TERMS AND CONDITIONS

Selling:

As a merchant, you shall list product(s)/service(s) for being offered on the Platform in accordance with the policies which are incorporated by way of reference in the Terms of Use. You must be legally able to offer the product(s)/service(s) you list for sale on our Platform and must have all the necessary licences and permits required for such offering. You must ensure that the listed items do not infringe upon the intellectual property, trade secret or other proprietary rights or rights of publicity or privacy rights of third parties. Listings may only include text descriptions, graphics, pictures or videos that describe your item for offer. All items must be listed in an appropriate category on the Platform. All listed items must be kept in stock for successful fulfilment of services. The listing description of the item must not be misleading and must describe actual condition of the product/service. Yugmedeals.com reserves the right to delete listings of such product / services listed by you in its sole discretion.

Declaration

In relation to the aforesaid, you declare that

  • You have carefully read the requisite fields on Yugmedeals.com Platform and have provided accurate information to the best of you knowledge, and You understand that any misrepresentation or commission of facts may be justification for refusal of payment, if any or termination of your contract with Yugmedeals.com. You therefore agree to provide to Yugmedeals.com, all persons or entities affiliated to Yugmedeals.com in my or my agent’s possession in considering you as a merchant for its Platform.
  • You acknowledge that any statements or information or documents provided by you do not create an expressed or implied contract with Yugmedeals.com. Any premise to the contrary will be relied upon by you and You shall be liable for the same.
  • You hereby declare that the information or documents provided by you to Yugmedeals.com are true and correct to the best of your knowledge. You, understand and agree that Yugmedeals.com, at its discretion, may institute and conduct a background check to verify the information furnished by you herein at the Yugmedeals.com Site or Platform, which may require disclosure of information to third parties and You authorize Yugmedeals.com to carry out such background verification and agree to provide any/all information required by Yugmedeals.com in this regard. You acknowledge and agree that providing any false information may result in Yugmedeals.com delisting you from the Platform and take such action as Yugmedeals.com may deem appropriate. In addition, You agree that Yugmedeals.com has rights to seek any legal remedies including indemnification and damages from you for any loss caused to Yugmedeals.com as a result of any false information provided by you to yugmedeals.com.
GENERAL:

The vendor/seller (the “Company”) identified on the attached purchase order (the “PO”) shall provide the purchaser identified on the PO (“Purchaser”) all products and/or services set forth in the PO in accordance with the terms and conditions set forth herein (collectively, such products and/or services, the “Deliverables”).

PURCHASE ORDER:

If the parties have executed a written agreement that is intended to govern the purchase of the Deliverables described on this PO, then such agreement shall control the purchase of such Deliverables described on this PO, and these terms and conditions shall not apply. Otherwise, the PO, these terms and conditions, and any written instructions or schedules supplied by Purchaser herewith or issued by Purchaser pursuant hereto (collectively, this “Agreement”), constitute the complete and final agreement between Purchaser and Company with respect to the Deliverables, and no agreement not mutually agreed to or other understanding in any way purporting to modify or rescind this Agreement shall be binding upon Purchaser unless otherwise agreed to by Purchaser in writing. If the Company has submitted a bid or proposal that contains any terms or conditions that are different from, in addition to, or inconsistent with the terms and conditions herein, Purchaser expressly rejects such terms and conditions, and the terms and conditions of this Agreement shall govern. Any acceptance by Purchaser of Company’s bid or proposal is expressly made conditional on Company’s assent to all terms and conditions of this Agreement. This Agreement shall be deemed to be accepted by Company as of the earliest date on which Company does any of the following: (a) signs the PO; or (b) either, (i) in writing, orally, or by conduct agrees to provide the Deliverables; (ii) consents to the Agreement by means of electronic signature, which may include responding affirmatively to an email indicating Company’s acceptance of the Agreement; or (iii) commences providing any part of the Deliverables, at which point and on which date a legally binding contract between the parties as to the Agreement comes into existence. Acceptance of this Agreement constitutes acceptance of all specifications, terms, and conditions herein. Any addition to or modification of any terms or conditions of this Agreement by Company is to be construed as a proposal for additions to this Agreement.

DELIVERY:

A. Delivery shall be made at such place or places as Purchaser may specify, in accordance with the shipping instructions established by Purchaser in the PO or in subsequent notices to Company. Company shall keep Purchaser fully informed of progress under the PO and shall promptly notify Purchaser whenever there is doubt that delivery will be effected on schedule. Company shall follow Purchaser’s instructions as to manner of shipment, carriers, routing, prepayment of freight, and other matters. If the Deliverables are delivered in advance of the delivery schedule, Purchaser may, at its option (i) return the Deliverables at Company’s expense for redelivery at the proper time; (ii) withhold payments for the Deliverables until such time as payment would have become due had delivery been made at the time provided for in the PO; or (iii) place the Deliverables in storage at Company’s expense and for Company’s account until the time provided for delivery.

B. To the extent the PO is for the purchase of software or similar components, Company and Turner acknowledge and agree that any and all software, including upgrades or updates, will be delivered by Company to Turner, either (i) through electronic transmission or download from the Internet, or (ii) installation by Company on the relevant equipment of Turner with retention by Company of all tangible media on which such software resides. Company and Turner acknowledge and agree that no tangible medium containing such software (including any enhancements, upgrades or updates) will be transferred to Turner at any time for any reason under the terms of this Agreement, and that Company will, at all times, retain possession and control of any such tangible medium used or consumed by Company in providing the Services Deliverables hereunder.

TIMELINESS:

Time is of the essence in this Agreement and with respect to the fulfillment of the PO. Company shall provide the Deliverables in accordance with the time frames set forth in the PO or otherwise communicated by Purchaser to Company from time to time. Purchaser shall not be obligated to pay for any Deliverables that are not delivered to Purchaser within such time frames.

OWNERSHIP:

Company agrees: (i) that any services rendered, equipment and personnel supplied, and rights granted pursuant to this Agreement shall not confer in Company any rights of ownership in the subject matter of this Agreement, the Deliverables, or any part thereof, which shall remain exclusively in Purchaser; and (ii) any material produced by or on behalf of Purchaser pursuant to this Agreement shall be considered a “work made for hire” as contemplated by the INDIA Copyright Act and to the extent said material is not recognized as a “work made for hire,” Company hereby assigns all rights of copyright and copyright renewal in said material or any part thereof to Purchaser.

WARRANTIES:

Company represents and warrants that (i) the Deliverables will conform to the specifications, instructions, drawings, requirements, standards, samples, or other descriptions set forth in this Agreement (including the PO) or otherwise furnished or specified by Purchaser (collectively, the “Specifications”), and will be fit and sufficient for the purposes intended, and are merchantable, of good material and workmanship, and free from defect; and (ii) all Deliverables provided hereunder shall meet the highest standards of the relevant industry (including without limitation information security standards), and shall not infringe upon, misappropriate, or violate in any respect, when used by Purchaser in any manner or media, the intellectual property, confidentiality, or other rights of any person, firm or entity. The warranties recited in this Agreement shall be in addition to those implied by or available at law and shall exist notwithstanding the acceptance and inspection by Purchaser of all or a part of the Deliverables with respect to which such warranties and remedies are applicable.

ACCEPTANCE:

After the Deliverables have been provided to Purchaser, Purchaser may at any time evaluate the Deliverables to determine whether such Deliverables satisfy the Specifications. If Purchaser determines at any time in its sole discretion that the Deliverables do not satisfy the Specifications, Purchaser may, at its option, require that Company (i) promptly re-perform or replace the Deliverables such that they satisfy all Specifications; or (ii) terminate this Agreement and/or any portion of the PO, in which case Company shall immediately refund to Purchaser all amounts previously paid for the applicable Deliverables, and Purchaser shall have no further payment obligation for the terminated Deliverables.

INDEMNIFICATION:

Company indemnifies and holds Purchaser, and Purchaser Affiliates, its and their licensees, successors and assigns, and each of their respective officers, directors, agents and employees (referred to collectively hereinafter as “Indemnified Parties”) harmless from and against any damages, liabilities, claims, demands, costs, and expenses, including without limitation, court costs and reasonable attorneys’ fees and expenses, of whatsoever type or nature or howsoever incurred (referred to collectively hereinafter as “Damages”), arising out of or incurred in connection with Company’s performance under this PO, or the alleged breach by Company of any representation, warranty, or covenant made by Company under this Agreement, or out of or in connection with the purchase, use, rental or resale by Purchaser of any Deliverables furnished under this PO.

UNDER NO CIRCUMSTANCES SHALL PURCHASER OR PURCHASER AFFILIATES BE LIABLE FOR ANY CONSEQUENTIAL, PUNITIVE, INCIDENTAL OR INDIRECT DAMAGES, INCLUDING, WITHOUT LIMITATION, ALL (DIRECT OR INDIRECT) LOST PROFITS OR LOST BUSINESS OPPORTUNITIES, HOWEVER ARISING, WHETHER FROM THIS AGREEMENT, IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY OR OTHERWISE, WHETHER OR NOT PURCHASER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, UNDER NO CIRCUMSTANCES SHALL PURCHASER’S TOTAL AGGREGATE LIABILITY UNDER THIS AGREEMENT WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY, OR OTHERWISE, EXCEED THE AGGREGATE AMOUNT PAYABLE BY PURCHASER TO COMPANY FOR THE DELIVERABLES.
GOVERNING LAW; JURISDICTION AND VENUE:

This Agreement and all matters arising out of or relating to this Agreement shall be governed by the laws of Vellore Jurisdiction Court,Tamil Nadu, INDIA, without regard to its conflict of law provisions. The exclusive jurisdiction for any dispute, controversy or claim arising out of or relating to this Agreement shall be the state and federal courts located in Vellore Jurisdiction Court,Tamil Nadu, INDIA,; provided that either Party may seek injunctive or other equitable relief in any court of competent jurisdiction to enforce or protect its intellectual property rights or Confidential Information.