Version 2.0 (Formal Instrument) · Effective 8 September 2026
PREAMBLE
WHEREAS Zarastays carries on the business of hospitality and events advisory, curation, recommendation and facilitation, and maintains for that purpose a network of independent third-party suppliers;
AND WHEREAS the Partner proposes to submit to Zarastays, through the digital facility situated at partner.zarastays.com, particulars concerning its property or business, including particulars of a commercially sensitive character relating to its rates, commission structure, pricing flexibility and cancellation policy;
AND WHEREAS it is expedient that the basis upon which such particulars are received, held, assessed and used, and the limits of the obligations assumed by Zarastays in consequence thereof, be recorded in writing prior to the disclosure of any such particulars;
AND WHEREAS the Partner transacts in the course of its trade or business and does not submit these particulars for any personal, domestic or household purpose;
NOW THEREFORE these Partner and Supplier Submission Terms are set out as under, and the Partner, by the act of affirmative acceptance described in Clause 3.1 hereof, agrees to be bound by the same with effect from the commencement of the submission.
1. DEFINITIONS AND INTERPRETATION
1.1 Definitions. In these Terms, save where the context otherwise requires:
1.1.1 "Applicable Law" means all statutes, enactments, ordinances, rules, regulations, notifications, guidelines, circulars, directions, judgments, decrees and orders of any court, tribunal or competent authority, as in force from time to time in the Republic of India;
1.1.2 "Commercial Information" means the rates, commission structure, pricing flexibility, price bands, cancellation policy, contracting particulars and other commercially sensitive information submitted by the Partner through the Platform;
1.1.3 "Customer" means any person to whom Zarastays renders advisory, curation, recommendation or facilitation services;
1.1.4 "Partner", "you" and "your" mean the juristic or natural person carrying on the business identified in the Submission, together with the individual accepting these Terms on its behalf;
1.1.5 "Partner Agreement" means a written agreement executed between Zarastays and the Partner governing an ongoing commercial relationship;
1.1.6 "Platform" means the digital facility situated at partner.zarastays.com;
1.1.7 "Submission" means the enquiry, together with all responses, particulars and Commercial Information furnished by the Partner, whether submitted in full or in part;
1.1.8 "Submitted Content" means photographs, videos, logos, trade marks, menus, floor plans, descriptions and other material furnished by the Partner;
1.1.9 "Zarastays", "we", "us" and "our" mean the hospitality and events advisory practice carrying on business under that name, having its principal place of business situated within Delhi, National Capital Region, India.
1.2 Interpretation. In these Terms, unless the context otherwise requires:
1.2.1 the singular includes the plural and vice versa, and words importing any gender include every gender;
1.2.2 the expressions "including", "includes" and "in particular" shall be construed as being by way of illustration or emphasis only and shall not limit the generality of any preceding words;
1.2.3 any reference to a statute includes that statute as from time to time amended, extended, consolidated or re-enacted;
1.2.4 headings and clause captions are for convenience of reference only and shall not affect construction;
1.2.5 any reference to writing includes electronic communication capable of being retained and reproduced; and
1.2.6 these Terms shall be construed in accordance with the substantive law of the Republic of India, and established principles of the common law shall be applied in aid of construction only insofar as, and to the extent that, the same are not inconsistent with or repugnant to Applicable Law of the Republic of India, whose provisions shall in every case prevail.
1.3 Commercial character. The Partner acknowledges and warrants that it enters into these Terms wholly in the course of its trade or business, and not as a consumer, and that accordingly the protections conferred by the Consumer Protection Act, 2019 upon consumers do not extend to the Partner in respect of the subject-matter hereof.
2. CHARACTER AND EFFECT OF THE SUBMISSION
2.1 The making of a Submission initiates an assessment by Zarastays and nothing further. It does not create, and shall not be construed as creating, a partnership, a listing, an appointment, an agency, an exclusivity, a booking obligation, a right of first refusal, or any commercial relationship whatsoever as between the Partner and Zarastays.
2.2 Zarastays is under no obligation whatsoever to proceed with any assessment, to accept any Submission, to assign reasons for any decision taken, or to respond within any period. Any indicative response time communicated by Zarastays constitutes a service target only and does not amount to a representation, warranty, undertaking or contractual commitment of any description.
2.3 Any ongoing commercial relationship, should Zarastays elect to proceed, shall be governed exclusively by a Partner Agreement executed in writing. Until such execution, neither party is bound to the other in any respect, and either may withdraw at any time without liability, notice or reason.
2.4 Commercial Information non-binding. The Commercial Information furnished by the Partner is indicative and non-binding, is furnished for the purposes of assessment only, does not constitute an offer capable of acceptance, and shall not be treated by either party as such. No concluded bargain arises by reason of the receipt, retention, examination or internal approval of any Commercial Information.
3. ACCEPTANCE, AUTHORITY AND CAPACITY
3.1 Acceptance. By ticking the acceptance box, the individual so doing confirms and warrants that he or she has read and understood these Terms, is duly authorised to represent the business about to be identified in the Submission, is duly authorised to disclose the information about to be submitted, including the Commercial Information, and agrees on behalf of that business to be bound by these Terms. Such affirmative act shall constitute unambiguous assent for the purposes of Section 10A of the Information Technology Act, 2000 read with the Indian Contract Act, 1872.
3.2 The Partner shall indemnify Zarastays in respect of any claim arising from a want of the authority warranted at Clause 3.1.
4. CONFIDENTIALITY
4.1 Zarastays shall treat the Commercial Information as confidential and shall employ reasonable measures to protect the same against unauthorised disclosure.
4.2 Zarastays shall not disclose the Commercial Information to any other property, supplier or Customer.
4.3 Permitted disclosures. Notwithstanding Clause 4.2, Zarastays may disclose the Commercial Information:
4.3.1 to its own personnel, officers and professional advisers, upon a need-to-know basis;
4.3.2 to service providers who store or process information upon Zarastays' behalf, under obligations of confidence at least equivalent to those contained herein; and
4.3.3 where required by Applicable Law, by any regulation, by order of any court or tribunal, or by any competent authority, in which event Zarastays shall, where lawfully permitted to do so, notify the Partner.
4.4 Anonymised and aggregated use. Zarastays may use information in anonymised and aggregated form, in a manner which does not identify the Partner or its business, for the purposes of internal benchmarking, market analysis and the development of its own services, and no obligation of confidence shall attach to information in such form.
4.5 Exclusions. The obligations at Clause 4.1 shall not extend to information which: (a) is, or becomes, part of the public domain otherwise than through a breach hereof by Zarastays; (b) was lawfully in the possession of Zarastays free of any obligation of confidence prior to receipt; (c) is lawfully received from a third party free of any obligation of confidence; or (d) is independently developed by Zarastays without reference to the Commercial Information.
4.6 Duration. Clause 4 shall subsist for a period of three (3) years reckoned from the date of the Partner's last Submission, and shall thereafter determine.
4.7 Limits of the undertaking. Save as expressly provided in this Clause 4, and save as provided by the Privacy Policy of Zarastays, no obligation of confidence attaches to any information furnished by the Partner. For the avoidance of doubt, no fiduciary relationship, and no obligation beyond those expressly set out herein, arises by reason of the receipt of Commercial Information.
5. WARRANTIES OF THE PARTNER
5.1 Accuracy. The Partner warrants that all information furnished in the Submission is true, accurate, complete and not misleading in any material particular, and undertakes to notify Zarastays forthwith upon the same ceasing to be so.
5.2 Licences and standing. The Partner warrants that its business holds, and shall throughout the subsistence of any relationship maintain, all licences, registrations, permits, statutory approvals, fire and safety clearances, food safety registrations and insurances requisite for the services it offers, and that it is not subject to any proceeding, order or restriction which would materially affect its capacity to perform.
5.3 Verification discretionary. Zarastays may, but is under no obligation to, verify any matter warranted hereunder. Any verification undertaken by Zarastays is for its own internal purposes exclusively, is not undertaken for the benefit of the Partner or of any Customer, gives rise to no duty of care in favour of any person, and shall not derogate from or diminish the warranties given by the Partner.
6. SUBMITTED CONTENT
6.1 Warranty of title. The Partner warrants that it owns, or is duly licensed to submit, all Submitted Content, and that the storage, reproduction, adaptation and display thereof by Zarastays shall not infringe the intellectual property rights, moral rights, publicity rights or privacy rights of any person.
6.2 Licence. The Partner grants to Zarastays a non-exclusive, royalty-free, worldwide, sub-licensable licence to store, reproduce, adapt for format and display the Submitted Content for the purposes of assessing the Submission and, should Zarastays elect to proceed, of listing and marketing the Partner's business.
6.3 Withdrawal. The Partner may withdraw the licence granted at Clause 6.2 by written notice, whereupon Zarastays shall remove the Submitted Content within a reasonable period, save in respect of copies retained within backup systems or required to be retained by Applicable Law.
6.4 Indemnity. The Partner shall indemnify and keep indemnified Zarastays against all claims, demands, proceedings, losses, damages, costs and expenses (including legal costs upon a full indemnity basis) arising out of or in connection with any Submitted Content which infringes the rights of any third party.
7. INDEPENDENT STATUS OF THE PARTNER
7.1 Nothing contained in these Terms, and nothing arising out of any assessment, listing, introduction or coordination, shall create or be deemed to create any agency, employment, partnership, joint venture, franchise or fiduciary relationship as between the Partner and Zarastays. Neither party has authority to bind the other or to hold itself out as having such authority.
7.2 The Partner remains at all times solely and exclusively responsible for its own business, and in particular for its staffing, pricing, safety, licensing, statutory and regulatory compliance, insurance, taxation, service delivery, and its own contractual relationships with Customers and with third parties.
7.3 The description of the Partner as a partner of Zarastays, or the listing of the Partner upon any digital property of Zarastays, shall not render Zarastays responsible for the services of the Partner, and shall not constitute an endorsement beyond the review actually undertaken by Zarastays as described in its published terms.
8. WHERE Zarastays ELECTS TO PROCEED
8.1 Should Zarastays introduce a Customer to the Partner, the Partner shall contract directly with that Customer. Zarastays is not, and shall not be deemed to be, a party to that contract.
8.2 The Partner shall be solely responsible for honouring confirmed bookings, for its own cancellation and refund terms, for the accuracy of all representations made by it to any Customer, and for the delivery, quality and safety of its own services.
8.3 Indemnity. The Partner shall indemnify, defend and hold harmless Zarastays, its proprietor, personnel, officers and agents against all claims, demands, actions, proceedings, liabilities, losses, damages, penalties, fines, costs and expenses (including legal costs upon a full indemnity basis) arising out of or in connection with:
8.3.1 any breach by the Partner of these Terms or of any warranty contained herein;
8.3.2 any inaccurate, incomplete or misleading information furnished by the Partner;
8.3.3 any failure by the Partner to hold or to maintain any requisite licence, permit, approval or insurance;
8.3.4 any safety failure, accident, injury or fatality occurring at or in connection with the Partner's premises or services;
8.3.5 any breach by the Partner of any statutory or regulatory requirement;
8.3.6 any infringement by the Partner of the rights of any third party;
8.3.7 any failure by the Partner to honour a confirmed booking;
8.3.8 any negligence or wilful misconduct on the part of the Partner or its personnel;
8.3.9 any claim brought by a Customer arising from the conduct, acts or omissions of the Partner; and
8.3.10 any breach of data protection or privacy obligations attributable to the Partner.
8.4 The indemnities contained herein are continuing in nature, shall survive the determination of these Terms and of any Partner Agreement, and are without prejudice to any other right or remedy available to Zarastays.
9. LIMITATION OF Zarastays' LIABILITY
9.1 No warranty as to outcome. Zarastays gives no warranty, representation, assurance or undertaking of any description that any Submission shall be accepted, that any listing shall be effected or maintained, that any introduction shall be made, that any enquiry shall be transmitted or converted, that any booking shall result, or that any volume, value, frequency or standard of business shall accrue to the Partner.
9.2 Exclusion of liability for business loss. To the fullest extent permitted by Applicable Law, Zarastays shall not be liable to the Partner, whether in contract, tort (including negligence), breach of statutory duty, restitution or otherwise, for any of the following, howsoever arising and whether or not foreseeable or within the contemplation of the parties:
9.2.1 loss of profit, revenue, turnover, business, contracts, bookings, opportunity, anticipated savings or goodwill;
9.2.2 loss arising from a decision not to proceed with an assessment, or from the withdrawal, suspension, delay or discontinuance thereof;
9.2.3 loss arising from the non-transmission, non-conversion or withdrawal of any enquiry;
9.2.4 loss arising from the removal, suspension, amendment or non-appearance of any listing;
9.2.5 loss arising from the acts, omissions, default, insolvency or non-payment of any Customer;
9.2.6 loss of or corruption of data;
9.2.7 reputational loss or loss of management time; and
9.2.8 any indirect, special, incidental, punitive or consequential loss of any description.
9.3 Aggregate cap. Subject to Clause 9.5, and notwithstanding anything to the contrary contained in these Terms, the total aggregate liability of Zarastays to the Partner arising out of or in connection with the Submission, these Terms, and any relationship arising therefrom, whether in contract, tort, breach of statutory duty or otherwise, shall in no event exceed the lesser of:
9.3.1 the total fees, commissions, platform fees and other sums actually received by Zarastays from the Partner during the period of twelve (12) months immediately preceding the date upon which the cause of action first arose; and
9.3.2 a sum of ₹1,00,000 (Rupees One Lakh only).
Where no such sums have been received by Zarastays, the liability of Zarastays shall be limited to the sum specified at Clause 9.3.2.
9.4 Force majeure. Zarastays shall not be liable for any failure or delay in the performance of any obligation occasioned by any event beyond its reasonable control, including natural disasters, extreme weather, fire, flood, earthquake, epidemic or pandemic, geopolitical or socio-economic disruption, war, terrorism, civil unrest, governmental or regulatory action, strikes, transport disruption, failure of utilities, internet or cyber systems, or failure on the part of any third party.
9.5 Mandatory law preserved. Nothing contained in these Terms shall operate to exclude, restrict or limit the liability of Zarastays for death or personal injury caused by its negligence, for fraud or fraudulent misrepresentation, or for any other liability which cannot lawfully be excluded, restricted or limited under Applicable Law, including by reason of Sections 23 and 28 of the Indian Contract Act, 1872.
9.6 Reasonableness. The Partner acknowledges that the limitations and exclusions contained in this Clause 9 are reasonable having regard to the commercial character of the relationship, the absence of any fee payable by the Partner for the making of a Submission, the availability to the Partner of insurance in respect of its own business risks, and the allocation of risk agreed between the parties, and that the consideration hereunder has been determined upon the footing of such limitations and exclusions.
10. PERSONAL DATA
10.1 The names, telephone numbers and electronic mail addresses of the individuals identified by the Partner constitute personal data. The Partner confirms that it is entitled to furnish the same to Zarastays and that, where required by Applicable Law, it has informed those individuals of such disclosure and of the purposes thereof.
10.2 Zarastays processes such data for the purposes of assessing the Submission, communicating with the Partner in respect thereof, and administering any resulting relationship, as more particularly described in the Privacy Policy of Zarastays.
10.3 Partial submissions. Where the Partner completes the contact step and thereafter departs from the Platform without submitting, Zarastays may retain the responses furnished up to that point in order that its team may follow up with the Partner.
10.4 Retention. Zarastays retains partner files for a period of three (3) years reckoned from the date of its last interaction with the Partner, and for such longer period as may be necessary where a relationship subsists, where a claim is pending, or where tax, accounting or other law so requires.
10.5 Grievances. Any grievance may be addressed to Zarastays at info@zarastays.com. Zarastays shall acknowledge receipt within sixty (60) hours and shall respond substantively within fifteen (15) working days.
11. SUSPENSION, REMOVAL AND DETERMINATION
11.1 Zarastays may, at its sole and absolute discretion, at any time, without notice, without assigning reasons and without liability of any description: decline, pause, suspend or discontinue any assessment; decline to transmit any enquiry; and remove, suspend or amend any listing. Without limiting the generality of the foregoing, Zarastays may do so where information furnished proves inaccurate, where a licence, permit or insurance lapses, or where Zarastays reasonably apprehends that continued association presents a legal, safety, regulatory or reputational risk.
11.2 The exercise by Zarastays of any right under Clause 11.1 shall not give rise to any claim by the Partner in respect of loss of business, loss of profit, loss of opportunity, reputational loss or otherwise howsoever.
11.3 Survival. Clauses 1, 3.2, 4, 5, 6.1, 6.4, 7, 8.3, 8.4, 9, 10, 11.2, 12 and 13 shall survive the determination of these Terms, together with all rights and liabilities accrued as at the date thereof.
12. GOVERNING LAW AND DISPUTE RESOLUTION
12.1 These Terms and any dispute or claim arising out of or in connection therewith, whether contractual or non-contractual, shall be governed by and construed in accordance with the laws of the Republic of India.
12.2 Arbitration. Any dispute, difference or claim arising out of or in connection with these Terms, including any question as to its existence, validity, breach or termination, shall be referred to and finally resolved by arbitration by a sole arbitrator in accordance with the Arbitration and Conciliation Act, 1996. The seat and venue of such arbitration shall be Gurugram, Haryana. The language of the proceedings shall be English. The award of the arbitrator shall be final and binding upon the parties.
12.3 Interim relief. Nothing contained in Clause 12.2 shall preclude either party from applying to a court of competent jurisdiction at Gurugram, Haryana for urgent interim or conservatory relief.
12.4 Costs. Save as the arbitrator may otherwise direct, each party shall bear its own costs of the arbitration.
13. GENERAL
13.1 Entire agreement. These Terms, together with the Privacy Policy of Zarastays, constitute the entire agreement between the parties in respect of the Submission and supersede all prior discussions, representations, understandings and arrangements, whether oral or written. Each party acknowledges that it has not relied upon any statement, representation or assurance not expressly set out herein, save that nothing herein shall exclude liability for fraudulent misrepresentation.
13.2 No waiver. No failure or delay by Zarastays in exercising any right or remedy shall operate as a waiver thereof, nor shall any single or partial exercise preclude any further exercise of the same or of any other right or remedy.
13.3 Severability. If any provision hereof is held invalid, illegal or unenforceable, the remaining provisions shall continue in full force and effect, and such provision shall be applied to the maximum extent permitted by Applicable Law.
13.4 Assignment. Zarastays may assign or transfer its rights and obligations hereunder, whether in connection with any restructuring, merger, acquisition or sale of business or otherwise. The Partner shall not assign or transfer any right or obligation hereunder without the prior written consent of Zarastays.
13.5 Third parties. Save as expressly provided at Clause 8.3, no person other than a party hereto shall acquire any right hereunder.
13.6 Variation. Zarastays may from time to time update these Terms. The version in force as at the date of a Submission shall govern that Submission.
13.7 Notices. All notices hereunder shall be in writing and shall be delivered by electronic mail to info@zarastays.com in the case of Zarastays, and to the address furnished in the Submission in the case of the Partner.
Zarastays · Delhi National Capital Region, India · info@zarastays.com