“Pay Only for Retailers Who Order”
Offer Terms & Conditions

MaxMobility provisions, hosts, and operates the GoSales eB2B platform for the Customer’s entire onboarded retailer universe — including catalogue, outlet master, data storage, sync, and support infrastructure — regardless of how many of those retailers place orders in any given month.

Because infrastructure is provisioned for the full universe but revenue is order-based, this offer applies a Minimum Billable Base so that MaxMobility always recovers baseline cost, while the Customer enjoys usage-linked pricing above that floor.

• Platform — the GoSales eB2B Retailer Ordering application and associated back-office modules provided by MaxMobility.
• Retailer Universe — the total number of unique retail outlets in the Customer’s outlet master that are onboarded, provisioned, or made available on the Platform, whether or not active. Declared by the Customer at onboarding and updated per Section 05.
• Onboarded Retailer — any retailer for which an account, catalogue mapping, or data record has been created on the Platform.
• Active Ordering Retailer — a unique Onboarded Retailer that places at least one Valid Order during a Billing Period. A retailer is counted once per Billing Period regardless of the number of orders placed.
• Billing Period — one calendar month.
• Minimum Billable Base — the protective floor defined in Section 04.

The Customer’s monthly platform charge is calculated on Billable Retailers, determined by the following logic:

The Minimum Billable Base for each Billing Period is the greater of:

1. 5% of the total Retailer Universe (rounded up to the nearest whole retailer); or
2. an absolute floor of [500] retailers, ensuring baseline server cost is recovered even for smaller universes.

Illustrative only. Assumes a Retailer Universe of 20,000, a Per-Retailer Fee of ₹100/month, and an absolute floor of 500. The 5% floor equals 1,000 retailers.

In the ramp-up month, only 600 retailers order — but the Customer is billed on the 1,000-retailer floor, protecting infrastructure cost. Once orders exceed the floor, billing follows actual usage.

Included

Platform hosting and infrastructure, standard eB2B ordering features, catalogue and outlet-master management, standard reports, routine updates, and standard support during business hours.

Excluded (chargeable separately or out of scope)

Custom development and bespoke integrations; third-party / ERP / DMS integration charges; hardware, devices, and retailer connectivity; SMS / WhatsApp / communication gateway costs; data migration beyond the agreed scope; on-site training and dedicated support beyond standard; and any applicable taxes.

1. Charges are invoiced monthly. The Minimum Billable Base is billed for the current period; usage above the floor is reconciled and billed based on verified Active Ordering Retailer counts.
2. All charges are exclusive of GST and applicable taxes, which are billed additionally.
3. Active Ordering Retailer counts recorded by the Platform are the reference figures for billing, absent manifest error.

1. Minimum commitment term: [12] months from go-live. The Minimum Billable Base applies for every Billing Period within the term, irrespective of order volumes.
2. The offer auto-renews for successive [12]-month terms unless either party gives [60] days’ written notice.
3. Per-Retailer Fee, MOV, and floor parameters may be revised at renewal on [30] days’ notice.
4. Early termination by the Customer within the minimum term attracts the balance of committed minimum charges as an early-exit fee.

MaxMobility may suspend or restrict access for non-payment, breach, or misuse, after reasonable notice. Suspension does not waive accrued charges, including Minimum Billable Base charges for the suspension period where the Customer is in breach. On termination, data is handled per Section 11 and the applicable master agreement.

The Customer owns its retailer, outlet-master, and transaction data. MaxMobility processes such data solely to operate the Platform and deliver the service, maintains reasonable security safeguards, and treats Customer data as confidential. Data handling, retention, and export on termination are governed by the master agreement and applicable data-protection law.

MaxMobility targets a monthly Platform uptime of [99.5]%, excluding scheduled maintenance, force-majeure events, and factors outside MaxMobility’s control (including Customer or third-party connectivity, devices, and integrations). Infrastructure is scaled to the onboarded universe; the Minimum Billable Base reflects this committed provisioning.

1. This offer is subject to the executed master services / subscription agreement between the parties, which prevails in case of conflict.
2. MaxMobility’s aggregate liability is limited to the charges paid by the Customer in the [3] months preceding the claim. MaxMobility is not liable for indirect, incidental, or consequential loss, including lost profits or business.
3. Neither party is liable for delays or failures due to force-majeure events.
4. This offer, its pricing, and parameters may be amended or withdrawn by MaxMobility on reasonable notice, save for commitments already in force for a running term.
5. Governing law: laws of India. Jurisdiction: courts at Kolkata, subject to any arbitration clause in the master agreement.
6. Terms and conditions apply. This document summarises key commercial terms and does not capture every provision; the full terms are set out in the master agreement.