Supplier Onboarding Agreement
Effective Date: March 1, 2026
This Supplier Onboarding Agreement ("Agreement") governs the relationship between PurnOrganic ("Platform", "we", "us") and any individual or entity ("Supplier", "you") that registers to supply products or raw materials to PurnOrganic or through the PurnOrganic marketplace. By completing your supplier registration, you agree to all terms herein.
1. Nature of Relationship
The Supplier and PurnOrganic are independent contractors. This Agreement does not create any employment, agency, joint venture, or partnership relationship. The Supplier retains full control over its operations, employees, and business processes, subject to the standards and obligations set out in this Agreement.
2. Scope of Engagement
PurnOrganic may engage the Supplier to:
- Supply certified organic produce, food products, or related goods listed on the Platform
- Provide bulk supply for PurnOrganic's B2B or institutional buyer network
- Supply products under PurnOrganic's private label arrangements (where applicable and separately agreed)
The specific products, volumes, pricing, and delivery schedules will be agreed in individual Purchase Orders or Supply Schedules issued by PurnOrganic.
3. Product Standards
- All products must comply with applicable Indian food safety regulations (FSSAI), organic certification standards (NPOP, NOP, or equivalent), and the Food Safety and Standards Act 2006.
- Certified organic products must be accompanied by valid organic certificates from an accredited certification body.
- Products must be free from prohibited pesticides, adulterants, and contaminants as per FSSAI and NPOP norms.
- Suppliers must promptly notify PurnOrganic of any product recalls, contamination alerts, or regulatory notices affecting supplied goods.
4. Quality Assurance
- Suppliers must have in place documented quality control procedures and must permit PurnOrganic or its authorised agents to conduct quality audits with reasonable prior notice.
- Samples may be requested by PurnOrganic for quality testing prior to, or during, the supply engagement.
- Products failing quality checks will be returned or rejected at the Supplier's cost. Repeated quality failures may result in suspension of the supply arrangement.
5. Packaging
- All products must be packaged in food-grade, tamper-evident materials appropriate for the product type and shelf life.
- Packaging must comply with applicable labelling laws including FSSAI labelling regulations (product name, net weight, MRP, batch number, manufacturing and expiry dates, FSSAI licence number).
- Eco-friendly and sustainable packaging is strongly encouraged. PurnOrganic may specify packaging requirements for private label products.
6. Pricing
- Prices are agreed in writing (Purchase Orders or Supply Agreements) and remain fixed for the agreed supply period.
- Price revisions require 30 days' written notice and mutual agreement. No unilateral price change will be accepted after a Purchase Order has been issued.
- All prices are exclusive of GST unless stated otherwise. Suppliers must issue GST-compliant invoices.
7. Order Fulfilment
- Suppliers must fulfil Purchase Orders within the lead time specified in the order (typically 24–72 hours for fresh produce, 3–7 days for processed goods).
- If an order cannot be fulfilled in full or on time, the Supplier must notify PurnOrganic immediately with a revised delivery timeline.
- Partial deliveries are permitted only with prior written approval from PurnOrganic.
- Short shipments or substitutions without prior approval may result in order rejection and chargebacks.
8. Payments & Settlement
- PurnOrganic will make payment within the terms agreed at onboarding (default: T+0 settlement for marketplace orders; net 7–30 days for bulk/B2B supply as agreed in the Supply Agreement).
- Payment will be made via bank transfer / UPI / NEFT / IMPS to the Supplier's registered account.
- Payments are subject to deduction of any applicable TDS as per Indian tax law, and any agreed platform fees or charges.
- The Supplier must ensure bank account details registered with PurnOrganic are accurate and current.
9. Returns & Liability
- Products rejected due to quality failure, expiry, or non-compliance will be returned to the Supplier at the Supplier's expense.
- The Supplier shall be liable for all losses, damages, and costs arising from defective, contaminated, or mislabelled products supplied to PurnOrganic.
- PurnOrganic's liability to the Supplier for any claim is limited to the value of the relevant Purchase Order.
10. Compliance
- The Supplier must at all times maintain valid licences and registrations required for its business, including FSSAI licence, GST registration, and organic certifications.
- The Supplier must comply with all applicable labour laws, environmental regulations, and trade laws.
- The Supplier must promptly notify PurnOrganic of any change in its regulatory status, certifications, or ownership.
11. Prohibited Conduct
The Supplier must not:
- Supply adulterated, counterfeit, or mislabelled products
- Make false representations regarding product origin, quality, or certifications
- Engage in price fixing, market manipulation, or anti-competitive conduct
- Disclose confidential information about PurnOrganic's operations, buyers, or business to third parties
- Conduct direct transactions with PurnOrganic's buyers outside the Platform without written consent
12. Intellectual Property
The Supplier grants PurnOrganic a non-exclusive licence to use the Supplier's brand name, product images, and descriptive content solely for the purpose of listing and promoting products on the Platform. All other intellectual property rights remain with the respective owner. PurnOrganic's branding, platform design, and proprietary data remain the exclusive property of PurnOrganic.
13. Indemnity
The Supplier agrees to indemnify and hold harmless PurnOrganic, its affiliates, and their officers, directors, and employees from any claims, losses, damages, fines, penalties, or expenses arising from: (a) the Supplier's breach of this Agreement; (b) defective or non-compliant products; (c) the Supplier's violation of applicable laws; or (d) third-party claims relating to the Supplier's products or conduct.
14. Termination
- Either party may terminate this Agreement with 30 days' written notice.
- PurnOrganic may terminate immediately upon material breach, fraud, or persistent non-compliance by the Supplier.
- All outstanding Purchase Orders confirmed before the termination notice will be fulfilled per agreed terms unless mutually waived.
- Amounts due to the Supplier on valid invoices will be settled within 30 business days of termination, net of any outstanding deductions.
15. Force Majeure
Neither party shall be liable for any failure or delay in performance caused by events beyond their reasonable control, including natural disasters, floods, droughts, pandemic, government orders, or infrastructure failures. The affected party must notify the other within 48 hours of such an event and make reasonable efforts to mitigate the impact.
16. Governing Law
This Agreement shall be governed by the laws of India. All disputes shall be subject to the exclusive jurisdiction of the courts in Noida, Uttar Pradesh, India. The parties agree to attempt good-faith resolution before initiating legal proceedings.
17. Contact Us
For supplier onboarding, compliance queries, or Agreement-related matters:
- Email: support@purnorganic.com
- Website: www.purnorganic.com
- Address: Noida, Uttar Pradesh, India