1. Introduction

These Terms and Conditions (“Terms”) constitute a legally binding agreement between you the User (as defined below), and Medikabazaar (as defined below), governing your access to and use of the Medikabazaar website, mobile application, and any associated services, tools, or applications (collectively, the “Platform”). The Platform is designed exclusively for business-to-business (B2B) transactions, facilitating the procurement and sale of medical equipment, devices, consumables, disposables, and allied healthcare products in India.

By accessing, browsing, registering on, or using any part of the Platform, or by clicking “I Agree” or similar assent, you unconditionally and irrevocably acknowledge that you have read, understood, and agree to be bound by these Terms, along with our Privacy Policy, Return & cancellation Policy, or any other policy in the website (collectively, the “Policies”), all of which are incorporated herein by reference. If you do not agree to these Terms and the Policies, you must immediately cease all use of the Platform.

Medikabazaar does not have in control and is not liable, directly or indirectly, in respect of the quality, safety, genuineness, lawfulness or availability of the products or services offered for sale on the website. This agreement shall not be deemed to create any partnership, joint venture, or any other joint business relationship between Medikabazaar and any other party or entity.

2. Definitions

Unless otherwise defined elsewhere in these terms & conditions, the following capitalized terms shall have the meanings ascribed to them below:

• “Account” means the unique identifier and profile created by a User on the Platform to access and utilize the Services.
• “Agreement” means this Terms and Conditions, together with the Policies, and any other documents expressly incorporated by reference herein, as may be amended from time to time.
• “Applicable Law(s)” means all laws, statutes, regulations, ordinances, rules, judgments, orders, decrees, and government requirements of any governmental authority in India that are applicable to the parties, the Platform, or the Products.
• “Content” means any text, graphics, images, audio, video, software, data compilations, product information, specifications, descriptions, or other form of information capable of being stored in a computer that appears on or forms part of the Platform.
• “Effective Date” means, the date on which these terms becomes effective and binding between the User and Medikabazaar.
• “Last Updated” refers to the date on which these Terms were last amended or modified.
• “Intellectual Property Rights” or “IPR” means all intellectual property rights including, but not limited to, patents, utility models, rights to inventions, copyright and related rights, moral rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
• “Medikabazaar”, “MB”, “we”, “us”, or “our” refers to the Boston Ivy Healthcare Solutions Private Limited, a company incorporated under the Companies Act, 2013 operating the Platform, acting as a business-to-business (B2B) platform, dealer, distributor, or facilitator of medical equipment, devices, consumables, disposables, and allied healthcare products in India.
• “Order” means a binding request placed by a User on the Platform for the purchase of Products.
• “Platform” means the Medikabazaar website (www.medikabazaar.com), its corresponding mobile application, and any other related online services, tools, features, content, or applications operated by Medikabazaar.
• “Policies” means collectively, the Privacy Policy, Return Policy, and any other policy on the website, as amended from time to time.
• “Product(s)” means any medical equipment, devices, consumables, disposables, instruments, pharmaceuticals, or allied healthcare products made available for sale or purchase through the Platform.
• “Registration Data” means the information provided by the User during the registration process on the Platform, including but not limited to, legal name of entity, registered address, contact details, and other business credentials as may be required by Medikabazaar. Registration Data shall also include of Know Your Customer (KYC) verification and submission of other documents required by Medikabazaar for validation of the business entity and compliance with Applicable Laws.
• “Services” means the various functionalities and offerings provided by Medikabazaar through the Platform, including but not limited to, facilitating the listing, sale, and purchase of Products, payment processing, logistics support, and customer service.
• “Third-Party Sellers” means any manufacturers, authorized sellers, suppliers, or vendors whose Products are listed or facilitated for sale on the Platform by Medikabazaar.
• “Third-Party Service Providers” means any external entities engaged by Medikabazaar to provide services such as payment processing, logistics, data hosting, or other ancillary services related to the Platform's operation.
• “Transaction” means any commercial activity involving the purchase or sale of Products or utilization of Services through the Platform.
• “User” or “Buyer” or “you” or “your” refers to any legitimate business entity (including, but not limited to, hospitals, clinics, pharmacies, diagnostic centers, laboratories, distributors, institutional buyers, or registered healthcare professionals acting on behalf of such entities) that registers on, accesses, browses, or uses the Platform. It is understood that the individual accepting this Agreement on behalf of such entity represents and warrants having full legal capacity and authority to bind such entity.

3. Acceptance of Terms

By accessing, browsing, registering on, or using any part of the Platform, or by clicking “I Agree,” “Accept,” “Confirm,” or any similar button or link signifying your acceptance of these Terms, you, the User, unconditionally and irrevocably acknowledge and agree that you have read, understood, and unequivocally consent to be bound by this entire Agreement, including these Terms, the Policies, and all other documents expressly incorporated by reference herein.

Your continued use of the Platform after the Effective Date, or after any amendments or updates to this Agreement, shall constitute your binding acceptance of this Agreement and any such amendments or updates. If you do not agree to be bound by this Agreement, or any subsequent modifications thereto, you must immediately cease all access and use of the Platform.

You hereby represent and warrant that you are a legitimate business entity and that the individual accepting this Agreement on your behalf possesses the full legal authority and capacity to bind you, the User entity, to this Agreement. This Platform is exclusively intended for business-to-business transactions, and by accepting these Terms, you confirm that you are not an individual consumer seeking to purchase Products for personal, family, or household use.

4. Eligibility and User Account

Eligibility Requirements

To be eligible to register for an Account and use the Platform and Services, you must represent and warrant that you:

• Are a legitimate business entity (e.g., hospital, clinic, pharmacy, diagnostic centre, laboratory, distributor, institutional buyer) duly organized, validly existing, and in good standing under the Applicable Laws of India.
• Have the full legal capacity and authority to enter into a binding contract with Medikabazaar. The individual accepting this Agreement on your behalf represents and warrants that they are at least eighteen (18) years of age and possess the necessary authorization to bind the User entity to these Terms.
• Are not currently suspended from using the Platform or have not been previously removed by Medikabazaar for any reason.
• Will use the Platform exclusively for bona fide business-to-business (B2B) transactions related to the procurement or sale of Products and not for personal, family, or household purposes.
• Reside and operate within the territorial jurisdiction of India.

Account Creation and Registration Data

To access certain features of the Platform, including placing Orders, you must register and create an Account. During the registration process, you agree to:

• Provide accurate, complete, and current “Registration Data” as prompted by the Platform, including but not limited to, your legal business name, registered address, GSTIN, contact details, Know Your Customer (KYC) verification, and submission of other documents required by Medikabazaar for business validation and compliance purpose.
• Promptly update your Registration Data to keep it accurate, complete, and current at all times. Medikabazaar reserves the right to verify any information provided by you and to request additional documents or clarifications at any time. Your failure to maintain accurate, complete, and current Registration Data may result in your inability to access and use the Platform or its Services, or Medikabazaar's termination of this Agreement.
• Grant Medikabazaar the right to use, store, share and process your Registration Data in accordance with our Privacy Policy.

Medikabazaar's Rights Regarding Accounts

Medikabazaar reserves the right, at its sole discretion, to refuse registration, suspend, or terminate your Account and deny access to the Platform or Services, without prior notice, if:

• You fail to meet the eligibility criteria outlined in this section.
• Any information provided during registration or subsequently is found to be false, inaccurate, incomplete, or misleading.
• You violate any provision of this Agreement, the Policies, or any Applicable Law.

Account Security

5. Medikabazaar's Role and Services

Operation of the Platform

Medikabazaar operates the Platform as a business-to-business (B2B) e-commerce platform dedicated to facilitating the procurement and sale of Products within India. The Platform serves as a digital storefront and transactional hub for legitimate business entities involved in the healthcare sector.

Dual Capacity - Seller and Facilitator

Medikabazaar may operate in a dual capacity on the Platform:

• Direct Seller/Distributor: Medikabazaar may directly sell and distribute certain Products to Users, in which case Medikabazaar shall be the seller of record for such Transactions.
• Marketplace Facilitator: Medikabazaar may also act as a facilitator, allowing “Third-Party Sellers” to list and offer their Products for sale to Users through the Platform. In such instances, Medikabazaar's role is limited to providing the Platform for listing, marketing, order processing, and payment facilitation, and the contract for sale is directly between the User and the respective Third-Party Seller. Medikabazaar does not, in this capacity, take title to such Products or guarantee the actions or omissions of Third-Party Sellers.

Services Provided

Through the Platform, Medikabazaar may offer the following services to Users:

• Product Listing and Discovery: Providing a comprehensive catalogue of Products with descriptions, specifications, and pricing, subject to availability.
• Order Placement and Management: Enabling Users to place Orders, track Order status, and manage their purchase history.
• Payment Processing: Facilitating secure payment processing for Transactions through various payment gateways, either directly or through Third-Party Service Providers.
• Logistics and Delivery Support: Coordinating the shipment and delivery of Products, either directly or through Third-Party Service Providers.
• Customer Support: Offering support for inquiries related to Platform usage, Orders, and other service-related issues.
• Account Management: Providing tools for Users to manage their Account details, billing information, and communication preferences.

Limitations and Disclaimers of Medikabazaar's Role

• Not a Healthcare Provider: Medikabazaar is not a healthcare provider, medical professional, or pharmaceutical manufacturer. The information provided on the Platform, including Product descriptions, is for general informational and business purposes only and should not be considered medical advice, diagnosis, or treatment. Users are responsible for exercising their own professional judgment and discretion in selecting and using Products.
• Product Endorsement and Guarantee (for Third-Party Sellers): Unless Medikabazaar is explicitly identified as the direct manufacturer of a specific Product, Medikabazaar does not endorse, guarantee, or warrant the quality, safety, efficacy, merchantability, or fitness for a particular purpose of Products sold by Third-Party Sellers. Medikabazaar is not responsible for any defects, non-conformities, or liabilities arising from Products of which it is not a manufacturer.
• Accuracy of Third-Party Information: While Medikabazaar endeavors to ensure accuracy, it does not warrant the completeness, accuracy, or reliability of any information, specifications, images, or pricing provided by Third-Party Sellers on the Platform. Users should conduct their own due diligence.
• Compliance with Laws: Medikabazaar facilitates Transactions but is not responsible for ensuring the User's compliance with all Applicable Laws, including but not limited to, obtaining and maintaining necessary licenses (e.g., drug licenses), permits, or certifications required for the purchase, use, or resale of Products.
• Third-Party Service Providers: Medikabazaar may engage Third-Party Service Providers for various aspects of the Services, including but not limited to payment processing, logistics, and data hosting. While Medikabazaar exercises reasonable care in selecting such providers, it is not responsible for their acts or omissions.
• Right to Modify Services: Medikabazaar reserves the right, at its sole discretion, to modify, suspend, or discontinue any part of the Services or features of the Platform, temporarily or permanently, with or without notice, and shall not be liable to you or any third party for any such modification, suspension, or discontinuance.

6. Product Information and Availability

Accuracy of Product Information

Medikabazaar endeavors to provide accurate and up-to-date information regarding the Products listed on the Platform, including descriptions, specifications, images, pricing, and availability. However, due to the nature of digital presentation and the reliance on information provided by manufacturers and Third-Party Sellers, Medikabazaar does not warrant that all Product information is error-free, complete, reliable, current, or entirely accurate. The Product images displayed are for illustrative purposes only and may not be an exact representation of the actual Product.

Product Descriptions and Specifications

Product descriptions and specifications are provided to the best of Medikabazaar's knowledge and, where applicable, as furnished by the respective manufacturers or Third-Party Sellers. Users acknowledge that Product features, components, and packaging may vary from time to time. It is the User's sole responsibility to verify the suitability of any Product for their intended use and to ensure compliance with any specific regulatory requirements or professional standards applicable to their operations.

Pricing

• All prices for Products are listed in Indian Rupees (INR) and are exclusive of applicable taxes (such as GST), duties, customs, and shipping charges, unless explicitly stated otherwise. These additional charges will be added to the final Order value and displayed at the checkout page.
• Medikabazaar strives to ensure pricing accuracy, but errors may occur. In the event of a pricing error for an Order placed, Medikabazaar reserves the right, at its sole discretion, to either contact the User for instructions before dispatching the Order or cancel the Order and notify the User of such cancellation.
• Prices are subject to change without prior notice. The price applicable to an Order will be the price displayed at the time the Order is confirmed by the User.
• Medikabazaar may offer discounts, promotions, or special pricing from time to time, which are subject to specific terms and conditions and may be withdrawn at any time without notice.

Product Availability

• Product availability is subject to change without prior notice. While Medikabazaar updates inventory regularly, certain Products may become unavailable between the time of Order placement and processing.
• In the event a Product ordered is out of stock or becomes unavailable after an Order is placed, Medikabazaar will notify the User and offer alternatives, a revised delivery schedule, or a full refund for the unavailable item(s).
• Medikabazaar reserves the right to limit the quantity of Products purchased per Order or per User, particularly for high-demand items or to prevent stock manipulation.

Changes and Discontinuation

Medikabazaar, and its Third-Party Sellers, reserve the right to modify, update, or discontinue any Product, feature, or service offered on the Platform at any time without prior notice. Such changes may include revisions to specifications, packaging, or the complete withdrawal of a Product.

User Due Diligence

Users are strongly advised to carefully review all Product information, including specifications, compatibility, and usage instructions, before placing an Order. Users should not rely solely on the information provided on the Platform but should conduct independent research and verification where necessary, especially for critical medical applications. Any reliance on the information provided on the Platform is at the User's own risk.

No Medical Advice

The Product information provided on the Platform is for commercial procurement and informational purposes only. It is not intended to be a substitute for professional medical advice, diagnosis, or treatment. Users, particularly healthcare professionals, are solely responsible for exercising their own professional judgment and discretion in selecting, prescribing, or using any Products.

7. Ordering Process

Product Selection and Cart

Users may browse the Products listed on the Platform and add desired items to their virtual shopping cart. Adding a Product to the cart does not constitute an Order or create a binding contract for sale. Users can modify the contents of their cart at any time before proceeding to checkout.

Checkout and Order Review

Upon proceeding to checkout, Users will be required to provide or confirm shipping address, billing information, select a preferred payment method, and review a summary of their prospective Order, including Product details, quantities, applicable pricing, estimated taxes, and shipping charges. It is the User's sole responsibility to thoroughly review all Order details before submission.

Order Submission

By clicking the “Place Order,” “Confirm Order,” or similar button, the User submits a binding offer to purchase the selected Products under the terms and conditions set forth in this Agreement. This submission constitutes an irrevocable offer from the User to buy the Products.

Order Acknowledgment

Upon successful submission of an Order, Medikabazaar will send an automated email or Platform notification acknowledging receipt of the Order (“Order Acknowledgment”). This Order Acknowledgment merely confirms that Medikabazaar has received the User's offer and does not signify Medikabazaar's acceptance of the Order or confirmation of stock availability. A contract for sale is not formed at this stage.

Order Acceptance and Formation of Contract

An Order shall be deemed accepted by Medikabazaar, and a binding contract for sale (“Contract of Sale”) shall be formed, only upon Medikabazaar dispatching the Product(s) from its warehouse or the Third-Party Seller's warehouse, and sending a separate confirmation email or Platform notification or order status to the User indicating such dispatch (“Dispatch Confirmation”). For Orders involving multiple Products, a Contract of Sale is formed only for those Products that have been dispatched and included in the Dispatch Confirmation.

Payment

All Orders are subject to successful payment processing in accordance with “Payment Terms” of this terms and conditions. Medikabazaar reserves the right to cancel any Order for which payment is not successfully received or processed.

Order Cancellation by User

Users may request cancellation of an Order until the item has entered the pick‑pack process. Once the pick‑pack process is initiated, cancellation will no longer be possible, and the User must follow the Return Policy for any subsequent recourse. Customers can cancel orders or check order status from: My Account → My Orders → Click on ‘Track Order’ for the respective Order ID.

Order Rejection or Cancellation by Medikabazaar

Medikabazaar reserves the right, at its sole discretion, to refuse or cancel any Order at any time prior to Dispatch Confirmation, for reasons including, but not limited to:

• Unavailability of the Product(s).
• Inaccuracies or errors in Product information or pricing.
• Failure to meet eligibility criteria outlined in Section 4.
• Suspicion of fraudulent or unauthorized activity.
• Violation of any provision of this Agreement or Applicable Laws.
• Technical issues with the Platform or payment processing.
• Shipping address not serviceable.
• Any other reason deemed appropriate by Medikabazaar. In such cases, Medikabazaar will notify the User of the cancellation and, if payment has already been processed, initiate a refund within a reasonable timeframe.

Order Fulfillment and Shipping

Once an Order is accepted and dispatched, it will be fulfilled and delivered in accordance with Medikabazaar's Terms & conditions.

Taxes and Other Charges

The User is solely responsible for payment of all applicable taxes, duties, customs, and shipping charges related to the Order, as displayed during the checkout process and in the Order summary.

8. Pricing and Payment Terms

Pricing Structure

• All prices for Products listed on the Platform are in Indian Rupees (INR) and are subject to change without prior notice.
• Unless explicitly stated otherwise, the prices displayed are exclusive of all applicable taxes (including Goods and Services Tax “GST”), duties, customs levies, import fees, octroi, and shipping or handling charges. These additional charges will be calculated and displayed to the User during the checkout process and will be added to the total Order value.
• The User is solely responsible for paying all such taxes, duties, and other charges in accordance with Applicable Laws.
• While Medikabazaar endeavors to ensure pricing accuracy, in the event of any typographical or technical errors in pricing for an Order, Medikabazaar reserves the right, at its sole discretion, to either contact the User for instructions before dispatching the Order or cancel the Order and notify the User of such cancellation.

Payment Methods

Medikabazaar accepts various payment methods through its Platform, which may include:

• Credit/Debit Cards (Visa, MasterCard, Rupay, etc.)
• Net Banking
• Unified Payments Interface (UPI)
• Digital Wallets
• Bank Transfers (NEFT/RTGS)
• Any other payment methods as may be introduced or withdrawn by Medikabazaar at its sole discretion. By choosing a payment method, you authorize Medikabazaar or its Third-Party Service Providers to charge the applicable amount to your selected payment instrument.

Payment Processing

• For most payment methods, full payment is required at the time of placing the Order.
• Payment processing services are provided by secure Third-Party Service Providers. Medikabazaar does not directly store your sensitive payment instrument details (like credit card numbers). All payment transactions are subject to the terms and conditions of these Third-Party Service Providers.
• You agree to provide current, complete, and accurate purchase and account information for all purchases made via the Platform. You further agree to promptly update account and payment information, including email address, payment method, and payment card expiration date, so that Medikabazaar can complete your transactions and contact you as needed.

Failed Payments

• If a payment fails or is rejected for any reason (e.g., insufficient funds, incorrect details), Medikabazaar will notify the User. The Order will not be processed or dispatched until successful payment is received.
• Medikabazaar reserves the right to cancel any Order for which payment is not successfully received or processed within a reasonable timeframe.

Refunds

• Refunds for cancelled Orders, returned Products, or in cases where Medikabazaar is unable to fulfill an Order, will be processed in accordance with Medikabazaar's Cancellation Policy and Return Policy.
• Refunds will typically be processed through the available payment gateway, issued as a coupon, or by any other method expressly communicated by Medikabazaar, within a reasonable timeframe and subject to the policies of Third‑Party Service Providers.

Credit Facilities and Bulk Orders

• Medikabazaar may, at its sole discretion, offer credit facilities or special payment terms for eligible Users placing bulk orders or with established business relationships. Such arrangements will be subject to a separate written agreement, credit assessment, and specific terms and conditions.
• The availability of credit is not guaranteed and may be withdrawn at any time by Medikabazaar.

Fraud Prevention

Medikabazaar reserves the right to verify the authenticity of any payment or Order placed on the Platform to prevent fraud. This may involve requesting additional information or documentation from the User. Failure to provide requested information may result in the cancellation of the Order.

9. Shipping and Delivery

Shipping Charges

• Shipping and handling charges, if applicable, will be clearly indicated during the checkout process and added to the total Order value. These charges may vary based on Product type, weight, dimensions, destination, and the chosen shipping method.
• Medikabazaar may, at its sole discretion, offer free shipping for certain Orders, Products, or during promotional periods, subject to specific terms and conditions.

Estimated Delivery Timeframes

• Medikabazaar strives to process and dispatch Orders promptly. Estimated delivery timeframes will be provided at the time of Order placement and in the Dispatch Confirmation. These timeframes are indicative only and are based on usual shipping timelines.
• Medikabazaar does not guarantee delivery within the estimated timeframes. Actual delivery times may vary due to factors such as Product availability, logistics operational issues, geographical location, public holidays, force majeure events, or delays caused by Third-Party Service Providers.

Delivery Process

• Products will be delivered to the shipping address provided by the User during the Order placement. It is the User's responsibility to ensure the accuracy and completeness of the shipping address. Medikabazaar shall not be responsible for any delays or non-delivery resulting from incorrect or incomplete address details provided by the User.
• Upon delivery, the User or an authorized representative of the User must inspect the package for any visible damage or tampering before accepting delivery.

Risk of Loss and Title

• Risk of loss or damage to the Products shall pass to the User upon successful delivery of the Products to the User's designated shipping address and acceptance by the User or their authorized representative.
• Title to the Products shall pass to the User only upon full realization of payment for the Products. Until the full payment is realized to Medikabazaar, the User shall be considered only a custodian of the Products and legal title shall be of Medikabazaar.

Damaged, Defective, or Missing Products upon Delivery

If, upon inspection, the User discovers that the Product(s) are damaged, defective, or that items are missing from the Order, the User must:

• Immediately make a clear notation of the damage or discrepancy on the delivery receipt or refusal document.
• Refuse acceptance of the damaged or missing items, where possible.
• Immediately notify Medikabazaar's customer support, providing photographic evidence of the damage if applicable, and details of the discrepancy, within the timelines specified in the Return Policy.

Failure to report such issues at the time of delivery or within the stipulated timeframe in the Return Policy may result in the claim being rejected. All claims for damaged, defective, or missing Products will be handled in accordance with Medikabazaar's Return Policy.

Failed Delivery Attempts

• If delivery cannot be completed due to the User's unavailability, incorrect address, or refusal to accept the package without a valid reason, Medikabazaar or its Third-Party Service Providers may make additional attempts to deliver.
• If multiple delivery attempts fail, the Order may be returned to the origin, and the User may be liable for re-shipping charges or the Order may be cancelled, subject to deduction of shipping and handling costs, in accordance with the Shipping Policy.

Use of Third-Party Logistics Providers

Medikabazaar may utilize the services of third-party courier and logistics partners for shipping and delivery. By placing an Order, you agree to comply with the terms and conditions of such Third-Party Service Providers as they relate to the delivery of your Order.

International Shipping

The Platform is currently designed to facilitate sales and deliveries exclusively within the Republic of India. Medikabazaar does not support international shipping.

10. Returns, Refunds, and Cancellations

Governing Policies

All returns, refunds, and cancellations of Products and Orders processed through the Platform are governed by and subject to Medikabazaar's specific policies, namely the “Return Policy” and “Cancellation Policy.” These Policies are incorporated by reference into this Agreement and form an integral part hereof. By placing an Order on the Platform, the User explicitly agrees to be bound by the terms and conditions set forth in these Policies.

User's Obligation to Review Policies

It is the User's sole responsibility to thoroughly read, understand, and comply with the latest versions of the Return Policy and Cancellation Policy available on the Platform before placing any Order.

Return Policy

• Conditions for Return: The Return Policy outlines the specific conditions under which Products may be eligible for return, including but not limited to, cases of damaged, defective, incorrect, or expired Products received by the User. Returns for “change of mind” or Products ordered incorrectly by the User may be subject to specific conditions, restocking fees, or may not be accepted, as detailed in the Return Policy.
• Return Window: Products must be returned within the specified return window from the date of delivery, as stipulated in the Return Policy. Returns initiated outside this window may be rejected.
• Return Process: Users must follow the prescribed return process, which typically involves initiating a return request through their Account on the Platform or by contacting Medikabazaar customer support, providing necessary details and evidence (e.g., photographs of damaged goods).
• Condition of Returned Products: Returned Products must generally be in their original, unused, unopened condition, with all original packaging, tags, labels, accessories, and documentation intact, unless the return is due to a manufacturing defect or damage reported upon delivery.
• Inspection and Approval: All returned Products are subject to inspection by Medikabazaar or the Third-Party Seller. The eligibility for a refund or replacement will be determined after successful inspection in accordance with the Return Policy.

Refund Policy

• Eligibility for Refund: Refunds are processed for eligible returns, cancelled Orders (where payment has been processed), or in cases where Medikabazaar is unable to fulfill an Order.
• Refund Amount: The refund amount will typically be the original price paid for the Product(s), less any applicable deductions such as shipping charges, handling fees, restocking fees, or other charges as per the Refund Policy.
• Refund Method: Refunds will generally be credited back to the original payment method used for the Transaction. In certain circumstances, Medikabazaar may offer coupons or alternative refund methods, at its sole discretion, or as required by law.
• Refund Timelines: Medikabazaar will endeavor to process eligible refunds within a reasonable timeframe, which may vary depending on the payment method and bank processing cycles.

Cancellation Policy

• User Cancellation: Users may cancel an Order only until the item has entered the pick‑pack process. Once the pick‑pack process has been initiated, cancellation will no longer be possible, and the User must follow the Return Policy if they wish to return the Product(s). Customers can cancel orders or check order status from: My Account → My Orders → Click on ‘Track Order’ for the respective Order ID.
• Medikabazaar's Right to Cancel: Medikabazaar reserves the right to cancel any Order for any reason deemed valid as per the Cancellation Policy. In such cases, if payment has already been processed, a full refund will be initiated for the cancelled items.

Non-Returnable Items

Certain categories of Products may be designated as non-returnable due to their nature, hygiene considerations, expiry dates, or regulatory restrictions (e.g., sterile products, cold storage, custom-made items, certain pharmaceuticals).

Medikabazaar's Decision Final

Medikabazaar's decision regarding the eligibility of returns, refunds, and cancellations, in accordance with the respective Policies, shall be final and binding on the User.

11. User Covenants and Obligations

By accessing and using the Platform and Services, you, the User, hereby covenant and agree to the following obligations:

• Compliance with Laws and Agreement: You shall at all times comply with all Applicable Laws, including but not limited to, laws pertaining to business conduct, intellectual property, data privacy, consumer protection (where relevant to B2B), and healthcare regulations. You further covenant to comply with this entire Agreement, including all Terms, Policies, and any other guidelines or instructions posted on the Platform by Medikabazaar.
• Accuracy of Information: You warrant that all information provided by you to Medikabazaar, including but not limited to Registration Data, shipping details, billing information, and any communication, is true, accurate, complete, and current. You shall promptly update your Account to reflect any changes in such information. Medikabazaar shall not be liable for any losses or damages arising from inaccurate or incomplete information provided by you.
• Legitimate Business Use: You covenant that your use of the Platform is solely for legitimate business-to-business (B2B) purposes related to the procurement and sale of Products for your professional operations and not for personal, family, or household use, or for any speculative, fraudulent, or illegal purposes.
• Authorized Representative: You warrant that the individual acting on your behalf to accept this Agreement and conduct transactions on the Platform has the full legal authority and capacity to bind your business entity.
• Account Security: You shall maintain the confidentiality and security of your Account login credentials (“Account Security”) of this Agreement.
• Prohibited Activities: You covenant not to engage in any of the following prohibited activities:
  • Using the Platform for any unlawful, fraudulent, or malicious purpose.
  • Attempting to gain unauthorized access to any part of the Platform, other Users' Accounts, or Medikabazaar's systems or networks.
  • Interfering with or disrupting the integrity or performance of the Platform or its data.
  • Introducing any viruses, worms, Trojan horses, or other malicious code or technologically harmful material to the Platform.
  • Engaging in data mining, scraping, crawling, or using any robot, spider, or other automated means to access, acquire, or copy any Content from the Platform without Medikabazaar's prior written consent.
  • Impersonating any person or entity, or falsely stating or otherwise misrepresenting your affiliation with a person or entity.
  • Violating the Intellectual Property Rights of Medikabazaar or any Third-Party Sellers or other third parties.
  • Circumventing or attempting to circumvent any payment, security, or authentication system of the Platform.
  • Attempting to reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Platform.
  • Harassing, abusing, insulting, harming, defaming, slandering, disparaging, intimidating, or discriminating against anyone based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability.
  • Using the Platform to facilitate the sale or purchase of any goods or services that are illegal, regulated without proper licensing, or otherwise prohibited by Applicable Laws or Medikabazaar's policies.
• Responsibility for Product Suitability: You acknowledge and agree that it is your responsibility to determine the suitability of any Product purchased through the Platform for your specific business needs and intended use, and to ensure compliance with all relevant industry standards, professional practices, and regulatory requirements applicable to your operations. Medikabazaar makes no representation or warranty regarding the regulatory compliance of Products in relation to your specific business activities.
• No Circumvention: You shall not directly or indirectly contact, negotiate, or engage in transactions with Third-Party Sellers identified through the Platform, outside of the Platform, with the intent to circumvent Medikabazaar's fees or the Platform's transactional processes.
• Reporting Violations: You agree to promptly report any violations of this Agreement or any suspicious activities observed on the Platform to Medikabazaar customer support.
• Indemnification: You acknowledge that any breach of these covenants and obligations may lead to severe consequences, including but not limited to, suspension or termination of your Account, legal action, and financial liability, as further detailed in “Indemnification”.

12. Medikabazaar's Rights

• Right to Modify or Discontinue Services: Medikabazaar reserves the absolute right, at its sole discretion, to modify, update, upgrade, suspend, or permanently discontinue all or any part of the Platform, the Services, any features, functionalities, Products, or Content, at any time, with or without prior notice, and without incurring any liability to the User or any third party.
• Right to Refuse, Suspend, or Terminate Accounts: Medikabazaar reserves the right, at its sole discretion, to refuse Account registration, or to suspend, restrict, or terminate any User's Account and access to the Platform or Services, immediately and without prior notice or liability, for reasons including, but not limited to: breach of any provision of this Agreement or the Policies; violation of any Applicable Law; suspicion of fraudulent, unlawful, or abusive activity; providing false, inaccurate, incomplete, or misleading Registration Data or other information; actions that may cause legal liability for Medikabazaar, other Users, or third parties; any other reason deemed appropriate by Medikabazaar.
• Right to Reject or Cancel Orders: Medikabazaar reserves the right, at its sole discretion, to refuse or cancel any Order placed by a User at any time prior to Dispatch Confirmation, for any reason whatsoever, including but not limited to Product unavailability, pricing errors, suspicion of fraud, or breach of this Agreement, as further detailed in “Ordering Process”.
• Right to Control Content: Medikabazaar reserves the right, but is not obligated, to monitor, review, edit, remove, or refuse to publish any User-generated content, product listings, or any other information on the Platform that it deems, in its sole discretion, to be in violation of this Agreement, Applicable Law, or otherwise objectionable.
• Intellectual Property Rights: Medikabazaar exclusively owns all Intellectual Property Rights in and to the Platform, its underlying technology, software, design, text, graphics, logos, images, audio, video, and other Content created or provided by Medikabazaar. Medikabazaar reserves all rights not expressly granted to Users in this Agreement.
• Right to Data Usage: Medikabazaar reserves the right to collect, store, process, and analyze data related to User activity, Transactions, and Platform usage, in accordance with its Privacy Policy, for purposes including, but not limited to, improving Services, personalized recommendations, market research, and security.
• Right to Amend Agreement: Medikabazaar reserves the right, at its sole discretion, to amend, modify, add, or remove portions of this Agreement (including these Terms and the Policies) at any time. Any such changes will be effective immediately upon posting the revised Agreement on the Platform. Users' continued use of the Platform after such posting constitutes their acceptance of the revised Agreement.
• Right to Engage Third Parties: Medikabazaar reserves the right to engage Third-Party Service Providers to perform any part of its Services or operations, including but not limited to payment processing, logistics, customer support, and technical maintenance, without prior notice to the User.
• Right to Verify Information: Medikabazaar reserves the right to verify any information provided by the User, including Registration Data and business credentials, at any time and to request additional documentation or clarification as needed. Failure to provide satisfactory verification may lead to Account suspension or termination.
• Enforcement Rights: Medikabazaar reserves the right to take any legal or technical steps necessary to enforce the provisions of this Agreement, including but not limited to, seeking injunctive relief or damages for violations of its Intellectual Property Rights or other breaches.

13. Disclaimers

• “AS IS” and “AS AVAILABLE” Basis: The platform, the services, all content, and all products purchased through the platform are provided on an “as is” and “as available” basis, without warranties of any kind, either express, implied, or statutory. To the fullest extent permissible pursuant to applicable law, Medikabazaar, its affiliates, and their respective officers, directors, employees, agents, and licensors disclaim all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, accuracy, non-infringement, and warranties arising from course of dealing or usage of trade.
• No Warranty of Uninterrupted or Error-Free Service: Medikabazaar does not warrant that the platform or the services will be uninterrupted, timely, secure, error-free, free of viruses or other harmful components, or that defects will be corrected. Medikabazaar does not warrant that the results that may be obtained from the use of the platform or services will be accurate or reliable. You agree that from time to time, the platform or services may be unavailable for indefinite periods of time or cancelled at any time, without notice to you.
• Accuracy of Product Information (General): While Medikabazaar endeavours to ensure the accuracy of product information, descriptions, images, and pricing on the platform, it does not warrant that such information is complete, accurate, reliable, current, or error-free. All product specifications, features, and compatibility information are provided for general guidance only. Users are solely responsible for verifying the accuracy of product information, suitability for their intended use, and compliance with applicable laws and regulations before making a purchase decision.
• Third-Party Products and Sellers: Where products are sold by third-party sellers through the platform, Medikabazaar's role is limited to facilitating the transaction. Medikabazaar does not endorse, guarantee, or warrant the quality, safety, efficacy, merchantability, or fitness for a particular purpose of such products, nor does it warrant the actions, omissions, or representations of third-party sellers. The entire risk as to the quality and performance of such products rests solely with the user.
• No Medical or Professional Advice: The content on the platform, including product information, is provided for commercial and informational purposes only and does not constitute medical, professional, legal, or regulatory advice. Users, particularly healthcare professionals, are solely responsible for exercising their own independent professional judgment, due diligence, and compliance with all applicable laws and ethical standards in connection with the selection, purchase, and use of any products.
• Third-Party Links and Services: The platform may contain links to third-party websites or resources. Medikabazaar is not responsible for the availability, accuracy, content, products, or services of such external sites or resources, nor does it endorse them. Your use of third-party websites and services is at your own risk and subject to their respective terms and conditions.
• Harm from Use: You expressly agree that your use of the platform and any products acquired through the platform is at your sole risk. Medikabazaar shall not be responsible for any damage to your computer system, loss of data, or other harm that results from your access to or use of the platform.
• Limitation of Endorsement: No advice or information, whether oral or written, obtained by you from Medikabazaar or through the platform shall create any warranty not expressly made herein.

14. Limitation of Liability

General Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall Medikabazaar, its affiliates, officers, directors, employees, agents, suppliers, or licensors be liable for any indirect, punitive, incidental, special, consequential, or exemplary damages, including without limitation, damages for loss of profits, revenue, data, goodwill, use, or other intangible losses, arising out of or in connection with:

• The use or inability to use the platform or services.
• The cost of procurement of substitute goods and services.
• Any products purchased or obtained through the platform.
• Unauthorized access to or alteration of your transmissions or data.
• Statements or conduct of any third party on the platform.
• Any other matter relating to the platform or services, whether based on warranty, contract, tort (including negligence), or any other legal theory, and whether or not Medikabazaar has been advised of the possibility of such damages.

Cap on Aggregate Liability

In no event shall the total aggregate liability of Medikabazaar, its affiliates, officers, directors, employees, agents, suppliers, or licensors to you for all claims arising out of or relating to this Terms, Policies, the Platform, or the Products (whether in contract, tort, or otherwise) exceed the total amount of fees paid by you to Medikabazaar for the specific product(s) giving rise to the claim. This limitation of liability shall apply even if the above-stated remedy fails of its essential purpose.

Third-Party Sellers and Products

For products sold by third-party sellers through the platform, Medikabazaar's liability, if any, shall be strictly limited to its role as a facilitator and shall not extend to any liabilities arising directly from the products themselves, their quality, suitability, safety, or any claims related to defects or non-conformity. Any claims related to such products should be addressed directly to the respective third-party seller, subject to applicable warranties or guarantees provided by them.

Force Majeure

Medikabazaar shall not be liable for any failure or delay in performing its obligations hereunder where such failure or delay results from any cause beyond its reasonable control, including, without limitation, acts of god, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, epidemics, pandemics, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.

Exclusions and Limitations

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations in this section may not apply to you. In such jurisdictions, Medikabazaar's liability will be limited to the fullest extent permitted by applicable law.

Basis of the Bargain

You acknowledge and agree that the disclaimers and limitations of liability set forth in this agreement reflect a reasonable and fair allocation of risk between you and Medikabazaar, and are an essential basis of the bargain between you and Medikabazaar. Medikabazaar would not be able to provide the platform and services to you on an economically reasonable basis without these limitations.

15. Indemnification

You agree to indemnify, defend, and hold harmless Medikabazaar, its affiliates, subsidiaries, and their respective officers, directors, employees, agents, licensors, and suppliers (collectively, the “Indemnified Parties”) from and against any and all claims, demands, liabilities, damages, losses, costs, and expenses, including reasonable attorneys' fees and expenses, arising out of or in connection with:

• Your breach of this Agreement: Any actual or alleged breach by you of these Terms, the Policies, or any other terms, conditions, representations, or warranties contained herein or incorporated by reference.
• Your violation of Applicable Laws: Your violation of any Applicable Law, statute, regulation, or ordinance, including but not limited to, laws related to healthcare, data privacy, or business conduct.
• Your negligence or willful misconduct: Any negligent act, omission, or willful misconduct by you or anyone using your Account.
• Infringement of third-party rights: Any claim that your Content or your use of the Platform infringes or violates the Intellectual Property Rights, privacy rights, or other rights of any third party.
• Your use of the Platform or Products: Your access to or use of the Platform, the Services, or any Products obtained through the Platform, including any claims arising from the suitability, storage, handling, resale, or use of Products after delivery.
• Disputes with Third-Party Sellers: Any disputes, claims, or liabilities arising directly between you and Third-Party Sellers facilitated through the Platform, to the extent Medikabazaar is not directly responsible as a principal seller.
• Fraudulent or unauthorized activity: Any fraudulent, unauthorized, or illegal activity conducted under your Account.

Medikabazaar reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Medikabazaar in asserting any available defences. This indemnification obligation will survive the termination of this Agreement and your use of the Platform.

16. Intellectual Property Rights

Medikabazaar's Intellectual Property

You acknowledge and agree that the Platform, including all of its Content (such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, software, and the compilation thereof), software, underlying technology, design, and any improvements or modifications thereto, are the exclusive property of Boston Ivy Healthcare Solutions Private Limited or its licensors and are protected by Indian copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

Trademarks

The “Medikabazaar” name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Medikabazaar or its affiliates or licensors. You must not use such marks without the prior written permission of Medikabazaar. All other names, logos, product and service names, designs, and slogans on this Platform are the trademarks of their respective owners.

Copyright

All content included in or made available through the Platform, such as text, graphics, logos, button icons, images, audio clips, digital downloads, and data compilations is the property of Medikabazaar or its content suppliers and protected by Indian copyright laws.

Limited License to User

Subject to your compliance with this Agreement, Medikabazaar grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make personal and commercial use of the Platform and the Services solely for the purpose of browsing, purchasing, and managing Products in a business-to-business capacity. This license does not include:

• Any collection and use of any Product listings, descriptions, or prices.
• Any derivative use of the Platform or its Content.
• Any downloading, copying, or other use of Account information for the benefit of any third party.
• Any use of data mining, robots, or similar data gathering and extraction tools.

Prohibited Actions

You expressly agree not to:

• Copy, reproduce, republish, upload, post, transmit, any part of the Platform or its Content in any way without Medikabazaar's prior written permission.
• Modify, adapt, translate, reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or underlying algorithms of the Platform.
• Remove any copyright, trademark, or other proprietary rights notices contained in or on the Platform.
• Use any meta tags or any other “hidden text” utilizing Medikabazaar's name or trademarks without its express written consent.
• Frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Medikabazaar and our affiliates without express written consent.

Intellectual Property of Third-Party Sellers

Products listed on the Platform by Third-Party Sellers may contain the intellectual property (trademarks, logos, designs, etc.) of those respective sellers or manufacturers. Medikabazaar acknowledges these rights and does not claim ownership over such third-party intellectual property. Your purchase of Products through the Platform does not grant you any license or right to use the intellectual property of Third-Party Sellers or manufacturers beyond the scope permitted by their respective owners.

Reporting Infringement

If you believe that your Intellectual Property Rights have been violated by any content on the Platform, please notify Medikabazaar promptly with detailed information, and Medikabazaar will investigate the matter in accordance with its policies and Applicable Laws.

17. Confidentiality

Definition of Confidential Information

“Confidential Information” means any and all non-public, proprietary, or confidential information, whether oral, written, electronic, or in any other form, disclosed by one party (“Disclosing Party”) to the other party (“Receiving Party”) in connection with this Agreement or the use of the Platform. Confidential Information shall include, but not be limited to, business plans, financial information, pricing strategies, product designs and specifications, software code, trade secrets, marketing strategies, customer lists, vendor lists, operational procedures, technical data, know-how, and any information designated as confidential or which, by its nature, would reasonably be understood to be confidential. For the avoidance of doubt, the terms of this Agreement shall be considered Confidential Information.

Exclusions from Confidential Information

Confidential Information shall not include information that:

• Is or becomes publicly available without breach of this Agreement by the Receiving Party.
• Was known to the Receiving Party prior to its disclosure by the Disclosing Party, without breach of any confidentiality obligation.
• Is independently developed by the Receiving Party without reference to or reliance on the Disclosing Party's Confidential Information.
• Is rightfully received by the Receiving Party from a third party without restriction on disclosure.

Obligations of the Receiving Party

The Receiving Party agrees to:

• Maintain the Confidential Information in strict confidence and prevent its unauthorized disclosure or use.
• Use the Confidential Information solely for the purpose of fulfilling its obligations under this Agreement or for the legitimate business purposes for which it was disclosed.
• Disclose Confidential Information only to its employees, agents, or authorized representatives who have a need to know such information for the purposes of this Agreement and who are bound by confidentiality obligations at least as stringent as those contained herein.
• Exercise at least the same degree of care in protecting the Confidential Information as it uses to protect its own confidential information of a similar nature, but in no event less than reasonable care.

Permitted Disclosure

Notwithstanding the foregoing, a Receiving Party may disclose Confidential Information to the extent required by Applicable Law, regulation, court order, or by a governmental or regulatory authority, provided that, to the extent legally permissible, the Receiving Party gives the Disclosing Party prompt prior written notice of such requirement and cooperates with the Disclosing Party to seek a protective order or other appropriate remedy.

Return or Destruction

Upon the termination or expiration of this Agreement, or upon the Disclosing Party's written request, the Receiving Party shall, at the Disclosing Party's option, promptly return or destroy all Confidential Information (and all copies thereof) received from the Disclosing Party, and certify such return or destruction in writing, unless retention is required by Applicable Law.

Remedies

The Receiving Party acknowledges that unauthorized disclosure or use of Confidential Information may cause irreparable harm to the Disclosing Party for which monetary damages alone may be an inadequate remedy. Therefore, the Disclosing Party shall be entitled to seek injunctive relief (without the necessity of proving actual damages or posting a bond), in addition to any other remedies available at law or in equity, for any actual or threatened breach of this section.

Survival

The obligations of confidentiality set forth in this section shall survive the termination or expiration of this Agreement for a period of three (3) years and indefinitely for trade secrets.

18. Data Protection and Privacy

Privacy Policy

Your privacy and the protection of your data are of paramount importance to Medikabazaar. All collection, use, storage, processing, transfer, and disclosure of personal data and business information provided by you or collected from your use of the Platform are governed by Medikabazaar's comprehensive “Privacy Policy,” which is expressly incorporated into this Agreement by reference. By accepting these Terms, you acknowledge that you have read, understood, and agree to be bound by the Privacy Policy.

Data Collection and Use

Medikabazaar collects various types of information from Users, including but not limited to Registration Data (such as business name, address, GSTIN, drug license, contact details), transactional data (Order history, payment information, shipping details), usage data (IP address, browser type, pages viewed), and communication data. This data is collected and used primarily for the purposes of:

• Providing and operating the Platform and Services.
• Processing your Orders and facilitating Transactions.
• Managing your Account and providing customer support.
• Improving the Platform, Products, and Services.
• Personalizing your experience on the Platform.
• Sending relevant communications, updates, and marketing materials (in a B2B context).
• Ensuring the security and integrity of the Platform.
• Complying with Applicable Laws and regulatory requirements.

Consent

By registering on the Platform, providing your information, and accepting this Agreement, you provide your explicit consent to Medikabazaar to collect, store, process, and use your data in accordance with this section and the Privacy Policy. You represent and warrant that you have the necessary consent or legal basis to share any personal data of your employees, agents, or representatives that you provide to Medikabazaar.

Data Security

Medikabazaar implements and maintains commercially reasonable technical, administrative, and physical security measures designed to protect your data against unauthorized access, use, alteration, or disclosure. However, you acknowledge that no method of transmission over the internet or electronic storage is 100% secure, and Medikabazaar cannot guarantee absolute security. You are responsible for maintaining the confidentiality of your Account credentials and for protecting your own devices and networks.

Data Sharing and Disclosure

Medikabazaar may share your data with:

• Third-Party Service Providers: To facilitate Services, such as payment processing, logistics, data analytics, cloud hosting, and customer support. These providers are bound by confidentiality obligations and are authorized to use your data only as necessary to provide services to Medikabazaar.
• Third-Party Sellers: To fulfill your Orders and provide necessary information for Product delivery and support when Medikabazaar acts as a facilitator.
• Affiliates and Subsidiaries: For internal business purposes, consistent with the Privacy Policy.
• Legal and Regulatory Authorities: When required by Applicable Law, court order, or governmental request, or to protect the rights, property, or safety of Medikabazaar, its Users, or the public.
• Business Transfers: In connection with a merger, acquisition, sale of assets, or other corporate transaction involving Medikabazaar.

User Rights

As described in our Privacy Policy, you have certain rights regarding your data, including the right to access, correct, or update the information associated with your Account. Requests regarding your data should be made in accordance with the procedures outlined in the Privacy Policy.

Cookies and Tracking Technologies

The Platform uses cookies and similar tracking technologies to enhance your user experience, analyze Platform usage, and for marketing purposes. For detailed information about the types of cookies used, their purpose, and how you can manage your preferences, please refer to our Privacy Policy.

Compliance with Indian Law

Medikabazaar's data protection practices are designed to comply with relevant data protection and privacy laws applicable in India, including but not limited to the Information Technology Act, 2000, and the rules framed thereunder.

19. Term and Termination

Term of Agreement

This Agreement shall commence on the Effective Date and shall remain in full force and effect until terminated by either you or Medikabazaar in accordance with the provisions set forth herein.

Termination by User

You may terminate this Agreement by ceasing all use of the Platform and Services and by deactivating your Account (if such functionality is available) or by sending a written notice of termination to Medikabazaar. Any termination by you will not relieve you of any obligations incurred prior to the effective date of termination, including payment for Products ordered or other outstanding liabilities.

Termination by Medikabazaar

Medikabazaar may terminate this Agreement and your access to the Platform and Services, including suspending or closing your Account, at its sole discretion, at any time, with or without prior notice, for any reason, including but not limited to:

• Breach of any provision of this Agreement, the Policies, or any Applicable Law.
• Violation of any third-party rights.
• Engagement in fraudulent, illegal, or abusive activities.
• Providing false, inaccurate, incomplete, or misleading information.
• For business reasons, such as discontinuation of the Platform or Services.
• If Medikabazaar believes that your actions may cause legal liability for Medikabazaar, other Users, or third parties.
• If Medikabazaar, in its sole discretion, believes that your continued use of the Platform is undesirable or detrimental to its business interests.

Effect of Termination

Upon termination of this Agreement for any reason:

• Your right to access and use the Platform and Services will immediately cease.
• Your Account will be deactivated or deleted.
• Any outstanding Orders placed prior to termination shall be processed as per the terms of this Agreement, unless specifically cancelled by Medikabazaar.
• All accrued rights, obligations, and liabilities of the parties that have arisen before the effective date of termination shall remain enforceable.
• Medikabazaar shall not be liable to you or any third party for any damages, losses, or expenses whatsoever incurred by you or any third party as a result of such termination.

Survival

The following Sections of this Agreement shall survive the termination or expiration of this Agreement: Section 1, Section 2, Section 12, Section 13, Section 14, Section 15, Section 16, Section 17, Section 18, Section 19 and Section 20, along with any other provisions that by their nature are intended to survive.

20. Force Majeure

Definition of Force Majeure Event

A “Force Majeure Event” refers to any event or circumstance beyond the reasonable control of Medikabazaar or the User, which by its nature could not have been foreseen, or, if it could have been foreseen, was unavoidable, including but not limited to: acts of God (such as fires, floods, earthquakes, storms, epidemics, pandemics, or natural disasters), war, hostilities, invasion, rebellion, revolution, insurrection, military or usurped power, civil commotion, acts of terrorism, national emergencies, governmental action (including new laws, regulations, orders, or embargos), strikes, lock-outs, industrial disputes, labor disturbances, widespread power outages, failures of public utilities or telecommunications networks, cyber-attacks, or other similar events.

Exemption from Liability

Neither Medikabazaar nor the User shall be considered in breach of this Agreement or liable for any failure or delay in the performance of their respective obligations under this Agreement (excluding payment obligations) to the extent that such failure or delay is caused by a Force Majeure Event.

Notification

The party affected by a Force Majeure Event shall promptly notify the other party in writing of the occurrence of such event, its likely duration, and its likely effect on the performance of its obligations under this Agreement. The affected party shall use all reasonable endeavors to mitigate the effects of the Force Majeure Event and to resume performance of its obligations as soon as reasonably practicable.

Suspension of Obligations

The obligations of the party affected by the Force Majeure Event shall be suspended for the duration of such event. If a Force Majeure Event continues for a period exceeding thirty (30) consecutive days, or such other period as the parties may mutually agree, either party may, at its sole discretion, terminate the affected portion of the Services or the entire Agreement by providing written notice to the other party. In such a case, any pre-payments made for unrendered Services or undelivered Products will be refunded, subject to reasonable deductions for costs incurred.

No Extension of Payment Obligations

For clarity, a Force Majeure Event shall not extend or excuse your obligation to make payments for Products or Services already received or rendered prior to the occurrence of such event.

21. Governing Law and Jurisdiction

Governing Law

This Agreement and any disputes or claims arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of India, without regard to its conflict of laws principles.

Exclusive Jurisdiction

Subject to Section 22 (“Dispute Resolution”), the courts in Mumbai, Maharashtra, India shall have exclusive jurisdiction to entertain any suit, application, or other proceedings arising out of or in connection with this Agreement. The parties hereby irrevocably submit to the exclusive jurisdiction of such courts.

Waiver of Objection

You irrevocably waive any objection which you may have at any time to the laying of venue of any proceeding brought in any such court and irrevocably waive any claim that such proceeding has been brought in an inconvenient forum.

22. Dispute Resolution

Amicable Resolution

The parties agree to use their best efforts to resolve any dispute, claim, controversy, or disagreement arising out of or in connection with this Agreement or the breach, termination, or invalidity thereof (“Dispute”) through amicable negotiations. Either party shall provide written notice to the other party outlining the nature of the Dispute. The parties shall then, for a period of thirty (30) days from the date of such notice, attempt to resolve the Dispute through good faith discussions.

Arbitration

If the Dispute cannot be resolved amicably through negotiations within the thirty (30) day period specified above, such Dispute shall be referred to and finally resolved by binding arbitration in accordance with the provisions of the Arbitration and Conciliation Act, 1996, as amended from time to time.

Arbitrator(s)

The arbitration shall be conducted by a sole arbitrator. The arbitrator shall be jointly appointed by the parties. If the parties fail to agree upon a sole arbitrator within fifteen (15) days of the expiry of the thirty (30) day amicable resolution period, the sole arbitrator shall be appointed in accordance with the provisions of the Arbitration and Conciliation Act, 1996.

Seat and Venue of Arbitration

The seat and venue of the arbitration shall be Mumbai, Maharashtra, India.

Language

The language of the arbitration proceedings and any award shall be English.

Award

The arbitral award shall be final and binding on both parties, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.

Costs

The costs of the arbitration, including the fees of the arbitrator(s), shall be borne equally by the parties, unless the arbitral tribunal determines otherwise.

Injunctive Relief

Notwithstanding the foregoing, nothing in this Section 22 shall prevent either party from seeking immediate interim or permanent injunctive relief or other equitable remedies from a court of competent jurisdiction in Mumbai, Maharashtra, India, to protect its Intellectual Property Rights or Confidential Information, or to prevent irreparable harm.

Survival

The provisions of this Section 22 shall survive the termination or expiration of this Agreement.

23. Severability

If any provision of this Agreement is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction or an arbitral tribunal, such provision shall be severed from this Agreement, and the remaining provisions shall remain in full force and effect as if the invalid, illegal, or unenforceable provision had never been part of this Agreement. In such event, the parties shall endeavor in good faith to agree upon a substitute provision that is valid, legal, and enforceable and achieves, to the greatest extent possible, the original commercial intent of the severed provision. The severance of any provision shall not affect the validity or enforceability of any other provision of this Agreement.

24. Waiver

No failure or delay by Medikabazaar in exercising any right, power, or privilege under this Agreement shall operate as a waiver of such right, power, or privilege, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. The rights and remedies provided herein are cumulative and not exclusive of any rights or remedies provided by law. Any waiver of any provision of this Agreement shall be effective only if in writing and signed by an authorized representative of Medikabazaar. A waiver given by Medikabazaar on one occasion shall not be construed as a waiver of the same term or condition on any future occasion or of any other term or condition of this Agreement.

25. Entire Agreement

This Agreement, including all documents expressly incorporated by reference (such as the Policies), constitutes the entire agreement and understanding between you and Medikabazaar with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, negotiations, discussions, promises, proposals, representations, and understandings, whether oral or written, relating to such subject matter. You acknowledge that, in entering into this Agreement, you have not relied upon any statement, representation, assurance, or warranty (whether made innocently or negligently) that is not set out in this Agreement or the documents referred to in it. Neither party shall have any claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Agreement.

26. Notices

Notices must be in writing and will be deemed delivered when:

• Hand‑delivered, upon receipt;
• Sent by registered post/courier with proof of delivery, upon receipt; or
• Sent by email to the designated legal email address (e.g., legal@medikabazaar.com), upon successful transmission and acknowledgment.

To Medikabazaar: Registered Address: Boston Ivy Healthcare Solutions Pvt. Ltd., 3rd Floor, Second Avenue, Atul Projects, Subhash Nagar, Andheri East, Mumbai, Maharashtra 400093, India.

To User: Notices will be deemed delivered when sent to the email linked to your Account, posted as a Platform notification, or delivered/attempted at the physical address in your Registration Data. You are responsible for keeping your contact details accurate and current.

Electronic Communications: You consent to receive all agreements, notices, and disclosures electronically, which shall satisfy any legal requirement for written communication.

Language: All notices shall be in English.

27. Assignment

Assignment by User

You may not assign, transfer, or sublicense any of your rights or obligations under this Agreement, in whole or in part, by operation of law or otherwise, without the prior express written consent of Medikabazaar. Any attempt by you to assign, transfer, or sublicense without such consent shall be null and void and of no force or effect.

Assignment by Medikabazaar

Medikabazaar may assign, transfer, or sublicense its rights and obligations under this Agreement, in whole or in part, to any affiliate, successor, or assignee, without your prior consent or notice. In the event of such an assignment, the assignee shall be bound by the terms and conditions of this Agreement, and Medikabazaar shall be relieved of any further liability hereunder. This Agreement shall be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.

28. Relationship of Parties

Independent Contractors

The relationship between Medikabazaar and the User established by this Agreement is solely that of independent contractors. Nothing in this Agreement shall be construed to create a partnership, joint venture, agency, employment, franchisor-franchisee, or fiduciary relationship between the parties.

No Authority to Bind

Neither party has any authority to act as an agent for, or to bind, the other party in any respect whatsoever, to any third party, or to make any commitments or representations on behalf of the other party, except as expressly provided otherwise in this Agreement.

Separate Business Entities

Each party acknowledges and agrees that it is a separate and distinct business entity, responsible for its own business operations, employees, taxes, and expenses. Neither party shall be liable for the debts, obligations, or expenses of the other party.

No Endorsement

This Agreement does not create any exclusive relationship between the parties, and each party is free to enter into similar agreements with other entities, provided such agreements do not conflict with the terms of this Agreement. Medikabazaar's provision of the Platform and Services to the User does not imply any endorsement or recommendation of the User's business or practices.

29. Amendments

Medikabazaar reserves the right, at its sole discretion, to modify, amend, update, or replace any part of these Terms and all Policies incorporated herein, at any time.

• Notification of Amendments: Medikabazaar will endeavor to provide notice of significant amendments by posting the updated Terms & Policies on the Platform, updating the “Last Updated” date at the top of the Agreement, or through other reasonable means such as email notifications to registered Users. It is the User's responsibility to review the Terms & Policies periodically for changes.
• Effective Date of Amendments: Any amendments will become effective immediately upon being posted on the Platform, or such other date as may be specified by Medikabazaar.
• Acceptance of Amendments: Your continued access to or use of the Platform and Services after the effective date of any such amendments constitutes your unconditional and binding acceptance of the revised Terms or Policies. If you do not agree to be bound by the amended Terms, you must immediately cease all use of the Platform and Services and terminate your Account in accordance with Section 19 (“Term and Termination”).
• No Oral Amendments: No oral modification or amendment shall be valid. Any amendment must be in writing and either posted on the Platform by Medikabazaar or signed by an authorized representative of Medikabazaar.

30. Contact Information

For any questions, concerns, feedback, or notices regarding these Terms & Conditions, the Platform, Products, or Services, please contact Medikabazaar using the following details:

Customer Support

• Email: chemist@medikabazaar.com
• Phone: +91 9240274545
• Online Contact Form: Available on the Chemist website