This agreement is entered with you the buyer engaging on platform SUPERMARGINS.COM hereby (the “Buyer Agreement”) for all purchases on supermargins website owned and operated by Cost Price Discount Stores Pvt Ltd hereby (B2B platform) Cost Price Discount Stores Pvt Ltd located at 166 Udyog Vihar phase 1 Gurugram, Haryana, india herby (“Cost Price Discount Stores Pvt Ltd,” “our,” or “us,” and collectively, the “Parties”) governs Buyer’s access, use, and purchase of products and services on www.supermargins.com domain including any content, functionality and services and also applies to Buyer’s use of supermargins mobile applications, as well as your use of Cost Price Discount Stores Pvt Ltd extension for desktop web browsers, including but not limited to the various APIs for logistics, finance and cataloguing as may be offered. By opening an account / registering on our website, you the Buyer agrees to be bound by the terms and conditions of this Buyer Services Agreement, the Terms of Use, any documents the foregoing agreements expressly incorporate by reference, and any additional terms and conditions found on the Site (the “Agreements”). 1.          Amendments. This Buyer Services Agreement may be changed by Cost Price Discount Stores Pvt Ltd without prior notice, at any time, at Cost Price Discount Stores Pvt Ltd.’s sole discretion. The latest version of this Buyer Services Agreement will be posted on the Site. It is Buyer’s responsibility to check periodically for changes to the Buyer Services Agreement before accessing, using, or purchasing any products or services through the Site. Your continued use of the Site after a posted change in the Buyer Services Agreement will constitute your agreement to such changes. 2.          Digital e-commerce platform. Buyer acknowledges and agrees that supermargins.com owned and operated by Cost Price Discount Stores Pvt Ltd is an ecommerce platform provider that facilitates the marketing and sale of goodsBuyer further understands and agrees that Cost Price Discount Stores Pvt Ltd bears no responsibility or liability for claims of loss from transactions on the Site, or from conflicts and disputes between Buyer and vendor, or between the Buyers. Buyer is responsible for obtaining and/or furnishing resale certificate(s) or as otherwise required by the applicable jurisdiction(s) requirements and is responsible for complying with the laws and requirements of all applicable jurisdictions, including but not limited to those matters relating to resale certificates, seller’s permits, and tax requirements. All vendors and Buyers are responsible for complying with all laws and regulations applicable to the international sale, purchase, and shipment of items. 3.        NON – CIRCUMVENTION The Buyer acknowledges and understands, that as part of this Agreement, it is transacting business with Cost Price Discount Stores Pvt Ltd only and accordingly any relationship/ arrangement exists only with Cost Price Discount Stores Pvt Ltd, and not with the Third-Party Factory/ Selected Manufacturer. The Buyer (including its affiliates, successors, subsidiaries, group companies and permitted assigns) agrees, that it will not contact or do any business whatsoever with any of the Selected Manufacturer(s) of Cost Price Discount Stores Pvt Ltd during the Term of this Agreement and after (2) two years after the Termination. Buyer further agrees that disclosure of any Selected Manufacturer made by Cost Price Discount Stores Pvt Ltd forms an integral part of the working relationship between the Parties and details of these Selected Manufacturers are part of the proprietary work and set up of Cost Price Discount Stores Pvt Ltd. Therefore, any direct or indirect approach or business with the Selected Manufacturers and/or Third-Party Factory during the Term of this Agreement by the Buyer would be regarded as a default of this Agreement. Notwithstanding the restriction herein above, the Buyer can only for the purposes of compliance check, certification or audit status connect with the Selected Manufacturer(s) on SEDEX/ and or similar compliance platforms.               Disclaimer of Warranty and Liability. Buyer acknowledges and agrees that Cost Price Discount Stores Pvt Ltd sells products after due diligence of quality from credible 3rd party auditors and same are shared with you PRIOR to dispatch of all goods. You’re the buyer are authorising all final sales and agree to receive the goods after your approval based upon the quality certification and have made yourself satisfied in all respects t the quality of products, vide samples, reviews of reports etc. Cost Price Discount Stores Pvt makes no guarantee or warranty with respect to any claims made by any buyer including, but not limited to international shipping and buying by buyer regarding pricing, quality, origin, shipping cost, delivery date, availability, suitability, or authenticity of any items listed for sale on Cost Price Discount Stores Pvt Ltd after your approval to ship.   4.             Account Suspension. At its absolute and sole discretion, Cost Price Discount Stores Pvt Ltd has the right to modify or terminate this Buyer Services Agreement at any time for any reason, or for any action or behaviour deemed as harmful or disruptive to other members (Buyers or vendors), or in any way detrimental to its business, reputation or image. Cost Price Discount Stores Pvt Ltd reserves the right to rescind, suspend and/or terminate the Buyer’s account at any time, without cause or advance notice, for any reason. 5.          Technical Malfunction or downtime. In the event of Site issues or malfunction, Cost Price Discount Stores Pvt Ltd will undertake all reasonable efforts to correct the problem in a timely manner. Cost Price Discount Stores Pvt Ltd shall not be held liable for any claims of loss made by the Buyer as a result of Site maintenance or malfunction, or as a result of events beyond the control of Cost Price Discount Stores Pvt Ltd, including but not limited to, acts of God, natural disasters, pandemics, fire, floods, terrorist acts, riots, wars, malicious software attacks, communications, power, pandemic, and utility disruptions. 6. INVOICING AND PAYMENT All payments shall be made directly to cost price discount stores pvt ltd or assignees as banks, factoring parties or bill discounters as applicable. cost price discount stores pvt ltd is hereby the primary supplier to the Buyer.The Parties agree that payment terms would be set forth at time of registration and if credits / financing option are ticked for the buyer are at sole discretion of cost price discount stores pvt ltd.Buyer agrees that cost price discount stores pvt ltd as the main supplier and exporter of the Products shall raise its invoice(s) directly to the Buyer for shipped Products against the POs raised by the Buyer clearly specifying the prices, total sum, quantity, product and all documents related to shipping. All invoices and documents both maritime and/ or air documents such as BL, s, FCR, AWB and other manifest and documents shall be submitted under DA [documents of acceptance] to the Buyer and the original copy to the Buyer’s bank  for payment under acceptance. 7. Intellectual Property Rights Buyer hereby acknowledges that Cost Price Discount Stores Pvt  has IPR over the platform and its various built in technologies and API integrations. Copying, reproducing, advertising, uploading, selling, and otherwise using a product, item, description, design or image on the Site in violation or infringement of another party’s legally protected trademark, copyright, likeness, publicity, privacy, patent, trade secret, or any other protected interest is strictly prohibited. 8.  Indemnification. Buyer shall defend, indemnify and hold harmless, Cost Price Discount Stores Pvt Ltd., its officers, directors, shareholders, successors, and permitted assigns ("Indemnified Parties") from and against all demands, loss, liability, claims, costs, suits, and damages, including attorneys' fees made against the Indemnified Parties by any third-party due to or arising out of or in connection with (i) your breach of this Buyer Services Agreement or the Agreements; (ii) your use of the Site and any of the services provided by Cost Price Discount Stores Pvt Ltd, or your activities on or through Cost Price Discount Stores Pvt Ld.net or Cost Price Discount Stores Pvt Ld.com vendor account(s); (iii) any innocent, negligent, wilful, dishonest, fraudulent or reckless acts or omissions of yours; (iv) any of your infringement or violation of third-party intellectual property or proprietary rights, including but not limited to, any products you sell or any content you provide or upload to our Site; (v) any breach of privacy by you or your customers or users; (vi) your violation of any local, state, or federal laws, including but not limited to complying with appropriate resale certificate requirements of your jurisdiction(s); (vii) the misuse of your password or account numbers; or (viii) your violation or breach of a third-party websites’ terms of use, whether in conjunction with use of the Style Match Plus Extension or related functions, or otherwise. You agree that the remedies set forth in this subsection are in addition to any rights and remedies Cost Price Discount Stores Pvt Ltd may have, all of which rights and remedies are expressly reserved.             9.  Governing Law and Jurisdiction. This Buyer Services Agreement shall be governed by and construed in accordance with the laws of the Arbitration & reconciliation Singapore without regard to its conflict of law provisions. The Parties shall endeavour to resolve through good faith negotiations any dispute arising under or relating to the Agreements before proceeding to binding arbitration. If a dispute cannot be resolved through such negotiations within a reasonable time, either Party may request for claims to be resolved by binding arbitration to be conducted in Singapore as a neutral country by the INTERNATIONAL ARBITRATION ACT (CHAPTER 143A) rules then-in-effect. Payment of all filing, administration and arbitrator fees will be governed except as provided in this Section. To begin an arbitration proceeding, either Party must send the other Party written notice requesting arbitration and describing such Party’s claims. All proceedings to resolve claims will be conducted only on an individual basis and not in a class, consolidated or representative action. The Federal Arbitration Act and federal arbitration law apply to this Buyer Services Agreement. An arbitration decision may be confirmed by any court with competent jurisdiction. If a legal expense is incurred to enforce or interpret any of the provisions of this Buyer Services Agreement or Agreements, the prevailing party shall be entitled to recover its reasonable expenses, including, but not limited to its attorney’s fees and costs, from the non-prevailing party. Notice. Any notice to Cost Price Discount Stores Pvt Ltd must be in writing to the address set forth above and will be deemed given: (i) upon receipt if by personal delivery; (ii) upon receipt if sent by certified or registered U.S. Mail (return receipt requested); or (iii) one (1) day after it is sent if by next day delivery by a major commercial delivery service, with a copy via electronic mail.