Owval

Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you and Owval ("Company," "we," "our," or "us") governing your access to and use of the Owval platform ("Platform"). By accessing or using the Platform, you agree to be bound by these Terms. If you do not agree, you must not access or use the Platform.

1. Definitions

In these Terms, the following definitions apply:

  • "Platform" means the Owval website, applications, and all related services operated by the Company.
  • "Partner" means any registered business entity or healthcare institution that has been approved to use the Platform for procurement purposes.
  • "Products" means the medical devices, surgical equipment, consumables, disposables, and other healthcare supplies available for order through the Platform.
  • "Order" means a request submitted by a Partner through the Platform to purchase Products.
  • "Applicable Laws" means all laws, rules, regulations, orders, and guidelines applicable in India, including but not limited to the Indian Contract Act 1872, the Sale of Goods Act 1930, the Information Technology Act 2000, the Drugs and Cosmetics Act 1940, the Medical Devices Rules 2017, the Digital Personal Data Protection Act 2023, and the Goods and Services Tax Acts.
  • "Confidential Information" means all non-public information disclosed by either party, including pricing, transaction volumes, business terms, and procurement data.

2. Acceptance of Terms

By registering for an account, placing an Order, or otherwise using the Platform, you confirm that you have read, understood, and agree to these Terms. If you are using the Platform on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms. Your acceptance of these Terms constitutes a valid electronic contract under the Information Technology Act, 2000.

3. Platform Description and Role

Owval operates as a Prime Vendor Services (PVS) platform for healthcare procurement. We source Products from licensed manufacturers and authorized importers and supply them to registered Partners. Owval acts as a principal seller in transactions conducted through the Platform.

No Medical Advice: The Platform is a procurement service only. Owval does not provide clinical, diagnostic, or therapeutic advice. Product selection, clinical suitability, and intended use are solely the responsibility of the Partner and their qualified medical professionals. The Platform is not a substitute for professional medical or pharmaceutical judgment.

4. Partner Eligibility

The Platform is a business-to-business (B2B) service. Partners are not "consumers" as defined under the Consumer Protection Act, 2019. The Platform is available to verified healthcare institutions and businesses, including:

  • Hospitals and hospital chains
  • Multi-specialty and specialty clinics
  • Pharmacies
  • Diagnostic centers and laboratories
  • Other healthcare institutions as determined by Owval

All partner applications are subject to verification and approval by Owval. Partners must hold all licenses and registrations required under Applicable Laws to purchase and use the Products they order, including but not limited to wholesale drug licenses, clinical establishment registrations, and any category-specific permits required by the Central Drugs Standard Control Organisation (CDSCO) or state licensing authorities. We reserve the right to decline or revoke partner status at our discretion.

5. Account Responsibilities

  • You are responsible for maintaining the confidentiality of your account credentials and for restricting access to your account.
  • You are responsible for all activities that occur under your organization's account, whether or not authorized by you.
  • Organization administrators are responsible for managing user access and permissions within their account.
  • You must notify us immediately of any unauthorized access to or use of your account.
  • You must provide accurate, current, and complete information during registration and keep your account information updated.

6. Product Listings and Descriptions

Product specifications, images, descriptions, and technical information displayed on the Platform are provided by manufacturers and authorized suppliers. While we make reasonable efforts to ensure accuracy, Owval does not independently verify clinical efficacy claims or all manufacturer specifications. Partners should refer to the manufacturer's official documentation for complete and authoritative product information.

Products listed on the Platform are sourced exclusively from CDSCO-registered manufacturers and authorized importers. All Products conform to applicable labeling requirements under the Legal Metrology Act, 2009 and the Drugs and Cosmetics Act, 1940.

7. Regulatory Compliance

Owval is committed to compliance with all Applicable Laws governing the sale and distribution of medical supplies in India, including the Drugs and Cosmetics Act 1940, the Medical Devices Rules 2017, and applicable CDSCO guidelines. Our operations include:

  • Sourcing Products only from manufacturers and importers holding valid licenses and registrations under applicable regulations.
  • Maintaining required distribution and sales licenses, including licenses under the Medical Devices Rules, 2017.
  • Ensuring Products conform to applicable Indian standards, including BIS and IS certifications where mandated.
  • Complying with labeling, packaging, and documentation requirements under applicable regulations.

Partners are similarly responsible for ensuring that they hold all licenses and registrations required to purchase, store, and use the Products they order. Partners must comply with all Applicable Laws in their use of Products procured through the Platform.

8. Ordering and Pricing

  • All prices are listed in Indian Rupees (INR) and are exclusive of applicable taxes unless stated otherwise.
  • GST (CGST, SGST, or IGST as applicable) will be calculated and added at checkout based on the delivery location, product HSN codes, and applicable tax rates.
  • All invoices are GST-compliant and include the information required for Partners to claim Input Tax Credit (ITC) where applicable.
  • Prices are subject to change. The price at the time of Order placement will apply to that Order.
  • Orders are subject to product availability. We reserve the right to cancel or modify Orders if Products are unavailable, in which case any payment already made will be refunded.
  • Submission of an Order constitutes an offer to purchase. An Order is accepted only when we issue an order confirmation or dispatch the Products.

9. Payment Terms

  • Payment methods include UPI, debit/credit cards, net banking, purchase orders (subject to approval), and credit terms where available.
  • Credit terms (such as net 30, 60, or 90 days) may be available based on creditworthiness assessment and partnership tier. Credit terms are subject to a separate credit agreement.
  • Late payments may incur interest charges as specified in the applicable partnership or credit agreement.
  • All payments must be made in Indian Rupees (INR).
  • All financial records, invoices, and GST-related documentation are retained for a minimum of 72 months (6 years) as required under the GST Acts.

10. Delivery and Risk of Loss

  • Delivery timelines are estimates and may vary based on location, product availability, and logistics conditions.
  • Risk of loss and title for Products passes to the Partner upon delivery to the specified shipping address.
  • Temperature-sensitive and cold chain Products are transported in compliance with manufacturer-specified storage and handling conditions.

11. Inspection and Acceptance

  • Partners must inspect all deliveries upon receipt for damage, discrepancies, or defects.
  • Do not accept consignments that show evidence of tampering. If damage is discovered after opening, Partners must document the damage with photographs of the product and labels and report to Owval within 48 hours of receipt.
  • Partners must verify quantities, batch/lot numbers, and expiry dates against the delivery documentation.
  • Failure to report discrepancies within the specified timeframe may limit the remedies available.

12. Returns and Refunds

  • Returns are accepted for damaged, defective, or incorrect items reported within 7 days of delivery.
  • Products with insufficient remaining shelf life (less than 60% of total shelf life at the time of delivery) may be returned.
  • Sterile products with opened or compromised packaging, temperature-sensitive products where the cold chain has been broken post-delivery, and custom-ordered items are not eligible for return unless defective.
  • For manufacturing defects, Partners must provide photographic evidence of the product and its label when reporting.
  • Approved returns will be replaced (subject to stock availability) or refunded within 14 business days to the original payment method or as account credit.
  • Return shipping costs for defective or incorrect items are borne by Owval.

13. Product Warranties and Disclaimers

All product warranties are provided by the respective manufacturers. Owval passes through manufacturer warranties to Partners and does not provide independent warranties on Products. Partners should contact Owval to initiate warranty claims, which will be coordinated with the manufacturer.

To the maximum extent permitted by law, Owval disclaims all implied warranties, including warranties of merchantability and fitness for a particular purpose, except where such disclaimers are prohibited under the Sale of Goods Act, 1930 or other Applicable Laws. Products are sold "as described" and in conformity with manufacturer specifications.

14. Product Recall and Safety

In the event of a product recall issued by CDSCO, a manufacturer, or any regulatory authority:

  • Owval will notify affected Partners of the recall through the Platform, email, or other appropriate communication channels.
  • Partners must cooperate with recall procedures, including quarantining affected stock, ceasing use or distribution of recalled Products, and providing traceability information (batch/lot numbers, quantities, and distribution records).
  • Costs associated with manufacturer-initiated or regulatory recalls are borne by the manufacturer or as determined by applicable regulations.
  • Partners must report any suspected adverse events or safety concerns related to Products to Owval, who will coordinate reporting to CDSCO and the manufacturer in accordance with post-market surveillance requirements.

15. Confidentiality

Each party agrees to maintain the confidentiality of the other party's Confidential Information and not to disclose it to third parties without prior written consent, except:

  • Where required by law, court order, or regulatory authority.
  • To professional advisors bound by confidentiality obligations.
  • Where necessary to fulfill obligations under these Terms (for example, sharing delivery information with logistics providers).

Pricing, credit terms, transaction volumes, and procurement data are considered Confidential Information. This obligation survives termination of these Terms.

16. Prohibited Uses

Partners must not:

  • Resell Products in violation of applicable distribution agreements or territorial restrictions.
  • Export Products outside India without Owval's prior written consent and compliance with applicable export regulations.
  • Use the Platform for any purpose involving counterfeit, unapproved, or unlicensed medical products.
  • Attempt to scrape, reverse-engineer, or use automated means to access pricing, product, or other proprietary data on the Platform.
  • Circumvent the Platform to deal directly with Owval's suppliers for Products available on the Platform.
  • Use the Platform in any manner that violates Applicable Laws or these Terms.

17. Intellectual Property

All content on the Platform - including text, graphics, logos, software, design, and layout - is the property of Owval or its licensors and is protected by the Copyright Act 1957, the Trade Marks Act 1999, and other applicable intellectual property laws. You may not reproduce, distribute, modify, or create derivative works without our prior written consent.

18. Data Protection and Privacy

Your use of the Platform is also governed by our Privacy Policy, which explains how we collect, use, and protect your data in compliance with the Digital Personal Data Protection Act, 2023 and the Information Technology Act, 2000.

By using the Platform, you consent to receiving communications electronically, including order confirmations, invoices, delivery updates, and service notifications. Electronic records generated through the Platform (orders, invoices, communications) are valid and enforceable under the Information Technology Act, 2000.

19. Limitation of Liability

To the maximum extent permitted by Applicable Laws, Owval shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or related to your use of the Platform, including but not limited to loss of revenue, loss of profits, loss of business, or loss of data. Our total aggregate liability for any claim shall not exceed the amount paid by you for the specific Order giving rise to the claim.

Owval is not liable for delays or failures in performance resulting from causes beyond our reasonable control, including but not limited to natural disasters, pandemics, epidemics, government actions or restrictions, import or export restrictions, war, civil unrest, strikes, raw material shortages, manufacturer disruptions, internet or telecommunications failures, or power outages ("Force Majeure Events"). If a Force Majeure Event continues for more than 90 days, either party may terminate the affected Orders without liability.

20. Indemnification

You agree to indemnify and hold harmless Owval, its officers, directors, employees, and agents from any claims, damages, losses, liabilities, or expenses (including reasonable legal fees) arising from your use of the Platform, your breach of these Terms, your violation of any Applicable Laws, or your misuse of Products procured through the Platform.

21. Termination and Suspension

  • Either party may terminate the partnership by providing written notice as specified in the applicable partnership agreement.
  • Owval may suspend or terminate a Partner's access immediately if the Partner breaches these Terms, fails to make payments when due, becomes insolvent, loses any required licenses or registrations, or engages in fraudulent activity.
  • Upon termination, all outstanding payment obligations become immediately due. Obligations relating to confidentiality, limitation of liability, indemnification, and dispute resolution survive termination.
  • Owval will retain business records and transaction data for the periods required under Applicable Laws (including GST record retention requirements).

22. Grievance Redressal

In accordance with the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021 and the Digital Personal Data Protection Act, 2023, Owval has designated a Grievance Officer to address complaints and concerns.

Partners may submit grievances through the contact form on our Contact page. The Grievance Officer will acknowledge complaints within 24 hours and endeavor to resolve them within 15 days of receipt. If you are not satisfied with the resolution, you may escalate your complaint to the relevant regulatory authority or the Grievance Appellate Committee as applicable.

23. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of India. Any disputes arising from these Terms or your use of the Platform shall first be attempted to be resolved through good-faith negotiation between the parties. If unresolved within 30 days of written notice, disputes shall be referred to arbitration under the Arbitration and Conciliation Act, 1996. Arbitration shall be conducted by a sole arbitrator mutually agreed upon by the parties, in the English language. The arbitral award shall be final and binding on both parties. Subject to the above, the courts of competent jurisdiction in India shall have jurisdiction over any matters arising from these Terms.

24. General Provisions

  • Severability: If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
  • Waiver: Failure by Owval to enforce any provision of these Terms shall not constitute a waiver of future enforcement of that or any other provision.
  • Assignment: You may not assign or transfer your rights or obligations under these Terms without Owval's prior written consent. Owval may assign its rights and obligations in connection with a merger, acquisition, or sale of all or substantially all of its assets.
  • Entire Agreement: These Terms, together with the Privacy Policy and any executed partnership agreements, constitute the entire agreement between you and Owval regarding the Platform and supersede all prior or contemporaneous communications and proposals.

25. Modifications to Terms

We reserve the right to modify these Terms at any time. Material changes will be communicated via the Platform or through the contact information associated with your account. Your continued use of the Platform after changes are posted constitutes acceptance of the modified Terms. We encourage Partners to review these Terms periodically.

26. Contact Us

For questions about these Terms or to submit a grievance, please reach us through our Contact page.