspot website or app;

• the supplier / lister panel;

• the reseller / seller panel;

• reseller-operated storefronts;

• connected external storefronts and channels, including Shopify and similar platforms.

1.3 Dropspot is a marketplace technology provider and, unless expressly stated otherwise in writing, is not the manufacturer, owner, brand owner, importer, warrantor, guarantor, or seller of your products.

1.4 Dropspot does not pre-screen, endorse, or guarantee every third-party listing, product, image, description, specification, or claim uploaded by Suppliers.

2. Supplier Authorisation to Sell Through the Dropspot Ecosystem

2.1 By uploading, publishing, activating, or keeping any product listing live on Dropspot, you expressly authorise Dropspot to make that product available to registered third-party sellers and resellers for onward marketing and sale through their own connected channels.

2.2 You further authorise Dropspot and such registered sellers/resellers to:

• display, reproduce, publish, and distribute your product catalogue data;

• use your product titles, descriptions, specifications, images, videos, and related listing content;

• use your business name, trade name, trademarks, logos, and brand assets solely to the extent required to display, promote, advertise, and sell the products listed by you on Dropspot;

• syndicate your product data through connected dashboards, APIs, and storefronts for the purpose of enabling sales.

2.3 This authorisation is non-exclusive, royalty-free, limited to the Dropspot ecosystem, and remains valid for as long as the listing remains active, subject to:

• completion of accepted or in-process orders;

• archival, legal, compliance, and record-retention requirements;

• reasonable deactivation timelines across connected systems.

2.4 You acknowledge that registered sellers/resellers may market your products under their own storefront branding and may sell those products through their own customer-acquisition channels.

2.5 Nothing in these Terms transfers ownership of your inventory, brand, or intellectual property, except for the limited rights expressly granted under these Terms.

3. Eligibility and Account Responsibility

3.1 You represent that you are legally competent and fully authorised to enter into these Terms.

3.2 If you act on behalf of a business entity, you represent that you have authority to bind that entity.

3.3 You must provide accurate, complete, and updated information during onboarding and throughout your use of the Platform.

3.4 You are responsible for:

• maintaining the confidentiality of your login credentials;

• all activity conducted through your account;

• ensuring that all information and documents submitted by you are true and valid.

3.5 Dropspot may request identity, business, tax, bank, compliance, authorisation, or other verification documents at any time. Failure to provide such documents may result in listing restriction, payout hold, suspension, or termination.

4. Supplier Responsibility

4.1 You are solely responsible for every product and listing uploaded or maintained by you on Dropspot.

4.2 This includes sole responsibility for:

• legality of sale;

• lawful source and title;

• authenticity;

• quality;

• safety;

• merchantability;

• accuracy of product descriptions and images;

• intellectual property compliance;

• packaging and labeling compliance;

• warranties and after-sales obligations;

• fulfilment performance;

• regulatory compliance;

• taxes and statutory declarations.

4.3 You acknowledge that other sellers/resellers in the Dropspot ecosystem may rely on the information supplied by you. You are solely responsible for any issue arising from inaccurate, incomplete, misleading, or unlawful listing content provided by you.

5. Supplier Representations and Warranties

You represent, warrant, and undertake that:

5.1 you have the legal right and authority to list, market, supply, and fulfil each product uploaded by you;

5.2 all products listed by you are genuine, lawful, saleable, and not counterfeit, pirated, infringing, prohibited, unsafe, recalled, expired, adulterated, or otherwise unlawful;

5.3 your listings, product images, brand assets, packaging, descriptions, and sale of products through Dropspot do not infringe any intellectual property or proprietary rights of any third party;

5.4 you hold all permissions necessary for Dropspot and registered downstream sellers/resellers to use your listing content and product assets as permitted under these Terms;

5.5 all information, content, and documents provided by you are true, current, complete, and not misleading;

5.6 your products comply with all applicable laws, regulations, licences, approvals, and category-specific requirements.

6. Content and Listing Licence

6.1 You retain ownership of the trademarks, logos, product images, descriptions, and other content uploaded by you, subject to the licence granted in these Terms.

6.2 You grant Dropspot a non-exclusive, royalty-free licence to host, store, reproduce, format, classify, distribute, and make your listing content available within the Dropspot ecosystem for the purpose of displaying, promoting, advertising, and selling your listed products.

6.3 You confirm that you have the right to grant this licence.

6.4 You shall not upload any content, mark, image, video, or product data that you are not legally entitled to use or sublicense for the purposes described in these Terms.

7. Orders and Fulfilment

7.1 Orders may originate from reseller-operated or connected channels using your catalogue through Dropspot.

7.2 Once an order is routed to you, you are responsible for supplying and fulfilling that order in accordance with the applicable Platform Policies.

7.3 Dropspot may facilitate order-routing, communication, shipment integration, settlements, and related workflows, but such facilitation does not make Dropspot the manufacturer, seller, or product-liable party for your goods.

7.4 Detailed rules relating to dispatch, returns, refunds, payouts, deductions, COD, RTO, and settlements are governed by the Orders, Returns & Payments Policy.

8. Platform Rights and Enforcement

8.1 Dropspot may, at its sole discretion and with or without prior notice:

• remove, disable, suppress, or restrict any listing;

• request invoices, authorisations, certifications, or other supporting documents;

• hold payouts or create reserves;

• block relisting of affected products;

• suspend, restrict, or terminate your account.

8.2 Dropspot may take such action if it receives a complaint, notice, legal communication, or credible indication of:

• intellectual property infringement;

• counterfeit or unauthorised goods;

• misleading listings;

• product defects or safety issues;

• fraud or abuse;

• non-compliance with law or Platform Policies;

• failure by you to provide satisfactory supporting documents.

8.3 The fact that Dropspot allows a listing to go live does not amount to approval, certification, endorsement, or acceptance of liability for that listing or product.

9. No Agency; No Guarantee

9.1 Nothing in these Terms creates any partnership, agency, joint venture, employment, franchise, or fiduciary relationship between you and Dropspot.

9.2 Dropspot does not guarantee:

• that your products will be marketed by any particular reseller;

• any minimum sales, visibility, or order volume;

• uninterrupted platform availability;

• customer demand or reseller performance.

9.3 Dropspot does not guarantee the legality, quality, authenticity, or performance of any third-party listing, including yours.

10. Indemnity

10.1 You shall defend, indemnify, and hold harmless Dropspot, its affiliates, directors, officers, employees, agents, service providers, payment partners, logistics partners, and registered resellers from and against any claims, notices, losses, damages, liabilities, penalties, costs, refunds, reversals, and expenses, including reasonable legal fees, arising from or relating to:

• your listings;

• your products;

• your content or brand assets;

• product defects, misdescription, or non-compliance;

• intellectual property or proprietary rights claims;

• your breach of these Terms or Platform Policies;

• your acts, omissions, fraud, negligence, or misconduct.

10.2 This indemnity survives suspension, termination, delisting, and closure of your account.

11. Limitation of Liability

11.1 To the fullest extent permitted by law, Dropspot shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or any loss of profit, revenue, goodwill, data, or business opportunity arising out of or in connection with:

• your use of the seller panel;

• any reseller’s marketing, pricing, or customer interaction;

• any complaint, takedown, suspension, or enforcement action;

• any defect, refund, return, cancellation, or dispute relating to your products;

• any reliance placed on content supplied by you.

11.2 To the fullest extent permitted by law, Dropspot’s aggregate liability under these Terms shall not exceed the lower of:

• the net fees earned by Dropspot from your account in the three months preceding the event giving rise to the claim; or

• INR 10,000.

11.3 Nothing in these Terms excludes liability to the extent such liability cannot be excluded under applicable law.

12. Suspension and Termination

12.1 Dropspot may suspend, restrict, delist, deactivate, or terminate your account or listings at any time if:

• you breach these Terms or Platform Policies;

• your listings or conduct create legal, fraud, quality, safety, or reputational risk;

• your information cannot be verified;

• required documents are not provided;

• such action is necessary for commercial, operational, or legal reasons.

12.2 Suspension, delisting, or termination does not affect:

• orders already accepted or under review;

• Dropspot’s recovery, set-off, or payout hold rights;

• record retention obligations;

• your indemnity, liability, cooperation, and survival obligations.

13. Governing Law and Jurisdiction

These Terms shall be governed by the laws of India.

Subject to any separate written dispute-resolution arrangement, the courts at [Bengaluru, Karnataka] shall have exclusive jurisdiction over disputes arising out of or in connection with these Terms.

14. Survival

The provisions relating to authorisation, licence, supplier responsibility, enforcement, indemnity, limitation of liability, record retention, payment recovery, and dispute resolution shall survive suspension, delisting, termination, and closure of your account.

15. Contact

For seller-panel notices, compliance submissions, or legal communications, contact:

Dropspot Seller Support / Compliance
Email: [●]
Phone: [●]
Address: [●]