Please read these terms and conditions of use carefully. These terms and conditions ("T&C") may have changed since you (Buyer) last visit to the site.

This document is an electronic record in terms of Information Technology Act, 2000 and rules thereunder, as applicable, and the amended provisions pertaining to electronic records in various statutes, as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical or digital signatures.

This document is published in accordance with the provisions of Rules of Information Technology Act and the rules thereunder that require publishing the rules and regulations, privacy policy and T&C for access or usage of domain name www. redingtononline.com (“Website”), including the related mobile site and mobile application (hereinafter referred to as “Platform”).

The Platform is owned by Redington Limited a company incorporated under the Companies Act, 1956 with its registered office at Block3, Plathin, Redington Tower, Inner Ring Road, Saraswathy Nagar West, 4th Street, Puzhuthivakkam, Chennai 600091, India (hereinafter referred to as "Redington").

Your use of the Platform, services and tools is governed by the following terms and conditions ("Terms and conditions "), including the applicable policies, rules and guidelines, which are incorporated herein by way of reference. By mere use of the Platform, You shall be contracting with Redington and this Terms of Use, including the associated policies, rules, and guidelines and upon purchase the applicable invoice and Original equipment manufacturer (OEM) terms constitute Your binding obligations with Redington Limited.

For the purpose of these T&C, wherever the context so requires, "You" or "User" or “Buyer” shall mean any natural or legal person who has agreed to become a buyer on the Platform by providing registration data while registering on the Platform as registered user using the computer systems. Redington allows the User to surf the Platform without registering on the Platform. The term "We", "Us", "Our" shall mean Redington Limited.

We reserve the right, at Our sole discretion, to change, modify, add or remove portions of these T&C at any time without any prior written notice to You. It is Your responsibility to review this T&C periodically for updates / changes. Your continued use of the Platform following the posting of changes will mean that You accept and agree to the revisions. As long as You comply with this T&C, We grant You a personal, non-exclusive, non-transferable, limited privilege to enter and use the Platform.

ACCESSING, BROWSING OR OTHERWISE USING THE SITE INDICATES YOUR AGREEMENT TO ALL THE TERMS AND CONDITIONS UNDER THIS T&C, SO PLEASE READ THE T&C CAREFULLY BEFORE PROCEEDING. By impliedly or expressly accepting this T&C, You also accept and agree to be bound by Redington policies (including but not limited to Privacy ;Cookies Policy) as amended from time to time.

• Membership Eligibility: You acknowledge that You are required to complete the onboarding process and furnish a valid business license as a condition precedent to use the Platform. All fields identified as mandatory must be duly populated by You as part of the onboarding process. You will not be eligible to be on-boarded on the Platform as a Buyer if You provide incomplete or inaccurate information and/or fail to provide a valid business license (from the list of acceptable business licenses as listed on the Platform). Redington reserves the right to evaluate and as required verify (i) the information; and (ii) the business license; provided by You to confirm its authenticity, subject to Redington’s satisfaction you will be permitted to use the Platform. You agree that in the event it is found that the information provided is untrue, inaccurate, not current or incomplete or Redington has at any time, reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, or not in accordance with this Terms of Use, Redington shall at its sole discretion have the right to indefinitely suspend or terminate or block access of Your membership on the Platform and refuse to provide You with access to the Platform.
  
  Redington unequivocally clarifies that You will be permitted to use the Platform and buy products solely for the purpose of resale, trade, business, institutional and/or industrial use and not for personal consumption. Your business address shall be the default shipping address on the invoice generated pursuant to a purchase transaction on the Platform.
  
  Redington reserves the right to collect all details from a “business customer” as required under the applicable laws including but not limited to (i) the name of business entity, (ii) nature of business entity, (iii) license/registration number of valid business license provided; (iv) volume of sale, etc. Redington shall rely on the copy of the business licenses/documents provided by You. You undertake that the business licenses / documents submitted are genuine and valid. Your registration of the Platform shall remain valid till the period the business license provided by You remains valid. You agree to notify Redington immediately if any information furnished by You, as part of the on-boarding process, changes, including but not limited to, change in business address, contact number, change of authorized representatives, suspension/ cancellation of the business license, discontinuation of business, etc.
  
  Transaction on the Platform is available only to persons who can form legally binding contracts under applicable laws.


• Your Account and Registration Obligations: If You use the Platform, You shall be responsible for maintaining the confidentiality of Your Display Name and Password and You shall be responsible for all activities that occur under Your Display Name and Password.
  
  Your mobile phone details is treated as Your primary identifier on the Platform. It is Your responsibility to ensure that Your mobile phone details is up to date on the Platform at all times. You agree to notify Redington Limited promptly if Your mobile phone number changes by updating the same on the Platform through a onetime password verification.
  
  Redington Limited specifically clarifies it shall not be liable or responsible for the activities or consequences of use or misuse of any information that occurs under Your account on the Platform (“Account”) in any case, including, where You have failed to update Your revised mobile phone number on the Platform.
  
  If You share or allow others to have access to Your Account on the Platform by creating separate profiles under Your Account, or otherwise, they will be able to view and access Your Account information. You shall be solely liable and responsible for all the activities undertaken under Your Account, and any consequences therefrom.
  
  Redington can, at any time, terminate Your account or place Your account on hold in order to protect our or the interests of the Content Owners or any individual/entity associated with the Platform, from an actual, probable or suspected theft, loss, damage or other fraudulent activity. Redington reserves the right to immediately terminate, suspend, limit, or restrict Your access or use of the Platform and/or the services, at any time, without any notice or liability, if Redington so determines, in its sole discretion, for any reason whatsoever, including that You have: (a) breached these Terms of Use or the Privacy Policy; or (b) violated any applicable law, rule, or regulation; or (c) You have engaged in any inappropriate or unlawful conduct; or (d) provided any false or inaccurate information; or (e) for any other reason that Redington deems fit in its sole discretion.
  
  
• All sales made by Redington Limited ("Redington") to you, or your customers/purchasers, are subject to the terms and conditions hereof and the Invoice terms.
  
  Terms and Conditions of Sale in the Redington Invoice shall be in addition to the terms hereof and shall supersede this Agreement terms to the extent of the conflict. The terms of this Agreement and the Terms and Conditions of Sale contained in Redington invoice shall prevail over all previous, existing or contemporary communications exchanged between the parties, whether or not in writing including but not limited to any terms mentioned in any other document or Purchase Order of the.
• 'Product' shall mean any or all goods and services offered by Redington including 'hardware products, software licenses and/or services (including ‘cloud services’ and ‘subscriptions'), as the case may be, sold, licensed or access to which is granted by Redington Limited or its affiliates from various third-party vendor (each such vendor, a original equipment manufacturer (OEM).


• PURCHASE ORDER (PO): Purchase Order shall mean the order placed by the you on Redington for supply of Product(s). Placement of order on the Platform is an offer to buy the Product(s) and it shall not be construed as Redington's acceptance of offer to buy the Product(s) ordered. Redington retains the right to reject/cancel any such order placed. Purchase Order should contain (i) Product description, (ii) unit quantity, (iii) SKU number and/or vendor part number, (iv) current unit price as provided by Redington, and (v) correct shipping address. The Purchase Orders once placed by the Buyer shall not be cancelled unless agreed previously in writing by Redington. All Products sold to Buyer hereunder are for resale to end users (who purchase for internal use) or to the reseller, as the case may be, in the country (ies) authorized by the manufacturer of the Product.


• All Product pricing, description, and availability information ("Information") provided by Redington, in any form, is proprietary to Redington or the OEM. Buyer agrees to hold in confidence and not to directly or indirectly use, reveal, report, publish, disclose or transfer to any other person or entity any of the Information or utilize the Information for any purpose except as permitted herein. ALL INFORMATION PROVIDED TO THE BUYER ARE "AS IS". REDINGTON HEREBY DISCLAIMS ANY AND ALL PRODUCT AND OR SERVICE RELATED WARRANTIES, EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE IN RELATION TO THE PRODUCTS OR SERVICE SOLD. BUYER EXPLICITLY AGREES NOT TO HOLD REDINGTON (NOT BEING THE MANUFACTURER OR SERVICE PROVIDER) RESPONSIBLE AND LIABLE FOR QUALITY, FUNCTIONALITY OR DEFECT IN WORKMANSHIP OF THE PRODUCTS OR SERVICE SOLD UNDER THESE TERMS INCLUDING INTELLECTUAL PROPERTY INFRINGEMENT AND CLAIMS ARISING OUT OF THE PRODUCTS OR SERVICES. ALL CLAIMS OF WARRANTY/DOA SHOULD BE ADDRESSED ONLY TO THE MANUFACTURER OF THE PRODUCTS OR SERVICE PROVIDER. REDINGTON WILL NOT ACCEPT ANY RETURN OF PRODUCTS UNLESS AGREED BY REDINGTON EARLIER IN WRITING.


• PRICE: The Price quoted to a Buyer is specific and any other information divulged to a Buyer in general shall be deemed to be confidential information and Buyer shall maintain the confidentiality of such price and other information. All prices are subject to change without prior notice. Redington's decision as to the price change shall be final and binding on the Buyer.
  
  Credit Card Payment Option. Notwithstanding anything to the contrary in any T&C or other governing terms for a Product , where Product are made available via a credit card payment option, Buyer must pay the applicable fees in advance (unless otherwise stated in the Order), at the time of purchase via the Marketplace. Redington may use certain third-party vendors and service providers to process payments and manage credit card information.
  
  Incomplete Payments. Redington is not liable for any payments that are dishonored/not completed by Buyer’s credit card issuer due to insufficient funds or credit limit, incorrect credit card information provided by Buyer, expiration of the credit card, or other circumstances beyond Redington’s control. To the extent any amounts owed cannot be collected from the credit card provided by Buyer, Redington has the right to charge the amount of any such transaction to Buyer’s account/E NACH/Mandate (if any), or to otherwise collect the amounts due from Buyer, or invoke any e mandate provided even if the value of the outstanding is less than the amount mentioned in the e mandate or terminate the related Order. If Redington receive notice from any OEM/ service provider that the Buyer use of Redington Marketplace/website or the payment service is in breach of their terms or of any agreement between Buyer and any OEM/service provider , Redington may take actions including, but not limited to, those necessary to rectify such breach, removing your ability to use the payment service to make or accept payments on Redington Marketplace, and/or the suspension or termination of Buyer account on Our Site.
  The Buyer agrees Redington Limited may engage third Party payment service provider .The Third Party Payment Service Provider may reserve the right to refuse the use of the Payment Service to anyone, for any reason, and at any time.
  
  Purchase on Redington Credit : The Buyer may be provided at Redington’s sole discretion an option to avail credit facility on such terms and conditions for purchase of any Product based on their Credit worthiness. In order to ascertain applicable credit limit Redington may collect, process and to the extent required share such information (including without limitation, GST; PAN; CIN; credit card details , phone number etc.) details of the Buyer with third party service providers and the applicable credit limit will be determined based on the credit score and credit worthiness report provided by the third party service provider . The Buyer hereby expressly agrees and authorises Redington to use, store, process and to the extent required make available any and all details of the Buyer to the third party service Providers for this purpose.
  
  Authorization. By entering credit card information, Buyer specifically : (i) is stating that Buyer is an authorized user of the credit card and that the associated information entered (account holder name, account number, billing address, etc.) is accurate; (ii) authorizes Redington to charge the full amount due for the Products(s) to the credit card; (iii) authorizes Redington to charge the amount due, if Buyer authorizes automatic payments, for E-Mandate ;E -NACH, renewals of a subscription for the Products to the credit card; and (iv) authorizes Redington to return to the credit card any funds due to Buyer by Buyer resulting from any purchase of Products made using a credit card.


• Privacy:Redington will collect, process and/ or use the information provided by You (including details of transactions on the platform). Redington may also share the aforesaid information with its associated companies for administering and performing customer care, suggesting credit & financing product(s)/scheme(s), personalized customer services as well as for sales promotion, marketing and opinion research activities, offering additional services, schemes, promotions, opportunities, enrolment in special programs, etc. You expressly consent to share such information and to receive calls and messages from Redington or its associated companies or service providers for the aforesaid purposes.
  
  In the event, Redington is required by any law, regulation, validly given order of any judicial or government authority or legal process to disclose any details related to You or purchases made on Your behalf, You give unconditional consent to share all such details with the concerned authority without any prior intimation to You.
  
  Please also review Our Privacy Policy, which governs Your use of Our Platform to understand Our privacy practices in detail. Any personal information provided to Us by You during the course of usage of Platform will be treated in accordance with Our Privacy Policy and applicable laws and regulations. If You object to Your information being collected, used, transferred or otherwise processed by us, please do not use the Platform.


• SHIPMENT AND DELIVERY: Shipping and delivery of products shall be strictly as provided in Redington's Invoice. If Buyer requests special shipping instructions, Buyer shall bear all cost, risk of loss and damage to the Product in transit. Any Promised Date of Delivery or Expected Date of Delivery communicated in any manner whatsoever are only indicative and do not constitute any guarantee or assurance by Redington to deliver within or on such indicative dates. Notwithstanding anything contained hereinabove or elsewhere in this Agreement, it is agreed that Redington shall not responsible for any delay in delivery of Products nor responsible for any damages for delay in delivery for any reason whatsoever. Any Billing, shipping discrepancies or defect in the products shall be brought to the knowledge of Redington at the time of receipt of the Products or at the time of receipt of invoice failing which it shall be deemed that the products are delivered in good and acceptable condition.


• Proof of Delivery & Electronic Proof of Delivery:At the time of delivery of the order the Buyer would be required to acknowledge receipt of the delivery and sign the delivery proof document provided by Redington’s delivery partner in acknowledgement of satisfactory receipt. In the event the delivery partner process involves electronic proof of delivery , a unique, time-sensitive one-time password (OTP) for the specific Order will be sent to the registered contact number of the Buyer. This OTP is required to verify the order and its delivery .The OTP will be valid only for the duration mentioned in the message in which the OTP is provided. This is commonly done via SMS, however some delivery partner services may use other communication methods such as email, WhatsApp or a dedicated app. The Buyer shall receive/download the required app to enable receipt of notification informing them that the OTP has been sent and is required to complete the delivery process. If the order is being delivered with such one-time password, the Buyer will be required to read out the OTP to the delivery agent who will then enter it on a handheld device. Once the delivery agent is satisfied that the OTP entered is correct, the delivery agent will deliver the order to the Buyer. The OTP received by the Buyer on the registered contact number must be directly communicated to the delivery agent and not shared with any third person. It is specifically clarified that if the Buyer shares such OTP with any other person except the delivery agent Redington will not be responsible in any way for any consequence thereof. The Buyer agrees that providing of the OTP to the delivery agent shall be adequate proof for delivery of the Order. Any issue with the correctness/ quality / quantity of the product delivered shall be raised within the period stipulated, failing which the Order is deemed correctly delivered and thereafter Redington shall not be obliged to entertain any complaints or claims whatsoever.


• TITLE & LIEN: Title to the Product remains only with Redington, until Redington receives full payment. Redington shall have a general unpaid seller's lien on all Products sold under these terms and conditions of this Agreement, whether or not the Products are in the possession of the Buyer or any third party.


• PAYMENT: Acknowledgement of any and all payments made through Digital Payment Gateway or through Redington Credit E-mandate; E- NACH etc payment would be subject to receipt of fund in Redington's account. Buyer irrevocably undertakes not to hold payments due to the Redington on account of a dispute between the Buyer and the manufacturer/OEM/service provider or a third party or for whatever reason. Buyer shall pay interest @ 24% per annum or the maximum interest allowed under applicable laws for payment made beyond the due date until the date of realization with applicable taxes and penalties. All bank charges (including any fee, penalty etc ) and stamp duty on bills of exchange, wherever applicable shall be paid by the Buyer with GST as applicable. The Balance confirmation sent by Redington to the Buyer shall be the final and conclusive document for the purpose of ascertaining the outstanding payable by the Buyer. Any discrepancy in the outstanding mentioned in the balance confirmation shall be addressed to Redington in writing within 7 days of receipt of the balance confirmation letter or e-mail as the case may be, failing which the amount mentioned in the Balance confirmation shall be deemed to have been agreed, accepted and acknowledged by the Buyer.
  
  While availing any of the payment method/s available on the Platform, Redington will not be responsible or assume any liability, whatsoever in respect of any loss or damage arising directly or indirectly due to(i) Lack of authorization for any transaction(s), or (ii)Exceeding the preset limit mutually agreed by You and between "Bank(s)", or (iii)Any payment issues arising out of the transaction, or (iv)Decline of transaction for any other reason.
  
  Buyer specifically undertakes to keep Redington informed on all process and content involved in the creation; modification and or revocation of any E-Mandate; E NACH instruction created persuant to this T&C. Buyer further shall not modify or revoke or issue any conflicting instruction detrimental to Redington in any manner whatsoever regarding any E-mandate or E NACH provided to their bank or NBFC in furtherance of its engagement with Redington Limited. Buyer shall as and when required complete all actions and activities required to renew/ keep valid any E-Mandate; E -NACH provided persuant to its engagement with Redington Limited. Buyer agrees to fully indemnify and hold harmless Redington limited, its Affiliates, employees and service provider against any claims, loss, cost (including reasonable attorney cost and expenses)and consequence in any action, suit or proceeding due to Buyers breach of this clause.
  
  Before shipping / delivering Redington or OEM may request You to provide supporting documents (including but not limited to Govt. issued ID and address proof) to establish a safe online shopping environment to Our Users.
  
  Further:
  
  a. You understand, accept and agree that the Payment Facility provided by Redington is neither a banking nor financial service but is merely a facilitator providing an electronic, automated online electronic payment, and remittance facility for the transactions on the Redington Platform using the existing authorized banking infrastructure and Credit Card payment gateway networks.
  
  b. You, as a Buyer, understand that upon initiating a transaction You are entering into a legally binding and enforceable contract to purchase the products and /or services using the Payment Facility, and You shall pay the transaction price through Your Issuing Bank to the Seller using Payment Facility.
  
  c. You, as a Buyer, shall electronically notify Payment Facility using the appropriate Redington Platform features immediately upon Delivery or non-Delivery within the time period as provided in Policies. Non notification by You of Delivery or non-Delivery within the time period specified in the Policies shall be construed as a deemed Delivery in respect of that transaction.
  
  d. Buyer, understand that the Payment Facility may not be available in full or in part for certain category of products and/or services and/or transactions as mentioned in the applicable policies and hence Redington reserves the right to refuse to process transactions by Buyers with a prior history of questionable charges including without limitation breach of any agreements by Buyer with Redington or breach/violation of any law or any charges imposed by Issuing Bank or breach of any policy.


• TAXES: Unless otherwise specified, prices do not include taxes. Buyer shall be responsible for payment of GST and all other duties/taxes as applicable to the sale. If at any time before or after delivery to the Buyer or its representative of all or any part of the Products, any duty/tariff/tax or charge of whatsoever nature is imposed / increased by the Government of India, the State Government or any other authority or railway or shipping freight is increased with retrospective effect, then the Buyer shall be liable to reimburse Redington to the extent of the new imposition or increase thereof. Exemption certificates, valid in the place of delivery, must be presented to Redington prior to shipment if they are to be honored. No credit, refund or set-off for tax and other statutory levies already collected will be allowed on rejected/returned Products unless such Products are received back by Redington before the end of the quarter of the Sale along with original document of invoice and with the confirmation from the Buyer that no credit of tax is availed in respect of the product rejected/returned.


• Sale under these terms and conditions are subject to force majeure events. Redington shall not be liable for delay or non-delivery for reasons beyond the control of Redington.


• WARRANTY: Product/service warranties, if any, are provided by the Original Equipment Manufacturer(OEM) of the Products/services . REDINGTON DOES NOT WARRANT THE MERCHANTABILITY OF THE PRODUCTS OR THEIR FITNESS FOR ANY PARTICULAR PURPOSE EITHER, EXPRESS OR IMPLIED, OTHER THAN THOSE SPECIFICALLY SET FORTH HEREIN. REDINGTON DOES NOT WARRANT THAT PRODUCT DESCRIPTION OR OTHER CONTENT OF THIS PLATFORM IS ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE AND ASSUMES NO LIABILITY IN THIS REGARD.


• PRODUCT RETURNS: All Returns shall be as approved by the manufacturer. In the alternative, Buyer must obtain valid Return Material Authorization ("RMA") number from Redington for all returns. RMAs will be issued, at Redington's sole discretion only. Defective Product Returns are subject to specific approval from the manufacturer at the risk and cost of the Buyer. Redington reserves the right to require Buyer to return defective Products directly to the manufacturer as per manufacturer defective Products return policy.


• DAMAGED PRODUCT RETURNS: If the Product is received in damaged condition it should be recorded on the shipping documents at the time of receipt. Failure to notify the damaged condition at the time of receipt of Product, shall be deemed acceptance of the Product without any defect as of the date of shipment.


• Buyer shall ensure compliance of all applicable, local laws relating to its business and storage of the Products including but not limited to environmental protection laws, e-Waste laws as well as other foreign laws applicable for the class of Products sold under these presents. Buyer shall ensure compliance of all applicable manufacturer terms in respect of the Products purchased by the Buyer. Buyer shall also ensure that the Buyer’s Purchasers comply with the above requirement. It is the responsibility of the Buyer to ascertain respective manufacturer terms on their own for the purpose of compliance and shall inform their Purchasers of this requirement. Buyer shall be responsible for any acts and omissions on the part of this Purchaser's to comply all applicable terms required by law or any specific manufacturer terms. Buyer acknowledges that Redington shall in no event be liable for any act of ignorance of applicable law by the Buyer or its Purchasers.


• PATENT AND TRADEMARK INDEMNITY: YOU SHALL INDEMNIFY AND HOLD HARMLESS REDINGTON LIMITED, ITS LICENSEE, AFFILIATES, SUBSIDIARIES, GROUP COMPANIES (AS APPLICABLE) ITS THIRD PARTY SERVICE PROVIDERS AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES, FROM ANY CLAIM OR DEMAND, OR ACTIONS INCLUDING REASONABLE ATTORNEYS' FEES, MADE BY ANY THIRD PARTY OR PENALTY IMPOSED DUE TO, OR ARISING OUT OF, YOUR BREACH OF THIS TERMS OF USE, PRIVACY POLICY AND OTHER POLICIES, OR YOUR VIOLATION OF ANY LAW, RULES OR REGULATIONS OR THE RIGHTS (INCLUDING INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS) OF A THIRD PARTY. REDINGTON SHALL HAVE NO DUTY TO DEFEND, INDEMNIFY, OR HOLD HARMLESS BUYER OR ANY THIRD PARTY INCLUDING END CUSTOMERS FROM AND AGAINST ANY OR ALL DAMAGES AND COSTS INCURRED BY BUYER OR SUCH THIRD PARTY ARISING FROM THE INFRINGEMENT OF PATENTS OR TRADEMARKS OR THE VIOLATION OF COPYRIGHTS BY PRODUCTS. BUYER UNDERTAKES NOT TO USE THE PATENTS, TRADEMARKS OR TRADE NAMES OF REDINGTON OR THE MANUFACTURER OF THE PRODUCT WITHOUT THE PRIOR WRITTEN CONSENT OF REDINGTON OR THE RESPECTIVE MANUFACTURER.


• LIMITATION OF LIABILITY: REDINGTON SHALL NOT BE LIABLE TO BUYER, BUYER'S CUSTOMERS, OR ANY OTHER PARTY FOR ANY LOSS, DAMAGE, DEATH OR INJURY OF ANY KIND OR NATURE, ARISING OUT OF OR RESULTING FROM THE USE OR APPLICATION OF THE PRODUCTS. IN NO EVENT REDINGTON SHALL BE LIABLE TO THE BUYER OR ANY OTHER PARTY FOR DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO LOSS OF GOOD WILL, LOSS OF ANTICIPATED PROFITS OR OTHER ECONOMIC LOSS ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF ANY PRODUCT/S. IN NO EVENT THE TOTAL LIABILITY OF REDINGTON SHALL EXCEED THE NET PURCHASE PRICE ACTUALLY RECEIVED BY REDINGTON FOR THE PRODUCTS OR SERVICES SOLD BY REDINGTON. SUBJECT TO THE RETURN OF TH EPRODUT IN THE SAME CONDITIN AS IT WAS SUPPLIED IN NO EVENT REDINGTON SHALL HAVE ANY LIABILITY FOR ANY PRODUCTS USED FOR AVIATION, MEDICAL, LIFE SAVING, LIFE-SUSTAINING OR NUCLEAR APPLICATIONS.


• COMPLIANCE OF U.S. EXPORT LAWS AND OTHER RELEVANT EXPORT CONTROL LAWS: Buyer acknowledges and shall advise its customer that the product, equipment, technology and/or software ("Product(s)") supplied hereunder are subject to the controls of the United States Department of Commerce or other relevant export control laws and that the Products may require authorization prior to export, re-export or transfer to any Customer within or outside India who is required to obtain a license before the purchase of the Product. Buyer explicitly agrees that it will not directly or indirectly export, re-export, transfer in-country, or transfer of the Product to any Customer within or outside India in violation of any export control laws or regulations of the United States or such other country specific export control laws or with knowledge that they will be used in the design, development, production, or use of chemical, biological, nuclear, or ballistic weapons, or in a facility engaged in such activities, unless Buyer has obtained prior approval from the Department of Commerce or other relevant authority(ies). Buyer further warrants that it will not export, re-export or transfer in- country directly or indirectly, any Products to embargoed countries or sell Products to companies or individuals listed on the Denied Order issued by the United States or such other country specific export control laws. Buyer undertakes and warrants that the Buyer shall communicate and stipulate all the above stated conditions to the Buyer's Customer and ensure the Customers complies with the same without any deviation.


• COMPLIANCE OF ANTI-CORRUPTION and DATA PROTECTION LAWS: Buyer must comply and ensure that all its employees, officers, Directors, agents, resellers, representatives, etc. complies with all anti-corruption laws, including the U.S. Foreign Corrupt Practices Act and all applicable and relevant laws in the respective manufacturer country(ies) (collectively referred to as Anticorruption laws). Under the anti-corruption laws, it is illegal and it is prohibited to pay, offer to pay or authorize to pay or offer (directly or indirectly) any money or anything of value to any government official or the immediate family of any such official, a political party or a party official, or any candidate for political office, for the purpose of influencing an act or decision of the government or such individual in order to assist, directly or indirectly, Buyer or Redington in obtaining or retaining business, or securing an improper advantage.
  
  
• Buyer shall comply with all the requirements under the Data Protection Laws applicable in the Territory where the Buyer or its Customer operates. Buyer irrevocably consents for Redington for sharing Buyer/Buyer Customer Data including personally identifiable information to the Vendor/OEM during the course of its business engagement. Buyer has confirmed that Buyer has the right and authority to share its and its Customer Data with Redington. For complete details of Redington collection, processing, storage, and retention of personal data including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases for using it, details of your rights and how to exercise them, and personal data sharing (where applicable), please refer to Our Privacy Policy and Cookies Policy below . OEM may also collect, hold, and process Buyer personal information in the course of transactions (for example, your name, and postal address). OEM have their own privacy policies in place to govern their collection, processing, and holding of Buyers’ personal data. Before entering into a transaction with any OEM please ensure that you have read, understood, and agree to their policies in relation to the data.


• AUDIT RIGHTS: Redington shall have the right to inspect/audit either, on its own, or through a third-party auditor ("Auditor") to conduct on-site audits and examine any records, invoices and/or other data or documents that are necessary to establish Buyer's compliance with this Agreement. If such audit establishes that there has been non-compliance by the Buyer, then the Buyer shall promptly cure the non-compliance within the time line stipulated by Redington. Redington shall have the right to claim the cost of Audit in such an event. The Buyer undertakes to maintain documents/records during and for a period of eight (8) years from the date of such document.


• RELATIONSHIP OF THE PARTIES: Buyer's relationship with Redington will be that of an independent contractor. Buyer will not have, and will not represent that it has, any power, right or authority to bind Redington, or to assume or create any obligation or responsibility, express, implied or by appearances, on behalf of Redington or in Redington's name, except as herein expressly provided. Nothing stated in these terms and conditions will be construed as constituting Buyer and Redington as partners, employer/employee, franchisor/franchisee, or principal/agent between the parties.


• MANUFACTURER RESTRICTIONS: All Products delivered to Buyer hereunder may have additional restrictions on their use required by the manufacturer. Buyer is solely responsible for ensuring its adherence to any and all such restrictions and requirements. If any Manufacturer or its supplier prohibits Redington from selling specific Products to Buyer, then Redington reserves the right not to sell such Products to Buyer as well as to take back from the Buyer. Use of a Product is also governed by the terms and conditions provided by the OEM . By ordering, installing or enabling a Product Buyer is providing confirmation for OEM Terms and shall ensure to have agreement in writing with its customer/ end user to ensure compliance of OEM terms. Buyer acknowledges that (i) Redington limited is not a party to, or responsible for Buyer/end user noncompliance with, the Terms, (ii) Redington limited does not guarantee any OEM Terms are adequate for end User’s needs, (iii) Redington Limited does not assume any obligation or responsibility with regard to the use of the Product workmanship, merchantability fitness for any purpose, its support or any other related services or products,


• DISPUTE RESOLUTION, ARBITRATION and GOVERNING LAWS & JURISDICTION: Redington shall have the right to combine individual invoices for the purpose of making a combined claim, if the Buyer has availed credit facility from Redington. All or any Dispute arising out of all or any terms of the Contract between the Parties hereto shall be resolved through Arbitration. Either of the Party may notify the Dispute to the other party, enabling them to find an amicable settlement of the Dispute within 30 (thirty) days of such notification. In the event of no amicable settlement is arrived within 30 (thirty) days as stated supra, either of the party(s) shall refer the dispute to Arbitration. Both the Parties shall mutually appoint a Sole Arbitrator within 1 (one) month of such reference of dispute to Arbitration or prefer an application before the Hon'ble High Court, Chennai under the provisions of The Arbitration and Conciliation Act, 1996 as amended. Such proceedings shall be conducted in English language only and in accordance with the provisions of The Arbitration and Conciliation Act, 1996 as amended. The finding of the Sole Arbitrator shall be final and be binding on all parties. The Seat and Venue for the Arbitration shall be exclusively at Chennai. Any irregularities related to Identity Theft and Violation of Privacy , shall be subject to Jurisdiction of courts in Chennai. The Terms and Conditions hereof shall be construed, interpreted and enforced under and in accordance with the laws of India and the parties explicitly agree that all or any legal proceedings in connection with the Arbitration proceedings shall be subject to the Jurisdiction of Courts in Chennai alone. Redington shall also have the right to initiate the appropriate civil / criminal proceedings including complaint u/s 138 of NI Act, as applicable.


• NOTICES: All notices to the Buyer must be in writing and may be given at the address of such party as set forth herein or such other address as the parties may hereinafter designate in writing. Notices to Redington shall be sent to: Legal Department, Block 3 Plathin Redington Tower, Inner Ring, Road, Saraswathy Nagar West, 4th Street, Puzhuthivakkam, Chennai 600 091, Tamil Nadu, INDIA In accordance with Information Technology Act 2000 and rules made there under, the name and contact details of the Grievance Officer are provided below:Mr. K. Vijayshyam Acharya, Designation : Compliance Officer and Investor Grievance Redressal Officer. E-Mail: investors@redingtongroup.com


• BINDING EFFECT/ASSIGNMENT: These terms and conditions shall be binding upon and shall inure to the benefit of the parties hereto and their respective representatives, successors-in-interest and permitted assigns. Neither party may assign its rights and/or duties under these terms and conditions without the prior written consent of the other party given at the other party's sole option. Notwithstanding the foregoing, Redington may assign or transfer any receivables due from Buyer to a subsidiary or affiliate upon notice to Buyer.


• PARTIAL INVALIDITY: If any provision of these terms and conditions shall be held to be invalid, illegal or unenforceable, such provision shall be enforced to the fullest extent permitted by applicable law and the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.


• NO WAIVER: Failure or delay of Redington to exercise a right or power under these terms and conditions shall not operate as a waiver thereof, nor shall any single or partial exercise of a right or power preclude any other future exercise thereof.


• No Third Party Beneficiaries: The parties hereto acknowledge that this Agreement is not intended to and shall not benefit any third party, except that the Redington Suppliers/Vendors (including OEM) shall have the right to enforce this Agreement directly on the Buyer /Buyer's Customers.