Seller Agreement

1. Introduction & Acceptance

This Seller Agreement ("Agreement") is entered into between RAFAELI CONNECTING INDIA PRIVATE LIMITED (CIN: U24319TN2022PTC153102), the operator of WebCosmos Market ("Platform"), and you, the seller ("Seller").

By listing products on the Platform, you agree to be bound by this Agreement and all applicable laws of India, including but not limited to the Information Technology Act 2000, GST Act, and Companies Act 2013.

2. Seller Eligibility

To become a seller on WebCosmos Market, you must:

• Be a registered business entity in India (Pvt Ltd, LLP, or sole proprietorship)
• Possess a valid GSTIN (Goods and Services Tax Identification Number)
• Provide a valid PAN (Permanent Account Number)
• Have a Razorpay Account ID for Route settlements
• Complete KYC verification as per Razorpay standards
• Link a bank account to your Razorpay account
• Be at least 18 years of age

3. Account Registration & KYC

3.1 Registration Process

All sellers must complete the onboarding process at /studio/seller-onboarding. You must provide:

• Valid GSTIN
• PAN Number
• Razorpay Account ID
• Bank account details (via Razorpay)
• Business address and contact information

3.2 KYC Verification

All sellers are subject to KYC verification per RBI and Razorpay requirements. KYC status will be one of: PENDING, APPROVED, or REJECTED.

Only sellers with APPROVED KYC status can receive payments via Razorpay Route.

4. Product Listing Standards

All products listed on the Platform must:

• Be digital goods (workflows, automation scripts, templates)
• Comply with Indian laws and regulations
• Have accurate descriptions and pricing
• Include clear usage instructions
• Not infringe on third-party intellectual property
• Be delivered instantly upon purchase

The Platform reserves the right to remove listings that violate these standards.

5. Pricing & Platform Fees

5.1 Pricing

All product prices must be listed in Indian Rupees (INR). Prices are exclusive of GST.

5.2 Platform Fee

The Platform charges a 10% commission on each successful sale. This fee is automatically deducted during Razorpay Route settlement.

6. Payment Processing & Razorpay Route

6.1 Payment Flow

All payments are processed via Razorpay. The settlement flow is:

1. Buyer completes purchase via Razorpay checkout
2. Payment captured and held by Razorpay
3. Platform fee (10%) automatically deducted via Route
4. Remaining amount transferred to seller's Razorpay account
5. Settlement typically occurs within 24-48 hours

6.2 Settlement Timeline

Seller payouts are subject to Razorpay's settlement schedule. Typically, funds are settled to your linked bank account within T+2 business days (where T = transaction date).

6.3 Refunds

If a refund is issued, the Platform fee is also refunded. Razorpay processing fees are non-refundable as per Razorpay policy.

7. GST & Tax Compliance

As a seller, you are responsible for:

• Maintaining a valid GSTIN
• Filing GST returns on time
• Providing GST invoices to buyers (via Razorpay integration)
• Paying applicable taxes on your income
• Reporting all sales accurately

Important: The Platform collects 18% GST from buyers and remits it as per law. This GST is not part of your payout. You must file your own GST returns separately.

8. Prohibited Products

Sellers are strictly prohibited from listing:

• Illegal or counterfeit goods
• Products that violate third-party intellectual property rights
• Malicious software, viruses, or hacking tools
• Adult content or obscene materials
• Products violating Indian laws or Razorpay's acceptable use policy
• Physical goods (digital only)

Violation of this clause may result in immediate account suspension and forfeiture of pending payouts.

9. Intellectual Property

You represent and warrant that you own or have the necessary rights to sell all products you list on the Platform. You grant the Platform a non-exclusive license to display, promote, and distribute your product listings.

In case of IP disputes, the Platform may suspend listings pending resolution. Sellers indemnify the Platform against any IP claims related to their products.

10. Dispute Resolution

Disputes between sellers and buyers should be resolved amicably. The Platform may mediate but is not liable for transaction outcomes.

For unresolved disputes, both parties agree to arbitration in Chennai, Tamil Nadu, India, as per the Arbitration and Conciliation Act, 1996.

Contact our Grievance Officer: Mr. Rafael Ravman at Rafael@WebCosmos.in or +91 78457 75447.

11. Termination & Suspension

The Platform may terminate or suspend your seller account for:

• Violation of this Agreement
• Fraudulent activity or chargebacks
• Failure to comply with KYC requirements
• Excessive refund requests or buyer complaints
• Non-compliance with Razorpay or Indian banking regulations

Upon termination, pending payouts may be withheld for up to 90 days to cover potential refunds or disputes.

12. Limitation of Liability

The Platform acts as an intermediary between sellers and buyers. We are not liable for:

• Product quality, accuracy, or performance
• Delays in Razorpay settlements due to banking issues
• Tax liabilities arising from your sales
• Third-party IP claims related to your products

Maximum liability of the Platform to any seller is limited to the platform fees paid in the preceding 12 months.

13. Changes to Agreement

We reserve the right to modify this Agreement at any time. Material changes will be communicated via email to your registered address. Continued use of the Platform after changes constitutes acceptance.