TERMS OF SERVICE AGREEMENT

LAST REVISION: [October 2024]

PLEASE READ THIS TERMS OF SERVICE AGREEMENT CAREFULLY. BY USING THIS WEBSITE OR ORDERING PRODUCTS FROM THIS WEBSITE YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT.

This Terms of Service Agreement (the "Agreement") governs your use of this website, www.ninestores.com (the "Website"), Nine Technologies ("Business Name") offer a platform for you the Vendor who can offer your products and/or services for sale on this Website. This Agreement includes, and incorporates by this reference, the policies and guidelines referenced below. Nine Technologies reserves the right to change or revise the terms and conditions of this Agreement at any time by posting any changes or a revised Agreement on this Website. Nine Technologies will alert you that changes or revisions have been made by indicating on the top of this Agreement the date it was last revised. The changed or revised Agreement will be effective immediately after it is posted on this Website. Your use of the Website following the posting any such changes or of a revised Agreement will constitute your acceptance of any such changes or revisions. Nine Technologies encourages you to review this Agreement whenever you visit the Website to make sure that you understand the terms and conditions governing use of the Website. This Agreement does not alter in any way the terms or conditions of any other written agreement you may have with Nine Technologies for other products or services. If you do not agree to this Agreement (including any referenced policies or guidelines), please immediately terminate your use of the Website. If you would like to print this Agreement, please click the print button on your browser toolbar.

This Vendor User Agreement is between you, the Vendor and Nine Technologies a sole proprietorship firm. Nine Stores Support.

I. PRODUCTS (Software As A Service) Terms of Offer. Our website www.ninestores.com offers its software product in the Software As a Service model (the "Products") which is based on a subscription fee, to be levied every month, quarter, half yearly and yearly basis. By entering into a subscription agreement through this Website, you agree to the terms set forth in this Agreement. Nine Technologies reserves the right to change the subscription model as it feels necessary.

 Eligibility Criteria.You must be over the age of 18 years according to applicable law to enter into this Agreement to user the Software License and Services. When you enter into this Agreement with Nine Stores, you are affirming that you have the eligibility to enter into this agreement on your sole discretion. We may use the latest tracking methodologies using our software to confirm the eligibility criteria. If Nine Technologies finds that the information provided by you is of incorrect nature, we reserve the right to revoke the license given to you and suspend or terminate your account.

Customer Solicitation: Unless you notify our third party call center reps or direct Nine Technologies sales reps, while they are calling you, of your desire to opt out from further direct company communications and solicitations, you are agreeing to continue to receive further emails and call solicitations Nine Technologies and its designated in house or third party call team(s).

Opt Out Procedure: We provide 3 easy ways to opt out of from future solicitations. 1. You may use the opt out link found in any email solicitation that you may receive. 2. You may also choose to opt out, via sending your email address to: unsusbscribe@ninestores.com. You may choose to opt out of your account by using our website. We will provide necessary options for you, your vendors and customers to delete their accounts. We may continue to store your data on our servers for an indefinite amount of time as we feel necessary. We may share this data with local authorities appointed by law when being asked by the authorities themselves. We will not sell your data to any third party, use it for advertisement revenue at all. Please read our privacy policy for more information on how we protect your privacy. 3. You may send a written remove request to Nine Technologies snail mail address given above.

Proprietary Rights. Nine Technologies has proprietary rights and trade secrets in the Products. You may not copy, reproduce, resell or redistribute any Product manufactured and/or distributed by Nine Technologies. Nine Technologies also has rights to all trademarks and trade dress and specific layouts of this website, including calls to action, text placement, images and other information. Goods and Service Tax. When you subscribe to services offered by Ninestores website, you will be charged

II. WEBSITE

Content; Intellectual Property; Third Party Links. In addition to making Products available, this Website also offers information and marketing materials. This Website also offers information, both directly and through indirect links to third-party websites. Nine Technologies has created all the content information offered on this Website; such content is protected by intellectual property laws of the India, foreign nations, and international bodies. Unauthorized use of the material may violate copyright, trademark, and/or other laws. You acknowledge that your use of the content on this Website is for operating your marketplace business where you the Vendor will provide services to your customers. Any links to third-party websites are provided solely as a convenience to you. Nine Technologies does not endorse the contents on any such third-party websites. Nine Technologies is not responsible for the content of or any damage that may result from your access to or reliance on these third-party websites.

Use of Website; Nine Technologies is not responsible for any damages resulting from use of this website by anyone. You will not use the Website for illegal purposes or selling any illegal products or services. You will (1) abide by all applicable local, state, national, and international laws and regulations in your use of the Website (including laws regarding intellectual property), (2) not interfere with or disrupt the use and enjoyment of the Website by other users, (3) not engage, directly or indirectly, in transmission of "spam", chain letters, junk mail or any other type of unsolicited communication, and (5) not defame, harass, abuse, or disrupt other users of the Website

License. By using this Website, you are granted a limited, non-exclusive, non-transferable right to use the content and materials on the Website in connection with your business use of the Website. You may not copy, reproduce, transmit, distribute, or create derivative works of such content or information without express written authorization from Nine Technologies or the applicable third party (if third party content is at issue).

Services Offered. We will be hosting Nine Stores under the Software As A Service model and will be available to you on a Subscription model and will made active for you upon payment of the subscription fees. Under this model other sellers, vendors will also be hosted on our website and will be provided similar marketplace or store services. Our servers may be hosted on third party cloud computing service providers. We will be bound by the Agreement of these cloud computing service providers for factors like reliability, availability, speed of network, storage services. Nine Technologies is not liable for any damage or harm resulting from any service disruptions which are provided by the cloud computing service providers.

Payment Terms and Refund Policy. Nine technologies provide an invoice to its customers who will get the license for the SAAS application we host and will be known as www.ninestores.com/Nine Stores. All charges must be paid in advance according to the then current prices applicable to the services offered. All sales will be final and Nine Technologies offers no partial or full refunds of any kind on any purchase unless otherwise expressed explicitly, even if services are suspended, terminated before the end of services. Nine Technologies expressly reserves the right to change or modify its prices and fees at any time, and such changes or modifications shall be posted on its website and be deemed effective immediately without any further notice to the SAAS License holder. Nine Technologies and its website www.ninestores.com/Nine Stores may, at its sole discretion, extend its payment terms to you the licensee. In such an event, you agree that your obligation to pay Nine Technologies for the services offered begins on the date of purchase and does not end until paid in full, even if services are abondaoned, suspended or terminated prior to such time.

Payment Processor Terms. As part of your ability to accept/engage in financial transactions while using the Services, You will be required to establish a Payments Account. If you were boarded onto the Nine Stores platform on, or after, September 2022, Your Payments Account will be provided by BasisPay, our Payment Processing Partner. You acknowledge that separate terms and conditions will govern your use of any services that may be provided by Processor, including your exclusive use of Processor to facilitate all transactions on/from your HighriseHub site. You agree to comply with the Processor’s Merchant Processing Agreement Terms and Conditions, which may be amended from time to time, and are available at Payment Processor Terms

Posting. By posting, storing, or transmitting any content on the Website, you hereby grant Nine Technologies a perpetual, worldwide, non-exclusive, royalty-free, assignable, right and license to use, copy, display, perform, create derivative works from, distribute, have distributed, transmit and assign such content in any form, in all media now known or hereinafter created, anywhere in the world. Nine Technologies does not have the ability to control the nature of the user-generated content offered through the Website. You are solely responsible for your interactions with other users of the Website and any content you post. Nine Technologies is not liable for any damage or harm resulting from any posts by or interactions between users. Nine Technologies reserves the right, but has no obligation, to monitor interactions between and among users of the Website and to remove any content Nine Technologies deems objectionable.

III. DISCLAIMER OF WARRANTIES

YOUR USE OF THIS WEBSITE AND/OR PRODUCTS ARE AT YOUR SOLE RISK. THE WEBSITE AND PRODUCTS ARE OFFERED ON AN "AS IS" AND "AS AVAILABLE" BASIS. Nine Technologies EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT WITH RESPECT TO THE PRODUCTS OR WEBSITE CONTENT, OR ANY RELIANCE UPON OR USE OF THE WEBSITE CONTENT OR PRODUCTS. ("PRODUCTS" INCLUDE TRIAL PRODUCTS.)

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, Nine Technologies MAKES NO WARRANTY:

THAT THE INFORMATION PROVIDED ON THIS WEBSITE IS ACCURATE, RELIABLE, COMPLETE, OR TIMELY.

THAT THE LINKS TO THIRD-PARTY WEBSITES ARE TO INFORMATION THAT IS ACCURATE, RELIABLE, COMPLETE, OR TIMELY.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THIS WEBSITE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PRODUCTS OR THAT DEFECTS IN PRODUCTS WILL BE CORRECTED.

REGARDING ANY PRODUCTS PURCHASED OR OBTAINED THROUGH THE WEBSITE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

IV. LIMITATION OF LIABILITY

Nine Technologies ENTIRE LIABILITY, AND YOUR EXCLUSIVE REMEDY, IN LAW, IN EQUITY, OR OTHWERWISE, WITH RESPECT TO THE WEBSITE CONTENT AND PRODUCTS AND/OR FOR ANY BREACH OF THIS AGREEMENT IS SOLELY LIMITED TO THE AMOUNT YOU PAID, LESS SHIPPING AND HANDLING, FOR PRODUCTS PURCHASED VIA THE WEBSITE. Nine Technologies WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH THIS AGREEMENT OR THE PRODUCTS IN ANY MANNER, INCLUDING LIABILITIES RESULTING FROM (1) THE USE OR THE INABILITY TO USE THE WEBSITE CONTENT OR PRODUCTS; (2) THE COST OF PROCURING SUBSTITUTE PRODUCTS OR CONTENT; (3) ANY PRODUCTS PURCHASED OR OBTAINED OR TRANSACTIONS ENTERED INTO THROUGH THE WEBSITE; OR (4) ANY LOST PROFITS YOU ALLEGE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

V. INDEMNIFICATION You will release, indemnify, defend and hold harmless Nine Technologies, and any of its contractors, agents, employees, officers, directors, shareholders, affiliates and assigns from all liabilities, claims, damages, costs and expenses, including reasonable attorneys' fees and expenses, of third parties relating to or arising out of (1) this Agreement or the breach of your warranties, representations and obligations under this Agreement; (2) the Website content or your use of the Website content; (3) the Products or your use of the Products (including Trial Products); (4) any intellectual property or other proprietary right of any person or entity; (5) your violation of any provision of this Agreement; or (6) any information or data you supplied to Nine Technologies. When Nine Technologies is threatened with suit or sued by a third party, Nine Technologies may seek written assurances from you concerning your promise to indemnify Nine Technologies; your failure to provide such assurances may be considered by Nine Technologies to be a material breach of this Agreement. Nine Technologies will have the right to participate in any defense by you of a third-party claim related to your use of any of the Website content or Products, with counsel of Nine Technologies choice at its expense. Nine Technologies will reasonably cooperate in any defense by you of a third-party claim at your request and expense. You will have sole responsibility to defend Nine Technologies against any claim, but you must receive Nine Technologies prior written consent regarding any related settlement. The terms of this provision will survive any termination or cancellation of this Agreement or your use of the Website or Products.

VI. PRIVACY Nine Technologies believes strongly in protecting user privacy and providing you with notice of Nine Stores use of data. Please refer to Nine Technologies privacy policy, incorporated by reference herein, that is posted on the Website.

VII. AGREEMENT TO BE BOUND By using this Website or subscribing ordering Products, you acknowledge that you have read and agree to be bound by this Agreement and all terms and conditions on this Website.

VIII. GENERAL

Force Majeure. Nine Technologies will not be deemed in default hereunder or held responsible for any cessation, interruption or delay in the performance of its obligations hereunder due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, or boycott.

Cessation of Operation. Nine Technologies may at any time, in its sole discretion and without advance notice to you, cease operation of the Website and distribution of the Products and/or Services.

Entire Agreement. This Agreement comprises the entire agreement between you and Nine Technologies and supersedes any prior agreements pertaining to the subject matter contained herein.

Effect of Waiver. The failure of Nine Technologies to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect.

Governing Law; Jurisdiction. This Website originates from the Bangalore, Karnataka, India. This Agreement will be governed by the laws of the State of Karnataka, India without regard to its conflict of law principles to the contrary. Neither you nor Nine Technologies will commence or prosecute any suit, proceeding or claim to enforce the provisions of this Agreement, to recover damages for breach of or default of this Agreement, or otherwise arising under or by reason of this Agreement, other than in courts located in State of Karnataka, India. By using this Website or ordering Products, you consent to the jurisdiction and venue of such courts in connection with any action, suit, proceeding or claim arising under or by reason of this Agreement. You hereby waive any right to trial by jury arising out of this Agreement and any related documents.

Statute of Limitation. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Website or Products or this Agreement must be filed within 6 months after such claim or cause of action arose or be forever barred.

Waiver of Class Action Rights. BY ENTERING INTO THIS AGREEMENT, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO JOIN CLAIMS WITH THOSE OF OTHER IN THE FORM OF A CLASS ACTION OR SIMILAR PROCEDURAL DEVICE. ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTION WITH THIS AGREEMENT MUST BE ASSERTED INDIVIDUALLY.

Termination and Suspension. Nine Technologies reserves the right to terminate your access or your customers' access to the Website if it reasonably believes, in its sole discretion, that you have breached any of the terms and conditions of this Agreement. Following suspension or termination, you will not be permitted to use the Website and Nine Technologies may, in its sole discretion and without advance notice to you, cancel any outstanding orders for Products which are raised by the customers. If your access to the Website is terminated, Nine Technologies reserves the right to exercise whatever means it deems necessary to prevent unauthorized access of the Website. This Agreement will survive indefinitely unless and until Nine Technologies chooses, in its sole discretion and without advance to you, to terminate it. Your data, Vendors' data and Customers' data will remain with Nine Stores Servers as long as Nine Technologies deems necessary. Suspension of your account will include disabling of your store or marketplace account. In case of breach of this Agreement, you the license holder will be intimated by Nine Technologies and will be given an opportunity to correct the breach of Agreement. If this breach of Agreement is not corrected within 30 days of the receipt of notice to You, we reserve the right to terminate your account without giving notice to you. You may re-enter into this agreement only after paying the financial dues, state and central taxes up to the current date. You are solely responsible for paying any outstanding financial fees/dues which are accrued during suspension or termination and the date of you re-instating this agreement.

Domestic Use. Nine Technologies makes no representation that the Website or Products are appropriate or available for use in locations outside India. Users who access the Website from outside India do so at their own risk and initiative and must bear all responsibility for compliance with any applicable local laws. Assignment. You may not assign your rights and obligations under this Agreement to anyone. Nine Technologies may assign its rights and obligations under this Agreement in its sole discretion and without advance notice to you.

BY USING THIS WEBSITE OR ORDERING PRODUCTS FROM THIS WEBSITE YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT.