Vendor Terms and Conditions
Each Purchase Order placed by Feeding India (“Feeding India”) for availing Goods and/or Services is subject to these terms and conditions (collectively "Terms"). Upon accepting this Purchase Order and/or supplying Goods/Services pursuant to the Purchase Order the Supplier shall have deemed to have read, understood and agreed to be bound by such Terms.
If Feeding India and the Supplier have executed any separate agreement for the supply of Goods and/or Services by the Supplier under the Purchase Order (“Master Agreement”), the Master Agreement shall govern such supply of Goods and Services. In the absence of any such Master Agreement, the parties hereby agree that the supply of Goods and/or Services by the Supplier pursuant to the Purchase Order shall be governed by these Terms.
Definitions
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Delivery Date means the date of delivery of Goods and or provision of Services as mentioned in the Purchase Order by Feeding India.
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Delivery Address means the location mentioned in the Purchase Order to which Supplier shall deliver the Goods and/or Services.
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Parties means Feeding India and the Supplier collectively.
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Purchase Order means the purchase order raised by Feeding India to the Supplier for the purchase and sale of Goods and/or Services from the Supplier, to which these Terms are attached.
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Goods means the goods that are required to be delivered by Supplier pursuant to a Purchase Order, and include all materials, component parts, packaging, and labeling of such goods.
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Services means any services to be provided by Supplier to Feeding India pursuant to the Purchase Order.
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Supplier means the party indicated on the face page of the Purchase Order that is providing Goods and/or Services to Feeding India pursuant to the Purchase Order.
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Specification includes any quality parameters, standards, plans, drawings, data or information relating to the Goods and/or Services.
Basis of Purchase
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These Terms constitute the entire arrangement between Feeding India and the Supplier and supersedes any previous oral or written communication or representation between the Parties.
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These Terms are subject to change without notice at any time at Feeding India’s sole discretion and it is the Supplier’s responsibility to ensure that the Supplier is up to date with the Terms.
Delivery
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Supplier agrees to deliver the Goods and/or provide the Services with a degree of skill, care and diligence normally provided for any work of a similar nature and shall comply with and observe all applicable laws and regulations in the performance of its Services. Feeding India will provide access to its information, property and personnel as may be reasonably required in order to permit the Supplier to deliver the Goods and/or perform the Services.
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The Supplier agrees to supply and deliver the Goods to Feeding India and/or to perform the Services, as applicable, in accordance with the Terms, on a “non-exclusive” basis at such locations as instructed by Feeding India from time to time.
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Goods and/or Services must be delivered in a manner, which conforms to procedures intended to prevent accidents or personal injury. The Supplier's personnel shall abide by the policies and instructions shared by Feeding India from time to time and to the general safety rules & regulations when supplying Goods and/or conducting Services and/ or visiting Feeding India's sites or offices. The Supplier shall be solely responsible for any damage, harm, injury or any other loss that occurs due to negligence of the Supplier or Supplier's personnel and Feeding India shall not be liable for any of the above-mentioned damages.
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Unless otherwise agreed between the Parties in writing, Supplier shall, at its own expense, pack, load, and deliver the Goods at the Delivery Address and in accordance with these Terms or otherwise provided to Supplier by Feeding India in writing. No charges will be paid for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging, or any other similar charges unless provided for in the applicable Purchase Order or otherwise agreed to in writing by Feeding India under the Master Agreement.
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Goods shall be delivered, and Services performed within the applicable Delivery Date The supplier must immediately notify Feeding India in writing if the Supplier is unable to meet the indicated Delivery Date.
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At any time prior to the Delivery Date, Feeding India may, upon notice to Supplier, cancel or change a Purchase Order, or any portion thereof, for any reason, including but not limited to failure of Supplier to comply with any of the Delivery Date and these Terms.
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Timely delivery of Food Items to the authorised representatives of Feeding India strictly in accordance with the guidelines provided by Feeding India from time to time is crucial. In case the Supplier determines that it will be unable to deliver the Food Items to the authorised representatives of Feeding India in a timely manner, the Supplier shall inform Feeding India at least 24 hours in advance of the same.
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If the Supplier fails to provide the Goods and/or Services before the Delivery Date for any reason, Feeding India reserves the right to cancel the Purchase Order without any prior notice. In case of any delay/discrepancies in the goods and/or services provided by the supplier, Feeding India also reserves the right to levy a penalty of up to twenty percent of the total contract value.
Inspection and Rejection of Goods and Services
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All shipments of Goods and performance of Services shall be subject to Feeding India’s right of inspection.
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Feeding India shall have forty-eight (48) hours ("Inspection Period") following the delivery of the Goods at the Delivery Address or performance of the Services to undertake such inspection, and upon such inspection Feeding India shall either accept the Goods or Services ("Acceptance") or reject them in whole or in part.
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Feeding India shall have the right to reject any Goods that are delivered more than the quantity ordered, are damaged or defective, are delivered after the Delivery Date and/or are not in confirmation with the instructions, or Specifications provided by Feeding India and/or the terms agreed.
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Feeding India, at its sole discretion shall be entitled to return the Goods and/or Services that have not been accepted by it, to the Supplier, at Supplier’s sole expense and risk of loss for either: (i) full credit or refund of all amounts paid by Feeding India to Supplier for the Goods and/or Services not accepted by it in writing; or (ii) replacement Goods and/or Services to be received within the time period specified by Feeding India. Supplier shall not deliver Goods and/or Services that were previously not accepted on grounds of non-compliance with these Terms or Specifications.
Quality Parameters
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For the purposes of the Purchase Order and these Terms, “Food” shall have the meaning ascribed to such term in the Food Safety and Standards Act, 2006.
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Supplier warrants that the Goods (Food Material) provided are fit for human consumption and be of satisfactory quality, safe, free from toxins, contaminants, or other extraneous matter.
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Supplier warrants that the Goods (Food Material) provided are not expired and have been stored and packaged in accordance with the FSSAI standards.
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The Supplier shall strictly use only such pre-packaged raw materials that have been certified as fit for consumption in accordance with the Food Safety Laws.
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The supplier shall be solely liable for the quantity, quality, and fitness of consumption of Food Item(s) prepared by the supplier. It is hereby clarified that Feeding India will not have any liability whatsoever towards the Food Item(s), at any point in time.
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Supplier warrants and represents to the Customer that the Goods (Food Material) and their packaging and labelling shall have accurate, complete, and comprehensible information of Brand Name, Manufacturing Date, Expiry/ Best Before Date and FSSAI Logo and information.
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The supplier shall continue to maintain relevant and valid licenses and other certifications, including but not limited to FSSAI license, mandated for cooking and distribution of Food Item(s) in accordance with applicable laws, including the Food Safety Laws, at all times, during the Term.
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The supplier shall comply with the directions, best practices, guidelines and training provided by Feeding India with respect to the quality and quantity of the Food Item(s) , and fitness of consumption of such Food Item(s).
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The supplier, from time to time and upon request of Feeding India, shall allow audits and verification of food hygiene and quality through authorized representatives and/or appointed partners or agencies of Feeding India.
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If the Supplier is transporting Food Items in their vehicle, the vehicle provided should be thoroughly cleaned on an everyday basis to maintain proper hygiene and follow strict instructions provided by Feeding India.
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Supplier will promptly redress complaints that have been shared by Feeding India in respect of the (a) quality, quantity and/or taste of the Food Items; (b) failure on the part of the Supplier to comply with the requests or instructions provided by Feeding India.
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Supplier shall not engage in any fraudulent activity or misuse any benefits extended by Feeding India and shall be solely liable for a breach of this clause.
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The Supplier shall, at its sole expense, cause a hygiene rating audit to be conducted by an independent third party approved by Feeding India in writing (“Hygiene Audit”) and submit the Hygiene Audit report with Feeding India when asked for. If the Supplier fails to achieve the minimum hygiene rating, it shall, at its sole expense, continue to cause a Hygiene Audit conducted till such time that it receives the minimum hygiene rating. Feeding India shall not be liable to perform any obligations or accept any Food Items from the Supplier until the Supplier achieves the required hygiene rating pursuant to the Hygiene Audit and submits to Feeding India a proof of the same.
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Food Quality is of paramount importance. In case of any discrepancy in the food quality served, including but not limited to presence of foreign objects in the food item served, Feeding India reserves the right to levy a penalty of upto 20% of the total invoice value. Feeding India also reserves the right to terminate the contract immediately without any prior notice and/or blacklist the vendor from any subsequent the contracts.
Payments
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Supplier acknowledges and agrees that the Supplier shall be required to furnish a copy of its PAN Card, TAN, GSTIN, FSSAI license and registration certificates and other details required as per law, as may be requisitioned by Feeding India from time to time.
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Prices for the Good and/or Services will be set out in the applicable Purchase Order. Except as may be specifically provided in the Purchase Order, the Fee payable shall be inclusive of all costs, expenses, taxes etc. which may be incurred by the Supplier in relation to the performance of the Services.
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Price increases or charges not expressly set out in the Purchase Order shall not be effective unless agreed to in advance in writing by Feeding India.
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The Supplier undertakes not to make any claim from Feeding India regarding any additional costs, expenses or extension of the Services beyond those that have been specifically authorized in writing by Feeding India. The Supplier shall not be entitled to receive any other compensation whatsoever except the payments mentioned in the relevant invoices and the said payments shall be in consideration of all the obligations, services, and facilities agreed to be rendered or provided by the Supplier pursuant to the Purchase Order and these Terms.
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In relation to any new/ additional taxes that may be imposed by authorities hereinafter and payable in relation to the Services rendered hereunder, each Party shall bear and pay such taxes as such Party is legally required to bear and pay.
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Feeding India shall pay each invoice due and submitted to it by Supplier as per the terms and conditions of the Purchase Order/ Master Agreement, wherever applicable, and subject to issuance of complete and correct tax invoices, raised in compliance with various laws and rules as notified from time to time.
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Feeding India will bring to the attention of the Supplier, any incomplete / missing information on the invoice provided and Supplier will be obligated to make modifications / provide details to make the invoice compliant to the invoicing requirements, failing which Feeding India shall withhold payments until such modifications are made and/or details are provided by the Supplier. Credit period for payment of such invoices will begin from the date when the rectified invoice is provided by the Supplier.
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If Feeding India in good faith disputes any portion of any invoice, Feeding India shall submit to the Supplier within thirty (30) calendar days following receipt of invoice, written documentation identifying and substantiating the disputed amount. Supplier and Feeding India agree to use their respective commercially reasonable efforts to resolve any dispute within thirty (30) calendar days after Supplier receives written notice of dispute from Feeding India. Any disputed amounts resolved in favour of Feeding India shall be noted on the next invoice following the resolution of the dispute.
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In event of any action against the above-mentioned clauses, the Supplier shall be obligated to issue appropriate tax documents like Credit Notes / Refund receipts, etc. as prescribed under applicable laws.
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In case of any misuse of Food Item(s) by the Supplier, its representatives or its Personnel, the Supplier shall be solely responsible for the same including the consequences thereof. The Supplier shall be liable to pay liquidated damages to Feeding India upto INR 25,000 for each instance of breach by the Supplier or its representatives or its Personnel.
Taxes
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Feeding India is a non-profit organization, registered as a society under the Societies Registration Act, 1860. Feeding India is not registered under Goods and Services Tax ('GST') law.
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If Feeding India is obliged to withhold or deduct any taxes or statutory levies as per the provisions of Indian tax laws applicable from time to time, then payment of invoice shall be made to the Supplier after such deduction. For the invoices where the payment has been made after deduction of TDS under Income Tax Act 1961, Feeding India shall issue a TDS certificate as a proof for such deduction within the time limits as prescribed under the applicable laws.
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In the event the supplier has charged any taxes from Feeding India as part of contract pricing, including but not limited to GST, and if it is found that the supplier was not liable or entitled for levy and collection of such taxes under various laws from time to time, Feeding India reserves a right to issue a notice to the supplier to seek refund of such tax component charged and the supplier agrees to settle the dues with Feeding India within seven (7) days from the date of issue of such notices. Feeding India reserves the right to levy an interest at the rate of 18% per annum on such tax components, from the date on which such tax component was paid to the supplier and till the date when such tax components are refunded back to Feeding India. Feeding India also reserves the right to levy a penalty of 20% of the total contract value in such cases and blacklist such Suppliers for any future contracts.
Property Rights
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The Supplier shall not acquire any right whatsoever, through use in commerce or otherwise, in the intellectual property rights of Feeding India on account of providing Services pursuant to the Purchase Order. Supplier shall not use the name, logo, trademark, or any other intellectual property of Feeding India without obtaining the prior written approval of Feeding India in each instance.
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The Supplier shall not register or attempt to register any name, logo, trademark, business name, business processes, inventions, domain name etc. using or incorporating the intellectual property of Feeding India in any manner.
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Nothing herein shall grant Supplier any right, associate, or interest in Feeding India’s or its group company’s trademarks and trade names. At no time during or after the expiry of these Terms shall the Supplier challenge or assist others to challenge Feeding India’s s or its group company’s trademarks, including the registration thereof, or attempt to register or apply for registration of trademarks or trade names that are similar to those of Feeding India.
Confidentiality
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The Supplier shall not disclose any proprietary information, trade secrets, growth plans, marketing plans, or such other information that may be categorized as confidential from its nature that may or may not be marked or designated as confidential (“Confidential Information”) belonging to Feeding India or any of its affiliate companies, to any third parties, without the express prior written consent of Feeding India.
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The Supplier shall use all reasonable efforts to maintain the confidentiality of all Confidential Information of Feeding India that is in its possession or control but in no event less than the efforts that it ordinarily uses with respect to its own Confidential Information.
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Each Party shall restrict all Confidential Information to its employees on a “need to know” basis and apprise them of the confidentiality requirements hereunder. This clause shall not apply to information that is: (i) already lawfully available in the public domain; or (ii) lawfully known to the Supplier at the time of disclosure; or (iii) lawfully obtained by the Supplier on a non-confidential basis from a third party
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“Sensitive Personal Data or Information” shall have the meaning ascribed to such term in the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Data or Information) Rules, 2011, or any other Applicable Law, as amended from time to time, which as on the date of the Purchase Ordermeans such personal information that relates to Feeding India and/or its personnel or any third party collected by Supplier pursuant to the Good and/or Services provided under the applicable Purchase Order, which, either directly or indirectly, in combination with other information available or likely to be available with the Supplier is capable of identifying such person and which consists of information relating to: (i) passwords; (ii) financial information such as credit card details; (iii) physical, physiological and mental health condition; (iv) sexual orientation; (v) medical records and history; (vi) biometric information; (vii) any detail relating to the above types of data provided to a body corporate for providing services; and (viii) any information received under any of the above heads by a body corporate for processing or storing under a lawful contract or otherwise.
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The Supplier shall comply with the applicable data protection laws and shall be solely liable to the fullest extent permitted by applicable laws for any use/misuse of Sensitive Personal Data or Information accessed, collected, processed and/or archived either by itself or by a third party pursuant to Supplier’s performance of its obligations under the Purchase Order and/or these Terms. The Supplier’s obligations mentioned in this section shall survive termination of the Purchase Order.
Relationship between Parties
The Purchase Order is on a "principal to principal" basis and the Parties are independent of each other and nothing contained herein is intended to or shall be deemed to create any partnership, joint venture, employment or relationship of principal and agent between the Parties hereto or between Feeding India and Supplier or their respective representatives and employees or to provide any of the Parties with any right, power or authority, whether express or implied to create any such duty or obligation on behalf of the other Party.
Warranties
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The Supplier represents and warrants that the Supplier has all requisite power and authority to deliver and perform the obligations set out in the Purchase Order and/or these Terms
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The Supplier represents and warrants that entering into and performing of the obligations contemplated by the Purchase Order and/or these Terms does not and will not conflict with any law or regulation applicable to the Supplier or any guidelines, rules, or regulations including any judicial, official, governmental and/or statutory and/or regulatory orders and/or judgments whether interim, final or otherwise or with any other contract to which the Supplier is a party.
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The Supplier represents and warrants that it has obtained all necessary licenses such as but not limited to FSSAI License, consents, approvals etc. required to perform its obligation under the Purchase Order and/or these Terms and shall not cause Feeding India to be in violation of the applicable laws and/or regulations.
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The Supplier represents and warrants that while performing its obligations under the Purchase Order and/or these Terms, it shall take all necessary precautions and strictly abide by the rules, regulations, directions and advisory as issued by the World Health Organisation (WHO), the government of the respective State/Union Territory and Government of India (GoI).
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Supplier warrants to Feeding India that all Goods and/or Services provided hereunder shall be, wherever applicable: (i) of merchantable quality; (ii) fit for the purposes intended; (iii) unless otherwise agreed to by Feeding India, unused and new; (iv) free from defects in design, material and workmanship; (v) in strict compliance with the Specifications; (vi) free from any liens or encumbrances on title whatsoever; (vii) in conformance with any samples provided to Feeding India and accepted by Feeding India in writing; and (viii) compliant with all applicable laws.
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Supplier shall perform all Services: (i) exercising that degree of professionalism, skill, diligence, care, prudence, judgment, and integrity which would reasonably be expected from a skilled and experienced service provider providing services under the same or similar circumstances as the Services under the Purchase Order; (ii) in accordance with all Specifications and all Feeding India policies, guidelines, by-laws and codes of conduct applicable to Supplier; and (iii) using only personnel with the skills, training, expertise, and qualifications necessary to carry out the Services.
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The Supplier represents and warrants that it shall comply with the GST laws and other indirect tax laws and the requirements therein.
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If a Supplier engages a third party to perform any of the obligations set out herein (each, a “Subcontractor”), it shall be solely liable to cause such Subcontractor to perform the obligations set out hereinabove and comply with the terms and conditions of the Purchase Order and/or these Terms. It is hereby clarified that the Supplier shall be solely liable for all acts and omissions of the Subcontractors.
Indemnities
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The Supplier hereby agrees to fully indemnify, reimburse, defend and hold harmless Feeding India, its affiliates and other officers, governing body members, employees, agents, successors and assigns, from and against any and all costs, losses, damages, lawsuits, deficiencies, claims and expenses (including court costs and reasonable attorney's fees) incurred or suffered by Feeding India arising out of or in connection with, or resulting from or incidental to (i) any action or omission on the part of Supplier or any of its officers, employees or representatives; (ii) any violation of applicable laws by the Supplier while providing the Services; (iii) any breach of obligations, representations and warranties as set out in the Purchase Order and/or these Terms by the Supplier or any of its officers, employees or representatives; (iv) any loss caused to Feeding India due to fraud, negligence or misconduct of the Supplier or any of its Subcontractors, officers, employees or representatives; and / or (v) any harm to the properties, reputation and goodwill of Feeding India directly attributable to the acts or omissions of the Supplier or any of its Subcontractors, officers, employees or representatives; and/or (vi) failure to fulfil the obligations under the Purchase Order and/or these Terms by Supplier or any of its Subcontractors; and/or (vii) violation of intellectual property rights by Supplier or any of its Subcontractors; and/or (viii) use of Sensitive Personal Data or Information for any purpose other than providing Services in accordance with the terms of the Purchase Order and/or these Terms, or in violation of the applicable data protection laws; and/or (ix) violation of any of the provisions of Food Safety and Standards Act, 2006 and the rules, regulations and guidelines framed thereunder ("Food Safety Laws") by Supplier or any of its Subcontractors; and/or (x) any act or omission of its Subcontractors; and/or (xi) medical condition, illness, injury (including personal injury) or death caused due to the consumption of Food Items prepared and delivered by Supplier in violation of the SOP read along with these Terms.
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This clause shall survive termination of the Purchase Order.
Limitation of Liability
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Notwithstanding anything stated herein, in no event shall Feeding India, its governing body members or any of its affiliates, successors, agents, assigns, directors, officers, employees, associates, and/or representatives be liable to the Supplier or any third party for any indirect, special, incidental, exemplary, punitive, remote or consequential damages even if advised of the possibility of such damages.
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Feeding India shall not be liable for any claims arising out of or in connection with the quality or preparation of Food Items by the Supplier.
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In no event shall the maximum aggregate liability of Feeding India for losses, damages and claims arising out of or in connection with the Purchase Order and/or these Terms exceed an amount paid to the Supplier under the applicable Purchase Order wherein such claim or dispute arose.
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Feeding India shall perform its obligations under Purchase Order and/or these Terms on a good faith basis and works as a good Samaritan for free distribution of Food Items to the Beneficiaries. The supplier hereby releases Feeding India from all liability relating to any harm or injury arising out of or in connection with consumption and/or usage of the Food Items by the Beneficiaries.
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In no event or any circumstances shall Feeding India or its governing body members, affiliates, partners, successors, agents, assigns and each of their directors, officers, employees, associates, agents, and representatives be liable to the implementation partner and representatives be liable to the implementation or any third party in contract, tort or otherwise for any damages, including without limitation, direct, indirect, special, incidental, exemplary, punitive, or consequential damages of any kind whatsoever even if advised of the possibility of such damages.
Audit
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During the tenure of the Purchase Order, Feeding India, its management, internal and statutory auditors, representatives, subcontractors, personnel and/or its regulators (“Auditors”) shall be entitled to enter the premises of Supplier and/or its Subcontractors at any time without prior written notice in order to ascertain Supplier’s and/or its Subcontractor’s compliance with the terms of the Purchase Order and/or these Terms. Feeding India and its Auditors shall be entitled to inspect, examine and audit the business records, operations and practices of Supplier and/or its Subcontractors with respect to the performance of their obligations under the Purchase Order and/or these Terms, including without limitation, preparation of Food Items in accordance with the SOP read along with these Terms.
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The Supplier shall fully cooperate with Feeding India and the Auditors and support them in every manner in order to conduct the audit in a form and manner to the satisfaction of Feeding India. If the audit results in any findings that Supplier has not complied with any of the terms of the Purchase Order, the Supplier shall be solely liable to reimburse the expenses incurred by Feeding India to conduct the audit, and Supplier shall correct any practices which are found to be incorrect, unlawful or deficient as a result of such audit, within such period of time as specified by Feeding India.
Termination
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The Purchase Order and/or these Terms shall be valid until the Goods are delivered by the Supplier or the Services are provided by the Supplier, as the case may be, to Zomato, under the applicable Purchase Order.
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Feeding India may terminate the Purchase Order at any time, without cause and without liability, by giving 7 (seven) days written notice to the Supplier. Feeding India may terminate the Purchase Order with immediate effect, if the Supplier: (i) fails to cure any breach of any of the provisions of the Purchase Order and/or these Terms within a period of 24 hours from the date of receipt of a written notice of such breach; (ii) commits a breach of any of the provisions of Purchase Order and/or these Terms that is not capable of being cured; or ceases to carry on business or becomes insolvent; or (iii) ceases to carry on business or becomes solvent
Effects of Termination
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Upon termination of the Purchase Order (a) all legal obligations, rights and duties arising out of the Purchase Order and these Terms shall terminate except for such legal obligations, rights and duties as shall have accrued prior to the effective date of termination. The confidentiality obligations of the Parties shall survive the termination.
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Upon termination of the Purchase Order for any reason, Feeding India shall be liable only for payment of such portion(s) of the Goods and/or Services that have been supplied by the Supplier in accordance with these Terms and the Specifications and consumed by Feeding India.
Miscellaneous
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Entire Agreement: This term constitutes the complete understanding and forms the entire agreement between the Parties with respect to the subject matter hereto and supersedes all prior and contemporaneous agreements between the Parties with respect to the subject matter contained herein.
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Section Headings: The section headings of these Terms are for convenience of reference only and shall not be deemed to alter or affect any provisions hereof.
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Severability: In the event that any provisions of these or Terms any part thereof shall be void or unenforceable for any reason whatsoever, then such provisions shall be stricken and shall be of no force and effect, and to the extent possible, shall be replaced by similar provisions or parts that reflect the intention of the parties which are not void and/or are enforceable.
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Amendments: These Terms and the Purchase Order shall not be amended except by written agreement signed by both the parties and/or written acceptance by Feeding India’s authorized signatory.
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Assignment: The Supplier must not assign, transfer, charge or otherwise encumber, create any trust over or deal in any manner with the Purchase Order or any right, benefit or interest under it, nor transfer, novate or subcontract any of its obligations under these Terms or the Purchase Order without the prior written consent of Feeding India. The Supplier shall not make, or permit any person to make, any public announcement concerning the Purchase Order and/or these Terms though print, digital media or otherwise, without the prior written consent of Feeding India.
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Force Majeure: Neither party will be liable for any default or delay in the performance of its obligations under the Purchase Order, if and to the extent such default or delay is caused by fire, flood, earthquake, elements of nature or acts of God, wars, terrorist acts, site specific terrorist threats, or any other cause beyond the reasonable control of such party. Feeding India may cancel the Purchase Order if the delay or failure to perform by the Supplier as a result of the Force Majeure event extends beyond 3 days.
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Compliance: The Parties will not be bound to comply with any provisions of these Terms if such compliance would be in contravention or contradictory to the applicable laws. In such a circumstance the parties will inform each other immediately and take use their reasonable endeavours to take necessary steps to comply with the applicable laws.
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Inadequacy of Damages: Without prejudice to any other rights or remedies that Feeding India may have, the Supplier acknowledges and agrees that damages alone would not be an adequate remedy for any breach of the terms of the Purchase Order and/or these Terms by Supplier and Feeding India shall be entitled to the remedies of injunction, specific performance, or other equitable relief for any threatened or actual breach of the terms of the Purchase Order and/or these Terms.
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Notices: Any notice or communication under or in connection with Purchase Order and these Terms shall be given or sent by electronic mail, courier, or personal delivery at the respective address of the Parties set out herein below or at any other revised addresses which may be notified, in writing, against clear acknowledgement by Parties at a later date. For Feeding India: Attention: Legal Team, Address: T-19, Lower Ground Floor, Green Park Main, New Delhi 110016, Email: procurement@feedingindia.org
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Governing Law and Dispute Resolution: The Purchase Order and these Terms shall be governed and construed in accordance with the laws of India. Any dispute arising in respect of the Purchase Order and/or these Terms shall be subject to the exclusive jurisdiction of the courts in New Delhi.
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Non-exclusive Remedies: The rights and remedies available to Feeding India under these Terms are without prejudice and in addition to any other right or remedy that may be available to it under the applicable laws.
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