Commercial B2B SaaS Agreement
By registering an account, subscribing to paid plans, or uploading catalogue items to BizManch, you agree to these commercial terms. You retain complete ownership of your brand marks and product listings, while agreeing to our standards of trade conduct.
1. Parties and Platform Definition
This Commercial Software Agreement is entered into between BizManch, operating from Ahmedabad, Gujarat, India ("BizManch", "we", "us", or "Platform Provider"), and the commercial entity or individual registered as a user ("Subscriber", "Supplier", or "You").
BizManch is strictly a technology software provider offering cloud-hosted digital catalogue publishing tools, order cart formatting, and buyer interaction metrics. BizManch is not a buyer, seller, broker, distributor, freight handler, or auctioneer of physical goods. Commercial transactions negotiated between buyers and sellers take place entirely off-platform between the respective parties.
2. Cloud Software License & Permitted Use
Subject to adherence to these Terms and payment of applicable subscription fees, BizManch grants you a limited, non-exclusive, non-transferable, revocable license to access and use our software dashboard and publish digital catalogues for your legitimate wholesale trade operations.
You may not sublicense, lease, duplicate, frame, reverse engineer, or decompile any portion of the platform code, database schemas, or visual interfaces without prior written permission.
3. Acceptable Use Policy (AUP)
Subscribers agree to use the software strictly for lawful business activities. You shall not upload, display, or distribute content that:
- Involves counterfeit goods, unauthorized replicas, or intellectual property infringements.
- Contains narcotics, illicit substances, weapons, explosives, or hazardous materials prohibited under Indian law.
- Promotes deceptive schemes, fraudulent wholesale listings, or fake GSTIN claims.
- Attempts automated web scraping, denial-of-service traffic, or penetration testing against platform servers.
4. Intellectual Property & Content Ownership
- Subscriber Content: You retain sole ownership of all trade names, logos, product photographs, specifications, and wholesale pricing files uploaded to your catalogue. You grant BizManch a worldwide license to store, optimize, cache, and display this content solely to deliver your catalogue pages.
- BizManch Platform IP: All platform code, user interfaces, branding assets, system architecture, layouts, and documentation remain the exclusive intellectual property of BizManch.
5. Catalogue Traffic Exclusivity vs Marketplace Discovery
We uphold strict distinctions between private catalogue traffic and general discovery tools:
- Dedicated Catalogue Links (
bizmanch.com/c/*): Orders, buyer enquiries, and contact interactions initiated on your dedicated digital catalogue belong exclusively to your business. BizManch will not distribute, auction, or sell these buyer leads to competing merchants. - Future Marketplace Discovery: BizManch reserves the right to develop public multi-vendor search portals and trade directories in the future. In such future public directory environments, generic buyer discovery searches may present multiple matching sellers based on category relevance. Direct catalogue traffic on your private link will always remain confidential and exclusive.
6. Third-Party Services & Platform Dependencies
BizManch utilizes external communications and payment processing partners, including Meta (WhatsApp) and payment aggregators (such as Razorpay).
While our platform formats clean order payloads and redirects, BizManch does not own or control third-party messaging networks. We are not liable for external network downtime, WhatsApp account status decisions made by Meta, or banking processing delays.
7. Subscription Fees, Invoicing & Taxes
Subscription fees are billed in advance in Indian National Rupees (INR). All plan fees are exclusive of 18% Goods and Services Tax (GST) under HSN/SAC Code 998315. Subscribers providing a valid GSTIN will receive automated compliant tax invoices.
For terms governing refunds, cancellations, and the initial 07-day refund window, refer to our Refund Policy.
8. Limitation of Financial Liability
To the maximum extent permitted by applicable Indian law, in no event shall BizManch, its team, affiliates, or agents be liable for any indirect, punitive, special, incidental, or consequential damages, including loss of profits, trade sales, data, or business goodwill.
The aggregate total financial liability of BizManch arising out of or related to the platform or this agreement shall strictly be capped at the total subscription fees actually paid by the Subscriber to BizManch during the three (3) calendar months preceding the claim, or INR 1,000 (Indian Rupees One Thousand), whichever is less.
9. Subscriber Indemnification
You agree to defend, indemnify, and hold harmless BizManch and its personnel from and against any third-party claims, liabilities, damages, losses, or legal costs arising out of:
- Any physical products, goods, or merchandise listed, marketed, or sold by you through your catalogue.
- Any dispute between you and your wholesale buyers regarding order delivery, product quality, payment collection, or taxes.
- Any violation of applicable laws, regulations, or third-party intellectual property rights in connection with your catalogue content.
10. Account Termination & Suspension
BizManch reserves the right to suspend or terminate accounts that breach these Terms, fail to pay subscription invoices, or engage in deceptive conduct. You may cancel your subscription at any time through your dashboard as outlined in our Refund Policy.
11. Governing Law & Dispute Jurisdiction
This Agreement shall be governed by, construed, and enforced in accordance with the laws of the Republic of India. The parties irrevocably agree that the competent courts located in Ahmedabad, Gujarat, India shall possess exclusive jurisdiction over any legal suit, action, or proceeding arising out of or related to this Agreement.
12. Operating Entity & Official Notices
All formal notices or communications concerning these Terms should be directed to our support team:
Our dedicated customer success team assists with account setup, onboarding guidance, and subscription billing inquiries.
