SUPPLIER AGREEMENT
This Supplier Agreement (“Agreement”) is made and entered into on the date of acceptance by the Supplier (“Effective Date”), by and between:
Offalica Private Limited, a company incorporated under the Companies Act, 2013, having its registered office at 2/30 B, Mookambika House, Mannil Rd, East Hill, Kozhikode, Kerala, 673005 (hereinafter referred to as “Offalica” or “Company”), of the First Part,
AND
The Supplier, whose details are provided via email or WhatsApp (hereinafter referred to as “Supplier”), of the Second Part.
WHEREAS:
- Offalica is an online marketplace platform that allows suppliers to sell their products to customers through its website, www.offalica.com.
- The Supplier wishes to sell its products through Offalica and agrees to abide by the terms and conditions outlined in this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the Parties agree as follows:
1. Supplier Registration & Product Listing
1.1 The Supplier shall provide the following details via email (sales@offalica.com or offalica@gmail.com) or WhatsApp (+91 9400935933):
- Company name and details
- Registered address
- Contact number
- List of products to be listed on www.offalica.com
1.2 Offalica shall review the application and confirm registration within 72 hours.
1.3 There shall be no registration fee for joining Offalica as a supplier.
2. Order Processing & Delivery
2.1 The Supplier shall ensure that all listed products are available for sale and meet quality standards.
2.2 Once an order is placed, the Supplier must dispatch the product as per the agreed timelines.
2.3 Offalica shall manage shipping and delivery through its logistics partners.
2.4 The Supplier agrees to bear no return shipping fee for RTOs (Return to Origin) if a customer refuses delivery after three attempts.
2.5 If a product is not sold within 7 days or is returned by a customer, the Supplier must take back the item at its own cost.
3. Commission & Payment Terms
3.1 Offalica shall charge a 7% commission on the total selling price of all products.
3.2 Example Calculation:
- If a product is sold for ₹1,000, the commission will be ₹70 (7% of ₹1,000).
- The Supplier will receive ₹930 (₹1,000 – ₹70).
3.3 Payments shall be made to the Supplier on a 7-day payment cycle from the date of product delivery.
4. Returns & Cancellations
4.1 There shall be no penalties for order cancellations initiated by the Supplier.
4.2 If a customer returns a product, the Supplier must accept the returned product.
4.3 If a product remains unsold for 7 days, the Supplier must take it back.
5. Marketing & Promotions
5.1 Offalica provides additional marketing services, including promotions on social media, Google, and YouTube.
5.2 The Supplier may opt for booster product promotion at an additional cost. The Supplier must contact the marketing team at +91 9400935933 for pricing details.
6. Taxes & Legal Compliance
6.1 Offalica will charge 18% GST on shipping charges as applicable under Indian tax laws.
6.2 The Supplier shall be responsible for complying with all applicable laws, including GST, product standards, and consumer protection regulations.
7. Termination
7.1 Either party may terminate this Agreement by providing a 30-day written notice.
7.2 Upon termination, all unsold products must be returned to the Supplier, and outstanding payments shall be settled as per the agreed terms.
8. Governing Law & Dispute Resolution
8.1 This Agreement shall be governed by and construed under the laws of India.
8.2 Any disputes arising out of or in connection with this Agreement shall be resolved through arbitration in Kozhikode, Kerala, in accordance with the Arbitration and Conciliation Act, 1996.
9. Miscellaneous
9.1 This Agreement constitutes the entire understanding between the Parties and supersedes any prior agreements.
9.2 Any modifications must be in writing and agreed upon by both Parties.