ROLE: SELLER · RSCxxxxxx

Seller Agreement & Terms of Service

Effective: 01 July 2026 · Last updated: 22 July 2026

This Agreement is entered into between RBUY Marketing Private Limited (operating as ROOPAY SHOPPE™, "the Platform") and you ("the Seller"). By activating a Seller role (RSC ID), you confirm that you have read, understood, and agree to be bound by all terms below.

1. Eligibility & Role

›This Agreement applies exclusively to individuals or business entities holding the Seller (RSCxxxxxx) role on ROOPAY SHOPPE™.

›You must be at least 18 years of age, legally competent to enter into a contract, and either a registered business entity or an individual eligible to conduct commercial activity under applicable Indian laws.

›Your Seller role remains active for 365 days from the date of activation and must be renewed annually.

›The Platform reserves the right to verify your identity, business registration, and legal standing at any time.

2. KYC Requirements

Full KYC verification is mandatory before you can list products, accept orders, or withdraw earnings. Required documents:

GSTValid GST Registration Certificate (GSTIN) — mandatory for all Sellers listing taxable goods or services.

PANPermanent Account Number (PAN) card — mandatory. Sellers without PAN are subject to higher TDS rates (see Section 10).

BANKBank account number and IFSC code for settlement — must be in your name or your registered business name.

BUSINESSBusiness registration / trade licence (where applicable based on product category).

All submitted documents are encrypted using AES-256 and stored on secure private cloud storage. Falsification of KYC documents is a criminal offence under Indian law and will result in immediate account termination and reporting to the relevant authorities.

3. Product Listing Rules

›You may only list products that you own, manufacture, or are legally authorised to sell. Items must comply with all applicable Indian laws and regulations.

›Listing counterfeit, stolen, illegal, controlled, hazardous, adult, or prohibited goods is strictly forbidden and will result in immediate account suspension, forfeiture of wallet balance, and reporting to law enforcement.

›Product title, description, images, MRP, HSN/SAC code, and stock quantity must be accurate and not misleading at any time.

›You are responsible for maintaining accurate stock levels. Repeatedly failing to fulfil orders due to inaccurate stock listings will result in listing suspension.

›Prices are in Indian Rupees (INR). The Platform may display your listings to international buyers; applicable currency conversion and taxes are handled by the Platform.

›The Platform reserves the right to remove any listing that violates these rules without prior notice.

4. Platform Service Charge — 5%

ROOPAY SHOPPE™ levies a 5% platform service charge on you (the Seller) for every successfully completed order. This charge is deducted from your Seller Wallet at the point of settlement. The 5% is split as follows:

1%Credited to your own BW Available + BW Spendings (equal value to both).

1%Credited to your assigned Marketing Executive (ME) Wallet + ME BW Spendings.

3%Credited to the Admin Share Wallet (platform revenue pool for BW share distribution).

The 5% charge applies on the net order value. Applicable slab: Rs. 1–95 = Rs. 5; Rs. 96–190 = Rs. 10; every additional Rs. 95 adds Rs. 5.

5. Order Fulfilment Obligations

3 DAYSYou must confirm or reject a new order within 3 days (72 hours) of placement. Failure to respond results in automatic cancellation and full refund to the buyer including the buyer's 5% charge. Repeated non-confirmation will result in listing suspension.

48 HRSAfter confirming, you must pack and hand over the product to the delivery partner within 48 hours.

DELIVERYProducts must be safely packaged. Damage caused by inadequate packaging is your responsibility.

25 HRSSettlement is released to your Seller Wallet automatically 25 hours after delivery confirmation, provided no cancellation request has been raised by the buyer.

24 HRSThe buyer has a 24-hour window after delivery to request a cancellation/return. After 25 hours with no cancellation, payment is auto-released to you.

6. Shipping & Delivery

COSTShipping cost is borne entirely by the Seller. Roopay Shoppe does not pay any courier or logistics charge. The shipping cost for each order is deducted from your settlement. You are responsible for handing the parcel to the assigned courier or delivery partner in good condition.

PARTNERYou may use Platform-integrated courier services (Shiprocket) or an assigned Roopay Delivery Partner (DVL). COD orders use a platform-generated secure QR for payment collection.

TRACKINGYou must update shipment tracking status promptly within the platform. Buyers must be able to see real-time order status.

7. Returns, Refunds & Disputes

7 DAYSA buyer may raise a return request within 7 days of delivery. You must review and respond to the return request through the Platform within 48 hours.

PROPOSEYou may propose an alternative resolution (partial refund, replacement, or adjusted amount). The buyer may accept or counter-propose. This multi-round negotiation is handled inside the Platform.

RETURNIf a physical return is agreed upon, the product must be returned to you before settlement is reversed. You bear the return shipping cost.

REFUNDOn an approved and completed return, the buyer receives a full refund to their Roopay Wallet. The order amount is debited from your Seller Wallet.

ADMINThe Platform admin may intervene in unresolved disputes after 72 hours. Admin's decision is final and binding.

FRAUDSellers found manipulating return requests, shipping empty boxes, or colluding with buyers for fraudulent refunds will be permanently banned and their wallet balance forfeited.

8. Seller Wallet & Withdrawals

›Your Seller Wallet holds your available earnings after deduction of the 5% platform charge, TDS, and TCS.

›One-withdrawal rule: Only one active withdrawal request is allowed at a time. A new withdrawal cannot be initiated until the previous one has been credited to your bank account.

›Withdrawal requires fully verified KYC. Sellers with unverified KYC cannot initiate withdrawals.

›A security deposit (if applicable at role activation) is held separately and is not available for withdrawal during the contract period.

›The Platform targets settlement within 2–5 business days of withdrawal request. Processing times may vary based on bank/gateway timelines.

9. BW (Business Wallet) Position

›Every completed order credits your BW Spendings with the order amount, contributing to your BW position in the Platform's share distribution system.

›The 5% charge paid on every order also credits 1% to your BW Available and BW Spendings, giving you passive income from the Admin Share distribution that runs every hour via the Platform's automated system.

›BW earnings are separate from Seller Wallet earnings and are not subject to TDS/TCS.

10. Tax Obligations

TDS — Section 194O (Income Tax Act, 1961)

The Company deducts TDS at 0.1% of gross sales value above Rs. 5,00,000 annual threshold under Section 194O, using TAN MRIR02476F. Sellers without a valid PAN card are subject to TDS at 5%. Form 16A is issued quarterly.

TCS — CGST Act, Section 52

The Company collects TCS at 1% (0.5% CGST + 0.5% SGST, or 1% IGST for inter-state) on your net sales value and files GSTR-8 by the 10th of the following month. This TCS is reflected in your GSTR-2A and can be claimed as credit.

GST Compliance

GST-registered Sellers must accurately reflect Platform sales in their own GST returns. The Company issues monthly transaction statements to assist your filing. Platform service charges (5%) attract 18% GST (9% CGST + 9% SGST) on which the Company is the supplier.

11. Intellectual Property

›You retain ownership of your product listings, images, and descriptions. By listing on the Platform, you grant RBUY Marketing Private Limited a non-exclusive, royalty-free licence to display, reproduce, and promote your listings and brand within the Platform and its marketing materials.

›You must not use the ROOPAY SHOPPE™ trademark, logo, or branding outside the Platform without written permission.

›The Platform's technology, design, and software remain the exclusive property of RBUY Marketing Private Limited.

12. Prohibited Conduct

›Conducting transactions outside the Platform to avoid the 5% service charge.

›Creating fake orders, fake reviews, or colluding with buyers for fraudulent refunds.

›Sharing your login credentials, RSC ID, or wallet access with third parties.

›Attempting to reverse-engineer, scrape, or exploit any part of the Platform's systems.

›Listing products that infringe third-party intellectual property, trademarks, or patents.

›Using the Platform for money laundering, tax evasion, or any illegal financial activity.

13. Account Suspension & Termination

›The Platform may suspend or terminate your Seller account immediately for violation of any term in this Agreement, without prior notice.

›On termination for breach, any wallet balance may be frozen pending investigation and recovery of outstanding obligations.

›You may voluntarily deactivate your Seller role at any time. Outstanding orders must be fulfilled before deactivation is complete.

›Annual non-renewal results in automatic deactivation of your RSC role. Your wallet balance remains accessible for withdrawal for 90 days post-expiry.

14. Limitation of Liability

The Platform provides a marketplace technology service and is not the seller of any product listed on it. RBUY Marketing Private Limited is not liable for:

›Product defects, quality issues, or misdescription by the Seller.

›Delivery delays caused by third-party courier partners beyond Platform control.

›Loss or damage during transit once handed to the courier/delivery partner.

›Any indirect, consequential, or punitive damages arising from your use of the Platform.

The Platform's maximum liability to any Seller, in any event, shall not exceed the amount of one month's net sales settled to the Seller in the immediately preceding calendar month.

15. Amendments

RBUY Marketing Private Limited reserves the right to amend these Terms at any time. Sellers will be notified of material changes via the Platform and/or registered email/mobile. Continued use of the Seller role after the amendment date constitutes acceptance of the revised Terms.

16. Governing Law & Dispute Resolution

›This Agreement is governed by the laws of the Republic of India.

›Any dispute arising out of or in connection with this Agreement shall first be attempted to be resolved through the Platform's internal dispute resolution mechanism.

›Unresolved disputes shall be subject to the exclusive jurisdiction of the competent courts in Tamil Nadu, India.

›The language of this Agreement and all proceedings shall be English.

Declaration

By activating the Seller (RSC) role on ROOPAY SHOPPE™, you confirm that you have read and understood this Agreement in full, and that you agree to be legally bound by its terms.

RBUY Marketing Private Limited

CIN: U51909TN2018PTC123874 · PAN: AAJCR0650F · GST: 33AAJCR0650F1ZP · TAN: MRIR02476F · UAN: TN32D0015605

2/716-8 VOC Nagar, Soolakkaraimedu, Tamil Nadu — 626003, India

support@roopayshoppe.com · 0091-9952411895 · www.roopayshoppe.com