Partner Terms of Business

1. Definitions

1.1 In this Agreement, unless the context otherwise requires:

• (a) “Applicable Law” means all laws, statutes, rules, regulations, orders, and governmental requirements of India (including central and state law), whether in effect now or in the future, which have the force of law in India, as may be issued, amended, or re-enacted from time to time by any governmental, statutory, regulatory, or judicial authority that apply to a Party or to the activities contemplated by this Agreement. This includes, without limitation, the Indian Contract Act, 1872; the Information Technology Act, 2000 (“IT Act”); the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 (“Intermediary Rules”); the Digital Personal Data Protection Act, 2023 (“DPDP Act”); the Digital Personal Data Protection Rules, 2025 (“DPDP Rules”); the Consumer Protection Act, 2019; the Consumer Protection (E-Commerce) Rules, 2020; the Competition Act, 2002; the Copyright Act, 1957; the Trade Marks Act, 1999; the Arbitration and Conciliation Act, 1996; and, where relevant to the Partner, the Clinical Establishments (Registration and Regulation) Act, 2010 or applicable state clinical establishment law, and the rules of the relevant medical or dental council, all advertising, consumer protection, public health, municipal licensing and professional conduct laws applicable to Partner Services;
• (b) “Booking” means a confirmed appointment for Partner Services made by a Customer through the Platform;
• (c) “Booking Amount” means the amount charged or held from the Customer through the Platform at the time of making a Booking, to confirm the appointment, which shall be credited towards the Service Price if the Booking is completed;
• (d) “Commission” means the fee payable by the Partner to Me-Time in consideration of the services provided by Me-Time under this Agreement, calculated on a per Booking basis, in accordance with the rate and calculation methodology specified in the Order Form;
• (e) “Confidential Information” means all non-public, proprietary, confidential or commercially sensitive information disclosed or made available by or on behalf of one Party (the “Disclosing Party”) to the other Party (the “Receiving Party”) in connection with this Agreement, whether disclosed orally, in writing, electronically, visually or by any other means, including: (a) the existence and terms of this Agreement, commercial terms, pricing, Commission arrangements; (b) technical information, software, source code, object code, APIs, product roadmaps, specifications, designs, architecture, security measures, algorithms, data models, documentation; (c) Platform IP, Partner IP, trade secrets, know-how, business methods, operating procedures, financial information, business plans, marketing strategies, customer acquisition information and business processes; (d) information relating to Customers, bookings, usage patterns, analytics, complaints, ratings, feedback, suppliers, contractors, employees, business partners or other commercial relationships; (e) any information that is designated as confidential or that a reasonable person would understand, in the circumstances of disclosure, to be confidential or proprietary; and (f) any analyses, compilations, reports, studies, notes, summaries or other materials prepared by the Receiving Party that contain, reflect or are derived from the foregoing. Confidential Information does not include information that the Receiving Party can demonstrate: (i) is or becomes publicly available through no breach of this Agreement or other confidentiality obligation; (ii) was lawfully known to the Receiving Party without restriction before disclosure by the Disclosing Party; (iii) is independently developed by the Receiving Party without use of or reference to the Disclosing Party’s Confidential Information; or (iv) is lawfully obtained from a third party without breach of any confidentiality obligation;
• (f) “Customer” means an individual who uses the Platform to search for, book, or pay for Partner Services;
• (g) “Effective Date” means the date mentioned on the Order Form or the date on which the Partner accepts this Agreement, whichever is earlier;
• (h) “Force Majeure Event” means, in relation to either Party, any event, circumstance or cause beyond that Party’s reasonable control which prevents, delays or materially impairs that Party’s ability to perform its obligations under this Agreement, including acts of God, natural disasters, epidemic or pandemic events, war, terrorism, civil unrest, labour disruptions, governmental orders or restrictions, power failures, telecommunications or internet outages, cyber incidents, failure or unavailability of third-party service providers, cloud service provider outages, DNS failures, and payment provider or Payment Aggregator downtime, provided that the affected Party has not caused or materially contributed to the event and uses reasonable efforts to mitigate its effects;
• (i) “Intellectual Property” means all intellectual property and proprietary rights recognised under Applicable Law, whether registered or unregistered, including rights in and to patents, patent applications, inventions, discoveries, utility models, copyrights and related rights, moral rights, database rights, trademarks, service marks, trade names, logos, domain names, designs, trade dress, trade secrets, confidential information, know-how, software, source code, object code, algorithms, processes, methodologies, data, documentation, and all other industrial or proprietary rights, together with all applications, registrations, renewals, extensions, continuations, restorations, and rights to enforce or seek remedies for infringement of any of the foregoing;
• (j) “Listing” means the Partner’s profile and all information, content, materials and data relating to the Partner or the Partner Services that are submitted to, uploaded to, displayed on, distributed through, or otherwise made available via the Platform, including the Partner’s business name, trading details, service descriptions, pricing, promotions, availability, operating hours, location and contact information, photographs, videos, logos, trademarks, credentials, qualifications, ratings, responses to feedback, policies, disclosures, and any other content or information relating to the Partner or the Partner Services. “Listed” and “Listing Content” shall be construed accordingly;
• (k) “Order Form” means the commercial schedule appended to this Agreement or any separate order form executed or accepted by the Parties that incorporates this Agreement, setting out the commercial and operational particulars applicable to the Partner;
• (l) “Partner Services” means the beauty, grooming, wellness, medical, aesthetic, or other services offered by the Partner to Customers as described in the Listing or Order Form;
• (m) “Payment Aggregator” means a licensed third-party payment aggregator or payment service provider used on the Platform, integrated with the Platform to process, collect, and settle payments under the Agreement;
• (n) “Personal Data” has the meaning given in the DPDP Act;
• (o) “Platform” means the online e-commerce marketplace platform operated by Me-Time Private Limited (“Me-Time”) under the name “Me-Time”, accessible via website and mobile applications;
• (p) “Platform IP” means all Intellectual Property owned by or licensed to the Platform, excluding Partner IP;
• (q) “Party” means either Me-Time or the Partner, as the context requires, and “Parties” means Me-Time and the Partner together;
• (r) “Partner” or “You” means the business entity identified in the Order Form;
• (s) “Partner IP” means all Intellectual Property owned by the Partner including the Partner’s name, logos, trademarks, service descriptions, images, and other content supplied by the Partner for the Listing;
• (t) “Representatives” means in relation to a Party, its directors, officers, employees, affiliates, contractors, consultants, agents and professional advisers;
• (u) “Service Price” means the total price for the relevant Partner Service as published by the Partner on the Platform during onboarding or as updated in accordance with this Agreement, excluding applicable taxes and transaction fees unless expressly stated otherwise. Any Booking amount collected from the Customer at the time of Booking shall be credited towards the Service Price.

2. Commencement and Term

This Agreement will commence on the Effective Date and shall continue in effect until terminated in accordance with Section 18 (Suspension and Termination) of this Agreement.

3. Platform Relationship and Me-Time as Intermediary

• 3.1 Me-Time operates the Platform as an online marketplace to facilitate discovery and booking of Partner Services. Me-Time is an “intermediary” within the meaning of Section 2(1)(w) of the IT Act read with Section 79 of the IT Act.
• 3.2 Except as expressly stated in this Agreement, the Platform is provided on an “as is” and “as available” basis. Me-Time does not warrant that the Platform will be uninterrupted, error-free or continuously available, or that the Partner will receive any minimum level of Customer demand, enquiries, traffic, visibility, Bookings or revenue through the Platform.
• 3.3 Nothing in this Agreement creates a partnership, joint venture, employment, franchise, or agency relationship between the Parties. The Partner is an independent business. The Partner is not an employee, agent, franchisee, or Representative of Me-Time, and has no authority to bind Me-Time or to hold itself out as doing so.
• 3.4 Me-Time does not provide, endorse, recommend, supervise, control, or assume responsibility for any beauty, grooming, wellness, medical, aesthetic, or other services offered by the Partner. Me-Time is not a clinical establishment, healthcare provider, medical referrer, practitioner, or treatment provider, and does not exercise clinical, professional, or operational control over the Partner or its personnel.
• 3.5 Each Booking creates a contract solely between the Partner and the relevant Customer for the provision of the applicable Partner Services. Me-Time is not a party to that contract and, shall not be responsible or liable for the quality, safety, suitability, legality, availability, performance, outcomes, or fulfilment of any Partner Services.

4. Partner Onboarding and Eligibility Conditions

4.1 To List the Partner Services on the Platform, the Partner must satisfy the following conditions:

• (a) the Partner must be legally competent to contract and must not be disqualified from entering into this Agreement under Applicable Law;
• (b) where the Partner is a freelancer or sole proprietor, such person must be at least 18 years of age and of sound mind;
• (c) where the Partner is an entity, it must be duly incorporated, registered, or otherwise validly existing under Applicable Law; and
• (d) the person accepting this Agreement, completing the Order Form, or otherwise acting on behalf of the Partner must be at least 18 years of age, is of sound mind, is not disqualified from contracting under Applicable Law, and is duly authorised to bind the Partner.

4.2 The Partner shall ensure on a continuing basis that it and its Representatives satisfy all eligibility, authority, licensing, registration, and onboarding requirements applicable to the Partner’s use of the Platform and provision of Partner Services.

4.3 Me-Time may require the Partner to provide and maintain current copies of its business registrations and supporting documents, including (where applicable) its GST registration certificate, Udyam Registration Certificate, Shops and Establishments registration certificate, insurance certificates, practitioner credentials, and any other information or documentation reasonably required for onboarding, due diligence, compliance, risk assessment, verification, or ongoing monitoring purposes. The Partner shall promptly provide such information and documentation upon request. Me-Time may delay, withhold, suspend, or withdraw onboarding, or suspend access to the Platform, where any required information or documentation is incomplete, inaccurate, misleading, expired, invalid, or not provided within a reasonable period following Me-Time’s request.

4.4 The Partner shall promptly notify Me-Time of: (a) any suspension, revocation, expiry, or material restriction affecting any licence, registration, permit, certification, or insurance required for the provision of Partner Services; and (b) any investigation, enquiry, inspection, regulatory action, disciplinary proceeding, complaint, or enforcement action by any governmental, regulatory, professional, or licensing authority that may reasonably be expected to adversely affect the Partner’s ability to provide the Partner Services lawfully, safely, or in accordance with this Agreement.

4.5 Where Me-Time reasonably suspects a material breach, identifies a Customer safety concern, regulatory concern, fraud risk or other Platform integrity issue, Me-Time may require additional information, documentation or verification from the Partner without prior notice, where reasonably necessary.

5. Listings

• 5.1 The Partner shall promptly provide Me-Time with such information and materials as Me-Time may reasonably require, to create, maintain, update and display the Partner’s Listing, including business information, service descriptions, pricing, availability, photographs, logos, trademarks and brand materials.
• 5.2 The Partner is solely responsible for the accuracy, completeness, and currency of its Listing, including Partner Service descriptions, pricing, duration, inclusions, exclusions, premises address, opening hours, staff qualifications (where stated), and availability.
• 5.3 The Partner shall ensure that:
  • (a) Listing content is not false, deceptive, misleading or unlawful;
  • (b) the Listing accurately describes the Partner Services, including any eligibility criteria, exclusions, risks, qualifications, certifications, or regulatory disclosures required under Applicable Law;
  • (c) the Listing does not contain any false, misleading, deceptive, unsubstantiated or exaggerated claims regarding the nature, quality, efficacy, outcomes, benefits or results of any Partner Services;
  • (d) the Listings shall not contain any statement, representation or advertisement that is false, unsubstantiated, or prohibited under Applicable Law or applicable professional standards;
  • (e) prices displayed are the prices that will be charged for the corresponding Partner Services at the time of Booking, subject only to changes made in accordance with Platform functionality and Applicable Law; and
  • (f) Partner’s availability calendars are kept reasonably up to date so that confirmed Bookings can be honoured.
• 5.4 The Partner shall ensure that it shall not publish or post any Listing or content on the Platform that:
  • (a) belongs to, or contains material owned by, a third party in respect of which the Partner does not have any rights or infringes the intellectual and proprietary rights of someone else including their copyright, trademarks and patents;
  • (b) is defamatory, pornographic, obscene, paedophilic, invasive of the privacy of others, including bodily privacy, insulting or harassing on the basis of gender, libelous, racially or ethnically objectionable, relating to or encouraging money laundering or gambling or otherwise inconsistent with Applicable Law;
  • (c) is harmful to children or impersonates another person;
  • (d) threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign States, or public order, or causes incitement to the commission of any offence or prevents investigation of any offence or is insulting other nation(s);
  • (e) contains software or any other computer code, file or program designed to interrupt, destroy or limit the functionality of the Platform;
  • (f) is patently false and untrue, and is published with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person; or
  • (g) violates any law for the time being in force.
• 5.5 The Partner acknowledges that Me-Time may monitor, review, moderate, suspend, restrict, remove, or delist Listings, content, or access to the Platform where necessary to comply with Applicable Law, respond to complaints, address safety or fraud concerns, protect Customers, preserve the integrity of the Platform, or enforce this Agreement.
• 5.6 Me-Time may format, categorise, translate (where applicable), display and present Listings to operate and improve the Platform. Me-Time may review, moderate, withhold, suspend, delist, or remove any Listing or part of it where Me-Time reasonably believes the content is inaccurate, unlawful, misleading, harmful, infringes any third-party rights, breaches this Agreement, or is otherwise inconsistent with Platform standards or policies.
• 5.7 Publication of a Listing does not constitute Me-Time’s endorsement of the Partner or the Partner Services.

6. Bookings

• 6.1 A Booking is formed when the Platform issues a confirmation to the Customer and the Partner (or makes the confirmation available in the Partner interface) following the Customer’s selection of the relevant Partner Services and successful payment, unless otherwise specified in the Order Form.
• 6.2 Each Booking is a binding contract for the relevant Partner Services between the Partner and the Customer, subject to the terms of the relevant Booking and this Agreement. Me-Time’s role is limited to facilitating the Booking and related Platform communications. It is not a party to the contract between the Partner and the Customer.
• 6.3 The Partner shall honour all confirmed Bookings in accordance with the Listing, Booking details, this Agreement and Applicable Law.
• 6.4 The Partner shall provide the relevant Partner Services with reasonable skill, diligence and care, at the stated premises (or such other location agreed with the Customer), and at the confirmed date and time. The Partner shall ensure that adequate personnel, facilities, equipment, inventory and resources are available to perform the relevant Partner Services.
• 6.5 If the Partner is unable to honour a Booking, it shall notify Me-Time and the Customer as soon as reasonably practicable through the designated Platform channels. The Partner shall cooperate with Me-Time and the Customer to facilitate a rescheduled appointment, substitute service provider (where appropriate and agreed by the Customer), refund, cancellation or other resolution in accordance with this Agreement, the applicable cancellation policy and Applicable Law. Where the inability to honour the Booking arises from the Partner’s act, omission, operational failure, overbooking, staff unavailability, Listing inaccuracy or other Partner-side cause, the Partner shall bear all resulting costs, and refunds.
• 6.6 The Partner shall not directly or indirectly solicit or induce any Customer who discovers or books the Partner Services through the Platform to complete rebook or purchase the relevant Partner Services outside the Platform for the purpose of avoiding, reducing or circumventing any Commission or other fees payable to Me-Time under this Agreement. Nothing in this clause restricts the Partner from providing services to customers acquired independently of the Platform or operating through its own channels or third-party channels.

7. Partner Obligations

• 7.1 The Partner shall not include on its Listing, Partner Page or any other content made available through the Platform, any direct contact details, third-party booking links, website URLs, social media handles, references, third party booking platform, or other such information that enables Customers to contact the Partner outside the Platform.
• 7.2 The Partner shall not make available through its own direct booking channels a lower publicly available price for substantially equivalent Partner Services than the price made available through the Platform.
• 7.3 The Partner shall obtain and maintain all necessary consents and permissions from any third party whose name, image, photograph or other content is provided for use on Me-Time, and shall provide evidence of such consent upon reasonable request.
• 7.4 The Partner shall not encourage, solicit or incentivise any Customer acquired through Me-Time to transact outside the Platform in order to avoid, reduce or circumvent any Commission or other amounts payable to Me-Time under this Agreement.
• 7.5 The Partner shall use reasonable security measures to prevent unauthorised access to or use of Me-Time’s Platform and shall promptly notify Me-Time of any actual or suspected unauthorised access or use.
• 7.6 The Partner shall be responsible for regularly backing up its own data. Me-Time does not guarantee the retention or recovery of any Partner data and shall not be liable for any loss of data resulting from the Partner’s failure to maintain such backups.
• 7.7 The Partner shall not offer or advertise through the Platform any service that is unlawful, prohibited under Applicable Law or that the Partner is not duly licensed to provide.
• 7.8 The Partner shall not:
  • (a) Sublicense, distribute, disclose, or otherwise make available any API or API access credentials provided by Me-Time to any third party, or use any such API to create, offer or facilitate a product or service that competes with, or substantially replicates, the functionality of the Platform;
  • (b) Introduce, transmit, upload or otherwise make available any virus, malware, Trojan horse, worm, malicious code or other harmful material that may interfere with, disrupt, damage or gain unauthorised access to the Platform, any software or services provided by Me-Time, or any related systems, networks or data;
  • (c) reverse engineer, decompile, disassemble or otherwise attempt to derive, discover or extract the source code, underlying ideas, algorithms, structure or organisation of any software, services or APIs made available by Me-Time;
  • (d) remove, obscure or alter any copyright notice, trademark, proprietary marking, attribution, security feature or other notice displayed on or through the Platform;
  • (e) access or use the Platform except in compliance with this Agreement, and Applicable Law.

8. Partner Services

8.1 Where the Partner offers medical, clinical, dermatological, cosmetic or aesthetic services:

• (a) the Partner shall obtain and maintain all licences, registrations, permits and approvals required under Applicable Law, including any clinical establishment registration required under the Clinical Establishments (Registration and Regulation) Act, 2010 or applicable state law;
• (b) the Partner shall ensure that all treatments are performed only by appropriately qualified and licensed practitioners acting within the scope of their professional qualifications, registrations and authorisations;
• (c) the Partner shall obtain all consents, conduct all assessments and maintain all records required under Applicable Law and applicable professional standards; and
• (d) the Partner shall not represent or imply that Me-Time endorses, recommends, supervises, provides or guarantees any medical, clinical or aesthetic treatment or outcome.

8.2 The Partner shall provide Partner Services with reasonable care, skill and diligence, in hygienic and safe premises fit for the relevant Partner Services, and in accordance with the applicable industry and professional standards. The Partner shall ensure that all personnel providing Partner Services are appropriately trained, qualified, licensed or certified, where required, and shall promptly address enquiries and issues relating to Partner Services and Bookings.

8.3 The Partner shall treat Customers fairly, professionally and in compliance with Applicable Law, and shall not engage in any conduct that is unlawful, misleading, abusive, discriminatory or otherwise likely to adversely affect Customers, Me-Time or the reputation of the Platform. The Partner shall promptly investigate and respond to complaints relating to Partner Services and use reasonable efforts to resolve such complaints in a timely and professional manner. Where Me-Time receives a complaint relating to the Partner or Partner Services, Me-Time may refer the complaint to the Partner for resolution, and the Partner shall reasonably cooperate with any related enquiry.

8.4 The Partner shall use all reasonable endeavours to resolve Customer complaints as soon as reasonably practicable and, upon Me-Time’s reasonable request, keep Me-Time informed of material correspondence with the Customer and the status and outcome of the complaint.

8.5 The Partner shall only send commercial communications to Customers where permitted under Applicable Law and, with the Customer’s valid consent, where required. The Partner shall comply with all Applicable Law relating to privacy, data protection and electronic communications in connection with such communications.

9. Customer Reviews and Ratings

• 9.1 The Partner acknowledges that Customers may submit ratings and written feedback regarding Partner Services through the Platform.
• 9.2 Customer ratings may be displayed publicly on the Platform and may contribute to the Partner’s overall rating. Written reviews or feedback will not be displayed publicly and may instead be shared directly with the relevant Partner.
• 9.3 The Partner may respond to written feedback directly to the relevant Customer through available Platform tools and shall do so courteously and truthfully, without unlawfully disclosing Customer Personal Data or including any defamatory, harassing or otherwise unlawful content.
• 9.4 The Partner shall not post, procure, solicit or incentivise fake or misleading ratings or feedback, suppress genuine ratings or feedback by unlawful means, or otherwise manipulate its rating or the Platform’s ratings system. Any such conduct shall constitute a material breach of this Agreement.

10. Service Pricing, Commission, Fees, and Taxes

• 10.1 The Partner shall determine the Service Price for each Partner Service listed on the Platform. The Service Price shall represent the total price payable for the relevant Partner Service, excluding applicable taxes and transaction fees unless expressly stated otherwise. Any Booking Amount collected from the Customer at the time of Booking shall be credited towards the Service Price if the Booking is completed. The Partner shall ensure that the Service Price, Booking Amount, applicable taxes, transaction fees, service duration, buffer period, inclusions, exclusions and any other material pricing or timing is clearly disclosed to Customers at or before the time of Booking.
• 10.2 Customers shall make payments for Bookings through the Payment Aggregator integrated with the Platform. At the time of Booking, the Customer may be charged the Booking Amount. If the Booking is completed, the Booking Amount shall be credited towards the Service Price, and the Customer will be charged the balance Service Price, together with applicable taxes and transaction fees. The Customer will be redirected to, or required to enter payment details on, the secure interface of the relevant Payment Aggregator and returned to the Platform once the payment process is complete. The Partner acknowledges that Me-Time only enables this payment flow through the Platform and does not itself collect, process, hold, or store Customer funds, bank account details, card details, or other payment instrument credentials. Payment processing, authorisation, settlement, refunds, failed transactions, chargebacks, and related timelines may be subject to the terms, policies, systems, and processing timelines of the relevant Payment Aggregator, in addition to this Agreement and the applicable customer-facing terms. The Partner shall cooperate with Me-Time and the relevant Payment Aggregator in relation to payment processing, settlement, refunds, failed transactions, chargebacks, payment disputes, and any related information or evidence reasonably required for such purposes.
• 10.3 The Partner shall pay Commission to Me-Time in respect of each Booking that is confirmed and is not validly cancelled more than 2 hours before the appointment in accordance with this Agreement. The Commission shall remain payable where the Partner is entitled to retain all or part of the Service Price, including in respect of late cancellations no-shows, partial refunds, rescheduled Bookings, or any other amounts retained by the Partner. The Commission for cancellations, no-shows and refunds shall correspond to the amounts retained by, or payable to, the Partner.
• 10.4 Me-Time’s Commission shall be calculated in accordance with the rate and calculation basis specified in the Order Form. Me-Time shall be entitled to offset the Commission from amounts otherwise payable to the Partner. Net amounts payable to the Partner shall be settled within the timeline specified in the Order Form, subject to payment clearance and after adjusting refunds, chargebacks, Payment Aggregator fees, deductions, taxes required to be withheld or deducted, the Commission, and any other amounts payable by the Partner to Me-Time under this Agreement.
• 10.5 Settlement of amounts payable to the Partner for completed Bookings shall be processed through the Payment Aggregator and in accordance with the settlement arrangements specified in the Order Form.
• 10.6 Each Party shall be responsible for taxes imposed on it under Applicable Law. The Partner shall be solely responsible for charging, collecting, reporting and remitting GST and any other applicable indirect taxes on Partner Services. Me-Time shall charge GST on Commission and any other taxable supplies made by Me-Time to the Partner and shall issue tax invoices in accordance with Applicable Law.
• 10.7 The Partner shall provide complete and accurate tax registration details, including GST registration details where applicable, and shall promptly notify Me-Time of any change to such information. The Partner shall indemnify Me-Time against losses, claims, penalties, interest, costs and expenses arising from incorrect or incomplete tax information provided by the Partner, or from the Partner’s failure to account for, collect, report or remit taxes applicable to Partner Services.

11. Cancellations, No-Shows, Refunds, and Chargebacks

11.1 The Partner agrees and acknowledges that:

• (a) Customers may cancel or reschedule Bookings through the Platform up to two hours before the scheduled appointment time. Where a Customer cancels or reschedules more than two hours before the appointment, the Booking Amount paid by the Customer through the Platform shall be refunded in full. In such event, the Platform shall not be entitled to any fees and Me-Time shall not be entitled to any Commission. Customers may reschedule through the Platform to an available appointment within the next 15 days. Any rescheduling for a later date may be handled directly by the Partner.
• (b) Cancellations or requests to reschedule within two hours before the scheduled appointment time will not be supported through the Platform. The Partner may at its discretion, handle any such cancellation or rescheduling request directly. The Platform will not support the refund of any fees including the Booking Amount in such event. Me-Time will be entitled to its Commission on the full Service Price.
• (c) If a Customer does not attend a confirmed appointment and has not cancelled the Booking in accordance with the applicable terms, the Booking will be treated as a no-show. The Platform will not support the refund of any fees including the Booking Amount in such event. Me-Time will be entitled to its Commission on the full Service Price, if full Service Price was collected by the Partner and not refunded to the Customer. Refunds of no-shows are based on Partner discretion. The Partner shall not claim no-show fees that were not clearly disclosed at Booking.

11.2 The Partner may cancel a confirmed Booking only where it has a legitimate reason for doing so, including unavailability of staff, closure of premises, equipment failure, safety concerns, or a Force Majeure Event. Where the Partner cancels a confirmed Booking, the Partner shall notify Me-Time as soon as reasonably possible through the designated Platform channels and shall cooperate with Me-Time in notifying the Customer. All amounts paid by the Customer through the Platform in connection with that Booking shall be refunded in full.

11.3 The Partner shall configure cancellation and rescheduling rules through the Platform or specify them in the Order Form. These rules will be disclosed to the Customer at the time of Booking and shall apply between the Partner and the Customer, subject to any mandatory rights or protections afforded to the Customer under Applicable Law.

11.4 Where a refund is required under Applicable Law, by the applicable cancellation rules, by Partner default (including failure to honour a Booking), or by Me-Time’s reasonable determination following a Customer complaint regarding non-provision of Partner Services, the refund shall be processed through the Payment Aggregator and credited to the Customer’s original payment method within the timeline specified in the customer-facing terms.

11.5 The Partner shall bear the cost of any refund (including the Service Price) where the refund arises from Partner default, Listing inaccuracy, non-attendance by the Partner, the Partner’s cancellation outside the permitted cancellation rules, or any other act or omission attributable to the Partner.

11.6 If a Booking is cancelled in circumstances where Commission was already deducted or paid, the Commission shall be reversed only where the full Service Price is refunded due to Partner default or a Platform-wide mandatory refund.

11.7 The Parties shall allocate responsibility for chargebacks, payment disputes and related Payment Aggregator fees as follows:

• (a) the Partner shall bear chargebacks, payment disputes and related Payment Aggregator fees where the dispute arises from the Partner Services, Partner cancellation, or no-show handling, failure to deliver the relevant Partner Services, or any other Partner-side cause related to non-delivery or improper performance of the Partner Services;
• (b) Me-Time shall bear chargebacks, payment disputes and related Payment Aggregator fees only to the extent caused by a proven Platform payment-flow technical error solely attributable to Me-Time and not attributable to the Payment Aggregator, the Partner, the Customer or any third party.

11.8 The Partner shall cooperate with Me-Time and the Payment Aggregator in providing any information, confirmation or evidence reasonably required to process, validate or dispute any cancellation, rescheduling request, no-show, refund, failed transaction, chargeback or payment dispute.

11.9 Me-Time may withhold, offset or recover settlement sums to cover pending refunds, chargebacks, suspected fraud, or unresolved Customer complaints, for a period reasonably required in light of the settlement cycle.

12. Intellectual Property

• 12.1 The Partner retains all right, title, and interest in Partner IP. Me-Time retains all right, title, and interest in Platform IP. Except as expressly stated herein, neither Party assigns any intellectual property rights to the other under this Agreement.
• 12.2 The Partner grants Me-Time a non-exclusive, royalty-free, worldwide licence during the term to use, reproduce, display, and distribute Partner IP solely to create, display, maintain and operate the Partner’s Listing on the Platform and to make the Listing discoverable through ordinary Platform functionality.
• 12.3 Me-Time may also use the Partner’s name, logo and Listing images in Platform-related promotional materials, including social media posts and marketing communications, where such use relates specifically to the Partner’s Listing or the availability of Partner Services on the Platform. Me-Time shall not materially alter the Partner’s trademarks or brand materials, except for formatting, resizing or other technical adjustments reasonably required for display on the Platform or such promotional materials.
• 12.4 The Partner warrants that it owns or controls all rights in Partner IP necessary to grant the licence in this clause 12 and that Me-Time’s licensed use will not infringe third-party rights.
• 12.5 The Partner shall not use Me-Time’s names, logos, or branding except as pre-approved in writing or as made available through official Platform badges or guidelines.

13. Data Protection

• 13.1 To the extent each Party determines the purposes and means of processing any Personal Data in connection with this Agreement, that Party shall be a Data Fiduciary under the DPDP Act. Me-Time processes Personal Data for operating the Platform, facilitating Bookings, enabling Platform communications, supporting payments, refunds and complaint handling, complying with Applicable Law, maintaining Platform safety and integrity, and improving the Platform. The Partner processes Personal Data for fulfilling Bookings, providing Partner Services, communicating with Customers in relation to Partner Services, complying with Applicable Law and applicable professional obligations, and any other purpose for which the Partner has an independent lawful basis. Each Party shall be responsible for complying with its obligations under Applicable Law in respect of the Personal Data it processes as a Data Fiduciary, and shall reasonably cooperate with the other Party in relation to Data Principal requests, complaints or regulatory enquiries that relate to such processing.
• 13.2 Me-Time may share limited booking-related Personal Data with the Partner, including the Customer’s name, contact details, Booking time, selected Partner Services and any relevant notes provided at the time of Booking, to enable the Partner to fulfil the Booking and provide the Partner Services. In respect of such processing, the Partner acts as a Data Fiduciary and not as Me-Time’s Data Processor.
• 13.3 The Partner shall, in relation to Personal Data received from or through the Platform:
  • (a) process such Personal Data only to the extent reasonably necessary to fulfil the relevant Booking, provide the Partner Services and related operational communications, provide after-care reasonably expected for the relevant Partner service, handle related complaints or disputes, or comply with Applicable Law;
  • (b) not use such Personal Data for marketing, or profiling unrelated to fulfilment, or sale, or disclosure to third parties for their marketing purpose, unless the Partner has an independent lawful basis under the DPDP Act (including appropriate consent where required) and does not state or imply that such communication is made by or on behalf of Me-Time;
  • (c) implement reasonable security safeguards to protect Personal Data, consistent with the DPDP Act, the DPDP Rules, and the sensitivity of the data (including health-related data where applicable);
  • (d) retain such Personal Data only for as long as necessary for the purposes above or as required by Applicable Law, and thereafter delete or anonymise it securely in accordance with Applicable Law;
  • (e) comply with Data Principal rights requests under the DPDP Act; and
  • (f) notify Me-Time without undue delay after becoming aware of any personal data breach affecting Personal Data received from or through the Platform, and provide such information and cooperation as Me-Time may reasonably require for the Parties to assess the breach and comply with their respective obligations under Applicable Law.
• 13.4 The Partner shall indemnify Me-Time against losses, claims, penalties, and expenses (including reasonable legal fees) arising from the Partner’s breach of this Data Protection section or of the DPDP Act or DPDP Rules in respect of Personal Data the Partner processes.

14. Confidentiality

• 14.1 Each Party shall keep the other Party’s Confidential Information confidential and shall not disclose it to any person except as permitted under this Agreement. The Receiving Party shall use the Disclosing Party’s Confidential Information solely for the purpose of exercising its rights or performing its obligations under this Agreement, and shall protect such Confidential Information using at least the same degree of care as it uses to protect its own confidential information of a similar nature, and in any event no less than reasonable care.
• 14.2 The Receiving Party shall limit access to the Disclosing Party’s Confidential Information to its Representatives who have a legitimate need to know such information for the purposes of this Agreement and who are bound by confidentiality obligations no less protective than those set out in this section. The Receiving Party shall be responsible for any breach of this section by its Representatives.
• 14.3 The Receiving Party may disclose Confidential Information to the extent required by Applicable Law, a court, regulator, governmental authority, stock exchange, professional adviser or other competent authority, provided that, where legally permitted and reasonably practicable, it gives the Disclosing Party prior written notice of the required disclosure and reasonably cooperates with the Disclosing Party to seek confidential treatment, protective measures or a limitation on the scope of disclosure.
• 14.4 Upon termination or expiry of this Agreement, or upon the Disclosing Party’s reasonable request, the Receiving Party shall return, delete or destroy the Disclosing Party’s Confidential Information in its possession or control, except that it may retain copies to the extent required under Applicable Law, for bona fide legal, regulatory, audit, archival, insurance or dispute-resolution purposes, or in routine electronic backups, provided that any retained Confidential Information remains subject to this section.
• 14.5 Obligations under this section survive for the period of five years after termination or expiry of this Agreement. Confidential Information that constitutes a trade secret shall remain protected for so long as it continues to qualify as a trade secret under Applicable Law.

15. Representations and Warranties

15.1 Each Party represents and warrants that:

• (a) it has the capacity and authority to enter into this Agreement;
• (b) it is a business duly organised, validly existing, and in good standing under Applicable Law, with full power and authority to enter into and perform this Agreement;
• (c) the execution, delivery and performance of this Agreement has been duly authorised and does not conflict with or violate its constitutional documents, any agreement binding on it, or Applicable Law;
• (d) it shall perform its obligations under this Agreement in compliance with Applicable Law; and
• (e) it has obtained, and shall maintain, all licences, registrations, approvals, consents and permissions required to perform its obligations under this Agreement.

15.2 The Partner represents and warrants on a continuing basis that:

• (a) the person accepting this Agreement or signing the Order Form is duly authorised to bind the Partner;
• (b) it holds and will maintain all licences, permits, consents, and professional registrations required for the Partner Services at each premises from which services are delivered;
• (c) it maintains insurance appropriate, reasonable and customary to the nature, scale and risk profile of its business;
• (d) performance of this Agreement and the offer of the Partner Services will not violate any third-party right or Applicable Law;
• (e) Listings and other information or materials provided to Me-Time or made available through the Platform are true, accurate, current, complete lawful, not misleading, and do not infringe any third-party rights;
• (f) the Partner shall comply with all Applicable Law and applicable professional and industry standards relating to its business, Partner Services and dealings with Customers; and
• (g) all prices, discounts, promotions and offers advertised or made available through the Platform are genuine, accurate and compliant with Applicable Law.

The Partner shall promptly notify Me-Time if any representation or warranty in this clause ceases to be true, accurate or complete in any material respect.

16. Indemnification

16.1 The Partner shall indemnify, defend, and hold harmless Me-Time and its directors, officers, employees, affiliates, agents and representatives from and against any and all claims, losses, damages, liabilities, costs, penalties, chargebacks, and expenses (including reasonable legal fees) arising out of or in connection with:

• (a) Partner Services, including their quality, hygiene, safety, availability or any personal injury, death, or property damage arising from or relating to the Partner Services;
• (b) failure to honour Bookings, Listing inaccuracies, misleading service descriptions, or failure to make required disclosures to Customers;
• (c) breach of this Agreement or Applicable Law by the Partner or its Representatives;
• (d) any failure to obtain, maintain or comply with licences, registrations, permits, consents, qualifications, credentials, insurance or professional approvals required for the Partner Services;
• (e) any actual or alleged infringement, misappropriation or violation of third-party intellectual property, privacy, publicity, confidentiality or other rights arising from Partner IP, Listing content, Partner Services or Partner conduct;
• (f) the Partner’s collection, use, disclosure or other processing of Personal Data, any data breach, unauthorised marketing communication, or non-compliance with the DPDP Act or other applicable data protection law;
• (g) taxes, duties, levies, interest, penalties or other liabilities relating to Partner Services, or any incorrect, incomplete or misleading tax information supplied by the Partner;
• (h) chargebacks, refunds, Payment Aggregator fees, payment disputes and related costs allocated to the Partner; and
• (i) Customer claims, regulatory complaints, proceedings or enforcement action arising from the Partner Services, Listing content, or Partner conduct.

16.2 Me-Time shall give the Partner reasonable notice of an indemnified claim (where notice does not prejudice Me-Time), and the Parties shall cooperate reasonably. Me-Time may control the defence of claims brought against it where it is a named respondent, without relieving the Partner of its indemnity.

16.3 Me-Time shall indemnify and hold harmless the Partner from and against all claims, losses, damages, liabilities, penalties, costs and expenses, including reasonable legal fees, arising out of or in connection with:

• (a) any breach of this Agreement or Applicable Law by Me-Time;
• (b) any actual or alleged infringement, misappropriation or violation of third-party intellectual property rights arising from the Partner’s authorised use of the Platform IP, Platform materials or Me-Time branding in accordance with this Agreement;
• (c) Me-Time’s fraud, wilful misconduct or gross negligence; and
• (d) any unauthorised representation, warranty or commitment made by Me-Time on behalf of the Partner.

16.4 Me-Time shall have no indemnity obligation to the extent a claim arises from the Partner Services, Listing content supplied or approved by the Partner, Partner IP, Partner conduct, Customer interactions with the Partner, Partner’s processing of Personal Data, Partner’s breach of Applicable Law, or any matter for which the Partner is required to indemnify Me-Time under this Agreement.

17. Limitation of Liability

17.1 Subject to clause 17.3, neither Party shall be liable to the other Party, for:

• (a) any indirect, incidental, special, punitive, exemplary or consequential loss or damage; or
• (b) any loss of profits, revenue, business, goodwill, reputation, data, anticipated savings, anticipated bookings, opportunity, or commercial value, whether direct or indirect.

17.2 Subject to clause 17.3, Me-Time’s aggregate liability under or in connection with this Agreement, whether in contract, tort (including negligence), or otherwise, shall not exceed the total Commission actually received by Me-Time from the Partner during the three months period immediately preceding the event giving rise to the claim.

17.3 Nothing in this Agreement excludes or limits liability for death or personal injury caused by negligence where such exclusion is prohibited, for fraud or fraudulent misrepresentation, or for any other liability that cannot be excluded or limited under Applicable Law.

18. Suspension and Termination

18.1 Either Party may terminate this Agreement for convenience by giving prior written notice of not less than 30 days to the other Party.

18.2 Me-Time may immediately suspend the Listing, withhold onboarding, restrict access to Platform features, or take any other reasonable protective measures, if it reasonably believes that:

• (a) the Partner has breached this Agreement or Applicable Law;
• (b) the Listing or other content provided by the Partner is inaccurate, misleading, unlawful, unsafe, infringing, or inconsistent with Platform policies, or breaches this Agreement;
• (c) the Partner has failed to provide, maintain or update required licences, registrations, credentials, insurance, tax details or other onboarding or compliance document;
• (d) the Partner Services present a Customer safety, health, fraud, payment, regulatory, reputational or Platform integrity risk;
• (e) the Partner has failed to honour Bookings (including repeated cancellations) respond to complaints, cooperate with chargebacks or refunds, or otherwise comply with operational requirements;
• (f) suspension or restriction is necessary to comply with Applicable Law, a regulator or law enforcement request, Payment Aggregator requirement, or to protect Customers, Me-Time, the Platform or other users;
• (g) the Partner is carrying out fraud, chargeback abuse, or review manipulation;
• (h) the Partner has failed to pay any amount due to Me-Time when due, and such failure has continued despite notice from Me-Time;
• (i) the Partner encourages or attempts to move Customers or Bookings off the Platform; or
• (j) there are serious or repeated Customer complaints regarding the Partner or Partner Services which Me-Time reasonably considers require investigation.

18.3 Me-Time may terminate this Agreement immediately by written notice if:

• (a) the Partner commits a material breach of this Agreement that is irremediable, or, if remediable, is not remedied within a cure period of 30 days after written notice;
• (b) The Partner breaches Applicable Law;
• (c) the Partner loses, fails to obtain, fails to maintain, or becomes subject to any material restriction on any licence, registration, permit, consent, credential, insurance or authorisation required for the Partner Services;
• (d) the Partner’s conduct, omissions, Partner Services, Listing, premises, personnel or business practices present, in Me-Time’s reasonable opinion, a risk to Customer safety, Platform integrity, Me-Time’s reputation, or Me-Time’s legal or regulatory position;
• (e) the Partner becomes insolvent, makes an assignment for creditors, or has a receiver, liquidator, or similar officer appointed over material assets;
• (f) the Partner engages in fake reviews, rating manipulation, fraud, unauthorised marketing, data misuse, or wilful non-compliance with the Data Protection section;
• (g) the Partner is the subject of serious or repeated Customer complaints which Me-Time reasonably determines indicate a material failure to meet the Partner’s obligations, applicable professional standards or Customer safety requirements;
• (h) prolonged suspension under clause 18.2 exceeds a period of 60 days without cure satisfactory to Me-Time; or
• (i) the Partner, or any of its personnel, contractors or Representatives, engages in serious unlawful, abusive, threatening, discriminatory, harassing, violent, unsafe or otherwise inappropriate conduct towards Customers, Me-Time personnel, or any person involved in providing or receiving Partner Services.

18.4 The Partner may terminate immediately if Me-Time commits a material breach of this Agreement that is irremediable, or, if remediable, is not remedied within 30 days after written notice to Me-Time from the Partner.

18.5 On termination or suspension:

• (a) Me-Time may delist the Partner, remove or disable the Listing, and cancel any future Bookings;
• (b) the Partner shall continue to honour Bookings scheduled before termination that Me-Time elects not to cancel such Bookings;
• (c) all outstanding Commission, refunds, chargebacks, Payment Aggregator fees, taxes, indemnified sums and other amounts payable under this Agreement shall remain due and payable;
• (d) settlement of any net balances shall be made after deducting or reserving amounts reasonably required for pending refunds, chargebacks;
• (e) the Partner’s right to access and use the Platform, shall cease, except to the extent Me-Time may permit limited access for the purpose of completing outstanding Bookings, settlements, complaints or other post-termination obligations; and
• (f) Me-Time may retain Partner account information, records of Listing, Booking, payment and settlement records, tax records, communications, complaints, ratings, compliance documents and related records for a period of 8 years after termination or expiry of this Agreement, or for such longer period as may be required or permitted under Applicable Law, to comply with legal, tax, audit, accounting and regulatory obligations, resolve disputes, process settlements, refunds, chargebacks or payment disputes, enforce this Agreement, maintain business records, and exercise or defend legal claims.

18.6 The following sections survive termination: Intellectual Property, Data Protection, Confidentiality, Representations and Warranties, Indemnification, Limitation of Liability, Governing Law and Dispute Resolution, and Miscellaneous, together with any other provision that by its nature is intended to survive.

19. Force Majeure

• 19.1 Neither Party shall be liable for any delay in performing, or failure to perform, its obligations under this Agreement to the extent such delay or failure is caused by a Force Majeure Event, provided that this clause shall not excuse any payment obligation that accrued before the occurrence of the Force Majeure Event.
• 19.2 The affected Party shall notify the other Party as soon as reasonably practicable after becoming aware of the Force Majeure Event, describing the nature of the event, the obligations affected, the expected duration, and the steps being taken to mitigate its impact. The affected Party shall use reasonable efforts to mitigate the effects of the Force Majeure Event and resume performance as soon as reasonably practicable.
• 19.3 If a Force Majeure Event continues for more than 30 consecutive days, either Party may terminate this Agreement by written notice without liability for such termination.

20. Governing Law and Dispute Resolution

• 20.1 This Agreement is governed by and construed in accordance with the laws of India.
• 20.2 In the event of any dispute, controversy, or claim arising out of or in connection with this Agreement, including any question regarding its existence, validity, interpretation, breach, or termination (a “Dispute”), the Parties shall first attempt to resolve the Dispute amicably by escalation to the Named Escalation Contact stated in the Order Form (or such other senior contact as a Party designates in writing) within the period of 30 days of one Party giving written notice of the Dispute.
• 20.3 If the Dispute is not resolved within the escalation period, it shall be referred to and finally resolved by binding arbitration under the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration shall be Mumbai, India. The language of the arbitration shall be English. The tribunal shall consist of three arbitrators. Each Party shall appoint one arbitrator, and the two party-appointed arbitrators shall jointly appoint the presiding arbitrator.
• 20.4 Nothing in this section prevents either Party from seeking interim or conservatory relief from a court of competent jurisdiction in India in aid of arbitration, as permitted by Applicable Law.

21. Miscellaneous

• 21.1 Notices: Formal notices under this Agreement shall be in writing and delivered by hand, recognised courier, or email with read receipt or acknowledged delivery, to the addresses set out in the Order Form (or as updated by notice). Notices are deemed received on the delivery date if delivered on a business day in Mumbai before 5:00 p.m., otherwise on the next business day, and on confirmed email transmission if sent on a business day before that cut-off.
• 21.2 Assignment: The Partner shall not assign or transfer this Agreement without Me-Time’s prior written consent, except to an affiliate or successor to substantially all of its relevant business, provided the assignee is bound by this Agreement and meets eligibility requirements. Me-Time may assign this Agreement to an affiliate or in connection with a corporate reorganisation or transfer of the Platform, with notice to the Partner.
• 21.3 Change of Ownership or Control: The Partner shall promptly notify Me-Time of any material change in its ownership, control, legal entity, management or operation. Me-Time may require the Partner or any new owner or operator to complete its onboarding and verification requirements and provide such information and documentation as Me-Time reasonably requires. Me-Time may suspend the Listing or terminate this Agreement if those requirements are not satisfied or the Partner no longer meets Me-Time’s eligibility requirements.
• 21.4 Severability: If any provision is held invalid or unenforceable, it shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall continue in full force.
• 21.5 Waiver: A failure or delay in exercising a right is not a waiver. Any waiver must be in writing and signed by the Party granting the waiver. A waiver shall apply only to the specific instance and purpose for which it is given.
• 21.6 Entire Agreement: This Agreement, including the Order Form and any policies expressly incorporated by reference, constitutes the entire agreement between the Parties in respect of its subject matter and supersedes prior negotiations and representations on that subject matter. Each Party acknowledges it has not relied on any representation not set out in this Agreement, subject always to liability for fraud.
• 21.7 Amendment: Me-Time may amend this Agreement or any Platform policies from time to time, to reflect changes to the Platform, its services, business operations or Applicable Law. Provided material amendments to this Agreement require the written agreement of both the Parties (including by electronic acceptance or an updated Order Form).
• 21.8 Further Assurance: Each Party shall execute documents and do acts reasonably required to give effect to this Agreement.
• 21.9 Counterparts: This Agreement and any Order Form may be executed in counterparts, including electronic counterparts, each of which is deemed an original.
• 21.10 Third-Party Rights: Nothing in this Agreement confers rights on any third party to enforce any term.
• 21.11 Order of Precedence: If there is a conflict between the Order Form and the main body of this Agreement, the Order Form prevails for the commercial particulars it expressly addresses; otherwise this main body prevails.