Last updated on: 28th September 2022.

These Terms of Service ("TOS") is a legal contract betweenHP India Sales Private Limited ("Company" / “we”)and the entity or person(“You”/ “Your")who accesses or uses the website,www.saksham.hp.com(“SAKSHAM”/ “Website”), the“SAKSHAM App”for the services provided in connection with the Website(“Services”).

These TOS constitute an electronic record in accordance with the provisions of the Information Technology Act, 2000 as amended from time to time.

Your browsing/use/access of the Website/SAKSHAM App through any means or your registration on the Website shall signify Your acceptance of these TOS and Your agreement to be legally bound by the same.

If You do not agree with the TOS or thePrivacy Policy, please do not use the Website/ SAKSHAM App or avail the Services.

Certain provisions of these TOS may be superseded by expressly designated legal notices or terms located on pages of the Website and, in such circumstances, the expressly designated legal notice or term shall be deemed to be incorporated into these TOS and to supersede the provision(s) of these TOS to the extent that are designated as being superseded.

The Services offered by the Company under these TOS are limited to providing its Distributors and Tier 2 Partner (“T2”) with an online platform that enables the T2 to build their own store (“SAKSHAM Store”) and sell HP products to Tier 3 partners (“T3”) that they have invited to purchase from their SAKSHAM Store.

It is not mandatory for You to opt for the Services provided by the Company, nor is the Website an exclusive platform for sale or purchase of HP Products. If You choose to register on this Website and avail the Services, You will be bound by these TOS. You may continue to sell/ purchase HP products through other online/ offline channels while continuing to avail the Services on this Website.

The Company does not pre-screen the information provided by You and is in no manner privy to the terms of the contract of sale and/ or any transaction between the T2 and T3. You acknowledge that the Services may be accessible by other T2 and T3 partners and the Company makes no promise of exclusivity.

The Website may allow You to send/ receive certain communications by short message service (SMS) messaging and email pertaining to the Services. The Company will not be responsible for any charges accruing out of such SMS/ email services. If You avail such services, You agree that all communications sent through SMS/ Email will be solely for the purposes of sale/ purchase of HP products on the SAKSHAM Store. You agree that You will not use the SMS/ Email services for any unauthorized or illegal purposes or use third party email addresses, domain names, or mail servers without proper permission. You will maintain adequate security measures to protect Your business email account from phishing, hacking or other cyber-attacks.

The T2 may provide offers, promotions, discounts etc., on the HP products sold on their SAKSHAM Store on the Website/ Saksham App. The terms and conditions pertaining to such offers will be decided by the T2, who will also solely be responsible for any disputes regarding such offers.

The Company may also provide offers and other information such as news and updates, new HP product launches etc., on the Website (“Company Promotions”). Such Company Promotions will be the proprietary of the Company which will be governed as per the Company’s terms and conditions. The T2 or T3 will not have any role in the Company Promotions on the Website/ Saksham App.

The Company may, in its sole and absolute discretion, change these TOS from time to time. The Company will post notice of such changes on the applicable Website/ SAKSHAM App. If You object to any such changes, Your sole recourse shall be to cease using the Website/ SAKSHAM App/ Services. Continued use of the Website/ SAKSHAM App/ Services following notice of any such changes shall indicate Your acknowledgement of such changes and agreement to be bound by the modified terms and conditions.

The Company has the right to terminate/ cancel/ remove Your membership, account, or other affiliation with the Website/ Services or change the Website / the information and material available on the Website/ SAKSHAM App as well as your eligibility criteria to access the Website/ SAKSHAM App or avail the Services or any part thereof at any time and for any reason without prior intimation.

In the preparation of the Website/ SAKSHAM App, every effort has been made to offer the most current, correct, and clearly expressed information possible. Nevertheless, inadvertent errors may occur. The Company disclaims any responsibility for any errors and inaccuracy of the information that may be contained on the Website/ SAKSHAM App. Company also reserves the right and discretion to make any changes/corrections or withdraw/add information to the Website/ SAKSHAM App at any time without notice. The Company will not be liable if, for any reason, access to all or any part of the Website/ SAKSHAM App is restricted or unavailable at any time. The Company does not provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on or through the Website/ SAKSHAM App for any particular purpose. You acknowledge that such Information and materials may contain inaccuracies or errors and the Company expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law. Terms/ verbiages used on the Website/ SAKSHAM App which may have meanings/ definitions elsewhere are used on the Website for reference purposes only.

Certain information on the Website/ SAKSHAM App may contain opinions and views of third parties. The Company shall not be responsible for such opinions or any claims resulting from them. Further, the Company makes no warranties or representations whatsoever regarding the quality, fitness of the information or data for any particular purpose, or the completeness, accuracy, or adequacy of such information and data provided on the Website/ SAKSHAM App.

Copyright and other intellectual property rights on the Website/ Saksham App and all of its features and functionality including, without limitation, all information, Content, software, code, displays, graphics, design, materials, selections, arrangements, trademarks, and trade names contained on the Website/ Saksham App are proprietary property of the Company or its licensors (“Proprietary Property”). Notwithstanding anything in these TOS, You may not use such Proprietary Property without the prior written permission of the Company. You may not remove, alter or obscure any Proprietary Property or other proprietary rights notices incorporated in or accompanying the Website/ Saksham App.

If any third party, including any competent authority, informs the Company, or if Company suspects that You are in violation of any of the above restrictions or these TOS, Company reserves the right to examine Your use of the Website/ Saksham App and Service. On such examination, if Company finds any such violation, Company reserves the right to terminate these TOS and registration on the Website and discontinue Your access to the Services with immediate effect.

a. You are using Your Business Account/ SAKSHAM Store only for the business purposes i.e., for sale/ purchase from the SAKSHAM Store.

b. You acknowledge and agree that the Services are not a marketplace, and any contract of sale made through the Services is directly between the T2 and T3.

c. You will not use the Website/ Saksham App and/ or Services, for purposes that are not expressly permitted by these TOS.

d. Your organization is validly existing and in good standing as per the applicable laws (including but not limited to obtaining and complying with the requirements of any license or permit that may be necessary) in Your use of the Service and Your performance of obligations under these TOS.

e. All the information entered by You is correct to the best of Your knowledge and belief.

f. You are solely responsible for the HP products that You may sell/ purchase through the Website/ Saksham App (including description, price, fees, taxes that you calculate, defects, required legal disclosures, regulatory compliance, offers or promotional content), including compliance with any applicable laws or regulations.

g. You will not use the Website/ Saksham App for any illegal, harmful or unauthorized purpose, nor will You violate any laws in your jurisdiction (including but not limited to copyright laws), the laws applicable to You in Your jurisdiction, or the laws of India.

You will (a) protect and not disclose information made available by the Company that is identified as confidential or that reasonably should be considered confidential; (b) use this information only for internal purposes and in connection with Your use of Business Account; and (c) destroy or return all such information to the Company promptly when the TOS terminate (and, upon request, confirm such destruction in writing). This section covers all confidential information regardless of when and how You receive it.

By accessing or using the Website/ SAKSHAM App or the Services, You consent to the use of any information and data which You make available to Company, either through the Website/ SAKSHAM App or the Service or otherwise in accordance with these TOS and Company's Privacy Policy. The Company respects your privacy. For more information regarding HP's privacy policies and practices, please visit our Privacy Statement.

To the extent the Company is processing any personal data to which it has access, the Company’s Customer Data Processing Addendum shall apply. HP’s Customer Data Processing Addendum is available onwww.hp.com/privacy.

THE WEBSITE, SAKSHAM APP, SERVICES AND INFORMATION IS PROVIDED "AS IS" AND "WITH ALL FAULTS" AND THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE WEBSITE, SAKSHAM APP, SERVICES AND INFORMATION IS WITH YOU. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE WEBSITE, SAKSHAM APP, SERVICES, AND INFORMATION (INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS). WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE COMPANY MAKES NO WARRANTY THAT THE WEBSITE, SAKSHAM APP, SERVICES, OR THE INFORMATION WILL MEET YOUR REQUIREMENTS OR THAT THE WEBSITE, SAKSHAM APP, SERVICES, AND CONTENT WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE OR THAT DEFECTS ON THE WEBSITE, SAKSHAM APP, SERVICES, OR THE IN THE INFORMATION WILL BE CORRECTED. THE COMPANY MAKES NO WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE, SAKSHAM APP, SERVICES OR THE INFORMATION OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE WEBSITE/ SAKSHAM APP. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE WEBSITE, SAKSHAM APP OR FROM THE COMPANY, ITS PARENTS, SUBSIDIARIES, OR OTHER AFFILIATED COMPANIES, OR THEIR SUPPLIERS (OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS OF ANY SUCH ENTITIES) (COLLECTIVELY, "THE HP PARTIES") SHALL CREATE ANY WARRANTY. HP DISCLAIMS ALL EQUITABLE INDEMNITIES.

You acknowledge that any Information obtained using the Services is done at Your own discretion and risk and that You will be solely responsible for any damage to Your computer system, or any other hardware and / or software and/or device, including loss of data or effect on the processing speed, resulting from Your use of the Website/ SAKSHAM App, Services and Information or download thereof.

The Company shall not be liable for any indirect, special or consequential costs or damages of whatever nature, including but not limited to, lost revenues or profits, downtime costs, loss or damage to data or other intangible losses, arising out of or in any way connected with the use of this Website/SAKSHAM App, Services or with the delay or inability to use this Website/ SAKSHAM App, Services, or for any information, materials and/ or content uploaded, posted, emailed, transmitted and/ or obtained through this Website/ SAKSHAM App, or otherwise arising out of the use of this Website/ SAKSHAM App, whether based on contract, tort, negligence, strict liability or otherwise. This provision does not any liability which may not be excluded or limited by applicable law.

You shall at all times fully indemnify and hold harmless the Company and, and their respective officers, directors, agents and employees, from any and all costs, losses, claims, demands, damages and liabilities (excluding any indirect, special or consequential costs or damages of whatever nature, lost revenues or profits, downtime costs, loss or damage to data or other intangible losses,), actions including costs and reasonable attorneys' fees, suffered by any of them as a result of or in connection with a demand, action or claim made by any third party and/or penalty imposed, due to and/or arising out of (i) Your breach of the TOS; and (ii) Your violation of any law, rules or regulations; and (iv) the infringement or Your breach of the rights of any third party including, without limitation, infringement, obscene and/or indecent postings, and on-line defamation, or any copyright, trademark or other intellectual property or any other right of any person and/or entity.

In the event of Your breach of these TOS, You agree that the Company will be irreparably harmed and may not have an adequate remedy in money or damages. The Company therefore, shall be entitled in such event to obtain an injunction or other equitable relief in the event such a breach or anticipated breach from any court of competent jurisdiction. The Company's right to obtain such relief shall not limit its right to obtain other remedies under law or contract.

Although the Website/ SAKSHAM App may be accessible worldwide, the Company makes no representation that the Services is appropriate or available for use in locations outside India. Those who choose to access the Website from other locations, can do so on their own initiative and at their own risk. If You choose to access the Website from outside India, You are responsible for compliance with local laws in your jurisdiction. Any offer and/or information made in connection with the Website is void where prohibited.

This Website/ Saksham App may contain links (“Links”) to websites controlled or offered by third parties (non-affiliates of the Company). Such Links are provided for your reference only. The Company does not control such websites and are not responsible for their contents or the privacy or other practices of such websites. These Terms will not apply to Your use of any third-party website that You access via the Website/ Saksham App. Your use of any third-party website may be subject to additional terms and conditions, which we recommend that You read carefully before You visit any such website. The Company hereby disclaims all liability for all information, materials, products or services posted, offered or that may be accessed at any of the third-party Links linked to the Website/ Saksham App.

Further, it is up to You to take precautions to ensure that whatever Links You select or software You download (whether from our Website/ Saksham App or other websites) is free of such items as viruses, worms, Trojan horses, defects and other items of a destructive nature. Our inclusion of hyperlinks to such websites does not imply any endorsement of the material on such websites or any association with their operators.

The Company shall not be liable for any failure and/or delay on their part in performing any of its obligation under this Agreement and/or for any loss, damage, costs, charges and expenses incurred and/or suffered by You by reason thereof if such failure and/or delay shall be result of or arising out of Force Majeure Event set out herein. Explanation: "Force Majeure Event" means any event due to any cause beyond the reasonable control of the Company, including, without limitation, unavailability of any communication system, sabotage, fire, flood, earthquake ,explosion, acts of God, civil commotion, pandemic, epidemic, strikes, lockout, and/or industrial action of any kind, breakdown of transportation facilities, riots, insurrection, hostilities whether war be declared or not, acts of government, governmental orders or restrictions breakdown and/or hacking of the Website/ SAKSHAM App and/or Information or the Services.

The transactions and use of this Website/ SAKSHAM App and the Services, shall be governed by, construed, interpreted, and enforced in accordance with the laws of India. All disputes with respect to any matter arising from or in connection with these TOS or the Website/ SAKSHAM App or the Services shall be conducted exclusively before the Courts at Bangalore, India and You agree to submit to and be subject to exclusive jurisdiction of the courts of Bangalore.

Any complaints, abuse, or concerns with regards to the use of, or technical glitches on the Website/Saksham App, or breach of these TOS should immediately be informed to the designated Grievance Officer mentioned below:

Name: Subrata Medhi
Email id:contactus-saksham@hp.com
Address: No. 24, Salarpuria Arena , Hosur Main Road, Bangalore – 560030
Ph no. 08061354988

The Company will not be liable for any grievance regarding the transactions and offers that arise between the T2 and T3 on the Website/ Saksham App.

The term of these TOS will begin on the date of your completed registration for use of the Services and continue until terminated by us or by You.

If any provision of this TOS is determined to be invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions thereof, which shall remain in full force and effect.

The Company reserves the right to make changes to these terms of use including on account of changes to the Saksham operating model or changes to applicable laws. The Company shall provide advance notice to you at least 30 days prior to such changes taking effect. You will have the option to opt out of availing the Services in the event such changes are not acceptable to You, by providing the Company an intimation to this effect.

The Company's failure to insist upon or enforce strict performance of any provision of these TOS together with the Privacy Policy constitute the entire Agreement between the Parties shall not be construed as a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of these TOS. The Company may assign its rights and duties under these TOS to any party at any time without notice to You.

The communications between the Company and You will be sent and received electronically. When You use the Website/ Saksham App and provide any information on the Website/ Saksham App; or when You click any of the buttons available on the Website/ Saksham App; or when You send an e-mail to Company, You are communicating with Company through electronic records. You hereby consent that such electronic records, whether sent by You or automatically generated by the computer system when You click on any of the buttons available on the Website/ Saksham App, shall be deemed to be communications sent in writing by You. You agree that all electronic communication between the Company and You satisfies any legal requirements that such communications be in writing.

All notices to Company should be in writing and shall be made via e-mail tocontactus-saksham@hp.comor such other email address as notified here by the Company and all notices to You shall be made via e-mail to the e-mail address You provide at the time of Your registration or update under Your account details on the Website/ Saksham App from time to time.

You acknowledge that Your access to the Website/ Saksham App and use of the Services, does not make You an employee or agency or partnership or joint venture or franchise of the Company.

Rights and obligations under the TOS which by their nature should survive will remain in full effect after termination.

To access and use the Services on the Website/ Saksham App, You must register on the Website/ Saksham App for a SAKSHAM account (“Business Account”). To complete Your Business Account registration, You must provide the information indicated as required. Unless explicitly permitted, You may create only one Business Account for your organization. Once You complete the Business Account registration and verification process, Your organization will be registered on the Website/ Saksham App. You can delete Your Business Account at any time by accessing “My Profile“ section of the Website/ Saksham App.

You are responsible for all activities that occur under your Business Account, regardless of whether the activities are undertaken by You, Your employees or a third party (including Your contractors or agents). You will have to create a User ID and password to login to your Business Account. It is Your responsibility to maintain confidentiality and security of your Business Account details including password. The Company is not liable for any unauthorized access to Your Business Account. If you believe, any unauthorized third party is using Your Business Account, please contact the Company immediately.

You acknowledge and agree to provide public-facing contact information, a refund policy, order fulfilment timelines and comply with all other applicable regulatory requirements on your SAKSHAM Store.

You acknowledge that Your SAKSHAM Store and the HP products that You sell through the Website will be true, accurate, and complete, and will not violate any applicable laws, regulations or rights of third parties. For the avoidance of doubt, the Company will not be the seller or merchant on record and will have no responsibility for your SAKSHAM Store or the HP products sold through the SAKSHAM Store.

All offers, HP products, pricing, and other information (“Information”) uploaded by You in Your SAKSHAM Store to sell to the invited T3, will be Your sole proprietary. The Company does not have any role in verifying the Information that is provided by You on Your Business Account or SAKSHAM Store.

You acknowledge that invited T3s may have access to information from your Business Account, such as shipping addresses, payment methods, and order history etc. You agree that the Company 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.

You may establish the appearance of your SAKSHAM Store with a design template/ theme that is provided by the Company (“Theme”). If You download the Theme, You are permitted to use it only for the SAKSHAM Store. You may not transfer, replicate, or provide the Theme to any third party. The Company may modify the footer in the Theme that refers to the Company at its discretion.

The Company’s role is to only provide a platform for the T2 to sell HP products from their SAKSHAM Store to the invited T3. You may choose the price at which You want to sell and to the selected T3. The Company will have no role in determining the price at which the HP products are sold nor the criteria for selecting the T3. You will be responsible for determining, collecting, withholding, reporting, and remitting all applicable taxes, duties, fees, surcharges or any additional charges that may arise in the course of sale through Your SAKSHAM Store.

You can choose to provide various facilities to the invited T3 for payment purposes, namely Credit/ Debit card payment, Net banking, UPI etc., for making the payments. If You choose to use such facilities, You will be responsible to ensure security of information and comply with all applicable laws in this regard. All queries/ complaints/ requests related to sale, payments, delivery, refunds, return and/ or any disputes in this regard, will be Your responsibility. Further, You may provide an option to the invited T3s to have a credit limit on Your SAKSHAM Store. If You choose to do so, all responsibility regarding such credit usage will solely vest with You. The Company does not have any control over any feature of Your Business Account or SAKSHAM Store including but not limited to payments, pricing, offers etc., and disclaims all rights and liabilities in this regard including any online payment fraud.

You may upload materials related to the sale of HP products on Your Saksham Store including but not limited to marketing creatives, advertisements, etc., (“Your Material”). The Company does not claim ownership over Your Material however, would require a license to host Your Material on the Website. You grant the Company a non-exclusive, transferable, royalty-free, sub-licensable, worldwide right to host, use, distribute, communicate, make available, display Your Material. You further grant the Company a non-exclusive, transferable, sub-licensable, royalty-free, worldwide right and license to use the names, trademarks, service marks and logos associated with your Store (“Your Trademarks”) to operate, provide, and promote the Services and to perform our obligations and exercise our rights under the TOS. You represent, warrant, and agree that You have all necessary rights in the Your Material and Your Trademarks to grant this license.

To access and use the Services on the Website, the T2 must invite You to purchase from their SAKSHAM Store. The T2 may require you to fill an application/ onboarding form or any other such document and enter details regarding Your business/ organization including GST ID, Pan Card, Company Incorporation Certificate etc. Thereafter, the T2 will validate Your application/ onboarding form and after due validation will provide You with an access link to access Your account (“SAKSHAM Account”). The criteria for inviting You and validating Your application is solely based on the discretion of the T2 and the Company does not have any role in the invitation/ validation of Your SAKSHAM Account.

You acknowledge that You are authorized to purchase HP products offered by the T2 and such purchases are authorized purchases of Your organization.

You are responsible for all activities that occur under your SAKSHAM Account, regardless of whether the activities are undertaken by You, Your employees or a third party (including Your contractors or agents). You will be provided a User ID and option to create a password to login to your SAKSHAM Account. It is Your responsibility to maintain confidentiality and security of your SAKSHAM Account details including password. The Company is not liable for any unauthorized access to Your SAKSHAM Account. If you believe, any unauthorized third party is using Your SAKSHAM Account, please contact the Company and T2 immediately.

The Company’s role is to only provide a platform for the T2 to sell and You to purchase the HP products offered by the T2 on their SAKSHAM Store. The prices, product catalogue, offers etc., are solely decided by the T2 and the Company does not have any role in the contract of sale or any other transaction between the T2 and You. You will be responsible for determining, collecting, withholding, reporting, and remitting all applicable taxes, duties, fees, surcharges or any additional charges that may arise in the course of sale through their SAKSHAM Store.

The T2 can choose to provide various facilities to You for payment purposes, namely Credit/ Debit card payment, Net banking, UPI etc., for making the payments. If the T2 provides such facilities, the T2 will be responsible to ensure security of information and comply with all applicable laws in this regard. All queries/ complaints/ requests related to sale, payments, delivery, refunds, return and/ or any disputes in this regard, will be the T2’s responsibility. Further, the T2 may provide an option to have a credit limit with You on their SAKSHAM Store. If You choose this credit facility, all responsibility regarding such credit usage will solely vest with the T2 and You. The Company does not have any control over any feature of the T2’s Business Account/ SAKSHAM Store and Your SAKSHAM Account including but not limited to payments, pricing, offers etc., and disclaims all rights and liabilities in this regard including any online payment fraud.