You and DMI shall hereinafter collectively be referred to as “Parties” and individually as “Party”, as the case may be.
I. GENERAL TERMS
User agrees and understands that being a Registered User is a mandatory requirement for using the services, including that of buying and selling on the Portal. Registration on the Portal is free. User agrees to provide any and all information sought by DMIL at the time of registration, including without limitation the User’s name, email address, city, phone number etc. (“Registration Data”). The User shall be entitled to select a log-in name and password (“Log-in Details”). Before You are registered on the Portal, DMIL will undertake a verification process. Your account on the Portal shall become active upon the completion of the verification process by DMIL.
“Registered User” shall mean any natural/legal person who has been registered on the Portal after the completion of the verification process by DMIL.
III. PROCESS TO USE THE PORTAL
By agreeing to use/avail the services available on the Portal, You agree to follow the following process:
In case of an Enquiry by a Buyer, the Enquiry should specify the following- (i) the description of goods; (ii) the quantity of goods that the Buyer wishes to buy (iii) the price the Buyer is willing to pay for such description and quantity of goods, and (iv) any other mandatory fields as specified on the Portal, from time to time.
In case of an Enquiry by a Seller, the Enquiry should specify the following- (i) the description of goods, (ii) the quantity of goods that the Seller wishes to sell (iii) the price the Seller is offering such goods at and (iv) any other mandatory fields as specified on the Portal, from time to time. Such Enquiry by a Seller will be posted in the form of advertisements on the Portal.
All communications addressed by the Registered Users to each other, on the Portal, shall strictly be in the form/language of the drop down menu options available on the Portal.
“Seller(s)” shall mean a user, being a natural or legal person, who has completed the registration process including executing all necessary documents, as applicable and has listed Products on the Portal with the intention to sell strictly such Products through the Portal.
“Buyer(s)” shall mean a user, being a natural or legal person, who has completed the registration process including executing all necessary documents, as applicable and has sent an Enquiry on the Portal with the intention to buy Products through the Portal.
“Products” [shall mean Primarily Greige Yarns and secondary products which fall under the category of ‘Other Textile Products’]
Communication by DMIL. Upon making an Enquiry, the Portal will forward the Enquiry to the appropriate Seller(s) who are Registered Users, which matches Your Enquiry in terms of the description of the goods, etc. as the case maybe. For the avoidance of doubt, the Portal will not take any express action in relation to the Enquiry made by Seller(s).
The Enquiry will be forwarded to the personal account of the Seller(s) on the Portal as a private message.
Making Counter-Offers. If You are a Seller/Buyer, upon receipt of the Enquiry, You may either choose to accept the offer of the Seller/Buyer as received through the Enquiry, in which case the process at Clause IV will be followed; or You may make a counter-offer to the Enquiry from the Seller/Buyer and offer a new quantity, price and/or any other criteria involved at which you propose to sell/buy goods. (“Amended Enquiry”).
- Upon receipt of the Amended Enquiry, a Buyer/Seller may further amend the Amended Enquiry or accept the Amended Enquiry, in which case the process at Clause IV will be followed.
The process of making offers and counter-offers as detailed above, can be repeated till it is accepted by both the particular Buyer and Seller. It is agreed that a Seller/Buyer may simultaneously deal with multiple Buyers or Seller, as the case may be. The Seller/Buyer has the right to agree to complete the Transaction with any Buyer/Seller, as it may deem fit.
Both the parties can make counter offer either firm or subject to confirmation. In case of acceptance of any firm offer both parties are bound in the contract and the process under Clause IV shall ensue.
IV. CLOSING OF THE TRANSACTION
- A Transaction between a Seller and Buyer shall be considered as closed if the Seller/Buyer accepts the offer made through an Enquiry by the Buyer/Seller, as the case may be.
” shall mean the agreement for sale of Products reached between a Buyer and Seller on the Portal.
- Upon closing of the Transaction-
- DMIL will send a communication to the relevant Sellers/Buyers that the Enquiry has matched and that no further offers can be made to the Enquiry;
- DMIL will electronically send a contract to each Buyer and the Seller who are parties to the Transaction. DMIL will electronically send the contract to the Buyer on behalf of the Seller and vice versa(“Agreement(s)”). The Buyer and Seller shall be obligated to execute the Agreement(s) with the Seller and/or Buyer through DMIL, as the case maybe (as made available by DMIL to You), in a manner explained therein. You agree and acknowledge, that as a Buyer/Seller You are legally obligated to complete the Transaction, execute Agreement(s) and enter sale contract with the Buyer/Seller (as the case maybe);
- You represent and undertake to execute necessary agreements with DMIL immediately upon completion of a Transaction which will, inter alia, include the provisions relating to payments to be made to DMIL. You further undertake to discharge your obligation to buy or sell and/or any other provisions/requirements pursuant to earlier agreements executed between DMIL and You as the case may be pursuant to the Transaction within a period as mentioned in the Agreement from the time of conclusion of the Transaction;
- The contact information for each other shall be provided in the Agreement(s), to enable You, in Your capacity as the Seller and/or the Buyer to get in touch with the other user for completing the buying and selling pursuant to the Transaction. You agree and acknowledge that Your contact details will be the Registration Data, as provided by You at the time of registration. You agree that any and all communications once the Transaction has ended and the contact details have been provided to either party, will always go through DMIL. You further agree that, if You are found in breach of this provision, then DMIL shall have the right to cancel Your registration and revoke Your Log-In Details.
- Buyers understand and agree that the price offered for a particular product on the Portal shall not reflect the duty structure, import taxes and any other taxes imposed under applicable laws of a particular territory and the same will vary, based on the jurisdiction.
The listing description of the item must not be misleading and must describe actual condition of the product. If the item description does not match the actual condition of the item, You, in Your capacity as a Seller agree to refund any amounts that You may have received from the Buyer. You agree not to list a single product in multiple quantities across various categories on the Portal. DMIL reserves the right to delete such multiple listings of the same product listed by You in various categories.
You must complete the transaction with the Buyer and supply the item as per the shipping and delivery details mentioned in the item description of the Agreement(s).
By agreeing to use/avail the services, You represent, warrant, undertake and confirm that -
- The Registration Data provided by You is true, current, complete and accurate in all respects. You agree to promptly update Your Registration Data, in case of any change, so that Your information remains true, current, complete, and accurate at all times.
- If You have registered on the Portal on behalf of any company, partnership firm, limited liability partnership and/or anybody corporate, then You have the complete right and authority to provide the Registration data, create an account on the Portal, access the Portal and/or deal on behalf of and bind such company, partnership firm, limited liability partnership or any body corporate;
- DMIL shall be entitled to suspend, , without any prior notice to You, Your access to the whole or any party of the services and/or Portal if in the opinion of DMIL you have acted in contravention of these Terms and Conditions. DMIL further has the right to temporarily suspend access to the whole or any part of the services and/or the Portal for any technical/operational reason. DMIL may, but shall not be obliged to, give You as much notice of any interruption of access to the services as is reasonably practicable. DMIL will restore access to the services as soon as it is reasonably practicable after temporary suspension. You agree that such decision shall be based on the sole discretion of DMIL and any decision taken in this regard shall be final and binding on You.
- Your participation on the Portal is at DMIL’s discretion. DMIL reserves the right to disallow your participation on the Portal.
- DMIL shall be under no liability whatsoever to You in the event of non-availability of the Portal or any portion thereof occasioned by Act of God, war, disease, revolution, riot, civil commotion, strike, lockout, flood, fire, satellite failure, failure of any public utility, industrial action, man-made disaster, satellite failure or any other cause whatsoever beyond the control of DMIL, and if such inability to perform such obligation continues for a period of 15 (fifteen) days, then DMIL shall be at liberty and entitled in their sole discretion to cancel any services to You forthwith and such decision shall be final and binding.
- You will not hyperlink urls of other sites and/or insert interstitial ads and/or promotion webpages, upload malware, Trojan and/or any virus on the Portal.
- You agree that DMIL owns and retains all rights to the Content. You further agree that the Content You access and view as part of the services is owned or controlled by DMIL, its affiliates and or its licensors. The Content is protected by copyright, trademark, and other laws related to intellectual property. You undertake not to challenge and/or dispute DMIL’s ownership of the Content, its trademark (including but not limited to TEXauction, TEXchange), trade name and/or the DMIL logo available on the Portal, at any time in any part of the world.
- You are responsible for the security and proper use of Your unique Log-in Details that You enter while registering on the Portal and must take all necessary steps to ensure that they are kept confidential, used properly, and not disclosed to unauthorized persons.
- You shall not host, display, upload, modify, communicate, publish, transmit, update or share any information or product/goods/item that-
- belongs to another person and to which You do not have any right to;
- is grossly harmful, harassing, blasphemous defamatory, obscene, pornographic, pedophilic, libelous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatsoever;
- harm minors in any way;
- infringes any patent, trademark, copyright or other proprietary rights;
- violates any law for the time being in force;
- deceives or misleads the addressee about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;
- impersonates another person;
- contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource;
- threatens the unity, integrity, defense, security or sovereignty of India, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting to any other nation. You also represent and warrant that your use of the Portal and your act of posting any information/data on the Portal does not violate any right of any party, including privacy rights, publicity rights, and intellectual property rights;
- is false, misleading or inaccurate.
- You shall not attempt to gain unauthorized access to any portion or feature of the Portal, or any other systems or networks connected to the Portal or to any server, computer, network, or to any of the services offered on or through the Portal, by hacking, password "mining" or any other illegitimate means;
- DMIL may discontinue any features, functionality of the Portal at its sole discretion;
VIII. PLATFORM FOR COMMUNICATION
The Portal is merely a platform hosted by DMIL for buyers and sellers to facilitate their transaction and for communication with each other. DMIL is not a negotiating party at any point and is merely a conduit of communication of offers as made available to DMIL by the respective buyer and/or seller.
In light of the above, You are and acknowledge that-
- Any and all commercial/contractual terms are off(i) Any and all commercial/contractual terms are offered by and agreed to between buyers and sellers alone and the buyer and seller are solely responsible for fulfilling the commercial/contractual terms. The commercial/contractual terms may include without limitation price, shipping costs, payment methods, payment terms, date, period and mode of delivery, warranties related to products and services and after sales services related to products and services. DMIL does not have any control or does not determine or advise or in any way involve itself in the offering or acceptance of such commercial/contractual terms between the buyers and sellers, unless explicitly agreed to between the Buyer/Seller and/or DMIL, as the case maybe, on a case to case basis.;
- DMIL does not make any representation or give a warranty as to specifics (such as quality, value, salability, merchantability etc.) of the products or services proposed to be sold or offered to be sold or purchased on the Portal. DMIL does not implicitly or explicitly support or endorse the sale or purchase of any products or services on the Portal. DMIL accepts no liability for any errors or omissions, whether on behalf of itself or third parties. You represent and undertake that any product, goods offered by you on the Portal is not illegal, prohibited, restricted or hazardous;
- DMIL is not responsible for any non-performance or breach of any contract entered into between buyers and sellers and You agree not to hold DMIL responsible for the same. DMIL cannot and does not guarantee that the concerned buyers and/or sellers will perform any transaction concluded on the Portal. DMIL shall not and is not required to mediate or resolve any dispute or disagreement between buyers and sellers. To that extent, You agree to not make DMIL a party to any suit vis-à-vis any dispute in transaction with a third party;
- DMIL does not make any representation or warranty as to the item-specifics (such as legal title, creditworthiness, identity, etc) of any of its users including sellers and/or buyers. You are advised to independently verify the bona fides of any particular user that You choose to deal with on the Portal and use Your best judgment in that behalf;
- DMIL does not at any point of time during any transaction between You and the buyer/seller, as the case maybe on the Portal come into or take possession of any of the products or services offered by buyer/seller, as the case maybe nor does it at any point gain title to or have any rights or claims over the products or services offered by seller to You;
- At no time shall DMIL hold any right, title or interest over the products nor shall DMIL have any obligations or liabilities in respect of such contract entered into between You and the buyers/sellers, as the case maybe. DMIL is not responsible for unsatisfactory or delayed performance of services or damages or delays as a result of products which are out of stock, unavailable or back ordered;
- The Portal is only a platform that can be utilized by You to reach a larger base to buy and sell products or services;
- You release and indemnify DMIL and/or any of its officers and representatives from any cost, damage, liability or other consequences of any of the actions of the users of the Portal and specifically waive any claims that You may have in this behalf under any applicable law. Notwithstanding its reasonable efforts in that behalf, DMIL cannot take responsibility or control the information provided by other users of the Portal which is made available on the Portal. You may find other user's information to be offensive, harmful, inconsistent, inaccurate, or deceptive. Please use caution and practice safe trading when using the Portal.
IX. LINKED DESTINATIONS AND ADVERTISING
Part of this Portal contains advertising and other material submitted to DMIL by third parties. Although acceptance of advertisements on the Portal on request is subject to DMIL’s terms and conditions, DMIL expressly disclaims any liability arising out of the usage of these products or services advertised on the Portal. The Portal may contain articles on various topics contributed by several individuals and third party content aggregators. The views are exclusively their own and do not represent the views of DMIL, affiliates and/or its management. All liability is excluded to the extent permitted by law including any implied terms. Indian law and jurisdiction applies with respect to contents of the Portal. While using the Portal for information purposes or otherwise, You acknowledge and accept the above disclaimer and agree to do so at Your own risk and You agree that DMIL is not liable for any loss or claim that You may have basis such usage.
DMIL is not responsible for the content or practices of any website or destination other than the Portal, even if it links to the Portal and even if the website or destination is operated by a company affiliated or otherwise connected with DMIL. By using the services, You acknowledge and agree that DMIL is not responsible or liable to You for any content or other materials hosted and served from any website or destination other than the Portal.
DMIL takes no responsibility for advertisements or any third party material posted on any of the Portal, nor does it take any responsibility for the products or services provided by advertisers. Any dealings You have with advertisers found while using the services are between You and the advertiser, and You agree that DMIL is not liable for any loss or claim that You may have against an advertiser.
DMIL is in no manner whatsoever responsible and/or shall not be held liable in any manner whatsoever, for any physical injury, death, mental and/or emotional trauma caused to You in any manner whatsoever, in relation to the Portal and/or availing any services on the Portal.
XI. GOVERNING LAW
You shall comply with the laws of India and/or any laws that may apply to You.
Subject to the above, the Courts having jurisdiction under the provisions of the Arbitration and Conciliation Act, 1996, to determine all matters which the Court is entitled to determine under the Act, including, without limitation, provision of interim relief’s under the provisions of Section 9 of the Arbitration and Conciliation Act, 1996, shall exclusively be the courts at Mumbai, India. Notwithstanding the foregoing, You agree that DMIL has the right to bring any proceedings before any court/forum of competent jurisdiction and You irrevocably submit to the jurisdiction of such courts or forum.
XII. DISCLAIMER OF WARRANTIES
DMIL, affiliates and service provider provide the Portal and services "as is" and without any warranty or condition, express, implied or statutory and specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. You expressly agree that Your use of the Portal is at Your own risk.
XIII. LIMITATION OF LIABILITY
IN NO CASE SHALL DMIL, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, PRINCIPALS, OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR USE OF THE SERVICES OR ANY CONTENT OR MATERIAL THEREOF OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SERVICES OR ANY CONTENT OR MATERIAL THEREOF, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT OR MATERIAL, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE SERVICES OR ANY CONTENT OR MATERIAL THEREOF, EVEN IF ADVISED OF THEIR POSSIBILITY. WHERE THE LAWS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS, DMIL’s LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
DMIL does not warrant that product description or other content of this Portal is accurate, complete, reliable, current, or error-free and assumes no liability in this regard.
You hereby acknowledge and agree that the relationship between You and DMIL and its/their affiliated companies is not a confidential, fiduciary, or other special relationship.
If You have any questions, complaints or claims with respect to the Portal and/or services, then such correspondence should be directed to the address as given below-
DamodarMenon International Private Limited
302, Surya Kiran Building, 19, K.G.Marg, New Delhi-110001. India.
Alternatively, You can email Your concern to the contact information -