Vasana Vendor Terms & Conditions
These terms govern your relationship with Vasana Retail Private Limited as a brand partner on the Vasana marketplace. They are part of the Vasana Agreement Suite, which includes five documents:
- Vendor Terms & Conditions (this document) — commercial terms, tiers, commission, IP, legal framework.
- Seller Operational Policy — order processing, dispatch timelines, catalogue standards, scoring methodology, penalties.
- Return & Exchange Policy — customer returns, exchange process, RTO procedures.
- Packaging Guidelines — packaging standards, labelling, sustainability packaging.
- Vendor Privacy Policy — data protection, DPDP Act 2023 compliance, breach notification.
Each linked document opens in a new tab. You accepted the Vendor Privacy Policy in the previous step. By accepting these Terms, you also agree to the Seller Operational Policy, Return & Exchange Policy, and Packaging Guidelines.
If there is a conflict between these Terms and any other document in the Agreement Suite, these Terms prevail unless the conflicting provision is required by law.
YOUR TIER AND COMMERCIAL TERMS — PLEASE READ CAREFULLY
Every brand on Vasana is assigned to one of three sustainability tiers based on the strength of your Evidence-Gate verification. Your tier determines your commission rate, settlement cycle, and RTO cost sharing.
| Aarambh | Jiva | Bodhi | |
|---|---|---|---|
| Score Range | 6 – 17 | 18 – 24 | 25 – 30 |
| Commission | 27% | 24% | 20% |
| Settlement Cycle | 30 days | 30 days | 15 days |
| RTO Liability | 100% you | 50/50 shared | 0% you (cap 3–5% GMV) |
| Probation | 180 days | None | None |
All brands start at Aarambh. You can upgrade as soon as you meet the criteria — it is entirely self-serve through your dashboard.
Your current tier, commission rate, and commercial terms are shown in your Brand Schedule. When you upgrade, your terms update automatically.
IMPORTANT — PROVISIONAL COMMISSION RATES:
The commission rates shown above (27% / 24% / 20%) are provisionally set and may be revised prior to the first sale on the platform following validation of the Company's financial model. Vasana will notify you at least 30 days in advance of any rate revision, via the Vendor Portal and your registered email. If you do not accept the revised rates, you may terminate this agreement with 30 days' notice. No commission is charged until you have been notified of the final applicable rate. The most direct way to reduce your commission rate is to upgrade your tier — every document you upload moves you closer to better terms.
TRUST DEFICIT TAX — PLEASE READ CAREFULLY
If you remain at Aarambh and have not upgraded by Day 181 of your probation, the following applies:
- Your commission rate increases to 35% of the selling price. This replaces the standard 27% Aarambh rate.
- Your products drop in search and discovery ranking.
- New product listings are restricted until you engage with the upgrade process.
- A member of the Vasana team will contact you directly.
If you upgrade after Day 181: The Trust Deficit Tax is removed immediately. No retroactive charges.
If you do not engage at all after Day 181 — no communication, no documentation, no response — your account may be moved to inactive and removed from the marketplace at Day 211.
Commission
Vasana charges a commission on every completed sale, calculated as a percentage of the selling price. Your rate is determined by your tier.
All commissions are exclusive of applicable taxes (including GST). GST on commission is charged as per applicable law.
Vasana may revise commission rates with a minimum of 30 days' notice via the Vendor Portal or your registered email. If you do not accept the revised rates, you may terminate this agreement.
The 180-Day Probation
Every brand entering at Aarambh has 180 days from the date you accept this agreement to begin upgrading your verification. This is not a penalty — it is a structured runway to build your sustainability profile.
During probation, your products are live with an Aarambh badge and sustainability tags. You have access to group workshops and optional paid consultation. Your dashboard shows your upgrade progress at all times.
Upgrade is self-serve. When your Evidence-Gate score meets the Jiva threshold and all applicable gates are satisfied, you can upgrade immediately.
Dynamic Downgrade
If a certificate or document supporting your tier expires and you do not renew it:
- Your score is recalculated on the expiry date.
- If your score drops below your current tier threshold, you move to the appropriate lower tier automatically.
- Your commercial terms adjust immediately. There is no grace period for perk changes.
- The moment you upload a renewed certificate and it is validated, your previous tier is reinstated immediately.
You will receive a renewal reminder 30 days before any certificate expires.
Settlement and Payment
Vasana processes your earnings on the cycle for your tier: 30 days for Aarambh and Jiva, 15 days for Bodhi.
Your settlement is calculated after deducting commission, applicable taxes, RTO costs, returns processed during the period, and any penalties for non-compliance (as set out in the Seller Operational Policy).
Settlement is paid to the bank account you registered on the Vendor Portal. You are responsible for keeping your bank details accurate. Vasana is not liable for delays caused by incorrect bank information.
A settlement statement is available on your Vendor Portal for each cycle.
Product Listing and Content
You must provide accurate, complete product information for every listing — descriptions, specifications, images, pricing, and mandatory statutory information for your category.
Product images: minimum 5 angles, high-definition, 300 DPI, clear background. Fashion and Footwear: Vasana Size Guide image is mandatory.
All sustainability claims must be truthful and substantiated at your current tier level. Unsubstantiated claims are a breach of this agreement.
Pricing must be transparent: MRP, selling price, and taxes clearly displayed in compliance with the Legal Metrology Act, 2009 and the Consumer Protection Act, 2019.
Vasana may remove or suspend any listing that does not meet these standards.
PRICE PARITY — PLEASE READ CAREFULLY
You must maintain price parity. The price of your product on Vasana must never be higher than the price you charge for the same product on any other platform or channel — including your own direct-to-consumer website, other marketplaces, or offline retail.
Price revisions must be submitted through the Vendor Portal at least 15 days before they take effect, and must preserve parity across all your channels.
If you discount or fund a promotion elsewhere, you must extend the same offer to Vasana customers. You bear the cost of matching the discount — Vasana's role is limited to providing promotional visibility to Vasana users. Vasana does not fund your discount.
If you become aware that any platform — including one where the discount was not initiated by you — is selling your product at a lower price, you must notify Vasana within 7 days.
Violating price parity is a breach of this agreement and triggers the penalty framework in the Seller Operational Policy. Vasana may also suspend your listings until parity is restored. Full operational detail is in the Seller Operational Policy.
Orders, Returns, and Packaging
When a customer orders your product, you are notified via the Vendor Portal. The order is accepted unless you reject within 24 hours.
You must hand over ready-to-ship products to the logistics partner within 2 working days, packed per the Packaging Guidelines.
Customer complaints must be responded to within 24 hours via the Vendor Portal.
Returns and exchanges are governed by the Return & Exchange Policy. Your RTO liability is determined by your tier.
Full operational requirements and penalties are in the Seller Operational Policy.
Intellectual Property
You retain ownership of your brand, products, and content. You grant Vasana a non-exclusive, royalty-free, revocable licence to use your brand assets for listing and promoting your products on the platform and associated channels. This licence is for India. International expansion requires a separate arrangement.
All intellectual property in the Vasana platform, Evidence-Gate system, tier system, and Vasana brand belongs exclusively to Vasana. You may not use Vasana's IP without written consent.
You warrant that your products and content do not infringe any third-party IP. You indemnify Vasana against any IP infringement claims arising from your products.
Data Protection
Vasana is the Data Fiduciary under the DPDP Act 2023. For order fulfilment data (customer name, address, phone), you are the Data Processor — you process this data solely on Vasana's instructions for order fulfilment.
You must notify Vasana within 24 hours of becoming aware of any data breach involving customer data.
You must not use customer data for any purpose other than order fulfilment. You must not share, sell, or transfer customer data to any third party.
Full data processing obligations are in the Vendor Privacy Policy, which you accepted in the previous step.
Confidentiality
All non-public business information shared between you and Vasana is confidential. Neither party may disclose the other's confidential information without written consent, except as required by law. This obligation survives for 2 years after termination.
LIMITATION OF LIABILITY — PLEASE READ CAREFULLY
Vasana's total liability to you under this agreement is limited to the total commission earned by Vasana from you in the 6 months before the claim.
Neither party is liable for indirect, consequential, or punitive damages, including loss of revenue, profit, data, or business opportunity.
You indemnify Vasana against claims arising from: IP infringement by your products, inaccurate certifications, non-compliance with applicable law, and product liability.
Force Majeure
Neither party is liable for delays caused by events beyond reasonable control — natural disasters, pandemics, government action, war, fire, flood, or infrastructure disruption.
The affected party must notify the other within 7 days and use reasonable efforts to mitigate.
If a force majeure event continues for more than 90 consecutive days, either party may terminate this agreement with 15 days' notice.
TERM, TERMINATION, AND AUTO-RENEWAL — PLEASE READ CAREFULLY
This agreement is effective from the date you accept it and remains in force for 1 year. It automatically renews for successive 1-year periods unless either party gives 30 days' notice before the end of the current term.
Either party may terminate with 30 days' written notice for any reason.
Vasana may terminate immediately if:
- You commit a material breach and do not fix it within 15 days of notice.
- You provided false information in the onboarding questionnaire.
- Your products violate applicable law.
- You become insolvent.
On termination, your listings are removed. Outstanding settlement is processed within 30 days, subject to deductions for pending returns and amounts owed. Clauses on IP, data protection, confidentiality, and liability survive termination.
DISPUTE RESOLUTION AND ARBITRATION — PLEASE READ CAREFULLY
This agreement is governed by the laws of India.
Any dispute will first be addressed through good-faith negotiation for 30 days.
If not resolved, the dispute will be referred to arbitration under the Arbitration and Conciliation Act, 1996. A sole arbitrator, mutually agreed, will conduct the arbitration in Patna, Bihar. The language will be English.
The courts at Patna, Bihar have exclusive jurisdiction.
Additional Services
Vasana may offer you additional services from time to time, including Vasana Spotlight (analytics), marketing services, and exhibition access. Each service has its own terms. Accepting this agreement does not obligate you to purchase any additional service.
Changes to These Terms
Vasana may update these terms with 30 days' notice via the Vendor Portal or your registered email. You will be asked to review and re-accept the updated terms through the portal before they take effect. If you do not accept the updated terms, you may terminate this agreement.
General
This agreement and the Agreement Suite constitute the entire agreement between you and Vasana. If any provision is found invalid, the rest continues in effect. No waiver of any breach constitutes a waiver of future breaches. All notices are sent to the email registered on your Vendor Portal.