Vendor Terms of Service

Document version: 1.0  •  Jurisdiction: Bengaluru, Karnataka, India

Welcome to the Pinloop Vendor Platform ("Platform"). By creating an account, placing a bid, or using the Pinloop Vendor App ("App"), you ("Vendor") agree to be bound by these Terms of Service ("Terms").

These Terms form a legally binding contract between you and Pinloop Technologies Private Limited ("Pinloop"), a company registered in India.

1 Definitions

• "Discovered Price": The floor price for a Used Device, which is paid by the Vendor to the Retailer at the point of pickup.
• "Final Vendor Price": Your total binding offer for a Used Device.
• "Commitment Fee" (The "Token Payment"): The "spread" you pre-pay to Pinloop to secure a transaction. This is calculated as: (Final Vendor Price) - (Discovered Price).
• "Verifiable Data Package" (VDP): The set of images, diagnostics, and device information (e.g., IMEI) captured by the Pinloop Store App, upon which your bid is based. This VDP is the sole source of truth for the device's condition.

2 The Bidding & Commitment Process

2.1. Bids are Binding Contracts:
You acknowledge that every bid (or "Private Offer") you submit through the App is a firm, binding, and irrevocable offer to purchase the specified Used Device at your Final Vendor Price.

2.2. Reliance on the VDP:
Your bid is based solely on the VDP provided on the Platform. Pinloop and its retail partners make no warranty other than that the physical device at the store will match the VDP.

2.3. The Commitment Fee:
To be declared the winning Vendor for a transaction, you must immediately pay the Commitment Fee to Pinloop. This fee is NON-REFUNDABLE except as explicitly stated in Section 4.

2.4. Final Payment at Store:
Upon paying the Commitment Fee, you are contractually obligated to:

• Arrive at the designated retail store within the specified pickup window.
• Pay the remaining Discovered Price directly to the retail store via the payment methods specified in the App.

3 Anti-Bypass & Non-Circumvention

You explicitly agree that you will not (nor attempt to):

• Use the information from this App to contact a retail store or its staff to execute a "side-deal" or "offline transaction."
• Collude with any retail store staff to bypass the Platform, modify a price, or otherwise circumvent Pinloop's fees.

A breach of this clause is a "Vendor Default" (see Section 4) and will result in the immediate, permanent termination of your account.

4 Disputes, Defaults, & Forfeiture of Fee

4.1. Pinloop as Sole Adjudicator:
Pinloop is the sole and final adjudicator of all transaction disputes.

4.2. Valid Dispute (Vendor Protected):
The only valid reason to dispute a transaction at pickup is a "Material Discrepancy" — i.e., the physical device's make, model, or condition is demonstrably different from its VDP.

• Process: You must raise a dispute through the App (not with the store staff).
• Resolution: Pinloop will review the VDP against your evidence. If Pinloop, in its sole discretion, confirms a Material Discrepancy, the transaction will be canceled, and your Commitment Fee will be refunded to you.

4.3. Vendor Default (Fee Forfeited):
A "Vendor Default" occurs if you:

• Refuse to complete the transaction for any reason other than a valid dispute (e.g., "market price changed," "I made a mistake," or a baseless claim of discrepancy).
• Fail to show up for the pickup within the specified window.
• Breach the Anti-Bypass clause (Section 3).

4.4. Consequence of Default:
If a Vendor Default occurs, you acknowledge that Pinloop suffers real damages. As such, you agree that Pinloop shall:

• Immediately and irrevocably retain your entire non-refundable Commitment Fee as liquidated damages.
• Have the right, at its sole discretion, to suspend or permanently terminate your account and access to the Platform.

5 General Terms

5.1. Limitation of Liability:
Pinloop's total liability to you for any claim arising from a single transaction is limited to the Commitment Fee you paid for that specific transaction.

5.2. Governing Law & Jurisdiction:
These Terms are governed by the laws of India. You agree to the exclusive jurisdiction of the courts in Bengaluru, Karnataka, for any disputes.

5.3. Acceptance:
By checking the box and creating an account, you confirm that you have read, understood, and agree to be legally bound by these Vendor Terms of Service.