Vendor (Seller) Agreement
 Last Updated: May 31, 2025

This Vendor Agreement (“Agreement”) is entered into by and between Thinktail Global Pvt. Ltd., a company incorporated under the laws of India with its registered office at Plot No. 20, Block H-1/A, Sector-63, Noida-201301, Uttar Pradesh, India (“Thinktail” or “Company”), and the undersigned vendor/seller (“Vendor” or “Seller”), jointly referred to as the “Parties.” By executing this Agreement or by listing products/services on the Snoutiq platform (the “Platform”), Vendor agrees to be bound by all terms herein.

1. Definitions

  1. “Platform” means the Snoutiq website and mobile application, including all associated tools, features, and services.
  2. “Vendor” or “Seller” means any entity or individual that registers on the Platform to list, promote, sell products (e.g., pet food, toys, medicines) or services (e.g., veterinary consultations, grooming, training).
  3. “Buyer” means a Guest User or Registered User who purchases products or books services from Vendor via the Platform.
  4. “Services” refers to any non-tangible offering—such as video consultations, in-person appointments, grooming sessions, training, or boarding—that Vendor provides through the Platform.
  5. “Products” refers to any tangible goods (e.g., pet food, toys, medicines, accessories) listed, marketed, and sold by Vendor through the Platform.
  6. “Commission” means the percentage of the transaction value that Thinktail retains from each sale, as set forth in Section 5.
  7. “Membership Plan” refers to the Premium Provider Plan (₹5,999/month) that grants certain enhanced Platform privileges (e.g., priority listing, analytics).
  8. “KYC Documents” refers to Vendor’s government-issued IDs, business registration certificates, professional licenses (e.g., veterinarian credentials), bank account information, and any other documentation required to verify identity and eligibility to sell.

2. Appointment & License

  1. Appointment. Thinktail hereby appoints Vendor as a non-exclusive seller of Products and/or Services on the Platform. Vendor accepts such appointment upon completing the registration and KYC process.
  2. Limited, Revocable License. Subject to Vendor’s compliance with this Agreement, Thinktail grants Vendor a limited, non-transferable, revocable license to:
    • Create and maintain a Vendor storefront profile on the Platform,
    • List, market, and sell Products and/or Services, and
    • Use Thinktail’s branding guidelines (e.g., “Powered by Snoutiq”) as permitted by Thinktail.
  3. Restrictions. Vendor shall not:
    • Sub-license or otherwise transfer any rights granted herein without Thinktail’s prior written consent.
    • Use the Platform for any unlawful purpose or in a manner inconsistent with Thinktail’s policies.
    • Impersonate or misrepresent affiliation with any person or entity.

3. Vendor Eligibility & KYC

  1. Registration Requirements. To become a Vendor, Vendor must:
    • Complete the online registration form, providing accurate and current information (name, business/entity name, address, contact details).
    • Upload valid KYC Documents, including:
      • Government-issued identification (e.g., Aadhaar, passport),
      • Business registration certificate (if selling as an entity),
      • Professional license or certification (for veterinarians, clinics),
      • Bank account details (for payout).
    • Agree to Thinktail’s Terms & Conditions, Privacy Policy, and any other relevant policies (Cancellation & Refund, Shipping & Delivery, etc.).
  2. Verification & Approval.
    • Thinktail will review Vendor’s KYC Documents within five (5) business days.
    • Thinktail may request additional documentation or clarification if any submission is incomplete or ambiguous.
    • Approval is granted at Thinktail’s sole discretion. Thinktail reserves the right to refuse or suspend Vendor’s access if KYC is not satisfactorily completed.
  3. Ongoing Compliance. Vendor must:
    • Maintain valid, unexpired licenses and certifications.
    • Promptly update Thinktail if any KYC Document (e.g., veterinarian license) is suspended, revoked, or expires.
    • Cooperate with periodic KYC audits or re-verification requests from Thinktail.

4. Vendor Obligations

4.1. Product Listings & Descriptions

  1. Accuracy & Compliance. Vendor shall:
    • Provide accurate, complete, and up-to-date information for each Product (name, detailed description, ingredients or materials, weight/dimensions, price, SKU).
    • Disclose any regulatory or compliance requirements (e.g., prescription-only medicines, age restrictions, country-specific import/export restrictions).
    • Not list any counterfeit, expired, stolen, or prohibited items (e.g., controlled substances without proper authorization).
    • Ensure that all medical products (e.g., prescription drugs, supplements) comply with relevant laws, including labeling, storage, and dispensing regulations.
  2. Images & Intellectual Property.
    • Use only images, logos, and content that Vendor owns or has license to use.
    • Vendor grants Thinktail a royalty-free, worldwide, non-exclusive license to display, reproduce, and distribute Vendor’s images and descriptions in connection with Platform operations.
    • Vendor represents and warrants that no listing infringes any third-party intellectual property rights.
  3. Pricing & Promotions.
    • Set and maintain competitive pricing. Any discounts, bundle deals, or promotional offers must be clearly communicated in the listing.
    • If Vendor violates pricing regulations (e.g., misleading MSRP, hidden fees), Thinktail may remove or suspend the listing until corrected.

4.2. Order Fulfillment & Shipping

  1. Order Acceptance & Dispatch.
    • Vendor must accept or decline each incoming Order within 2 hours of placement. Failure to respond may result in automated cancellation by Thinktail and potential penalties.
    • Upon acceptance, Vendor must package the Product as per Section 7 (Packaging Requirements) and hand it to the designated Shipping Partner (e.g., Blinkit, Porter) within 5 hours of acceptance.
    • If Vendor is unable to ship within 5 hours (e.g., out-of-stock, warehouse issues), Vendor must notify the Buyer and Thinktail immediately, provide an updated dispatch estimate (not to exceed 24 hours), or cancel the Order.
  2. Shipping Charges & Responsibilities.
    • Vendor is responsible for determining shipping fees (subject to Thinktail guidelines) and clearly displaying them during checkout.
    • If shipping costs differ from those presented at checkout (e.g., due to oversize charges), Vendor must obtain Buyer’s written consent to additional fees before shipping.
    • Vendor must use only approved Shipping Partners. Thinktail may periodically update the list of approved partners.
    • Vendor bears responsibility for any delays, loss, or damage caused by improper packaging or failure to meet the 5-hour dispatch window, except in force majeure events.
  3. Inventory Management.
    • Vendor must maintain sufficient inventory to cover pending Orders.
    • If inventory is exhausted after Order placement, Vendor must cancel the Order within 2 hours of discovering the stock-out and process a full refund per the Cancellation & Refund Policy.

4.3. Service Fulfillment (For Veterinary Consultations, Grooming, etc.)

  1. Availability & Scheduling.
    • Vendor must maintain an up-to-date calendar of availability on the Platform, indicating available slots for consultations, grooming, training, and other services.
    • Vendor must honor scheduled appointments within a window of ±30 minutes to 3 hours (for in-person services) or connect for video consultations promptly when the Buyer is ready.
  2. Quality & Professional Standards.
    • Veterinarians must comply with all applicable laws, regulations, and professional guidelines (e.g., Veterinary Council of India rules, Animal Welfare Board of India standards).
    • Groomers, trainers, and boarding facilities must comply with local animal welfare regulations and maintain hygienic, safe environments.
    • Vendor shall not delegate professional veterinary duties to unlicensed individuals.
  3. Equipment & Technology.
    • For teleconsultations, Vendor must use a secure, HIPAA-compliant (or equivalent) video platform provided or approved by Thinktail.
    • Vendor is responsible for ensuring adequate internet connectivity and a private, professional setting for consultations.
    • Vendor must maintain any necessary medical equipment, grooming tools, or boarding infrastructure.

5. Fees, Commissions & Payouts

  1. Commission Structure.
    • Veterinary Consultations:
      1. Early Adopter Vets (first two months after onboarding): 7% of the consultation fee.
      2. Thereafter: 10% of the consultation fee.
    • Medical Products & Supplies: 20% of the sale price (inclusive of pet medicines, vaccines, supplements).
    • Non-Medical Services (e.g., Grooming, Training, Boarding): 20% of the service fee.
    • Pet Accessories & Other Retail Items: 20% of the sale price.
  2. Membership Plan (Optional).
    • Vendor may enroll in the Premium Provider Plan at ₹5,999 per month. Benefits include:
      1. Priority placement in search results,
      2. Enhanced storefront branding,
      3. Access to detailed analytics dashboards,
      4. Exclusive marketing campaigns.
    • Thinktail retains 100% of the membership fee. Membership fees are non-refundable once billed, and cancellations must be requested at least seven (7) days before the next billing cycle (as detailed in the Cancellation & Refund Policy).
  3. Payout Schedule & Mechanism.
    • After Buyer confirms receipt of Products (or after Services are rendered), Thinktail disburses Vendor’s earnings (sale price less Commission and any applicable taxes) to Vendor’s registered bank account.
    • Payout Frequency: Twice monthly—on the 10th and 25th of each month—for all eligible transactions settled since the last payout.
    • Minimum Payout Threshold: ₹1,000. If Vendor’s net earnings for a cycle are below ₹1,000, Thinktail will carry over the balance to the next cycle.
    • Deductions: Thinktail may deduct from Vendor’s payout:
      1. Platform Commissions,
      2. Chargeback or refund amounts reversed due to Buyer claims,
      3. Any penalties or fees described in Section 10 (Penalties & Dispute Resolution),
      4. Applicable TDS (Tax Deducted at Source) under Indian tax law.
    • Invoice & Statements: Vendor will receive a detailed payout statement (PDF) via email on payout dates.

6. Pricing & Promotions

  1. Setting Prices.
    • Vendor shall set final sale prices (inclusive of applicable GST and other taxes) for all Products and Services.
    • Vendor must clearly display MRP (if applicable) and Platform price. Any discrepancy (e.g., charging above displayed price) is grounds for immediate suspension.
  2. Discounts & Promotional Campaigns.
    • Vendor may participate in Platform-wide sales (e.g., festive promotions, “Pet Health Month”) as invited by Thinktail.
    • Any custom promotions outside Platform-wide campaigns must be reviewed and approved by Thinktail’s Marketing Team at least 7 days before launch.
    • Vendor acknowledges that Thinktail reserves the right to co-fund or subsidize promotional discounts (e.g., “Flat ₹100 Off”) at its sole discretion; however, the final displayed discount percentages and prices shall be accurate.
  3. Bundling & Combo Offers.
    • Vendor may create bundled packages (e.g., “Pet Wellness Kit”) consisting of multiple items. Bundles must:
      • Clearly list individual and bundled prices,
      • Indicate any savings relative to standalone purchases,
      • Comply with regulatory guidelines (e.g., combining a prescription drug with over-the-counter supplements is prohibited unless explicitly approved).

7. Packaging & Labeling Requirements

  1. General Packaging Standards.
    • Use sturdy, clean boxes or sealed poly mailers that protect Products from damage, moisture, and tampering.
    • Incorporate sufficient cushioning for fragile items (bubble wrap, air pillows).
    • Seal packages securely with tamper-evident tape.
  2. Temperature-Sensitive & Perishable Items.
    • For refrigerated or frozen Products (e.g., certain vaccines, specialty supplements), use insulated packaging with cold packs or gel packs sufficient to maintain required temperature for transit.
    • Clearly label external packaging: “Keep Refrigerated” or “Temperature-Sensitive.”
    • Vendor must monitor cold-chain integrity and provide shipment tracking to Buyers with expected delivery windows.
  3. Medical & Regulated Products.
    • Prescription medicines must be individually sealed and labeled with:
      • Product name, strength, and expiration date,
      • Indication and dosage instructions (in plain language),
      • “Prescription Only” or “Veterinary Use Only” notice as mandated.
    • Packaging must comply with the Drugs and Cosmetics Act, 1940, and relevant rules, including labeling in English (and other local languages if required).
  4. Labeling for All Products.
    • Clearly print:
      • Vendor’s name and return address,
      • Buyer’s name, delivery address, and contact number,
      • Order ID, SKU, and a brief packing slip listing item names and quantities.
    • Include any required statutory warnings or disposal instructions (e.g., “Keep out of reach of children,” “Do not freeze,” “Dispose responsibly”).

8. Quality Assurance & Compliance

  1. Regulatory Compliance.
    • Vendor shall comply with all applicable Indian laws and regulations relating to:
      • Food safety standards (for pet food): Food Safety and Standards Authority of India (FSSAI) guidelines.
      • Pharmaceutical regulations (for medicines and supplements): Drugs and Cosmetics Act, 1940; Drug Controller General of India (DCGI) approvals.
      • Veterinary practice guidelines: Veterinary Council of India regulations and state veterinary council rules.
      • Animal welfare and cruelty prevention statutes (e.g., Prevention of Cruelty to Animals Act, 1960).
      • Consumer Protection Act, 2019, and associated rules regarding product liability and unfair trade practices.
    • Vendor shall maintain valid licenses—FSSAI registration, GSTIN (Goods and Services Tax Identification Number), drug license (if applicable), veterinary practice registration—and provide copies to Thinktail upon request.
  2. Product & Service Quality.
    • Vendor represents and warrants that all Products are:
      • Safe, genuine, and not expired.
      • Free from defects in materials and workmanship.
      • Accurately described regarding ingredients, composition, and usage instructions.
    • For services (e.g., consultations, grooming):
      • Consultations must adhere to professional standards of care, following industry best practices and evidence-based veterinary medicine.
      • Groomers/trainers must follow proper animal handling protocols and maintain a clean, secure environment.
      • Any boarding facility must have adequate space, ventilation, sanitation, and trained staff to supervise animals.
  3. Inspection & Audits.
    • Thinktail reserves the right to conduct periodic audits of Vendor’s Products, facilities, and processes (with at least 48-hour notice).
    • Thinktail may request batch samples of Products for laboratory testing to verify compliance.
    • Vendors failing audits or found non-compliant may face listing removal, suspension of payouts, or termination of this Agreement.

9. Intellectual Property & Branding

  1. Vendor Intellectual Property.
    • Vendor retains ownership of its trademarks, brand name, logos, and proprietary product information.
    • By listing Products and Services, Vendor grants Thinktail a non-exclusive, royalty-free, worldwide license to:
      • Display, reproduce, and distribute Vendor’s IP in connection with Platform marketing, order processing, and customer communications.
    • Vendor represents that it has full rights to use all IP displayed in listings and that such use does not infringe third-party rights.
  2. Thinktail Intellectual Property.
    • Thinktail owns all rights in the Platform’s software, design, logo, trademark, and associated materials (“Thinktail IP”).
    • Vendor may use Thinktail’s “Powered by Snoutiq” mark or other approved badges solely to indicate its presence on the Platform, subject to Thinktail’s brand guidelines.
    • Vendor shall not alter, modify, or remove any Thinktail IP or branding from the Platform.
  3. Feedback & Suggestions.
    • Any feedback, suggestions, or ideas Vendor provides regarding Platform features, improvements, or enhancements are the exclusive property of Thinktail. Thinktail may use, implement, modify, and commercialize such Feedback without restriction or compensation to Vendor.

10. Confidentiality

  1. Definition of Confidential Information.
    • “Confidential Information” means any non-public information disclosed by one Party (“Disclosing Party”) to the other Party (“Receiving Party”), whether in written, oral, or electronic form, including:
      • Business strategies, financial data, pricing models, customer lists, marketing plans, and proprietary processes.
      • Technical data, source code, deployment architectures, security protocols, and trade secrets.
      • Any information marked “Confidential” or that a reasonable person would understand to be confidential.
  2. Obligations of Receiving Party.
    • Maintain all Confidential Information in strict confidence.
    • Not disclose any Confidential Information to third parties, except to its employees, contractors, or agents who:
      • Need access to perform obligations under this Agreement.
      • Are bound by written confidentiality obligations no less restrictive than those herein.
    • Use Confidential Information solely to fulfill its obligations under this Agreement.
    • Return or securely destroy all Confidential Information upon termination of this Agreement or upon Disclosing Party’s written request.
  3. Exclusions. Confidential Information does not include information that:
    • Is or becomes publicly known through no breach of this Agreement by Receiving Party.
    • Is rightfully received from a third party without confidentiality obligations.
    • Is independently developed by Receiving Party without reference to Disclosing Party’s Confidential Information.
    • Is required to be disclosed by law, regulation, or court order (provided Receiving Party gives Disclosing Party prompt written notice and cooperates in any effort to limit or contest the disclosure).

11. Warranties & Indemnification

  1. Vendor Warranties. Vendor represents and warrants that:
    • It is a legally registered entity (or individual) in good standing and has the full right, power, and authority to enter into this Agreement.
    • All KYC Documents, licenses, and certifications provided to Thinktail are true, complete, and not misleading.
    • Products and Services comply with all applicable laws, regulations, and industry standards.
    • No listing, marketing, or sale of any Product or Service infringes third-party rights (intellectual property, data protection, or other proprietary rights).
  2. Thinktail Warranties. Thinktail represents and warrants that:
    • It is duly incorporated under the laws of India and has full authority to operate the Platform.
    • Thinktail will provide Vendor with reasonable technical support to facilitate listing, order management, and payout processing.
  3. Mutual Disclaimer of Other Warranties. Except as specifically set forth, neither Party makes any other warranties, express or implied (including warranties of merchantability or fitness for a particular purpose).
  4. Indemnification by Vendor. Vendor shall indemnify, defend, and hold Thinktail (and its officers, directors, employees, agents, and affiliates) harmless from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:
    • Any breach of Vendor’s representations, warranties, or obligations under this Agreement.
    • Any claim that a Product or Service infringes third-party IP rights, is defective, or violates any applicable law.
    • Any data breach, privacy violation, or unauthorized use of Buyer data caused by Vendor’s systems or processes.
    • Any negligence, willful misconduct, or fraud by Vendor, its employees, or agents.
  5. Indemnification by Thinktail. Thinktail shall indemnify, defend, and hold Vendor (and its officers, directors, employees, agents, and affiliates) harmless from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:
    • Any breach of Thinktail’s representations, warranties, or obligations under this Agreement.
    • Any unauthorized access to Vendor’s account or data caused by Thinktail’s negligence in maintaining Platform security (excluding Vendor’s failure to follow secure password protocols).

12. Limitation of Liability

  1. Exclusion of Consequential Damages. Except for indemnification obligations, neither Party shall be liable to the other for any indirect, incidental, special, punitive, or consequential damages (including loss of profits, loss of goodwill, or business interruption) arising out of or in connection with this Agreement, even if advised of the possibility of such damages.
  2. Aggregate Liability Cap. Each Party’s total liability under this Agreement (whether in contract, tort, or otherwise) shall not exceed the total Commissions paid (for Thinktail) or received (for Vendor) in the six (6) months preceding the event giving rise to the claim.
  3. Exceptions. The limitations in this Section do not apply to:
    • Vendor’s indemnification obligations under Section 11.
    • Damages arising from a Party’s gross negligence, willful misconduct, or fraud.
    • Claims related to infringement of intellectual property or breaches of confidentiality.

13. Term & Termination

  1. Term. This Agreement commences on the earlier of:
    • The date Vendor electronically accepts this Agreement, or
    • The date Thinktail approves Vendor’s registration.
      The Agreement will remain in effect until terminated as provided herein.
  2. Termination for Convenience. Either Party may terminate this Agreement at any time upon thirty (30) days’ prior written notice to the other Party. During the notice period, Vendor must continue fulfilling active Orders and Services.
  3. Termination for Cause. Thinktail may immediately suspend or terminate Vendor’s access and this Agreement (in whole or in part) upon written notice if Vendor:
    • Breaches any material term of this Agreement (e.g., fails KYC, sells counterfeit or regulated products illegally).
    • Commits fraud, misrepresentation, or other unlawful or unethical conduct on the Platform.
    • Repeatedly fails to meet shipping or service commitments (e.g., more than three (3) late shipments in a calendar month).
    • Violates Thinktail’s policies (Terms & Conditions, Privacy Policy, Cancellation & Refund Policy, Shipping & Delivery Policy, Medical Disclaimer, or any applicable law).
    • Becomes insolvent, files for bankruptcy, or has an involuntary bankruptcy petition filed against it.
  4. Effect of Termination.
    • Upon termination:
      1. Vendor’s listings will be removed from the Platform;
      2. All pending Orders must be either fulfilled (if termination is for convenience) or cancelled and refunded (if termination is for cause);
      3. Thinktail will disburse any remaining net payouts (subject to deductions for refunds, chargebacks, or indemnity claims) within sixty (60) days;
      4. Vendor shall immediately cease all use of Thinktail IP and remove any “Powered by Snoutiq” or similar badges from its marketing materials;
      5. Sections 1, 3.2, 5–13, and 15–18 survive termination.

14. Dispute Resolution & Governing Law

  1. Governing Law. This Agreement and any disputes arising hereunder shall be governed by and construed in accordance with the laws of India, without regard to conflict of laws principles.
  2. Informal Resolution. In the event of any dispute arising out of or relating to this Agreement, the Parties shall first attempt to resolve the dispute amicably through good-faith negotiations.
  3. Arbitration. If the dispute cannot be resolved within thirty (30) days of written notice by one Party to the other, it shall be referred to and finally resolved by binding arbitration under the Arbitration and Conciliation Act, 1996 (India):
    • Seat & Venue: New Delhi, India.
    • Language: English.
    • Arbitrator: A sole arbitrator jointly appointed by the Parties; if the Parties cannot agree within 15 days of the referral, the President of the Delhi High Court Bar Association shall appoint the arbitrator.
    • Award: Final, binding, and enforceable in any court of competent jurisdiction.
  4. Interim Relief. Notwithstanding the foregoing, either Party may seek interim or injunctive relief from a court of competent jurisdiction in New Delhi, India, to protect its intellectual property or confidential information.

15. Taxes & Compliance

  1. Vendor’s Tax Obligations.
    • Vendor is solely responsible for obtaining and maintaining any applicable tax registrations (e.g., GST).
    • Vendor shall calculate, collect (if required), and remit any applicable taxes (GST, cess, etc.) on the sale of Products or Services.
    • Vendor shall provide Thinktail with accurate tax invoices as required by law.
  2. TDS (Tax Deducted at Source).
    • Thinktail may deduct TDS on payouts to Vendor as required under Indian tax law (e.g., Section 194-O of the Income Tax Act, 1961 for e-commerce operators).
    • Thinktail will provide Vendor with a TDS certificate within the timelines prescribed by law.
  3. Customs & Import/Export (For International Shipments).
    • If Vendor engages in cross-border sales (subject to Section 6 of Shipping & Delivery Policy), Vendor is responsible for customs duties, export/import licenses, and compliance with international trade regulations.

16. Data Protection & Privacy

  1. Privacy & Medical Data.
    • Vendor must comply with Thinktail’s Privacy Policy and User Consent for Medical Data when handling Buyer or pet-owner information.
    • In particular, any processing of pet health records or owner personal data during teleconsultations must adhere to “Sensitive Personal Data or Information” (SPDI) rules under the IT Act.
  2. Data Security.
    • Vendor shall implement reasonable security measures—encryption, access controls, secure storage—to protect Buyer data and medical records.
    • Vendor shall notify Thinktail within 48 hours of any suspected or confirmed data breach affecting Buyer or pet data.
  3. Use of Buyer Data.
    • Vendor may use Buyer data (e.g., order history, contact details) only to fulfill Orders, provide after-sales support, or with explicit Buyer consent for marketing. Vendor shall not share or sell Buyer data to third parties.

17. Confidentiality & Non-Solicitation

  1. Confidentiality. (As detailed in Section 10) applies equally to information exchanged under this Agreement.
  2. Non-Solicitation of Buyers.
    • During the Term and for a period of twelve (12) months thereafter, Vendor shall not directly solicit or accept orders from any Buyer it first met through the Platform, nor attempt to divert such Buyers to off-platform channels (e.g., personal website, other marketplaces).
    • Violation of this provision entitles Thinktail to seek injunctive relief and recover liquidated damages equal to 20% of the gross transaction value lost due to solicitation.

18. Penalties & Suspension

  1. Late Shipments & Order Failures.
    • If Vendor fails to dispatch a Product within 5 hours more than three (3) times in any calendar month, Thinktail may:
      1. Issue a written warning,
      2. Impose a penalty of ₹500 per late shipment beyond the threshold,
      3. Temporarily suspend Vendor’s listing privileges until performance improves.
  2. Cancellation Rate.
    • If Vendor cancels more than 5% of confirmed Orders in a calendar month (excluding force majeure or truly out-of-stock situations), Thinktail may impose:
      1. A penalty equal to 5% of the value of Orders canceled above the threshold,
      2. Temporary suspension of new Order acceptance until Vendor reduces cancellation rate.
  3. Policy Violations.
    • Violations of Thinktail’s core policies (Terms & Conditions, Privacy Policy, Medical Disclaimer) may result in:
      1. Immediate removal of offending listings,
      2. A flat penalty of ₹2,000 per serious violation (e.g., selling counterfeit or unauthorized prescription drugs),
      3. Suspension or termination of this Agreement for repeated or egregious breaches.
  4. Appeals.
    • Vendor may appeal any penalty or suspension by submitting a written request to Vendor Support ([email protected]) within 7 days of notification. Thinktail will respond within 10 business days.

19. Modification of Terms

Thinktail may revise this Vendor Agreement from time to time to reflect changes in business practices, legal requirements, or Platform features. When a material change is made:

  1. Thinktail will post the updated Agreement on the Platform with an updated “Last Updated” date.
  2. Thinktail will notify Vendor via email at least seven (7) days before changes take effect.
  3. If Vendor does not agree to the changes, Vendor may terminate this Agreement by providing written notice to Thinktail before the effective date of the changes.

20. Notices

  1. Notices to Vendor. Any notices required under this Agreement shall be sent to the email address Vendor provided at registration. Notices shall be deemed received 48 hours after sending, provided no bounce-back or error message is received.

Notices to Thinktail. All notices to Thinktail must be sent to:

Thinktail Global Pvt. Ltd. (Snoutiq)  
Attention: Legal / Vendor Management  
Plot No. 20, Block H-1/A, Sector-63  
Noida-201301, Uttar Pradesh, India  
Email: [email protected]  

  1.  Notices shall be deemed received 48 hours after Thinktail’s email server records delivery (provided no bounce-back is received).

21. General Provisions

  1. Relationship of Parties. The Parties are independent contractors. Nothing in this Agreement shall create an employment, partnership, joint venture, or agency relationship. Vendor has no authority to bind Thinktail.
  2. Assignment. Vendor may not assign or transfer any rights or obligations under this Agreement without Thinktail’s prior written consent. Thinktail may freely assign or transfer this Agreement to any affiliate or successor.
  3. Severability. If any provision of this Agreement is held invalid or unenforceable under applicable law, the remaining provisions shall remain in full force and effect. The invalid provision shall be replaced by a valid, enforceable provision that most closely matches its intent.
  4. Waiver. No failure or delay by either Party in exercising any right under this Agreement shall operate as a waiver of that right. Any waiver must be in writing and signed by an authorized representative.
  5. Entire Agreement. This Agreement, together with any documents it expressly incorporates by reference (e.g., Terms & Conditions, Privacy Policy, Cancellation & Refund Policy), constitutes the entire understanding between Vendor and Thinktail regarding the subject matter herein, superseding all prior or contemporaneous agreements, oral or written.

IN WITNESS WHEREOF, Vendor acknowledges having read, understood, and agreed to all terms and conditions of this Vendor Agreement by checking “I Agree” during the registration process or signing below (as applicable).

Thinktail Global Pvt. Ltd.
 Authorized Signatory: ____________________
Date: ___ / ___ / 2025

Vendor/Seller
 Legal Name / Entity: ____________________
Authorized Representative (if entity): ____________________
Signature: ____________________
Date: ___ / ___ / 2025