TERMS AND CONDITIONS
1. Introduction
These Terms & Conditions (“Terms”) constitute a legally binding agreement between [PROTIQA] (“Company”, “we”, “us”, “our”) and the business entity placing an order (“Buyer”, “you”, “your”).
By accessing our website, placing an order, or engaging in any business transaction with the Company, the Buyer expressly agrees to be bound by these Terms in full.
These Terms apply exclusively to business-to-business (B2B) transactions unless explicitly agreed otherwise in writing by the Company.
2. Nature of Business Relationship
The Buyer acknowledges that all transactions are conducted on a B2B basis. The Buyer confirms that they are purchasing goods for commercial, resale, or business purposes and not for personal or consumer use.
3. Order Placement and Acceptance
3.1 All orders placed by the Buyer are considered an offer to purchase and are subject to acceptance by the Company.
3.2 The Company reserves the absolute right to accept, reject, or partially fulfill any order without providing any reason.
3.3 An order shall be deemed confirmed only upon written confirmation or system-generated acceptance from the Company following payment realization.
3.4 The Company is not obligated to process any order that is incomplete, unclear, or inconsistent with business policies.
4. Pricing and Payment Terms
4.1 All transactions are strictly processed on a 100% advance payment basis, unless otherwise agreed in writing by authorized Company representatives.
4.2 No goods shall be processed, packed, or dispatched without full payment clearance.
4.3 Prices are subject to change without prior notice until order confirmation and payment completion.
4.4 In case of any approved credit arrangement, payment terms must be strictly adhered to, failing which the Company reserves the right to suspend further supply and initiate recovery actions.
5. Delivery Terms and Transfer of Risk
5.1 Delivery timelines provided by the Company are estimates only and are not guaranteed.
5.2 The Company shall not be liable for delays arising from logistics, transport issues, regulatory restrictions, natural events, or any circumstances beyond its reasonable control.
5.3 Upon delivery of goods to the Buyer, Buyer’s representative, or appointed logistics/courier partner, all risk, title, and responsibility shall immediately and irrevocably transfer to the Buyer.
5.4 The Company shall have no liability for loss, theft, damage, deterioration, or delay after dispatch and delivery completion.
6. Inspection and Acceptance of Goods
6.1 The Buyer is solely responsible for inspecting goods at the time of delivery.
6.2 Any claims relating to shortage, damage, mismatch, or discrepancy must be raised immediately at the time of delivery, supported by valid proof.
6.3 Failure to raise such claims at the time of delivery shall be deemed unconditional acceptance of goods in full, and no subsequent claims shall be entertained.
7. Product Classification and Regulatory Compliance (Including FSSAI)
7.1 The Company deals in multiple FMCG product categories, some of which may fall under regulatory frameworks such as FSSAI registration, licensing, or other applicable certifications, while others may not require such compliance depending on product type, sourcing, or classification.
7.2 The Buyer acknowledges that it is solely responsible for determining the suitability, legality, compliance, labeling requirements, and resale eligibility of products within its jurisdiction and business operations.
7.3 The Company shall not be held responsible or liable for:
- Regulatory approvals required after delivery
- Licensing obligations of the Buyer
- Storage, handling, or resale compliance
- Misinterpretation of product category or usage requirements
7.4 The Buyer agrees that all regulatory responsibility transfers fully upon delivery.
8. Storage, Handling, and Resale Responsibility
8.1 After delivery, the Buyer assumes full responsibility for proper storage, handling, transportation, and resale of all goods.
8.2 The Company shall not be liable for any deterioration, contamination, damage, or loss arising from improper storage conditions or handling practices.
8.3 The Buyer shall be solely responsible for all resale activities, customer dealings, and downstream distribution.
9. Returns, Refunds, and Cancellations
9.1 All sales are final upon order confirmation and dispatch.
9.2 Orders once confirmed cannot be cancelled.
9.3 Due to the nature of FMCG goods, returns are strictly not accepted except in cases of:
- Wrong product delivered
- Damaged goods reported at the time of delivery
- Shortage verified at the time of receipt
9.4 Any such claims must be raised immediately at delivery; delayed claims will not be accepted under any circumstances.
9.5 Refunds, if approved at the sole discretion of the Company, will be limited to the value of the affected goods only.
10. Limitation of Liability
10.1 The Company shall not be liable for any indirect, incidental, special, or consequential damages, including but not limited to loss of business, profit, goodwill, or reputation.
10.2 The total liability of the Company, if any, shall be strictly limited to the invoice value of the specific goods supplied.
11. Force Majeure
The Company shall not be responsible for any delay or failure in performance due to events beyond its control, including but not limited to natural disasters, strikes, transport disruptions, government restrictions, or supply chain interruptions.
12. Governing Law and Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of India.
All disputes shall fall under the exclusive jurisdiction of courts located in [Faridabad/Haryana], India.
13. Amendments
The Company reserves the right to modify, update, or revise these Terms at any time without prior notice. Continued business engagement shall constitute acceptance of the updated Terms.
14. Entire Agreement
These Terms constitute the complete and final agreement between the Company and the Buyer and supersede all prior communications, understandings, or agreements, whether written or oral.