Courtyard Business Accounts Terms & Conditions

Updated on 01/08/2024

These terms and conditions (“Terms”) govern your access to and use of a set

of features, services, and functionality on the Business to Business marketplace

section of Courtyards.in for registered business customers to purchase

products for business purposes (“Courtyard Business”). These Terms

constitute an agreement between Vajrakavach Strategic Solutions Private

Limited and/or its affiliates (“Courtyard,” “we,” “us,” or “our”) and the entity you

represent (“you”). Please note that your use of Courtyard Business is also

governed by the Conditions of Use and the Courtyards.in Privacy Notice, as

well as all other applicable terms, conditions, policies, limitations, and

requirements on the Courtyards.in website, all of which (as changed over time)

are incorporated into these Terms. Capitalized terms have the meanings given

to them in these Terms or the Conditions of Use.

1. REGISTRATION

An organization has a Business Account with Courtyard once an individual

associated with the organization registers the business and creates the first

business user account associated with that organization. As and when we

launch this functionality, individual(s) who have created the business user

account can invite others to be part of the organization’s Business Account.

Each additional user that purchases or otherwise acts on behalf of the business

and joins the organization’s Business Account must create a new business user

account that is part of and associated with the organization’s Business Account.

Business Accounts and business user accounts are intended for businesses

and business-related organizations and may be used solely for business

purposes. To create a business user account, users must use a valid email

address. Unless explicitly permitted, a user may only create one account per

email address. If a user creates a business user account using the email

address and password connected to an existing Courtyard customer account,

the user must either (a) change the email address and password associated

with the existing account, or (b) if the user wishes to have only one account,

convert the existing account into a business user account (which may make

business user account information visible to others as described in Section 2).

Once you complete the Business Account registration and verification process,

your organization will be registered with Courtyard.

2. ACCOUNT MANAGEMENT

You are responsible for all activities that occur under your organization’s

Business Account and any associated business user accounts (if and when

applicable), regardless of whether the activities are undertaken by you, your

employees or a third party (including your contractors or agents). Except to the

extent caused by our breach of these Terms, we and our affiliates are not

responsible for unauthorized access to your Business Account or business user

accounts (if applicable). You are solely responsible for maintaining the security

of your password. You may not disclose your password to any third party (other than third parties authorized by you to use your Business Account or associated

business user accounts, if applicable, in accordance with these Terms) and are

solely responsible for any use or action taken under your password. You will

your Business Account or associated business user accounts, if applicable, or

if your Business Account or any business user account information, if

applicable, is lost or stolen.

As and when we decide to launch this feature, we may give users the ability to

invite other individuals affiliated with your organization to create business user

accounts that are associated with the organization’s Business Account and

purchase, approve or act as an administrator on behalf of your organization.

Administrators have the ability to invite other users to join the Business Account

and to administer, manage, or close business user accounts. You will be

responsible for all actions taken by Business Account users. You acknowledge

that users may have access to information from your Business Account and

associated business user accounts, such as shipping addresses, payment

methods, and order history. Administrators are responsible for inviting only

people affiliated with, and authorized to act on behalf of, your organization to

create a business user account that is associated with your organization’s

Business Account. Any user designated as an administrator will have similar

capabilities to manage Business Account features and invite new users to

purchase, approve or act as an administrator on behalf of your organization.

You agree that Courtyard is not responsible for, and will have no liability arising

from, the disclosure of the information of your organization or any associated

business user accounts to any user associated with your organization.

If any user with a business user account that is associated with your Business

Account leaves your organization or is no longer authorized to purchase,

approve or otherwise act on behalf of your organization, you are solely

responsible for contacting Courtyard through tools we designate to have that

user’s business user account closed, disabled or removed from the

organization’s Business Account. Courtyard disclaims all liability for, and you

are solely responsible for, any actions taken or purchases made prior to closing,

disabling or removing the user’s business user account from the organization’s

Business Account. Please review our Business Account FAQs carefully for

more information on the effects of disabling or removing a business user

account from your organization’s Business Account. Please note that a

business user account that is removed is converted back into a personal

account, with the individual able to access order history for purchases made

using an individual payment method while associated with the organization’s

Business Account.

If you, as an individual user, create a business user account that is associated

with an organization’s Business Account, you acknowledge and consent that

your organization and designated individuals acting as administrators have full

access to and authority over (a) your business user account (with the ability to

close or disable your business user account or remove it from the business and

convert it into a personal account), and (b) details from your business user account, such as, and not limited to: order history, addresses, payment details,

and other personal information associated with your business user account. By

creating a business user account that is associated with an organization’s

Business Account, you, as an individual user, consent to sharing this

information with your organization and its designated representatives and agree

to release Courtyard for any and all liability for any of your business user

account information provided to or used by your organization, the

administrator(s) of your organization, and any other users associated with your

organization.

3. BUSINESS AND ORDER VERIFICATION

We may use the business name, address, GST/VAT/ CST/ CIN number and

any other information you provide about your organization or users or that we

may request or determine is necessary to verify accuracy and eligibility for

Courtyard Business. We may make, directly or through third parties, inquiries

to validate information that you provide to us. We may accept or refuse use of

Courtyard Business at our discretion and may modify purchasing rights or

privileges at any time. We may share any information or documents you provide

with third-party sellers that offer certain Courtyard Business features for

verification purposes.

Certain products may require licensing, certification or other credentials to

purchase them. To purchase such products, you must provide us with a valid

license, certification or other credentials (collectively, the “Credentials”), as

determined in our sole discretion. We may use information you provide, as well

as information relating to your account such as your business name and

address, to verify the Credentials, and we may request additional information

from you to assist in that verification. We may, in our sole discretion and at any

time, suspend or terminate your ability to purchase such products.

4. THIRD-PARTY SERVICE PROVIDERS

As and when we decide to launch this feature, Courtyard Business may enable

third party service providers (“providers”) to integrate with Courtyard Business.

If you choose to use such a provider in connection with your Business Account,

you authorize Courtyard to disclose to the provider account information,

including, without limitation, information regarding you, your Users, your

employees or agents, and your and your User’s orders. You acknowledge this

information will be governed by the provider’s privacy, data and security

policies. You and your Users consent to Courtyard’s sharing this information

with the provider and agree that Courtyard is not responsible for and will have

no liability arising from Courtyard’s disclosure of, or any provider’s use of, this

information.

Courtyard is not responsible for any services provided by the provider. You are

responsible for the approvals of Courtyard orders, verification of shipping

addresses and any disputes regarding orders, and you agree that Courtyard

will have no liability arising in any way from your use of the provider, including,

but not limited to, any unauthorized charges you or your employees or agents

incur.5. REPRESENTATIONS, WARRANTIES AND COVENANTS

You represent, warrant and covenant that:

(a) You are using Courtyard Business for business purposes and you agree

that you will not purchase any products from Courtyard Business for individual,

personal, family or household use;

(b) Your organization is duly organized, validly existing and in good standing in

the jurisdiction in which your organization is registered;

all necessary legal authority to bind you to these Terms;

(d) You have all requisite right, power, and authority to enter into these Terms,

perform your obligations, and grant the rights and authorizations in these

Terms;

(e) Any information provided or made available by you to Courtyard or its

affiliates is at all times accurate and complete;

(f) You and all your subcontractors and agents will comply with all applicable

laws, rules, regulations, codes, orders and other requirements of governmental

agencies (“Laws”) in your performance of your obligations and exercise of your

rights under these Terms and with your purchase and use of any products from

Courtyard.in;

(g) All users who use business features or purchase on behalf of your

organization are authorized to do so and all purchases made by these users

are authorized purchases of your organization;

(h) any Credentials, and all documentation or other information you provide to

us to validate such Credential, are accurate, complete and reflect your

Credential status, and that you will provide updates, additional Credentials or

supporting information as required to ensure all such documentation or

information remains up-to-date at all times;

(i) The provision to Courtyard of any Credentials and related information, any

delegation of purchasing authority under any Credentials and all purchases

made using the Credentials are with the authority of the Credential holder;

(j) You will only purchase products requiring Credentials as permitted under any

Laws and within the scope of any Credential you provide;

(k) If your Business Account has a tax exemption certificate associated with it,

any tax exempt purchase made from business user accounts are paid for with

the organization’s funds;

(l) unless authorized by Courtyard, you will not use any product purchased from

Courtyard Business in connection with, or to fulfill, a central, state, or local

government contract or subcontract, if doing so could subject Courtyard to any term, condition, obligation or other provision different from or in addition to the

provisions of these Terms;

(m) You will use any products purchased from Courtyards.in as intended by the

manufacturer and in compliance with all product information provided by the

manufacturer;

(n) your purchase of products from us will not, either by your export of those

products, your sale or use of those products, your legal status or otherwise,

cause us to violate any Law; and

(o) You are not an agent of Courtyard and agree to comply with the applicable

provisions of the Foreign Corrupt Practices Act and the provisions of the

Prevention of Corruption Act, 1988, or any other applicable requirement under

the Laws. You agree and acknowledge that any of the products purchased by

you will not be used, or made available to a third party for use for any unlawful

purpose.

6. LICENSE

Subject to your compliance with these Terms and your payment of any

applicable fees, Courtyard or its content providers grant you a limited, non

exclusive, non-transferable, non-sub licensable license to access and use

Courtyard Business solely in accordance with these Terms. This license does

not include the right to resell any Courtyard Business feature; any collection and

use of any product listings, descriptions, or prices; any derivative use of

Courtyard Business; any downloading or copying of Courtyard Business

information for the benefit of another merchant; or any use of data mining,

robots, or similar data gathering and extraction tools. All rights not expressly

granted to you in these Terms are reserved and retained by Courtyard or its

licensors, suppliers, publishers, rights holders, or other content providers. No

feature or part of Courtyard Business may be reproduced, duplicated, copied,

sold, resold, or otherwise exploited for any commercial purpose without express

written consent of Courtyard. You may not frame or utilize framing techniques

to enclose any trademark, logo, or other proprietary information (including

images, text, page layout, or form) of Courtyard without express written

consent. You may not use any meta tags or any other “hidden text” utilizing

Courtyard’s name or trademarks without the express written consent of

Courtyard. You may not misuse Courtyard Business. You may use Courtyard

Business only as permitted by law. The licenses granted by Courtyard terminate

if you do not comply with these Terms.

7. INDEMNIFICATION

You agree to indemnify, defend and hold harmless us and our affiliates, and our

and their respective officers, directors, employees, representatives and agents

against any loss, claim, damage, settlement, cost, expense, tax or other liability

(including, without limitation, reasonable attorneys’ fees) (each a “Claim”)

arising from or related to (a) any breach of the Terms, (b) any unlawful or

improper use by anyone of any product ordered by you, or (c) your negligence

or willful misconduct. You will use counsel reasonably satisfactory to us to

defend each indemnified Claim. If at any time we reasonably determine that any indemnified Claim might adversely affect us, we may take control of the defense

at our expense. You may not consent to the entry of any judgment or enter into

any settlement of a Claim without our prior written consent, which may not be

unreasonably withheld.

8. PRODUCT INFORMATION; PRODUCT COMPLIANCE AND SUITABILITY

We recommend that you do not rely solely on the information presented on our

website. Please always read labels, warnings and directions provided with the

product before use.

Courtyard does not guarantee compliance or suitability of products with any

Laws, nor does Courtyard accept responsibility for installation and/or use of a

product. It is your responsibility to review the product application and all

applicable Laws for each relevant jurisdiction to be sure that the installation

and/or use involving the products comply with applicable Laws.

9. COURTYARDS.IN SITE AND FEATURES

9.1 SELLER CREDENTIALS. Any diversity, industry and other certifications

made available to you are provided by third-party sellers on Courtyards.in and

have not been independently verified by Courtyard. You should carefully review

and validate any certifications and supporting information that you use to make

your purchasing decisions. We take no responsibility and assume no liability for

any certifications or supporting information provided by third-party sellers.

9.2 BUSINESS PRICING. The sellers may provide you access to discounts for

business customers. In these instances, the available price on the detail page

will reflect this discount. You agree not to manually copy or use any data mining,

scraping, or similar data gathering and extraction tools with respect to such

pricing or discounts.

9.3 GIFT CARDS. All purchases and redemptions of Courtyards.in Gift Cards

(“Gift Cards”) are subject to the terms and conditions. (“Gift Card Terms”). You

may not resell or transfer Gift Cards for value or permit fees to be charged for

a Gift Card. You may not purchase more than INR 50,000 in Gift Cards per day

through your Courtyard Business Account (including all associated business

user accounts). Courtyard reserves the right, in its sole discretion, to reject

orders or prohibit advertisement, offer, or distribution of Gift Cards in any

location, in any manner, and by any individual or entity.

10. DISCLAIMER

COURTYARD

MAKES NO WARRANTY OR REPRESENTATION

CONCERNING THE ACCURACY OF PRODUCT INFORMATION PROVIDED

AND OUR SOLE LIABILITY FOR ANY LOSSES OR DAMAGES BY YOU

ARISING FROM ANY INACCURACY IN THE PRODUCT INFORMATION

WILL BE LIMITED TO REIMBURSEMENT OF THE PRICE PAID FOR THAT

PRODUCT. COURTYARD DISCLAIMS ALL WARRANTIES, EXPRESS OR

IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF

MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR

NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS TO THE

FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW. COURTYARDALSO DISCLAIMS ANY LIABILITY FOR CLAIMS ARISING OUT OF MISUSE,

IMPROPER SELECTION, IMPROPER INSTALLATION, MODIFICATION,

MISREPAIR OR MISAPPLICATION OF THE PRODUCT.

11. LIMITATIONS OF LIABILITY

UNDER NO CIRCUMSTANCES WILL COURTYARD BE LIABLE FOR ANY

CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR PUNITIVE

DAMAGES, INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS THAT

RESULT FROM YOUR PURCHASE OF ANY PRODUCTS ON

COURTYARD.IN, EVEN IF COURTYARD HAS BEEN ADVISED OF THE

POSSIBILITY OF SUCH DAMAGES. COURTYARD’S LIABILITY IN ALL

EVENTS IS LIMITED TO THE PURCHASE PRICE PAID FOR THE PRODUCT

THAT GIVES RISE TO ANY LIABILITY.

12. ENTIRE AGREEMENT

The terms and conditions in these Terms, the Courtyards.in Conditions of Use,

the Privacy Notice, and any applicable terms, conditions, policies, requirements

or limitations contained on Courtyard Business constitute the exclusive and

complete agreement between Courtyard and you. Courtyard will not be bound

by, and specifically rejects, any term, condition, obligation, or other provision

which is different from or in addition to the provisions of these Terms or which

may be in any order, receipt, acceptance, confirmation, correspondence or