contracts

The Contracts Every Ecommerce Company Needs (and How to Manage Them) (2026)

Adira EditorialLegal AI desk5 min read

Which contracts does an ecommerce company actually need? An ecommerce business is a web of relationships that only works if each one is on clear terms: customers who buy, sellers or suppliers who provide the goods, logistics partners who deliver, and payment partners who collect the money. Whether you run a marketplace or sell your own inventory changes the shape of these contracts, and both models carry specific consumer and disclosure duties in India. The list is long but finite. Here is the practical set an Indian ecommerce company typically needs, grouped by role. This article is general guidance, not legal advice. Consumer and ecommerce rules change often, so have a qualified professional review your templates. ## Customer-facing contracts (how buyers transact) - Terms of use or terms of sale. The master terms every customer accepts, covering orders, pricing, delivery, cancellation and dispute resolution.

  • Return, refund and cancellation policy. A core consumer document, which the Consumer Protection (E-Commerce) Rules, 2020, expect to be clear and prominently displayed.
  • Privacy policy. How you handle personal data, engaging the Digital Personal Data Protection Act, 2023, and the Information Technology Act, 2000.
  • Seller or product disclosures. Clear information on the seller, country of origin and key product details, which the ecommerce rules require. ## Marketplace and seller contracts (how goods reach the platform) - Seller onboarding or marketplace agreement. For a marketplace model, the terms sellers accept to list and sell, covering commissions, fulfilment, returns, liability and conduct.
  • Supplier or vendor agreements. For an inventory model, the terms on which you buy stock, covering price, quality, delivery and returns.
  • Brand and distribution agreements. For authorised selling of specific brands, often with exclusivity, pricing and anti-counterfeiting terms.
  • Private-label and manufacturing agreements. Where you sell your own-brand goods, covering specification, quality, IP ownership of the brand and supply continuity. ## Logistics and fulfilment contracts - Delivery and logistics agreements. With carriers and last-mile partners, covering delivery times, liability for loss or damage and cash-on-delivery handling.
  • Warehousing and fulfilment agreements. For storage, pick-and-pack and inventory responsibility. ## Payment and partner contracts - Payment gateway and aggregator agreements. For collecting payments, with settlement, chargeback and escrow or nodal-account terms.
  • Affiliate, influencer and reseller agreements. For partners who drive sales, with honest-claim and disclosure duties.
  • Insurance and product-liability cover. To protect against claims arising from defective goods and from loss or damage in delivery, matched to who carries the risk in your seller and logistics contracts. ## People and corporate contracts - Employment and contractor agreements with confidentiality and IP assignment.
  • Shareholders' and fundraising documents for the wider business. ## A note on regulation Ecommerce contracts engage consumer, data, metrology, foreign-investment and tax rules, and the detail varies by model and jurisdiction. In India, customer relationships engage the Consumer Protection Act, 2019, and the Consumer Protection (E-Commerce) Rules, 2020, which set disclosure, grievance-redressal and fair-practice duties for both marketplace and inventory models; product information engages the Legal Metrology (Packaged Commodities) Rules, 2011; personal data engages the Digital Personal Data Protection Act, 2023, and the Information Technology Act, 2000; and foreign investment engages the FDI policy, which treats the marketplace model and the inventory model differently. GST and e-way-bill rules apply to the movement and sale of goods. Because the marketplace and inventory models are treated differently, your model is part of the answer. Last verified October 2026. ## How to keep all of this under control Having the templates is the easy part. The hard part is the ongoing work, where ecommerce teams face returns disputes, seller issues and compliance gaps. 1. Keep one source of truth. Store every signed seller, supplier, logistics and payment agreement in one place, linked to the counterparty, so you can act fast when something goes wrong.
  1. Standardise your templates. One seller agreement, one supplier agreement, one logistics contract, with deliberate exceptions, so liability and returns terms stay consistent.
  2. Align customer terms with your policies. What your terms of sale, return policy and product disclosures say must match what the platform actually does, because mismatches drive complaints.
  3. Track key dates and obligations. Commission reviews, renewals, settlement cycles, chargeback windows and data-deletion duties live in the body of the contract and bind you long after signing.
  4. Review incoming redlines consistently. When a large brand or logistics partner edits your template, spot the liability, exclusivity or exit clause they changed, every time. ## Doing this in one workspace Read back over that list and a pattern appears. Drafting a seller agreement from a template, checking a brand's redline for risky clauses, remembering a settlement or renewal date, keeping versions of your customer terms straight, tracking a returns obligation: these are not many separate jobs, they are one job done many times across scattered tools. The point of an AI contract workspace is to make them one connected job instead. It can draft each agreement from a template that fits how an ecommerce company contracts, read the contract as linked clauses so it flags risk clause by clause, let you edit terms in plain English, and keep key dates and obligations on a live activity timeline. Adira is one tool that brings ecommerce contracts into a single workspace. You do not need a platform to start; a clean set of templates and one shared folder will carry a growing ecommerce business a long way, and a workspace just keeps drafting, review and tracking together as your sellers, suppliers and partners multiply.

Frequently asked questions

What contracts does an ecommerce startup need first?
Start with the customer-facing set: terms of sale, a clear return and refund policy and a privacy policy, all aligned to the Consumer Protection (E-Commerce) Rules, 2020. Then put in place the contracts that bring goods to buyers: a seller agreement for a marketplace or supplier agreements for an inventory model, plus logistics and payment-gateway agreements. People and fundraising documents follow as you grow.
How does a marketplace model differ from an inventory model in contracts?
In a marketplace model you connect buyers and third-party sellers, so your key document is a seller onboarding agreement that sets commission, fulfilment, returns and liability, and you make platform-level disclosures. In an inventory model you buy and sell stock yourself, so you need supplier agreements and you carry more direct product liability. India's FDI policy and the Consumer Protection (E-Commerce) Rules, 2020, treat the two models differently, so your model shapes both the contracts and the compliance duties.
What do the Consumer Protection (E-Commerce) Rules, 2020, require?
In broad terms they require ecommerce entities to make clear disclosures (including seller details and key product information), to display fair terms and a visible return and refund policy, to run a grievance-redressal mechanism with defined timelines, and to avoid unfair trade practices. The exact duties depend on whether you are a marketplace or inventory entity, so confirm the current rules and align your customer-facing documents with them.
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