In these conditions the following words shall have the meanings shown:
- a. “Seller” means Thehippiesaaz, a sole proprietorship, registered MSME, through its websites or any associated modes of dealing as the case may be.
- b. “The Buyer” means any person, firm, or company purchasing the Goods from the Seller under a Contract.
- c. “Goods” means any products or items purchased by the Buyer from the Seller and/or products, items or services supplied by the Seller to the Buyer under a Contract.
d. “The Contract” means the agreement between the Seller and the Buyer for the purchase from the Seller by the Buyer of Goods.
e. “Contracts” include all agreements between the Seller and the Buyer for the purchase of goods from the Seller by the Buyer.
- f. “Conditions” means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by the Seller.
- g. “Delivery date” means the date specified by the Seller when the Goods are to be dispatched.
- h. “Intellectual Property Rights” means all patents, registered and unregistered designs, copyright, trademarks, know-how and all other forms of intellectual property wherever in the world enforceable.
- i. “Price” means the price set out in the list of prices of the Goods maintained by the Seller as amended from time to time or such other price as the parties may agree in writing plus such carriage, packing, insurance or other charges or interest on such as may be quoted by the Seller or as may apply in accordance with these conditions.
- a. These conditions shall be deemed to be incorporated in all Contracts of the Seller to sell Goods and together with any special condition appearing on the face of the Seller’s invoice or in the Seller’s quotation shall be the sole conditions under which the sale of goods takes place. In the case of any inconsistency with any order, letter or form of Contract sent by the Buyer to the Seller or any other communication between the Buyer and the Seller whatever may be their respective dates, the provisions of these conditions shall prevail unless expressly varied in writing and signed by the Seller. Any concession made or latitude allowed by the Seller to the Buyer, unless expressly varied in writing and signed by the Seller, shall not affect the strict rights of the Seller under the Contract. If, in any particular case, any of these conditions shall be held to be invalid or shall not apply to the Contract the other conditions shall continue in full force and effect.
- b. The statement, description, information, warranty condition or recommendation contained in any Contract, catalog, price list, advertisement or any communication or made verbally by any of the agents or employees of the Seller shall not be construed to enlarge, vary or override in any way any of these conditions unless otherwise provided herein.
- c. All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods pursuant to these Conditions.
d. Acceptance of delivery of the Goods shall be deemed conclusive evidence of the Buyer’s acceptance of these Conditions.
e. Nothing in these Conditions shall affect the statutory rights of any Buyer dealing as a consumer.
- f. Any notice required or permitted to be given by either party to the other under these Conditions shall be in Writing addressed to that other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party given the notice.
C.Price of the Goods
- a. The price of the Goods shall be the Seller’s quoted price or, where no price has been quoted (or a quoted price is no longer valid), the price listed in the Seller’s published price list current at the date of acceptance of the order. Where the Goods are supplied for export from India, the Seller’s quoted price along with additional charges in accordance with the consignment shall apply.
- b. The Seller reserves the right by giving notice to the Buyer at any time before delivery to increase the price of the Goods to reflect any increase in the cost to the Seller which is due to any factor beyond the control of the Seller (such as, without limitation, any currency regulation, alteration of duties, a significant increase in the costs of labor, materials or other costs of manufacture)or to any change in delivery dates, quantities or specifications for the Goods which is requested by the Buyer, or any delay caused by any instructions of the Buyer or failure of the Buyer to give the Seller adequate information or instructions.
- c. Except as otherwise stated under the terms of any contract or in any price list of the Seller, and unless otherwise agreed in Writing between the Buyer and the Seller, all prices given by the Seller are inclusive of carriage charges.
- d. The price is inclusive of any applicable value-added tax and the Buyer shall not be additionally liable to pay to the Seller.
D. Terms of payment
- a. Subject to any special terms agreed in Writing between the Buyer and the Seller, the Seller shall be entitled to invoice the Buyer for the price of the Goods at the time of placing the order of the Goods.
- b. All Invoices are payable net by cash which consists of all the mediums approved by the seller or on a Pro-forma basis unless credit facilities have been approved, in which case Invoices are payable net by the end of the month following the date of the invoice. The Buyer shall pay all invoices without any other deductions notwithstanding that delivery may not have taken place and the property in the Goods has not been passed to the Buyer. The time of payment of the price shall be of the essence of the Contract. Receipts for payment will be issued only upon request.
- c. If the Buyer fails to make any payment on the due date then, without prejudice to any other right or remedy available to the Seller, the Seller shall be entitled to.
- 1. cancel the contract or suspend any further deliveries to the Buyer;
- 2. appropriate any payment made by the Buyer to such of the Goods (or the goods supplied under any other contract between the Buyer and the Seller) as the Seller may think fit (notwithstanding any purported appropriation by the Buyer) and
- 3. charge the Buyer interest (both before and after any judgment) on the amount unpaid, at the rate of 4 percent per annum above ICICI bank base rate from time to time, until payment in full is made (a part of a month being treated as a full month for the purpose of calculating interest).
- d. In the event that the Seller shall cancel the contract under the provisions of Clause D.c.1 above the Buyer shall indemnify the Seller in full against all loss (including loss of profit), costs (including the cost of all labor and materials used), damages, charges and expenses incurred by the Seller as a result of such cancellation. Without prejudice to the generality of the foregoing, at the option of the Seller, the Seller shall be entitled to require the Buyer to pay to the Seller by way of liquidated damages an amount equivalent to 50% of the invoice value of the contract so canceled. In the event of the Seller, so requiring, the Buyer shall pay such amount to the Seller (without any deduction) within seven days of receiving from the Seller written notification of the amount required to be paid. The Seller and the Buyer hereby agree that such amount represents a genuine pre-estimate of the monetary value of the loss and damage likely to be suffered by the Seller as a result of such cancellation.
Any description given or applied to the Goods is given by way of identification only and the use of such description shall not constitute a sale by description. For the avoidance of doubt, the Buyer hereby affirms that it does not in any way rely on any description when entering into the contract.
F. Orders and Specifications
- a. No order submitted by the Buyer shall be deemed to be accepted by the Seller unless and until confirmed by the Seller’s authorised representative as per the specified modes only.
- b. The Buyer shall be responsible to the Seller for ensuring the accuracy of the terms of any order (including any applicable specification) submitted by the Buyer and for giving the Seller any necessary information relating to the Goods within a sufficient time to enable the Seller to perform the Contract in accordance with its terms.
- c. The quantity, quality and description of and any specification for the Goods shall be those set out in the Seller’s quotation (if accepted by the Buyer)or the Buyer’s order (if accepted by the Seller).
- d. If the Goods are to be manufactured or any process is to be applied to the Goods by the Seller in accordance with a specification submitted by the Buyer the Buyer shall indemnify the Seller against all loss damages, costs, and expenses awarded against or incurred by the Seller in connection with or paid or agreed to be paid by the Seller in settlement of any claim of infringement of any patent, copyright, design, trade mark or other industrial or intellectual property rights of any other person which results from the Seller’s use of the Buyer’s specification.
- e. The Seller reserves the right to make any changes in the specification of the Goods which are required to conform with any applicable safety or other statutory requirements or, where the Goods are to be supplied to the Seller’s specification, which does not materially affect their quality or performance.
- f. No order which has been accepted by the Seller may be canceled by the Buyer except with the agreement in Writing of the Seller and the Buyer shall indemnify the Seller in full against all loss (including loss of profit) costs (including the cost of all labor and materials used), damages, charges and expenses incurred by the Seller as a result of any cancellation. However, from the date of the order, a 3-day cooling-off period will be allowed during which cancellations or reducing the order will be accepted by the seller without penalty. Without prejudice to the generality of the foregoing, should the Buyer purport without the agreement in writing of the Seller to cancel any order which has been accepted by the Seller or refuse to accept delivery of any of the Goods such action shall constitute a breach of the agreement and, at the option of the Seller, the Seller shall be entitled to require the Buyer to pay to the Seller by way of liquidated damages an amount equivalent to 100% of the invoice value of the order so purported to be canceled or 100% of the invoice value of the Goods delivery of which is so refused (as the case may be).
In order to cancel the order the buyer is required to adhere the following:
- Write a formal e-mail to the official e-mail address([email protected]) regarding the cancellation with complete details of the invoice.
- The cancellation request mail must be from the same e-mail address as used for placing the order.
- Any such e-mail must be received by the Seller within 3 working days of placing the order and within 10 AM to 5 PM.
No other modes of cancellation shall be entertained by the seller. As and when complied by the stated guidelines, the refund process will be initiated and processed within 7 working days using the same mode as used for placing the order.
- a. Unless otherwise agreed in writing, delivery of the Goods shall take place at the address specified by the Buyer on the date specified by the Seller.
- b. The date of delivery specified by the Seller is an estimate only. Time for delivery shall not be of the essence of the contract and while every reasonable effort will be made to comply with such dates compliance is not guaranteed and the Buyer shall have no right to damages or to cancel the order for failure for any cause to meet any delivery date stated.
- c. The Seller shall be entitled to deliver the Goods by installments and where the Goods are so delivered, each delivery shall constitute a separate contract and failure by the Seller to deliver any one or more of the installments in accordance with these Conditions or any claim by the Buyer in respect of any one or more installments shall not entitle the Buyer to treat any other related contract as repudiated.
- d. Where the Buyer requires delivery of the Goods by installments, rescheduling requires the Seller’s written agreement at the time of placing the order. Each delivery shall constitute a separate contract and failure by the Buyer to pay the Price in respect of any installment shall entitle the Seller to treat any other related contract as repudiated in addition to any other rights of the Seller pursuant to these Conditions.
- e. The period for delivery shall be the period within which the Goods are intended to be dispatched from the Seller’s premises as per the Contract and shall be calculated from the next date of receipt of the Seller of the Buyer’s order or from receipt of all necessary information to enable the Seller to manufacture or procure the Goods whichever shall be later and the Buyer shall take delivery of the Goods in that period. If no period is given then delivery will be 7-14 working days being calculated from the next date of order.
- f. Where the Goods are handed over to a carrier for carriage to Buyer any such carrier shall be deemed to be an agent of the Seller and not of the Buyer for the purposes of Sale of Goods Act, 1930, and any amendments thereof.
- g. No liability for the non-delivery, loss or damage to the Goods occurring prior to delivery or for any claim that the Goods are not in accordance with the Contract will attach to the Seller unless claims to that effect are notified in writing by the Buyer to the Seller within 3 working days from the date of delivery of the Goods in the case of partial loss or damage of Goods in transit or delivery.
- h. In the event of a valid claim for non-delivery within a period of 60 working days or non-compliance with the Contract, the Seller undertakes, at its option, either to refund, reprocess or replace the Goods at its expense but shall not be under any further or other liability to any Buyer, third party or person in connection with such non-delivery, loss, damage or non-compliance.
- i. If for any reason the Buyer is unable to accept delivery of Goods at the time when the Goods are due and ready for delivery the Seller may, at its sole discretion, without prejudice to its other rights store the Goods at the risk of the Buyer and take all reasonable steps to safeguard and insure them at the cost of the Buyer provided that the Buyer shall be immediately informed thereof.
- j. All requests for proof of delivery must be made within a period of 21 calendar days following the date of the invoice.
- k. In case of non-availability of goods at the time of order, the Seller will supply the goods as and when the goods ordered by the buyer are available with the Seller. In such a case, the Seller does not guarantee delivery time as the same may exceed the standard delivery times.
Where a sample of the Goods is shown to and inspected by the Buyer, the parties hereto accept that such a sample is so shown and inspected for the sole purpose of enabling the Buyer to judge for itself the quality of the bulk, and not so far as to constitute a sale by sample.
I. Carriage and Insurance
- a. The cost of carriage/transportation and insurance of the Goods to the Buyer’s premises shall be in accordance with the charges laid out in the Seller’s current price list if any, unless specifically agreed to in the Contract.
- b. In all other cases, the price of the Goods shall be inclusive of carriage/transportation and insurance to the Buyer’s premises.
- a.Goods supplied pursuant to the Contract cannot be returned without the Seller’s prior written authorization. Duly authorized returns:
- 1. Shall be picked up from Buyer’s premises at the Seller’s expense;
- 2. May be subject to a handling charge expressed as a percentage of the value of the Goods subject to a minimum amount as may be deemed fit by the Seller, and
- 3. Must be in the same condition as originally supplied to the Buyer.
- 4. In order to avail the benefits of the return policy by the buyer, the following must be fulfilled:
- 4.1. An unpacking video of the consignment must be sent to the official e-mail address of the Seller along with the request to return the goods.
- 4.2. Only manufacturing defects(Dirt/stains, Dye marks, Drop stitches, Holes, and Snags) would render the goods eligible for return. However, shade variation, crumbled fabric, and unfinished ends shall not be construed as a manufacturing defect. Also, the undesired size of the goods shall not render them eligible for any refund, return, or exchange.
- 5. In any case of an authorized return, the Buyer shall be provided with the same goods as the final order placed. No changes in the order shall be entertained in the replacement procedure. In any such case, the Seller shall not be deemed to refund any amount partially or in totality to the Buyer.
- a. The Seller is a distributor of goods and the Buyer is exclusively responsible for detailing the specification of the Goods, for ascertaining the use to which they will be put and for determining their ability to function for that purpose.
- b. The Buyer is required to test Goods upon delivery and shall be deemed to have accepted the Goods 3 days after delivery to the Buyer. Accordingly, no claim for defect, damage, or quality will be entertained (without prejudice to the Seller’s other rights pursuant to these Conditions) unless written notice together with all supporting evidence is received by the Seller within 3 days of receiving the goods by the buyer. After acceptance, the Buyer shall not be entitled to reject Goods which are not in accordance with the contract.
- c. The Buyer shall not remove or otherwise interfere with the marks or numbers on the Goods.
- a. Where the Goods are found to be defective, the Seller shall replace defective Goods free of charge within the manufacturer’s warranty period if acceptable from the date of delivery, subject to the following conditions;
- 1. the Buyer notifying the Seller in writing immediately upon the defect becoming apparent;
- 2. the defect being due to faulty design, materials or workmanship;
- b. Any Goods to be repaired or replaced shall be returned to the Seller at the Buyer’s expense if so requested by the Seller or picked up by the Seller.
- c. Where the Goods have been manufactured and supplied to the Seller by a third party, any warranty granted to the Seller in respect of the Goods shall be passed on to the Buyer and the Buyer shall have no other remedy against the Seller.
- d. The remedies contained in this Clause are without prejudice and subject to the other Conditions herein, including, but without limitation, to conditions M and N below.
- a. No liability of any nature shall be incurred or accepted by the Seller in respect of any representation made by the Seller, or on its behalf, to the Buyer, or to any party acting on its behalf, prior to the making of this contract or any express term of this contract where such representations were made or given in relation to:-
- 1. the correspondence of the Goods with any description or sample;
- 2. the quality of the Goods; or
- 3. the fitness of the Goods for any purpose whatsoever.
- b. Except where the Buyer deals as a consumer all other warranties, conditions or terms relating to fitness for purpose, quality or condition of the Goods, whether express or implied by statute or common law or otherwise are hereby excluded from the contract to the fullest extent permitted by law.
- c. For the avoidance of doubt, the Seller will not accept any claim for consequential or financial loss of any kind however caused.
N. Limitation of Liability
- a. Where any court or arbitrator determines that any part of Clause M above is, for whatever reason, unenforceable, the Seller shall be liable for all loss or damage suffered by the Buyer but in an amount not exceeding the Price.
- b. Nothing contained in these Conditions shall be construed so as to limit or exclude the liability of the Seller for death or personal injury as a result of the Seller’s negligence or that of its employees or agents.
O. Intellectual Property Rights
- a. Where any Goods supplied by the Seller embody, include or contain computer program(s) and/or related documentation the copyright in which is owned by a third party, all rights and liabilities associated with the use and/or reproduction thereof will be subject to the terms of the applicable end user licence, to the exclusion of all liabilities and obligations on our part.
- b. The Buyer will indemnify us against all liabilities for infringement of third party intellectual property rights arising from our compliance with the Buyer’s specific requirements regarding design or specification for the Goods or arising from the use of the Goods in combination with other products.
- c. In the event that all the Goods or the use thereof (subject as aforesaid) are held to constitute an infringement of any intellectual property rights and the use is thereby prevented, the will at its own expense and option either procure for the Buyer the right to continue using the Goods or replace the same with a non-infringing product, or modify the Goods so that they become non-infringing, or may elect to retake possession of the Goods and refund the Price. Subject to the foregoing, the Seller shall be under no liability to the Buyer for any loss, damage, or inquiry, whether direct or indirect, resulting from any intellectual property right infringement of the Goods.
- d. All Intellectual Property Rights produced from or arising as a result of the performance of any contract shall, so far as not already vested, become the absolute property of the Seller, and the Buyer shall do all that is reasonably necessary to ensure that such rights vest in the Seller by the execution of appropriate instruments or the making of agreements with third parties.
P. Force Majeure
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lockouts, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to a reasonable extension of its obligations. If the delay persists for such time as the Seller considers unreasonable, it may without liability on its part, terminate the contract or any part of it.
Q. Relationship of Parties
- a. Nothing contained in these Conditions shall be construed as establishing or implying any partnership or joint venture between the parties(Seller and Buyer) and nothing in these Conditions shall be deemed to construe either of the parties as to the agent of the other.
- b. Third-party products shall be the sole property of the Seller for the purpose of any contract and shall be subject to these Conditions. Any dispute arising between Seller and any Third-party shall be dealt with in accordance with the contract therein.
R. Complaint Redressal
- a. Any complaint regarding the cancellation, return, refund, delayed deliveries, or any dispute arising therein with respect to the contract between the Seller and the Buyer must flow from the Buyer to the official e-mail address of the Seller. No other modes of the complaint are hereby authorized by the Seller in respect of any Contract.
- b. The customer care helpline is exclusive for queries and status related to existing orders only. This mode of communication shall not be used for any other purpose.
S. Dispute resolution
The parties must attempt in good faith to resolve any dispute, difference, or question between them arising out of or in connection with the Contract.
If a dispute, difference or question between the parties, arising out of or in connection with the Contract, cannot be resolved by direct negotiation between them, the parties agree to endeavor to resolve the matter by any method for speedy resolution.T. Governing law
The contract is entered in Delhi and shall be governed by the laws of India.
Thehippiesaaz General Terms and Conditions of Sale
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